• 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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Does Whatever a Pony Can

Chapter Two "Does Whatever a Pony Can"

Peter groaned as his senses steadily returned. His vision spun, blurring further as he attempted to center it. After a few moments, Peter forced himself to sit in an upright position. Recent memories filled his mind, from the talking ponies he encountered to the dragon that threw him across the village. A bolt of pain coursed through his cranium, the effects of the crash landing still painfully evident. He brought his hoof over his eyes to block the awfully bright light.

Suddenly, as if his senses were just catching up with the real world, Peter held his hoof across his face for what seemed like an eternity before he screamed at the top of his lungs. That same moment, he threw the bed covers to the side, revealing his lower half had been changed as well. The hooves that were his hands and feet were enough, but Peter let out a high-pitched shriek when his newly-formed tail whipped between his legs, seemingly waving at its new master. In his panicked state, Peter slipped over the edge of the bed head-first.

With his lower body pointing skyward, he frantically searched the room for a mirror, managing to find one across the room despite the awkward position he was in. Forcing himself to stand up, Peter tried trotting over to the mirror, but his legs and arms moved too fast for their own good. His back hooves tangled up with his front limbs, causing the morphed man-pony to crash into the floor face-first with a smack. Rolling his eyes, Peter growled. Determined not to be made a fool of, he hopped back to his hooves, but he immediately lost his balance again, this time falling on his forehead.

This was just as painful as the last, a protrusion from his forehead having formed from the result. However, Peter's eyes narrowed on the oddity. It was not a knot as he originally speculated but a horn of sorts. He brought his hoof up and poked the appendage. Though his reaction was delayed, Peter let out another horrified screech. Having enough, Peter staggered to the mirror, his mouth falling agape at the image within. Though his costume remained intact mostly, it looked ridiculous considering a pony was wearing it now, and Peter's mane, tail, and horn tore several unwanted holes into the spandex.

Peter brought his hooves over his cheeks and screamed once more, all while standing upright. "Oh, my God! I turned into Seabiscuit! I look more ridiculous than Spider-Ham!" Landing back on all four hooves, Peter extended each limb, taking a moment to analyze his new body.'Look, God, if this is for all the cracks I made about the pig, I want to take a moment and say I'm sorry! The other me's made fun of him, too! Why is just me you're getting back at?! I swear, it's like you hate me and you go out of your way to screw my days up! Heck, I can just-'

"Hi!" A young girl enthusiastically squeaked, causing Peter to turn, only to find a large pair of blue eyes, pink coat, and matching mane a couple of inches away from his face. "I'm Pinkie Pie! What's your-?"

"OH, GOD!" Peter yelped, stumbling back until his back hooves tangled up with the bed sheets he disregarded earlier. Before he knew it, Peter fell back and smashed the back of his head against the foot of the bed. A pitiful groan escaped from his mouth. "I was hoping this was a dream. What is going on around here?"

"You're in Princess Celestia's private quarters." He remained on his back but shifted his head at the sound of the voice, finding Twilight standing over him with a sweet smile on her face. "You've been unconscious for three days now. We didn't know when... or if... you would ever wake up." She glanced at the mirror before shifting her gaze back to the stallion. "I see you've noticed your... recent development. How are you feeling?"

"Like I got hit by a truck twice and got rolled over by said truck five times for good measure." Turning over onto his belly, Peter forced himself back to a standing position. "You mean to tell me I'm still here? Is that why I'm a horse all of a sudden?"

Twilight shook her head. "We're not sure. You've changed right when you lost consciousness. The most conclusive theory we've come up with so far is that the magic of our world is having an effect on your unique biological structure. Perhaps it's a way of giving you a suitable form for this world."

"Not the weirdest explanation I've ever heard." Peter sighed, keeping his gaze fixed on his finger-less hooves. A shadow loomed over his figure, causing Spider-Man to raise his brow at the pink mare that stared at him intently. "So... you said your name was Pinkie, right?" He huffed inwardly as the mare replied with a wide, toothy grin.'Again... subtle. Then again...Spider-Manscreams subtlety.'

"Please excuse my friend Pinkie Pie, she's a little unusual." Twilight stated, raising her brow.

Rainbow Dash swooped in past Twilight's head and landed next to Pinkie. "Random's more like it."

"Random... Sounds like my life explained in one word." Peter nodded before a fourth pony walked up and stopped next to Twilight. He glanced up at her familiar azure irises and tilted his head. "Oh, hey, I remember you."

The snow white pony flicked her head, flipping her violet mane behind the right side of her neck, and smiled warmly at Peter. "Well, I believe we haven't been properly introduced yet." She extended her hoof out to him. "My name's Rarity, and I can't thank you enough for saving my life. Though, I must say, I was under the impression that you were taller."

He furrowed his brow underneath his mask, unsure of how to respond. Back at home, he saw this as a handshake, but with no fingers, he had no idea what to do. He raised his hoof and slowly placed it against her own, awaiting a look of disapproval, but Rarity's smile remained intact, meaning Peter's actions were not incorrect by her standards.

"The pleasure's all mine. I was taller, but I kind of shrunk recently. I knew I shouldn't have stop drinking milk," he groaned, hating how stumpy his pony limbs were compared to his human's. However, his mind recollected the events of the night, namely the fire that nearly took the unicorn's life. "You seem to be doing okay. How bad was the damage to your house?"

Her brow furrowed. "Devastating. Nothing was left."

Peter cringed, feeling a twinge of guilt rise from the back of his mind. "Sorry I couldn't save your home."

"It is unfortunate." She forced out a sigh, the frustration apparent in her voice, but she closed her eyes and smiled. "But it's nothing that can't be replaced, I assure you. I'm far more grateful you saved my life than my possessions. This gives me good reason to start anew and make changes to my business..." she paused, staring at Peter's body and frowning afterward, "...starting with your gaudy attire."

'Wait... Did a horse just call my costume 'gaudy'? I knew everyone hated my costume back at home, but this is ridiculous!'Peter raised his hoof defensively. "What are you? A designer or something?"

Brushing her mane back with her hoof, Rarity's smile grew. "Why, yes. I'm a fashion consultant extraordinaire."

Spider-Man's hooves fell over his forehead.'Are you kidding me?'

"I think it's pretty cool," Rainbow Dash said, earning a blank stare from Rarity. She closed her eyes and placed her hooves on her hips. "Not near the level of 'Wonderbolts' cool but still pretty cool."

While the two continued their disagreement, Peter felt a small hint of contact on his shoulder. He turned but saw no one.

"Um..." a voice whispered, bringing Peter's eyes down to find a second pair of large blue eyes matched with a beautiful flow of pink hair. Unlike the others, her coat was bright yellow. "Are you okay?" she asked, brushing her hoof against the back of another. "I hope you're not hurt..."

'Aw!'Peter's mind melted, succumbing to the frail aura the Pegasus exuded. Shaking his head, Spider-Man shrugged his shoulders. "I've had worse," he said lightly, bringing a smile to Fluttershy's face.

"Everypony hold on for a second," Applejack trotted around the corner, grabbing the entire room's attention, and stopped next to Peter. "The fella's been through a lot. How about we slow down some and give 'em time to grab his bearings?"

"I agree, Applejack."

Everyone in the room, with the exception of Peter, reacted to the voice and scrambled into a line formation, each bowing their head out of respect. Spider-Man turned at the sound of approaching steps from behind, but his mouth fell agape at the sight of a colossal, yet elegant, figure. Her colorful mane, with streaks of blue, purple, green, and pink, flowed effortlessly as if it were made of the wind itself.

Her violet eyes sternly stared into his blank lenses for several moments, creating a sense of tension between the two, but her expression softened in the form of a small smile. "Greetings, Outworlder. Welcome to the world of Equestria. I am its ruler, Princess Celestia."

"Um... hi? I'm Spider-Man," Peter replied, earning a share of puzzled looks from the ponies. "Though it's kind of misleading since I look like this now."

Celestia furrowed her brow. "Your real name." She glanced over to Twilight, who cringed slightly. "My student has told me some of the details."

Peter shook his head and shrugged his shoulders. "I'm sorry, but back in my home, I keep my identity secret. It's not really for me. It's to protect those close to me since there's a lot of bad guys who would just love to play hockey with my skull."

"Is that really a sport?" Pinkie Pie asked, receiving a swift kick from Applejack right after.

Ignoring the girl's question, Celestia closed her eyes and nodded. "I understand perfectly, but you may not be going back home." Peter's eyes widened, causing the princess to clear her throat. "At least, not anytime soon."

His sense of cool diminishing, Peter rushed up to Celestia. "What do you meannot anytime soon?!"

Twilight broke away from the line, running between Peter and the princess. A look of sorrow filled her eyes. "I'm sorry! Don't blame her. It'smyfault!" She paced the room, walking by each of her friends. "I was desperate. If I hadn't summoned you, that dragon would have caused much more damage than it did."

"Much good that did. All I managed to do was get my butt handed to me and tick the dragon off," Peter exhaled. He reared his back hoof up and brought it down onto the marble floor, managing to crack the surface. The girls jumped from the impact he left, but Peter looked back at his hoof and groaned once more. "To make matters worse, I'm losing my super strength."

Rainbow Dash jumped from the bed and landed next to Twilight, placing her hoof over her shoulder. "That's not true. You saved our lives. That has to count for something, right?" She glanced over to Peter, more so the cracked floor by his hooves. "Besides, you still seem pretty strong to me."

Her words echoed through his head. Saving lives was always the most important thing. He folded his forearms and sighed inwardly. His nice guy nature never got him anywhere, but he couldn't hold anything against Twilight. He stole a peek at the girl, who looked away to brush her hoof over eyes, and sighed inwardly. In the end, Twilight was just a girl who did what she could to help everyone, something he did on a regular basis back at home.

Difference was that he could appreciate what she did while the people back at home hated Spider-Man no matter what he did. He still had some of his super strength, so the situation was not completely dire yet.

Spider-Man walked over to Twilight and, much to her surprise, placed his hoof on her shoulder. "Sorry about the outburst. You did nothing wrong." He shifted his gaze over to Celestia. "But what did you mean when you said I won't be able to return home?"

Celestia's horn glowed with bright purple energy before a book appeared out of thin air. It opened, revealing a page full of incantations. "Magic is quite common in our world. Whenever we perform a summoning spell, we either create it from the power of our will or bring it forth from somewhere in our existence. Twilight found a way to bring something from another existence... something that has never been done before."

Twilight sighed. "I'm sorry. So much was happening last night. I thought there would be a reverse spell, one that could send you back right away, but..."

"...there isn't one." Peter said hesitantly, his heart sinking once Twilight nodded.

Reality slowly started to set in. Peter may never return to his home. How would his Aunt May react to his disappearance? His sense of guilt escalated, his mind wondering how New York would fare without Spider-Man. Guys like Kingpin, Sandman, Electro, and several others would go unchecked. His brow furrowed. That was not completely true. New York still had several heroes like Daredevil, Luke Cage, Iron Fist, and if things ever got really bad, the Fantastic Four or the Avengers would step in and save the day. He shrugged. Even the X-Men might step in if things escalated to a fever-pitch.

Truth be told, any of those guys would do a much better job of protecting the city than he ever could. Besides, they would never get nearly as much heat from Jameson as Spider-Man did. Peter huffed. Aside from Aunt May, no one else would miss him. For crying out loud, the entire city hated Spider-Man, and Peter Parker was just a below-average guy living a below-average lifestyle. After what happened to Captain Stacy and Gwen, Peter felt he deserved some of the heat.

He shrugged his shoulders. It was a lot to take in right now. The best thing Peter could do right now was adjust to his new 'home' and try to help the peo-err... ponies here. While he may not be human anymore, his morals were still the same.

With great power, comes great responsibility.

If his responsibility was here in Equestria now, the least he could do was help deal with the crisis at hand.

Realizing he was daydreaming, he shook his head. "Well, I'm sorry for wasting your time, Twilight. I couldn't even stop the dragon."

"Whaddya mean?! I thought you made him leave!" Rainbow Dash blurted out, cutting in between Twilight and Peter.

"He left, but it wasn't me that did it," Peter muttered. He shook his head, trying to piece the broken fragments of his memory back together. "I can barely remember the details, but he said something about a spell wearing off and coming back with some guy named Discord..."

"What?!"everypony in the room shouted, ending Peter's rambling spell.

Celestia's stern expression returned. "Spider-Man. I need you to tell me everything that you know. If Discord is truly involved, I fear for the safety of Equestria."

"He's that bad, huh? I know my fair share of psychos back at home." Peter closed his eyes and trotted across the room in a pacing manner. "He didn't say much, but I remember he said something about Discord and something about 'elements of happiness'... or something cheesy like that."

"Harmony?" Celestia and Twilight asked.

Peter's masked eyes widened as he gave a nod. "Yeah, that's it."

"What'd he say about the Elements?" Applejack said, confusion filling her emerald eyes.

Shaking his head, Peter held his hoof up defensively. "Not much from what I can recall. He said that the magic element won't stop him this time. I could've sworn I heard some maniacal laughter. It's something a bunch of villains share."

Twilight glanced up at Celestia with a look of concern. "The magic element? You mean the Element of Magic. Discord couldn't touch my element the last time. Do you think he's found a weakness, Princess Celestia?"

"I'm not sure. If he was able to summon a dragon, then his return is inevitable. I truly cannot say for certain, my precious student," the princess said, stepping away from everypony. She walked to the nearest door and used one of her wings to close it promptly.

Peter scratched the back of his head. "I'm usually quick on the uptake, but can someone tell me what exactly are the Elements of Harmony?"

"They are an ancient power I used long ago to seal my sister away when she aimed to take over Equestria. Now the girls here are in possession of each element's respective power." She turned her attention to the ponies around Peter. "Girls, would you introduce yourselves?"

Rarity stepped forward and brushed her hair back. "As you already know, I'm Rarity, and I represent the Element of Generosity."

Fluttershy stammered but she managed to hold eye contact with Peter. "Um... My name is F-Fluttershy, and I represent the Element of K-Kindness."

Rainbow Dash stuck her chest out and smirked. "I'm the incredibly awesome Rainbow Dash, and my Element is Loyalty!"

Applejack used her hoof to remove her hat from her head. "Since you're not half conscious this time, maybe you'll remember me this time." Peter chuckled, prompting her to mirror his action. "I'm Applejack, and I'm the Element of Honesty."

Pinkie Pie bounced over to Peter, bearing a wide smile. "Hi, I'm Pinkie Pie, and I like bright sunny days."

Rarity cleared her throat. "Not that kind of element, dear. Your Element of Harmony."

"Oh! Sorry." Pinkie giggled. "Mine's Laughter."

Peter chuckled once more. "Fitting."

Twilight nodded her head and gave Peter a warm smile. "My name is Twilight Sparkle, and I represent the Element of Magic."

"Nice to meet all of you. You're such a colorful lot. Literally." Peter rubbed the back of his head. He glanced back at the princess. "So, do you have any clue on what we'll do now?"

"I'm afraid I do not. In the meantime, the best thing we can do is wait." Celestia stepped closer to Peter. "This brings me back to my earlier question, but I must ask first, when did the dragon say Discord was returning?"

Peter brought his hoof up and tapped it against the underside of his muzzle. "Oh, right." He groaned, his hoof tapping increasing in speed until it stopped abruptly. "His exact words werethree months from tonight."

"I see. I'm afraid there is nothing we can do right now but wait and prepare for the day to come." Celestia's eyes widened as a late realization came into mind. "You said your strength is fading, Spider-Man?"

"Slowly but surely."

Celestia walked up to him with her brow furrowed. "I believe I have an idea what may be the cause, but I need you to disrobe and unmask."

"Disrobe?" he blurted out, shifting his eyes questionably. "You mean as in... get naked?"

"Yes."

"In front of a bunch of girls? Is that... normal?"

Rarity nodded. "I can't blame him. It's rather undignified."

Applejack furrowed her brow and stared blankly at Rarity. "Rarity, we're all naked usually. What difference does it make?"

Initially, he was about to protest, purely out of instinct. Sure, he was going to continue to carry out his role of Spider-Man. He groaned inwardly. Technically, he wasn't a man anymore. A mild name change was necessary. Not to mention, there was nothing to hide since clothes seemed like not a necessity in this world. While he kept his identity secret back at home, Peter admitted that keeping it from everyone was troublesome and left him with little to no allies. It protected him and his loved ones, but it hurt him just as much.

Maybe it was time for a small change.

"Okay, Ms. Celestia, I'll play it your way," he paused to swallow the lump in his throat, "...on one condition."

Her eyes widened slightly. "And that would be?"

"I beg that my identity be kept a secret, and that everyone in this room keep it to themselves." He turned around with a look of plea in his mask's eyes. "Can you girls promise me you'll keep my secret?"

Fluttershy nodded. "After what you've done for us... I don't think we have a right to refuse."

Everypony gave a smile of approval before Applejack walked up and placed her hoof on Peter's shoulder. "You have my honest word. Your secret is safe with us."

Her words echoed through his head but left a sense of peace in his chest. He would never have done this back at home, but there was something about these girls that made him willing to compromise. He placed his hoof under the collar of his costume and slid it down his body until it hung over his silky tail. Inhaling deeply, Peter ignored the rising temperature in his face and tossed his outfit to the far side of the room.

He used his hooves to pull his mask over his eyes, allowing his chocolate mane to extend and fall over his hazel eyes and neck. "My name is Peter Parker and I..." he glanced down at his frame with a furrowed brow, finding his skin tone matching a shade of beige, "...feel an incredible draft. I could really use some pants."

Rarity's eyes widened and her cheeks burned to a shade of crimson. "Well, the costume is ugly, but the stallion underneath is quite the opposite. For an Outworlder, you're incredibly handsome."

"P.P.! Wow! My name's P.P., too!" Pinkie Pie giggled, earning a blank stare from Peter and stifled laughter from Rainbow Dash. "Peter Pony Parker... has a nice ring to it, but then you'll be P.P.P.! Better yet, Triple P!"

The stallion stared dumbly at the eccentric mare.'Does she... even listen to herself?'

Celestia walked up to Peter, tilted her head to one side of the body then shifted to catch a glance of the other. "I think I see what the problem is, Peter."

He shrugged. "I'm a bit on the scrawny side? Nah, I've always been like this. You should have seen me before the spider bite."

Fluttershy raised her brow. "You were bitten by a spider?"

"Long story. I'll tell you about it later."

Shaking her head, Celestia reared her head down and aimed her horn at Peter. She closed her eyes and sparks began to fall. They floated gracefully about until they bounced off his flank. "Peter, I fear you lack a cutie mark."

"A what? You lost me at 'cutie'."

"Cutie mark. It's a symbol of what a pony's good at, something that represents their innate talent." Twilight reared her head back and pointed her nose at the array of stars on her flank. "Nopony possesses them automatically. A cutie mark is earned in time."

"...and I believe this may be the reason why you're losing your strength," Celestia added, bringing Twilight and Peter's concerned gazes in her direction. "Though you are an adult, your special talent has not been discovered here. Your gifts from your world may take time to emerge, but at this rate, you may lose them soon." Celestia said, turning Peter's face a poor shade of white. "It's not certain, but there's hope that they will fully return upon the birth of your cutie mark."

His mouth fell agape. So he was losing all of his powers now? His thoughts raced, bringing him to bite his lower lip. Could he really lose his powers completely before this mark showed up? A throb pulsed through his forehead, forcing Peter to place his hoof over his eyes and let out a groan. Celestia watched him with a look of concern. She turned to the other ponies and closed her eyes.

"Girls. We'll discuss this matter another day. Right now, I want all of you to go home and rest." She opened her eyes. "Rarity, I will send the finest construction workers to fix your house tonight, and I promise that they will be finished within a week. You're more than welcome to stay here until they're done."

Her face beamed and eyes sparkled with glee. "Thank you so much, Princess Celestia! I'll try not to be a bother!" She stopped, sobering suddenly, and turned to Applejack. "I'm sorry. Could Sweetie Belle stay for a few more nights with you?"

Applejack shook her head and placed her hoof on her shoulder. "Sure, Rarity. Ah' doubt Applebloom will have a problem with that."

Rarity's glee returned. She wrapped her hooves around Applejack's neck and pulled her into an embrace. "You are such a darling, AJ."

"That's enough, girls. Time for everypony to go home," Celestia said with a warm smile. However, she stopped in her tracks as a late realization came into mind. "Peter. You are fortunate almost nopony saw you during your skirmish with the dragon. I had the girls spread rumors that a pony saved the village to keep the populace from panicking. Pinkie even came up with a suitable name for their savior."

"Spider-Mane!" Pinkie bounced over to Peter, causing the stallion to jump back. "It's like Spider-Man but with a 'Mane'! Everypony in the village likes it, too!"

Peter chuckled nervously, yet a hint of shame could be felt within his voice.'Spider-Mane? Oh, God. That's horrible. Spider-Ham has more dignity than me now...'

Twilight's brow furrowed. "But Princess Celestia..." She shifted her gaze in Peter's direction. "What about Peter? He doesn't have a home to go to."

However, Celestia's smile remained intact. "Do not fret, Twilight. Hedoeshave a place to stay."

"He does?" Twilight asked.

"I do?" Peter blurted out in unison with Twilight's question.

"He is your guest of honor. So you can learn from this endeavor, I am appointing Peter..." she paused, giving the pair a stern yet firm smile. "...your roommate."

Twilight's mouth nearly fell to the ground. Before she could protest, Celestia opened the large window in the room and took flight. In the span of a few days, Peter was ripped away from his world, changed into a pony, fought a dragon, revealed his identity to seven girls, and now has to live with the girl who put him in this predicament.

He rolled his eyes and scoffed.'I hate my life sometimes...'

As Celestia flew through the sky, she glanced to the side, focusing on the thoughts that echoed throughout her mind.'Cassandra... I hope Peter is, as you said,'she smiled,'our greatest hero.'

Author's Note:

God. :raritydespair: I forgot how bad this was in hindsight.

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