//------------------------------//
// Down turn 
// Story: Spiders and Magic Equestria Girls 
// by Alvaxerox 
//------------------------------//

There was a knock at Twilight's door. Twilight opened the door to see a familiar face. "Hey Twilight. How's it going?" It was Midnight Wolf. 

"Hey Midnight. Long time no see." Twilight said. "How's Juniper?"

"She's been very okay. Infact after some time after she started a channel on the internet to gain views to show she's a very good actress." 

"Oh cool. Has her uncle seen her videos?" 

"Yeah. He's been very proud of her since then. Her videos have been giving her money as well." Midnight explained. 

"That's amazing." Twilight said.

"So why do you need me to come by?" Midnight asked.

"Kavitor's back. And he plans to bring back Dr. Johnathon Ohnn, also known as the Spot." Twilight explained.

"I think he was involved with Tarantula's plan to frame you." Midnight tried to remember. "Why would he want to bring back the Spot? To turn him into an actual Dalmatian?"

"This is no time for jokes Midnight." Twilight said. "And its not just Spot. I'll explain everything"

Twilight explained a lot of stuff to Midnight. And to his shock, Midnight was surprised. "WHAT!? The Peter Parker of this world is not really the real Peter Parker? Just a replacement?"

Twilight nodded as she puzzled. "The blast in New York reset itself into an alternative New York. That's why Peter doesn't remember me or that time I defeated Kingpin."

"And I'm guessing Peter's not handling it very well huh." Midnight asked.

"No. I bet he thinks everything about me is a lie. He'll be leaving Canterlot and moving back to New York in a week and a half." Twilight explained. 

They later got ambushed by Scarlet Heart. Twilight and Midnight put on their costume and prepared to fight. "Calm yourselves spiders. I'm not here to fight. I'm here to give you a warning."


"A warning?" Midnight asked. "Is this some kinda of joke?" 

"Not this time. It's about my br- ugh. I mean my lord Kavitor." Scarlet explained.

"Wolf Spider, let's here this warning." Twilight said.

"Everything you know, everything you love... Will die in the end... Once we power up our portal open friend... The Spot is back." Scarlet said.

"Oh crap." Twilight said.

"Language!" Midnight said.

"Bye bye..." Scarlet disappeared by activating a smoke bomb. 

"He already brought Spot back?" Midnight asked. 

"We have to find Kavitor now." Twilight said.

Midnight noticed something on the carpet. "Twilight look." He picked up what seems to be a piece of paper. "It looks like... Directions to Kavitor's lair."

"I wonder why Scarlet Heart would leave this here with us." Twilight asked.

"It's possibly a trap to lure us in." Midnight suggested.

"Trap or no trap. We have to stop Kavitor, Spot and Cinch. But we'll need some help. And I know just the people to help us." Twilight said.



Later...

"It's good you wanted to help us Rarity. We may take the fight to Kavitor yet." Twilight said.

Midnight was amazed by Rarity's outfit. It was dazzlingly. "Wow Rarity... Your like some sparkly diamond queen." He said.

"Why thank you darling. This out was inspired after my eyes have been opened from all the evil threats we had time and time again. I've the cosmic side of fashion and will use it for truth and justice in the fashion way. And now I got a name thanks to you. I will be called... Diamond Queen, the other side of Justice's beauty." Rarity said.

"The name suits you Rarity. Now we just need Fluttershy and Sunset." Twilight said.

"So what's the plan?" Spike asked.

"The plan is we find out what Kavitor wants to truly plan with Spot." Twilight explained. "Right now, he sent Cinch to CHS so she can run the school. Applejack, Pinkie Pie and Rainbow Dash will stay behind to hold her off and retrieve the soul stone. Wallflower Blush will join them once the stone is retrieve." Twilight said.

"What about Peter?" Spike asked.

"He hasn't gotten my texts or calls. I got a bad feeling about him." Twilight thought. "He might do something reckless because he's not the real Peter."

"Good thing Kavitor didn't say he is a clone. That would be super freaky." Spike said.

"Then let's end this before it begins." Midnight said with excitement.



5 minutes later...

Sunset and Fluttershy dropped in, Fluttershy was bonded to Nature and Sunset was wearing a new outfit. 

"Hey Teaserflame." Wolf Spider said.

"I don't go by that now. From now on I will be called..." Sunset chagned her skin to demon red. And eyes turned black with green irises, and her hands turned into demonic claws. "Sun Demon!" 

"When did this happened?" Wolf Spider asked.

"Ever since Wallflower Blush stole my memories. My demon half was surfficed again. So I can transformed into my she demon form anytime I want to." Sunset explained.

"Now that's... Good... I guess." Midnight was a little confused. But now it was move.

Spider-Girl, Wolf Spider, Nature and Sun Demon made it to the location of Kavitor's lair. "Looks like this is it. "Nature said."

"Now we just need to find out where Kavitor and Spot are and stop them." Spider-Girl said.

"Uh... Spider-Girl... We may have a minor problem." Sun Demon pointed at the moving shadow. It was Spider-Man.

"Oh no... Not Peter... Why is he here?"

To be continued...