A long time ago in a place called Lydia lived a young spinner and weaver called Arachne. Lydia had a reputation for producing splendid textiles and had some of the finest spinners and weavers in the world. No spinner or weaver was more talented or gifted than Arachne.
Arachne wove all sorts of beautiful pictures into her cloth. Often the scenes were so life like that people felt they could almost touch and feel what was going on. Visitors travelled many miles to see her beautiful work. Not only were her finished products beautiful to look at, but just watching her weave was a sight to behold. Even the nymphs of the forest would stop their play and look on in wonder.
Arachne was rightly very proud of her work but she was also very arrogant. So remarkable were her works that observers often commented that she must have been trained by Athena, the goddess of wisdom and crafts, also known for her ability to spin and weave beautiful pictures. Arachne was scornful of this. Why she said, should she, with all her talent, be placed in an inferior place to the goddess? She would tell visitors that the Goddess herself could not produce work any better.
When news of Arachne's bold claim reached Athena she was very angry, but she decided to give the young woman a chance to redeem herself. So one day she disguised herself as an old peasant woman and went to visit Arachne. She gently warned her to be careful not to offend the gods by comparing her talents to those of an immortal.
But Arachne told the old woman to save her breath. She boasted that she welcomed a contest with Athena, and, if she lost, would suffer whatever punishment the goddess decided.
At this Athena revealed her true form. The visitors who had come to watch Arachne's weaving were very afraid, but Arachne stood her ground. She had made a claim, and she would prove it.
It was decided they would compete by each creating a tapestry. The two of them set up their looms in the same room and the contest began, the mortal Arachne at her loom and the goddess Athena at hers. They wove from early in the morning until it got too dark to see. The next day they compared what they had done.
Athena had woven a stunning cloth showing the gods and goddesses together on Mount Olympus doing good deeds for people. A beautiful scene had developed from the threads. Those witnessing the competition marveled at the work produced by the goddess. Arachne, however, had woven a cloth that made fun of the gods and goddesses. It showed them getting drunk and behaving very badly. Nevertheless, so exquisite was the mortal's work that the characters in the scene were lifelike.
When Athena saw it she was even angrier than she had been before. She was forced to admit that Arachne's work was flawless but the disrespectful choice of subject made her finally lose her temper. Athena destroyed Arachne's tapestry and loom. Then she touched her forehead, making sure that she felt guilt for her actions.
Arachne was ashamed but the guilt was so overwhelming it was far too deep for a mortal to bear. Realizing her folly Arachne was crushed with shame. Terrified and in turmoil she ran into a nearby wood and hanged herself from a tree.
Athena had not expected Arachne to take her own life and took pity on her.
Sprinkling Arachne with the juices of the aconite plant, Athena loosened the rope, which became a cobweb; then she said gently, "Spin if you wish to spin". At this Arachne slowly came back to life but not in human form, for as Athena spoke her words Arachne's nose and ears disappeared, her arms and legs became long and slender and new legs grew beside them, then her whole body shrank until she was just a tiny little spider.
For the rest of her life Arachne was to hang from a thread and to be a great weaver and the descendents of Arachne still weave their magic webs all over the earth today.