April 8, 2007
Mantid uses Aqune to steal the Oracle's power causing the Oracle herself to weaken, he then appears before the Spider Riders and Grasshop as his renewed self. Mantid boldly commands the riders to bow down to him, Hunter tries to object but Grasshop doesn't let him. Grasshop then steps forward and pleads with Mantid to do what wishes to him if he would spare the Spider Riders.
Mantid almost kills Grasshop but is stopped by Buguese who orders him to keep the promise he made to his people. When Mantid refuses Buguese then attempts to attack Mantid with Dark Opal, but is defeated. Mantid grants some of that power to Aqune through enhancing her mask in order to have her defeat the Spider Riders. Buguese awakens to discover Stags saved his life and holds no ill will toward him for what happened in Nuuma. Buguese plans on facing Mantid again, but not before righting one last wrong. Meanwhile, Aqune, now stronger than ever attacks the Spider Riders.
Aqune dominates all of the Spider Riders and moves in to deliver the final blow to Hunter. But Buguese himself restrains her long enough to remove her mask and free her from Mantid's control. Buguese takes the mask and uses the Oracle power within it to restart Dark Opal. With Dark Opal Buguese flies back to Fortress Mantid, and crashes into it.
- Hunter Steele
- Prince Lumen of Arachna
- Princess Sparkle of Arachna
- Battle Spider Shadow
- Battle Spider Venus
- Battle Spider Flame
- Battle Spider Brutus
- Battle Spider Ebony
- Battle Spider Hotarla
- Battle Spider Portia
- Dark Opal
- "Oh Great Mantid the Scary, who's steely mandibles can crush iron, who's slimy exoskeleton shines like the sun. I beg you to listen to my plea. I have lived with the Spider Riders for a while and learned that contrary to popular belief, there not mean and greedy. There actually pretty nice and want everyone to be happy and live in peace. They share food and help others who are in need or being attacked. They're really not bad, for humans. Please, you can do whatever you want with me, just spare there lives."- Grasshop gives a passionate plea on behalf of the Spider Riders, in his own Grasshop way.
- "Please! I hate pain! Especially the painful kind!"- Grasshop squirms as Mantid begins to torture him.
- "Ah Aqune, your whole life you have been controlled and manipulated. When I found you, I made you into a tool for Mantid. But as you grew up something inside me changed. You became something, precious to me. No longer will Mantid and I darken your soul Aqune! From now on your light will shine, wherever you choose."- Buguese reflects on the past as he at last frees Aqune from her mask of his own volition.
- Footage of some people reacting to the changes after Mantid's rise to power were cut for time.