Faces of Fear

Original Airdate

April 22, 2007



Episode Number



Ark Of Destiny (episode)


Arachna Power (episode)

Full Recap

Mantid intends to use his Ark Of Destiny to ascend to and conquer the Outer World with the Oracle’s power and to take revenge on the Oracle, to whom he dedicated his life to defend only to lose all those close to him including Loraine, the one he loved most in the process.

Mantid entices Hunter into making another futile attack. Which he easily repels, revealing his motivation for destroying the Inner World. Like, Hunter, he too was summoned from the Outer World to fight for Oracle. But in the battle he lost all that was dear to him and has now devoted his life to revenge. Facing yet another devastating attack from the Ark, Quake performs a transformation of his own, calling out his Spider, Dagger, and transforming into his younger self; the Hero Quake. Together the Spider Riders destroy the Ark. But victory is seemingly snatched away when Mantid simply resurrects it before their eyes. With Quake's strength depleted, all seems lost.

But Buguese, after being rescued by Beerain and Stags, finds hope when he discovers the two abandoned Oracle Keys still glimmer with a faint light.

Featured Characters


  • "Did you miss me?"
    "Just pull him up already."
— Three members of the "Big Four" are reunited at last.
  • "Go get um Daddy!"
    "Our hero!"
    "Never give up!"
    "Grasshop, save our people!"
Grasshop's family gives him a heroes send off as he decides to join the Spider Riders in the battle against Mantid.
  • "Looking good old man."
    "Show some respect, for your elders."
Hunter complements Quake on his transformation back into a young man, while Quake makes an old man joke.
  • "Dagger is a legendary Spider Warrior. He was the mightiest one of all! I want an autograph!"- Shadow introduces Dagger, while gushing with hero-worship.
  • "Please, all of you must flee. We can't survive another attack from that evil ship!"
    "You know I couldn't agree more. What do you say we all hop on our spiders and head someplace warm? Come on folks! Who's in the mood for a road trip!?"
    "Grasshop, have you lost your mind?"
Quake and Grasshop suggest escape, while Hunter points out the futility of such an idea.
  • "You hear that Mantid? We're..."
Hunter gets the other Spider Riders primed for battle.


  • This episode marks the first appearance of Battle Spider Dagger in the series since he was first mentioned (though not by name) in Hero Act.