• Published 30th Nov 2015
  • 2,289 Views, 107 Comments

Spiders & Magic: Adventures - Masterob



Series of Spin-Off One Shots from Spiders & Magic.

  • ...
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Rivalry Continues

The time was coming, a big moment between two worlds that is hosted in a third. Equestria will soon host a Marvel vs. Capcom battle, in which many believe might be the last one. The portals will be closing soon, who knows how long before they open again?

For now, it's time for old rivals to finally figure out, who is the dominant world? Who are the dominant teams? Which fighters are the strongest? The answers will start in Canterlot.

Peter and Twilight were on their way to the main hall in the Canterlot Castle where Princess Celestia requested their presence. They arrived in the Main Hall and met up with Princess Luna, Sunset Shimmer and Princess Celestia.

"Peter, Twilight, good to see you both" Celestia said.

"Same to you Princess Celestia," Peter said while bowing.

"It's always a pleasure to see you," Twilight said while also bowing.

Celestia too bowed in respect for a fellow Princess and a noble Superhero. Luna and Sunset also approached the duo with bows.

"So what did you need Princess Celestia?" Twilight asked.

"It's not really for me, it's for them," Celestia said and gestured to the five Capcom heroes; Ryu, Chris, Dante, Chun Li and Spencer.

"Peter, Twilight, great to see you both," Chun Li said.

Peter bowed to Chun Li, showing much respect to his trainer. "It's great to see you Chun Li, um does this have to do with the training?"

"Almost...now since the Marvel vs. Capcom Battles will take place in the coming days, we figured it'd be best if we had a little meeting finally figure out who will be fighting in this battle," Chun Li said.

"We've been in contact with your world Peter," Sunset said. "A few friends of yours will be arriving soon enough."

Chun Li approached Peter, "Also, I should mention that I until the tournament, I will be spending my time here in Equestria." She leaned in closer, "Which means more training between us."

Peter chuckled nervously, "Wow, that sounds great..."

Chun Li raised her eyebrow, "You sound pretty nervous, did you not like my training before?" She grinned a little, "Did you feel too sore?"

"Kinda," Peter said. "You're no joke when it comes to training."

"I did warn you Peter, now that I'm staying here, your training WILL intensify," Chun Li said, getting Peter a little worried.

"Hey...you're not just doing this so that I'll be too sore to fight, thus giving your boys an easy win?" Peter asked.

"Hopefully that's not the case, would be very dishonorable," Luna said.

Chun Li shook her head, "That's not how we do things. Trust me when I say that Ryu, Chris and Dante want you at your absolute best."

"Yeah," Ryu said from nearby. "We don't want to hear any excuses from you when you lose Spider-Boy."

Peter raised his eyebrow, "Boy? It's Spider-Man, or technically now I'm Spider-Mane."

"First off, Spider-Mane is just ridiculous," Ryu said. "Second, like I said, until you prove otherwise, you're not a man, you're just a boy."

Luna gave Ryu a dirty glare, "How disrespectful of you to say. Peter has proven himself on many occasions, who are you to decide his manhood?"

"I've fought with men, while this boy has many great attributes, he has shown that he isn't as mature as a man should be," Ryu said.

Luna stepped to Ryu, "You are the most prideful and arrogant stallion I've had the displeasure of knowing, aside from your two cohorts. Honestly a little more arrogance and you'd be on par with a bothersome nephew of mine. Peter is a great stallion, you have no business saying otherwise!"

Ryu raised his eyebrow. "You really like speaking up for this boy. I take it the two of you are really close."

"Yeah, you two banging behind Princess Twilight's back or something?" Dante asked.

Luna shot a glare to the half-breed, "Watch your tone! I am not one to conduct in such a manner!"

"The way you're acting proves otherwise," Chris said.

Before Luna could say anything else, Chun Li approached them. "Enough! Can't you three go five minutes without saying anything to cause a headache for Spider-Man or those closest to him!?"

"Seriously guys, even I find this a little annoying," Spencer said. "Great you have team spirit but enough's enough, show some respect."

Dante rolled his eyes, "Going soft on us? When did you start jumping on Parker's bandwagon Spencer?"

Spencer glared at Dante, "Don't get the wrong idea jackass, I'm not a Spider-Man fan in any shape or form but sometimes you just gotta know when to do this crap, right now is not the best time."

Dante scoffed a little, "Whatever bro."

Spencer sighed a little, he's starting to feel some shame of these guys.

"Anyway Peter, I think it's best if we all went to Ponyville now. You and I can train a little, nothing too straining though," Chun Li said.

"That's fine with me, though what about the others? Aren't more coming from our worlds?" Peter asked.

"Soon enough, shouldn't take long. Sunset Shimmer said she even got a non-hero friend of yours from your world," Chun Li said.

Peter looked curious, "Non-hero? Who could that be? Don't have to many of those."

"Ha, nerd," Dante taunted.

Chun Li glared at the half-breed, "Shut up..."

Dante shrugged, "Whatever babe."

"Don't...call me babe," Chun Li warned.

Peter gestured Chun Li over, "Come on, we'll talk more on the train."

Twilight however looked concerned, "Are those three coming to Ponyville as well?"

Chun Li nodded, "Just to see that Apple Farmer friend and Fashionista mare, Sunset Shimmer will do her usual job keeping them under control."

"And I'll try not to mess up this time," Sunset said.

Peter gave her a sympathetic look, "You didn't mess up, something just happened that was beyond your control."

"In this rare case, I'm with Parker," Ryu said. "I told you I take responsibility for what happened, as do my teammates. For your convenience we'll try to keep things civilized."

Chun Li turned to Peter, "How's your bear doing though? Is she feeling better?"

"Yeah, she's a tough one, so don't worry too much," Peter said.

Spencer scoffed, "Still can't believe you have a giant bear as a pet, I mean how?"

"My sister has a phoenix as a pet, so those types of pets aren't unusual," Luna said.

Spencer turned to Celestia, "You have a phoenix? Seriously?"

Celestia nodded, "Yes, that is true. Perhaps later I can introduce you both."

Spencer shrugged, "Guess so..." He turned to Peter, "Anyway let's head over to Ponyville."

"Right, follow me everypony," Peter said and led them to the train.

Luna looked a bit concerned, "I don't fully trust those Capcom warriors...at least those three ruffians. The mare with the large hind legs and the stallion with the metal foreleg seem fine, but those other three..."

"Sunset Shimmer has said they aren't that bad of ponies, just full of pride. Hopefully after this battle ends, respect can be built between the two," Celestia explained.

It wasn't long before everypony arrived in Ponyville. Ryu left the train, heading straight toward the Everfree Forest area. "I'm gonna go find a place to keep training."

"Ryu, wait up," Sunset said as she followed the martial artist.

Dante looked around, "I'm going to see Applejack, I know my way around." He made his way to Sweet Apple Acres.

Chris also looked around, "I'm gonna go find Rarity, see you whenever." He made his way to the Carousel Boutique.

Chun Li gestured Peter over, "Let's go train in that field."

"Alright," Peter said and turned to Twilight, "See you later."

"Ok Peter, don't strain yourself," Twilight urged.

Once Peter left with Chun Li, Spencer turned to Twilight. "What about me?"

"Come back to the Library Mr. Spencer," Twilight said.

"Just call me 'Spencer', or 'Nathan', but drop the 'Mr.' crap, that ain't doing it for me," Spencer said.

"Oh...ok then. Anyway come to the library with me please," Twilight said.

Spencer shrugged, "Alright then, good with me."

Twilight led Spencer to her library.

Ryu made his way through town, ignoring most of the ponies that glanced at him. He did notice a familiar trio of ponies, that being Derpy, Dinky and Doctor Hooves.

"Mom, Doc, look! It's that hero that saved us from the dragons!" Dinky said while gesturing to Ryu.

Doc looked over and waved gleefully while Derpy did a partial wave. Ryu did a quick wave and kept moving while Shimmer also waved at the trio.

"Ryu, slow down," Sunset urged.

"You don't need to follow me, wouldn't you much rather spend time with Twilight Sparkle? She is a friend of yours is she not?" Ryu asked.

"She is, but I'm tasked to watch over you...not that you need somepony to do that but..."

Ryu sighed, "Fine then."

"I won't bother you during your training, maybe I can even help a little," Sunset said.

Ryu looked curious, "How so? You know martial arts?"

"Not exactly, but maybe I can help any other way?" Sunset said.

Ryu stopped in his tracks, "Why help me? Are you not friends with that Spider?"

"Um, I am but...maybe I can be your friend too?" Sunset said with a hopeful smile.

Ryu wasn't sure what to make of this. She seemed to be genuine, plus his allies have friends that are ponies despite them being friends with Spider-Man, so why not?

"I guess you can help...if I can figure something out. But since you don't know martial arts well, then sparring is out of the question. I won't risk hurting you," Ryu said.

"At least you care for others, you're not bad, just a little...stubborn on certain things," Sunset said.

Ryu scoffed, "Stubborn? On what? Because I don't want to be friends with Peter? Like I said, I believe him to be very immature, he seems to be fine as a husband and he's probably a decent father. I also have no problem that he's a superhero, but I don't like how he is given everything and treated like some sort of God."

"He's not treated as a God, he's just a good friend," Sunset said.

"Still, I'll reserve judgement until I face him in battle," Ryu said and walked forward.

Sunset sighed, Ryu's not a bad guy to be around, but like she said, he's very stubborn.

With Dante, he's at the farm eating a nice apple that Applejack picked for him.

"Thanks for the apple, these are really tasty," Dante said.

"No problem Dante, nice to have ya around. How much longer before that fancy fight of yers?" Applejack asked.

"Not much longer, give it like a week," Dante said.

"Well I'll be rooting for ya...of course I'll also be rooting for mah superhero friends, especially Remy and Peter," Applejack said.

"Doesn't matter to me, cheer for whoever you want," Dante said and continued to eat the apple. "Still gonna fight hard."

"In the end, that's all that matters, a good fight and some nice healthy competition," Applejack said.

Dante nodded and continued to eat his apple. Soon he was joined by Apple Bloom, "Sup kid?"

"Hey Dante, happy to see you. I have some awesome news," Apple Bloom said.

"Lay it on me," Dante said.

Apple Bloom blushed a little, "Ah finally told Rumble how ah felt, he likes me Dante, we even kissed."

Dante chuckled, "Awesome, good for you, high five." Dante held his hoof out.

Now it's Apple Bloom's turn to giggle, "Dante, you don't have fingers, it's more of a 'high-hoof'."

Dante did a sheepish smile, "Right, forgot, still give it to me, you did well."

Apple Bloom obliged the high-hoof, "Thanks Dante. Man ah feel so happy, haven't felt this happy since mah days crusading for mah cutie mark."

Dante looked curious, "Cutie mark?"

"The marks on our flanks, everypony has one, even the ones from the Marvel world..." Apple Bloom thought a moment. "Most of them at least, Laura hasn't really tried lately, plus there's the ones that only come by fer a little bit." She had an idea, "How about you? Wanna earn yer mark?"

Dante shook his head, "I don't need a mark on my ass telling me what to be in life."

Apple Bloom groaned at the statement, "It's not telling you what to do it's...ah nevermind, probably don't matter anyway. You ain't gonna live here so you ain't gotta worry."

"Exactly, but thanks for the offer, you're a cool kid," Dante said and ruffled her mane.

As this happened, Remy had watched from nearby, a bit of a scowl on his face. He doesn't fully trust Dante, especially considering all the grief he caused Peter. He won't cause a scene though, he figures it'd be best if he just left the farm for a while.

At the Boutique, Chris is sipping on some tea while talking with Rarity.

"So who wanted this battle between your world and Peter's?" Rarity asked.

"It was Chun Li's idea. Shortly after we helped you all a couple months back, we were still wondering who's world was the best, ours or there's. Chun Li suggested one more battle between our worlds, just to find out once and for all," Chris said.

"I see...and after the battle, what then?" Rarity asked.

"Not sure, maybe we move on, find other worlds to challenge. There's so many out there," Chris said.

"I'm curious as to what those worlds are like? Are they fascinating?" Rarity asked.

"They're ok, I like to think our world's the best though," Chris said.

"Makes sense I guess," Rarity said while sipping her tea.

Chris cleared his throat, "Anyway how are things going with you and your sister...and your future sister?"

"Oh, we're fine...though I do worry for Sweetie Belle. She likes this colt Rumble, even though he got her into a bad situation those months ago," Rarity said.

"Right, I remember that," Chris said. "Wait it was his doing?"

"In a way yes, his carelessness put her in danger. Luckily Peter helped rescue her along with his friends, you and your friends," Rarity said.

"Sorry that even happened, we need to keep better track of things, the threat came from our world after all," Chris said.

"That's quite alright," Rarity said. "She's safe, that's all that matters to me."

"Good," Chris said. "Anyway if you're worried about your sister, just tell the kid to buzz off. Honestly if my sister Claire was in Sweetie Belle's position, I'd do the same thing."

Rarity nodded, "Right, I'll do just that. Though I worry because he's under Peter and Twilight's care, I have to be careful what I say to him."

"What you're worried they won't like you anymore or something?" Chris asked. "This is about your sister, it's your job to protect her, if they're really your friends then they'll understand."

Rarity took time to think about that, "I guess you're right."

"Do you hate the kid or something or what?" Chris asked.

"It's not that I hate him, I just don't trust him near my sister," Rarity said.

"Then explain it like that, sometimes you need to be tough, it's not easy but it's part of being the older sibling," Chris said.

Rarity knows he has a point, she decided to take his word on that, "I will, thank you Chris."

Meanwhile Bobby is also watching from nearby, though he himself doesn't care much to be around Chris. He decided to leave the Boutique, though he was joined by Future Sweetie Belle.

"Going for a walk?" Future Sweetie asked.

"Sorta, you coming?" Bobby asked.

"Eh, why not, better than listening to the little me daydream over marrying Rumble," Future Sweetie then blushed. "Though I'm no better with Peter."

"You're not alone, lots of mares agree of that," Bobby said and walked off with his friend.

In the park, Chun Li and Peter are training once again, this time Chun Li is teaching Peter some of her more advanced moves.

"Kick your legs faster Peter! You have super speed!" Chun Li said.

"Hey give me a break, you make this look really easy when it's not!" Peter said while trying to do Chun Li's flash kick.

"Look, like this," Chun Li said and did the move herself. Peter envied how fast she was and wondered how come he can't do that, he can do that with his fists.

"Ok, let's try again," Peter said and tried doing the move, this time doing a little better.

"See, you got it, now try to transition to the other leg with the same flash kicks," Chun Li ordered.

Peter did just that, though he messed up a few times, his usually good reflexes failing him. It also didn't help that he had an unexpected audience.

Logan was there, watching with Fluttershy while resting against a try and his foreleg around her, holding her really close to him. Deadpool was watching while eating cake with Pinkie Pie and occasionally laughing at Peter (despite Chun Li telling him several times to 'shut up'). Johnny was watching curiously alongside Rainbow Dash, wondering how Peter was gonna handle this training. Janet wat with Spike, surprised to see for herself a Capcom fighter training a Marvel hero.

Peter finally did the transition right, though the move itself was a little sloppy.

"Peter, you almost have this, don't give up," Chun Li encouraged.

"I'm sorry Chun Li, I'm trying but it's not as easy at it looks," Peter said.

"I know Peter, I learned this stuff when I was a young teenager," Chun Li said.

"Funny I got my powers as a young teenager," Peter said.

Chun Li giggled a bit, but dropped it immediately, "Anyway just keep trying!"

Peter groaned and continued to do the move, though still having trouble and getting laughed at by Deadpool.

"What's funny is that he looks even more like a girl when he does that."

Chun Li growled, "How many times must I tell you? SHUT UP!"

"How many times must I tell you? NO!" Deadpool said and laughed some more.

Chun Li face hoofed, "I can't explain how much I don't like you."

"He's just doing this for attention, just ignore him," Peter suggested.

Chun Li nodded, "Guess so...anyway we'll get back to that move later, I don't want you wearing yourself out too much over it. Let's just try something else."

Peter nodded and did other stuff with Chun Li. Soon enough Remy, Bobby and Future Sweetie had arrived and saw the training that Chun Li was putting Peter through.

"Wow, she's really working him," Remy said while looking impressed.

"Yeah, she's a really tough teacher," Janet commented.

"Almost as tough as Spitfire," Rainbow Dash said.

"Wow, he does look flexible," Future Sweetie said with a seductive grin.

Remy just watched Peter do some of the martial arts moves Chun Li demonstrated, "I'm still curious, why is she doing this for him?"

"Easy, she trains with him, learns his style, goes off to tell her buddies, easy win," Bobby said.

"She ain't that type of gal Bobby," Logan said. "Chun Li has always been about honor, she won't try crap like that."

"I'm with Logan on that Bobby, Chun Li has always respected us," Remy said.

"Ryu respected us and look what happened," Iceman stated with some attitude.

"Ryu's just stubborn, plus that's mostly Parker that got him like that," Logan said. "But I can honestly say that Chun Li wouldn't try crap like that."

Bobby folded his forelegs, "She better not."

"Come on guys, let's not get too competitive with this," Janet urged.

"Yeah, have fun with it!" Pinkie suggested.

Chun Li continued to train Peter while giving a few occasional glances to the Marvel heroes, noticing that Remy and Bobby had arrived. Remy looked cool as usual but Bobby looked to be in a bad mood. She paid little mind to that and continued to work with Peter.

At the Library, Spencer was reading a book Twilight had given him. It was a nice little story book that Spencer found himself enjoying. He then noticed Mayday staring at him.

"Can I help you kid?"

"Why's your leg made of metal?" Mayday asked.

Spencer looked to his arm, "Oh...it makes me stronger."

"What does it feel like? Do you feel anything? Is it weird for you? Do ponies point and say-"

"Mayday!" Twilight interrupted. "Why his arm is made of metal isn't something to be asking, let him read the book I lent him and don't bother him too much."

Mayday looked glum, to which Spencer pitied. "It's fine Twilight, kid's just curious, it's normal."

"I know, but it seems like a personal thing, not sure if you wanna share the story," Twilight said.

"Probably not a good idea to go into detail, don't wanna worry the kid. But like I said, it makes me stronger," Spencer said and turned to Mayday. "For the record, I can feel it...but not the way you feel your arm. But I can move it like I move any part of my body."

Mayday nodded, "Ok Mister."

"You can call me 'Spencer', or 'Nathan', whichever is easier," Spencer said.

"Do you have a Superhero name?" Mayday asked.

Spencer thought a moment, "I'm not a superhero in the same way your dad is, but people do call me 'The Bionic Commando'."

Mayday smiled at that, "I like it, makes you sound cool."

Spencer smiled at that, "Thanks kid, you're really nice, your parents raised you well. How old are you?"

"I'm four," Mayday said.

Spencer looked surprised, "Wow, you're so smart too."

Mayday blushed, "Thanks Nathan."

Twilight ruffled Mayday's mane, "She's mine and Peter's little genius."

"Your kid's gonna be something, I can tell," Spencer said.

Twilight nodded, "Thank you Nathan, you're really kind."

A few hours later at the park, Peter is seen sitting while streams of sweat came down his face as he panted, "Wow...that was some workout."

Chun Li is also seen sweating and panting, "Yeah...you have a lot of stamina."

Peter wiped the sweat from his face and turned around. He saw his friends still there, along some others who had recently joined, such as Applejack, Rarity, The Cutie Mark Crusaders, Laura, Lightning Dust Trixie, Rumble, Derpy, Dinky, Lyra and Octavia.

He also noticed that Chris and Dante were also watching from nearby, each with scowls on their faces.

"That's all for now Peter, you should go home and rest, tomorrow we get up nice and early to continue," Chun Li said.

Peter groaned, "Guess so...wait where will you be staying?"

"Probably in Canterlot, unless you have an inn around here," Chun Li said.

"I'm not sure, though if you want to stay in town I can find a place for you," Peter said.

"That's really nice of you Peter, but don't worry too much," Chun Li said.

"I would just hate for you to have to travel all the way to Ponyville from Canterlot every morning, especially if it's early," Peter said.

"I love the way you think of others...now I feel guilty about wanting you to get up early," Chun Li said, then had a realization. "Wait is that your intention!?"

Peter shook his head, "No way, I hate getting up early but if I have to I will."

"Even if Twilight has to go through a lot to do so," Spike joked.

Peter glared at Spike for that comment then turned to Chun Li. "Maybe I can talk to Twilight and you can stay in our home for the week."

"I don't wanna be a burden, besides don't you have enough people living in your house?" Chun Li asked.

"Yeah I do have a Full House," Peter said and chuckled. "But seriously it's no big deal."

Chun Li nodded, "Thanks, I'll keep that in mind."

Soon enough Ryu showed up along with Sunset Shimmer, he himself looking like he trained hard. "Looks like you were busy Parker."

"So were you," Peter said.

"Chun Li really let that kid have it with the training, don't be surprised if he starts crying soon," Dante joked.

Johnny glared at Dante, "Watch it demon boy."

Dante did a smug look to Johnny then turned to Chris, "Anyway where do we sleep?"

"Don't care really," Chris said.

"I can get you boys a place in Canterlot, don't worry about that," Sunset said.

Ryu nodded and turned to Chun Li, "Where's Spencer?"

"Probably with Twilight, let's go find him and discuss the sleeping arrangements," Chun Li said.

Ryu nodded and gestured his teammates to follow.

Applejack turned back to the farm, "Ah reckon we should all get going."

"You go ahead, I need to talk with Peter," Remy said.

"Same here," Johnny said.

Soon the other heroes started saying the same thing.

"Well we'll head off then, you come home whenever," Rarity said.

"Don't take too long please," Pinkie said.

The heroes all nodded and big their loved ones goodbye while they along with Sunset followed Peter, Trixie, Rumble, Spike and the Capcom fighters back home.

They had arrived at the library a little later, going inside to see Twilight talking with Spencer about stuff.

"I was so worried about not sending a letter to Princess Celestia that I actually-" Twilight stopped talking when she saw the others come in. "Oh, hi there, I was just talking with Nathan."

"Nathan?" Chris said and turned to Spencer. "She your friend now?"

"Got a problem with that Redfield? You're friends with that Unicorn that makes clothes, what's it to you if I'm friends with Twilight?" " Spencer asked.

Chris rolled his eyes, "Like I give a damn anyway."

Twilight looked concerned, "Anyway, what brings you all here?"

"If it's alright with you Twilight, think Chun Li can stay here the week? She wants to keep training me and I'd hate if she had to travel from Canterlot daily," Peter said.

Twilight looked to Chun Li, who offered a friendly wave. "I don't see why not, in fact maybe Nathan can stay as well."

"I don't wanna be a burden," Spencer said.

"You won't be, I can get some sleeping bags and you can sleep down here, no problem," Twilight said.

Spencer shrugged, "Alright then, I don't mind if you don't."

"I'll find a way to house these Capcom Warriors and the others who will be coming shortly," Sunset said.

"What others?" Johnny asked.

"People from your world and Capcom," Sunset said.

Johnny looked curious, "Does that include my family?"

"Probably, it's mainly those participating in Marvel vs. Capcom," Sunset said.

Logan looked curious, "That's interesting, I look forward to see who's coming."

Twilight turned to the heroes, "Any reason the rest of you are here?"

"We need to talk to Peter quickly," Johnny said.

Peter nodded, "Ok then, let's talk in my lab, come on."

Peter led the heroes into his lab while Twilight turned to the Capcom fighters, "I need to speak with Sunset Shimmer a moment, mind waiting in my room?"

Chun Li nodded, "We can wait," She turned to the others, "Come on."

Spike pointed to where the room was as they went up, and then turned to Twilight, "Want me to watch the foals?"

"Sure, go with Trixie outside and wait a moment, hopefully it won't take long," Twilight said.

Spike gestured for them to follow him as he led them off.

Upstairs Chun Li had entered Twilight's room and looked around, "This bedroom is so nice."

Chris noticed the Balcony, "They even have a view of the town, not bad."

Ryu looked around the room, he saw all the awards that the Power Couple had, mainly Peter's. "Amazing how this world just loves Spider-Man, pretty overrated honestly."

"Ryu enough, he's a nice boy, let's not start complaining about things," Chun Li said.

"What makes him so special though?" Ryu asked. "He's just another hero, a Spider based hero nonetheless."

"Spiders do suck, I've had my run in with those infected ones," Chris said.

"Don't forget the demon ones," Dante reminded.

"Enough guys, have a little respect. He's a good husband and father. Have you seen his daughter? She's very smart and respectful," Spencer said.

"Whatever, I still wanna see the big deal," Dante said as he sat down.

"Me too," Chris said as he sat against the wall.

"Same," Ryu said, leaning against a bookcase, causing a crystal ball to accidentally fall down.

Chun Li rushed to it, "Oh no, is it broken!?"

Chris looked it over, "No it doesn't seem to be-"

"Ow, that Spider just bit me!" they heard a voice said.

Ryu looked around frantically, "Spider!? Where!?" He got into a stance, "Show yourself beast!"

"Ryu, chill, it came from...that Crystal Ball," Spencer said.

The five heroes gathered around and looked at the ball, seeing an image of a young Peter shortly after he was bitten by a spider.

"Is that...Peter?" Chun Li asked.

"Wow...he looks like a freaken nerd, look at those stupid looking glasses," Dante said.

"What is this?" Chris asked.

"Whatever it is, it's showing us Spider-Man's memories," Spencer said.

They continued to look at the Crystal Ball as it fasted forward to the next morning, and Peter discovering his powers.

"Wow...so that's how he got his powers," Spencer said.

Chun Li looked unsure, "Should we be watching this? It seems personal."

"Hey you teach him your martial arts skills, least we can do is see what makes him, well him," Chris said.

"Yeah but-" Chun Li was interrupted when Dante shushed her.

"You don't wanna see then leave, we do though. Now please be quiet a moment so we can check this stuff out," Dante said.

"Besides Peter told Chun Li some personal stuff from him, even me and Twilight shared some of our past with each other a moment ago, even some of my tougher times," Spencer said.

Chun Li sighed and watched the memories, having some curiosity over Spider-Man herself.

In Peter's lab, the heroes are all expressing their concerns to him.

"Peter, why do you trust Chun Li so much?" Bobby asked.

"She's really nice Bobby, you need to stop worrying," Peter answered.

"Bobby might be right...wow that's weird to say, but still, can you trust them?" Laura asked.

"Parker can trust Chun Li, but they both need to watch out for those Capcom guys. They seem intent on making him look bad," Logan said.

"Yeah, they might keep an eye out to see what can give them an edge, they don't just wanna beat you Peter, they wanna humiliate you," Johnny warned.

"We're just worried about you Peter," Janet said, placing her hoof on his shoulder.

"Chun Li's cool but most of them Capcom folk are gonna be going for you, it's not gonna be easy," Remy said.

"Relax, I'll be fine, anyway I'm not going in alone, you're all gonna fight with me right?" Peter asked.

"Of course, you're our best friend," Johnny said with a reassuring smile.

"We got your back, we'll always fight with you, no matter what," Remy said while holding his hoof out like a fist.

"That's one reason none of us wanna leave this world, not because we love your wife's friends, but because we care about you," Janet said while hugging Peter slightly.

"You've been through a lot of crap Parker, you need us," Logan said.

Peter smiled at this, "Aw, I'm really touched everypony. I'm glad to have good friends and allies, you all are like my family now."

"Some of us are gonna be family with you mon ami," Remy said.

"Yeah, you and I are gonna be in-laws one day," Janet said.

"That's why we're concerned for you bro, we need to come up with some strategies, I just wish we knew who else was coming," Johnny said.

"I'm sure Cyclops might join, he'll bring some of the X-Men," Logan said.

"Maybe Iron Man will come with The Avengers," Janet said.

"Hopefully Reed, Sue and Ben join," Johnny said.

"Oh...what about Batman!" Deadpool said.

Peter raised his eyebrow, "Batman isn't from our world,"

"Oh...but that would be cool right?" Deadpool asked.

"Oh yeah," Peter agreed.

"Definitely," Johnny said.

"I'm more of a Robin person myself," Remy said while clutching his staff.

Logan groaned, "Focus dimwits, for now let's just strategize amongst each other."

The other heroes nodded and started talking their strategy.

Meanwhile Sunset is still talking with Twilight, "Ryu isn't as bad as most think he is, he's actually kind and caring."

"Maybe, but he's still talking bad things about Peter, I don't like that," Twilight said.

"Hopefully after the competition ends, they can be friends. Both worlds should be friends," Sunset said.

"If Marvel can be friends with Equestria, I think Capcom can be friends with both," Twilight said.

"Plus any other world they might know," Sunset said.

"Perhaps, Peter did mention another superhero world, like this one fellow who sounds interesting, he's called 'Batman'," Twilight said.

"Batman? Sounds interesting, though I'm more into Superman, he's a superior hero," Sunset said.

Twilight's eye twitched, "What did you just say?"

Sunset looked curious, "That I think Superman's better, why do you ask?"

Before Twilight could say anything, Spike came through the door, "Luna's coming!"

Twilight looked curious, "Luna, what brings her here?"

They both went outside and saw Luna, but she wasn't alone, two other ponies were with her.

"Hello Twilight, good to see you. I'm here with two fighters of the Capcom world, Leon Kennedy and Claire Redfield," Luna said.

Leon approached Twilight and held his hoof out, "Great to see you again Princess."

Twilight shook his hoof, "Same to you Leon."

Claire approached Twilight, "Hey Twilight, you probably don't remember me too well, I was mostly with your friend Applejack."

"I remember you vaguely, I know you're Chris Redfield's younger sister," Twilight said.

"Yeah, say where is my brother?" Claire asked.

"In my house, he's waiting in my room with Ryu, Chun Li, Dante and Nathan Spencer," Twilight said.

"Ok then, anyway the Marvel and Capcom fighters are all here, one Marvel person came here, I believe you know him, he's over there," Claire said and pointed to a familiar Pegasus.

"I know you, you're Hawkeye," Twilight said.

Hawkeye approached the two and nodded, "Hello Twilight Sparkle, how are things?"

"They're well, did you come here to see Peter? Or maybe Janet since she's an Avenger like you?" Twilight asked.

"Yeah, come tell them that the Marvel and Capcom guys warriors are here, rumor is that a few fighters from other realms might show up to see this battle," Hawkeye said.

"Wow, imagine that, anyway come let's go see Peter," Twilight said.

Twilight and Sunset led the ponies home, where Luna was greeted by Rumble and Mayday.

"Hi Mama Luna," Mayday said.

"Good to see you Luna," Rumble said.

Luna hugged both foals, "It's great to see you both as well."

"Aw, that's cute. Those are your kids right Twilight?" Claire asked.

"Yes, my daughter and my adopted colt. Luna's my daughter's Godmother, so they already have a good bond," Twilight said.

"That's cute," Leon said.

"Still can't believe Peter had a kid...you're both lucky," Hawkeye said.

Twilight nodded, "Thanks."

Twilight led them inside and knocked on the lab door, "Peter, surprise for you!"

"Who is it!?" Peter asked.

Hawkeye entered the lab, "Yo Spidey, been a while."

Janet approached him, "Clint? Wow you're here!?"

"Yeah, me and a bunch of guys from our world," Hawkeye said.

That raised interest from the Marvel fighters.

"Who came?" Johnny asked.

"Well the rest of the Fantastic Four came, along with some of the X-Men, like Cyclops and Storm," Hawkeye said, earning interest from Johnny, Logan, Remy and Bobby.

"Sweet, my family's here, gotta tell Pinkie to invite her sisters," Johnny said.

"Also Cap's here, along with Stark," Hawkeye said.

"Yes! The Avengers will Assemble!" Wasp said.

Hawkeye also turned to Peter, "Also one of your friends from your world is here, a girl named, Mary-Jane Watson."

Peter raised his eyebrow, "The girl I went to school with? Wait is she fighting too!?"

Hawkeye scratched his head, "I don't think so...I don't even know if she has powers."

"Not that I know of," Peter said.

"This is awesome, big fight about to come, we need more strategy," Johnny said.

"We're gonna go see them in a bit, but let's see what you have so far," Hawkeye said.

While the Marvel heroes discussed strategy, Twilight talked a bit with Leon and Claire.

"So...just curious, how many from your world don't like my husband Peter?" Twilight asked.

Leon tapped his chin, "Um...hard to say, a few of them are vocal, like Ryu's friend Ken, though some admit to respecting Spider-Man, like Strider Hiryu."

"But don't worry, it's divided among all of the Marvels, so it's not like they'll all attack Spider-Man," Claire said.

"Good, I hope that's not the case, I just worry about him," Twilight said. "He's been through so much, he's had to deal with people hating him for so long, then his guilt complex over some mistakes, he's been through a lot ever since he got his powers. He's been Spider-Man for about nine years, myself I've only really been doing this stuff about five years."

"I've got about 10 years of experience myself, I know what he's probably going through, though I'm sure he's had it much worse," Leon said.

"Don't worry, once the competition ends, we won't bug his world anymore, alright?" Claire asked.

Twilight nodded, "Good, thanks."

Leon walked upstairs, I'll go talk to Chris and the others, be back in a moment."

Meanwhile in the room, the Capcom heroes continued to look at the memories, covering his four years as Spider-Man in the Marvel world, even some more recent things. At this point they're watching his adventures from the Future.

Spencer is looking on, feeling strange concern. At first he was just mildly curious, then that turned into such worry for him. Chun Li is almost in tears from what she's seeing. All the struggles Peter had put up with. Ryu, Chris and Dante are just watching, showing very little emotion for what's occurring before them.

Leon knocked on the door and entered the room, "Chris?"

He peeked inside and saw them watching a Crystal Ball. He looked and saw something strange. "Is that a giant bear? And a bunch of insects?"

The Capcom heroes turned to see Leon.

"Leon? Is that you?" Chris asked.

"Yeah, what's going on here?" Leon asked.

"This is Peter's memories, this is when he went to the future or something," Spencer said.

Leon raised his eyebrow, "What?"

They continued to watch until the memories faded with Peter going back to his world.

"That...was kinda weird," Leon said.

"You missed a lot, trust me," Spencer said in a low tone.

Leon looked over to Chun Li, who almost looked to be crying. "Are you alright?"

Chun Li just stood up and left the room, trying to hold some tears back.

"I can't blame her," Spencer said. "I feel so bad for Peter...I didn't know he went through so much." Spencer sighed, "That's one tough kid, he's got my respect for handling it like a man."

Dante groaned, "Is that all? That's all that happened to the whiney son of a bitch!?"

Spencer glared at Dante, "What did you just say!?"

"He's upset about his freaken uncle!? Well after what happened to my mother, tell me where my harem is!" Dante shouted.

"He's complaining about what happened to his ex? What about my teammates in S.T.A.R.S.?" Chris said.

Ryu growled, "He seemed to be crying half that time, that doesn't make him a man."

Spencer slammed his arm down, "YOU THINK YOU'RE THE ONLY ONES WHO'VE SUFFERED!? YOU KNOW HOW LONG I'VE BEEN WITHOUT MY WIFE!? OR THE FRIENDS I HAD WHO WENT THROUGH CRAP BECAUSE OF THE BIONIC PROJECT!?"

The Capcom guys glared at Spencer, even Leon looked surprised. "Peter handled this way better than any of us have! He moved on, none of us could let go of the hurt! THAT'S what makes him better than us!"

Spencer stood up and made his way out the room, "I hope Peter kicks your asses during the Marvel vs. Capcom stuff!"

Leon looked surprised at that and then turned to the heroes, "What was that about?"

The Capcom heroes themselves left, through they left through the balcony, leaving Leon confused.

"That was weird..."

As this happened, Chun Li had made her way downstairs where Twilight took notice of her, and her tears. "Chun Li? Are you alright?"

Chun Li nodded, "I'm fine, but where's Peter?"

At that moment, Peter had just left the lab with his friends, "So when do we go to Canterlot?"

Chun Li approached Peter and pulled him into a hug, "Oh Peter...I'm so sorry."

Peter looked surprised at this, "What's wrong? Why are you so sad all of a sudden?"

Chun Li started sobbing a bit as she rubbed Peter's mane, "I'm sorry for everything you had to go through, you don't deserve it. You're too nice of a guy."

Peter didn't get it, he just hugged back, "Um...thanks?"

Chun Li pulled away while wiping her eyes, "Listen, if you need someone to talk to, I'm here for you alright?"

Peter didn't get what was happening, suddenly he saw Spencer make his way over.

"Peter...listen, I'm sorry if I was ever a dick to you. You're a better man than I give you credit for," Spencer said.

Peter looked really confused, where did all this praise come from? Even the Marvel heroes were confused at this.

Chun Li regained her composure, trying to put on a strong face, "Sorry Peter, my emotions get the better of me sometimes. But like Spencer said, you're a strong boy...no, you're a strong man, and I respect you so much more."

Chun Li turned around to leave, "Sounds like the others are here, let's go to Canterlot."

Spencer followed Chun Li, leaving everypony else confused. Leon came downstairs and approached Peter, "You fight the weirdest enemies."

Peter just gave up, he doesn't know what's happening, but he won't ask.

Later in Canterlot, Peter and his friends have reunited with some of their friends from Marvel.

"Good to see you Cap," Peter said to one of his favorite heroes, Captain America.

"Feeling's mutual Peter, I look forward to fighting side-by-side with you," Cap said.

Iron Man is seen talking with a few mares, "So...ever been with a rich guy?" The mares rolled their eyes and walked off, leaving him dejected, "What did I say?"

Janet approached him with a look of shame, "You're an idiot Stark."

Johnny is talking with his family members, "I'm glad you're all here, really missed you."

"We missed you as well Johnny," Susan said.

"Yeah...say where's that Maud girl?" Ben asked.

"Not here, maybe you'll see her later," Johnny said.

Logan, Remy and Bobby themselves are seen talking with various X-Men, such as Cyclops, Storm, Nightcrawler, Beast, Shadowcat and even Jean Grey, who for some reason has Celestia's pet Phoenix resting on her head.

Logan noticed that. "Jean, are you aware that-"

"I know...just ignore it," Jean said.

Remy chuckled, "By the way, have you met Sunset Shimmer?"

"Who?" Jean asked. Remy pointed to Sunset, gaining some curiosity from Jean. "Wow, interesting color scheme."

Even Twilight and her friends found others to mingle with, including Twilight's Canterlot friends, such as Minuette and Moon Dancer.

"Your husband has interesting friends Twilight," Minuette said.

"Yeah...he's from quite the world I would say," Twilight said.

Applejack looked concerned, "Hope they're ready."

Mary Jane approached Peter after he he spoke to Cap, "Hey Peter, it's been a while."

Peter looked surprised, "MJ? Wow, so this is you in Pony form."

MJ looked down, "It takes getting used to...anyway I wanted to see you compete up close, I'm sure it will be great."

"I hope so," Peter said, then noticed Ryu, Chris and Dante walk over. "What is it?"

"Overrated," Dante said.

"Unimpressive," Chris said.

"Child," Ryu said.

Peter just glared at the three, suddenly two ponies stood at his side, Logan and Johnny.

"You two need to buzz off," Johnny warned.

"Like we're gonna take orders from some moron like you," Chris said.

"Yeah, why don't you just-" Dante suddenly saw more ponies come to Peter's side. It was Remy, Bobby, Janet, Deadpool and Laura.

"Quit messing with our friend," Janet warned while shaking a hoof at them like a fist.

"You nimrods best be stepping off," Remy warned while pointing away.

"Or what?" they heard. Suddenly three ponies joined the Capcom trio. Chris's best friend Jill, Dante's best friend Trish and the one who tried starting stuff, Ryu's best friend Ken. "You losers think you can beat us?"

Suddenly Cap and Iron Man stood with the Marvel heroes.

"We will fight for the pride of our world," Cap said.

Suddenly two other popular Capcom fighters arrived, Morrigan and Felicia.

"Oh, tough aren't we?" Morrigan said.

Hawkeye also stood with the Marvel fighters, "You bet we're tough."

Joining the Capcom side was another well known fighter, Mega Man.

"Capcom has never backed down from a challenge, even if it's from the same world." Others like Frank West and Viewtiful Joe stood with the Capcom warriors, standing by Mega Man as he continued speaking. "Our world has fought many tough opponents, whether it's within our world, or another world, we won't back down."

"That so?" a familiar female voice said. Suddenly Black Cat arrived to stand with Peter, "Then this should be fun."

Peter raised his eyebrow, "Felicia, you're here as well?"

Felicia of the Capcom world spoke up, "Oh wow, you're name is Felicia too!? And You're a cat!? Maybe we're sisters!"

Her fellow Capcom fighters groaned at that.

Peter shook his head, "Anyway Felicia...you wanna fight with us?"

"Hey I'm bored, I could use a challenge," Black Cat said.

"Hey bring it on, the more the merrier," Ken said.

"We're gonna defeat you not just in front of this world, your world and ours, but all the worlds. I hear more are coming, like Cloud Strife," Ryu said.

"Maybe even Jin Kazama," Ken said.

"Or Superman," Peter said.

Something about that worried the Capcom fighters, but they didn't let it show. They just continued to staredown their rivals.

Soon enough, even Chun Li, Leon and Spencer stood with the Capcom fighters, mainly from loyalty. Strider also joined in the staredown as a few other Street Fighter warriors joined. The other X-Men stood with the Marvel heroes, both sides staring down each other.

The ponies just watched as the rival teams stare each other down. This was gonna be quite a fight.

Author's Note:

Set up for a big fight.