//------------------------------//
// Calling to the Night, Part III 
// Story: Spiders and Magic IV: The Fall of Spider-Mane 
// by Maximus_Reborn 
//------------------------------//

Chapter Thirty-Nine "Calling to the Night, Part III"

Back within the countryside, most of the girls conversed on the front deck, while the others did the same inside the house. Eris slept soundly on the sofa, oblivious to the world around her. Zecora sat in the corner of the living room with her arms and legs crossed in a meditative state. Meanwhile, Twilight, Sunset, Trixie, Gwen, and Felicia exchanged pleasantries.

Elsewhere, Patricia, Sonata, and Julia talked while watching television. Ben wobbled, barely standing as he giggled at his mother. He wore a hat over his head, its design matching that of his father's heroic costume, and there was a spider emblem at the center of his chest. Twilight smiled, lifting the baby into her arms before resting him on her lap.

Sunset grinned at the sight. "It's amazing how much he's grown over the past year."

Twilight nodded, brushing a finger through the violet patch in Ben's messy brown hair. "I know. It seems like only yesterday that I was holding Mayday in the same way." The princess arched a brow. "So, when do you plan on having children, Sunset?"

Sunset's face flushed to a shade of pink as she chuckled nervously. "Honestly, I don't know, but I would like to have children in the near future. I just need to find a steady boyfriend first."

Gwen blankly glanced off to the side. "Wealldo, but we're not as lucky as Twilight. Her first was her only, and youneverforget your first."

Felicia smirked. "It's a shame that she wasn't Peter's first."

"Wasn't his first Gwen Stacy?" Trixie deadpanned, blankly glaring at the woman.

Felicia arched a brow at Trixie, holding her silence before shrugging. "I sense some second place animosity from you. I hope you know that pettiness is not healthy."

Trixie folded her arms with a huff. "That's hardly the case."

Gwen chuckled, holding a knowing smile. "Is that why you were staring at Felicia's trophy yesterday, Trixie?"

Trixie's eyes widened at the accusation, and her cheeks flushed. She slammed her eyes shut and growled under her breath. "Must your mouth run so frequently? I deal with that enough as it is."

Sunset returned her gaze towards Twilight, as if ignoring Trixie and Felicia. "Speaking of which, I don't think I'll be looking for a boyfriend anytime soon. I've been really busy ever since I graduated and started teaching at Princess Celestia's School for Gifted Unicorns."

Twilight smiled. "You've always been good with children. Diamond always says you're his favorite teacher."

Sunset nodded. "Yeah. He's a really sweet boy. It's a shame that Mayday isn't a unicorn. I think she'd fit right in, given how smart she is." The woman grinned and brushed a finger against Ben's cheek, earning a soft giggle from the baby. "Well, I know that I'll be seeing your son at the school in a few years." Her eyes widened at a realization. "Oh. Going off topic, what are your friends up to nowadays?"

Twilight chuckled, shifting her gaze skyward. "Everypony's actually doing well. Rarity's business has really taken off and spread across Equestria. She has a shop in Manehattan, Ponyville, and Canterlot. Like you, she's almost too busy to settle down." Twilight furrowed her brow. "Applejack's become one of the leading members of the Apple Foundation. If there's any decisions that need to be made, she's usually the one to do so."

Trixie huffed, taking a sip of her tea. "Fluttershy is a renowned veterinarian. I suppose that makes sense, given her ability to talk to animals. She rarely travels and stays in Ponyville most of the time. She's one of the main reasons that Ursa is well groomed and cared for to this day." Trixie brushed a hand through her silver-blue hair and smiled. "I'm sure you're aware that Rainbow Dash is a member of the Wonderbolts. She takes every minute to remind everypony of her accomplishment, but I can say that she's earned it, given how hard she worked."

Twilight nodded, chuckling. "Pinkie is still Pinkie. She opened a small business and throws parties at the cheapest price anywhere in Equestria, and it gives her a decent living." The woman smiled and her eyes softened. "Spike's been training to become a dragon knight for Lord Ember. He gets to come back to Ponyville every now and then, but he's working hard. Spike told me that he wants to be a better knight than Peter. I'm really proud of him."

Sunset shifted her gaze to the side. "What about you, Trixie?"

Trixie released a haughty laugh. "I am the world's greatest traveling magician, but I am only open during the spring and fall." She grumbled under her breath. "I am not a fan of hot and cold weather."

However, before the conversation could continue, Sonata burst through the front door with a widened gaze. The siren pointed back at the television while holding her gaze to the group outside. "Girls! You need to come see this!"

Without objection, everyone did as the siren suggested and hurried into the living room. The commotion caused Eris to stir, awakening with a heavy groan, and Zecora merely lifted her head, gazing at the television from her distant position. At the center of the screen, a newscast aired as several explosions detonated in the background. The camera zoomed in on a young man running along the upper walls of a building, all while dodging an array of bolts.

Suddenly, a woman with wings materialized into existence in a burst of energy high above the street. Just as a squadron of police vehicles pulled up underneath the woman's position, she waved her hand, generating a shockwave potent enough to shatter every glass window within a hundred foot radius. The force intensified, knocking every car onto its side while sending shards of glass flying about wildly. One of the vehicles flipped high into the air and spiraled towards the reporter and cameraman.

However, the young man from earlier hopped onto the airborne car's roof. Shifting his momentum, he landed with the vehicle held over his shoulders before it could crash into the bystanders. The young man flipped the car back to its proper position, but just as it landed on its wheels, the woman clad in black flew forward, tackling him off camera. The screen suddenly blacked out from the impact, prompting the news station to resume the broadcast from their position.

Trixie blinked, arching a brow. "What in the world wasthat? I recognize Peter, but who was that woman? It almost looked like Princess Luna."

Twilight raced out of the room, sprinting upstairs without saying a word. Sunset frowned, holding a concerned glare. "That's because itwasPrincess Luna. I recognize it. The Venom symbiote. It must have possessed her again."

Patricia arched a brow, glancing off to the side. "Again? But how? That's the second time Discord found a loophole to send someone here."

Eris scoffed, an irritated glare forming in her eyes as she sat up from the comforts of her resting place. "Discord must've somehow smuggled that vermin here without my acknowledgement."

Felicia grimaced, folding her arms as Sunset exited the room hastily. "That's just perfect. I still have bruises from the last time the good princess was taken over."

"The last time?" Sonata questioned, tilting her head to the side while Felicia followed Twilight and Sunset's lead. Patricia and Gwen had already left seconds after Venom originally appeared on the television. Sonata looked to those still present. "This doesn't make any sense. How did Venom get here? I thought Blueblood had that thing."

Twilight materialized behind Sonata in her heroic attire, concern evident in her large eyes. "Who careshowVenom got here?! What's important is that we need to hurry and stop her before Peter gets killed… again." The latter of the statement was barely audible, delivered through a light whisper.

The others rushed into the room, most having changed into heroic attire with the exception of Julia, Zecora, and Sonata. Patricia cracked her knuckles. "Well, what are we waiting for?! Come on, let's roll!"

Eris simply nodded, holding out her hand until a holographic orb hovered over it. Two blips appeared on a map, heading east. "It looks like Peter's trying to lead Venom away from the city. If you're going, now's the time. I'll give you a headstart. Head west, and you'll cut them off at the pass. Like last time, I can't do anything directly so long as Discord's magic is in play. Take her down. Do what you must, and I'll take care of the damages afterward."

Twilight, Sunset, Zecora, Sonata, Felicia, Trixie, Gwen, and Patricia huddled together before Eris waved a glowing hand, causing the group to vanish from sight in a burst of light. Soon after, the woman collapsed onto the sofa in a sitting position, taking in harsh, winded breaths.

Eris gritted her teeth as the bags under her eyes darkened. "Heknowsthat I can't keep this up for much longer. Damn you, Discord!"

Julia quietly watched Eris with a stern gaze. "Times are darkening. I fear we're losing the battle." Suddenly, a bolt of pain struck the center of her cranium. She clenched at her temple, glancing to the side in the opposite direction of the city. The pain eventually subsided, but its presence was still fully felt. Julia walked to the nearest window, placing a hand over her beating heart. "My God. I pray that wasn't…him."

Meanwhile, Mayday clutched at her head upstairs, hissing in pain until the pulsating throbs in her cranium ceased. She glanced to the side with a widened gaze. "What the heck wasthatall about?"





Luna unleashed a lightning bolt from her hand, forcing Peter to jump over the edge of the building into a freefall as the attack ruptured the brick. Venom watched as the young man sped toward the ground, spreading her wings before taking flight after him. Peter quickly retrieved his web-shooters and cartridges from his pockets, latching them onto his wrists. Reaching out, the young man shot a strand of webbing onto a nearby building before he could reach the ground, swinging all of his momentum skyward until he was launched.

"Luna! You have to fight the symbiote!" Peter exclaimed, swaying his body out of Venom's reach once she grasped at him.

Luna cackled, her distorted voice echoing across the airwaves. "She can't hear you, Parker. Discord has boosted our abilities. The good princess is sleeping soundly. Try not to disturb her."

Venom fired a bolt of energy at the air bound target, but Peter shot a strand of webbing to the side, pulling himself just out of the attack's range. The projectile collided into the side of a building, causing shards of stone and glass to scatter wildly into the air from the blast. Luna frowned, pausing as she eyed the young man swing into the distance. Suddenly, as if a thought struck her mind, Venom's blackened eyes widened. She vanished from sight, appearing directly in front of Peter's path as they neared the river.

Faster than he could react, Venom reached out and caused trails of magical energy to snake around Peter's waist and shoulders. His momentum ceased instantly before the woman slammed her arm into his chest. This, in turn, sent the young man careening to the ground at great velocity. Peter bounced off the street, rupturing the concrete before he crashed into a stationary eighteen-wheeler. A cloud of smoke erupted from the point of impact. Once the dust cleared, Peter was shown pinned underneath the truck's massive trailer.

Venom landed a few feet away from the prone man, smirking. "It's a shame, really. I thought you would've put up more of a fight. Then again, you've always had a soft spot for this princess. Don't worry. She still loves you, even more than the last time." Extending her hand, Venom cackled as energy spiraled into her palm. "But she'll get over you soon enough. We will make sure of that right now."

As Venom was about to deliver the finishing blow, a violet blur sped through the streets. Suddenly, Twilight materialized into existence inches away and slammed her glowing fist into the woman's sternum. The force following the violet-haired woman slammed into Venom, and the blow launched Luna skyward with great velocity. Sunset ran out with a magical orb hovering over her hand before she threw it to the greatest of her ability.

The orb detonated upon colliding with Venom, engulfing the woman in a large shockwave. As the energy dissipated, Luna flew from the explosion with a smoke trail following her, landing headfirst in the river. Spider-Woman and Spider-Gwen swung into the vicinity on strands of webbing respectively, while Sonata raced to Peter's position in a blue blur before skidding to a halt. Trixie, Felicia, and Zecora materialized into existence in a burst of light, while Gwen knelt down next to Peter's pinned form.

"Hey, hotshot. You doing okay?" Gwen lightly asked, earning a halfhearted chuckle from the young man.

Peter stared at the woman with a mixed expression of relief and exasperation. "I've been better. Did you girls stop for takeout on the way here?"

Trixie folded her arms and scoffed. "Leave it to you to find a way to make us worry. "

Patricia grinned, nodding. "Don't worry about it, handsome. We've got you."

Sharing a nod with Gwen, both Spider-Women slid their hands under the massive trailer before lifting it several feet from the ground. Sonata and Trixie helped pull Peter from the ground and back to his feet, allowing Patricia and Gwen to gently drop the vehicle back down. Twilight rushed to her husband's side, wrapping her arms around his waist for a brief yet warm embrace. They hesitantly parted, with Peter patting his wife's shoulders reassuringly while nodding. Suddenly, Venom erupted from the river, roaring at the top of her lungs, and everyone lowered into a defensive stance in response.

Patricia groaned. "Oh, great. You'd think that would've hurt her a little bit. Now, I remember why I hated fighting Venom so much."

Sunset brushed her cape back and glared at the symbiote-clad woman. "Okay. So, what's the plan? We don't want to hurt Princess Luna, but if we don't stop her, she'll cause some serious damage."

Peter straightened the web cartridges over his wrists, checking the compartments before slamming them shut. "I hate to say it, but with the symbiote, Luna's a living tank right now. We'll have to rough her up pretty good before we can get that monster off of her."

"We wouldn't happen to have a church bell handy by chance?" Gwen suggested, her masked eyes furrowing.

Peter shook his head. "No. While I was leading her away from the city, she destroyed the only one I could find. Thank God there wasn't a church service today. No pun intended."

Felicia bent her fingers, revealing her sharp claws. "Then, we'll have to do this the old fashioned way."

"You all intend to stop me?" Venom hissed, narrowing her blackened gaze on the group before baring her fangs. "You should've broughtmore."

Luna vanished from sight, materializing into existence at the center of the group in a burst of light. Faster than anyone could react, Venom threw her hand out to the side and generated a shockwave. The force sent everyone flying in separate directions and tore apart the concrete and surrounding stone, reducing them to rubble. Felicia was launched to the roof of a nearby building, but she threw out a grappling hook onto the edge as she passed. The rope stretched tightly, managing to halt her momentum instantly. Both Twilight and Sunset managed to conjure bubble shields around their positions.

The barriers vibrated intensely, withstanding the force of the shockwave. Gwen flipped in midair, managing to land perfectly on the side wall of a building, while Patricia mirrored her actions to equal success. Zecora reached out, gripping a street light, and she spun around the pole repeatedly until her momentum ceased. Airborne, Peter grabbed Sonata's forearm before allowing the siren to wrap her arms around his neck from behind. The young man glanced to the side, spotting Trixie as she helplessly pinwheeled across the air. He swiftly shot out several strands of webbing until a makeshift net was formed between two light poles, and Trixie flew into the threads, safely coming to a halt.

Venom dashed forward, driving the point of her elbow into Sunset's barrier. Cracks spread across the magical energy before it shattered like glass. Luna delivered a fierce uppercut to Sunset, launching the woman until she crashed through a window on the third floor of the nearest building. Twilight unleashed a beam at Venom, but she vanished before the projectile could connect. Luna materialized behind the fallen eighteen wheeler, enveloping the vehicle with her magic.

Twilight turned sharply as the large truck sped toward her through the air like a bullet, managing to raise a bubble shield around her body at the last second. The vehicle's momentum was too great, however, lifting the woman's shielded form and driving it through a concrete wall until the truck's entire nose was imbedded into the building. Suddenly, several threads of webbing struck Luna's chest, expanding upon impact until her arms were bound to her body. From a distance, Patricia pulled at the strands still connected to the rest, tightening the restraints.

Venom strained, ripping the webbing with a mere flex of her arms. She extended a hand, prompting a tendril to shoot out from her arm. It latched onto Patricia's leg as she attempted to jump out of its range. Whipping Spider-Woman about wildly, Venom released her hold and sent Patricia careening until she crashed into the river. Peter dashed forward, delivering a swift uppercut to Venom. As she was thrusted into the air, Gwen swung by on a strand of webbing with her legs fully extended, driving a fierce kick into the woman's chest. Luna flew into a billboard on the edge of a rooftop, knocking the structure from its hinges as she was imbedded into the steel.

Venom pried herself free before enveloping the entire billboard with her magic. With a flick of the wrist, she launched the item at the street where Zecora and Trixie stood. The ebony beauty caught sight of the projectile, using her staff to vault high above the attack's range. Meanwhile, a cloud of smoke rose from underneath Trixie just before the billboard crashed where she previously stood.

The former magician peeked from around an alley corner several yards away, unharmed, grimacing as she stared at Luna. "Standing at the frontlines in the face of danger ishighlyoverrated."

Venom vanished in a blur, soaring until she tackled Gwen out of the air. She pinned the blonde to the ground with her arms wrapped tightly around her neck in a headlock. Peter hurdled over an air vent with his fist reared back, ready to strike from behind, but Luna spun around, throwing Gwen into the young man's arms. Sonata watched with a widened gaze as both spiders were hurled from the roof in a heap. The siren raced across the street in a blur before scaling the walls while sprinting. Just as the ground neared, Sonata dove into both individuals, and their momentum carried them onto a separate rooftop before they roughly landed, sliding to a halt.

Venom smirked, levitating in midair. "You're all so helpless. We truly missed this body and all of its power. We can destroy you all right here, right now, but we have the perfect idea to pay you back for burning us." Part of the symbiote rose from the woman's arm, hissing before it broke away from the rest. The black goo slithered underneath the truck where Twilight was pinned, seeping through the broken wall. Venom's fanged smile widened. "Let's see how you likethis, Parker."

Twilight's scream echoed across the vicinity, causing Peter to jump to his feet. He hopped from the rooftop and landed a few yards away from her position. However, before he could react, the truck flew from the wall, landing in the middle of the street. Twilight stepped from the wreckage with a wicked grin. Black tendrils sprouted from the woman's costume, stretching out until her entire body with the exception of her head was covered by the symbiote. A white spider emblem formed over her chest while she levitated into the air, taking a place next to Luna.

Luna cackled, holding her hand out. "We thought your wife could use an improvement. What do you think?"

Slack-jawed, Peter could only stare in horror at the sight. "Oh, God. Not you, too, Twilight."

Twilight simply smiled, the color in her violet irises darkening as tendrils sprouted from her back. "We are no longer just Twilight. We are…Venom!"

To be continued…