MIDGE LACEWING, Skarab's mate and second-in-command, is a master of aikido, jiu jitsu, karate and judo and a past president of The League of Winged Voters. Midge and Skarab met in college when they both attended Mansect Tech ("Home of the Hoppers"). They were introduced by "Biff" Dragonfly, Skarab's best buddy at the time. Biff was dating Midge and wanted Skarab to meet the love of his life. But when Skarab and Midge clicked at first sight, Biff was left holding the bug, er, bag. Skarab and Midge have been cocooning ever since.

In her youth, Midge studied with the Mantis Amazons, the all-femsect cult of executioners. However, she didn't have the stomach for the final exam, and decided to leave the cult. Midge is the only femsect to have completed the training without becoming a permanent member, and the Amazons know how to hold a grudge!

As de facto second-in-command of The Mansect Rebels, Midge has to hold her own in what is pretty much a boy's club, but her Amazon training helps her out (not the executioner part!). Her gleaming good looks belie her toughness and singlemindedness. She doesn't take dung from anyone.