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In Overlord II, the Spider Queen is the queen of the Spiders in Everlight. She is fought in Everlight Temple, and defeating her pacifies the spiders, allowing Greens to ride them as mounts. When defeated, she drops a unique helmet that your brown minions can pick up. She was the one who sank your ship on the way to Everlight and is being used by the elves to fight the Empire's forces on the island.

A royal battle with the Spider Queen.


The fighting arena for the Spider Queen is rather small, but the fight itself is more annoying than difficult to complete. Luckily there are minion spawning pits on two opposing walls, and minions spawned from these will land safely in the area.

The Spider Queen will be crawling on the wall, and Gnarl will prompt you to find a way to knock her off the wall so you can fight her. To do this, you will have to target one of the respawning flower bombs, have the minion pick it up, and then carry it to one of the two walls where there are gutters/grates. Once the flower bomb explodes, the Spider Queen will be attracted by the scent and crawl along the wall towards where the flower bomb was. By standing on the platform in the middle of the arena, the water will be turned on, and will come rushing out of the grates and knock the Spider Queen onto her back.

Greens will be able to deal a large amount of damage to the Spider Queen by jumping on her belly and stabbing her while she is down, but other minion types can also harm her. When you activate the water pressure plate, it will become deactivated. Four pressure plates in each corner of the arena will become activated. Each requires only one minion to be pushed, but it is recommended that you set a guard marker on top of the pressure plate with several minions posted, because the Spider Queen will start to throw eggs that will hatch into spiders and attack you and your minions. As an alternative the Overlord can simply run the circle of the four corner pressure plates, this keeps all the minions on the move and thus safe.

Once each of the four pressure plates is activated, the central water-controlling plate will become active again. Repeat the first steps. There is a variation, however: the Spider Queen will sometimes crawl on the wall above one of the four pressure plates, and attack the Overlord or any minions that try to activate it. To prevent this, the player can set off another flower bomb somewhere farther away from the pressure plate, then activate the plate safely and resume the fight. Or again alternately, if the Overlord himself activates the plates, activate the plate in the corner the Spider Queen hangs out in before she recovers from the "beating". This way that plate can safely be turned on.


  • When the Spider Queen jumps down from the wall without being knocked off, she can not be damaged. It is best just to avoid her until she crawls away again.
  • When the Spider Queen is knocked on to her back, it is a time-based weakness. This means that you should try to damage her as much as possible in that time frame and if you do not attack her at all she will eventually get up. How much you damage her when she is vulnerable will determine how many times you have to reset the central pressure plate.
  • Once the Spider Queen is on her back, target lock her, the send in e.g. the Greens.
  • You can also just sweep the minions over the corner plates, they stay pressed for quite a while, simplifying the fight.

    Defeating the Spider Queen.

Spider Champion Helmet[]

Once the Spider Queen is defeated, she drops a unique helmet that can be picked up by one of the Browns. The minion who picks it up will earn the title Spider Champion. The helmet itself looks like the head of a spider, with the two front fangs surrounding the minion's face. The Spider Queen's eyes are included on the helmet.

Note: The Spider's Champion head gear are considered one of the most difficult one to obtain, as there are only a handful of seconds for you to get it before a cutscene activate and de-spawn the Spider Queen's corpse along with the head gear and completely remove it from the game. So here is a tip for getting that ugly looking arachnid's head on one of your little minion:

  • In the last part of the fight when the Spider Queen's health is reduced to the last bar, your minion will stop attacking and let the Overlord have the finishing blow. Since the Queen is too weak now to attempt to get up again, you can take your sweet time to refresh your troop and get some Browns from the Minion Pits on the walls. When you think you are set, switch your minion control to Browns and stand at the end of the Queen's abdomen (ugh) as it is closest to the middle water drainage platform and stab that stomach full of adult spiders open. And...... Action time! Okay time to get that head gear. You must do this before Gnarl finish his little monologue about how to use the Spider Mount, or a cutscene will trigger and remove the head gear for good. Most people think since it the head that dropped, it should be at the edge of the arena near the Queen's head, or anywhere next to her corpse right? WRONG! All you need to do is turn around at where she drop all the Green Life Forces, the head gear is on the middle platform that activate the drainage. So send all your Browns toward it, either normally or Sweep is fine, you should have more than enough time to get the ugly thing.


The Spider Queen is reminiscent of Ungoliant from J.R.R. Tolkien's mythos.

See also[]