Title:  Spiders in the Mist:  An Arachnid Love Story
Author:  Maggie Honeybite
E-mail:  mhoneybite@yahoo.ca
Website:  http://www.ithilas.com/maggie/maggie.html
Rating:  PG-13
Summary:  On a mission to the Valley of Dreadful Death, two giant spiders encounter adventure, tackle moral issues and find love.  Inspired by Tehta's "Flawed and Fair."  AU, humour, spider slash.

Unlight fell over the valley, coating all the spider shapes in darkness.  Its shadows made Morliant's curves and bulges look positively enchanting, cloaking his sharp claws in mystery and casting a veil of modesty over his fore legs, his hind legs, and all the legs in between.  As their party moved swiftly along the valley's rock-strewn floor, Helob felt his pedipalps start to tingle and his silk glands contract in need.  Oh, to pounce on that black carapace, to spin his soft web around those hairy extremities...


He woke with a start.  Rubbing three of his eyes, he attempted to bring his surroundings into focus, but the sunlight filtering through the leaves made everything swim in a golden-tinged haze.  As his sight adjusted to the glare, he saw their captain, Ungwe, standing over him, looking most put out.

"My apologies for disturbing your dreams."  The captain's voice was laced with sarcasm.  "And most pleasant dreams they were, judging by all your grunting."

"Sorry."  Helob could feel his skin burning with shame, and guessed that he was probably bright grey.  No doubt he was the laughing stock of the entire spider company by now.  Curse his dreams for being so vivid!

"Quit dawdling, Helob, and get your carapace over to the clearing.  Everyone else is already there."

"Yes, sir!" Helob jumped up and stood at attention.  Still drowsy, he tried to organize his thoughts into some sort of coherent pattern.  Evening was only beginning to fall; it was not yet time to go hunting.  Why was he being summoned?  And what was all the commotion and noise?
"Bring the coward here!  We know how to deal with him," a voice called out, and suddenly the struggle Helob was hearing made sense.  They had caught Rantil, the deserter.  There was to be an execution.

Helob set off at full speed, determined to live up to what was expected of him.  Though executions always filled him with disgust, he knew they were necessary.  It was not the Spider Warrior Code that was flawed: it was he.  He was the one who was oversensitive and not bloodthirsty enough -- indeed, as lacking in this aspect of his nature as he was in his strength and size.

The condemned spider was being dragged into the middle of the clearing, shrieking and flailing his limbs.  Helob moved closer, joining the soldiers of his company on the sidelines.  Some looked solemn, others were already grunting with approval; it was clear they were looking forward to the bloodbath.

Moving away from his neighbour on the right, who was flexing his legs rather athletically, Helob accidentally brushed against another spider's carapace.

"Watch it," a rumbling voice said.

Turning toward it, Helob found himself inches away from Morliant -- the very spider who haunted his dreams, and who was everything he was not:  strong and large, eyes shining with confidence, pedipalps long and delectably furry.  

"Sorry," Helob whispered.  Despite his best intentions, he felt himself go weak in the knees -- a rather involved and potentially hazardous process, considering he had six knee joints on each leg.  Why was it that Morliant's presence always affected him so?

"Hold him down!" Captain Ungwe shouted, and the condemned spider was pressed into the ground, each of his eight legs pulled taut by the soldiers who had captured him.  Helob swallowed nervously and exhorted himself to keep his eyes open no matter what.  The last thing he wanted was to be thought a coward himself.

"Rantil!" the Captain was saying, his voice steady and full of conviction.  "You are hereby found guilty of cowardice in the face of hardship and danger.  Stealing emergency rations and deserting like a filthy scurrying squirrel!  This sort of act goes against the very principles of the Spider Warrior Code, and yet you broke that code, knowing full well what the consequences would be.  Have you anything to say for yourself?"

Rantil's face was being pressed into the hard ground.  Trembling with fear, he whimpered, "I was hungry..."  

"You inadequate spawn of a toad!  If your mother could see you right now, she would wish she had eaten you right after you were hatched!  You should be ashamed of yourself!"

The poor specimen was by now crying openly, soaking the ground beneath him with tears as his carapace shook with sobs.  He looked more terrified than ashamed.

And no wonder, thought Helob.  What Rantil was about to experience was certainly not to be envied.  Helob himself would not wish it on the worst of his enemies -- though no doubt that made him soft in the eyes of his fellows.

"Rantil!" The Captain's voice had acquired an undertone of cruelty.  It seemed he was looking forward to what was about to happen.  "You are hereby sentenced to death.  You do not deserve to be called a warrior spider."

"You do not deserve it!" echoed the eight soldiers holding down Rantil's legs.  One by one, they leaned over him and spit in his eyes.

Captain Ungwe smiled.  He raised himself up on his hind legs, his pedipalps pointing straight up into the air.  The condemned spider flattened himself against the ground and wailed in terror.  The Captain shrieked his command.

"No!" Rantil's scream was heard for the last time as the eight executioners descended upon him with fierce determination.

Helob flinched, but managed not to close his eyes, though his sucking stomach constricted at the sight of such brutality.  The eight spiders clutching Rantil's legs yanked without mercy, pulling the twitching limbs out of their sockets and tearing them to shreds.  The poor spider's carapace followed suit, and soon nothing was left of the deserter but bits of flesh, a crushed outer shell and pools of blue-tinged blood slowly seeping into the ground.

"Feeding time!" yelled the Captain, voice bright with elation, and the spiders around Helob sprinted forward to get their due.  Soon the clearing rang with the sounds of slurping, as the company sated its hunger and bloodlust.

Slightly unsteady on his legs and wishing nothing more than to withdraw into the bushes and forget the sight he had just witnessed, Helob turned around and nearly ran into Morliant again.

Quickly, he stepped back.  "Oh, forgive me..."

"Rantil and I were on day watch duty together recently."  Apparently Morliant felt that an explanation was in order.  "I don't know about you, but I don't fancy eating someone I had a pleasant conversation with less than a week ago."  He spit among the leaves, with obvious distaste.

"The Spider Warrior Code is harsh, I know," Helob said, touched by the fact that Morliant hadn't given into the mob's barbarity.  "But Rantil's crime was clear.  He stole the food rations--"

"He hadn't eaten in days."  

"That is true."  Helob looked at the ground, suddenly painfully conscious of how empty his sucking stomach was.  "But neither have most of us."

Not for the first time that week it occurred to him that their situation truly was dire.  Initially, things had looked good:  only a few days into their mission they had captured a party of orcs, which they left alive for freshness and neatly wrapped for easy transportation.  But the orcs had been slaughtered while the company was exploring in the woods -- simply out of spite, it seemed, for they presented no danger to anyone in their web-encased condition.  There wasn't much else to eat in this light-infested valley, try as the spiders might to maximize every hunting opportunity.   

If things didn't improve soon, they would be forced to either starve or drag themselves back to their settlement with nothing.  And then their community leaders would have no choice but to institute a ban on couples having more than thirty spiderlings per mating season, to discourage the shameful practice of laying hundreds of eggs only to eat the barely hatched young.  

"Are you very hungry, Helob?"  Morliant's voice was gentle.  He was looking at Helob with concern.

"No more than you or anyone else."

Morliant grunted and scratched at the ground with one of his claws, thinking.  "I saw some tracks in the forest earlier.  I think I'll go investigate."


The forest was not a safe place, even in the dark.  Especially with the orc-killers who had deprived many a spiderling of his future dinner out there, loose and ready to strike again.

"I'll call for the hunting party."  Turning in the direction of the clearing Morliant shrieked authoritatively, and soon a handful of the company's best hunters had gathered around him, ready to set out as soon as he gave the command.

Morliant waited for the stragglers to wipe the blue-tinged blood off their fangs, and then scampered off, eyes scanning the path for potential dangers, legs flexing and extending with consummate grace and strength.  Helob couldn't help but admire the way his black carapace shone in the moonlight and his legs made a musical "tap-tap-tap" as he trotted at the head of the spider column, every inch a leader.  

As soon as the hunting party had disappeared into the woods, Helob climbed one of the taller trees surrounding the clearing.  It was time to focus on his duty:  he was the company's navigator, after all, and had better make himself useful.

He settled in the tree's crown and used all his eight eyes to scrutinize the valley spread out below him.  He looked for anything that moved:  potential prey, so desperately needed in this time of hunger, or even the dangerous orc-killers that had foiled the spiders' plans -- maybe they were edible, too; one never knew.  But, sharp as his eyes were, he saw nothing.  All living creatures seemed to have been wiped out as if by an invisible plague, and the orc-killers had either left or were depraved enough to go about in broad daylight, not during the night as was proper.

At last, a clump of bushes shifted in the distance, and Helob was treated to the sight of Morliant leading the spider party over open ground.  Not surprisingly, his heart thudded and his pedipalps tingled with embarrassing urgency, and, for the hundredth time since their mission began, he found himself asking why.  Why did Morliant make his blood pump so fast?

On reflection, his reaction wasn't all *that* shocking.  After all, he could not recall ever wanting to mate with a female spider.  Indeed, the presence of females, instead of exciting him, filled him with deep misgiving and unease. This might have had something to do with the fact that one of his sixty-three brothers had been unceremoniously devoured by his prospective mate during their whirlwind courtship, and Helob had never quite forgotten the horror of finding his brother dead, his carcass sucked dry, his legs curled up under him in the ultimate gesture of helplessness.

But being a confirmed bachelor was one thing, and being consumed by carnal desire for a fellow warrior, quite another.  Helob had never before experienced anything quite like it.  Sometimes he cursed Morliant for casting him into this tempest of emotions -- so dishonourable in a solider spider, who was supposed to feel nothing save battle-lust and anger.

Sighing, Helob carefully climbed down over the tree's rough bark.  It was pointless to dwell on the matter, really.  There wasn't a chance in blinding daylight that Morliant -- a spider so manly, so muscled, so hirsute -- would ever look at Helob with anything approximating the longing he himself harboured.  The only thing to do was to focus on his work, and stop spinning fanciful webs of dreams over something he would never have.


Morliant's party didn't return until the late afternoon of the following day, exhausted and grim:  even after such a long hunt, all their catch amounted to was one meagre deer.  Still, food was food, and all the soldiers eagerly interrupted their daily rest to ease their hunger pains.  

They took turns feeding on the carcass, the larger spiders held in check by the loud hisses of their captain.  If not for him, the scene would soon have degenerated into a free-for-all, and Helob was glad that their situation had not reached the point where authority no longer mattered.
As the one who had actually made the kill, Morliant was among the first to eat.  Efficiently he sank his fangs into the deer flesh before him, sucking the nutrients without slurping, his sparse movements betraying his good manners -- an unusual characteristic among the soldiers whose company Helob had grown used to.  Helob felt his skin grow warmer, and realized he was staring.  Just at that moment Morliant looked up, his eyes -- all eight of them -- focusing on Helob's own with a querying expression.  Then he straightened up, pushed the spider next to him away brusquely, and motioned for Helob to approach.

Helob moved closer, legs unsteady.

"Hungry?" Morliant grunted, two of his eyes narrowing suspiciously, the other six slowly blinking.  The effect, though probably unintentional, was so seductive that Helob barely managed an answer.


"Come, eat." Morliant moved aside and offered Helob a juicy deer flank.

Helob ate, but could not stop his thoughts from straying.  He suddenly felt very conscious of the proximity of Morliant's pedipalps to his own.  Oh, darkness!  Why, three of their legs were practically touching!  As his knees buckled and he tried very hard not to topple over, he cursed himself for behaving like a silly spiderling and almost giving himself away.

Morliant finished eating and carefully wiped the remainder of the blood from his fangs.  He did not move away from the circle, however, and Helob realized, both with awe and intimidation, that Morliant was staying put for his sake: to allow him to eat his fill without being jostled by those bigger than he was.  He tried to hurry.

"You know, if you slurp any faster, you're likely to choke."

There was a trace of humour in Morliant's voice, and so Helob looked up without fear.  "I don't want to be a pest and delay you; you must be exhausted after your hunt," he said.  "You practically caught that deer single-handed, and on such rough terrain..."

Morliant shrugged.  "Nothing to it.  Haven't you ever caught one?"

The violent coughing fit that seized Helob did little to disguise his embarrassment.  He shook his head.  "No.  I'm not as big and strong as you, see, and--"

"Nonsense.  Those long legs of yours are probably faster than mine. I've watched you; you have quick reflexes.  You just need to learn to leap on your prey from the right angle."  He paused.  "It's a lot like battle, actually."

"I'm not much good at that either."

"I could give you a few pointers, if you like."

The deer carcass lay at Helob's feet, forgotten.  "You would do that?"

Morliant, obviously given more to action than words, did not waste his time replying to silly questions.  He moved away from the increasingly rowdy spider party and pointed ahead to a private glade between the trees.  "Come on," he said.

Knees shaking, Helob followed.


"The trick is simple; keep your eyes on your prey at all times, and don't get distracted.  If the ground is rocky or uneven, keep it in your peripheral vision.  When you're ready to leap, aim with your fore legs and spring with your hind ones."


"Now let's see your stance."

Helob raised his fore legs just as he had been told, feeling rather too self-conscious about his body to make a proper effort.  He looked straight ahead.

Morliant moved closer.  "You'd think you were a dancer, with such slim, graceful limbs.  Your talents are wasted on the likes of us."  He ran one of his pedipalps along Helob's raised leg, appraising, caressing.

Helob stumbled, his first right-fore leg inadvertently hooking over his second left-hind one.  Most inelegantly, he fumbled to regain his balance, feeling like an awkward, gangly teenager all over again.

Morliant laughed.  "That won't do at all."  His eyes flashed with mischief.  "I think we'll have to do that again, just to make sure you've got the position right."

Helob prayed he wouldn't spin a pile of silk under himself from the intensity of the feelings rushing through him.  "Are you sure--"

A shriek coming from the direction of the spider company made them both jump three feet into the air.  Captain Ungwe was not one to raise an unnecessary alarm:  something important must have happened.

Morliant was already halfway across the clearing; his fighting reflexes really were a thing of beauty.  Helob followed, heart pumping, claws flexing.

"The orc-killers!"  The captain was shouting.  "The orc-killers are out in the valley!"

"And they look edible!" added another spider, clearly not satisfied with his light deer snack.

"Attack formation, on the double!  Company, form ranks!  With any luck, we'll feast on real meat by sundown!"

Well trained, and exhilarated by the prospect of a satisfying meal, the spider company heeded the captain's words almost instantly.  Within moments, they were running over the valley's rough ground, each step taking them closer to their goal.  

Unlike Morliant, who was out in front as usual, Helob did not get a good look at the creatures they were attacking until the battle had actually begun.  Against the din of shouts, screeches, and the blunt sounds of heavy objects connecting with flesh, he managed to note that the orc-killers numbered four, and that one of them sat astride another large animal -- no doubt in an effort to compensate for his inadequate number of legs:  he had only two.  Helob would have looked more closely, but just then a metallic sound whizzed perilously near to his head, and he was forced to put his warrior training into practice.

It didn't take him long to realize that the fight was an uneven one, even though the spiders far outnumbered their two-legged opponents.  The strange creatures fought well, despite the fact that they had no claws or fangs, and needed to use sharp implements to make up for this lack.  Helob would have admired their ferocity and skill were he not too preoccupied with trying to avoid having his legs hacked off.  He was successful, and managed to dodge all the deadly and maiming blows.  Unfortunately, the same could not be said of his fighting companions.

The first spider casualties fell almost immediately, shrieking in agony and tumbling to the ground in a mess of limbs.  Others soon followed suit, and Helob was witness to far too many legs twitching and eyes glazing over than he would have liked.  Still, he held on to the contents of his sucking stomach and fought on bravely, even landing a blow or two.

The heat of battle was starting to make his blood run fast -- he was even enjoying it to an extent -- when he heard the one sound he most dreaded hearing: Morliant crying out in pain.  He turned in the direction of the cry, and froze.

Morliant stood among a pile of his fellow spiders' hewed-down bodies, swaying, half-conscious.  Two of his right-fore legs -- his beautiful, muscled, warrior's legs -- had been cut off and lay beside him like broken, dead tree branches.  A trickle of bluish blood seeped from his wounds, soaking the ground beneath him.

"Morliant!"  Helob pushed his way through the crowd.  Morliant was too dazed to even acknowledge his presence.  It was easy to see that, left to his own devices, he would soon lose every single drop of blood and die.  Helob looked around.  Though the fight still raged on, it was obvious by now that it could not be won.  Their captain was running frantically along the perimeter of the battlefield, urging on those spiders that were still standing.  

Everything seemed to slow down, as if in a dream.  Helob moved toward Morliant.  Captain Ungwe caught his gaze and held it for a moment, his warning clear.

Helob was not hatched yesterday.  He knew the Spider Warrior Code like the back of his pedipalp; he did not need to be told that leaving a field of battle to help an injured comrade was a clear display of cowardice and carried the penalty of death.  If the injured spider managed to survive the ordeal, that was one thing:  he would be hailed as a tough specimen.  The fate of the one who helped him, however, would not nearly be as pleasant.  

Helob needed only to think back to Rantil's last minutes to know what was at stake.  And yet one look at Morliant told him that he had little choice; he could not let him die.  In desperation, he threw one of his fore legs around Morliant's waist and pulled him along, guiding him away from the swarming mass of fighting bodies.  Once they were out of immediate danger he stopped and wove a tight silk dressing around Morliant's leg stumps.  Then he half-coaxed and half-dragged Morliant into the nearby woods.


The rays of the late-afternoon sun seemed to pulse around them, searing Helob's dry outer skin and reminding him that the situation was indeed desperate, for they had nothing to eat and no water.  The birds' carefree song drifting in the trees above seemed to lend the scene a surreal, macabre feel.  Resolving not to lose hope, Helob leaned over his companion.

Morliant wasn't doing well at all.  Despite the silk bandages, he did not seem to be improving.  Though he was no longer bleeding, the fluids he had lost in their escape through the woods had drained him.  He was pale and listless, and his black carapace had lost its shine.  His legs were already beginning to curl inwards; soon he would not be able to straighten them at all.  Helob trembled at the thought that Morliant might be dying.

"You need to drink something to replenish your fluids."  He leaned over Morliant.

Two of Morliant's eyes stared at Helob hopelessly, the rest had glazed over already.  "There is no food around for miles, no creatures alive in this valley.  Leave me, Helob.  There is nothing you can do."

"There must be something.  I'll find something!"

Frantically, Helob looked about him.  He would not lose Morliant -- not now, when the immediate danger had passed.  Suddenly an idea surfaced in his mind.

It may have been true that there was no prey to feed on in these woods, but Morliant was certainly not alone.  Helob moved closer to his companion's prone form and carefully leaned over him.  He raised his fore legs and exposed his soft underbelly.

"There is me, Morliant.  Feed on me; let me help you.  I can hunt for something later.  Now we have no time."

Morliant's eyes stared at Helob in bewilderment.  Well, two of them did; the other six stared at him with a blank expression.  "I can't do that, Helob.  It would weaken you--"

"Please!" Helob lowered his abdomen closer to Morliant's fangs.  His pedipalps brushed Morliant's skin, wiping away beads of perspiration.  He felt vulnerable and ridiculous, but did not care.  He had never exposed himself to anyone in such an intimate manner; already he could feel the grey flush spreading across his skin.  Their closeness would have been unbearably erotic were Morliant's breath not becoming increasingly laboured.

"Please, Morliant," Helob repeated softly, five of his eyes filling with tears. "I care not if you leave me weaker, but please, in the name of all that is dark and creeps in tight spaces, do not leave me.  Without you, I could not bear to go on."

There, it had been said.  In a moment of desperation he had given himself away.  Morliant might reject him, might spit in his eyes and ridicule him once he was better, he might even try to attack him and eat him -- rightful punishment for the shameful feelings inhabiting Helob's heart.  But, for now, all that mattered was that Morliant survive to see another sunset.  The rest could be dealt with later.

Morliant did not answer, though two of his glazed-over eyes slowly blinked and began to shine anew with consciousness.  Then he raised himself up, struggling, and carefully punctured Helob's belly with his fangs.  He drank, gaze focused on Helob, as if looking for signs that he was hurting him too much.  As soon as his initial thirst had been quenched, he stopped and delicately extracted himself from Helob's flesh.  He fell back against the leaves, exhausted.

"Are you all right?" Helob asked and saw Morliant blink "yes" in response.  "Shall I go hunt us something to feed on?"

"No," said Morliant.  "Stay with me while I sleep.  I am strong enough for now, and you are no doubt in pain.  You can hunt once darkness has fallen, it will be safer."

Helob nodded.  Quickly he spun a makeshift bandage and wrapped it around his puncture wounds.  Then, ignoring the ache in his own belly, he settled beside Morliant and watched as his six remaining legs began to relax.  Once Morliant's breathing had grown regular, Helob scooted closer and started to rub comforting circles across Morliant's abdomen with his pedipalps.  Gradually, the heat of the afternoon began to dissipate and evening settled over the forest.


The moon was already setting before Morliant stirred again.  Helob immediately hurried to help him rise, then reproached himself for his eagerness.  Morliant was proud and would not take well to being treated like an invalid, even in his injured condition.  Helob picked up the two crows he had managed to trap during the night, and placed them within Morliant's reach.

He blinked encouragingly.  "It isn't much, but it will keep your strength up."

"Thank you," Morliant said, and Helob felt gratitude flood through him.  'Thank you' was not a phrase one heard often in the company of warrior spiders.  It was a sign of weakness -- and weakness was the greatest crime of all.  Helob could still remember Captain Ungwe scolding some of the younger members of their party, spitting on them and calling them "spineless weaklings."  He had felt tempted then to bring up the fact that, technically, as spiders none of them actually *had* a spine, but felt he would be overstepping his bounds.  Besides, accurate or not, the metaphor was an effective one.  The younger spiders had fallen into line.
Helob settled down to watch Morliant eat, at a respectful distance.  After a few moments, he politely inquired, "Do you think you'll be able to walk a bit once you've rested?  We'll need to put some more distance between us and the battle.  I don't think it's safe to stay here; those two-legged creatures might still be about."

Morliant dropped the crow he had been eating, the dry carcass flopping on the ground beside him.  "I can walk for a bit," he said.  "But I still think you should have left me when you had the chance.  I am no good to anyone anymore.  What kind of warrior will I make with two of my legs missing?"

"Only until your next moult.  Then they'll grow back, I'm sure."

"You can't be certain.  I've already reached my full adult size.  I do not know that there will *be* a next moult.  I am not a female, after all.  I will not continue moulting indefinitely--"

"But surely a warrior of your abilities and talent hasn't stopped growing yet.  You will moult again, I know it!"

Helob was vaguely aware that his arguments, though filled with much enthusiasm, were lacking in logic.  His tone must have sounded slightly hysterical, for Morliant didn't respond, but looked at Helob with an indulgent smile.  Or maybe he was still sucking on the last of the crow juice, one couldn't be certain.

"You give me too much credit, Helob," Morliant said, picking up the other crow.  He was about to sink his fangs into it, but stopped.  "Have *you* eaten anything?"


Helob had never been a good liar; Morliant saw right through the deception.  "Come," he said.  "How will you grow to your full size if you don't eat? Share this crow with me."

"I think this *is* my full size," Helob admitted, embarrassed.  "I haven't moulted in a long while.  I don't think I'll ever be as impressively big as you."

He found himself turning grey again, both at the embarrassment of admitting such a thing to Morliant and at the memory of his last moult.  Moulting was not an easy experience for any spider.  It left one temporarily vulnerable to attack, sometimes even by others of one's clan.  And then there was the jeering...

Helob still recalled the feeling of lying there, naked and weak, with the circle of mocking girl spiders tightening around him.  His pedipalps had not yet reached their full size, and were covered with the soft down proper to boyhood rather than the fully sprouted hair that was the mark of mature males.  Mortified, Helob had tried to hide them, turning this way and that, feeling his skin burn with shame, but it was no use; the circle of pointing spiders drew ever closer, and, oh, how they laughed...  Three of his brothers had finally chased the females away, else they might have done Helob some real harm.

"Helob?" Morliant's voice sounded concerned.  "Are you well?"

Helob shook off the shadow of unpleasant memories and opened his eyes.  Morliant was slowly walking toward him, his six legs unsteady, the half-eaten crow forgotten among the pine needles on the forest floor.

"Please, Morliant, you'll waste your strength."  He met Morliant halfway and carefully lowered him to the forest floor.  When their eyes locked, the power of Morliant's eight-pupiled gaze was nearly enough to knock the wind out of Helob's book lungs.  

"Did you mean what you said last night?" Morliant asked.

"What I said last night?"

"That you did not wish for me to leave you."

Helob fixed his eyes on the ground.  Morliant had not forgotten those shameful words; now Helob would feel the full extent of his spider-wrath.  "I never meant to offend," he said.  You probably think me terribly weak, and if you wish to punish me, hurt me -- well, it is your right, and--"

"Quiet!" Morliant cut him off suddenly, and tilted his head, listening.  Helob listened, too, and after a moment thought he could make out a muffled sound in the distance.

"Do you hear it?" Morliant asked, his eyes darting to and fro.

The noises drew closer, and Helob realized why he had not immediately jumped in alarm: the sound was familiar.  The regular tapping rhythms, the rustling in the leaves, the occasional hiss -- these were the martial harmonies of their spider company.  And they were coming closer.

The hair stood up on all of Helob's eight legs.  "They are coming this way," he said, then thought, they will collect Morliant and honour him for his bravery.  Then Morliant will renounce me and I will be killed.

He briefly considered running for his life, but gave the idea up as soon as it entered his brain.  His intent had always been to save Morliant; he would not betray that desire now.  He would see that Morliant was safe among his peers, and then would face his fate with all the honour he knew he possessed, even if others did not see it.

He turned to Morliant and smiled, his carapace trembling despite his best efforts to keep still.  "Our warriors are almost here," he said. "Soon you will be safe.  Do not worry about me, I am no coward.  I will not run from whatever treatment I am given.  You should go to them, meet them halfway--"

"Shh!" Morliant jumped forward and placed his pedipalp squarely against Helob's mouth, silencing him.

Helob nearly spun a pile of silk thread underneath himself, both from the shock and from the intimate nature of Morliant's touch.  He struggled to speak.

"Keep quiet, Helob.  I don't think they've heard us yet." Morliant let go of Helob's mouth.

"Quiet?  But I thought--"

"I am not about to turn you in and condemn you to certain death merely for giving into a few decent impulses on the field of battle."

"But you will not get the assistance you need if you do not turn to them."

"If my health is to be bought at the price of your death, then I care not for the bargain.  Come, we must get away at once.  We still have a chance to hide."

They ran along the forest floor as swiftly as their legs could carry them -- Helob's slim eight limbs and Morliant's muscled, if weakened, six.  Morliant limped and clenched his jaws in pain, and Helob shouldered his weight as much as he was able.  Finally, when Morliant could not manage one more hobbled step, they halted.

Morliant looked up, sizing up a tall oak tree.  Its branches were thick with leaves and let very little light filter down to the forest floor.  "We can hide here."  He looked at Helob.  "You must spin us a hammock in the tree's crown.  Then we will climb up and be still.  If we are lucky, the others will pass us by."


"Helob, there is no time.  Climb."

Helob climbed.  Spurred on by rapidly approaching danger and buoyed by the love he bore for the spider standing at the tree's roots, he climbed as high as he could, then began to spin a deep hammock between two branches.  As soon as his silk glands sprung into action and the thin, strong thread descended from his spinnerets, he remembered just how exhilarating spinning could feel -- and just how good he was at it.  If fighting had always come hard, this had come easy.  He felt like a dancer and sculptor all in one, running back and forth between the thin branches, letting beauty and strength spill forth from his body.

As soon as the hammock was thick enough to hold the weight of two, he ran back down to fetch Morliant.  This was harder; Morliant was weak and his balance was off.  It took them three attempts to get up the trunk to its lowest branches, and the rest of the climb was accompanied by much straining and grunting.  After what seemed an eternity, they lay down in the hammock, cradled by the soft silk threads, close and hidden from prying eyes from below.

They had gotten there in the nick of time.  As soon as they settled and ceased moving, the column of spiders marched under the tree.  Helob dared not look down, but he could tell from the sound alone that the company had been decimated in its recent fighting.  They must be not only battle weary, but quite angry.  Truly, if they were to catch him now, he would get no mercy at their claws.

He did not realize he was trembling until one of Morliant's healthy legs embraced him about the waist and steadied him.  The comfort of that hairy limb was enough to calm Helob's rattled nerves.  By the time the last of the spiders had passed under the tree, he was no longer shaking.

They lay still for a while longer, unmoving.  Finally, Helob looked at Morliant.  "Why did you do that?" he asked.

"I could not let them hurt you.  Not after all you've done for me."

"But I deserve death."

"No, you do not."



Morliant's confident bass vibrated through Helob's carapace, making it difficult for him to think.  His entire body seemed to be thrumming with Morliant's nearness.  He was both unnerved and immensely aroused.

"My debt to you outweighs my allegiance to them," Morliant said.  "As far as I'm concerned, they can go get caught in someone's badly spun web, the lot of them.  I will not allow you to be mistreated."

"But you cannot sacrifice your pride and reputation as a warrior merely because--"

Morliant bristled.  "I am sacrificing nothing.  I once thought it was both my duty and my honour to fight among my fellow warriors.  But there is little honour in what they would do to you if they ever found you."  He grimaced with distaste, then spit among the leaves.  "I no longer consider it my duty."

Helob stared at his companion dumbly, mouth open, fangs aimlessly pointing at the ground.  "What will you do?"

Morliant shrugged.  "I don't know.  I suppose that all depends on how soon I moult.  I daresay I can get work here and there; I've always fancied myself a mercenary.  All I know is I cannot go back now.  You and I are partners, Helob.  We must stick together."

Morliant's words sounded wonderful to Helob, but his joy was tinged with guilt.  It had never been his intention to hold Morliant back from his military career.  Even Helob's mad, selfless act in the midst of battle had been meant as a temporary panacea.  Still, the fact remained that Morliant needed assistance in his present condition.

Helob nodded.  "Yes, we must."

And I know what I must do, he added silently.  I will stay with Morliant until he recovers, and then I'll leave.  I will not burden him with my presence.  


Dinner that night was a simple affair, but after a week of near-starvation rations neither spider thought to complain.  Helob had spun a series of well-placed webs and caught a few disoriented bats, then managed to kill a sizeable and juicy mole.  Morliant praised his skill and ate with relish, and Helob was thrilled to see his companion's black carapace grow shinier and healthier-looking by the minute.  

They reclined among the leaves for a while, then climbed the tree again when Morliant's eyes began closing of their own accord.  He was still recovering and tired easily, and they would be much safer in their little hammock than on the ground below.  As they settled down for the night in close proximity to each other, Helob arranged his limbs carefully to make sure Morliant had enough room.  

"You know, Helob, if you move any closer to the edge of that hammock, you'll plummet to the ground.  It's a long way down; you wouldn't want those long legs of yours to get bruised.  Why don't you move closer?"  Morliant cocked four of his eyebrows.  "I won't bite."  

Helob felt his face flush, but did as Morliant suggested.  Soon they were lying side by side, Helob's right-fore legs brushing against Morliant's left ones.

Suddenly Morliant, who had been half-crouched on his stomach, rolled over onto his back.  His eyes narrowed.

"Will you stroke my abdomen the way you did the other night?" he asked, his voice so low as to be almost a purr.

The question was so unexpected, and its implications so humiliating, that Helob nearly choked.  He gaped at Morliant, all eight eyes wide open, sensing that he probably looked just about as idiotic as he felt.  


"The other night, after I was injured.  You--"

"But you were asleep!  I mean, your eyes were closed and your breathing regular!"

"I may have looked asleep, but I was quite awake, Helob, I assure you.  I remember everything you did.  I even--"

Helob didn't hear Morliant's last words -- in part because his heart was pounding, in part because he was already halfway down the tree.  He had thought he knew the meaning of humiliation.  He had been wrong.  Nothing -- nothing! -- could possibly compare to the overwhelming shame that now flooded his senses.  He had been found out: Morliant had seen him!  Oh, by eternal darkness, he must get away!  

He scampered down the tree's rough bark, knees shaking.  Once he reached the ground he ran, not caring where his legs took him.  Morliant's cries of "Helob!" receded in the distance.  Soon the woods grew quiet.  When he was too tired to go on, he sank down by a large clump of oaks, and gave into despair.

Though overemotional by any spider's reckoning, Helob had nevertheless taken care to maintain some standards of decorum.  He had not cried since shortly after being hatched; indeed, had regarded the shedding of tears as a useless waste of moisture -- as any decent spider should.  And so it was testament to how low he had fallen that he now wept until the moss beneath him grew damp.

Tears muddy vision, sobs muffle hearing; Helob, curled up into a ball and crying like a child, was as defenceless as a snail without its shell.  He did not hear the strange neighing noises or the sounds of the brush being trampled.  The ripe animal scent escaped his notice, too.  It wasn't until the clatter of hooves was deafening that he sat up and looked about him -- and by then it was too late.  

He felt the impact of the first kick, and cried out in pain.  Then he knew no more.


When he woke the world was oddly dark, as if his eyes had been draped with a thick curtain.  He moved, disoriented, and, feeling his entire body throb with a persistent ache, whimpered.

"Shh, don't move now," a familiar voice said from somewhere close behind him.  It was warm and rumbling, and Helob wished it would keep speaking.  "Three of your legs are broken and five of your eyes have swelled shut.  That, and your carapace is battered, and cracked in places.  You know..." The voice paused, and Helob felt something tug at his leg.  "I daresay you're in worse shape than I am.  A fine pair that makes us, now."

Helob twisted his bruised body and looked behind him.  Morliant was sitting on a patch of heather, spinning a thick line of silk and using it to fasten a splint to Helob's left-hind leg.  He was smiling.

"Don't even think of trying to run away now; I've put far too much effort into putting you back together to have you lose various bits along the way.  You shall just have to suffer my company until we are both better.  Or until some large predator kills us."  He shrugged.  "But that remains to be seen."

Helob was in too much pain for his previous embarrassment to hold much sting, but he was not too far gone to take Morliant's actions for granted.  "You came after me," he said.  "At a danger to yourself, you sought me, and--" His words were cut off by a fit of coughing.

"Now you just be quiet."  Morliant moved closer, his expression as determined as his words.  "Before either one of us does anything foolish -- and darkness knows we've already acted like complete fools -- I have something to say.  And you had better listen."

There was a reason why Morliant was a natural leader; when he spoke, spiders paid attention.  Helob fell silent.  In spite of his body's aching, he felt a titillating shiver at Morliant's decisiveness.

"There is something you need to know, Helob."  Morliant's bass sounded rather less confident than before.  "A confession, if you will.  I know I will bungle it up rather badly.  I... I am not good with words."  He hesitated.  "Here it is:  if you were to die, I could not bear to go on.  I know that isn't very original as far as declarations go, but I am no poet.  It is you who are all poetry, with your dancer's legs and smoky eyes.  Forgive me if I don't know enough beautiful words with which to court you."

If Helob were not already safely settled on the mossy ground, he would no doubt have tumbled onto it from some great height, and broken a few more limbs.  He gaped at Morliant, utterly stunned.  He could feel the forest start to spin around him:  a dappled green mass whirling around himself and Morliant, who were its centre.

Morliant looked even more embarrassed than before, but he pressed on.  "I care for you, Helob.  And I don't give two rotten flies if the feeling is shameful; I want you for my own."   He took a deep breath, his book lungs rattling.  "There.  Now we can resume our mission of survival, with no misunderstandings getting in our way."

Helob was no stranger to strong emotion.  Being an anomaly among his kind, he had often been moved by the beauty of a crimson sunset against a flawless sky or the silver drops of early-morning dew glittering on a finely spun web.  But nothing had prepared him for the elation that now swept through his quivering body.  He looked at his friend.  "Morliant..." he said.

"Shh, Helob.  Silly spider."  Morliant's eight eyes were unnaturally bright, and there was a definite grey tinge to his colouring.  "Don't move now; you're injured, and far too weak to be wasting your strength."

"But I want to--"

"I know."  Morliant gave a crooked smile, and lightly touched his pedipalp to Helob's.  "So do I...  But I really think we should wait until we both feel better.  I may not be able to hold back my enthusiasm if I get too close to you.  And I wouldn't want to hurt you, Helob, not for anything."

Helob lowered his eyes to the ground -- the three eyes that had not swelled shut, that is -- and grunted his agreement, surprised that the thought of Morliant not being able to rein in his strength should make his blood run so fast.  Prudently he focused on the pine needles at his feet, lest his wounds open up again and he lose more precious moisture.

"There is a cave nearby," Morliant was saying.  "I passed it on my way here.  It's small, but well hidden.  I think we may live there safely for a while -- while our injuries heal, at least."

"And then?"

"Then..." Morliant grinned.  "Then we can go anywhere you want, Helob.  The world will be our web."


The perfect blackness of night slowly dissolved into a greyish, hazy mist as the owl's hooting gave way to the chirping of early-morning birds.  Helob solicitously leaned over Morliant.

"Is the pain gone?"

Morliant opened his eyes and stretched his limbs with gusto.  He grinned.  "Yes, I feel wonderful.  Good as new."

"Darkness be praised."

The previous day and night had been trying.  After spending two long weeks in the cave they had found, resting and recovering, Morliant finally moulted.  Helob held vigil by him for many hours, watching for predators and ready to take on whole armies should the need arise.  Fortunately it never did.  

"Well, how do they feel?  Strong as the others?" Helob asked.

Morliant made a show of extending his two new hairy, healthy legs.  His eyes shone with delight.  "Like I said, good as new.  Now we're both fully mobile and able to fight.  We can start our journey any time you like."

They had talked over in detail their plans to ford the river and leave the valley behind, and had even scouted out a place where they might cross in relative safety and not be swept away by the current.  Though uncomfortable around water, Helob was eager to get as far away from the place that had caused them so much trouble and sorrow.

"We can start right now if you wish," he said.

Morliant grunted in amusement.  "Eager, aren't you?  But the day is barely dawning:  surely you don't want to set out before night has fallen."  He looked at Helob.  There was an odd glint in his eyes.  "Now that we have both recovered, wouldn't you rather... spend some time in this cave?  Alone?"  

He inched toward Helob on the pallet of leaves they shared for a bed.  There was a quality to his movements that signalled this was not the usual pre-dawn shifting and stretching of legs.  His body did not jerk, but slid toward Helob slowly, the very gentleness of its progress betraying its owner's intent.

Helob's heart sped up, and the hair on his legs bristled in joy -- and a bit in intimidation.  At last, Morliant would touch him!  It was about to happen!  Any second now Morliant's legs would wind around Helob's...  The intensity of the feelings thundering through his slender body was almost too much to handle.  He froze and stared at Morliant, a little bit in worship, a little in terror.

"Breathe, my shiny, black-carapaced one," Morliant whispered.  "You don't want to collapse a book lung, you know."

Helob felt himself flush.  "Morliant, I..."

"We'll go slow.  I've never done this either -- not with another male spider, at least.  But I'm sure we'll manage."  A greyish hue blossomed on Morliant's cheeks.  He moved closer.

Within a few moments Helob was wondering how he could possibly have worried they would bungle things:  the sensation of their bodies touching felt so right.  A few moments more, and he had almost ceased thinking altogether, so powerful was the effect of Morliant's pheromones on his senses.

Morliant was big, and Helob had always been aware of the difference in their size and strength.  But he had never suspected he would rejoice in it so, or revel in being manhandled as if he were a mere fly.  Now he felt the blood rushing through his body as his head swam and his legs shivered in delight.  Good thing Morliant was holding him tight.  If he had to stand up on his own, no doubt he would fall.

Morliant had wrapped two of his fore-legs around Helob's waist and lifted him off the ground.  He held him close, squeezing and rubbing their bodies together.  His fangs nipped lightly at Helob's carapace, teasing, and Helob fluttered his eyes in wonder at the incredible sensations he had hitherto not even known existed.  Why hadn't someone told him about this?  How could something so amazing have remained a secret for so long?

"Your waist is as narrow as... the cave tunnel I got stuck in as a boy," Morliant was saying in a husky voice.  "As narrow as the branch that broke under me during my first warrior training.  So slim, so fine...  Ah..."  he broke off, out of breath, and Helob felt something moist and warm slide along his face.  Was Morliant kissing him?  Oh, darkness!  Morliant was kissing him!

The cave began to spin.  Morliant was rubbing his pedipalps along Helob's own, first lightly, then with more insistence.  He had twined three of his legs together with Helob's, holding Helob tight, lifting him, spreading him wide.  One of his claws was lightly scratching along Helob's abdomen.  Oh, bliss!  Then, just as Helob thought he would explode from all the rapture, Morliant caught Helob's pedipalps between his and squeezed.

"Oh..."  Helob was trembling and could see lights flashing before all of his eight eyes -- though surely it was not yet day.

"Oh, my Helob..."  Morliant's bass made the ground tremble.  "I used to watch you run and climb, and every movement of your body would twist my abdomen in pangs of want."  His hold on Helob tightened.  "I used to wish you'd be mine, then."  Another of Morliant's legs wrapped around Helob's waist.  "And now you are."

Morliant's pedipalps squeezed tighter around Helob's as their abdomens rubbed together with a delicious friction.  Morliant's kisses caressed Helob's skin, and his breath warmed and cooled all at once.  Helob closed his eyes -- well, seven of them; the eighth he kept open to see Morliant's grey-flushed swaying form.  This was all too much, it felt too good.  Surely if he enjoyed another minute of this he would die from happiness.

"Do you like what I'm doing, Helob?"  Morliant asked, and three of Helob's eyes shot open.  Morliant's voice dropped to a throaty whisper.  "Do you want more?"

Helob's limbs twitched, and he managed a weak "yes."  He could no longer tell up from down.  

"Tell me how much you like it."  Morliant's voice was a growl.  "I want to hear you, Helob.  Oh, my beautiful specimen of a spider, let me hear you..."  One of Morliant's legs slid along Helob's abdomen and teased his spinnerets, circling around the sensitive glands, probing...

And that was it.  Helob could take no more.  He arched his back, pressed his abdomen to Morliant's and let out a loud, piercing shriek.  His spinnerets pulsed against the leg that was caressing them, and in an instant strands of silk were pouring out of Helob and pooling around Morliant's feet.  In the moments that followed, the silence in the cave rang with the echoes of Helob's high-pitched scream and Morliant's answering roar.

They slid to the ground, the silk both had spun cushioning their descent.  Morliant's legs were still intertwined with Helob's, and neither spider made an effort to move away.  They clung to each other happily, carapaces rubbing together in comfort.

Outside a grey mist was rising up from the humid earth.  Strands of light were puncturing the silky fog; the day was beginning.

Morliant turned to Helob.  "What do you say we begin our adventure tonight?"

Helob smiled.  "All right.  As soon as the sun has set and we've gotten some sleep before the journey."  

Morliant lifted his right-fore leg and wiped beads of sweat off Helob's forehead.  He cocked three eyebrows, suddenly looking concerned.  "You're not worried about what we'll find on the other side of the river?"

Helob glanced at the entrance to the cave and thought about the weeks they had spent in each other's company: the killings, the horror, the hunger, the companionship, and, finally, their growing love.  Playfully, he sank the tip of his fang into Morliant's flesh.  "Not as long as we're together," he said.


Author's notes:

1) This insane little fic actually began as a Live Journal meme, and was wholly inspired by Tehta's lovely and hilarious Ecthelion/Glorfindel story, "Flawed and Fair."  As such, "Spiders in the Mist" likes to think of itself as a sister fic to F&F, although it's probably more of a distant inbred cousin.

This is the excerpt that got the spider plot bunny biting:

"The rest of the battle was a blur. Ecthelion wandered around, sword in hand, cutting at shapes as they became increasingly visible, and hence increasingly disgusting. Dawn came, every bit as welcome as his occasional glimpses of Glorfindel -- still fighting, still alive. The new light revealed that most of the remaining spiders were in far worse shape. He wondered briefly if any of them had experienced an unnatural desire for another spider, or for an orc perhaps, but he walked around stabbing them anyway."

(Chapter Five of F&F, "The Incident").  The entire story can be found at:  http://www.henneth-annun.net/stories/chapter.cfm?STID=3062.  If you haven't read it yet, you're missing out!

2) You might have noticed that Helob and Morliant bear little resemblance to Tolkien's giant spiders.  Here is a description of Shelob from "Shelob's Lair" in "The Two Towers":  "Most like a spider she was, but huger than the great hunting beasts, and more terrible than they because of the evil purpose in her remorseless eyes.  [...]  Great horns she had, and behind her short stalk-like neck was her huge swollen body, a vast bloated bag, swaying and sagging between her legs; its great bulk was black, blotched with livid marks, but the belly underneath was pale and luminous and gave forth a stench."  I prefer to portray my Helob and Morliant as more attractive:  more like actual spiders, only bigger.  Hey, this is an AU:  I'm allowed.

3) If you're curious about spider anatomy and mating habits, the Internet is *full* of interesting tidbits, believe me.  Suffice it to say that spiders generally have eight legs, eight eyes and two pedipalps, which look like little arms but are actually sexual organs.  When they mate, the male uses his pedipalps to insert sperm into the female's reproductive opening.  As for two boy spiders getting it on, well... I got creative.  The love scene in this story is certainly not based on scientific fact.

4) Yes, Captain Ungwe is named after a tengwa.  The one that, aptly, translates as "spider's web."

5) As usual, I owe a debt of gratitude to my wonderful beta, Tehta, without whom I would no doubt be mired in plot holes and excess adjectives.