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Neptune and Mars (feat. Felicia Farerre)Two Steps From Hell
00:00 / 04:05















Karen Olsen

Unknown (all but 12)

Villain (Australian)


48 (cyborg: 3 years)



Malcolm Mercedes AKA Lord Arachnid (husband)

Arbiter Olsen (Father, deceased)

Marshall Olsen (Mother, deceased)

Anya Ariel, Arbiter Ariel




Don "Major Deej" Finger

20 Jan 2008




Karen Olsen was raised in Australia's outback as an abused, beaten child.  Her father was a prominent 'arbiter' in a spider-themed global domination order, and her mother was an abusive Marshall for the same organization.  Both parents routinely forced Karen to perform at her best, and thus, Karen exceeded in whatever it was her parents trained or tasked her with...or she was beaten, mentally and physically.

At one point, Karen conceived a plan that would help her get even with her abusive parents as well as rise in the ranks of the order that her parents deemed important.  She secretly joined the order at age 18 and went into trooper training and then onto Widow training.  She went by a different name, dyed her hair and had plastic surgery done on her face to make her look different than she once did.  She went by the name Anya Ariel.  After passing all of the basic training for being a trooper, she went on and proved her worth in combat by killing several vigilantes in and about their home island.  She was then placed in Widow training.  There, she'd encountered her mother a couple of times, but her mother did not recognize her at all.  As a widow, she stopped three assassination attempts against her Widow leader (which Ariel covertly set up in the first place), thus allowing her to become one of the highest ranking Widows by 1995.

As part of Ariel's machinations, she then assassinated her way to become an Arbiter, and was entitled as "Arbiter Ariel".

Prior to her Arbiter ceremony, Ariel/Karen initiated the last phase of her plan - the downfall and death of her parents.

Over the years, Ariel/Karen had planted fake tidbits of evidence that would lead to the discovery of an insurrection that was to be performed by both her father and mother and a handful of others in the order again the lord and leader of the order.  With all of Ariel/Karen's chess pieces in position, she was ready for her vengeance against her parents.

During the ceremony, Ariel was awarded the promotion to Arbiter.  When she took off her old helmet to place on her new helmet, she stopped and stated that she could now safely state that her 'parents', Arbiter Olsen and Marshall Olsen were conspiring to overthrow the order's lord and leader and that said parents should be immediately arrested and charged with the highest treason.

That's when the order's lord and leader arrived.  That leader instead stated there'd be no arrests or executions that day.  The lord and leader stated that he knew who 'Karen' was since the day she joined the order as "Anya Ariel" and had since followed her career in the order.  He stated now impressed he was at her planning and plotting, including her cold-hearted methods of  getting back at her parents. As such, the lord and leader stated that her parents did 'a great job' in creating such a wondrous woman who embodied the 'survival of the fittest' theme that the order relatively represented.  He instead awarded her with a new position as an assistant leader to one of his new strike forces known as the "Knights of Arachnos" where she would learn and work for Arbiter Mercedes in perfecting each other's skills to make the knights a powerful force for the order.  As for Karen/Ariel's parents, they would be allowed to live and continue in their roles only if they submitted to leading a new strike force called the "Legion of Arachnos", which would be made up of thousands of highly trained troopers and widows that were considered to be on the 'destiny' list he maintained.  As such, they all agreed and a new chapter was written for the order.


From 1996 to 1999, the Legion of Arachnos and the Knights of Arachnos became powerful indeed.  Each strike force struck fear when reports of their appearance was forecast or told of.  During this time, Arbiter Ariel was a force to be reckoned with.  She not only learned to master laser swords, she eventually became a champion" of the order.  As such, in 1999, Arbiter Ariel was given her own strike force, the "Champions of Arachnos" - a unit that comprised of the best warriors of the Legion of Arachnos and the Knights of Arachnos.  She led like no other woman in the history of the organization, other that a certain high level leaders like the Crimson-Type Widow and a certain Ethereal-Type Widow

During this same time, Arbiter Mercedes and Arbiter Ariel fell in love.

They had a strong, lustful and deeply emotional relationship, each telling the other of their grueling upbringing and the talks about things that either had never told anyone else before, including things that even their closest friends and/or parents wouldn't know of.  Some believed that Ariel was manipulating Mercedes so as to take over leadership of the Knights of Arachnos, but if that was true, she passed up several key opportunities to do such actions.  Instead, when Ariel was offered the leadership of the new "Champions of Arachnos", both accepted her promotion and transfer with dignity, although, according to both of them, they felt like they'd each lost half their soul when Ariel was Mercedes were separated to lead their own strike forces.

Months later, the Soltan Star Empire invaded Earth in 2000.

The first base that was decimated with massive tactical nuclear weapon was the Champions of Arachnos base.  All of her fellow Champions died in the explosion...all except Ariel.  She'd snuck off the base earlier that night to meet Arbiter Mercedes at a secret location they'd always meet at.  Together, the two of them spent hours of lustful time with one another and discussed each other's strike force units and their abilities, trying to 'one up' each other using their warriors as examples of their abilities and prowess.  That night, all of the bases were attacked as well.  The Legion of Arachnos lost all hands, including Ariel's mother and father in the nuclear onslaught that occurred there.  The Knights of Arachnos though, were luckier.  Their base defenses ignited the incoming nuke in the upper atmosphere, thus causing far less damage to the base.  Still, the Knights of Arachnos lost over 60% of their warriors and over 75% of the base's capabilities in that strike.

After the assessment of the attacks, and the realization that the rest of the order was decimated, both Arbiter Mercedes and Arbiter Ariel, along with whoever was left of the the order, all converged onto the remnants of the Knights of Arachnos base.  Arbiter Mercedes immediately called upon all in the order to become his and Ariel's 'legion of champions and knights' to take the battle to the aliens and destroy them before they destroyed Earth.  As a result, they were able to pull together a few hundred survivors of the order, and through a series of tactically genius assaults and attacks, the new "Knights of Arachnos" took the fight to the Soltans.

Sadly, it didn't take long before the new knightly order was itself was decimated by the invading Soltans.  In the final battle, waves and waves of Soltans pommeled the knights, taking them down by sheer numbers alone.  At one point, Ariel boarded one of the alien transports and did a suicide run against one of the Soltan destroyer ships, which she successfully did. After she'd ejected before the impact, she was caught in the debris from the explosion, having an arm and a leg severed as a result.  The rest of her body was buried under tons of the falling destroyer's debris.


Arbiter Ariel was presumed dead.


As such, nearly all of the knights died that day, with the exception of a few that barely survived.  One such survivor was Arbiter Mercedes. Mercedes, sadly, did not regain consciousness for weeks after he was pulled from the battlefield. After he was well enough to move, he scoured the battlefield to find Ariel's remains, but never found her...other than a rotted severed arm of hers that she'd lost due to the flying debris after she'd ejected.  Mercedes was already riddled with hate for the Soltans; the loss of Ariel forced him to dig deep into his hate and fuel him for the next few months; months wherein, through his and many others' leadership and tenacity, eventually drove the invading Soltans from Earth.  As for Ariel, her story continued, but not the way it should have been.

Ariel was found under the debris of the destroyer by a band of American scientists that had access the battlefield Ariel had supposedly 'died' in.  For a few brief hours, the scientists were flown in with a combat unit and took any and all weapons, data, and readings they could scavenge from the wreckage to help in their fight against the Soltans.  During that time, one scientist found Ariel...barely alive.  In the hopes of getting intel from Ariel, the scientist's team extracted Ariel from the debris.  They rushed her on an evac flight to California, where they did everything to save her life.  Sadly, Ariel lost both her arms and her legs as a result of her critical injuries.  She also 'died' several times on the operating table, thus causing a period of time where no blood was going to her brain.  Each time they revived her, more damage occurred to her brain.  In the end, she wound up in a coma, completely useless to the scientists.

Placing her under a "Jane Doe" patient name, they left her in a mental ward in California...where she stayed until only a few years ago, in a vegetative a coma.

Arbiter Mercedes, over the next decade and a half, rebuilt the order in his own image.  Led by veterans of the Soltan Invasion, Mercedes, now known as "Lord Arachnid" created the powerful new "Arachnoknights"; an order that wasn't so much into 'survival of the fittest', but was instead based on world domination to prevent atrocities such as the Soltan Invasion from ever happening again (Lord Arachnid considered the squabbling of politicians to be the number one reason why Earth was unprepared for the invasion in the first place).  As Lord Arachnid was about to perform one of his greatest takeovers of the islands of the Bahamas, he was told that they'd found Arbiter Ariel in her mental hospital in California.  Against his own organization's code and practices, he ordered a full scale assault on the hospital and a rescue of Arbiter Ariel.

It was a massacre.

Hundreds of patients and staff were obliterated, as was the entire hospital in under a minute.  Arbiter Ariel was rescued by Lord Arachnid himself.  Sadly, Lord Arachnid wasn't told of her condition of being in a coma and the discovery of her lost limbs.  When they arrived at one of their local Arachnoknight bases, Lord Arachnid killed two of his leaders for daring to not inform him of her condition and for questioning him in abusing the order's new 'code'.  The Bahamas invasion was put on hold (not good for Lord Arachnid's position) while he strove day and night to figure out how to revive and fix his lost love, Ariel.

Weeks later, Lord Arachnid, after exhaustive days and nights working with his fellow engineers and scientists, created a cyborg body for Ariel's consciousness to be transferred into.  With the transfer, it was expected Ariel would awake from her coma as well.  As such, the procedures went off without a hitch and Ariel awoke in her new cyborg body.  She was in shock for the first few days, but quickly adapted.

Over the next few months, Ariel learned how her use her new body, and through Lord Arachnid's insistent interaction, Ariel was eventually brought up to speed of the state of the world and their new Arachnoknights.  Strangely though, Ariel was not the woman she once was.  The brain damage left her disconnected from who she was, and as such, emotionally detached from her former lover, Lord Arachnid.  He noticed this, but swore to himself that she'd eventually change back to the woman he loved.

As such, to this day, Arbiter Ariel, now calling herself "Lady Arachnida", still hasn't engaged in an emotional connection with Lord Arachnid, even after the two were married in a formal ceremony.  Instead, Lady Arachnida has become even more deadly and soulless that ever before.  She kills without compunction.  She recognizes the leadership, the order, and the loyalty of those around her, but she feels like the Arachnoknights could be more...maybe even 'champions' again...under her leadership.

Only time will tell if whether the spirit of Lady Arachnida or Arbiter Ariel takes on one another's believed destiny...




Power Origin: Technology

All powers are based on her cyborg body and its design.

Cyborg Body Mk II

  • Enhanced Strength

    • Has incredible strength

    • Enhanced Stamina

    • Has Amazing endurance

  • Enhanced Fighting/Tactical Awareness

    • Has Incredible fighting prowess/tactical applications in combat

  • Enhanced Agility/Dodging/Evasion

    • Incredible agility with sensors, remarkable without

  • Enhanced Sensory Perception (Sensors)

    • Incredible level vision, hearing and smell (spore/aroma sensors)

  • Body Armor

    • Remarkable full body armor vs physical, temperate, acidic and energy attacks

    • Unearthly protection vs. Radiation and toxic/toxin attacks

    • Excellent protection vs EMP attacks

  • Regenerative Body/Components

    • Nanobots help to rebuild Lady Arachnida's body at a rate of 2% per several seconds of nanobot activated time

    • An EMP attack of incredible or greater will destroy the nanobots, preventing regeneration

  • Communications

    • Carries a complex array of multi-frequency encrypted transceivers with a range of over 200 miles, but also must be within direct line of transmission (curvature of the Earth impedes distance (while on land) to only 10 miles).

  • Leaping

    • Can leap over 500 yards in a singe bound



  • Laser Swords (carries 4, uses 1 in combat)

    • Hilt is made of a fantastically strong metal composite

    • Sword retains an energy cylinder that powers the sword for up to 2 hours before a new energy cylinder is required or the old one recharged ((recharge rate: 2 hours)

    • Energy blade can slice through anything up to unearthly in material strength, but can only cleave at the strength of the wielder.

  • Spare Energy Cartridges (4)

  • Magical Ward (1)

    • Retains a magical ward providing typical magical protection for up to 30 days before the ward requires magical recharging.​



  • Swordsmanship (Master)

  • Acrobatics (Master)

  • Martial Arts: Slam/Stun (Professional)

  • Martial Arts: Initiative (Proficient)

  • Martial Arts: Study/Increased Damage (Proficient)

  • Martial Arts: Evasion/Dodging (Proficient)

  • Martial Arts: Ninjitsu (Professional)

  • Leadership (Professional)

  • Resource manager (Professional)

  • Communications (Proficient)

  • Cyborg/Robotics (Proficient)

  • Hand to Hand combat (Professional)

  • Stealth (Master)

  • Tactical Combat (Proficient)

  • Strategic Planning/Plotting (Professional)

  • Spying/Spy Networks (Professional)

  • Psychology (Proficient)

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