Arachne was a young weaver, who was highly skilled at weaving tapestries. Her boasts soon reached Mt. Olympus, where Athena challenged her to a sewing competition. Arachne won, but Athena was unhappy. Athena told Arachne to punish herself. Before Arachne committed suicide, Athena turned her into a spider, to show the gods' powers. Arachne helps Peter Parker when the Green Goblin and the Sinister Six are destroying New York.
In the original version of the show, Arachne was the main villain of Act Two. She wove dreams and illusions in Peter's mind in an attempt to keep him being Spider-Man and sway him to her side, then kidnapped Mary Jane and threatened to kill her if Peter did not love or kill her in return, as she could not die herself. Peter agreeing to be with Arachne to save MJ caused her to have a change of heart, and she died happily and ascended to the Astral Plane.
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