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A giant spider-like monster with metal limbs. Four of its limbs are used for walking while two others in front of the creature are used for attacking. The two attack limbs are tipped with an assortment of bladed weapons. At the center of the legs there is a human body hanging down from the spider's steel structure by hooked wires which pull at its flesh. It has a bloated stomach which the player discovers after defeating the creature contains Alex's brother, Josh. Most disturbing of all the creatures head is a face stuck to an accordion-like device that allows the face to move forward and backward a distance of two feet or so, and a long, black umbilical cord-like tentacle leading from its mouth to its genital area. The face also has a similar appearance to Alex's and Joshua's mother.
A picture that Alex finds at the playground adjacent to his house showing a giant toy spider towering over a toy man and car serves as a prelude to this boss. This boss represents Alex's guilt for Josh's death and possibly the anger from Josh that was felt towards Alex. Amnion appears from the ring given to Joshua by their father after Alex realizes the truth of his death.