Villain Chapter 4 - Amy's Day Out Part 2

AN: Well, this one also took longer than I expected, but in my defence...I tried. Also, I experimented a little with Hemmingway Ediotir, which is a guide to sentence structure program, and I just have to say...wouldn't recommend it. Any sentence above a certain length gets selected as too long, and if you take those out, the flow becomes choppy.

Not to mention it took forever just to do the first 1300 words of the chapter before I became too frustrated with it.

Anyway, onto the chapter. Not really as humorous as I was expecting, but I can't say I'm upset about it, and I've focused even more on perspective.

ARACHNE POV

A pair of figures stood on the battlefield. One young, dark and wilful. The other, bright and eager despite their greater experience. The pair of women waited for the clock to start ticking. For it to usher in the beginning of a conflict both physical and moral in nature. Together, they waited under the watchful eyes of Panacea and the civilians.

Arachne glanced over to them, watching how they held their phones up higher for a better view. How each of them was eager to record the battle in low-definition, pixelated quality. Because of course they were. It wasn't like a pair of capes was about to fight in a fast-paced, high-stakes battle or anything. No, they wouldn't be in danger at all.

Idiots.

Still, this fight…this fight was going to be interesting; Arachne could tell. Interesting in that she was, despite the sense of confidence she portrayed, screwed. Despite the miracles she could pull off with them, her bugs were still bugs. She could only control them in so many ways, and while a bug to the eye was effective, it did not work against everyone.

They were still biological. Not supernatural. Sure, they were smart, cunning bugs thanks to their Overmind, but bugs regardless. Her opponent, currently bouncing up and down on armour-clad feet, was one of the people they would have a limited effect on, as Mouse Protector could do things that weren't limited by biology.

She was one of the most proficient short-range teleporters in the world. Better than even Oni Lee, who alongside Lung, was able to match entire teams of capes like the local Protectorate.

One touch on her costume, a single glancing blow, and the Arachne would be finished. Nothing she could do would allow her to escape the seasoned Superhero's assault. No amount of diversionary clones or bugs would let her flee into the shadows to fight another day.

Luckily, that depended entirely on Mouse Protector actually touching her, Arache thought as the rabid buzzing of her swarm became increasingly louder. Increasing larger and ever more encompassing. With her swarm, it would be a tall task even for the grab-bag cape.

"Hah! We got ourselves a feisty one, do we?" Mouse Protector boasted, falling onto her heel as she stretched her other leg outwards in a crouch, her rear end almost touching the faded brown of the decking. "Good, I like it when my foes have a little fight in them. Showing up geared for a fight is always a pain if they give up at the first sight of me. Not that I blame them" she shrugged before standing upright and cartwheeling backwards, leading with a single leg as she moved further from Arachne, "their only human."

"Only Human, huh?" Arachne mused, already hiding within the haze of flying insects. To anyone else, it would have been nightmare-inducing, but to Arache? It was home. "Then if giving up makes you human, what does that make me?"

Punctuating her words, Arachne brought even more of her bugs out of her surrounding, centipedes and beetles leading the charge as they poured out of the cracks and crevices of the Boardwalk. She commanded them to circle her legs, obscuring them from sight as the flying parts of her swarm counties to circle her, swiftly surrounding Arachne in a tornado of wings and legs.

"What does that make you, Arachne?" Mouse Protector laughed at the line, crouching down to place a hand on the floor. Behind her body she held her other arm, her legs tensed and ready to leap. "It makes you an insect ready to be squashed beneath my feet."

"I'm sure many of your fans would be glad to be beneath your feet," Arachne shot back without hesitation, her voice a skittering melody. Crossing her arms, she commanded her hair to float behind her like an unholy halo, one built upon the back of pestilence. "But there's a funny thing about squashing insects. Yes, more often than not, you're successful and left needing to deal with guts and broken shells. I'd be careful though, as centipedes eat mice, and all it takes for things to fall apart is a single sting."

Mouse Protector grimaced at the feet comment, amusing Arachne. That's right, she knew all about the heroine's rabid fan club. It didn't stop Mouse from putting it behind her though as her grin sharped and her posture tightened. She looked ready to spring at any moment, like the mouse ready to down the man.

Blood pumping through her ears, Arachne couldn't deny that she was also excited about what was about to happen. Her muscles tensed and her gaze sharped. The weight of her quickening breath was like a jolt of electricity moving through her.

This was to be her first fight as a Villain vs. a Hero. Of good vs evil. Well, if you didn't count the little squabble she had with the Wards, but if she was being honest, she didn't.

Arachne had put on a show with the superpowered teens. One that proved why proper discipline was so important on the battlefield. But then again, Arachne had never intended for it to be a fight. It had been a distraction, one that the Undersiders had taken advantage of to abscond with thousands of dollars. Hell, they hadn't even gotten injured despite being heavily outnumbered.

The fight she was about to engage in contrast had no ulterior motive or goal. No reason to stop halfway, and while this frightened her a little bit (okay a lot), it excited her even more. Yet, glancing over at Amy made her think otherwise. While she could put it all on the line, Amy could not. The shaky grim combined with a few worried lines on her forehead proved it.

Amy looked concerned for her, a statement that made Taylor feel warm and giddy inside. It also made her feel introspective, as she didn't want her new friend to watch as she was dragged away to be put behind bars. Not after spending the past hour cheering her up. It also made her think of her Dad, and how disappointed he would be to find her engaging in a life of crime.

No, she didn't want to do that to him, no matter how much he had dropped the ball since Mom had died. So, she came up with another plan, one that would lead to less risk to her person. She pulled her bugs in even tighter, creating layer after layer of the insectoid bodies, combining them together to make a living, adaptive shield of armour around herself. One that turned Arachne into a bastion of protection.

Well, a bastion made of bugs, so it would only stop so much, but Arachne was proud of the result anyway. Due to being inside of it, she couldn't be too fancy with the armour's visuals, but that hadn't stopped her from forming a copy of the upper half of her own body around herself. It left her looking like a woman in size on par with the valkyrie twins, one that had burst through the decking.

"Then sting me!" Mouse Protector shouted with glee as she sprung forward, a single flex of her powerful legs letting her soar through the air like a flying squirrel. At least, it did before she crashed down on Arachne's swarm, a single foot leading the path into the false torso, one that quickly parted around the invading limb.

Mouse Protector soon came to regret this, however. Turns out that such a tempting target is begging to be stung.

Something Arachn'es insects did with relish as they searched through the gaps, looking for any hints of skin they could find. The heroines' armour posed no barrier in that regard, as while her armour fully covered her leg with dense metal, there were still gaps left for flexibility.

Gaps that could be exploited.

Her ants and spiders lead the charge as Arachne directed them to bite, urging them to push through the flexible cloth covering Mouse Protector's leg. Piercing through it to reach the juicy flesh underneath.

"Pushing through my bugs is a nice idea," Arachne acknowledged with a nod as she shifted through them, moving away from the invading leg. The compliment didn't stop Mouse protector from wincing at the wounds she was taking, however. "But, and this is important, you missed."

By a wide margin too, as Mouse Protector's leg didn't even get close to colliding with her hidden form. It had given her a good look at her musculature though, and damn. She must work out a lot to make her leg so firm and shapely.

"Well, you k-know what they say, if at first you don't succeed," Mouse Protector began to say, only for her body to disappear from the swarm's perception, teleporting back to the cape starting position with a few bugs still clinging to her leg. "Then just try, and try, again!" she exclaimed, positioning her legs wide as she pointed towards Arachne's central form, looking quite heroic even as she favoured her right side, avoiding putting pressure on her ravaged limb.

The exclamation causes cheers to come from the crowd, momentarily causing Arachne to turn towards the masses, making her avatar cross its arms as she glared down at the quickly quieting people to express her aggravation.

"We'll shut up now." One plucky young woman said, dressed in a white top and black pants as she quailed under her swarms gaze.

"Thank you," Arachne nodded, feeling generous as she swept her gaze back to Mouse Protector. Now, MP could have taken advantage of her lapse of concentration to attack, but she was still busy clearing out the remains of insects on her costume.

She may have teleported out of the little bind she was in, but that didn't mean she hadn't taken any passengers. Passengers that were still under her command, and were no longer so easy to find due to mass concentration.

"So, want to try that again? Cause I can keep going after your limbs if you want. You only have four of them, while I have millions," Arachne boasted, bending her arms slightly as she held them out to the side, an aura of challenging menace wafting off her avatar.

The challenge was returned as Mouse Protector's expression sharpened, her grin diminishing while her body tensed. A thoughtful expression soon appeared on her face, one that made her pause.

Arachne saw no reason to stop this, as in the current scenario, time was her friend. The longer her insects and arachnids' venom had to work, the worse it would affect the senior cape. After a couple of seconds to think, Mouse Protector nodded as she reached down, moving a hand towards the belt compartments on her hip.

"It's true that I can't keep doing the same thing," she nodded in acknowledgement. "You're right. I only have four limbs, and one of them really hurts right now. Thanks for that, by the way" she glowered.

"Oh, it was no bother," Arachne said, playfully flicking her large hand twice over her shoulder as if to brush off the dust.

"I'm sure it wasn't." Mouse Protector agreed as she undid the bindings of a deep pocket. "But even if I do prefer to get down and dirty when I fight," she grinned saucily, "that doesn't mean I'm a one-trick pony. People in our profession don't tend to last long if they have an easily exploitable weakness like that."

That was true, they didn't. Take Tattletale for example. As much as Arachne liked her and appreciated the info she gave as a teammate, by herself she wasn't much of a threat. Take away her gun and what did she have?

The ability to know far too much, and all the strength of an active 17-year-old girl. For most cape fights, that wasn't enough to really do anything, so it was no surprise that she ended up joining a team to cover her weakness.

Grue too, as his darkness gave him the ability to hide in the short term as moved through the darkness only he could see. It was more practical in a fight than Tattletale's know-it-all ability, but on someone who could deal out large amounts of damage to the surrounding environment? not much of a threat. Not like Lung or Kaiser were, for example.

But he had joined a team, the Undersiders, alongside Regent, Bitch, and now Arachne. Each of them could now leverage the good parts of their abilities and use them to a greater effect.

Mouse Protector didn't have a team. Not since she had left the first inauguration of the Wards, and she has now been fighting capes for almost 20 years solo, and not once was she taken out. Considering the average survival rate of independent heroes, she was not someone to underestimate.

So when she took something out of the pocket she was fiddling with, Arachne wasted no time in sending the bugs that made up her head forward, grouping them together to catch whatever it was that Mouse had used.

This was a good thing, as the round, cylindrical objects that Mouse had thrown exploded as soon as they bounced through a couple of the leading bugs of the swarm. They sent out a wave of light, sound, and concussive force that ruptured the internals of the closest bugs, and dazed the bugs that were further away. These ones only survived because their dying companions cocooned them.

The pellets effects even had an effect on the crowd, as they quickly began to hightail it out of there with the key exception of a few, a number that included Panacea.

Arachne spared a second to check on her, and upon seeing that she was merely rubbing her eyes, focused back on the source of the explosion, and the person who had escalated the fight.

"So," Mouse began, tossing a couple more of the explosive pellets up and down in her hand with a grin, leaning to one side, "still feel like you can take out my limbs? Cause if you have your bugs, I got my miniaturised explosions, and if you think you can outlast me…"

Mouse Protector trailed off as she vanished in thin air, a swirl of air being the only sign before she popped back into place, now holding a large grey bag that she attached to her belt. She fished a hand into it, pulling her hand out to show another small explosive wedged between each of her fingers.

"Think again."

She then threw the explosions from both her hands, sending a payload three times the size of her last one at Arachne as she desperately collapsed her entire swarm, sending it forward in an effort to blanket the explosion.

"You crazy bitch!" Amy yelled from the edge of the battlefield as she saw this, wrapping her arms around her head as she hunkered down, avoiding the sight of the pellets exploding hallway into the swarm. Small pockets of bugs soon disappeared from around each of the explosions, the remaining bugs swirling around and breaking into two groups. The back half retreated back to surround Arachne's actual body, which had been revealed due to a lack of bugs, while she sent the other half forward, aiming to take down the explosions at the source.

Arachne eagerly watched as her bugs closed the distance, ready for them to sting Mouse Protector as many times as it took to turn her into a swollen mess, but just before they could…

"Nice try!" Mouse Protector cackled as she teleported to Arachne's left, the position that Arachne had first seen her when she was doing the meet and greet. Because of course she had placed a teleportation point there, why wouldn't she?

It's not like it was annoying or infuriating. No. Arachne just loved chasing people around with her swarm.

Sarcasm aside, that is exactly what she did as she pushed her secondary swarm towards Mouse Protector again, making sure to tighten the half of the swarm she had around herself even more, packing them in close in case the hero had placed teleportation marker while Arachne had trapped her leg.

"Missed me!" Mouse yelled as she teleported again…back to her previous spot on the boardwalk, standing there and waving smugly with the ocean water framing her silhouette.

"Grrrrrrrrr…"

Arachne couldn't help it. Normally, she liked hit-and-run, evasive tactics. They were the kind she favoured after all, but being on the other side of them... was extremely frustrating. Her next few attempts at catching Mouse Protector were less than successful, resulting in pockets of insects being left at previous teleportation points, Arachne was unwilling to give the hero more places to teleport to despite it being ultimately futile.

"Better luck next time Praying Mantis!" Was one of the quips made after a near miss.

"Perhaps you should start putting some effort in soon? I'm getting a little bored." Was another.

Mouse Protector even had the gall to pause in place for a few of Arachne's bugs to reach her, giving Arachne just a hint of actual triumph before she had teleported again, squishing the couple of bugs that had made it onto her armour set.

"You were close there, keep going, you can do it!"

"Will you shut the FUCK up!?" Arachne practically screamed as she threaded her hands through her hair, almost tempted to start tugging on it because of how done she was with this shit. Almost though. She wasn't crazy.

"Hmm…" Mouse Protector replied, looking off into the distance as she tapped her lips with her finger, looking as if she was considering the question. At this point though, Arachne really doubted she was.

Mouse Protector had been playing her this entire time. Even those bites to her leg had only happened because she'd let it. If she wasn't so annoyed right now, she'd be really impressed by the whole thing.

"Nah," Mouse Protector decided, leaning against the railing behind her as she crossed her arms across her chest, looking extremely happy with herself. "I don't think I will. If I did that every time someone asked me that, I wouldn't speak for the rest of my life."

"Which should tell you something. Like, you know, people are annoyed so much by your general existence, that they would rather be rude and direct than actually react like a responsible, diplomatic human being!" Arachne yelled in retaliation as she brought her swarm in on herself, a swarm that had been reduced to two-thirds of its original size by all the explosions they had soaked up for her, protecting her fleshy, meaty body.

There was something strange through, other than the mild headache she was getting with so much power use. Mouse, since the beginning of their fight, had never really been quiet for more than a couple of seconds at a time.

As Arachne had not so eloquently stated, Mouse Protector didn't really have an off switch as far as speaking goes, so the fact that she was silent didn't feel right.

Looking at her, Arachne found that something had changed about the senior cape. Something…innate, that she couldn't quite put her thousands of fingers on. Mouse was still leaning against the railing, her legs crossed, but the slouch that she had possessed earlier was gone.

Her brown armour was more upright. More rigid. But it was her face that had really changed. The grin, the ever-present grin that hadn't left her face in the face of pain or insult since the start of the battle, was gone. Her lips now formed a stiff, level line.

Which Arachne had a badaaaadd feeling about.

"Oh shit!" Panacea yelled from over in the corner, leaning out from the pillar she was hiding behind as she glanced between Arachne, then Mouse Protector, then back at Mouse Protector. "You just went straight nuclear Arachne!"

Well…yeah, she had. She actually felt a little bad about that, but in the heat of the moment, the words had just slipped out. A knee-jerk reaction on her part to what she had been feeling. But that didn't mean that what she had said was what she truly felt.

Because Mouse Protector was not a villain. She was not an awful human being. Yes, she was a little annoying (read, a lot) but overall? She was a good person. One that did her best to entertain and uplift the spirits of the general public.

"I…apologize for saying that," Arachne admitted, using her real voice this time instead of her more intimating swarm speak as she looked toward Mouse Protector. "That wasn't what I meant to say."

"Oh, I'm sure it wasn't," Mouse Protector replied, an insincere smile on her face as she reached into the pouch on the other side of her hip, the one that she hadn't opened yet. "But you said it anyway. I may be a fun gal most of the time…but you just crossed a line."

A hush fell over the crowd as she withdrew her hand from her second pouch, turning her hand sideways as something glinted in the light. Taking a closer look, Arachne could see it was a number of throwing knives, each of them etched with Mouse's personal symbol.

Arachne fell silent as panic flew through her mind. She knew exactly what the knives were. Anyone who spent enough time on PHO did, as it was one of the things Mouse Protector was most known for. The only issue with them was that she only ever used them when she was done playing around. When she was no longer Miss 'Nice Girl', and was instead the 'Militant Mouse'.

"Once the line has been uncrossed," Mouse Protector crouched, leaning forward as she withdrew another large handful of explosive pellets out of her other pouch, now wielding pellets and knives in either hand, "you can't turn back!"

With a practised flourish, Mouse Protector threw her knives forward, the shining blades whistling through the air in a series of arcs that touched down across the battlefield. She wasted no time in engaging, teleporting the instant the knives touched down to appear on Arachne's left, then her right, then off to her side, and then even above her from another knife she had thrown. Each teleport resulted in small flashes, moving almost faster than Arachne could see.

It was at this moment, Arachne realised she fucked up. Because even enclosed in her swarm as she was, Arachne was buffeted by a collection of explosions, each of the blast waves buffeting her insects down towards her as her movement became restricted. Even the bugs that weren't squished by the assault were dazed, leaving them sluggish to react to Arachne's commands.

With no room to escape, she crouched into a ball, placing her taloned arms around her head as she reorganised her bugs in a slightly more uniform way, placing the beetles with the strongest shells on the outside while bringing the ants inwards, making them form chains among chains that circled around her lithe form.

"You really put your foot in it this time," Arachne muttered, finding it a little hard to breathe. They'd had this good thing going, a nice back and forth of harmless banter and posturing, and just a little bit of frustration had caused her to lash out.

To attack one of the best heroes in the United States in a way that is likely personal. In a way that had made her abandon her light-hearted approach to replace it with an almost perfect imitation of what it would be like to fight Oni Lee.

Although considering that she came far before the demon ninja, it was more likely that he imitated her, knowing of the effectiveness of the technique. It was certainly kicking her ass, and the only reason she hadn't been shredded to pieces was that, as offended as Mouse Protector was, she wasn't a killer. She was simply opting for a more brutal approach, one designed to wear down the existing pool of insects Arachne could use.

Even calling in more bugs from the outer reaches of her range wouldn't solve the problem, as it would merely delay Mouse Protector in her goal. It wouldn't stop her, and if nothing changed, Arachne was finished.

"You had enough yet? Or do you want to keep going?!" Mouse Protector shouted above the noise of the repeated explosions, her voice cutting through it like hurricane winds. "Because I can promise you, I can keep on doing this!"

She threw her hand forward and released a trio of pellets to Arachne's front that took out a couple of hundred insects.

"And this!"

Mouse Protector flipped over the spike of bugs Arachne sent after her in an attempt to delay her, throwing another two pellets before teleporting to Arachne's right to evade that larger collective of insects on the left side of the dome.

"And this, all day long!" MP shouted with a viscous, bloodthirsty grin across her face. Combining this with her cold, blue visor, and dull armour, it made for an intimidating vision. One that was covered in soot and bug guts.

Her constant motion wasn't without its downsides, however, as Arachne could see the way she was heaving, forcing lungfuls of air into her oxygen-starved body.

"So how about you make it easier on yourself and just come out quietly!"

Faced with the prospect of Mouse Protector in her blood rage, the option of surrender was tempting for Arachne. Especially since a number of civilians held cameras and, more importantly as far as verifiability, Panacea was watching. So, if she surrendered, Mouse Protector wouldn't be able to attack her without ruining her reputation as an eccentric but Comic Book-esque Superhero.

On the other hand, she wasn't quite out of tricks yet, and the rest of the bugs she had called in from everywhere within range were just about to arrive, ready to bolster her swarm to a record high of 15 million.

"I'm afraid I can't do that, Mickey. It is against my nature to give up, and I never come quietly. So, if you don't mind, I think instead of surrendering, I'm going to even the playing field a little." Arachne said through her swarm, un-compacting the dome around her into a swirling swarm that quickly increased in size, filling the area of a house with just enough visibility for the hero to see a glimpse of her silhouette in the middle. A silhouette that was helpfully highlighted via the fireflies shining in the position of her eyes.

Even in her angered state, Mouse couldn't resist a quiet snicker at the juvenile commentary as some of the anger in her eyes eased. It didn't stop her from pulling out another four knives to toss at a moment's notice, however.

"Somehow I doubt that, but let's see you try anyway!"

Oh, she would do more than try. In the middle of her swarm, Arachne raised her arms at her sides just in time for her new bugs to crest the surrounding building, combing together to swarm around her dome in three massive beams of chiton. Each one soared a third of the way around the dome, flying in careful formation.

These beams dwarfed the dome, and as Arachne brought the last of the bugs into them, not a single bug left in her range able to fly that was left, leaving Arachne to spread her swarm into a thick yet loose cloud that darkened the sky of the boardwalk, turning it from the beginning of dusk to a brightly lit night.

It forced Mouse Protector to squint behind her visor, along with everyone else in the crowd.

"Really, Arachne!? Are you going to destroy the ecosystem for the entire area?!" Panacea yelled, not intimidated in the least beyond the instinctual reaction of so many insectoids to quiver and hide as so many of the less involved bystanders had. "Do you want to get a Master rating of 10? Because this is how you get a Master rating of 10!"

"Shush, Striker 12." Arachne's voice echoed from the entirety of the storm, the sheer volume of it making the girl, and many others, put their hands over their ears to dampen the sound that was rattling the glass around them. Even Arachne pushed her hands against her ears in pain, making her write a mental note to never speak with that many insects ever again.

Least of which was that by doing so, it had caused her headache to flare into a migraine for a moment, a clear sign she was over-taxing her abilities.

Potential migraine or not, however, nothing would stop her theatrics. Arachne kept the cloud cover-up, using it to her advantage as she moved through the area, moving away from where Mouse Protector had last seen her.

"As for evening the field a little," Arachne continued, only using a fraction of her bugs to address MP this time, "you may have thought that this swarm was the entirety of my plan. That I would throw vast numbers at you in an attempt to defeat you. Sorry to disappoint, but it's merely the first step, as even this many bugs can be dealt with given enough time."

Before Mouse Protector could do more than nod, Arachne directed her swarm once more, pulling it into a dense column that let the barest hints of light through on the edges and none in the centre, before commanding her 100-metre pillar to collapse downwards, pushing the full weight of swarm onto the boardwalk as a series of cracks filled the air. Even spread out as they were, the weight of the swarm was not light.

The bugs didn't stop there, as once they reached the surface of the decking, Arachne directed her swarm outwards, resulting in a wave of insects that emerged in a circle from the centre, one that rolled over the area, blanketing anything and everything in their approach.

Benches. Railing. People. None were spared from this covering. None that is except for Mouse Protector, as upon seeing the expansion of the swarm, she had leapt backwards before slinging her throwing arm around with all of her might, a slight crack denoting the speed of her knife as it soared up into the air 100 metres into the sky where a brown, leather glove caught it.

"Strewth," Mouse Protector swore, soft enough that it was only the bugs Arachne still had in the air for surveillance of Protectorate backup that she heard it. The experienced heroine soon began falling down as she observed the wave of insects below.

She was just high enough to watch as Arachne began the next and final part of her plan as a 50-metre disc of bugs bunched together in random locations, each of them falling upwards to create tall, thin mounds that swiftly got craved out into what was intended.

Copies of Arachne. 98 of them, to be exact.

"This," one of the swarm clones declared, gesturing around at her numerous copies, "is how I intend to level the playing field. Good luck exploding my bugs apart when you can't tell which one is the real me."

It was true too, as not a single one of the 98 copies of Arachne looked any different from the other. Each and every one of them was made up of countless varieties of insects and arachnids. Each of them inhuman. Each of them deadly.

Mouse Protector frowned as she fell back to the ground, cancelling her momentum by teleporting to one of her knives stuck in the ground as she peered around the area, looking for a single hint of which one was the real villain.

"Clever," Mouse Protector complimented as she stalked through the real-life game of Where's Waldo, her posture tense. And yet, her face was happy. "You covered yourself in a layer of insects to blend in with the crowd, and are taking advantage of my good nature to not explode you. In one terrifying move, you eliminated my custom explosives from the game."

Arachne appreciated the compliment from where she was hidden. She had thought it wass pretty clever-hold on, what's this?

"But you aren't as clever as you think you are. Do you honestly think you're the first one to eliminate a piece of my equipment like this?" Mouse Protector asked curiously, pocketing the two remaining pellets in her hand and tying the bag closed. She then reached over her shoulder, where her previously unused shield and sword were, the mainstays of her normal fights.

"Cause I can tell you now, you're not." She promised, slipping her left arm through the loops of the shield while holding her sword with her right, pointing it towards the closest Arachne to her. "And all I need to do…is blitz you until I find the real one!"

Mouse Protector proceeded to leap forward shield first, using it as a blunt-force object to explode through the clone of bugs, coming out the other side with nothing to show for it except for the squished remains on her buckler.

Arachne observed unworried from her vantage point as Mouse Protectors' eyes darted around, scanning the area quickly before she disappeared, teleporting to the other side of the Boardwalk as she unleashed her reign of destruction, slamming her shield into one clone before using the blunt side of her sword to cut through another. Nothing gave the woman pause as she proceeded on her one-woman mission to slaughter an army.

"She's really going at it," Arachne commented from beside Amy, making the girl jump before she whirled around on her.

"Arachne! What are you doing here?"

Arachne's body looked around the area, then down at herself, and then back up at Amy as she put her hand on her hip, leaning into it.

"What does it look like? I'm talking to you while Mouse Protector is distracted."

"Have at thee!" Mouse Protector yelled with a grin, fulling getting into the slaughter with mindless glee as she flipped through the air, performing a split mid-air to perm a spin kick that took out three clones' heads in one go.

"Shouldn't you be, you know, a touch more concerned?" Amy asked after a moment's pause to regain her sense of equilibrium, shaking her head as she fully turned her attention to her conversation partner. "Mouse Protector isn't exactly someone you should underestimate. Under her jokes and theatrical behaviour, she's quite sharp."

"Eh, it'll be fine," Arachne shrugged, sounding unbothered by it. Probably because it was. With all of her clones out like this, she had enough of a crowd to hide in, particularly because she just reformed the clones that had already been taken out after Mouse Protector moved past them.

She didn't move any of them, as that would require too much multi-tasking even for her prodigious abilities, but the instant flashmob worked quite well as a distraction.

"I'm not exactly at risk now that she's calmed down from earlier. Who knew that even without Tattletale around, I can still put my foot in it?"

Amy snorted. "I could have told you that," she snarked, looking both amused and concerned even as she peered back at the fight.

"But are you sure you'll be fine? I don't want you getting in trouble just for trying to cheer me up, even if you could have gone about things with less law-breaking."

Arachne pointed up at her mask, deadpanning at the girl. Was she being serious right now?

"Yeah yeah, Supervillain," Amy rolled her eyes despite the pensive expression still on her face. She didn't continue that line of conversation though, so evidently she didn't consider it worth pursuing any longer.

That was good, as Arachne could be quite the stubborn lass. With Panacea being quiet again, she could focus back on her banter with Mouse Protector.

"For cheese and justice!" Mouse Protector shouted her customary battle cry, one that made the dwindling crowd cheer as the heroine flipped over the clumsy leg sweep that Arachne had sent towards her with her closest body, one that earned a boot to the head. "And the gouda of all!"

"You know, I'm pretty sure most people wouldn't consider cheese and justice to go hand in hand," Arachne commented, crossing her arms even as she lost her head.

"Especially those with lactose intolerance, it would really put a damper on things." She continued in her next body, not bothered when this one lost first its arm, then its legs, and finally had a massive hole blown through its chest.

Arachne looked down at the fist punching through where her sternum would be, turning her head a full 180 degrees to glance at the slightly weirded-out but still grinning heroine.

"Ow."

Mouse Protector pouted, picking her sword up to behead this clone, using the sharp side since it was clear that this body wasn't Arachne's real one as the head rolled around on the ground.

"If anything, wouldn't cheese fall on the side of evil considering it's produced from animals that are kept in a small area for the entirety of their life and are milked regularly? While given regular hormone injections to do so?"

"No! Cheese is love! Cheese is life!" Mouse Protector refuted, football kicking the talking head so that it exploded into a pile of wings and exoskeletons.

"Not really...answering the question." Arachne laughed from the next clone, making it place her arm around Mouse's shoulder to embrace her, at least until a shield was forced to take the place of her chest cavity.

"I just like cheese, okay!? I don't want to think about the ethical dilemmas of how its made, of what it does to the animals. I just want to enjoy the creamy, fatty, rich flavour of all the cheeses, whether it's by itself or in a meal!"

"Which is fine," Arachne nodded, easily seeing that Mouse was playing up her reaction. "But not really something I'd consider ethically good like soy cheese, even if it does taste like ass."

"Agreed." Mouse shuddered, clearly remembering a time she had tasted the foul concoction. Her reaction had forced her to pause in her rampage though, even if Arachne could see her eyes' glancing around while she murmured under her breath. "Hey, before we get started again, could you answer something for me?"

A break from needing to reform her body's? Yes please. Her aching head would thank her for it.

"Shoot."

"Thanks," Mouse Protector grinned, bringing her sword to rest down on the now pockmarked wood of the Boardwalk, leaning on it slightly. "So, why a villain? Aside from the mean comment you gave back there, you don't seem to be all that bad of a person. A little dramatic, sure, but that's not a villainous trait," she said firmly, even as she murmured the next part, "no matter what Armsy says."

"Why am I a Villain?" Arachne echoed curiously, tilting her head as she considered it.

That was a good question. Why was she a Villain? Ever since she was young, she had always wanted to be a hero. Like her own heroes. Alexandria. Hero. Armsmaster. Miss Militia. Even Mouse Protector had been one of her role models.

All of them heroes. All of them helping in their own ways.

On her first night out, she had sought to do the same, to fight the same fight. It's why she hadn't run away from Lung when he'd said to shoot the 'kids'.

She had known it was more than likely she wouldn't get out of that fight alive. But after so long of being left helpless because it was the easy option, she hadn't wanted to do the same for the 'kids'. So she had engaged Lung in battle. Somehow, she had come out on top with her measly bug powers against the Rage Dragon. Her. Humble Taylor Hebert, had beaten Lung by simply biting him with insects and arachnids. And maybe rotting his junk off, which was kind of funny to think about now. It was less funny when Bakuda was monologuing about it.

After the fight, however, she found out that the 'kids' she'd rescued weren't really kids, but were junior villains instead who had just robbed Lung of a shitload of money. A team of villains who had offered her a place by there side, to be a member of their team.

While she'd been hesitant, Arachne supposed it was the way that Armsmaster had brushed her off that had cinched the issue for her, leading to her first 'joining' the team, with the idea of taking them down from the inside.

Foolish, she knew, but you know what they say about those with good intentions. But the strangest thing had happened. Somewhere along the way…the Undersiders had stopped being a 'team' for her, and had instead become a team for her. One that she looked forward to hanging out with.

Looked forward to sparing with Brian.

Looked forward to chatting with Lisa.

Looked forward to playing games with Alec, taking his easy ribbings in stride.

Looked forward to playing with the multitude of dogs that Rachel had looked after.

It hadn't started out that way…but now, she looked forward to it all. It made her days brighter than the cold darkness her life had been before them.

"I guess I just…fell into it. There's no other way to explain it, really," Arcahne shrugged, not willing to go into any more detail.

"You...fell into breaking the law." Mouse Protector stated flatly, her lips twitching upwards as she shook her head. "Of course you did. Most people do, in my experience. But if I'm being honest, you don't really seem like someone who wants to be a villain. You're still new on the scene, so it's a bit early to be forming an impression of you, but that's what I can tell from what I've seen so far."

Arachne blinked, shifting uneasily from her hiding spot at just how close on the mark Mouse Protector was.

"In the Bank Heist, you used intimation tactics and misdirection to help you and your team escape. You did not use the hostages as hostages. You didn't cover them in poisonous spiders and threaten to inject them if the heroes didn't step back. Even today you didn't take anyone hostage, and there are plenty to choose from," Mouse frowned over at the people who had still yet to move away. She was likely thinking the same thing as Arachne, that those idiots shouldn't be there.

"You're debut, for lack of a better term, was FUN. Scary for the people involved, but from behind a screen? You put on one of the most entertaining shows I've seen in a while, one that made me seek you out. To test you on if it would continue, which you most certainly have, Miss Legion," Mouse joked, earning a bark of laughter from Taylor, a fact that made the woman smile.

"Correct me if I'm wrong, but you're not in it for fear or intimation. The money, well I'm sure you appreciate it, god knows I would, but that's not what you do this for either" Mouse nodded, not moving her sword from its position as a cane. It was funny, actually. There wasn't a hint of disappointment from the veteran hero.

"You're in it for the attention. To relieve yourself of your stress and doubts so you can just LIVE in the moment. To leave your mark on the world. You…are a showman."

Taylor's mouth fell open, stunned at the statement. If that had caused it to fall open, the next made it fall off.

"Just like me." Mouse smiled honestly, reaching up to scratch her nose with a hint of embarrassment at the admission. "It's why I left the Wards after the first couple of years, despite how much I enjoyed spending time with my friends. The constant coddling, being paraded around like prize show horses, I didn't like that. Didn't like how fake it felt. How stifling it was. Eventually, I couldn't take it anymore and left. On my own, I could truly branch out. I could be the person I wanted to be in the public eye. The fierce crusader of justice and cheese, Mouse Protector."

Taylor…Taylor didn't know how to feel about this. One of her childhood heroes was pouring her heart out to her, and all she could do was think about how strange it was. Truthfully, it made her wish that her emotions weren't currently messed up right now.

It didn't feel right to treat such humility with anything less than respect.

"I think you're like that as well. You want the world to see you as you wish it to, and that's okay. What isn't okay, is the way you're going about it," Mouse pressed, her smile dimming slightly. "Flaunting the law, I couldn't care less about that. Pretty much every cape does. Hell, I do it pretty much every day," she revealed, chuckling slightly.

"But striking terror in the hearts of the public? Making the already unstable city of Brocton Bay even more unstable? That won't end well. It may take time, and it may not be entirely willing, but at some point, you'll do something you regret. Something that you can't play off. When that happens, not if, you'll see your past actions in a new light, and wonder just why you pursued the path you did."

Mouse took a hand off the hilt of her sword, holding it up towards Arachne.

"Let me help you stop that. Let me help you turn into a person who can live freely while not risking your soul."

Taylor…no, Arachne didn't know how to feel…that was a lie. She knew exactly how she felt. Mouse Protectors offer, a month ago, would have been a dream for her. Guidance and support from an experienced hero on her own path to heroism.

But Arachne's time with the Undersiders had shown her that not everything was black and white. Not everything could be considered a part of a single category, and to even think of doing so was offensive to those not on either extreme of the scale.

Sure, objectively Alec was a villain just because he wanted to be, not that he had revealed his backstory, but Brian was in the game to look after his sister. Doing bad for the greater good. Rachel, from a certain point of view, was the same, she just wanted to take care of her dogs.

Lisa…well, she just liked to mess with people, which wasn't all that high on the karmic scale, but at least that was all she did. She was like a mid-tone grey to the dark shades of the more violent members of the bays gangs.

All of them existed on the scale. None of them was truly bad, and to go so far as suggesting that being a villain was a certainty of committing an atrocity? That Arachne would eventually have one bad day where she would spiral into the depths of despair?

Jokes on Rat-woman, she had already had that day. It's kind of the reason they had met, and despite the ample, ample, opportunity she had to abuse her powers? She had refrained and would continue to refrain from doing so.

Not to mention that Mouse Protector hadn't even gotten that good of a read on Arachne anyway. Yes, her action in suppressing certain parts of her emotions had changed her. Had made her come off as less careful and more fun-loving. But that didn't change the core of who Taylor was.

Taylor, above all else, wanted to make things better, and some careful questions with Lisa about the prospects of joining the Protectorate or becoming an independent hero had revealed just what would happen if she did.

Nothing. Nothing would happen. If she joined the Protectorate, all she would be able to do would be to manage the status quo, keeping things as they were for fear of making things worse. Becoming an independent wouldn't be any better, as her bug powers really did work far better with the support of the Undersides.

Sure, becoming a Villain seems counterintuitive for her goal of rescuing the city, but only on the surface. If you dug deeper, and really looked into the history of Brocton Bay, you could find just how much the villains of the bay had changed it. For the worse, mostly, but sometimes, the better.

Take Marquis for example. His presence in the Bay had created a trickle-down effect, with the open knowledge of his views on violence against women creating a safe haven in his territory.

Lung was another example, a viler one. When he had emerged from the flames of Kyushu in the Bay, he had rounded up the various Asian gangs into one collective, devastating Asian-on-Asian violence at its root.

Just another example of the change that Villains could make. They didn't have to care about what the lawmakers thought. What the financers or capitalists think. With enough personal influence and power, it was the Villains who could enact the change they want.

And it was for that very reason, that Taylor would stay a Villain until she was done. Stay as Arachne until the bay had been cleaned up, cleaned up enough that she could act under the aegis of the law as Lady Bug, the hero, rather than Arachne, the villain.

"I'm afraid I can't do that, Mouse Protector," Arachne shook her head slowly, reaching forward and putting downward pressure on the disappointed cape's arm. "While your concerns are valid, there is yet more you do not see. More that you do not understand, and until you see it from the other side, see the truths there, you will not want to understand. So, I'm sorry Mouse Protector, but I have to decline. As much as I respect you, which I cannot stress how much I do, the answer is no. I hope you can respect that."

"Yeah, I thought as much" Mouse Protector sighed, her head drooping as she pulled her sword out of the wood, spinning it around before hefting it to shoulder height, the tip pointed forward. "You aren't the first I've offered to help. None of them accepted either, but it doesn't mean I'll stop trying. After all, I'm Mouse Protector. I never give up, and if you won't accept now, maybe you will after I've taken you to jail," she said with passion, her large grin now back in place despite how it looked visibly forced.

Arachne shook her head in amusement. No, she supposed Mouse wouldn't give up. She could respect that. It was just what she would have done if she was in the same situation.

"Even if you could, which I somehow doubt, you'd still have to catch me first, and as you can see," Arachne swept her hand around the boardwalk, making each body in line with the clones hand lift their arms like a Mexican wave before she finished circling around, her splayed hand now reaching forward to tap the tip of Mouse's sword. "We are still Legion."

"True," Mouse nodded, looking calm despite the mass of bodies. Like she knew something Arachne didn't. "All those bodies I destroyed, you just reformed them, and even my stamina would run out at some point. But there's one thing you haven't noticed."

Mouse flung her sword upwards, letting the grip fly out of her hand as it flipped 560 degrees in the air before she caught it in a reverse grip, bringing her arm back to rest the sharp implement behind herself.

"All those clones of yours? They all reformed in about the same spot as where I popped them, in the same small area. It made it quite easy for me to just go through each of them one by one, checking each for the location of you're real body, and guess what?"

Mouse's grin sharpened as she disappeared in a flash of wind, reforming right in front of the clone that had been standing and speaking with Amy.

"Fuck!" Amy yelped at the sudden appearance, jumping back in instinctual fright at a human being appearing in front of her eyes, holding a sharp, pointy object.

"~I've found you~," Mouse singsonged in triumph, victory pouring off her tongue like she consumed it for breakfast, lunch and dinner.

Arachne took a second to look at Amy in amusement, her body posture light and easy despite the situation it was in. Let's just say that our little Panda did not appreciate the expression, as it made her give one of her own of the avian variety.

"You would think so, wouldn't you?" Arachne replied softly as she crossed her arms behind her back, not caring about the sword point pressing into her stomach as she walked forward, letting it pass through her torso casually as she leaned forward, placing her head right next to Mouse Protectors.

"But while you were playing the game, you didn't stop to think of what you were facing. I knew that I wouldn't be able to beat you head-on. Not with our respective power sets and experience levels. Your victory would have been a foregone conclusion. But that's only if I played the game, and considering it was a lose-lose situation for me…I flipped the board."

"It was when you created the cloud, wasn't it?" Mouse Protector stated as she slumped, the action doing nothing to hide how pleased her voice sounded.

"It was," Arachne agreed, leaning back up before boop-ing Mouse on the nose, making her scrunch her nose.

"You got so caught up in the banter that you didn't notice the second I swapped bodies. Combine that with the time you spent working your way through my little decoys, and I had more than enough time to change back into my civilian clothes."

"Which means you can blend with the public," Mouse nodded, not even mad. "I'll give you this one. Bravo, Arachne. You've outwitted me. Something very few can say they've done, and most who have, have known me for years."

Arachne was quite pleased by that fact, but she couldn't claim all the credit for the idea. It was one of the potential moves she had brainstormed with the rest of the Undersiders, where they had each discussed the other powers for new ideas.

No one else had gained anything too interesting out of the little exchange, but surprisingly, Rachel had brought up that, if the range she controlled her bugs was so large, why should she stick so close to her bugs where she could be harmed? It was an interesting idea, and with some refinement from Lisa and herself, Plan 'Can't touch this' had been formed.

A plan that involved her cloaking herself in a swarm of bugs mid-battle to sneak away from the fighting, good for both retreating and gaining distance.

"I can't do anything against you now, so there's no point in continuing this battle," Mouse continued, sheathing her sword and holstering her shield as she gave a brief look at the crowd for any sight of her foe, "but if I could offer you one last piece of advice?"

Arachne nodded her false head from beside Amy, taking the opportunity to disassemble the rest of the clones and spreading her insects back to where she had found them to the best of her abilities.

"Don't expect that your threat displays will always work, especially against the more experienced members of cape society. People who have been in the game for years tend to see the weirdest stuff, and the deadliest. Compared to what they have seen? A swarm of bugs isn't so terrifying, and will hardly face them." Mouse Protector warmed, directing her gaze back at the clone as she grinned widely.

"But also make sure that, no matter what you encounter, to keep having fun. Even if you're a villain, a fun villain is far better than a savage one, and while you have the potential to be both, I hope you just keep to one."

"I'll be sure to keep that in mind," Arachne drawled, earning a wink from Mouse before she disappeared, this time for good as a few moments passed with no sign of her re-emergence. This prompted much of the crowd to leave, the show now over as they filled away in various directions, moving on with their day.

This left Arachne and Amy with relative privacy, the pair standing against one of the brick buildings while Taylor stood by the next building over, looking slightly sweaty as she leant against the wall but otherwise unremarkable in her drab, dull clothing.

Going back to Arachne and Amy, neither of them said anything in the silence, each of them thinking over the afternoon's events, neither wanting to break the silence.

One of them did, eventually. but it wasn't Arachne.

"I guess this is goodbye, then," Amy mused, looking strangely forlorn in her white costume as she looked at the wreckage around them, the splintered and bugs smeared boards giving a slightly macabre ambience but one that was not out of place for the rest of Brockton Bay.

"It seems so," Arachne stated with a nod, feeling sad about it as well. She had enjoyed her time with the girl, and wouldn't mind continuing to do so, but there was only so much time Amy could be pulled away from New Wave.

Hell, Arachne wanted to do this again, have another outing with Amy that didn't have any high stakes, just exhilarating fun as Mouse Protectorate had said. Somehow, she didn't think it was overly likely as news would have surely gotten out at Panacea spending the day with Arachne,

A Hero, with a Villain, and while Panacea's stellar reputation as the world's best healer would leave her without any real consequences with the greater public, the same could not be said for her mother, Brandish. The woman had a reputation for despising villains, and at the very least Amy was going to get grounded.

"It's probably for the best," Amy continued with a sigh, even if her heart wasn't in it. "Mom will be just about ready to scream her head off, and Vicky's going to be a nightmare of questions and teasing."

The girl paused, thinking for a moment before she nodded, a gentle smile crossing her face.

"I don't regret coming with you today, though. It was entertaining and certainly different than the normal drudgery that I get caught up in." Amy paused to look around the area. "More signs of battle though."

Arachne winced, reaching up to rub the back of her head in embarrassment which made Amy laugh, the sound sending chills down Taylor's distant spine.

"Don't worry about it, Arachne. It's still less than what Vicky causes on almost a daily basis. At least you didn't take out any walls or create any potholes that need to be fixed, and while the Boardwalk will need repairs, Mouse Protector caused most of them," Amy said, amusement laced in her voice before she shifted slightly, a tinge of red forming on her cheeks.

"It's been fun, Arachne. Something I wouldn't mind doing again if you wouldn't when I get the chance," Amy proposed in question, looking unsure of herself but still pushing ahead regardless.

"I would like to as well, Amy," Arachne replied, touched at the offer. So much so that she felt like going in for a hug, something she hadn't initiated in a very long time, but as she wasn't actually here, she couldn't. Drat. Arachne supposed she would just have to settle for words. "Although next time it'd probably be better to be a bit more lowkey about it. I imagine that continued meetings with a villain won't put you in the most positive light with the Protectorate."

"Probably not, but fuck 'em," Amy said with a shake of her head, the action throwing her hood off and making her brown her fly outwards. It fell against her neck, framing her pretty, freckled face. "I'm still the world's best healer, which is a fact that's unlikely to change anytime soon. It doesn't matter what they think of me, so long as I don't break the law, they won't do anything."

That was good then. Very good, and it actually made Taylor feel less guilty about it. She didn't want to destroy another's girls reputation like her own had been.

"I haven't gotten around to creating an account on PHO yet, but you have an official one, right?"

"I do," Amy nodded.

"Then in the next few days, I'll send you a private message using my new account. We can actually plan out what we're doing next time rather than just relying on chance."

"It's a date," Amy agreed boldly, only the hint of red showing she wasn't as confident as she acted as she leaned forward with a smile, looking her age for a moment.

A date, huh? Yes, Arachne…no, Taylor, supposed it was. A date with a girl. Somehow, she hadn't expected to end up going that route, but if she was being honest, she hadn't ever really expected to date anyone of either gender.

Whether it would turn out well was up in the air, as Taylor knew she was at least attracted to Brian, but Amy was cute in her own way. She was worth risking any particular awkwardness.

"It will be," Arachne confirmed with a nod as she began to dissolve her clone, first disrupting her arms before taking away from the mass of her torso and legs. Still, if she was going to go on a date with Amy, an official one unlike the unofficial one they had just done, being referred to by her cape name the whole time would be weird. Arachne was a persona she put on, not who she truly was.

Did she take the risk though? Amy already knew what she looked like on a biological level, so a name could potentially ruin her secret identity. Looking into Amy's earnest, green eyes, she could only come to one conclusion.

"And my name's Taylor if you wanted to use it," Taylor said just as her head fell apart, taking the last of her body's insects with it as she finally focused back on her own body, and the headache it was feeling.

"Yep, I'm going to be feeling that one tomorrow," Taylor said in self-deprecation with a laugh. She wasn't too down about it however as she pushed off the wall, moving towards the bus terminal she knew to be close by.

After all, she has just gotten a girlfriend. Or at least the chance of one. That was worth celebrating. Maybe with Lisa? She'd probably be down for that.

PANACEA POV

Taylor…Amy had not expected to be privy to that particular piece of knowledge any time soon. It just made her more glad that she had pushed her doubts aside to give the offer. Evidently, it had worked, so with more pep in her step than usual, Amy began the twenty-minute walk home, her mood buoyed far beyond its average of fatigue and bitterness.

On her way home though, she passed the Boardwalk's bus station, catching a glimpse of a tall teenage girl as she boarded the greyhound, her long brown hair trailing down to her mid-back. That wasn't what caught her eye though.

No, it was the glimpse of the same, grey backpack that she had been staring at for the past few hours, sitting innocently on the girl's back.

Was that…was that Arachne?!

As if to answer her question, the girl glanced over in her direction, possessing large eyes and a wide, graceful smile on her pale features. Catching Amy's eye, the girl winked, leaving a feeling of heat in her cheeks even as she couldn't stop smiling.

It was…nice to be trusted with something so important. It made her prospective relationship with Arachne, sorry, Taylor, feel all the more real.

It also unfortunately meant that it gave Vicky some legitimate ammo to tease her with, Amy thought with a sigh.

Oh well, it would be what it would be, and she wasn't too concerned about what Vicky would do. Carol, on the other hand…yeah, she was going to be a problem.

Bugger.

END

AN: Glad you reached the end. I've only got one other event I plan to gather before dusting this story off for good, and that's the meeting at Somer's Rock, as it just seems rife for the bullshit Arachne likes to get up to. It might be a single, large chapter, or two smaller ones, but it'll happen.

As for what I'll get it posted...my estimates have been a little off recently. Peace.