• Published 27th Mar 2022
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Ultimate Spiders and Magic: Episode III "Genetic Conscription" - Maximus_Reborn



Spider-Man and Wolverine are forced to team up against the Unstoppable Juggernaut in order to protect a young mutant named Eris as her X-gene activates.

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Prologue: Growing Pains

Ultimate Spiders and Magic: Episode 3 “Genetic Conscription”

Tags: Adventure, Romance, Comedy, and Crossover
Characters: Peter Parker, Logan (Wolverine), Discord (Eris), Trixie, Sunset Shimmer, Aria Blaze, Nick Fury, Aunt May, Doctor Strange, and Juggernaut

Summary: A student’s x-gene activates, sending Canterlot High into yet another whirlwind of chaos. To make matters worse, several parties seem interested in her abilities. Spider-Man wants to help Eris amidst the chaos, but he has to find out who is trustworthy between Nick Fury and the gruff Wolverine… all while trying not to be flattened by the Juggernaut and avoiding the stern gaze of one Doctor Strange.

Prologue “Growing Pains”

Peter stretched his limbs overhead as he entered the homeless shelter, gesturing a wave to those waiting inside. Everyone seemingly greeted the young man with knowing smiles as he passed by. Strangely enough, this was usually the most welcoming the outside world got other than his own home, seeing that life at school and in the city was bittersweet at best. He reached the kitchen eventually, managing a smile upon spotting May behind the counter. She sorted through a box, organizing the canned goods within.

May soon peeked up, smiling sweetly. “Oh, Peter! What brings you here?”

“Had some free time once classes ended. Figured I’d stop by before heading to the lab,” Peter replied, grabbing the nearest box once May set her eyes on it. She pointed at the empty space on the counter, prompting the young man to place it there. Peter soon folded his arms, sharing a gaze with the woman. “How are things here?”

Opening the box, May began to sort through the canned goods. “Very well. We have taken in quite a few homeless from New York and brought them here. Resources are fair, and the city approved of a new grant. They seem to be quite supportive of our cause.”

Peter grinned. “It’s because everyone likes you, Aunt May. Who can say ‘no’ to you?”

May shook her head, managing a smirk before leaning over to plant a kiss on Peter’s cheek. “Ever the charmer, just like Ben.”

“Miss May!” a voice cheerfully called from behind. Both May and Peter turned as a pair of girls walked into the room with a box in hand respectively. “Where do you want these?”

“Oh, girls! Just place them on the floor by the counter,” May stated, pointing to the side.

Once the pair reached their destination, they lowered their items and revealed their identities. Sonata bounced in place and clapped happily, all while Aria exhaled and shrugged. However, they both glanced to the side at Peter after a duration, having finally noticed him, and each’s jaw dropped, with Aria and Sonata pointing in his direction.

“Hey! It’s the Spider-Gu–!” Sonata blurted out before Aria delivered a swift slap to the back of her cranium.

Aria stared blankly at her sibling, pausing to ensure nobody had heard her outburst. “We’re keeping that a secret you idiot. Don’t go blabbing to the world.” Once Sonata obliviously nodded with a smile, Aria exhaled before mildly glaring at Peter. “What are you doing here?”

Peter placed a hand over May’s shoulder, never freeing his gaze from the pair of sirens. “I’m visiting my Aunt. What about you?”

“We live here,” Aria bluntly declared, blinking as if a realization came to mind. “Wait. Your aunt?”

May glanced at her nephew, ceasing her counting momentarily. “Peter, you know these girls?” She paused, narrowing her gaze, “Hold on. How do they know about… that?”

Peter stammered about, scratching the back of his head. “You know about those magical singing seahorses I told you about earlier this week? This is them. Well, two of them, anyway.”

“So, that’s what you three have been arguing about. Now, I understand,” May stated, humming lightly.

Aria rolled her eyes, placing a hand over her forehead. “It makes sense. She’s always talked about her nephew, Peter, but I didn’t think it’d be you. She even showed us your old pictures. You don’t look anything like you used to,” Aria snorted, smirking, “God, you were such a poindexter, with your bowl cut and glasses.”

“May!” Peter whined, his face flushing to a shade of pink.

The older woman chuckled, waving a hand dismissively. “I couldn’t resist. You were so cute back then.”

Ever oblivious, Sonata emerged between the pair and smiled widely. “Your aunt’s the coolest! When we first made it here, she took us in without a second thought.”

“That’s May for you. She’d give anyone the shirt off her back if it helped them,” Peter grinned, holding up a peace sign behind May’s head as she held her hands together in a heart symbol over her chest. “She’s the best!”

“Sweetie, you flatter me,” May grinned, brushing her elbow against Peter’s torso gently.

Aria shook her head, turning to the side in an effort to hide the smile creeping onto her face. “At least now I see where you get your capacity for kindness from.”

He paused, retrieving his phone once it began to vibrate loudly. He soon nodded, before placing it back into his pocket. “We’ll talk more later. I have to make it to the lab.”

May walked up to the young man, smiling as she caressed the side of his face affectionately. “Be careful, son.”

Peter returned her smile with one of his own, placing his hand over hers briefly. He readied to depart, sharing a glance with Aria. “See you at school tomorrow.”

“Whatever,” Aria huffed, shrugging.

Sonata seemingly waved in a friendly manner, prompting Peter to do the same. However, once he reached the door, Adagio walked into the fray. The girl paused, as if her mind had to consider he was real, but she frowned, glaring intently at the young man. She glanced at everyone else in the room, dismissing May and Sonata’s presence, but shifted her glare away from Aria rather swiftly before returning her focus on Peter. Eventually, Aria scoffed while leaving the room entirely.

Eventually, Peter cleared his throat awkwardly, after what seemed like an eternity. “So, uh, no hard feelings?”

Adagio’s brow twitched at the mere sound of Peter’s voice, but she inhaled deeply before exhaling harshly, stomping past the young man. “Go choke on a pipe.”

“That… wasn’t as bad as I thought it was going to be,” Peter whispered, shrugging before departing, “Lord knows I’ve been told worse.”


Spitfire strained, gritting her teeth as she pulled herself to a standing position. The woman took in bated breaths, gripping her handlebars. Her legs wobbled under her weight, threatening to collapse, but the bracers she wore whirred, tightening over her joints. Peter alternated his gaze between the woman and his computer, typing in commands as numbers filled the screen. Suddenly, Spitfire’s limbs straightened, allowing her to stand firmly.

Octavious narrowed his gaze, placing a hand over Peter’s shoulder. “Good eye, my boy. It seems your suggestion is giving new fruit to our labor.”

Nodding, Peter managed a smile. “Yeah. Looks like the carbon fiber alloy alternative is just as supportive and doesn’t strain the muscle. Long term, it won’t do any damage.”

Folding his arms, Octavious approached the woman with a firm yet supportive gaze. “How are you feeling, Miss Spitfire?”

Spitfire exhaled, collapsing into the nearest seat as sweat poured from her forehead. “Not as good as I wanted. I can’t even stand without needing your bracers.”

Peter walked to the woman with a towel in hand before offering the item. “You’re practically learning how to walk again. It’s going to take time. All things considered, you’re still making great progress.”

Accepting the gesture, Spitfire shook her head as she wiped the sweat from her person. “I guess you’re right. I just hate how slow this feels.”

“Learning patience can be a difficult experience, but once conquered, you will find life is easier,” Octavious stated, sharing a nod with the pair. Pausing, the older man glanced at the watch on his wrist before huffing. “I believe today’s session is complete. My wife and I have dinner tonight. If I’m late, she’ll have my head. Spitfire, feel free to continue your rehabilitation. Peter, I shall see you in class tomorrow.”

Peter smiled, gesturing a thumbs up. “You got it, Doc.”

Just as he readied to depart, Octavious paused, before turning back to his younger cohort. “Oh, Peter. I almost forgot! I have a new inquiry that will be joining us soon. She’s quite talented, with a gift for mechanics and prosthetics. Her resumé is as impressive as yours. I’ll introduce you two to her, once she completes her transfer process.”

Chuckling, Peter smirked. “A new transfer? Sounds awesome.”

“Round up another member for the geek squad,” Spitfire snorted, waving a hand innocently upon receiving a playful glare from Peter.

Octavious straightened his glasses with a finger. “She’s quite stern and takes her work very seriously. I’m actually hoping she can help keep you on your toes, Parker. We must work on your tardiness.” Clearing his throat, the older man waved before departing. “But that’s a discussion for another day. See you later, and remember to lock the lab.”

Peter could only shrug, chuckling sheepishly until Octavious had exited the vicinity. He pondered, rubbing the underside of his chin. “I wonder who the new girl is?”

Spitfire huffed. “If Octavious is eyeing her, she’s as big of a dork as you.”

Blinking, Peter was slow to respond before letting out an empty laugh. “Says the pseudo dork. You’re just a dork in sheep’s clothing.”

Sobering, Spitfire’s brow furrowed. “Off topic, did you hear what happened in the gymnasium today? The basketball rim fell from its foundation. No one was hurt. I can’t tell what caused it though. That was after the fire alarm was tripped.”

Slow to respond, Peter folded his arms. “Did they find out who did it?”

Shaking her head, Spitfire scoffed. “We checked the cameras. From what they found, it was just a glitch in the system.”

Peter hummed under his breath. “Today was pretty weird. I heard most of the bathrooms’ plumbing backed up. Most of the east hallways were flooded. I feel for the janitors who have to clean it up.”

“Our faculties are usually kept up and maintained. It just feels like everything’s falling apart at once,” Spitfire responded, pursing her lip.

Waving his hand dismissively, Peter chuckled. “Sounds like my life. I’m sure it’s just one big inconvenience.”

“I wouldn’t count on it,” a voice declared from behind, causing Peter to stagger back while Spitfire glanced in its direction. A dark man emerged from the shadows with a firm glare, managing a smirk once Peter gathered his bearings. “It’s been a while, kid.”

Slack-jawed, Peter sharply pointed at the older man. “Yeah! Like over a week! Not long enough! How long have you been here? Why do you insist on stalking me in the most creepy way possible?!”

“Because you’re my business. That’s all you need to know,” Fury blankly responded, folding his arms.

Exasperated, Peter just blankly stared at the man, as his brow twitched involuntarily. “Keep talking like that, and they’ll make a documentary out of you.”

Spitfire cleared her throat. “What brings you by, Colonel Fury?”

Nick Fury huffed before taking a seat across the room. “Giving you a lead. We have Canterlot City on radar, and our energy readings spiked hard at the center of your school. We couldn’t pinpoint exactly, but there’s a student at your school who activated a ton of energy in one sitting.”

“A student did that?” Peter questioned, tilting his head to the side.

Nick Fury nodded. “A mutant to be exact. More than likely, their x-gene is activated, because they’re of age. This happens a lot.” Narrowing his gaze, the older man frowned. “I want you to find whoever is responsible and take them down. Bring them into SHIELD custody.”

Peter frowned. “Isn’t this more of an X-Men dilemma? Why do you want me to bring them in?”

“The potential of this one is far too dangerous. Based on the energy reading we got, they could level the city. Whoever is responsible may not respond well to a SHIELD agent, but they may open up to a fellow student, without incident,” Fury replied without a hint of hesitation, standing from his seat. He huffed, smiling coyly. “Pour on the charm. You’ve managed to make friends with most of your enemies so far.”

“Yeah. Now, I’m on parole for life,” Spitfire muttered under her breath. However, she quickly glanced to the side, nervously avoiding eye contact with Fury once he glared in her direction. “N-Not that I mind. It’s better than the alternative.”

Nick Fury returned his stern gaze towards Peter. “The X-Men have enough firepower as is, and right now, you’re our best chance to avoid a $#!*-ton of collateral. You can spot whoever is responsible early. Bring this mutant in peacefully. It’s a matter of national security.” Walking out of the room, Fury gave a final glance and nod. “I’ll be watching you.”

Once certain the older man had departed, Spitfire inhaled deeply before sighing. “Man, that guy sure is intense.”

Peter frowned, never averting his gaze from the direction Fury left. “He was as vague as ever.”

“What are you going to do?” Spitfire asked, arching a brow.

Slow to respond, Peter managed to share a glance with Spitfire. “Either way, he does have a point. I have to keep an eye out. It sounds like this person could be a ticking time bomb, if someone approaches them carelessly. I’ll try to find them and talk. Hopefully, we can solve this peacefully.”

"Are you going to bring them into SHIELD custody?" Spitfire questioned, furrowing her brow.

Peter frowned, scratching the back of his head. "I don't know. It doesn't seem fair to do that, if it was an accident. It doesn't help that I don't know what Fury intends to do." Tapping his foot against the floor, the young man retrieved his phone and tapped a finger against its screen. “I’ll cross that bridge when I get there. First, I'll talk with my friends tomorrow and see if they’ve noticed anything weird lately.”

Nodding, Spitfire huffed. “Good idea. I’ll keep you posted if I see or hear anything tomorrow.”

Peter’s eyes widened before he slipped the phone back into his pocket. “I’m going to check on my aunt first. I’ll catch you later.” Slipping into the back, the young man reemerged in costume with his mask in hand. "If anything turns up, call me."

"Oh, Parker! I almost forgot!" Octavious called out, walking back into the room before anyone could react. He peeked up, pausing as his words fell into his throat.

Usually quick enough to evade bullets at point blank range, Peter stood as still as a log in molasses. "Um, Doc! I, uh, was just…" he trailed off, his mouth failing to keep up with his flying thoughts. "There's a cosplay convention in town, and…!"

Spitfire cleared her throat, clapping her hands. "Pete was just showing off his costume and wanted some input."

Octavious huffed, staring intently at the pair. "I thought it was peculiar that the Great Vulture returned, and even more so that Spider-Man did the same." Blinking, Octavious eyed Peter sternly, but a small smile surfaced on his face. "Brilliant, but lazy. This certainly explains your excessive tardiness."

Peter scratched the back of his head, frowning. “I’m sorry, Doctor Octavious. I know this doesn’t look good.”

“Oh, please. Don’t apologize, dear boy. I’m thrilled, if anything!” Octavious grinned, closing the gap between himself and the young man. He traced a finger over the surface of the white spider emblem, narrowing his gaze. “Remarkable craftsmanship. The emblem looks to be made of a firm yet flexible alloy, providing protection without hindering your movement. If I had a guess, the material on your heels is made of a similar component.”

Blinking, Peter furrowed his brow. “Seriously? You seem to be taking this well. Spider-Man isn’t really popular.”

Scoffing, Octavious shook his head. “Mere propaganda from the media. I prefer reading the facts before accepting rumors,” Sobering at a thought, the older man inhaled deeply before sighing, “I was worried. I thought you were a brilliant mind that was simply lackadaisical, but I see you are already trying to lend your mind to the world. I’m proud that you are willing to make such a sacrifice at your age.”

Peter let out a relieved sigh. “So, I’m not fired?”

“Absolutely not!” Octavious quickly responded, placing both hands over Peter’s shoulders. “Your secret is safe with me! We must exchange theories! How did this come to be?”

Blinking, Peter chuckled. “Well, I was bitten by a spider at an Oscorp convention.”

“Genetically-engineered or radioactive?” Octavious questioned, pacing in place before retrieving a syringe from the nearest counter. “Mind if we extract a blood sample and find out? The possibilities are endless!”

Spitfire chuckled under her breath, shaking her head as Octavious and Peter dove deeper into their conversation. “Oh, yeah. This is exactly how I pictured the day going.”


The next day, students filled the hallways as normal. The janitor, garbed in a full-body blue jumpsuit, swept at the floor, pausing to pull the hair of his long snow-white goatee on his chin before resuming. Once the bell rang, many students began to head towards the first class. The gray-skinned man chuckled, placing his broom down momentarily. However, a tanned girl approached the man from behind, tugging at his sleeve.

He turned, peeking down at the culprit, and his bright crimson and yellow eyes widened before softening. “Oh, Eris! I thought you would have been in class by now,” the man stated, grabbing a cloth and spray bottle from his cart. He brushed the wrinkles out of his blue uniform before beginning his task. “What’s the matter? You’ll be late, if you don’t hurry.”

The girl shifted her crimson gaze to the side, holding out her trembling hand as white energy sparkled from her palm, her snow-white and black hair whipping back wildly. “It’s happening again. I’m so nervous that I can’t think straight.”

The surrounding lockers shook as tremors coursed through the walls. However, the man gripped the girl’s hand, exhaling while the energies she emitted dissipated. The tremors quickly ceased, allowing the pair to let out a conjoined sigh of relief.

Eris looked at her hand with a furrowed brow, biting down on her lip with a lone sharp fang. “You always told me to just be myself! Now, I have to keep myself contained? That’s not fair!”

The man exhaled, turning to spray the nearest set of lockers. “I know, sweetheart, but that’s changed, now that your powers are activating. Until we get control, you have to keep things under wraps.” He began to wipe away at the surface, kneeling. “We knew this day was coming, but your powers are far more potent than I anticipated. The last thing we need is for everyone to find out what’s going on. You’ll quickly become the talk of the town.”

Eris snorted, folding her arms while her body began to levitate from the ground. “Isn’t that the whole reason we moved here? Wasn’t it because the people here are more understanding of the unusual than everywhere else?”

“More or less, but it’s still unusual,” the man stated, reaching out with his free hand before pulling the girl back to the ground by her leg. He narrowed his gaze, exhaling. “Plus, if your powers are active, there’s a chance that he might show, and I warned you about what would happen if we crossed paths,” Pausing, his brow furrowed, “Where are your mother’s gloves?”

She reached into her pants pocket, retrieving a pair of yellow gloves before sliding them over her hands. “I know. You sure it’s even going to be the same guy? That was so long ago.”

The man shuddered as a dismayed expression formed on his face. “Considering what happened the last time, I’d rather not chance it. The mere thought of you sharing such a fate troubles me so.” Clearing his throat, the man stood before sharing a glance with the girl. “Go to class, sweetheart. We’ll talk later. Try not to bring attention to yourself. Remember to think calm thoughts.”

Inhaling deeply before sighing, Eris brushed the wrinkles from her vest and pants before shrugging haplessly. “Sure thing, Dad, but where’s the fun in that?”

Watching the girl depart, the man shook his head. “One of us has to be the responsible one. I just hate that it has to be me.”


Within the parking lot of Canterlot High, a man rode to a stop on a dark motorcycle with dog tags around his neck. He stood from the vehicle, narrowing his gaze at the school. His gruff exterior stiffened as he sniffed the air, growling under his breath. He straightened his leather jacket and frowned.

“Looks like the place. Chuck was on the money again,” he gruffily muttered, arching a brow as a pair of colorful individuals walked past. Huffing, he straightened his posture. “Better find the kid, before trouble gets here.”

To be continued…