• Published 4th Feb 2012
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Spiders and Magic: Rise of Spider-Mane - Maximus_Reborn



Spider-Man is brought to Equestria for a second chance at life, but his luck may ruin his opportunity before it can truly begin.

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Alone in the Gala, Part III

Chapter Thirteen "Alone in the Gala, Part III"

"Nightmare Moon!"

Luna winced at the name shouted at her before she recoiled, backing away from the frightened mare with a saddened look in her eyes, However, as if Nightmare Moon had reemerged, Fluttershy's screams increased in volume, matched only by the vice grip her hooves had around Peter's body. Baffled and confused by the sudden behavior change, Peter shifted his sight from Luna to Fluttershy in hopes of spotting an explanation.

"Nightmare what? What're you talking about?" he managed to ask as Fluttershy's grip tightened. Peter attempted to squirm free from the mare's sound grasp as well as the ground, managing to balance his way upfront to two hooves (albeit with Fluttershy latched unto him). "Do you know what she's talking about?" he directed to Luna.

Through a pained voice, Luna gave a simple response. "All too well."

Her time as Nightmare Moon was still as fresh of a memory as her time freed from the dark entity, and Luna had over a thousand years of exile to thank for that. Even though all of Equestria knew of Luna's return, many could not forget of the being that nearly threw the land into eternal night. Luna understood why ponies like Fluttershy reacted the way they did whenever she appeared, but evident by the ache in the heart, it only made the truth more difficult to accept.

Adults and foals knew of the legacy that was Nightmare Moon. It had been documented into many books ranging from biographies, fantasy novels, and filly stories. Much to Luna's dismay (to an extent), there was even a holiday named after her evil alter-ego, but that quickly became remedied into a positive thanks to Twilight Sparkle. Sadly, in a world where she was vastly feared by many due to a thousand-year-old legacy, that day proved to only be a tiny victory.

Ponies ran at the sound of her name and trembled at the hint of her voice, despite the utter lack of her usual Royal Canterlot usage. Though Luna never told her sister, she could sense an air of uneasiness around the Canterlot Guards, knowing deep down they still feared her somewhat. If only for a moment, Luna was happy being able to converse with somepony oblivious to her infamous past, even if he came off as a completely intellectually backwards pony.

However, her duty as divine co-ruler of the land meant for Luna to be honest to her subjects and that included the outworlder among them. Knowing what reaction was bound to occur, Luna turned her back to the stallion and fixed her gaze upon the large, milky object centered in the sky that she swore to raise every night. Once the truth was learned, he'd run away like many before him. That much Luna knew.

"Nightmare Moon..." she said, her voice trembling with resentment, "is a name bestowed upon me. Long ago, my jealousy for my sister turned into darkness, corrupting my very essence until I became an embodiment of evil."

That was the best answer the princess could give as well as the simplest. There was so much more she could have revealed, but Luna felt there was no need to continue. At any moment, like everypony else, the outworlder would flee for his life and not give Luna a chance to explain. She remained still with her eyes open, expecting screams of terror or cries of anguish to ensue, but Luna furrowed her brow when neither sound was heard outside of Fluttershy's whimpering.

'Perhaps the outworlder had crawled off and left Fluttershy to fend for herself?'her mind thought.

Such an act was cowardice but not unheard of from Luna's personal experience. She finally turned around, expecting only one pony, but her eyes widened at the sight of both the outworlder and Fluttershy in their same position. However, instead of showing immense panic like Fluttershy, Peter merely raised his brow at Luna while his hooves awkwardly and hesitantly tried to push himself free from the mare's grasp.

"Corrupting darkness, huh? Yeah, I know what that's like," he bluntly said before his sense of balance failed, leading to Peter falling flat on his back with Fluttershy latched to his torso.

A look of uncertainty formed on Luna's face. A part of her awed at what she heard, questioning whether the stallion was being sincere or if he was, as some would put it, 'humoring' her. If he spoke from experience, had he the right to compare his past to Luna's insufferable own? What if he was just being sarcastic, in turn showing absolute disrespect to a royal figure? Whichever the case, Luna found herself growing increasingly frustrated, evident by the deepening scowl on her face.

"Do you really? Pray tell. I would like to know more," she said, her voice loaded with sarcasm.

Peter, still failing to wrestle free, had not sensed Luna's change of tone. "It's kinda weird, but considering everything that's happened to me over the past couple of weeks, I guess it won't be too much to believe. I mean, I used to have thumbs, and now I have hooves."

His mind centered its attention to Fluttershy, whose body was practically glued to his at this point.'Yeah, like this isn't weird what I'm doing right now.'

He finally shifted his sights to Luna's upside down image. "What happened was that-"

"Fluttershy!"

Peter and Luna, taken aback from the interruption, stopped and glanced in the direction from where the voice came from. Several feet away across the garden, Rarity stood with her eyes as wide as saucers. The unicorn dashed over, pausing the second she spotted the stallion pinned underneath the mare's dainty, yellow figure. With her face buried in Peter's chest and body so fondly synced with his, Fluttershy had not even noticed Rarity.

"My word!" Rarity's face burned at the 'suggestive' sight before her. "Have you no shame?!"

Flabbergasted, Peter wiggled his hooves about defensively. "Whoa! This is totally not what it looks like!" His mind sneered.'It looks like you're being groped.'A blush steadily formed on his cheeks as mental images flashed across his mind. "Yes, it looks bad, but I swear it's not!" He pointed his hoof overhead where Luna stood. "It's just the second Fluttershy saw Luna here, she panicked and went into shutdown, screaming something about 'Nightmare Moon'." Realizing he couldn't squeeze free, Peter shrugged his shoulders in defeat. "Is this normal?"

Usually in situations like this, things would always grow worse for Peter. He'd tell the truth, if it didn't apply to Spider-Man, but due to the sheer wackiness of the situation (that was usually the case), it'd prove to be unbelievable. Peter awaited for his spider sense to warn him of an impending strike that was bound to occur. However, none of that came to be. Rarity let out a relieved sigh and smiled, causing Peter to mirror her actions inwardly.

"Sadly, it is. Fluttershy tends to be easily frightened. You should see how she acts around dragons," Rarity sighed, trotting over to Luna. Forcing out a smile, Rarity bowed her head and giggled sheepishly. "I am sincerely sorry, Princess Luna. Dear Fluttershy has been quite..." she paused, mentally summing up the best term to use for her friend, "...frazzledtoday."

Luna closed her eyes and shrugged. "I understand," she muttered plainly.

Afterwards, Applejack stumbled into the gardens, stopping next to Rarity. She looked up at Luna and scratched the back of her head. "Ah' heard what happened. Sorry 'bout that, Princess." Applejack shifted her gaze to Rarity then to the pair on the ground. "Glad ya' found her, Rare, and Pete, too."

Both mares made their way over to the pair, where Peter bore a pitiful expression. "Every hero has a weakness, and Fluttershy seems to be mine. Still, I'll take this over green radiation any day." A late thought came into mind, causing Peter to raise his brow at the mares. "What brings you two here? Is the Gala so boring that everyone's leaving early?"

"Don't ya' mean 'everypony'?" Applejack giggled. At the very least, Peter's humor brought some relief. However, her expression grimaced. "The Gala's not ending. Princess Celestia wanted me to gather ya'll." Her gaze fell to the side. "It's important."

Luna stepped forward at the sound of her sister's name. "Is my presence needed as well?"

Applejack shook her head. "No, Princess Luna. It's nothing major."

"Fair enough," she sternly said, turning her back to everypony. "I shall take my leave. It is my duty to guard the night, after all."

Her wings extended as Luna's body lowered, preparing to take to the sky. However, she paused, stealing a glance at Peter, who had finally been freed from the grip of Fluttershy thanks to a dual effort from Rarity and Applejack. His earlier statement regarding corrupting darkness intrigued her. Whether it was a farce or the truth, Luna wanted to know exactly what he meant. Now was not the best time, but considering he was friends with Twilight Sparkle, Luna knew where to find him in the near future.

"We shall meet again, Outworlder." Luna sternly stated before her figure floated gracefully above the ground and flew away, disappearing into a blurred form in the night sky.

Peter merely nodded. Those words, more often than not, usually came true, but they usually came from his enemies. Luna did not once trigger his spider sense, even when she brought lightning down from the sky. Fluttershy was terrified, but it was clearly over something that had happened in the past. Peter shook his head. He'd have plenty of time to think about it later. He turned to face the others with a curious look in his hazel eyes.

"So, what's going on?"


Another Gala, another successful performance. A mare with a gray coat sat with a pleased look in her violet irises. After brushing her hoof through her dark gray mane, she took a sip of wine from a small glass. The Gala had always been her favorite place to perform solely for the fact that the sophisticated crowd of Canterlot appreciated the violin more than those of Ponyville.

She readied to take another sip, but before her mouth could taste the sweet nectar, a being crashed through her area, stumbling over her table and crashing into the bar stand. As several glasses fell around the individual, the mare looked on with her brow raised. Lyra emerged from behind the mess with her eyes wide, shifting about frantically. She paused at the sight of the gray pony and frowned.

"Oh, Octavia. It's just you," she sighed.

What was initial shock diminished into exasperation. Sporting a blank look, Octavia brought her cup to her mouth and sighed. "My word, Lyra. You certainly know how to make an entrance."

"Yeah, sure." Lyra paid her friend no mind, jumping over the counter and on top of the table Octavia was using, causing the mare to nearly spit out her drink in surprise. "There's a human among us, and I have to find him!"

Octavia's hoof fell over her forehead. "Oh, not this nonsense again." Placing her glass down, she exhaled. "Surely your imagination is getting the better of you. I haven't seen anything remotely strange today." Octavia paused once Lyra started pacing. "...asides from you, I mean."

"This is serious, Octavia!" Lyra, unamused with her friend's witty remarks, hopped from the table and stormed off. "Fine! I'll look elsewhere."

For several moments, Octavia watched Lyra search around the Gala, leaving no stone unturned. Lyra had always been considered odd, but for the past couple of weeks, she had grown extremely eccentric. Whatever the cause, Octavia only hoped Lyra would not grow too reckless. She took one last sip of her wine before a sigh escaped from her mouth. That was not likely, and Octavia felt for the soul Lyra was pursuing.


Silence. The entire room stood with an air of uneasiness, making it nearly impossible to breathe. Twilight told everything regarding the book, Peter's personal demons, and the fatal premonition, but it felt as if she gave up a part of herself during the process. Never a fan of secrets, not even innocent ones, Twilight could not bear to hold this one. However, judging from the stern expressions everypony bore, she wondered if it was a mistake to tell them the truth.

Fluttershy's large eyes filled with tears the second Peter's Uncle Ben's death was mentioned. The same happened to Rarity and Pinkie once they heard about Gwen Stacy. Not even Rainbow Dash and her iron-clad will could not hold back her tears at the largest piece of all: Peter's death in two months.

Applejack, having already known the truth, stepped forward and placed her hoof on Twilight's shoulder. Both mares shared a saddened look before Twilight let out a desolate sigh. All of her friends were touched by the tale, but Peter had not made a sound, remaining eerily silent for the entire duration. Twilight removed Applejack's hoof and slowly turned to face Peter, who stood behind everypony with his hooves crossed and eyes closed.

The inside of Twilight's chest ached, pained by what Peter may have been thinking. She had not only invaded his privacy, which was a crime on its own, but Twilight had destroyed any hopes for him to return home. There was a high probability that he was restraining the urge to lash out violently. In the span of a few weeks, Twilight had single-handily destroyed an individual's life. Her tears returned more prolific than before, rolling down the side of her cheeks.

However, her heart screamed. It wasn't enough to dwell. She deserved whatever hatred Peter had for her now, but she did not want to lose him as a friend. It was similar to how she felt for the others. Their friendship started on chance, but they grown to be an inseparable part of Twilight's life. Peter was brought to her world, but despite the universal-sized gap between their homes, Twilight learned that they had more in common than they had with beings from their respective worlds.

She did not want to lose him. He had done too much for her to throw away so carelessly.

"I'm sorry, Peter. I didn't mean for any of this to happen!" Twilight cried out. She fell before the stallion. "I was only trying to find a way to send you back home!" Her sniffles turned into sobs. "I know you were probably homesick and... and..."

Choking on her words, Twilight held her hoof out. "Please don't hate me!"

The sight was almost too much to bear. Applejack turned to avoid watching her friend grovel so pitifully, but the others watched on with tears pouring from their eyes, resisting the urge to console Twilight. Peter still had no made any remarks, and his silence only fueled everypony's anxiety.

"Peter." Celestia calmly said, bringing the stallion's gaze in her direction. "Twilight's intentions were pure." She closed her eyes. "You must understand that-"

"Princess Celestia." Peter finally spoke, his tone as firm as his spider strength.

He reached down and pulled Twilight back to her hooves. The others readied to step in, but they froze the second they saw something odd. Peter extended his hooves out, but instead of any violent reaction, he pulled Twilight into a warm embrace. No anger was evident in his large irises. Much to everypony's surprise, Peter bore a sad smile on his face.

"I know," he finished, brushing his hoof through the mare's violet mane.

Initially shocked, Twilight wanted to act surprised, but her diminished spirit prevented the mare from doing so. Plus, Peter's body temperature was enticingly warm, causing Twilight to ease into his hooves.

"So... you don't hate me?" she asked, the relief evident in her voice. "Even after everything I did wrong?"

Peter shrugged. "You only tried to do the right thing. I can never hate you for that." He tightened his grip. "I'm happy you told me, but from now on, let's try to keep my life story under the radar. It seems like my privacy's been invaded."

"So we're good?" Twilight asked, smiling as she slowly broke away from Peter.

"Totally." Peter scratched the back of his head. "Actually, not totally." He turned to the others with a look of concern on his face. "Two months. I'm supposed todiein two months. That's so not cool."

Applejack stepped in. "Ah' dunno, Pete. Ah' think that was a bunch of hooey."

Peter shook his head. "Normally, I'd agree with you, AJ, but that was Madame Web, the living definition of 'hindsight'. She can see into the future and read minds. I've good reason to believe her."

"Well, do you think that's why she destroyed the book?" Rarity asked, placing her dainty hoof on Peter's shoulder.

"I guess, but that's not like her at all." Peter's brow furrowed. "She usually likes to be cryptic with her messages. The fact that she went out of her way to make sure I didn't come back bugs me." His mind raced.'Yeah. If I go back, will I just die? Whataren'tyou telling me, M-Dubs?'

Rainbow Dash hovered above Peter. "Well, that was back atyourhome, right? So does that mean you're safe now?"

"From a logical standpoint, I'd say so, but..."

Peter's mind began to throb. So much information had been absorbed, but more than half of it could not be deduced properly. Peter placed his hooves over his temples in an attempt to smooth them out. Madame Web had never been so direct since he became the 'Center of the Web'. Perhaps this was something that couldn't be prevented, or that this was just another game of cat and mouse. Regardless, it was too convoluted to piece together in one night.

Peter exhaled. "...but it's something I'll deal with later. What's important is the here and now. I have to help beat this Discord character, right?" His lips curled into an empty smile. "Let's just focus on that for now, okay?"

Before anypony could hope to protest, Peter turned on his hoof and made for the exit. However, Twilight ran in front of the stallion until she blocked the doorway. Peter's eyes widened at the act, but upon spotting the concern in the mare's irises, they softened considerably.

"Peter..." she whispered as that cute pink strand Peter adored so much falling between her eyes. "I..."

"The Sinister Six are supposed to kill me, right?" He suggested, feeling what Twilight may have been thinking. "I'm in Equestria, and they're on Earth. There'snothingto worry about," he said with full confidence and a smirk on his face. He sighed inwardly.'I'm not going to worry you all with my troubles.'

Twilight closed her eyes. There was some truth in Peter's statement, but it was clear he was trying to divert the attention away from himself. As stated by the book, Peter hated pushing his troubles out onto others. While it was a noble trait, it often proved to be more self-destructive. She readied to protest, but Peter reached out and grabbed the mare by her hoof.

"We'll figure it out later. Right now, we're missing a party, and somebody's gotta teach me how to dance," Peter stated, leading Twilight back into the Gala.

Applejack's eyes widened as she chased off after the pair. "Ah! Pete! Twilight can't dance fer' apples!"

Pinkie Pie smiled and hopped alongside the blonde. "This should be fun! I know the perfect song to play!"

Rainbow sneered, flying behind Pinkie. "Hey, maybe you can get Peter to dance with Fluttershy? I'm sure she'll be a better dance partner than Twilight."

"Oh, my! I'd love to...! I mean, I can't possibly..." Fluttershy followed quietly, unaware her wings had sprouted back to life.

Rarity's jaw dropped and face flushed. "Fluttershy, you can't go out like that!"

Princess Celestia watched helplessly as the entire group made their way back to the Gala with Peter leading the charge. However, a warm smile formed on the Goddess's face. "It's amazing how well he meshes with those girls." She closed her eyes and nodded. 'Madame Web- I'm sorry.Cassandra- I shall watch over him.'

'I leave Spider-Man in your care, Celestia.'A mature voice replied.'Be wary, Discord moves even as we speak.'

Celestia opened her eyes.'I am aware of that.'She walked over to an open window, sadly staring at the stars above her.'I only hope Peter will be ready when the time comes.'

'As I do the wielders of the Elements of Harmony. Those girls are Spider-Man's only hope for survival when his hour of judgment arrives.'The voice began to fade away.'My telepathy has reached its limit. Please, continue to watch over Peter for me.'

'Cassandra...'Celestia sadly smiled.'I'll do just that.'


Nothingness. That was the only thing around. The astral plane was about as exciting as expected, and it was absolutely dreadful for one who enjoyed spreading the joys of chaos. While his physical form was encased in stone, his spirit, thanks to his magic, was free to listen. Sadly, his spiritual form was only a bland ball of energy and not his distorted yet marvelous body of assorted chaos. Floating in midair, the ball huffed and chuckled lowly.

A larger ball of energy edged over to his position. "Master Discord? What is it?"

"Ah, my lovely pawn, nothing is wrong. There's just been a change in plan." Before the larger ball could ask, Discord began to glow with bright energy. "I'm sending you back early to deal with Twilight's friend."

Discord's energy surrounded the other ball. "By myself? Why, Master?"

"Because it's unexpected, and I have full confidence you'll throw Ponyville into chaos in my absence."

The large ball's image began to dissipate, fading away from existence. "I will not disappoint you, Master," his words echoed across the realm.

Just that quickly, Discord was alone in the astral plane. His spirit felt weary. Escaping the realm was exhausting, and it was even more stressful to send spirits through, especially without his body. However, this was expected. In no time at all, he'd be strong enough to conjure the spell again. His thoughts centered back to the dragon. It was no fun to have a brute as a bodyguard.

Surely, the Spirit of Chaos and Disharmony could do better than that. Luckily, thanks to the tale he heard regarding Twilight's new hero, Discord felt he found a perfect cast of candidates.


Back in the village of Ponyville, Peter, Twilight, and Spike stood outside of their home. The Grand Galloping Gala had ended, and the others had parted ways for the night. Spike placed his claw over his mouth to stifle a yawn. It was past midnight, and the young dragon's exhaustion caught up with his body.

"That was fun. Much better than last year," he added in mid-yawn.

Twilight smiled, giving a simple nod. "You're right. We didn't destroy anything this time."

"Speak for yourself." Peter rubbed the knot out of his hoof. "Your dancing's unusually dangerous."

Spike snickered as a blush formed on Twilight's cheeks. "Yeah, we tried to warn you. Twilight's never been much of a dancer."

"I was notthatbad." Twilight shot Peter a glare.

However, Peter playfully nudged the mare. "I'm kidding. I had a lot fun tonight." He walked up to the door and pulled it open. "Plus, nothing bad happened. With my luck, that's a miracle in itself."

Twilight smiled at Peter's gesture and proceeded to walk inside. However, that same second, Twilight stopped in her tracks and screamed suddenly, stumbling back until she fell back outside. Peter raised his brow. He turned to look inside, curious to what terrified his friend, but his eyes widened at the familiar sight of a blue mare. She sat on the couch with her sky blue mane brushed behind her ear.

Peter's jaw dropped. "Oh, God. It's you..."

The mare smugly grinned. "Trixie has been waiting for you... Spider-Mane."

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