Marinette's day started out just like any other. She woke up and scrambled to get ready for school, running out the door with a croissant in her mouth while Tikki chastised her lateness from her purse.

When Marinette got inside, she ran up to the science classroom. She knew she'd be in for it since Ms. Medeleiev was so strict, and she was mentally kicking herself for being on patrol so late last night when she knew this was her first class today. But when she swung open the door to the science classroom she was met with a different kind of horror.

"Hello young student!" A young woman in a white lab coat says cheerfully.

Marinette froze in confusion at seeing someone other than her science teacher in the room. But then jumped backwards into the door and screams when she sees the hairy tarantula in her hands.

All of the kids and the young woman laughed. Ms. Mendeleiev who was behind her desk laughed as well.

"That's what you get for being tardy again Marinette!" The teacher says. "Things a lot more terrifying than that spider are gonna come your way if you keep showing up late to class!"

"Now now, mother." The young woman says. "Let's not scare the poor girl. Remember what you told me when I was little? People who fear learning won't become good students."

Ms. Mendeleiev clenches her jaw before huffing and turning away from her daughter, making her laugh as she put the tarantula back in its' cage. Then she turned back to face Marinette. Her dark hair with dark violet highlights was pulled back into a high bun, and she brushed a loose strand of her hair behind her ear before holding out her hand to a still wide-eyed Marinette.

"Hello Marinette, I'm Dr. Ariette Mendeleiev. I'm your teacher's daughter and I'm an arachnologist at the University of Paris. I'm here today to teach you about my work since Chloé's father, Mayor Bourgeois has awarded me a generous grant for my research." She explains.

"That's right!" Chloé proclaims proudly from her seat in the front of the class.

"My daddy is the reason this woman has a job! Even though it's doing something gross like playing with bugs, she owes everything to him and therefore to me as well, so this had better be interesting!" Chloé huffs before plopping back down in her seat and glaring at Ariette.

Ariette sighed.

"Well, I suppose that is true to an extent." She says.

Chloé smirked as she filed her nails.

"So if you'd take a seat Marinette, we can get started." Ariette instructs.

Marinette made her way to the back where Alya had saved a seat for her. But on the way, she noticed something strange. Next to the table that Adrien and Nino were sitting at, stood Mr. Agreste's assistant, Nathalie.

She and Marinette shared a passing glance as she walked past her and took her seat next to Alya.

"What's Nathalie doing here?" Marinette whispers to her best friend.

"Apparently Adrien has to leave early for a photo shoot today." Alya explains. "But the photographer has a really busy schedule today or something so they don't know what time Adrien has to leave, so she's just gonna be staying with him in class until she gets the notification from the photographer that it's time to go."

"Alright class!" Ariette says. "And now to begin our presentation!"

The presentation, despite being on PowerPoint was surprisingly informative. Ariette spoke with such passion about her spiders, that even Chloé stopped painting her nails to pay attention. Ms. Mendeleiev may have been one of the most despised teachers in school, but her daughter had managed to win over the class with a single presentation on spiders.

"And that is all I have to tell you about my work today." Ariette says.

The class all let out disappointed sighs while Marinette's was one of relief.

"What's wrong Marinette?" Tikki asks from Marinette's purse. "You seem like you're scared of spiders."

"I know. That's because I am." She whispers back.

"What? But how? You fought Anansi with no problem, and she was a spider villain." Tikki points out.

"Yeah but she was a spider that still had some human features and I knew she was really human. These tarantulas and other spiders are just straight up monsters, no matter how you look at it!" Marinette whisper shouts back then sits back up before drawing too much attention to herself.

"And now we will observe these creatures up close!" Ariette shouts and holds up a tarantula in her hand.

Marinette gulped in fear.

Ariette passed out a tarantula onto each table. Marinette was shaking in her seat when she saw the thing crawling on the table towards her.

"No no. Go away from me." Marinette begs and leans away in her chair from the table.

"Marinette are you okay?" Alya asks.

"Oh yeah I'm fine!" Marinette says with a chuckle.

Nathalie took her eyes off of Adrien to see what was going on and quirked an eyebrow as she sensed the fear coming from Marinette.

"Now don't be surprised if one jumps on you." Ariette says and Marinette's fake smile fell.

She looked down just in time for the tarantula to jump on her. She screamed loudly, making everyone turn to look at her smack it off of her hand and find her cowering against the wall while the tarantula began to creep towards her again. Thankfully someone picked it up.

"Are you alright Marinette?" Adrien asks as he holds the offending arachnid in his hands.

"Y-Yeah I'm f-fine. Just a little scared of spiders. I should probably leave the room." She finally decides and sprints out of the classroom and down the hall.

Nathalie smiles as she watches Marinette leave.

"Excuse me for a moment Adrien. I must go check on something." She says.

"Very well Nathalie." Adrien says and puts the tarantula back on the table.

Nathalie hid inside of a storage closet and transformed into Mayura. She plucked a feather from her fan and turned it blue.

"Float away my little Amok, and harness that girl's fear." She says and blows the feather out of the door and it heads towards the girl's bathroom.

"I'm so stupid Tikki!" Marinette exclaims.

"No you didn't Marinette." Tikki tries to reassure her. "Everyone's afraid of something!"

"I know but I'm Ladybug! I shouldn't be so scared of something! How would I fight a giant tarantula if one appeared!" Marinette exclaims.

The amok slid in under the door and floated towards Marinette's purse.

"Marinette quick drop your bag!" Tikki instructs.

"What?! Why?" Marinette exclaims and drops her bag onto the floor.

The amok landed on it and something began to grow from it.

"Oh no! Run!" Marionette exclaim's and runs out of the bathroom.

The other classmates were sitting inside, feeling the building shaking like an Earhquake was hitting them. But then they all screamed when they looked outside and saw a giant tarantula, the size of the school building appeared out of the school bathrooms.

"Yo! That giant tarantula's chasing Marinette!" Nino points out when he catches her running away.

"That giant tarantula must be a sentimonster made from Marinette's fear of spiders." Adrien figured.

"I'll be right back, I've got to go to the bathroom!" Adrien says and goes towards the door.

"Dude can't you hold it?" Nino asks. "This is a really lame time for a bathroom break."

"Not really, small bladder. It's a common thing amongst models!"

He ran outside and crouched below the window.

"Plagg, claws out!" Adrien shouts and transforms before he pole-vaults out of the school.

Marinette managed to duck into an alley to hide.

"Tikki! Spots on!" She shouts and transforms into Ladybug.

She comes out and meets Chat Noir on the premises. They both observe the giant tarantula walking next to the school. Nadja Chamack had happened to be driving by at the time in the news van and immediately stopped to get her camera crew together to report on the attack.

"Well I'll be seeing that in my nightmares." Chat Noir says.

"I was already having nightmares before I saw this stuff!" Ladybug says and gestures to the giant tarantula.

Chat Noir turned to her and noticed she didn't look as confident as she normally did.

"Are you afraid of spiders m'lady?" Chat Noir asks.

"A bit." She says.

The tarantula roared and spit out acid, more specifically digestive enzymes in front of them and the road in front of them dissolved.

"Oh great, it has the powers of a real tarantula too!" Chat Noir says.

"How do you know things about tarantulas?" Ladybug asks.

"Because I pay attention in class." Chat Noir says. "I'm not just a pretty face you know bugaboo." He winks.

Ladybug deadpanned at him, then noticed the tarantula was coming closer and gulped in fear.

"Let's just get this overwith quickly!" Ladybug says. "Lucky Charm!" She shouts and tosess her yo yo in the air.

A beeswax candle with a cartoon bee on it lands in her hand. Ladybug looked around but just got frustrated.

"I have no idea what to do with this thing!" She exclaims.

"Wait it has a bee on it! The tarantula's only natural predator is some type of wasp!" Chat Noir exclaims.

The tarantula roars again and walks towards them, spitting more stomach acid at them.

"One of us has to go and get the bee miraculous. I volunteer myself." She says and swings away.

"So you're just going to leave me here all alone with a giant tarantula!" Chat Noir exclaims.

"Don't worry you can handle yourself! You're not just a pretty face!" Ladybug calls back before disappearing.

Chat Noir gasped.

"She said she thinks my face is pretty!" He squees. "Ah!" He shouts as he almost gets crushed by one of the tarantula's legs.

"It's about time you came to get me Ladybug." Chloé says as she clips the bee miraculous into her hair. "I can tell that you and Chat Noir need some help right now."

She looks outside and sees Chat Noir trip over a trip wire the tarantula set with it's silk.

"More like we need your Venom but that does count as help." Ladybug says.

"Pollen! Buzz on!" Chloé says and transforms into Queen Bee.

Chat Noir was trying to dodge it's fangs when they came out.

"Alright! Now it's Queen Bee's time to shine!" She proudly announced as she and Ladybug appeared on the roof of the school.

"Venom!" She yelled and activated her power.

She jumped down on top of the tarantula and stung it with her stinger.

The tarantula stopped.

"Yes!" Queen Bee exclaims.

But then the tarantula started moving again.

"What?!" She shouts in disbelief. "W-Whoa!" She shouts as she wobbles on top of the tarantula's back then falls towards the ground.

"Queen Bee!" Chat Noir shouts.

He leaps towards the ground and lands just in time to catch her before she hit the ground.

The tarantula walked over them and Queen Bee de-transformed and Pollen appeared, floating at her side.

"How can that tarantula be moving!" Chloé exclaims. "I used Venom on him! He shouldn't be able to move right now! Have you become weaker for some reason Pollen? Because this is ridiculous! Utterly ridiculous!"

"I'm sorry Chloé! I really am!" Pollen hastily apologizes. "The only way that this beast could overcome Venom is if it's more powerful than me!"

"So that means that...this monster is more powerful than a Miraculous right now?" Chat Noir asks.

From behind a chimney of a nearby building, Mayura watched as the tarantula walked towards Ladybug, who was seemingly frozen in fear.

"Yes my dear kitty. My sentimonsters are powered by emotions. The more afraid that Marinette girl is of the tarantula, the stronger it will become!" She says sinisterly.

The tarantula continued to walk towards the school. Ladybug gasped as the tarantula crashed right through the walls and she fell into the courtyard while the tarantula crawled towards her.

"I won't let you get anywhere near m'lady!" Chat Noir shouts as he leaps up behind the tarantula.

"Cataclysm!" He shouts and touches it's back.

The tarantula roars and shakes him off.

"Wow... even Plagg's powers won't work?! That's one powerful spider." Chat Noir groaned as he stood back up.

Ladybug walked backwards, her eyes wide in fear. But then her back hit a wall and she let out a gasp in fear when she realized this meant she was trapped.

"Ladybug!" Chat Noir shouted and ran towards her.

The tarantula roared at her and slammed down two of it's hairy legs beside her.

Ladybug curled her side up against the wall, with her leg lifted slightly and screamed.

Chat Noir should have run faster when he saw how terrified his lady was. But instead...he slowed down to a walk and looked at the scene before him. He recognized it. Because he'd seen a girl cower in fear like that before, and heard that same scream of fear today.

His heart began to pound and he felt his breathing get shallower. This explained it. How Ladybug knew that the amok was in Marinette's bag when Marinette was supposedly alone. Why the tarantula was only targeting Ladybug, when it should be targeting...

"Marinette?" Chat Noir whispers softly.

Another scream from Ladybug and a roar from the tarantula break him from his trance and he remembers his true objective. He quickly ran to her as she slid down onto the ground, cowering in fear, and grabbed her just in time to avoid being bitten by the spider's massive fangs. He scooped her up into his arms, bridal style and began running underneath the tarantula, trying to get Ladybug away from it as fast as he could.

"Chat?" Ladybug asks weakly. "What are you doing? We need to fight the senti-monster. We're heroes, we can't run from a fight."

"We aren't running away." Chat explains to her.

He heard the tarantula start to move again and turned around to see it start walking towards him and Ladybug.

"This feels like running away from our problem." Ladybug says.

"What I'm doing is trying to run you to safety!" Chat Noir insists. "You're in no condition to fight right now!"

He kept running until he skidded to a halt in front of another dead end. He turned around and saw the giant spider closing in.

Mayura watched from her hiding place with a pleased smile on her face.

Chat Noir set Ladybug down and got in front of her, readying his baton for battle.

Ladybug began to stand up but Chat Noir turned to her and gave her a stern glare.

"Stay down for this." He orders.

"No! I can't let this fear get the best of me, I need to fight!" Ladybug protests.

The tarantula roars again and she screams and jumps backwards. She lost her footing and felt herself about to fall into a hole that the tarantula made by digging into the ground with two of it's legs before she arrived with Queen Bee. She was about to fall in, until Chat Noir caught her and pulled her back into his chest, looking into her eyes with a look of love and utter adoration.

"You're such an incredibly brave girl, Ladybug. But that doesn't mean that you have to be all the time. It's okay to be afraid sometimes. It's okay to ask for help." Chat Noir tells her.

The tarantula fires it's enzymes at the two of them and Ladybug presses on Chat's back and has him duck just in time.

"That's why I'm here." Chat Noir explains as he hugs her.

"I'm here for you. I'm here to support you. It's okay to be afraid of things, even if you're a superheorine."

He pulled back to look at her face and he cupped her cheek in one of his hands.

"Oh Chat..." Ladybug whispers, shocked by how sweet he was.

She threw her arms around him in a tight hug he hugged her back just as tightly, holding her protectively in his arms while the tarantula looked over them.

"Don't be scared m'lady. You don't have to face this fear alone. I'm right here with you, always." Chat Noir promises.

Ladybug smiled against his chest and let out a deep breath. The sentimonster brought it's head down to take a huge bite of both of them.

Chat Noir looked up, and even though he knew it was hopeless, he stuck out his baton and let it grow to try and poke the tarantula in the eye. But what he didn't expect, was for that technique to be surprisingly effective.

The tarantula roared and stumbled backwards.

"What?" Chat Noir gasps

"What?!" Mayura exclaims. "How was such a weak attack from Chat Noir so effective? Marinette's fear is so powerful right now that no Miraculous can attack my sentimonster. Unless that fear has faded considerably..."

"Hey!" Cholé shouts and stomps her foot on the ground. "How come your powers work but not mine?"

"I think it's gotten weaker!" Chat Noir says.

"Weaker?!" Chloé exclaims. "How does a giant sentimonster tarantula suddenly get weaker?!"

"Maybe by getting rid of the source of it's power." Ladybug suggests with a smile as she stands up.

Chat Noir smiled at her lovingly, his heart still pounding from the connection he made between Marinette and Ladybug.

But then the tarantula roared again and brought them both back to reality.

"Don't worry m'lady, I'll cover you! Just go to the bathroom and find Marinette's bag!" Chat Noir instructs.

Ladybug nods in agreement and with a newfound confidence boost after her comfort session with Chat Noir, she ducks under the tarantula and slides across the floor and down the hall towards the girl's bathroom. But the tarantula's leg comes down and blocks her path.

"This thing may be weaker now, but it still puts up quite a fight!" Ladybug declares.

"Lucky Charm!" She shouts and summons an object.

A squeeze bottle of honey falls into her hand.

"Honey? What am I supposed to do with this?" She asks herself and looks around.

She spots Chloé and Pollen and then it clicks.

"Chloé catch!" Ladybug yells and tosses the bottle to Chloé.

She catches it and Pollen buzzes in excitement.

"Oh that looks yummy!" Pollen says.

"Please hurry Chloé..." Ladybug says as her fear starts to grow again.

Chat Noir sensed more resistance against his baton as he tried to hold the tarantula back.

"Oh no it's getting stronger!" He exclaims and turns to Ladybug.

Her eyes were widening a bit more and her breathing was heavier too.

"Don't be scared m'lady! I'll protect you I promise!" Chat Noir says.

He shifted his baton and jabbed the tarantula in one of it's eyes.

"That's what you get for scaring m'lady." Chat Noir growls.

"Alright second time's the charm!" Queen Bee shouts as she flips on top of the tarantula.

"Venom!" She shouts and stings the tarantula.

This time it was frozen and just in time too because it had it's mouth open like it was about to devour Chat Noir.

Ladybug smiles and sneaks off into the bathroom. She goes into the stall where her bag was and tears it in half. Making the feather float out.

"No more evil doing for you little feather." She says and the middle of her yo yo lights up.

She catches it and then purifies it.

"Bye bye little feather." She says as it floats away.

She then ran outside to get the bottle of honey back from Queen Bee.

"Miraculous Ladybug!" She shouts as she tosses the bottle of honey into the air making the school go back to normal.

"Pound-" She starts but then stops when Chat Noir gently strokes her cheek and takes her hand.

"You did great today m'lady." Chat Noir says.

Ladybug chuckled a bit.

"Oh so I do horribly on the other days then?" She asks sarcastically.

"Tch." He clicks and pulls her into a hug.

"You're always amazing Ladybug, but today you were fighting a sentimonster that you were afraid of and you still managed to save the day as always."

"That was only because of you Chat Noir. I never would have been able to fight this sentimonster on my own without you at my side. As long as I'm with you, I know I have nothing to fear." Ladybug says.

Chat Noir gasps, his lips curling up in a smile.

"Do you really mean that m'lady?" He whispers.

Before she can answer, her earrings beep.

"I have to go." She apologizes.

"Then go." Chat Noir says with a smile and let's her go.

She smiles at him then yo yo's out of the school.

After managing to escape crowds of his classmates congratulating him on a job well done, Chat Noir ducks into the bathroom just as he de-transforms.

Plagg groans then floats to the ground in a little lump before Adrien catches him.

"Wow. That was really something huh?" Plagg asks.

"Yeah. Can you believe it! Ladybug is afraid of something! Tarantulas! Just like...Marinette." Adrien whispers her name.

"Wait a minute." Plagg says. "I know that look. That's your thinking face...wait a minute? You don't think Marinette is Ladybug do you?"

Adrien blushes.

"I'm not certain. But I think there's a good chance that she is, and there's only one way to find out." Adrien says.

"I aoologize for failing you, Gabriel." Nathalie says into the phone while she's outside, away from anyone who could hear her. "In the end, it would seem that Marinette's fear wasn't enough to defeat Ladybug and Chat Noir."

"What are you apologizing for?" Gabriel asks. "The day is still young and you've done something extraordinary. You've exposed Ladybug's weakness, did you see how heavily she was relying on Chat Noir during that fight? I'll bet that Ladybug is just as afraid of spiders as Marinette. All it'll take is one Akuma, and then I might finally be able to get what I want!"

"Very well Mr. Agresete." Nathalie says and hangs up before sliding into the passenger seat of the car Adrien's bodyguard was driving and it drove around the corner to the front of the school.

Adrien waited outside the school on the steps for Marinette to come back. He smiled once he saw her skid into a turn after running down the sidewalk and quickly running back up the stairs.

"Marinette!" Adrien called to her and stood up.

Marinette turned to him and upon seeing him, lost her balance and almost fell over onto her back if not for Adrien leaping over and catching her just in time. Both Marinette and Adrien blushed deeply at this before Marinette pushed herself off of him and chuckled nervously.

"I-I'm so sorry I shouldn't have face on your fallen- I mean!-"

"It's okay Marinette. I shouldn't have just shouted your name like that and startled you. Especially so soon after your bag got amokitized. How are you feeling by the way? Since the sentimonster is gone I think that means you're feeling better right?" Adrien asks.

"Y-Yeah I'm fine!" Marinette says cheerily. "I was really scared at first but then I found someone who gave me the support and comfort needed to overcome that fear." Marinette explains while smiling at Adrien.

"Well whoever they are, they sound like they're a great person." Adrien says.

"Yeah... they're a great friend." Marinette says and Adrien smiles.

"You know, I'm not too sure if Ms. Mendeleiev's daughter has put away her tarantulas yet, so it might not be a good idea for you to go back into school, and I just got a text from Nathalie that my photoshoot is going to happen soon. Why don't you come with me?" Adrien offers.

Marinette's eyes went wide and her brain short-circuited.

"R-really?" She asks meekly.

"Yeah!" Adrien says.

His car pulled up in front of the school and he walked over to it and opened the door for Marinette.

"It'll be nice to have a friend there with me." He says.

Hearing him call her a friend made her sigh in disappointment. But then she looked down into her bag and saw Tikki give her a look of encouragement and Marinette brushed her disappointment aside and got into the car with Adrien.

Nathalie sat in the passenger seat next to Adrien's body-guard and arched an eyebrow when she saw Marinette climb into the car with Adrien.

"Adrien, I believe this is the girl who's fear caused that horrible sentimonster to appear and nearly destroy your school today. Perhaps it's not wise for you to be bringing her with you to your photoshoot." Nathalie explains.

"On the contrary Nathalie, I think it would be a good idea for Adrien to bring this girl with him." Gabriel says.

Adrien's face lit up when he saw his father's face on the screen in the central console of the car.

"That fear that brought about the sentimonster could still be lingering. It would be best to keep her close, where we can monitor that emotion to make sure things don't get out of hand." He says and smiles.

Nathalie smiled back.

"As you wish Mr. Agreste." Nathalie says and turns off the screen.

"Wow! I can't believe that my dad is not only okay with you coming along but wants you to come too!" Adrien exclaims and holds her hands. It's a miracle! He might actually like you Marinette!" Adrien exclaims.

"Really? Wow, well if he does, that certainly would be something wouldn't it?" Marinette asks as the car drove off.