Spiders and Magic: Rise of Spider-Mane

by Maximus_Reborn

Truth Behind Honesty

Chapter Thirty-Nine "Truth Behind Honesty"

Eighteen Days Remain

Peter scaled over the rooftops over the castle, his mind racing over what the others had told him. They practically saw his entire life. Shaking his head, the stallion cursed his luck. Whether it was by accident or a subconscious decision, he had to live with the outcome. Peter let out a sigh before stopping dead in his tracks, which happened to be on the side of a wall. While it was a difficult pill to swallow, he could rest easy knowing the ones he trusted the most were the ones to learn the truth instead of an enemy. If he didn't trust them, he wouldn't have shown them anything.

Peter's brow furrowed at a late realization. There would be time to worry about his own problems later. Right now, he had to find Applejack. From what Peter gathered, the blonde missed the entirety of the show, but he remembered Rarity stating Applejack left suddenly after seeing what happened to Uncle Ben. Flipping onto the highest vantage point of the castle, Peter folded his hooves over his chest as he stood on the top of a flagpole, displaying his excellent sense of balance. The wind brushed his unkempt mane and tail about, but the stallion remained undeterred, scanning the inside and outside of his surroundings.

Applejack was one not so easily shaken, but Peter had a sneaky suspicion as to what may have disturbed the mare so deeply. After all, his adoptive sister, Applebloom, left him a blatant clue. Scratching the underside of his chin, all the stallion had to do now was discover Applejack's whereabouts. Without magic, she couldn't teleport anywhere, and with her sense of courtesy, she would not have gone too far without telling somepony. Peter's eyes widened as an idea came to mind. Diving from his position and descending into a freefall, the stallion knew where to travel, a haven in which an earth pony could escape to.

Applejack sat with her head and hooves hanging over the fountain, the only company she had being her own reflection in the water. Quite some time had passed, but the mare's mood did not improve in the slightest, remaining as melancholic as the milky orb perched in the black sky. The ache in her chest refused to leave, and the image of Peter holding his dying uncle only added to the pain. Tears dripped from her face, landing into the fountain, but this had been going on for over an hour, leaving the farmpony to stop caring about hiding them.

Nopony was in the courtyard, as it was said to have been a hideaway spot for Princess Luna. The area wasn't restricted. The guards were just wary of the moon maiden. This gave Applejack the perfect reason to retreat to this location, giving her time to clear her head without making a scene in front of anypony. With many flowers and small trees planted throughout the vicinity, the courtyard could have been mistaken for a makeshift forest. Applejack shivered involuntarily as a small trail of wind brushed through her unshielded, golden mane.

She reached over the fountain for her hat, but after a few clumsy attempts, Applejack turned, finding her favorite headpiece was missing.

"I had a feeling I'd find you here, AJ," Peter called out from behind, sending a wave of shock through the mare's torso. She jumped, finding the stallion perched on the wall with her hat over his mane. He flipped from his position, landed a few hoof-lengths from the blonde, and took off the mare's hat before extending it over in an apologetic manner. "So how are you holding up?" His voice was soft, offering no humor.

Agitated, Applejack snatched her hat away from the stallion and threw it over her head. "Nopony asked you to follow me!" She turned back, taking a moment to wipe her face clean of her tears, but the task proved tedious.

"I know, but I was worried about you," he calmly retorted, paying the mare's deflective attitude no mind. Stepping forward, Peter placed his hoof over Applejack's shoulder, but she leaned away from his touch, responding with a bloodshot glare. The stallion's posture softened, but he kept his distance, respecting the blonde's need for personal space. "I was told you ran off after you saw what happened to my Uncle Ben. Did you want to talk about it?"

Applejack closed her eyes and held her head high off to the side. Cursed with the Element of Honesty, she couldn't lie about her feelings. "Just leave me alone, Pete!" she said rather forcefully, her voice cracking under the front. Her hoof tapped impatiently against the grass, picking up in speed and volume once Applejack realized the stallion hadn't moved a muscle. Gritting her teeth, the blonde shot a glare at the male pony from the corner of her eye before directing it to the starlit sky. "What are you waiting for! Just… go!" her wavering voice threatened to betray her, revealing her already devastated resolve. She glanced away, whispering out a sob. "Don't be stubborn."

Peter's gaze fell to the ground. "Is it because you hate me for what I did?" Applejack's eyes shot open as she promptly faced the stallion, unaware a light gasp escaped from her mouth. An empty smile formed on Peter's face. "I can't blame you if that's the case. Heck, I still hatemyselffor it." Scratching the back of his head, the stallion turned to leave. "Sorry. I'll leave you alone."

Before he could make any progress, Applejack's hoof fell over his own. "Darn it, Pete. Ah could never hate you." She wiped away her tears, cursing under her breath as Peter's lips curled into a relieved smile. Coughing back her choked tears, the blonde struggled to gather her bearings. "Ah just…" she trailed off, finding the subject matter difficult to talk about directly, "had something on my mind."

"You were thinking about your mom and dad?"

Applejack felt her heart stop. She placed her hoof over her chest, managing to breathe once its beating resumed, albeit at a quicker pace. "How do you know about my ma and pa?" she shot defensively, glaring at Peter.

Peter sighed. "I found out from Applebloom." He chuckled nervously, knowing he was touching a sensitive subject of Applejack's. The best thing he could do was tread lightly. Applejack continued to scowl, causing the stallion to swallow involuntarily. It was during times like this that Peter feared women (or mares in this case). "I'm sure your sister told you how she and Babs adopted me as a brother, right?" He continued after receiving a nod from the blonde. "Well, when I told Applebloom the story about my uncle, she told me you went through something similar, but it was something you never talked about with anypony."

A gentle breeze brushed through the plants, rustling their leaves. Peter stared at Applejack as she directed her glare to the side. As a conflicted expression filled her features, her movements grew stiff. She was no different than a tree planted in the earth, unable to move or speak her mind. The mare kicked a pebble from the ground, her frustration growing more evident by the second. Applejack didn't know whether to curse her big-mouthed sister, complain about the stallion who couldn't mind his own business, or hate herself for not trusting anypony with this issue. Despite being the living embodiment of honesty, Applejack could only feel as if the truth was the most difficult thing to talk about, especially when the entire situation washerfault.

Peter reached out and placed his hoof on Applejack's shoulder for a second time once a fresh array of tears slid down her freckled cheeks. The mare swatted his hoof away, scowling at the ground. Peter nodded, pulling his mask from over his head.

"Applebloom didn't tell me the exact details as to what happened to your parents, but I guess seeing my uncle triggered a memory you'd rather forget. She said you've always been the type to refuse help, even when you desperately need it. Your sister's pretty sharp. She figured out I was Spider-Mane on her own. So I'm inclined to believe her when it comes to you."

His voice was stern but gentle, filled with affection. Applejack's face flushed, her snow white freckles morphing to a shade of crimson once Peter placed his hooves over her shoulders and made certain their gazes were fixed on each other.

"You saved me from drowning when we first met, and I told you and Twilight about Gwen first. I want you to trust me, too. Please, tell me what happened to your parents."

Her resolve had never faltered so rapidly, leaving Applejack at a loss for words. She begged to move on, but her heart couldn't forget that night. Her hooves fell over Peter's limbs. Applejack's mind screamed for the mare to shut the stallion out. She managed to keep this to herself since the early stages of foalhood. If she didn't want to talk to her whole family about what happened, what in tarnation made Peter think she would even give him a second thought? This washerproblem. However, as much as she pushed away from his hooves, Peter remained in place, and Applejack's strength abandoned her.

Her head fell in a slump, perhaps out of shame, as her shoulders and hooves shivered profusely. A gentle breeze brushed through the area, knocking Applejack's hat from her head, but once it fell to the ground between the pair, tears followed suit, pouring from the blonde's closed eyes. Applejack shook her head, surrendering to her outpour of emotions. Peter closed the gap, wrapping his hooves around the mare' body. This was wrong. Her mind repeated these words even as Applejack sobbed into the stallion's chest, but her heart's aches affirmed the possibility if anypony could understand, it was Peter. She nuzzled further into his embrace, drinking in the warmth he provided, and Applejack's mind chided herself, hating how weak willed she grew.

"Ah haven't told you anything and Ah'm already crying," she sobbed, keeping her face buried in Peter's solid chest.

It was hard to describe, this sense of security she felt. Applejack felt her body temperature increase. She had never been in another stallion's hooves before, aside from her brother, but this was different, immensely so. Her mind grew fuzzy. She could hardly think straight. Eventually, she recollected her nerve and hesitantly parted from Peter, although she took a seat next to him. Their flanks were practically touching each other, but Applejack felt comfortable, not even caring she was without her hat.

Chiding her childish behavior, she wiped her eyes and shook her head. "Ah'm sorry, Pete. Ah don't even know where to start."

Peter smiled. "Go with what you feel is right." Applejack leaned over, allowing her head to rest on the stallion's shoulder. She remained quiet, as if contemplating where to start. Peter maintained his silence out of respect, but he couldn't help but notice how different Applejack appeared without her hat. Had she ever considered letting her mane down from its usual ponytail, the blonde would have favored Gwen more than she already did. "You look beautiful without your hat," Peter whispered, instinctively slapping his own hoof in response.

Applejack glanced off to the side, her face feeling hot due to the compliment, but she continued to rest her head on Peter's shoulder, adding to her temperature increase. "Ah… thank you, Pete," she managed, feeling her lips curl into a smile for the first time in a while. She reached down for her hat, but she slid it over to the stallion, prompting him to pick it up instead. Applejack brushed her hoof through her mane. "That hat used to belong to my mother. She used to wear it all the time when Ah was a filly."

Peter recoiled, his eyes widening. "I'm sorry, Applejack!" He brushed strands of grass from the piece of attire, smiling sadly afterward. "You still look cute without your hat," he added, hating how this conversation was shaping.

Fortunately, the mare's soft chuckling eased the stallion's mind, giving the indication she took no offense to his statement. Applejack kept her face away from Peter, knowing her blush was visible. "It's okay, Pete. Ah still appreciate your compliment." The blonde sighed, the sight of her hat conjuring memories of old before sniffing. "Ah miss my folks," her voice choked. "Ah miss them so much."

Wrapping his hoof around her shoulder, Peter gently pulled the mare closer. "What happened?"

The blonde inhaled deeply. "Sweet Apple Acres ain't too much different now than it was back then. Ma and Pa ran the ranch while my brother did what he could do to help them. Applebloom was just a baby at the time, but Granny Smith always watched over her whenever my parents were working." Applejack paused, taking a moment to gather her thoughts, but as Peter quietly waited for her to continue, his ears perked at a peculiar sound. A low growl escaped from the mare. "Then there was me. Ah guess you can say Ah was a brat back then. Ah was lazy, spoiled, and worst of all, a liar."

"This must have been long before you became the Element of Honesty, right?" Peter pondered, tilting his head to the side.

Applejack shook her head. "Ah didn't even have my cutie mark yet. Ah guess that was because Ah almost wanted nothing to do with Sweet Apple Acres. All my parents ever did was work. Ah just wanted to have fun." Her gaze fell to the ground shamefully. "Ah can't tell you how many times Ah skipped out on my chores. For the longest time, my brother always picked up my slack around the barn, but then came that day when Big Macintosh had enough. There was so much to do. Every tree in the field needed to be bucked. This meant all four of us had to lend a helping hoof, and Ah still found a way to complain."

An awkward silence followed, the sound of a gentle breeze whispering through the vicinity. Applejack turned to Peter, who simply nodded and gave her the luxury of continuing uninterrupted.

"Because Ah didn't pull my weight, a quarter of the Acres were still undone. Mom and Dad told Big Mac to go eat, but they wanted me to stay outside and at leasttryto buck a few trees," Applejack scoffed, , standing abruptly from her position. Peter remained seated, keeping his hazel eyes centered on the mare. Although her back was facing him, he could see her shoulders trembling. "Why did Ah have to be so stupid? Ah should have listened to them." She threw a hoof over her eyes as a shield, but it was for naught, her tears running still. "Ah was so aggravated, and Ah wanted my parents out of my fur. Ah promised them Ah would take care of the trees. They believed me and went inside to eat."

Peter made his way to his hooves. All he could do was give the mare a sympathetic look. "Applejack…"

She would not let the stallion go any further. "No! Ah lied to my parents! There ain't no excuse for it!" Applejack paced in a circle just a few hoof-lengths from Peter, all while keeping her bloodshot eyes on the ground. "Ah ran off into the Everfree Forest. My plan was to stay there and sneak back into my room much later. Probably by then, somepony else would have bucked the trees, but Ah ended up getting lost. That forest was nothing but a maze. Before Ah knew it, a couple of hours passed and it was nighttime. Ah was really scared at that point. Suddenly, bucking a few times didn't seem like such a bad idea."

"It was late, and my parents were worried sick. They came looking for me… Oh, Celestia! It's all my fault!" Applejack's nerve crumbled, leaving the mare to morbidly sob, yet using every fiber of her willpower, she managed to push through her tale. "Ah didn't know what it was, but it looked like Ah was being chased by a bunch of vines. They kept chasing me, and no matter where Ah went, they were there." Her hoof struck the ground, progressively with more force. "Right when Ah was cornered, Pa jumped out of the bushes and pushed me out of the way! Ma grabbed me, and she led us away. Poor Pa was pulled away… Ah can still hear his voice, Peter!"

Throwing her hooves over her ears, Applejack shook her head madly. "Run and don't look back! He kept screaming that. Then it stopped. Ah couldn't hear my daddy's voice anymore. He was pulled into the forest by that…thing. We tried to run, but those vines were catching up to us from all sides. It already took my Pa! Now they wanted me and my Ma! She knew it, too."

Like water from a fall, Applejack's tears poured profusely. Even as Peter's comforting hoof fell over her shoulder, the mare couldn't meet his gaze. Not yet. "Ma threw me inside a rotting tree stump. Ah wanted to go with her, but she left me her hat and placed something over the hole. All I remember her saying was… 'Ah love you.' Those vines came back. They couldn't see me, but Ah could see them. Ma managed to lead him away from where Ah was. By the time Ah got free… Ma was already gone. Ah couldn't find her anywhere. That's why Ah was worried when you ran off into the Everfree Forest. Ah thought you were going to disappear, too."

Peter's eyes widened. "My God."

Turning sharply on her hoof, Applejack found the strength to face Peter, her face stained heavily with tears. "My parents would still be alive if Ah didn't lie to them! If Ah just pulled my weight around the farm-!"

Her words fell into her throat as Peter's strong hooves wrapped around her head and body. Applejack promised to be strong for the rest of her life, for the sake of her family and the memory of her beloved parents. As Peter stroked the mare's golden, silky mane, she felt the very foundation of that promise diminish. Applejack, for the first time in years, wanted to be weak, hang onto somepony for support. Before she knew it, the blonde buried her face into Peter's chest and sobbed, letting years of guilt and suppressed emotions free.

The stallion tightened his embrace, refusing to let go, and perhaps out of instinct, Applejack's hooves wrapped around Peter's neck, allowing the mare to return this act of affection. They stayed like that for minutes, oblivious to the passage of time. Eventually, Applejack's emotions steadied, allowing her breathing to regulate and her tears to cease falling. The blonde pulled away, hesitant to remove her hooves from around the stallion's neck, but with an affirming nod, she managed, giving Peter a faint smile.

"You're one of the best ponies I've ever met, Applejack," Peter honestly declared, earning a baffled and stunned look from the blonde.

"W-What in tarnation are you t-talking about?" she shot back, her voice wavering. Peter's smile remained intact, and Applejack's resolve weakened at its effect, cueing her to glare off to the side with a saddened tone in her emerald eyes. "Ah ain't no such thing. Not after what Ah did…"

Peter's hoof reached over and brushed a few remnants of the mare's tears from her face, inadvertently causing her cheeks to gather heat. Oblivious, he continued to smile. "You were just a kid when that happened, AJ. There was no way you could have known things would shape up the way they did. Nopony, especially your parents, will hold anything against you." He sobered, placing his hooves over Applejack's shoulders while bearing a serene expression. "I'm sorry for what happened to your parents. I know exactly what you're going through, but I can easily say your parents would be proud of how well you turned out."

Tilting her head to the side, Applejack furrowed her brow at the stallion. "Really? You think so?"

Nodding, Peter's smile resurfaced. "No question. You're a hard worker and great role model. Seriously, your sister wants to be just like you when she grows up. You remind me of Gwen, but I really wish she was as level-headed as you are."

Applejack blinked. "Gwen? Your old girlfriend, right?"

Peter was silent for a moment. "Yeah. You two look alike. You're equally beautiful, but..." Chastising himself, the stallion shook his head and waved his hoof dismissively. "Sorry. Forget I said anything."

Each statement was delivered with earnest. Applejack's cheeks grew hotter by the second, and she found herself leaning on Peter's words. When his hoof fell over her chest, her fur threatened to burst into flames, evident by her crimson-stained cheeks. The stallion grinned that contagious laugh of his.

"You've matured into a beautiful, honest girl, Applejack. Youarethe Element of Honesty, after all. Your parents, family, and friends are all proud of you. I am, too."

His words were simple, but Applejack's heart blossomed, making it impossible for the mare not to smile. She still missed her parents, and a part of her could never forget her hoof in their deaths. Yet her shoulders felt lighter, as if a great weight had been lifted. For years, the mere thought of her parents brought dread to her mind, matched by the guilt that filled the confines of her heart. Now it was different, widely so. It was like the old days on Sweet Apple Acres whenever her father kissed the top of her forehead or her mother gave her the warmest hugs.

There was no longer a desire to remember her parents in a negative light. Despite her running tears, Applejack wanted to bask in the love her mother and father gave her. Throwing her hoof over her eyes, the mare shuddered as she wiped her face clean. Peter gently placed Applejack's hat back over its primary position on top of the mare's golden crown. Her tears refused to stop falling, prompting the blonde to lower her hat as a shield to hide her eyes, but it could not conceal her warm smile.

"Thanks, Pete. Ah needed to hear that," she chuckled, tapping his shoulder playfully. "You're a sweet pony." Her blush deepened. "Ah'm glad Ah fished you out of that lake." She wasn't sure how, but her body moved on its own. Keeping her hat lowered, Applejack planted a kiss on the stallion's cheek before trotting out of the courtyard. Flustered and embarrassed, Peter scratched the back of his head, but the moment the mare stopped in her tracks, he turned, finding Applejack giving him a friendly wink. "You're the best nephew an' uncle could ask for and the best friend a girl can have."

The latter statement was delivered through a whisper, but Applejack galloped out of the courtyard before Peter could hope to respond. "Ah'll see you at the coronation tomorrow!"

Once sure the mare was out of hearing range, Peter chuckled sheepishly. "Is it just me or am I getting a lot of best friends? Is it weird that they're all girls? I'm not complaining. Honestly, I'm not. I just think at this rate, I might die of estrogen poisoning." His laughter subsided, and the stallion groaned. "How did I forget that the coronation is tomorrow? This feels like the longest day ever. We're doing this for Twilight and the girls. Whatever will be, will be."

Shrugging, he reached to slide his mask back over his head, but knowing it would no longer be needed after tomorrow, Peter placed it within the top portion of his costume. The stallion flipped onto the nearest wall and proceeded to scale the rooftops of the castle. After a brief journey, Peter pushed the window to his room in before leaping inside and closing it afterward. Somepony cleared their throat behind his position, causing the stallion to turn sharply at the sound, but Peter sighed, finding Twilight stretched out across his bed.

As she forced herself from the plush comfort of the mattress, Peter scratched the back of his head, having forgotten that he gave his marefriend the key to his bedroom. He took his costume off and tossed it into the opened closet. Once Twilight was only a couple of hoof-lengths away from the stallion, she placed her hoof over her mouth to stifle a yawn.

Peter grinned. "You are so cute. You were waiting for me? That's a good way to keep late hours."

"I couldn't help it. I just wanted to make sure you were okay before I went to sleep," she replied simply, glancing off to the side.

The entire cast of memories were fresh in her mind, making it nearly impossible for the mare to think straight. There was so much she wanted to say, but at this point, it seemed to have been fruitless to attempt to erase the past. Twilight's hooves fidgeted in place, pacing about, and her brow lowered, revealing her deep train of thought. Fortunately, Peter seemed to have felt the alicorn's uncertainty, and wrapping his hoof around her neck, the stallion pulled his mare into a warm embrace before kissing the top of her head.

Twilight nuzzled into his grasp, burying her face into the crook of his neck. It was pathetic, but there was only one thing she could say, for it embodied her entire state of emotion. "I love you."

She slammed her eyes shut and chastised herself. AftereverythingPeter had dealt with, those simple words were the best she could offer. It was no wonder she failed atrociously in understanding love and the basis of relationships. However, Peter placed his hoof under Twilight's chin and lifted her muzzle, allowing his lips to meet with hers. They remained like that for minutes, drinking each other in, but they eventually parted, air needing to fill their lungs. Twilight's eyes fluttered open, softening as they landed on Peter's genuine smile. Her words, spoken from the heart, held so much meaning.

Peter tightened his grip on the mare and whispered sweet nothings into her ear, earning content sighs for his efforts. The pair found their way to the bed, all while keeping a sound grip on each other. As they cuddled, nuzzling together to find the greatest comfort possible. Twilight smiled inwardly. Love was so simple as it was complicated, but she was content, knowing she brought Peter some form of happiness. Before long, the stallion surrendered to the reaches of unconsciousness. His soft, rhythmic breathing gave that indication, but Twilight remained awake, refusing to remove her hooves from around his body.

She would fulfill her own personal promise and never let go of the one she loved. Her impending status as princess would never change that. Nothing would.

---

Twilight slowly opened her eyes, bringing her hoof over her throbbing cranium. She attempted to stand, but her hooves buckled as a sharp bolt coursed through one of her wings. An explosion erupted several hoof-lengths below her. Using what little strength she had left, Twilight crawled to the edge of the building floor, but she recoiled, yelping at the sight she found. Osborn, in his grotesque monstrous form, roared before sprinting across the room and shattering Cadance's protective shield with a single punch. The force of the blow sent the pink alicorn flying into a wall.

Luna appeared behind the monster in a flash of light, but Goblin grabbed her by her neck before she could attack. Celestia howled, blasting the monster several times in the back with magical bolts, but he remained undeterred, throwing Luna directly into her sister. Both alicorns bounced across the room, skidding to a halt respectively. Twilight's eyes shot open. Osborn's fury was unmatched, rivaled only by the flames spread throughout the building. She watched helplessly as the Goblin stomped across the room, walking past the alicorns he had dealt with, but once the monster stopped in his tracks where a prone individual laid, the mare begged to scream.

Without his mask and in his human form, Peter stared up at his attacker with a glaze in his hazel eyes. Like a predator ready to finish his prey, Osborn knelt down over Spider-Man, his figure overshadowing Peter's considerably.

"Time to die, Parker," he growled, allowing a wicked smile to form on his face.

"Twilight!" Peter's voice called out, ending the vision and bringing Twilight back to the plains of reality.

She awoke with a stir, her breathing erratic. Twilight's eyes shifted, gathering she was in Peter's bedroom. Her hoof brushed over her forehead, wiping away the perspiration that formed before wrapping around the stallion's neck. Twilight sighed. A dream. It was only a dream. Yet, the mare couldn't bring herself to let Peter go, clinging with the fear of losing what she held closest. The stallion offered no resistance, using his hooves to pull the mare's body closer to his.

"It was a pretty bad dream, huh?" Peter whispered, guiding his hoof through Twilight's silky mane.

She only nodded, keeping her face buried in her lover's chest. "Yes, but I'm fine now," she lied, tightening her grip. Once Peter mirrored her actions, she shuddered, letting out what sounded like a sob. Peter furrowed his brow as his chest grew wet, but his eyes softened once his mare whimpered. "Just… don't let me go. Please?"

He obliged, nuzzling his mare with the utmost care. Like before, Peter was the first to fall asleep, but Twilight's mind refused to yield to subconsciousness. At least for the moment. The dream was so life-like, as if it were real, and the conclusion shook her to the very core, impaling her sensitive heart. Eventually, Twilight joined Peter in a peaceful slumber, all while staying in his hooves. It was most unnerving…

...for this was not the first time she had this dream.

Comments

[Alchemystudent]

LOVED THE APPLEJACK PART!!

[Fire Blitz]

I guess I know what happened to her parents now.

[Progamer]

Good chapter, how beautiful😢.
Okay, the battle against Osborn is going to be very difficult☠️