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Arachne was a mortal woman who was a very good weaver and boasted that she was the best, even better than Athena. One day, an elderly woman at her door warned her not to insult the Gods. After hearing a few more insults from Arachne, the woman revealed herself as Athena, who challenged her to a weaving contest. Arachne came out on top with a shiny cloth. While Athena was already angry she had been bested by a mortal, Arachne's impertinent reaction caused the Goddess to lash out in rage and transform Arachne into a giant red-black spider
Over the next millennia, she served as a weaver for the Gods. She then made a deal with Cronus, if she captures the Chosen Ones, he turns her human. Arachne hypnotised Atlanta into capturing her friends, but Archie freed Atlanta from her control. After the fake prisoner hoax, Arachne was temporarily turned human until turned back when Cronus had to flee. This time, she was the size of a regular spider. After Atlanta convinces the gods that other transformed humans might join Cronus, Athena reluctantly returns Arachne to her mortal form.