• 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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Truth and Recognition

Chapter Fourteen "Truth and Recognition"

High above Canterlot, Luna sat on the roof of the castle with her watchful eye peering through a telescope, its lens focusing on the land of Equestria. While the Gala had ended a couple of hours ago, Luna wished she would have actually attended in hopes to reforge her bond with her subjects. Even Celestia encouraged her little sister to come for the simple joy of having fun. Unfortunately, Luna found her work too important to ignore, and considering her past attempts to 'mingle' with others usually ended in catastrophic failure, she was in no hurry to leave her current position anytime soon.

However, a trail of thoughts plagued the back of Luna's mind. Celestia's words regarding 'fun' seemed like a good idea, and the Outworlder, despite his lack of sense, looked to be an array of enjoyment. Luna tuned out her thoughts and scoffed at the idea. Anypony who could compare a princess to a bat was most certainly not worth the attention. Sadly, perhaps in argument with her own statement, Luna's mind focused on one of the Outworlder's final words before the end of their meeting.

'Corrupting darkness, huh? Yeah, I know what that's like.'

Luna's brow twitched. Her own mind was taunting her, playing the Outworlder's words repeatedly to no end. In a sense, though she refused to admit it for the sake of her immense pride, there was somepony in the world that could relate to Luna about such a personal topic. Not even her big sister, despite the thousands of years she's lived, had fallen into that category. It was polarizing, really. Celestia was the pure-hearted maiden that nopony could corrupt, not once falling into the depths of jealousy and rage like Luna had.

Her lips steadily curled into a smile but suddenly averted back to a scowl. Even if his words were true, it didn't change the fact that the Outworlder was a dimwit, and Luna dreaded the idea of having something in common with such a being. In spite of his behavior, Luna could not deny the happiness she felt. With very few friends and little time to spend with them, it was nice to have a mostly-normal conversation with somepony.

"Such rubbish," Luna spat, immediately wanting to chastise herself for the outburst. The Outworlder's idiocy continued to linger over the princess despite his departure back to Ponyville. Luna repositioned herself and refocused her attention back into the telescope. "I've no time for silly games. Not when Equestria is under my-"

Something had caught the mare's eye from afar. On the outskirts of the Everfree Forest, a large distortion of energy lit the usually quaint area brightly. After a few moments, the energy slowly began to take form. Luna's eyes widened as the being's piercing yellow eyes and black scaly skin came into view. Once the energy disappeared, the beast extended its wings and let out a triumphant roar.

"A dragon?" The princess muttered, astonished by its sudden appearance.

The sight of a dragon within the Everfree Forest was unusual enough, but the energy that surrounded the dragon was not its own origin. There were reports of this happening a few weeks ago, and much like before, a dragon was the center piece. Luna's mouth fell agape once a late realization came into mind. It was that very same night when the Outworlder arrived in Equestria.

If the dragon was in fact the same one from that night, it only meant Discord had sent him back, but that only disturbed Luna further considering the return was not meant to take place for another ten weeks. Unfortunately, before Luna could piece together a possible explanation, the dragon took flight and headed south of the forest. Whether or not Discord was back, two things were certain: this beast had an agenda, and it was heading for Ponyville.

With no time to consult with her sister, Luna stepped away from the telescope. "I must evacuate the village," she said as her horn glowed with clear energy, "and deal with this matter personally."

That same second, Luna's entire body disappeared in a flash of energy.


Though Peter stood with a bewildered expression, deep down, he could not help but feel perturbed. Ever since he was bitten by the spider that gave him his powers, it seemed as if life went out of its way to screw with him. No matter the circumstance, whether good or bad, things always took a turn for the worst-case scenario. Spider-Man was the source of Peter Parker's misery, and he was sick of it.

His personal life seemed to have become a plaything for others to pry through, and Madame Web, despite her 'infinite wisdom', was part of the guilty party. It was bad enough when she led him around in circles, being as cryptic as possible instead of giving a simple solution. Twilight only tried to find a way to return Peter to his home, but Madame Web destroyed the book before that goal could be reached.

His frustration continued to build, centering on both Spider-Man and Madame Web. If not for Spider-Man, Peter could be living a normal life at home, and if not for Madame Web, Spider-Man would be home dealing with his normal problems, not the irritating ones he's facing now. To top it all off, the same thief he met earlier, who found his costume, had followed him home fully aware of his hidden truth. It was a superhero's worst nightmare.

Peter could only frown hopelessly.'I really hate my life sometimes.'

"It certainly took you long enough to get back, Spider-Mane. I almost grew bored waiting for you," Trixie said, smiling devilishly.

"Well, you see traffic was murder, and we had to take the long way- ARE YOU CRAZY?!" Peter snapped mid-sentence, unable to repel his frustration any longer. "What are you doing here, you crazy thief?!"

"Yeah!" Spike jumped in, pointing at the mare. "We haven't seen you since Twilight exposed you for the phony you are!"

Peter raised his brow. "Oh, so you're a thiefanda liar? Since you kinda broke into my friend's house, we may as well add 'burglar' to that list, too."

Trixie's eyes widened at the names given to her. "Watch your mouths!" The mare cleared her throat and allowed her confident grin to return. "After all, that's no way to talk to a pony who knows your deepest, darkest secret." She stopped to shoot the stallion a warning glare. "If you upset me, I'd have the mind to let all of Ponyville know who you are."

Taken aback, Spike waved his claws about defensively. "Ha! That's impossible! He's way too wimpy to be Spider-Mane and-"

Peter held his hoof out to Spike, cutting the dragon's sentence short. Once Spike turned in his direction, Peter shook his head. "It's no use, buddy. She caught me fair and square earlier today." The frustration evident in his voice, Peter faced Trixie with a stern gaze in his eye.

Forcing herself from her seat, Trixie placed her hoof over her chest. "It is most fortunate for you that Trixie is merciful and willing to compromise." Trixie slowly walked across the room until she was only a feet away from the stallion and dragon. "You see, I'm not a bad pony. I only ask for one favor."

"A favor? Here I was thinking you came by to thank me for being a nice guy. Silly me. I shouldn't get my hopes up like that," Peter sarcastically droned as he shrugged his shoulders. Once Trixie's annoyed groan was heard, Peter rolled his eyes and threw his hooves overhead. "All right. Fine. What do you want?"

"Simple." Trixie paused for a moment, closing her violet irises to ignore the gazes of everypony in the room. Turning her head away, the mare finally opened her eyes and bluntly said, "I require food and shelter."

"Huh? Food and- what?" Peter's mind failed to register Trixie's words. Tilting his head to the side, the stallion furrowed his brow. "You sure you didn't mean 'money and power'?"

The blue mare's nose scrunched up before a scoff escaped from her mouth. "I am not that shallow, you dolt. I just... require aid." Her tone had lightened.

Too slack-jawed to respond, Peter continued to fumble over his response. Spike was in no better shape. He could only scratch the back of his head. However, after remaining silent for the entirety of the conversation, Twilight finally stepped between Trixie and Peter. Unlike Spike, who greeted the unicorn with hostility (rightfully so), Twilight gave Trixie a questionable yet hesitant look.

"Food and shelter? Did something happen to your home, Trixie?" she asked innocently.

In nearly the span of a nanosecond, Trixie's demeanor had changed drastically. At the sound of Twilight's voice, Trixie's hoof slammed into the floor with great impact. Her teeth grinding to the core and venomous glare centered on Twilight, Trixie let out a primal snarl.

"Don't youdareact like you don't know what's going on!" Trixie pointed her hoof at the lavender pony. "This is your fault to begin with!"

Twilight winced. "What?"

Peter's confusion only grew, evident by his heightened brow. "Whatareyou talking about?"

While her anger remained intact, it diminished slightly when Trixie turned her attention to Peter. "You haven't heard? You must not have been in Ponyville at the time. I used to be a traveling magician." With her head held high, she boasted, "The Great and Powerful Trixie was my name!"

Scratching the back of his ear, Peter snorted. "Glad to hear you're modest..."

"My feats of magic were unmatched. A magical supremest, even. I was somewhat of a legend actually," Trixie said in honor of her own glory.

Spike folded his arms and chuckled. "That is, until Twilight showed everypony what arealmagical supremest is about. She tamed an Ursa Minor while Trixie panicked."

Peter frowned questionably. "An Ursa Minor? Sounds like it belongs to the Museum of Unnatural History."

"Well, I hope she's proud of herself!" Trixie's rage returned full throttle. She began pacing around the room. "Because of that stunt, the Great and Powerful Trixie was reduced to nothing but an afterthought. Everything fell apart so fast. I lost so many costumers. Without any money, I lost my home!" Her hooves quivered, resisting the urge to ram the nearest object. "I was forced to move into a cave! Acave! Even worse, I had to resort to petty thievery just to buy food! Me! The Great and Powerful Trixie!"

"Maybe all of that lying wasn't such a good idea, huh?" Spike spat, earning a glare from Trixie.

Deep down, Peter bore mixed feelings for Trixie's situation. On one hand, it seemed she got what was coming, being a victim of karmic exchange, and it was clear Trixie was not exactly the nicest pony on this side of Equestria. However, her crime could be considered small in some eyes. For Peter, he saw Trixie as a misguided soul, and if pushed in the right direction, she could see that fame wasn't everything.

Fortunately, before he could say anything, his mind brought up a simple, nearly-forgotten fact. Peter brought his hoof over his forehead and sighed. More often than not, his will to do good overran his common sense.

"Hate to break it to you, but I don't have food or shelter to give," Peter said lowly, hating that he forgot something so obvious. "I'm sort of crashing with Twilight until I find a place of my own." The lie rolled off his tongue too naturally for his taste, but Peter nodded mentally, knowing it was at least believable when compared to the truth.

Trixie's eyes widened and jaw dropped with shock. "Are you sure? What about the bits I tried to take from you?"

Bearing a sheepish frown, Peter pointed his hoof at the lavender pony by his side. "It was Twilight's. She lent me that for the day. Sadly, I'malwaysbroke." His mind huffed.'Ain't that the truth...'

"Well, this is certainly a surprise. I can't demand anything of you," Trixie mused with her brow raised. Though the situation looked bleak, the unicorn's posture remained as confident as ever. She closed her eyes. "So this trip isn't entirely pointless, I suppose I'll compromise and improvise." The scowl that her face bore earlier had returned, but the mare suppressed it in the form of deep sigh. "It seems Trixie will be living with you, too, Twilight Sparkle."

"...aw, applesauce..." Peter's skin and complexion paled, rivaling the temperature of snow, but his nerve returned, thanks to the guilt pulling inside of his chest. "Wait, Trixie. Don't drag Twilight into this."

"Do you have somethingbetterto offer?" Trixie's tone was rough, perhaps a sign of her diminishing patience.

Peter's own frustration reached a new peak, evident by the defeated growl the stallion let out. Sadly, he knew he was beaten. "Well... no." He extended his hoof out in a pleading manner. "Just..." His mind slipped into an abyss of self-blame. "...give me some time to-"

As if fate were mocking him (again), an earth-shattering boom echoed across the reaches of Ponyville, sending tremors through Twilight's home. Trixie fell to the floor while Spike held on to the door for balance and support. Twilight staggered, nearly teetering over, but Peter reached out and wrapped his hooves around her body, stopping the mare's fall. Once the rumbling subsided, Peter gently released Twilight, earning a grateful smile in return.

"What in the blazes was that?" Trixie asked, placing her signature star-patterned hat back over her , an alarm of sorts went off in Peter's head. He turned around to see what caused such a disturbance, but his heart sunk into his stomach the second his eyes found a colossal-sized dragon halfway across the village. It's jet black skin and bright yellow eyes were impossible to forget, but Peter's mind screamed endlessly, demanding that the sight was an illusion.

"Three months. Three months! THREE MONTHS! That dragon is not supposed to be here for another three months!" Peter screamed with a mixture of disbelief and rage. Shaking his head, Peter ran forward, only stopping because Twilight had wrapped her hooves around his neck. "What the hell is he doing here?!"

Twilight pushed herself from Peter and stood in his path. "Peter, calm down! I don't really-"

"Spider-Mane!" the dragon's roared, his voice loud enough to pierce the heavens. Taking a wild swing, the beast destroyed the upper half of the clock tower, sending thousands of shards of masonry everywhere. "Come out and face me, coward!"

Peter's expression grimaced. The dragon was looking for him. No. Bearing his teeth, Peter dropped his head shamefully. The dragon was searching for Spider-Man and destroying Ponyville in the process. Once again, instead of doing good, Spider-Mane only caused more misery for those around him. The ponies of Equestria were innocent victims of this endgame, and Peter only had himself to blame. With a heavy heart and raging soul, the stallion galloped inside of the house and stopped next to Trixie, where his backpack rested.

"This is all my fault." He muttered endlessly as he slid his costume over his body. "Trixie! Spike! Twilight!" Peter had not slowed any. Using his hooves, he placed his mask over his head. "You three get out of here! Don't wait up." He hopped past everypony until he landed right outside of the door.

"Peter, stop! Your powers are fluctuating!" Twilight called out, her voice filled with worry. "We should stop and think about-"

"I don't have time for that!" Peter's voice had grown shaky, drowning with misery. With his costume fully on, mask and all, Spider-Mane turned to face Twilight. "That dragon is here because of me. I have to do something."

Extending his hoof out, a strand of webbing shot out and latched onto the nearest building. With no time to spare, Spider-Mane swung into the sky, hopeful he could prevail against the beast that bested him the last time. Twilight watched the stallion disappear into he night. Her heart felt heavy, as if it felt the very guilt Peter was shouldering. She shook her head, unaware a stray tear had fallen from her eye.

'Peter. It's not your fault.'


The dragon's path of destruction continued without pause, resulting in massive collateral damage to Ponyville. After crushing a fruit stand with its foot, the dragon's eyes furrowed at the lack of pony sightings. Clenching one of its claws, a vile smirk formed on the dragon's face.

"They must have gotten wind of arrival and evacuated." With his sights set on the Cakes' shop, the dragon raised his claw high above his head. "I can only hope the bug shows up before the entire village is reduced to rubble."

Right when the dragon readied to slam his claw through the building, several balls of webbing soared across the night sky. Expanding upon impact, the webbing covered the entirety of the dragon's face, including his eyes and snout. That same second, Spider-Mane leaped from the nearest building and delivered a swinging kick across the dragon's jaw, managing to send him staggering back. Planting his feet to regain his balance, the dragon ripped the webbing from his face.

"So you arrived, bug," the dragon growled, bearing his fangs.

Spider-Mane perched himself on the side wall of a building. "Likewise, but you're a tad early. It's never good to lie to your host." The frustration in his muffled voice could still be felt. "If I'd known you were coming back so soon, I would've baked you a cake."

"I assure you, this wasn't of my choosing. Master Discord sent me back specifically to deal with you."

Pushing himself from the building, Spider-Mane flipped skyward, landing on the rooftop. "So Discord's not with you? Makes sense, I guess." The stallion scoffed harshly. "I've only been around you for a few seconds, and I'm already sick of you, too."

"My master's time of arrival has not changed. Two and a half months, Discord will return. Sadly..." The dragon reached back before bringing his claw forward in a deadly slash attempt. "You will not live long enough to see that day!"

"You know, I'm curious." Spider-Mane back-flipped off the building, avoiding the claw that would have otherwise crushed him. Before he could reach the ground, Spider-Mane released a strand of webbing from his hoof and proceeded to swing. "Everypony knows about Discord, but they don't know anything about you. Who the heck are you supposed to be?"

"Easy. The one who's going to kill you."

"Oh! Welcome to the club! They're having jackets made!" Spider-Mane gracefully landed on the ground directly underneath the dragon. "So what are you, a quadruple XL or an extra medium?"

The dragon stomped the ground as he let out an aggravated roar, but Spider-Mane flipped to the side at the last second. His razor sharp fangs drawn, the dragon held his claws out and towered over the stallion.

"I've heard enough of your babbling!" His body lowered, signaling his intent to kill. "Once I'm finished with you, I'll destroy this village!"

Spider-Mane's throbbing head began to ache thanks to the endless tingling of his spider sense. Once the dragon lunged forward, Spider-Mane was able to react, jumping between his attacker's claws. However, Peter's eyes widened underneath his mask when he noticed his vertical leap was suddenly much lower than usual. The dragon noticed this change as well and took immediate advantage, swatting the stallion with a vicious backhand.

Peter's body bounced violently across the ground, like a pebble skipping across water, until it skid to a halt. Spider-Mane remained flat on his back, appearing lifeless at first glance, but he slowly came to, rolling onto his belly. The dragon laughed evilly from behind as Spider-Mane struggled to shake the cobwebs out of his head.

"You're really pathetic! What made you think you could actually beat me this time?" the dragon boasted, rearing his claw over his prey's body.

However, before he could hope to finish off Spider-Mane, lightning erupted from the sky. The dragon stopped in his tracks and peered up at the sky, curious to why the weather had changed suddenly, but his yellow eyes found a dark being shrouded within the clouds. Lightning struck again, revealing the figure's aura-like mane and royal blue irises.

"Halt, beast!" Luna roared, bringing more lightning down from the sky. "Your fight is with me now!"

Luna floated gracefully in the night sky, illuminating thanks to the moon's light. Her royal blue irises bore daggers through the dragon standing in the midst of the village, but the beast did not falter. Roaring at the princess in hopes to frighten her away, Luna only scoffed a response while her horn glowed with magical energy. The dragon jumped into the air with his claws and fangs drawn, but Luna lowered her head and aimed her horn at her attacker, firing an array of energy beams directly at its torso and face.

Completely stunned, the dragon fell in a downward spiral with no hope to break its fall and crashed headfirst into the remnants of the clock tower. The land shook from the impact as if an earthquake occurred. A large dust cloud escaped from the building and engulfed the entire village. As the dust spread, Luna managed to spot the costumed stallion finally making his way back to his hooves. Dropping from the sky with the grace of a feather, Luna landed next to Spider-Mane, but instead of offering a helping hoof, she gave only a glare.

"So,youare the one they call 'Spider-Mane'," she huffed, turning her back to the stallion. "It would appear you over-estimated yourself."

"I was only off by this much," Spider-Mane quipped, holding his hooves inches from each other. "Glad you came though, Luna. My powers are still acting screwy. Almost makes me wish I paid that darn power bill."

Luna furrowed her brow. "Powers? Just what is this that you speak of?"

"Oh, come on, Luna. I'm sure you remember your sister telling you that awesome story about the outworlder and his spider powers," he said offhandedly, causing the princess to glare. "My life story can't be so boring that you forgot already, but considering that this world is crawling with ponies, dragons, and Hydras, I guess I couldn't blame you if you did."

"You speak as if we're acquainted. My sister never mentioned such a thing." Luna's tone was blank, full of exasperation.

If not for his mask's design to hide facial features, Luna would have seen the horror that filled Peter's face. His mind unleashed a flurry of self-insults, ranging from tame ones such as 'idiot' to some even Wolverine would find offensive. It was bad enough that Trixie found out his secret through a mishap, but for Peter to just give himself away due to an assumption was insulting. Luckily, it seemed as if Luna had not realized the meaning behind Spider-Mane's words thanks to the puzzled expression she wore.

Unfortunately, in vintage Parker luck fashion, Luna's eyes widened at a belated realization. "Did you say 'outworlder' by chance?"

Peter greatly wished he could have kicked himself as he frantically shook his head in denial. "I said I'm 'out of this world'. It's totally different than 'outworlder', but it isn't much of a stretch. So I guess youcansay I'm an 'outworlder'."

Luna only let out a small, irritated groan. The second her horn glowed with energy, Spider-Mane's mask appeared in a flash and floated helplessly next to Luna's head. Her expression suddenly stiffened, matching one full of seriousness. Once a fateful draft swooped in and brushed the side of Peter's exposed face, reality came crashing down with the force of a meteorite. Peter brought his hooves up in a pitiful attempt to hide his face.

"So itisyou, Outworlder," Luna bluntly replied, using her magic to toss the mask into the stallion's face. She shook her head disapprovingly. "I can't tell which is worse- your inability to lie or your taste in wardrobe."

Pulling his mask back on properly, Spider-Mane leaped forward and pointed his hoof at the mare. "Hey! You can't use magic to do that! That's cheating in the worst way!" However, upon setting his eyes on the dust cloud that obstructed everything around them, Spider-Mane lowered his head and sighed. "I'm just lucky no one can see us right now. I don't need everyone knowing my identity. I have secrets I need keeping, you know. Comes with the superhero packaging."

"How could I have not seen it?" Luna stepped past Spider-Mane, chastising herself. "My sister indeed told me of how Twilight brought you into our world, but she mentioned nothing in regards tothis."

The emphasis in her voice made it clear that she referred to Peter Parker and Spider-Mane as two separate entities.

"It's not her fault. I asked that my identity be kept a secret. I'm just..." He paused, feeling guilty for questioning Celestia's loyalty, "...surprised your sister kept her promise."

Luna stole a glance of Spider-Mane from the corner of her eye while her back remained turned to him. The signs were there. Twilight 'accidentally' brought an outworlder into Equestria the very same night Spider-Mane arrived to save Ponyville. The fact that Luna couldn't see past Celestia's front on both subject matters sent the princess into an emotional upheaval. This was a matter of national security, and Celestia felt the need to hide something so important from her sister.

It was clear Luna was not nearly as trusting as Celestia. Frankly, nopony was, but for her sister to go out of her way for an outsider whom nopony knew anything about was careless.

"I will have words with my sister, later," Luna huffed, the anger evident in her voice. Before Spider-Mane could mutter a response, Luna raised her hoof to keep him silent. "She places too much faith in an outsider. I am not so soft!" Slamming her hoof into the ground, Luna proceeded to walk to the debris in the dragon was underneath. "Leave immediately. You shall only hinder my progress."

Spider-Mane shrugged his shoulders. "While I am used to be being told to get lost, especially by girls, I can't just leave. That dragon is here because of me. I have to see this through. Ponyville ismyhome, too."

"This is not a debate! Leave now, or I-"

Suddenly, a large claw erupted from the pile of debris, sending shards of masonry all across the vicinity. Luna tried to focus on the dragon's locale, but due to the dust cloud surrounding her, all she could make out was a silhouette. A large ball of flame burst through the cloud and toward her location, like a burning river slicing through the sky. Spider-Mane pushed the princess back at the last second, the fire scorching the ground where she had previously stood.

Dusting the ash from his costume, Spider-Mane waved his hoof across his face. "Dude, breath-mints won't kill you."

"I do not require help!" Luna yelled, glaring down on the stallion more than she had the dragon.

Before she could react, Spider-Mane shot a strand of webbing onto her chest and pulled Luna over in his direction, away from the claw that nearly snatched her away. Perched on the top of a pile of debris in a crouching position, Spider-Mane released his webbing and flipped over a slash attempt. Galloping full speed upon landing, Spider-Mane leaped into the air after the dragon, but he seemed to have anticipated it, his wings lifting him off the ground and out of the hero's range.

However, before the dragon could counterattack, Luna appeared right above his head, unleashing a downpour of magical bolts. Withstanding the assault, the dragon reared its claw back, but Spider-Mane shot several strands of webbing around it, preventing the beast from finishing its attack. The dragon snatched the stallion's web, pulling Spider-Mane towards him, but the hero recovered in midair, flipping to a graceful landing on the top of the dragon's head.

Luna's brow furrowed at the sight. "Cease this nonsense! Leave now!" she shouted, sending a another flurry of beams at the dragon.

Spider-Mane watched the beams close in, but thanks to his heightened reflexes, he leaped down onto the dragon's snout and webbed the entire upper portion of his face, blinding his attacker before the beams struck. The impact caused the dragon to recoil violently, sending Spider-Mane flying skyward. However, extending his hoof, Spider-Mane shot a strand of webbing to the dragon's snout and used it like a bungee cord to end his unwanted flight. Zipping through the sky with the speed of a bullet, the stallion threw a wide kick, connecting to the side of the dragon's cranium.

Losing its equilibrium, the dragon fell from the sky and crashed back into the ground. Spider-Mane, despite the immense height of his fall, landed perfectly on his hooves, flipping from a rooftop to the ground. The creature seemed to have finally been grounded, remaining prone on his stomach. Luna slowly descended from the sky, making sure to keep the beast in her line of sight. However, her wide eyes fell on the stallion.

"It seems he's even stronger than I thought..." she muttered barely above the hint of a whisper. Once she landed, the princess gave the stallion a stern glare. While she did not approve of his actions, Luna could not deny how impressive the Outworlder's performance was. However, her pride remained as sterling as ever. "I did not ask for your help," she said dismissively, shifting her sights away from the stallion.

He shook his head. "I know, but I wasn't going to leave you alone. Not when I have the power to make a difference."

Her glare found its way back to the stallion. "Equestria ismyresponsibility, Outworlder. You're only wasting your energy for a home that's not yours."

"Sorry, but I'm not going to sit back and do nothing. I have to take responsibility."

Luna frowned at the one who defied her so valiantly, but she smiled inwardly at the nobility of these same actions. An outsider fought for a village that wasn't his own, and despite orders to abandon this duty, he stood firmly behind his cause. This was the same pony that went on about pointless bauble regarding Luna as a bat. Underneath that stupid exterior beat the heart of a knight, full of valor and honor. Her royal blue irises filled with guilt. Celestia must have sensed this about the Outworlder, explaining why she trusted him so easily.

Luna shook her head defiantly. He was still an outsider, and Luna refused to be as soft-hearted as her sister.

Unfortunately, the dragon rose the life, swinging its enormous claw towards Luna. It happened so fast, in the span of a second, even. Luna looked on dumbly as the claw closed in, unable to react in any way, but a force shoved her back, just out of the dragon's reach. Luna's eyes widened as they found Spider-Mane was the one responsible. However, he had not enough time to save himself, too. The claw hit his body with the force of missile, sending Spider-Mane across the village and through a concrete wall. The structure gave away, and the entire building fell on his frame afterward, burying Spider-Mane entirely.

The dragon grinned maliciously. Luna, however, stood as still as an oak. Taking advantage, the dragon reared his claw back to finish Luna, but the sound of thunder in the sky stopped him. Though the entire village was still engulfed by the dust cloud, strong gusts began to sweep through the land, clearing the air. The sky turned black, matching the scales of the dragon, but several chains of lightning strikes lit the sky. The dragon winced at the sudden change of atmosphere, and his yellow eyes only grew wider once they fell on Luna, whose eyes glowed with a brightness that rivaled the purest of light.

"You are nothing more than an untamed beast!" Luna's voice echoed across the village with as much volume as the thunder that roared overhead. The light in her horn glowed with a marvelous light. "Back to the pits that spawned you!"


In the astral plane, Discord's brow raised. The spirit simply shrugged nonchalantly, letting out an exasperated groan. "Can't say I'm surprised he failed." Pausing for a moment, Discord chuckled sarcastically. "Oh, of course I knew he would fail."

Placing his hand over his chest, a confident smile formed on the spirit face. "Luckily, I saw this coming from a mile away." He turned back to focus on a small orb, its image blurry and disoriented. "That Parker kid is proving to be quite bothersome."

The orb glowed in response to Discord's statement, causing the spirit to nod in agreement. "Yes, indeed. So I take it we have a deal?" Once the orb glowed for a second time, Discord folded his arms and chuckled. "Very good. I shall bring you in two months time. Are you certain you and your associates are up to the task?"

After a few moments, Discord wrapped his hand around the orb and smirked. "We shall see if your group truly is as sinister as you say, Osborn."


Electrical currents sparkled from Luna's horn as the color in her eyes returned. Her body quivered, tremors pouring through her muscles. Chains of energy held the dragon in place, binding his limbs against his body. With a scowl, Luna raised her horn, in turn lifting the dragon from the ground. In the past, such a spell was nothing to perform, but Luna's body had not yet returned to its full maturity since the day she was freed from Nightmare Moon. Despite that, Luna's magical grip was too sound for the dragon to slip free.

"Know this, beast. It will be a long time before you see the light of day again," Luna growled, causing the energy to spread around the dragon's entire body. "I assure you. I only offer you mercy because it is an action my sister would take."

The dragon opened his fanged mouth, but a chain of energy wrapped around the jaw, slamming it shut.

Luna scowled. "Silence." The energy burned brightly. Suddenly, the dragon's body began to fade. "Spend the next millennium encased in stone!"

With no way to scream, the dragon growled as the energy around his body seemingly dissipated. His limbs quickly grew stiff, but the dragon wanted to inflict some sort of pain unto the princess, lunging his claw forward. However, his speed matched that of a tortoise, and much to his dismay, his black skin steadily changed to match the tone of gray. It felt as if Luna was only inches away, but the dragon could no longer move his limbs. Despite his defeat, the beast remained defiant, giving one last roar as the last of his body turned to stone.

Seconds seemed like minutes. Luna stared at the frozen creature with intent, not wanting to be caught off guard for a third time. Small beads of sweat ran down the forehead of Luna, who only exhaled softly in her victory. She hated invoking such a punishment on anypony, but the beast was feral without remorse. If she hadn't, it would have continued its path of destruction all across Equestria, and Luna refused to allow anything to happen to her subjects.

Her eyes widened at a late realization. She turned her head in the direction of a collapsed building across the village. "Spider-Mane!"

Luna teleported over to his area, only to find a mass of rubble and broken masonry. Knowing he was buried underneath somewhere, Luna used her magic to lift several slabs of stone around the area at once and repeated the process upon failure to find her target the first time. As her search continued, Luna could not ignore the twinge of guilt that pulled at her heart. All because she refused to yield to her pride, somepony was gravely injured or, worst off, dead.

The outworlder took a blow meant for her. The frown on the mare's face deepened. She treated Peter with disrespect when all he had done was protect those around him. An apology had to be made, prompting Luna to dig through the debris with increased vigor. However, before she could continue her search, the floor began to shift a bit, stirring to life in a sense. Luna let out a yelp when she nearly lost her balance, but she recovered, allowing her wings to lift her from the trembling ground.

Upon closer inspection, Luna learned that the 'ground' she just stood on was actually a giant piece of broken concrete, good chance being one of the walls of the building that remained mostly intact. Landing in front of the concrete, she readied to use her magic to lift the masonry, but her concentration broke the second her eyes found an amazing sight underneath the rising rubble. Spider-Mane slowly rose, lifting the weight over his body not with his magic but with a single hoof.

With a single push, he tossed the wall several feet away, causing the rock to explode into pieces upon its landing. Spider-Mane forced himself back to a vertical base, standing on two hooves, and much to Luna's escalating surprise, with the exception of his tattered costume, the stallion appeared to be fine physically.

Brushing the dust from the costume, Spider-Mane groaned, "Another costume torn. Rarity's going to kill me."

"Outworlder." Luna's words snapped the stallion out of his daydream. Her voice had grown soft, quite the opposite of its usual firmness. "Is everything... all right?" she hesitated, her concern vocally evident.

Spider-Mane worked his shoulder in a circular motion, smoothing out the aches imbedded in his muscles. "Sure, all things considered," he nonchalantly replied as his mask's lenses furrowed. "My spider sense is going off anymore. I'm guessing the dragon's gone? Or unconscious? Either would be great."

Luna merely shifted her eyes, prompting Spider-Mane to follow her line of sight until he found the gigantic statue standing in the midst of the village.

Tilting his head to the side, he dumbly replied, "Huh. Turning him into stone works, too."

"It is a binding spell. He shall remain this way for several life times."

"Looks like he'll make a nice lawn decoration and put garden gnomes to shame."

"He willnotbe staying here," Luna strongly affirmed before she disappeared, reappearing next to the dragon's foot. "I think it's best to take the beast to a secluded location. I assure you. He will not be disturbing anypony for quite some time."

Shrugging his shoulders, Spider-Mane gave a simple nod of approval. "That's a good idea." As if sobering, the stallion's gaze fell to the ground while a low sigh escaped from his mouth. "I'm really sorry about this. Ponyville paid a price it shouldn't have because of me. Now I definitely can't blame you for not trusting me."

Luna's eyes softened, filling with sympathy. The amount of guilt the stallion exuded was overwhelming, even affecting the usually iron-willed Luna. The outworlder was still, as she originally thought, an outsider, but his actions tonight proved that he carried a sense of nobility only a knight would share. Given, she still had some reservations about the outworlder regarding his powers and origin. Deep down, Luna felt once she heard the truth, only then could she pass on her honest judgment.

'Corrupting darkness, huh? I know what that's like.'

Those words echoed throughout her mind, adding to Luna's growing curiosity. Another time, she thought, tuning out the words within her mind. Instead, Luna turned her back to Spider-Mane and centered her concentration on the colossal statue towering over her. Magical energy suddenly enveloped the petrified beast. Luna turned to face the stallion, revealing her horn was the source of the scneario.

"There is much we still need to discuss, Outworlder. When that time comes, you will provide me with answers. Is that understood?"

Spider-Mane's gaze remained fixed on the ground. "Yeah," he desolately replied.

"Your heroismisto be commended though," Luna softly followed, bringing Spider-Mane's gaze to meet her own. "On behalf of Ponyville, I thank you."

Flabbergasted, Spider-Mane reached out to the mare. "Wait. Did you just-?"

"We will meet again, Outworlder."

That very instance, both Luna and the dragon disappeared in a bright flash of light. Spider-Mane sighed, knowing teleportation was outside of his own magical jurisdiction. With magic as powerful as Luna's, there was no telling where she may have gone, but as long as the dragon was taken care of, Peter had little reason to worry. Upon analyzing his surroundings, several voices neared his position, and deciding if it were the ponies of the village, Peter knew it'd be best if he made his exit as well.

Leaping into the air, Spider-Mane proceeded to bound across the rooftops of the village. Stopped in his tracks the moment he saw a group of ponies run through the streets, each inspecting the damage done in their own way. The lingering feeling of guilt returned, and Peter could not help but blame himself for what happened to Ponyville. However, before he could hope to dwell on the matter, his eyes finally focused on a pair of large, crossed yellow irises that stood only a few inches away.

"Gah!" The stallion blurted out, staggering back and nearly losing his balance.

"Oh, my gosh! Itisyou! I knew it!" the mare happily stated, clopping her hooves together.

After an embarrassing amount of time, Spider-Mane recollected his nerve as well as his footing. Shifting his attention to the one that surprised him, his lenses furrowed at the wings on the mare's back. It was easy to forget a third of the population in this world could actually fly. The gray Pegasus' smile grew wider as the wind blew her blonde mane and tail back.

"Hey..." Spider-Mane's mind steadily recalled the mare's face from a not-too-distant memory. "I remember you."

"Yes! My name's Derpy! You saved me when I fell from the moving van." Her low voice grew higher in pitch, cracking between sentences. Her excitement was quite evident in her flapping wings and giddy demeanor. "I'm your biggest fan, Spider-Mane!" She resisted the urge to giggle, only managing to stifle it slightly. "You saved Ponyville again!"

"As much as I love fans, especially the ones of the number one variety..." Spider-Mane paused, glancing off to the side. "I'm sure you heard. That dragon was here because of me. It's my fault this happened."

"That doesn't matter. What he did was wrong, and you stood up to him."

Spider-Mane turned his head at the offhand comment. Derpy's posture remained energetic, but the smile on her face could only be deemed as honest. Derpy's smile only grew in width. Before Spider-Mane could react, the mare clumsily stepped forward and planted her lips on the stallion's exposed cheek underneath his partially torn mask.

Closing her eyes, Derpy giggled. "You always bemyhero."

Despite the truth before him, Peter refused to believe what he was hearing. Back in New York, Jameson was quick to blame Spider-Man for everything bad that happened to the fair city, and it didn't help that the people often believed his tripe. Even if Spidey were to save the day, somehow, some way, the Daily Bugle would find a way to label him the bad guy. It was a tedious and unfair trade-off, but Peter felt as long as he did the right thing, that was all that mattered in the end.

Ironically, things were the exact opposite in Ponyville, where the ponies actually acknowledged his deeds. Peter's cynical side surfaced, pointing out that a single pony did not speak for an entire village, but it dissolved once the sound of cheers echoed from beneath, prompting Spider-Mane to look down from his position. A small group of ponies whooped and stomped their hooves into the ground, the Equestrian equivalent to applause.

The number of ponies grew, joining the others to cheer the costumed stallion on, and before long, it seemed as if the entire village gathered before Spider-Mane. While Peter still harbored a grudge against Madame Web for toying with his life, he couldn't deny the joy he felt of the simple gratitude the village gave. Spider-Man/Spider-Mane was still a hassle to put up with, but Peter admitted deep down, Ponyville's inhabitants made the bruises worthwhile tonight.

With a smile formed on his face, though his mask hid it from everypony's view, Spider-Mane placed his hoof on Derpy's shoulder and muttered a simple 'thanks' into her ear. The mare sighed blissfully as her heart threatened to leap out of her chest. Before anypony could react, Spider-Mane leaped high into the air and shot a strand of webbing across the village, zipping completely out of sight in an instant. Derpy watched the sky intently with her cheeks stained a fair shade of crimson.

She only hoped she could see him again soon.


It felt as long as an eternity, but Peter finally reached Twilight's home. Climbing the tree was usually easy, especially with his wall-crawling abilities, but his lingering injuries made the trip painfully difficult. With a quick peek through the window, Peter saw nopony in Twilight's bedroom and swiftly crawled through the opening. Unfortunately, the moment he reached the inside, his strength faded, leaving Peter to fall from the wall to the solid wooden floor with a smack.

Flat on his back with nothing left to give, Peter pulled his torn mask from his head and tossed it to the side. The door flew open, cracking against the shelf behind it. Twilight dashed into the room afterward, her eyes widening at the prone figure on the floor. Sliding over to his position, Twilight placed her hoof on his chest, concern filling her violet pupils.

"Peter! I heard you from downstairs. Are you okay? What happened?" she asked in a panic.

Despite his injuries, Peter found a way to smile. His trembling hoof rose, eventually falling on top of Twilight's. "I'm okay. It's too much to get into tonight, but I can safely say that our dragon problem is over."

Exhaling, Twilight knocked Peter's hoof away in frustration. "It was stupid of you to run off into danger." However, the mare's demeanor softened when Peter's smile morphed into a teethy grin. The inside of her chest grew hot, and Twilight could only giggle in response to the tingly sensation she felt within her stomach. "I'm just happy to see you're safe."

"Trixie is also happy to see you."

All of the blood in Peter's body grew cold, leaving his coat as white as Rarity's. Trixie inched over to Twilight and into Peter's viewpoint without her signature star-patterned attire, revealing her short silver-blue mane. She gave the stallion a cheeky grin, receiving only a lowly groan in return.

"Is this the part where you reveal your secret that you've been working with the dragon all along? If so, I'll say it now," Peter said, pausing to raise his hoof, "...called it."

Trixie furrowed her brow in annoyance. "Good to see you're alive enough to crack jokes."

Twilight placed her hoof on Peter's shoulder, bringing his gaze to meet hers. Their faces only inches apart, her expression suddenly matched one of seriousness. "Peter..." she hesitated, shifting her eyes from the unicorn back to the stallion. "Trixie will be staying with us for a while."

Before Peter could hope to protest, Trixie closed her eyes and held her head high, all while keeping her confident smile intact. "I'm counting on you to take care of me. Will it not be wondrous, Parker?"

Peter wanted to find the entity that was known as the 'Parker luck' and stomp it into submission. Another part of him wanted to go back and give Madame Web a lecture on toying with people's lives. There was so much Peter wanted to do, but he knew from his track record, there was nothing he could do at the moment. For now, he prayed to the heavenly creator of the universe and begged that the days to come would not be completely unbearable.

Once Trixie placed her hoof over her mouth and laughed uproariously, Peter's hoof met his forehead with a clop. "Why didn't the dragon just kill me?"

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