Disclaimer: Diadem: Worlds of Magic does NOT belong to me. It belongs to Peel and his publishers, currently Llewellyn Worldwide. I highly respect his work and am making no profit from this, nor do I intend for this piece of fan fiction to interfere with his profits.

Author's Note: Takes place sometime after Book of Nightmares and before Book of War.


Diadem: Book of Thoughts

CHAPTER 16: "Bugs, Bats, and Spiders! Oh, My!"

by Luna


"We need to run for it!" Score mentally called to his friends, unable to see them through the swarm.

As they ran Score, Pixel and Helaine launched fireballs to keep them back, but it barely had any effect. In desperation, Score summoned a rainstorm; as fire proved ineffective, he hoped the water would deter them. It slowed them down only for a moment. The air remained thick with them and the attack was as strong as before.

"Pixel, think of something!" shouted Score, mentally.

"I'm thinking!" he shouted back. Helaine had her sword in hand, slicing and cutting into the air. The insects had clustered around her like a blanket, giving her the opportunity to slice at them effectively.

"Got it!" yelled Pixel, a solution at hand. "Hope you guys aren't chiroptophobic."

Suddenly insects were not the only creatures they had in the sky. Bats fluttered all around them, in even greater number than the insects. Pixel's solution was a biological one: summon a natural predator for insects.

The bats effectively disposed of and scared away the buzzing blood-suckers before suddenly disappearing into thin air. Although Pixel could not teleport other creatures away, anything he summoned to him he could send back to its original location.

The trio sat down, exhausted from their ordeal.

They were covered in bites, (which thankfully had not swelled), but were painful and bled slightly.

"Remind me to kill Morhos when I see him!" Score said as he nursed his bug bitten arm.

Helaine sighed, equally upset. "I just wish healing magic was more a matter of study than a matter of innate talent."

Pixel lifted up his arms and hands to show his friends. They were perfectly healed. "This injury is easy. Just speed up the personal time of your skin. Your body will naturally close and heal."

The trick worked and the trio once again set off. Only this time, they were forced to go on foot.

''Stop,'' said Helaine after an hour, raising her arm. ''Trouble.''

''My favorite word,'' muttered Score sarcastically. ''Do you know where, or what?''

Helaine closed her eyes, trying to pinpoint the source of her premonition. ''I think it's above us. It's dark, evil. It doesn't belong in this forest.''

The trio stood still, tense and alert.

''We need to back away, now!'' warned Helaine, and they did what she said. Suddenly, a dozen hideous arachnid beings dropped from the trees. They landed in the same spot the magic-users had occupied seconds before Helaine's warning.

They appeared to be a nightmarish combination of human and spider. Their bodies were dull black and furry, each between three and four feet long. Their heads looked human, with scraggly hair matted with blood and dirt. Their mouths were twisted into an open mouthed smirk, revealing sharp, predatory teeth accented by two large fangs. The males were mottled, while the females were midnight black.

When Helaine saw them she froze in terror, something that had never happened to her before. These demonic creatures were not a new sight to her. She had seen them in her dreams. The word ''Aranha'' came to her mind, but she did not know how she knew their name. She forced herself to shake away the fear.

The creatures circled the trio. Their fangs were bared, but they made no other move to strike.

''Pixel, Score, these things are agile and can shoot out webbing to trap you.''

Score looked surprised. ''You know about these--these... things?''

Helaine nodded tersely. "I saw them in my nightmares. They are called the Aranhan.''

With more grace than seemed possible, Morphos and Shanara dropped from the treetops from a vine of webbing. Morphos was clearly gloating, while Shanara's face remained blank.

"I've had fun watching your misadventures," taunted Morphos. "Isn't that right, Mother?"

"Yes, my son," answered Shanara. Her voice was dull and lifeless; not at all like her own. "I was happy to show them to you in my scrying pool."

Helaine, Score and Pixel tried hard to reign in their shock. Morphos had managed to seize Shanara's mind?

The child turned toward the trio. "Did you enjoy Mother's little illusion? I know I did."

''The Griffin family?'' asked Pixel.

''Of course. I had Mother conjure up an illusion that you three destroyed the Griffin's eggs."

''Were the eggs destroyed?'' asked Helaine through clenched teeth.

"Of course," replied Morphos without any remorse, "but enough talking. It's been a long time since my pets drank human blood."

"Let 'em starve!'' yelled Score, appalled at Morphos and the Aranhan. The creatures laughed sinisterly and started to advance.

Helaine instinctively whipped out her sword and rushed to meet her opponents. Although she had grown more accustomed to using magic, nothing made her feel safer and more capable than using her blade in direct combat. In a graceful arch, her sword decapitated one of the Aranhan. Although dead, its body continued to thrash and twitch randomly. Black blood glistened on Helaine's sword. The other Aranhan screamed at her in human voices, but backed cautiously out of Helaine's sword range.

Pixel took advantage of their momentary retreat and took out his topaz, which enhanced his ability to create fire. He formed multiple fireballs and launched them at a progressing female Aranha. She leapt away from the first two fireballs and easily dodged the rest. Score held his emerald, transforming the ground beneath the Aranhan into laughing gas, to create trap pits. These were partially successful. It slowed the Aranhan down, but they would either leap out of the pits or shoot out webbing to escape before the gas could take effect.

''We can't keep this up for long,'' panted Score. ''Our magic doesn't seem to have any effect on them, and they won't get close enough to let Helaine use her sword.''

Helaine sheathed her sword and snatched up her bow and an arrow. She aimed, and fired. ''Don't lose hope yet.''

The arrow buried itself into a male Aranha's face, just below its glowing green eye.

Morphos laughed. ''Is that the best you can do?''

Score managed to grin at Helaine in the midst of battle. "Why is it all these villains speak in cliches?"

Helaine smiled back and returned to the task at hand. Helaine concentrated on her sapphire and launched all twenty arrows that were in her quiver in the Aranhan's direction.

The Aranhan dodged out of the way, but with her power of levitation Helaine guided them towards their intended opponents. The arrows struck three of the Aranhan and each howled in pain. Their wounds oozed thick, dark blood. They lay down, never to get up again.

Lightening fast, heavy, dust-gray webs shot out of the remaining Aranhan' abdomens. The webbing clamped around the trio and froze them in place. They were covered in webbing from their shoulders to their feet.

Helaine twisted, trying to reach her dagger from its hidden place in her right boot. She couldn't reach far enough. She tried levitating it, but the webs were wound tight around her body, making it impossible to get it free. She could see Score and Pixel struggling as well.

Morphos laughed maliciously at their pathetic attempt to escape. ''Come on, you're hardly any fun to watch.''

Helaine bit her tongue. You'll get him soon enough, she thought to herself. Insults are indecent of a warrior and would not solve anything.

''Relax guys,'' said Score calmly. ''These webs are history.'' Score closed his eyes and concentrated through his emerald. Score's eyes flew open. Nothing happened.

''It didn't work!'' Score yelled, frustrated. ''I tried to change the webs into something else, but my magic had no effect.''

Morphos was laughing hysterically, tears in his eyes.

''Let me try something,'' suggested Pixel. Pixel focused on his topaz and on the webs holding them prisoner. Cautiously, he formed the image of the webs melting away.

Pixel tried to break free, but the webs were as strong as before. ''I don't get it. My magic didn't work either.''

''Well, if we can't directly affect the webs then we need to change ourselves,'' said Helaine with a mischievous smile. Helaine focused her mind on her opal, increasing her ability to change her own form. There was a tingling throughout her body. She could feel herself fill with power, and then the change began. The magic from the opal seemed to flow around her like a second skin, and she could feel her body altering.

The first change was her size, which became so large that her head reached the top of the trees. As she grew, the webs that had held her tightly in place snapped. Next, Helaine's skin became covered with fiery red scales. Her neck stretched, and her face grew longer. Her hair contracted and soon her head was no longer human, but dragon. Enormous wings sprouted from her back. Her hands became claws followed closely by the transformation of her legs and arms. The awesome power of the dragon was nearly overwhelming. It was Helaine's first shape shift into a dragon form and she loved it.

Morphos stopped laughing abruptly and stared at the gigantic beast before him. Helaine grabbed the child and lifted him up to her face.

''Release my friends, now!'' she bellowed in a gruff voice.

''Why should I?'' asked Morphos. ''What fun is there in that?''

''If you don't,'' snarled Helaine, ''I'll kill you, and I guarantee that will not be fun. For you, anyway.''

Morphos pouted. She was spoiling his game! He looked around, and spotted some deep violet colored plants. He smiled wickedly.

''All right, I'll let them go. But you have to release me first. The Aranhan won't listen to me otherwise.''

Helaine felt reluctant to comply, but there didn't seem to be any alternative. She could crunch him into mush if he tried anything. With minimal care she dropped him three feet from the ground.

Morphos pretended to have trouble getting his footing and crawled on the ground. With his back towards Helaine and the others he grabbed a bundle of the purple weeds and stood up. He threw them into the air.

''Shriker Kula prior! '' he shouted and the weeds ignited. Yellow smoke filled the air. To Pixel and Score the weeds smelled sweetly, but the instant Helaine breathed in the scent she started to violently cough.

''Dragonsbane has quite a pleasant fragrant, but only for humans,'' said Morphos full of confidence. ''For dragons, it's highly toxic. It can kill an adult dragon in a matter of minutes.''

Helaine was writhing on the forest floor.

''Change back, Helaine!'' yelled Pixel. Helaine was gasping for air but managed to slowly transform back to human. The Aranhan were waiting and once Helaine had completed her change they trapped her in their webbing once more.

"Helaine?" Score asked, unable to hide the worry in his voice. The only response he got from her was more coughing. Score growled low in his throat. Morphos was going down! He formed the image of the webbing growing larger, with his amethyst acting as an amplifier. He remembered how Helaine's bindings snapped once she grew larger and was hoping to stretch the bindings until they snapped. Nothing happened. The webs remained at their normal size.

''I just don't get it!'' shouted Score angrily. ''Why won't our magic work on the webs?''

Morphos laughed again. ''Don't you three know anything? Aranhan silk can't be directly affected by magic! It's as stupid as enchanting a unicorn horn.''

Score took the time Morphos was gloating to redirect his spell. If the webs were unaffected by magic, then he'd have to change himself.

Morphos was fully reading the trio's minds now, not wanting to be taken off guard like he was with Helaine. He instantly realized Score's plan for escape. ''Stop him!'' he commanded. ''Use more webbing if you have to, but don't let him escape!''

The Aranhan surrounded Score and enveloped him in even more webbing. Score was as large as Helaine was when she had become a dragon, but he still wasn't large enough to break the extra bindings of the Aranhan. Realizing that his plan was futile, Score shrank himself back to normal.

''Scratch the 'changing ourselves' idea,'' he muttered to himself. One of the Aranhan bared its yellow, rotting teeth inches above Helaine's face, taunting her to try and break free again. Venom dripped from his fangs. Its breath reeked of dust, decay, and blood.

''Giving up so soon, dearie?'' cackled another Aranha, badgering her to escape, but Helaine was satisfied to suck in the air her burning lungs were yearning for.

Morphos shook his head in mock disappointment. ''Tsk, tsk tsk. And I thought you'd be better sport than that. You were once the Triad! Oh, well. Time to eat, my pretties.''

''Wait!'' yelled Pixel, trying to buy some time. A desperate plan was forming in his mind. Morphos' love of games could be his undoing.

''What fun is there in killing us when you could --oh, never mind." Pixel purposely interrupted himself, drawing Morphos' curiosity. "You wouldn't like that game.''

Morphos thought for a moment. He knew Pixel and the others were only trying to trick him into saving their lives, but he had total confidence in himself; he could handle anything they had in plan for him.

''I know what you're doing, but tell me anyway! I demand that you tell me!'' he whined. He looked as if he was about to throw a temper tantrum.

''Well, how about a contest? If we win you let us go free, if you win you get to kill us.''

Morphos looked thoughtful. ''But I could kill you now,'' he pointed out.

''Yeah, but what fun is in that?'' added Score, catching on to Pixel's plan.

''We had fighting tournaments all the time back on Ordin,'' chimed in Helaine, her voice slightly hoarse but her breathing back to normal. ''They were always great fun.''

''What are the rules?''

Pixel smiled. ''First of all, you can't read our minds, otherwise you'd know what we were about to do and the game wouldn't be as interesting.''

''All right, I'll agree to that. What else!'' Morphos was growing impatient with excitement.

''Um, I don't know,'' admitted Pixel.

''I got it!'' shouted Morphos, practically jumping up and down in anticipation. ''Only one of you can fight. I'll roll a three sided die to decide. And... and you guys will have to have limitations too. It's only fair if I'm not allowed to read your mind.''

''Uh, what kind of 'limitations'?'' asked Score, starting to think Pixel's plan was actually a bad one.

"When you fight it will have to be alone. If you fight me, Score, then you can't use any jewels to help yourself in magic. If Helaine fights she can only use her magic, no weapons or physical attacks of any kind. I don't want her killing me like she did Anarak. And if Pixel fights he can use anything he likes to win, within the rules of course."

"Hey, I think I've been insulted," whispered Pixel.

"Keep quiet!'' replied Score. "If he's giving you an edge, use it!"

"Do you all agree?" asked Morphos.

The three looked at one another, unsure of which course of action to take.

"I want an answer! If you won't play the game I'll have my Aranhan eat you now and get it over with."

"Agreed," they said in unison.

Morphos pulled out a three sided die out of his pocket. Each side had a different color; blue, green, and red, but no numbers.

"Blue is Helaine, green is Score, and red is Pixel," Morphos explained.

As if in slow motion, the die fell from the boy's fingertips to the earth bellow, bouncing once and rolling on the ground before coming to a final rest where they could all see.

Score's eyes widened and his stomach clenched in worry. Pixel felt the stirrings of guilt, knowing it was his plan that had set this in motion.

All eyes turned to Helaine, who stared at the blue face of the die with a steady determination.

"Fine. When do we begin?"

"The game will begin in three hours, right here," explained Morphos. "Pixel and Score will stay with me. You, Helaine, can leave to do whatever you like. I want this game to be interesting. If you're not here in three hours, I'll kill your friends. Understand?"

Helaine gave the boy a look that could curdle milk. "Yes."

"Silla, release the girl," ordered Morphos to the largest female Aranha.

The Aranha bowed submissively. The webs on Helaine turned liquid and flowed away.

Free, Helaine cleaned her sword and turned to talk to her friends.

Once Helaine was no longer facing Morphos, her mask of calm fell. Pixel was surprised to see genuine fear on Helaine's face, something he had never before thought he would see.

''I know that I'm going to lose,'' she said, her voice shaking.

''What? You don't know that for sure,'' responded Pixel.

''You don't understand,'' protested Helaine. ''I saw this, all of this,'' she said with a wide sweeping motion of her hand, ''in my nightmares."

The images from her dreams flashed through Helaine's mind: her friends lying motionless on the ground, a small dark figure -- whom she now knew was Morphos -- laughing at her, a strange talisman around her neck, the blood on her hands and the burdening knowledge that she had failed them.

"I saw Morphos, and even wrote on the wall in my sleep about him. I knew about the Aranhan. I saw parts of my battle with Morphos. I lost and you two were--were lying on the ground... I just know he'll, he'll-''

''Helaine, if you don't fight him, then we're already dead and the rest of the Diadem will have to face him,'' Pixel pointed out.

"I thought you were the all mighty warrior princess," joked Score, purposely calling her "princess" to encourage and provoke her into her usual aggressive self. It was bad enough hearing that Helaine had predicted their own deaths in this tournament, but seeing her this distressed gave him the chills. Usually he was the one with cold feet. If Helaine didn't even think they would survive this, what chance did they have?

She gave him a hard look for his sarcastic remark, and then sighed. The frightened look was replaced with a new determination. ''I'll try my best, and... well, what's the use of predicting the future if you can't change it?''

''Be careful Helaine, and good luck,'' said Score his voice without humor, only sincerity. At Helaine's surprised yet touched look, he changed back to his usual jesting personality. ''We need you to win. I'm getting a leg cramp from being stuck in these webs.'' This brought a smile to Helaine. Score was always complaining about something.

An inkling of a plan was forming, but she knew better than to stay around with a mind-reader. She turned away from him and created a Portal. It was strange, summoning one without the aid of her friends. It took a great deal more concentration than she expected. Helaine walked through the spatial rift, the Portal closing behind her.

"Can't we kill the rest of them, just a little bit?" whined the smallest Aranha. Morphos shook his head.

"Can we at least eat the small one?" asked another, tapping Pixel with his clawed arm. Pixel shuddered.

''No, they're going to be the game pieces.''

''But what if you lose? We want to be fed!'' yelled Silla.

''You will, once the tournament is over and not a moment before!" shouted Morphos and the Aranhan backed away from him. I will win, even if I have to break all the rules, thought Morphos


AN: My inspiration for the Aranhan comes from Tamora Pierce's spidrens. I loved her Imortals saga.