Spiders and Magic IV: The Fall of Spider-Mane

by Maximus_Reborn


Return to Equestria, Part I

Chapter Forty-Four "Return to Equestria, Part I"

The time had finally come. After three months of grueling training and distractions, it was time to return to Equestria. The morning sun slowly rose over the horizon, giving the land beneath it light and warmth. Eris took in winded breaths as she stared intently into the distance. Her contingency plan had many flaws, but there were lengths needed to be crossed in order to preserve a future for proper balance.

The air was thin, making the simple act of breathing difficult for some. Sonata paced across the main deck with her eyes fixed on the ground. Zecora simply meditated while Felicia finished changing into her Black Cat attire. Gwen perched herself onto the front deck's railing in a squatting position, and Patricia did the same on the roof, with both women in their respective heroic attire.

As Julia exited the house, Sunset Shimmer materialized behind Eris in a flash of light, garbed in her violet and golden attire. Luna floated gracefully from the air, reminiscent to an angel descending from the heavens, and she merely folded her arms upon landing. Twilight entered the scene with Ben in her arms, donning her Amethyst Sorceress outfit. The princess soon shared a warm glance with everyone around her.

"Where's Peter, Twilight?" Felicia questioned, alternating her gaze about.

Twilight turned her gaze to the side, pointing at the shed behind their home. "He's been up for a couple of hours now, and he's been forging something nonstop. Mayday's in there with him."

"So,that'swhat that banging sound was," Patricia stated, hopping down from the rooftop and landed next to the princess. She waved her hand dismissively. "Anyway, the banging sound ended a few minutes ago. So, Peter must be finished with whatever he's doing. Any idea what he's cooking up?"

Suddenly, before Twilight could say anything, a cloud of smoke rose from the ground, and an individual stepped forth. She wore a bright purple cape with a star-patterned design over her shoulders. She wore a set of dark blue tights over her body, accompanied with a golden belt and matching wristbands. A reinforced grey-tinted glass plate covered the woman's face, revealing only her silver-blue hair.

"Behold! I am the Great and Powerful Mysterio!" she exclaimed with haughty laughter, making it easy to recognize her identity in spite of the mask she wore. She tugged at her cape and extended her right hand forward. "Beware my majestic power!"

Gwen blinked, staring at the woman with a stunned expression. "Um, did Cobra Commander take the day off or something?"

Sonata tilted her head to the side. "Huh? Cobra Commander? Who's that?"

Gwen chuckled, waving her hand dismissively. "Oh, right. I forgot. You all missed out on the classic cartoons of our world. Never mind."

"We kid. Nice duds,Mysterio. It looks good on you," Patricia chuckled, pausing to rub the back of her head. "It's almost weird calling you that now, but I'm glad you went with the metal facemask instead of the fishbowl head."

Gwen shrugged. "I'm just glad that we finally have agoodMysterio. One out of four breaks up the monotony."

Patricia blinked, sharing a glance with Gwen. "I appreciate Trix ditching the fishbowl head, but youdorealize that she favors Cobra Commander now because of the metal mask, right?"

"Yeah, and I bet Peter knew that, too," Gwen whispered, grinning mischievously before placing a hand over her mouth. "Now, you know…" she trailed off, raising a thumbs up and held an overly dramatic pose. "… and knowing is half the battle!"

"G.I. Joe~ Ow!" Patricia sang, holding a high note while gesturing a salute until Twilight's fist collided into the back of her head with a konk. The blow knocked the woman off balance and careening into the floor chest first. With a disgruntled sigh, Patricia stayed on the ground and stared blankly at nothing in particular. "You know… I miss Dusk already. When he punches me, I can tell there's some love in them. Your punches come off as if you're annoyed with me."

Luna closed her eyes and groaned dryly. "Whatever gave youthatimpression?"

Patricia was slow to respond, blinking. "I miss Arty, too."

Meanwhile, Trixie pressed a finger against the side of her head, causing the mask to retract and reveal her face. "I appreciate that. Peter helped with the design. We thought something similar yet different would suffice. He even reinforced the entire suit and mask for my protection." The woman huffed before lowering her mask back over her face. "I'm just grateful he didn't implement his tacky taste into my wardrobe. If I'm to fight by his side, I'd rather look good doing it."

"Onto more serious matters," Julia coolly interjected, raising a hand. Once everyone shifted their collective gazes in her direction, the woman cleared her throat. "We must remember that we are no longer safe the moment we return to Equestria. However, the element of surprise remains in our favor."

Sunset nodded. "Okay. So, what's the plan? As far as the world knows, we're dead. The only ones that know we're alive are Spike, Peter's Aunt May, and Discord." She glanced off to the side, holding a skeptical expression at Eris. "Are you sure Discord hasn't told Tirek and the others about us?"

Eris huffed, placing both hands over her hips. "Absolutely. If the world learns of your sudden return, then everything will be thrown into disarray. It's fantastic theateratics as far as he's concerned." She inhaled deeply and sighed. "Discordwantsyou to win, but only by the skin of your teeth. It's all the more entertaining in that circumstance for him."

Luna's stern glare stiffened. "Then, our first priority should be to free our allies from the Plunder Vines. Tirek's power has to be cut from the source. Plus, it will add to our numbers, and we'll need all the help we can get. Tirek has been left unopposed for six days." The princess let out a low sigh as her gaze fell to the ground. "There's no telling how much magic he has leeched from the land and its inhabitants by now." Twilight expression fell as she glanced off to the side solemnly. "Or what sort of damage has been done."

"I know where the Plunder Vines are. I can lead you all to your friends," Sonata politely declared, raising a finger. "The place is heavily guarded. There's almost no way in and out without a fight."

Felicia approached the group after sliding a black mask over her eyes. "What about the Sinister Six?"

Eris extended her hand as a holographic image materialized over her palm. "They're all bunched together in Canterlot Castle with Tirek holding a meeting." The woman clenched her hand into a fist, causing the miniature projection to dissipate. "If you're going to free your friends, now's the time to do it."

Patricia folded her arms. "If we go marching where their source of power is, we're bound to set off an alarm of sorts, and the numbers will shift against us a hundred to one." She shook her head afterward, shrugging helplessly. "We'll be fighting an army, the Sinister Six, and some joker who absorbs magic, who just so happens to be the size of a house, all at once. Does anyone else not like our odds here?"

Twilight furrowed her brow. "Patricia's right. Tirek's army was huge before we left. There's no question that they've probably expanded their numbers since then. We have to be smart about this."

"Leave the Sinister Six to me," Peter declared from behind Eris, earning the collective gazes of everyone else. He approached the group in his Spider-Man attire with a knapsack around his shoulders and Mayday by his side. "I'll head to Canterlot and crash their little get together while you girls deal with the Plunder Vines."

Twilight blinked, slack-jawed at her husband's statement. "Why would we agree to that? After what happened the last time, why would you want to fight the Sinister Six again?" She marched up to Peter, holding a stern yet soft glare. "Look. I know that you've been training hard, but you can't go by yourself again."

In spite of her hard tone, Peter's expression lightened before he gently placed a hand over his wife's shoulder. "Think about it, Twi. Do you think Electro, Carnage, or the Green Goblin will sit tight knowing that I'm still alive? If I'm spotted near the Plunder Vines, they'll come twice as fast." He rose a finger and waved it. "However, if I go to Canterlot, everypony's attention will be deadlocked on me."

"Misdirection. That's actually pretty smart," Julia stated, chuckling under her breath before allowing the corner of her lips to curl into a smirk. "Use your head. That was the key in our training. I'm glad you remembered that."

Peter shared a nod with Julia before returning his gaze to Twilight. "I won't try to bulldoze my way through them this time. I'll hold their attention while you all deal with the Plunder Vines. Once you do that, I'll hightail it outta there and meet you back at the rendezvous point." He glanced to the side. "Mayday, you mind giving everyone their earpieces?"

Mayday nodded, reaching into her backpack. "Sure, Daddy." She walked to each member of the group, giving them an earpiece. Her brow furrowed. "Please be careful with these. I don't wanna see hours worth of hard work destroyed."

Twilight frowned as a look of hesitance formed in her eyes. "It's still dangerous."

"Heck, yeah. It's dangerous, but we don't really have a choice," Peter gently whispered, tracing his finger against Twilight's cheek. "I've always been told that I'm really good at fighting when I'm outnumbered. Six angry supervillains trying to attack one sporadic target at once? I think that can be frustrating, especially since my Spider Sense has been upgraded." The young man grinned, giving his wife a friendly wink. "Trust me. I've got a plan."

Inhaling deeply before sighing, Twilight forced a smile. "Okay. Go for it, but if things start looking bad, you pull back immediately." She playfully punched his shoulder, earning a light chuckle for her effort. "I swear. If you get hurt again, I'm going to deck you as hard as I can. Do you at least have an escape plan?"

"That's what Master Illusionist Mysterio, is for," Peter grinned, turning his smile towards Trixie.

Shaking her head, Trixie brought a hand to her chest and huffed. "As usual,Iwill have to save the day. You two are utterly hopeless without me." She gave the princess an affirming nod. "Leave this idiot to me, Twilight. You just focus on the Plunder Vines."

Eris brushed a hand through her snow-white and black hair. "Indeed. The Plunder Vines are more powerful after absorbing so much magic. You will need to destroy the root, as I instructed. You will be sorely tested. That much, I can assure you."

Felicia frowned. "Are you sure about the rendezvous point? Tirek's forces probably have every inch of Equestria covered."

"The Everfree Forest is easily one of the most dangerous areas in Equestria. Army or not, no one is going to march in there all willy nilly," Peter coolly stated before pointing a thumb in Zecora's direction. "We have the perfect tour guide, too. Zecora knows the Everfree like the back of her hand."

Zecora pulled herself to an upright standing position and nodded. "The Everfree Forest is like a maze to the untrained eye. My home is at the center, where our enemies will unknowingly pass us by."

Eris huffed, managing a smile as she stepped forward with her hands emitting magical energy. "All right, everyone knows their assignment. I believe it's time for you all to get going." She waved her hand to the side, causing a portal of spiraling energy to materialize into existence mere inches away. "This is where we part ways, I'm afraid."

"You're not coming with us?" Sonata questioned, tilting her head to the side.

Eris shook her head. "As much as I would love to, I'm not allowed to interfere more than I already have. This entire fiasco has throwneverythingoff balance, and I have alotto answer for it in the near future." The woman shifted her gaze skyward, sobering before giving those around her a genuine smile. "You're certainly a chaotic lot. I enjoyed every second of our time together." She stepped to the side and pointed at the portal. "Now hurry, before Discord intervenes."

With a shared nod, everyone slowly but surely entered the portal one at a time. Mayday paused momentarily, retrieving her iPod before taking a photograph of the wooden and brick house that had become a second home. Once satisfied, the young girl followed Princess Luna and Madame Web into the energy portal. Peter watched silently as the last of his female cohorts entered the gateway. Eris shared a glance with the young man as her eyes softened, but her smile remained earnest.

"You should come with us," Peter whispered, placing a hand over her shoulder. "You gave so much to make this thing happen. Lord knows you've earned a reprieve."

Eris shook her head and chuckled. "That's sweet of you, handsome, but Discord's already here. He's just waiting for you to leave before he makes his move. I'm long overdue for a scolding, and I'm in no condition to argue with him. I'll just have to grin and bear it for a while." She leaned forward, planting a soft yet firm kiss on the young man's cheek. "Now, go do what you do best. Save the day and restore order to the world. I believe in you."

Peter blinked as he shared a quiet glance with Eris. Eventually, the young man nodded before wrapping his arms around the woman's waist and pulling her into a warm embrace. Eris inhaled sharply at the gesture, holding a widened gaze, but she recollected her nerve, quickly returning Peter's affection in full. She buried her face into his shoulder, not wanting the moment to end. Much to her dismay, Peter relinquished his hold and stepped towards the portal, oblivious to the lingering effect he left on the woman. He waved the woman off as his form faded within the spiraling energy.

Letting out a low sigh, Eris waved a glowing hand before collapsing to the ground, prompting the portal to disappear from sight. "Well, that's that. Let's hope it's enough."

"For your sake, it'd better be,"a voice harshly declared from behind. Eris turned at the sound, only to find Discord's talon inches from her face. However, the woman huffed and frowned.

Eris scoffed. "Well, look who finally decided to show their face."

Discord scowled at the woman. "Do you haveany ideaas to the extent of the damage your little charade has caused!?Everythingin my world has been thrown out of balance because you couldn't manage your own emotions!"

"As usual, you're too blind to see what's in front of you," Eris whispered, shaking her head. "Myonlyregret is that we're even related. You can try to spin this in whatever way you like, but all of this happened because you wanted to exploit a valuable resource maliciously. Youknowwhat Peter is. This plan of yours was going to destroy him andourfuture."

Discord narrowed his gaze. "I am well aware of Peter's significance, but those princesses are truly the ones to blame for all of this. Their little monkey wrench reign has ceased up the cogs of the natural order for far too long. I only did what I could to help restore balance withoutdirectintervention. This is what we're here for, but you've clearly lost track of that because of your sentiments." Discord's gaze deepened into a glare as he bore his fangs. "Don't think for a moment that I'm notfullyaware of your true intentions here, Eris. Your little plan to usurp my position in hopes to be with him is beyond disappointing. You trulyhavelost sight of your role."

Eris managed a smirk, never averting her gaze from the draconequus. "I guess it's pretty obvious now. However, I would treat Peter much better than you ever have. Because I value his friendship as much as his resourcefulness. You just view him as an object, never caring about what happens."

Discord growled under her breath. "You havenoidea how I viewanything. Your emotions have left you tunnel-visioned, missing the important details. What was happening right under your nose, had you not intervened."

Placing her arms at her side with a huff, Eris frowned deeply. "Do youstillhonestly expect me to believe that you had everything under control then?" The dracquiness threw out her arms. "They wereallgoing todie!"

Discord leaned to his side with a groan of clear irritation. "You trulyaremost irritating and inconsolable in this matter."

Eris took in harsh breaths, shaking her head. "Oh? Is that why you had to spy on us through the child?" Discord's eyes widened at the statement, prompting the woman to extend her hand. Suddenly, a large crystal ball fell into her grasp before she tossed it to the side. "Children are not the best at keeping secrets, try as they might. I imagine little Mayday will discover that this is missing soon enough."

"I should've known that you would learn about it, but I must ask: why didn't you confront the child or her parents about it?" Discord questioned, arching a brow.

"I'm already aware of what you're trying to do with her, but I implore that you leave her out of this," Eris whispered, glancing to the side. "You didn't sense it. I'm afraid that you pushed Peter to the brink. If you go through with your plan involving his daughter, you may create something that can never be undone."

Discord scoffed harshly. "And with that, you've just lost all of your right to object any further," He stated, snapping his talon. "Hypocrisy isveryunbecoming for beings such as ourselves."

The point of his talon glowed before he pressed it against Eris's forehead. A pulse circulated through her cranium, and the woman's eyes rolled into the back of her head. As the world faded to black for Eris, Discord raised his paw and lifted his counterpart's frame from the ground. Her body faded behind a blinding light before shifting back to its draconequus shape. Discord huffed at the sight and held out his paw, causing the discarded crystal ball to levitate into his grasp. Eris disappeared in a burst of light before materializing within the glass orb, having shrunk in size to that of a handheld toy.

"Consider yourselfofficiallyin timeout, miss. Now, watch and learn as I clean up this little mess you've made," Discord huffed, glancing to the side before fading from sight instantly.


Surrounded by a blinding light, Peter hopped forward and skidded to a halt upon landing. The light dissipated instantly, allowing his vision to clear. The sky held a bleak, grey tone as the clouds spread, but the forest around him was lusciously green, maintaining firm life. Peter arched a brow before glancing down, having noticed how low to the earth he stood. He quickly found himself back on all fours, without a single digit at the ends of his limbs. Upon sharing a glance with his compatriots, all of whom shared the same transformation, the fact rose that they were all ponies once again.

Felicia staggered, leaning against a tree for support. She rubbed a hoof over her head, groaning. "Ireallyhate magical portals. My bones won't stop shaking."

Gwen glanced about aimlessly. "Where are we?"

Trixie stared intently at the surrounding trees, huffing inwardly. "I'd say on the outskirts of Whitetail Woods." She pursed her lips, narrowing her gaze on the distance. "I was halfway expecting the whole world to be destroyed. I'm glad I was wrong for once."

"As a guy who blinked and fell into an insta-apocalypse before, I second that notion," Peter whispered, frowning.

Patricia brushed the dust from her costume, inhaling deeply before sighing. "The air here is crisp and clean, very different from the muggy smell of New York City." The mare nodded contentedly after a duration. "Yep. We're definitely back in Equestria. Ponies take care of the planet better than humans… sad to say."

Gwen held a hoof inches away from his face and sighed. "You know. I'll never take my thumbs for granted again."

"You'll at least get yours back when you go back home. I'm stuck with my hooves. I really miss what it felt like to properly grab something," Patricia whispered, stretching in place while gazing at her limbs. "Oh, well. C'est la vie."

Sunset stepped between both ponies and waved a hoof objectively. "Stay focused, you two. We've got our work cut out for us."

Twilight nodded, holding a stern glare. "She's right. We don't have any time to waste." She shifted her gaze to the side, specifically at the portal. "Where's Eris?"

Peter sobered, shaking his head sternly. "Discord's already got her."

Sonata's eyes widened. "What?! Are you sure? How do you know?"

Before the stallion could respond, the portal behind their position dissipated from sight. Peter returned his gaze to the group. "Eris knew he was coming, but she wasn't worried. Eris just wants us to save the world. We can't worry about her right now, though."

Twilight nodded. "Discord won't hurt Eris. The only reason he even managed to catch her in the first place is because she was worn out giving us this second chance. We can't let her hard work go to waste. Besides, Discord and Erisareone in the same… almost. As far as we know, they're practically immortal and invincible. We can rescue her after the fact... if she even needs it."

"Right now, we need Zecora to make sure that the Everfree Forest is safe," Luna murmured, sharing a glance with the zebra. "If everything is alright, give Julia a call."

"Very well. I shall explore the trail. I promise that I will not fail," Zecora replied, dashing through the nearest bushes and disappearing into the forest.

Julia slowly approached Twilight, still garbed in her signature jacket and boots. "I'll take care of Ben and Mayday while you're gone." Her fur was a lighter shade of red, masked perfectly with her darker mane and shades. She straightened her posture in spite of her altered shape. "I'm not sensing any danger here. We'll stay out of sight until Zecora calls for us."

Felicia furrowed her brow at the siren. "Sonata. Which way leads to the Plunder Vines?"

Sonata tightened the golden runescape holding the ruby gem around her neck in place, pointing a hoof in the distance afterward. "It's south of here, near Ghastly Gorge. I know a shortcut that we can use."

Luna simply nodded, sharing a glance with most of her compatriots. "We should hurry. The sooner we free my sister and the others, the better. We still have the element of surprise. Let us not squander it."

Twilight pulled her hood back over her head. "Remember the plan, everypony. The Vines absorb magic. Avoid capture and destroy the root." As the group parted and headed south, Twilight approached Ben and Mayday with a softened gaze. She kissed the baby colt's forehead, earning a content coo for her attention, and the mare lowered before the filly, rubbing the side of her head against her daughter's affectionately. "Mommy loves you both. Be on your best behavior until we make it back."

Mayday chuckled. "When am Inoton my best behavior?" Upon receiving a bemused glare from her mother, the filly waved her hoof sheepishly. "Okay. Don't answer that. Trust me. After breaking my arm, I've learned that I'm definitelynotcut out for the heroics."

"If that means you'll stay out of trouble, then I'm all for it," Peter grinned, rubbing the top of the filly's head playfully before pulling her tiny frame close for a warm embrace. They hesitantly parted before the stallion brushed a hoof gently through the violet streak in Ben's brown mane, causing the baby colt to smile warmly. He soon stepped back, sharing a nod with Madame Web. "Thanks, Julia. Watch over them, okay?"

Julia nodded. "You saved my daughter, remember? This is theleastI can do. Nothing will happen to your children. I promise."

Peter and Twilight shared eye contact before closing the distance from each other. There was much to say, but not enough time to do it properly. The princess narrowed her gaze, nearly losing herself in her husband's slitted, bright-blue irises. Even with a different set of eyes, she could still read his gaze, and there was an unspoken confidence locked in his stare, something that had been lost for months now. This was truly the stallion that she married ten years ago. She stood on the tip of her hooves to brush her mouth against his, briefly yet lovingly.

"Remember what I said," Twilight whispered, her mouth inches away from the stallion's ear.

"You got it," Peter replied, smiling earnestly. The stallion spun the mare around before tapping his hoof against the her backside, causing her to inhale sharply and jump forward involuntarily. He chuckled innocently as she shot him a flushed glare. "Get going! The others are waiting for you."

Twilight could only huff at a strange fixation that stirred in her chest. While some embarrassment remained, evident by her flushed features, her nerves had steadily eased from a rocky terrain to a smooth pasture. Peter was the embodiment of push and pull to the mare. He smoothed her edges, allowing the princess to relax, yet his playful demeanor always kept Twilight on the tip of her hooves, both figuratively and literally. The princess managed to smile before trotting towards her group with a renewed sense of confidence.

Trixie made her way to the stallion's side, watching as Twilight faded into the distance. "I suppose we should head out as well. After all, they can't fully mobilize until you start fighting the Sinister Six." Sobering, Trixie pulled her mask back and held a concerned gaze at the stallion. "I must ask this, as a best friend, do you really think you can do this?"

Peter chuckled and nodded. "No question about it." He slid a hoof into a hidden sleeve under his belt, retrieving a broken metallic shard emitting a sky-blue aura. "I'll usethisto even the odds."

Mayday tilted her head to the side. "Your gauntlets?"

"Rather, what's left of them," Trixie scoffed in a haughty tone, narrowing her gaze on the shard. "I fail to see how that would work."

Peter's smile remained intact as he took a few steps back before placing the shard on the ground. "Trust me on this."

Inhaling deeply before sighing, Peter closed his eyes. Particles of energy within the atmosphere channeled into the stallion's horn, causing it to glow with white, magical aura. Suddenly, the same energy enveloped the metallic shard and levitated it from the ground. The aura took shape around the shard, expanding before breaking into two separate pieces. At the center of both shards, a spider insignia materialized into existence. However, Twilight's cutie mark symbol formed beneath the spider emblem, fusing together. Light erupted from the shards, forcing those in the immediate vicinity to shield their eyes.

The energy soon dissipated, allowing everypony to reopen their eyes, and a collective gasp escaped from their mouths. Standing upright, Peter held his hooves out before a pair of metallic gauntlets took shape over them. Their gleam held a prestigious shine, matched only by the bright blue aura emitting from the casing. The metal appeared reinforced, yet it seemed as slim as its predecessor. Peter slammed his hooves together, generating both a miniature shockwave and currents of electricity around his position.

Slack-jawed, Trixie stared at the sight while Ben happily clapped his hooves together. "By the stars!"

Mayday's eyes held an alarming twinkle as she staggered back, unable to contain her excitement with an emphatic cry. "Holy shit!"

As the gauntlets faded from sight, Julia merely nodded before giving the stallion a coy smirk. "I think you're ready. Go show those bastards the results of your training."

The gleam in Peter's eyes brightened before he slid his mask back over his face. "Come on, Trixie," he whispered, grabbing the mare by her hoof and leading her away. Peter's masked eyes narrowed. "It's time for a web-swinging, ass-kicking!"

To be continued...