The Superific Spider-Mare

by Rabuiods

First published

Pinkie Pie recieves super powers

Pinkie Pie receives super powers, and learns what it means to be a hero.

Chapter 1

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“Mr. Cake! I know I can do it, just give me a chance!”

“Pinkie, I know you really want to start your own bakery, but I don’t think you’re ready. It’s a big responsibility. “

“But I babysit the twins when you and Mrs. Cake are busy! That’s a big responsibility too!”

Mr. Cake smiled as he put a hoof on the pink pony’s shoulder.

“You’re right Pinkie, babysitting is a big responsibility, but running a business is different. There are hundreds of laws and regulations you have to follow.”

“Can’t I just make the desserts and have somepony else do the hard stuff?”

"Well, you could” the baker said, placing a cooking sheet in the oven. “But the more money you spend on employees, you make even less money for yourself. That’s why Mrs. Cake and I share responsibilities.”


“Mrs. Cake pays the bills and handles the other bookwork, while I manage orders, inventory, and upkeep of the store.”

The effervescent pony sighed, taking a seat on a stool.

“I guess you’re right, running a business sounds a lot harder than babysitting.”

“Don’t worry Pinkie!” Mr. Cake said, taking his hoof off her shoulder and mussing her hair. “You are a great baker. You are destined for bigger and better things, but right now, you’re destined to deliver this cake. Now go.”

Grabbing the dessert, Pinkie bounced out the door, ready to fulfill her destiny for the time being.


“Hey Pinkie! Long time no see!”

Turning to see who had called her, Pinkie’s eyes lit up! It was her newest friend, Gray Shade. The stallion with light gray fur and a dark gray mane moved to Ponyville about a month ago, and the enthusiastic pink pony was the first one to introduce herself. From that moment on, Pinkie always felt a little extra happy when she was around him.

Gray Shade is most handsome stallion in Ponyville, too bad he’s dating Flitter…

“Hiya Gray Shade! What’s up?”

“Not much, I was just on my way to the salon to pick up Flitter when I saw you. I haven’t seen you around much, so I wanted to say hi.”

The stallion gave Pinkie a friendly hug, which made her melt a little inside.

“So, where have you been hiding?”

“I haven’t been hiding silly! I have been super duper busy at Sugar Cube Corner! There have been so many weddings and parties lately, I haven’t had a lot of time for fun!”

“Oh, I see… I should stop by the bakery next time I want to say hi.”

The part of the mare that didn’t melt when she received the hug, did after hearing those words.

“That’s so nice, but you don’t need to come visit me! Besides, won’t Flitter get mad?”

“You were the first pony to make me feel welcome. I don’t NEED to go visit you, I WANT to visit you.”

visit you. It’s what friends do.”


Before the pink earthpony could get another word in, two mares with light purple fur trotted over to Pinkie and Gray Shade.

“You were supposed to meet me at the salon so we could go out to dinner!”

“I know Flitter, but I haven’t seen Pinkie in so long. I wanted to say hi.”

The pegaus stared at the Pinkie Pie, then back at her boyfriend.

“Well, you said hi. Mission accomplished, can we go now?

The stallion rolled his eyes and began to walk towards the restaurant he would be taking his girlfriend.

“Bye Pinkie! Don’t be a stranger!”

The bouncy pony was interrupted for the second time in a matter of minutes when Flitter pulled her away.

“You know he’s my boyfriend right?”

Looking away from Flitter, she glanced at Cloud Chaser. The mare glared at Pinkie, cracking her hooves.

“Yep! I just wanted to say hello! We are friends after all, no worries Flitter!”

“Good…it better stay that way.”

The two mares strutted away, leaving the element of laughter alone with her thoughts.

It’s none of my business, but I think Gray Shade could do much better than Flitter. Oh well, as long as he’s happy, I’m happy…I think.


When Pinkie made it back to the bakery after her delivery, she was surprised to see the Cakes sitting at a table in front of the store, instead of in the back working. Mrs. Caked motioned for her to come join them at the table, where the married couple sat with another stallion sat.

“Pinkie dear, you know Filthy Rich, right?”

She looked at the business man sitting across from her.

“Sure do! You’re the richest pony in town! You also own Rich’s Barnyard Bargains!”

“That would be me.” The proud stallion remarked, patting the mare on the head. “This is one smart pony you have here Carrot. Let me ask you something Punky.”

“My name isn’t Punky, its Pinkie!”

The savvy businesspony ignored his mistake.

“What do you want to do with your life?”

“I want to open my own bakery someday.”

“Why wait? Why not open a bakery now?”

“Well, Mr. Cake said I have a lot to learn about business and responsibility first.”

“Ponyfeathers, why I-“


Filthy Rich and Pinkie Pie turned to Mr. Cake, who had cleared his throat for some reason.

“…I mean Mr. Cake is correct, young lady. It’s best to learn now in order to avoid mistakes later.”

Finishing his talk with the pink pony, he resumed his conversation with the Cakes.

“Are you sure you aren’t interested Carrot? This is a mighty generous offer I am giving you.”

Wrapping a frontleg around his wife, he told Filthy Rich he was sure.

“Now is not the right time to uproot our family, as a father yourself, I’m sure you understand.
Plus, this place has a lot of sentimental value to us. I’m sorry Mr. Rich, but no deal.”

Nodding, the business pony stuck out a hoof and shook with the baker.

“I understand. If anything ever changes, make sure that I am the first to know.”

As the disappointed stallion left the building, Pinkie asked what that was all about.

“Well Pinkie, Mr. Rich asked us if we would be interested in selling this building to him.
Apparently, it’s a good location because we get a of hoof traffic.”

“How much money did he offer you?! WAS IT A BILLION BITS?”

Mr. Cake told her to see for herself, as he slid the proposal across the table. Looking up from the paper, she wasn’t impressed.

“That’s it? No wonder why you didn’t accept his offer, I though Filthy Rich was…well…filthy rich.”

“It’s actually a generous offer, Pinkie. Compared to what we paid for this house, we would make out like bandits.”

The perplex pony began rubbing her chin, trying to discover the meaning behind her mentors words.

“What does kissing have to do with selling the bakery?”

Both Cakes placed their heads in their hooves.

“That’s…never mind. If I sold the bakery, ponies would have to make their own treats or travel all the way to Canterlot. Ponies in this town depend on us whether you realize it or not.

“I think I get it now! It’s your responsibility to keep the bakery open, so you can keep Ponyville happy!”

“That’s right, Pinkie!”

“I hope that one day, I can become as important as you, Mr. Cake.”

Feeling moved, the stallion walked over to the young mare and wrapped his hooves around her.

“You are very important Pinkie. Not a day goes by without somepony telling Mrs. Cake or myself that you cheered them up, made them laugh, or gave them a moment of your time. It takes a very special pony to have that much power.”

Breaking the hug, but still keeping his hooves on her shoulders, Mr. Cake asked Pinkie to recite his motto.

“Why do I have to say it if? Don’t you know it already?”


Feeling very annoyed, she rolled her eyes as she recited the saying with a monotonous tone.

“With great power comes great responsibility.”

“That’s my girl!” The proud baker pulled Pinkie in for a kiss on the top of her head, and told her to get some sleep. “We have a big day ahead of us.”


“Pinkie dear, are you finished with that order?”

“Yes Mrs. Cake! Half a dozen cupcakes ready to be delivered to…where exactly are these cupcakes going?”

Picking up the order sheet, Mrs. Cake informed the delivery mare Twilight Sparkle had ordered them.

What would Twilight need six cupcakes for...I hope my friends aren’t having a party without me!

Wondering if she still had Madame Leflour’s address, Pinkie Pie made her way to the library. During the trip, she became lost in her own little world, as she often did.

La la la la, boy it is such a wonderful day! Everypony is so happy, I love it! Wait a minute!
That pony over there isn’t happy! Sorry Twilight, unhappy ponies always come first!

“Hey Mr. Frowny Face, why you so-“

The upset stallion turned around. It was Gray Shade.

“Hiya Gray Shade! What’s wrong?”

The gray pony proceeded to tell his pink friend he just broke up with Flitter.

“She was insanely jealous of every other mare in town. Can you believe that?”

Pinkie thought about her interaction with Flitter and Cloud Chaser the day before.

“Nope, that sounds very unlike her! She is usually so nice.”

“Yeah, that’s what I thought, until this morning. My mom stopped by to see me, and Flitter thought she was just another mare, so she had Cloud Chaser tell her a thing or two. They made her feel very uncomfortable, and I don’t think that’s right.”

Looking at the clock tower in the distance, the perturbed pony climbed to his hooves.

“I’m sorry, but I have to get to work, shelves aren’t going to stock themselves.”

Knowing her best friend wouldn’t mind, the bubbly earthpony reached into the cupcake box and offered one to Gray Shade.

“Cupcakes usually make me feel better when I am sad!”

Taking a bite of the chocolate dessert, he began to smile.

“I feel better already, thank you Pinkie.”

“No problem! Glad I could help!”

Before she could resume her delivery job, Gray Shade grabbed her hoof.

“I was wondering Pinkie…would you like to go out to eat sometime?”

The grin that was spread across her face was so massive, it made speaking impossible. Luckily, a nod was a suitable answer for the stallion.

“I’ll stop by Sugarcube Corner when this mess with Flitter is worked out.”

With a little extra spring in her bounce, she made it to the library in no time. Twilight answered the door on the first knock.

“Hiya Twilight, I have cupcakes!”

“Thank you Pinkie! For some reason, I have been craving cupcakes all day!”

Taking the box, the unicorn opened it and peeked inside.

“I thought I ordered six cupcakes...”

Claiming to have no idea what she was talking about, Pinkie changed the subject.

“Twilight, what are you doing inside on such a beautiful day?”

“I am doing important research for the princess.”

“Oooo! What kind of research?”

“There is a science lab in Canterlot that claims that their waste has no harm on the environment. I am the only pony that Princess Celestia trusts to discover whether the claim is true.”

“Neat! Are those ponies telling the truth?”

“Take a look for yourself.”

Twilight lead her friend to the basement. In the corner was a barrel with a strange glowing liquid inside. The unicorn carefully took a drop of the waste material and placed on a flower. After a few moments, the flower began to whither, and then burst into flames.

Pinkie thought it was the funniest thing in the world.

“Do it again, do it again!”

“Pinkie, don’t you realize what this means!”

The pink mare’s eyes slowly started to glaze over.

“If this lab continues to dump this waste into the wild, wildlife in Equestria is in serious trouble!”

“Twilight, you’re overreacting. So what if one flower doesn’t like the waste, other plants might!”

Twilight considered explaining the odds of that actually happening, but she didn’t waste her breath. She knew Pinkie wouldn’t understand anyway.

“Look, I tested many other forms of life from around Ponyville and Canterlot. They all react the same way.”
Looking at the samples Twilight had on her desk, she noticed some of them were moving.

“What’s in that case over there?”

Taking a look in the direction Pinkie was referencing, she told her friend they were spiders that she caught earlier that morning.

“Uh oh…you better not tell Fluttershy you’re using live creatures.”

“Pinkie, they are just spiders. I don’t think-“

“Remember the time Sweet Apple Acres had a fruit fly problem? Remember how Fluttershy reacted when Applejack tried disposing of them?

Taking a moment to think, the lavender unicorn sighed heavily.

“She chained herself to Big Mac’s plow…”

“Yep, and she refused to move until Applejack stopped killing those poor flies.”

“Maybe I should get rid of them before Fluttershy finds out, but I am not sure how…”

Pinkie grabbed the case by the lid, but was unaware that it wasn’t fastened to the container. It fell to the floor, giving the contents a chance to escape.


“Aw, I’m sorry Twilight. Let me help!”

“NO! I don’t want you getting hurt, I’ll take care of it.

Using her magic, Twilight began picking up the spiders one by one. After a few minutes of searching, she counted the ones she collected.

“One, two, three, four…there is only one left. We need to find it.”

“Okie Doki Loki!”

Watching the floor around her, Pinkie blindly grabbed a cupcake. Without as much as a second though, she took a bite.


What was that?! I didn’t add any nuts...

Closely examining, she saw what looked like a spider leg, clearly visible on the white frosting.

“Uhh…Twilight, I think I found the last Spider.

“Great! Where is it?”

The nervous mare showed her friend the cupcake. Twilight placed a hoof on her forehead.

“Pinkie…please don’t tell me you ate it.”

“Ok, I won’t tell you I ate it.”

The unicorn grabbed the earthpony and pulled her close.

“HOW COULD YOU DO SUCH A THING? Do you have any idea how dangerous this waste is?!

“It’s not like I ate it on purpose!”

The panicked pony quickly used her magic to grab a quill and some parchment.

“Ok, tell me how you feeling right now?”

“Well, I feel…I feel…”

Pinkie fell to the floor, her legs began to twitch.


Twilight ran over to her friend, willing to do anything to help her friend!

“Is there anything I can do?!”

“I need…I need…”

Grabbing the sick earthpony’s shoulders, Twilight desperately started to shake her.


“I need…a…cupcake.”

That was not the answer the unicorn expected to here.

“How is a cupcake going to help?

“Because…I’m hungry.”

The pink pony suddenly sat up, scaring the daylights of her friend.

“Gotcha! Well, gotcha about feeling sick. I really do want a cupcake.”

Twilight shook her head, using magic to grab a cupcake from the box.

“Pinkie, I need you to be serious! Are you feeling alright?”

“I feel fine!”

Almost immediately after saying she felt fine, dizziness began to set in.

“Actually, my head kinda hurts. Maybe I should go home and lie down.”

“I should probably take you to the hospital!”

“Aw, come on Twilight! It’s nothing a nap can’t cure!”

Reluctantly, Twilight let her friend leave without seeing a doctor.

“I will be checking on you tomorrow, just to make sure you’re ok.”

Making her way into the fresh air, Pinkie’s headache subsided a bit. She still felt dizzy, so walking back to the bakery was proving to be a bit of a challenge.


Turning around, the earthpony saw Flitter and Cloud Chaser fly toward her.

“Word on the street is that Gray Shade has already asked you out!”

Pinkie looked at the ground beneath her hooves.

“I don’t see words in the street...are you sure you aren’t seeing things, Flitter?

Both pegasi ponies began to move closer to the defenseless pink mare. She had one way out of this mess, and she was going to take it.


Flitter and Cloud Chaser didn’t see anything behind them, but they did see Pinkie sprinting down the street in front of them.

I am no match for the two of them! I know, I will lose them in the alley up there!

She ran into the alley hoping to evade the ponies chasing her, but the wall blocking her escape made those hopes disappear.

Great...out of all the alleys in Ponyville, I run into the one with a dead end. How am i going to get out?”

With Flitter and Cloud Chaser closing in, she decided her only hope was to get over the wall somehow.

I know, I’ll use a hop, skip and jump!

Taking a few steps back, she planned on leaping over the barrier.

It’s not very high, just move my little rump, I can make it if I try with a HOP, SKIP AND JUMP!

After her skip, she jumped high into the air...and hit the wall with a dull thud.

Too much skip, not enough hop.

Pinkie climbed to her hooves and had another idea. She began stack trash cans on top of each other, creating a makeshift step ladder.

“Come on Cloud Chaser, she ran down this way!”

Once the earthpony was at the top of the cans, she was still a few hooves short.

Ugh...I am so close to the tippy top!

The unstable structure started to crumble under her, so she knew what she had to do. She made one last lunge toward the top, hoping that she would grab it.

NO! Wait, What’s happening?

Instead of managing to hang on to the edge, she was sticking to the wall. She took this opportunity to finish her task, finally throwing herself over the wall before the pegasus ponies could catch her.

“I thought she went down this way!”

“She did! I saw her!”

“Whatever Flitter, maybe Pinkie is right. I think you are seeing things.”

Pinkie sat with her back against the wall she just climbed over. Trying to piece together what just happened.

How did I stick to the wall? That was weird...

She walked over to a nearby building and placed one hoof on the wall. To her surprise, it stick once again.

How in Equestria am I doing this? Actually, I don’t really care...WHEEE!

After climbing to the top of the building, the mare looked at her hooves, trying to find an explanation for her new abilities. She couldn’t see anything, but she did hear something. It was her tummy rumbling.

Man, I’m starving! I haven’t eaten since...

At that moment, Pinkie figured out the origin of her skills.

I wonder if the spider I ate had anything to do with this. I need to get back to the bakery.

Opting to run along the rooftops instead of the ground, the pink pony was having the time of her life! She enjoyed the thrill of jumping over the small gaps between buildings, but her fun came to a halt when she ran out of roof to run on. There, across the street, sat Sugarcube Corner. Pinkie thought about climbing down, but she another idea.

I wonder if I can jump all the way across the street...

Running toward the edge, she took a chance and leaped off the side of the building. To her surprise, she made the jump quite easily. She jumped off the roof and ran inside.

“Pinkie, where have you been?”

“I’m sorry Mrs. Cake, I was delivering Twilight’s cupcakes, then I started feeling sick.”

Mrs. Cake placed her hoof against Pinkie’s forehead.

“Oh my, you are feeling warm! You were feeling sick when you left, I wonder what could have happened.”

“I don’t know Mrs. Cake, maybe I caught a bug.

“Well, you should get some sleep. A good nights rest can do wonders for a sick pony.”

Going to bed, Pinkie walked into the living room. She wanted some reading material to help her sleep.

Q...R...S! Here is it! The encyclopedia for things starting with S!

Once in her room with the door shut, she climbed into bed. She found the entry on spiders and started to read.

...hmm. This book says that spiders can lift objects that are bigger and heavier than they are...I wonder if I can do that...

Waiting for the Cakes to fall asleep, Pinkie quietly trotted to the kitchen. Stopping in front of the oven, she placed a hoof on each side and attempted to lift the heavy object. To her surprise, she lifted the object with ease.

I can’t believe I have super spider powers! Life just became a lot more interesting.

Chapter 2

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Pinkie was awake early the next morning. She had a difficult time sleeping, mostly from the excitement of gaining super powers. After reading everything she could about spiders, she felt that only one thing was missing.

I wish I had webs! That would be so superific! I could swing around and tie things up!

“Pinkie, can you come down here please?”

The pink pony rushed downstairs.

“What’s up Mrs. Cake?”

“We’re out of flour; can you run down to the basement and grab a sack?”

“Oki Doki Loki!”

The super powered pony could not keep her mind off webs as she emerged from the cellar moments later.

Maybe I could make my own webs! I’ve never been good at chemistry though…oh well. Maybe there is another way…


Mr. Cake’s angry tone startled the mare, causing her to drop the bag of flour on the floor. He appeared in the kitchen holding a piece of taffy.

“What have I told you about leaving your sweets where Pound and Pumpkin can get them? Most candy, especially taffy can be very dangerous to foals.”

Pinkies eyes lit up, hearing the word taffy.

That’s it! Taffy! I’m sure I can melt the taffy and use it for webbing! I’ll be like a real spider after all!

While Mr. Cake continued speech, Pinkie nodded attentively. She was too busy thinking about webs to pay attention to him.

Maybe I can add some bubble gum too, just to give it a little extra stickiness!

“So, do we have a deal?”

Pinkie nodded, so the satisfied stallion walked away.

Great…what did I just agree too? Oh well, I’m sure I’ll find out eventually…


After a few minutes on the stove, Pinkie’s candy concoction was done. She was ready to test it, but there was another issue.

Great, now I have this super duper webbing, but how am I supposed to use it? Throwing it seems silly.

She thought about modifying her party cannon, but decided against it. She started looking around the kitchen, to see if there was anything she could use. Watching Mrs. Cake decorate a fresh batch of cupcakes, she had an idea.
Maybe a pastry bag will work!

Walking over to the supply drawer, the pink pony placed an extra pastry bag on her forehoof.
Aw nutmeg, this won’t work, I need two hooves to operate one bag. Maybe I could use a few of Mr. Cakes watches or something. Wait! Or SOMETHING!

Pinkie ran upstairs to her bedroom and dove under her bed. She emerged seconds later, a box marked PINKIE’S PRANKS clenched in her hooves. Ripping the lip off, she began to dig feverishly for a particular item.

Let’s see…Whoopee cushion? No…Dribble glass? No…AH HA!

The giddy mare found what she was looking for, two hoofshake buzzers. She took them to the cellar, where Mr. Cake kept an assortment of tools, primarily used for fixing the small appliances used in the bakery. Having built her party cannon, she figured that two small devices for her hooves wouldn’t be too hard to create.

Just need to put this thingy on the doohickey, then attached the watchamacallit and…DONE!

The super pony was finally finished with her hoof mounted projectile weapon, or “web shooters” as she liked to call them. Eager to give her new toys a spin, she looked around the room for targets. Her first challenge was the open window. She raised her hooves to the target in front of her, took aim, and fired.

*Zip* *Smack*

Two pink strands of taffy and gum shot from her hooves and attached to the window. With a gentle tug, the panes shut with a small click. Pinkie was overjoyed!


The mare with the sticky hooves found her next target. It was in the form of a toothless alligator.

“Alright Gummy…come to mommy!”

Once again, she easily pulled the webbing after it hit her target. Her pet sailed across the room and into her outstretched front legs.

“Mommy is sorry she disturbed you! Now you be a good gator and go back to your nap!”

Pinkie jumped to the ceiling, looking down at her room. Before she could find a new target, she heard a knock on her door.

“Pinkie, it’s Twilight, I wanted to check on you!”

Out of fear of being discovered, the pink pony shot webbing at her door, preventing anypony from coming in.

“Hi Twilight! I’m doing great, my headache went away and I feel super!”

“That’s great to hear! The girls and I are going out to lunch, would you like to come?”

Looking at her web shooters, the mare politely declined. She wanted more time to practice her new skills. The unicorn in the hallway was confused, it wasn’t like Pinkie to decline an invitation.

“Are you sure you are feeling ok? What are you doing in there?”


All Pinkie could do was look at her hooves, firmly planted on the ceiling.

“…just hanging out.”

The door knob started to turn, but Pinkie’s webbing was a lot stronger than she thought. The door wouldn’t move, let alone open.

“Why is your door locked, Pinkie?”

“It’s not locked. My door is weird…sometimes it sticks.”

“Oh…well, if you aren’t busy later you should stop by the library. The girls may come over after lunch”

“That sounds fun! If I have a few minutes, I’ll swing by.”

As Twilight’s hoofsteps faded, Pinkie eased herself back to the floor. While hanging upside down with assistance from a strand of webbing, she suspended herself right above her pet gator.

“Boy Gummy, good thing Twilight didn’t come in. We narrowly avoided a sticky situation.”


Pinkie was thrilled when nightfall arrived. The pink pony wanted to see what her new powers could do outside of the confines of her room.

Wait! I can’t go out like this! I need a disguise!

She opened her closet, looking for an article of clothing big enough to cover her body. At the very end of the rack, a dusty trench coat caught the mare’s eye.

That would be perfect! Nopony can see my cutie mark through this thing! Now what should I do about my mane?

The creative pony cut holes in a small paper bag and placed it on her head.

Nopony is going to recognize me dressed like this! I just need one more thing…

Adding a pair of novelty glasses to her costume, the bubbly mare could hardly contain herself. She climbed onto the roof of the bakery, looking over the place she called home.

Wow, everything looks so nice up here! No wonder why Rainbow Dash flies all the time.

Holding her left hoof out, Pinkie shot a string of webbing toward a sturdy tree branch. After making sure the substance was properly fastened, the brave pony jumped off the building.

Web swinging is so super terrific, I never want to stop!

Moments later, the webbing had lost its momentum, which meant the pony was just hanging from the tree. A mother and a colt walked by, taking a moment to look at the pony hanging from a pink rope.

“Mommy, what is that pony doing in the tree?”

The mother wasn’t sure, so she asked Pinkie.

“I’m...checking the durability of these tree branches.”

The mother asked why she would do such a thing.

“How would you like it if a loose branch fell on your son when was walking home from school? NOPONY TAKES MY JOB SERIOUSLY!”

The worried mother told her son to keep walking as they quickly moved away from the pony in the tree. When they were out of sight, suspend pony let out a sigh of relief.

Phew, good thing I’m wearing my costume, otherwise that could have been horrible.

Ready to give web swinging another try, she jumped off the roof of the bakery. As she fell toward the ground, her right web shooter was directed toward the same branch she was attached to a few minutes prior.


Before she could do anything about it, Pinkie crashed through the stand that sold cherries.

Oh man, this sure is the pits. I really hope I get the hang of web swinging.

After a few more failed attempts, the ecstatic mare finally learned the proper way to web swing. Leaving the city limits, she began to travel the Ponyville countryside from the air, which was a whole new experience for the earthpony.

Everything looks so pretty from up here! Hey, what are Applejack and Big Mac doing up so late?

Landing quietly in a nearby tree, Pinkie could see that her friends weren’t up late. The lights belonged to two stallions she didn’t recognize.

“Hurry it up will ya? I want to get these apples back to Fillydelphia before they spoil!”

“Why are we doing this again?”

“I already told you, we can make a huge profit by selling these apples back in Filly.”

*Gasp* these ponys are stealing Applejack’s hard work! I wish somepony could stop them.

At that moment, Pinkie looked at her hooves. Realizing she was the pony that could stop them, the mare swung to the tree the thieves were picking from. Quietly, she suspended herself behind the ponies, waiting for the right moment to strike.

“And what do you think you two are doing?”

The startled stallion hastily turned around.

“What the…who are you?”

“My name is Pin-“

The pink pony stopped herself mind sentence. She almost revealed her secret identity, which would only mean terrible things in the future.

“My name isn’t important. What’s important is you two are stealing fruit from the hardworking ponies that live here…and I hate ponies that steal.”

The thieves laughed as the costumed pony dropped to the ground.

“You think some freak in a pair of funny glasses is going to stop us? Just try it!”

One of the stallions charged at Pinkie, pulling a hoof back. A moment before impact, she felt her Pinkie sense kick in. She watched the attacking hoof slow to a crawl giving her time to avoid getting punched.

That’s weird, my Pinkie Sense has never done that before! It must have changed because of the spider bite!”

After the danger passed, things returned to normal speed. The assaulting stallion was dumbfounded, he couldn’t believe that Pinkie avoided his attack so easily.

“My turn” she cried, delivering a punch of her own.

The pony sailed backwards, stopping after hitting a tree. His partner threw an empty apple basket toward the hero and ran away, hoping to avoid the same fate as his friend. Easily dodging the basket, Pinkie grabbed it with assistance of her webs. Using her weapons like a sling, she launched the basket towards the escaping pony.

“A tisket, a tasket, I think you dropped your basket!”

The basket connected with the second thief, knocking him to the ground. With the help of her super strength, she picked up the stallions and placed them against the trunk of a nearby tree. To prevent them from escaping, she stuck them to a tree.

“There! That ought to hold you until the police arrive, hopefully they have scissors…or a big appetite.”

In the distance, Pinkie heard her friend in the distance. She climbed into a nearby tree, eager to see what Applejack thought of her handiwork.

“I FOUND ‘EM BIG MAC! I told ya we had apple rustlers! Huh, it looks like somepony took care of them for us already. Too bad, I was looking forward introducing em’ to Bucky McGillicuddy and Kicks McGee.”


The orange earthpony asked one of the raiders why they were stuck to a tree.”

“Some crazy pony put us here! She wore a bag and glasses on her head and shot pink stuff from her hooves.”

“Right…where’s this crazy lookin’ pony now?”

The robbers didn’t have a chance to give the country pony directions. Applejack turned around, just in time to see the mysterious pony in question jump from a tree. She moved quickly through the night sky, using strings of some kind.

“Well I’ll be…Big Mac, you see that?”



Stopping those apple stealers was so fun!

Pinkie continued to web swing through Ponyville, thinking about what she just accomplished. The feeling of danger and excitement was a feeling she had relive. It was at that moment, Pinkamena Diane Pie decided to use her powers to help protect the citizens of Ponyville from bad ponies.

If I am going to continue to do this…I’m going to need more taffy. Oooo Rich’s Barnyard Bargains is open!

The pink pony stopped at the twenty four hour store, with every intention of buying all the taffy she could. Unfamiliar with the store’s layout, she asked an employee where she could find candy. Struggling to contain his laughter, the stock colt told her candy was in the back.

Why was that pony laughing at me? Did I say something funny? Oooo look at all the taffy!

Filling her saddlebags with all the taffy she could carry, she walked to the front of the store. She could feel the other ponies staring at her as she walked by. The feeling was starting to bother her, and worst of all, she couldn’t find a reason for the stares.

As the clerk began to ring up her treats, he tried to get a conversation going with the mystified mare.

“Must be one heck of a party you’re going to.”

Pinkie had no idea what the clerk was talking about.

“You know, a costume party. The only reason you’re buying all this candy and wearing that silly outfit is because you’re going to a costume party…right?”

It was at that moment she realized her disguise was still on: A trench coat, a paper bag over her head, and a pair of novelty glasses.

Oh…that explains why everypony was staring at me.

“Yeah, I’m going to super terrific…costume party.”

“Can I come along? I love parties!”

After explaining that the party was invite only, the costumed pony grabbed her purchases and returned to the bakery. Crawling into her bedroom, Pinkie decided that if she was going to continue to help Ponyville, she would need a super name to match her super powers.

“The Super-Spider…no, the Amazing-Arachnid…no, THE SPIDER-PONY!”

She loved the name Spider Pony, but it needed something to make her more identifiable.

I’m not a pony, I’m a mare…THAT’S IT! SPIDER-MARE!

Now that she finally had a name, Pinkie realized she would need a proper costume.

I’ll talk to Rarity tomorrow. Maybe she can help me with a superific spider costume.


The next morning, Rarity angrily moved to her front door.


The pearly white unicorn ripped the entrance to her boutique open, expecting to see a customer. Instead, nopony was there.

“WELL! I must say that it is incredibly rude to get a lady flustered like that for no apparent reason!

As she turned to go back inside, the fashionista noticed a pink blob stuck to her door.

“My word, these…RUFFIANS have vandalized my poor store!

After a few minutes, Rarity managed to remove the blemish from her once spotless boutique.

“Is this taffy!? Who would place taffy on a…oh, a letter!”

Dear Carousel Boutique Owner,

As Ponyville’s newest hero, I am in need of a costume. Enclosed are enough bits to get the job done, and the sizes for said outfit. You pick the colors, just as long as pink isn’t one of them. It should be in two parts, a mask and a body suit. On the flank where the cutie mark should be, I would like a big spider! When it is finished, leave it in a box on your stoop.


PS-It would be best to keep this between us, I wouldn’t want anything to happen to you.
PPS-I mean it, NO pink on the costume!

After slaving away on the mysterious ponies costume all day, the exhausted unicorn placed it on her stoop as instructed, but remained on the stoop with the parcel as well. She was curious to see who this new hero. Suddenly, a pink strand shot from the roof of the boutique and attached itself to the package. Before Rarity could process what just happened, the box was lifted off the ground and returned to the origin of the odd string.

Before she could return to her store, an envelope fluttered down from the boutique roof. Inside was a simple note with two words

Thank you!

With her new outfit tucked under her arm, Pinkie carefully sprinted across the rooftops, eager to try it on. Reaching the safety of her room, she locked the door and closed her blinds. Opening the box, she held her new mask in her hooves.

This…is…SUPER! Rarity did a fantastic job! I love, love, love everything about it!

The pink pony admired her reflection after stepping into the costume. Slowly sliding the mask over her face, she couldn’t believe what was looking back at her.

I can’t believe I’m finally a superhero! I have powers, and a costume! The only other thing I need is a theme song!


“Daddy, are you ok?”

Diamond Tiara walked into her father’s study, watching him carefully sip from a glass.

“Why yes I am sweetheart, I’m just thinking, that’s all.” Taking a sip of his brandy, he explained how he failed to acquire the deed to Sugar Cube Corner. “That property could put mean great things for the future of Rich’s Barnyard bargains…”

“But dad, isn’t your store doing well already?”

“Yes, it’s doing fine, but I want to expand. Since my current store is on the outskirts of town, it isn’t as accessible to everypony.

Think about it Diamond Tiara, if Rich’s Barnyard Bargains were to move to the center of Ponyville, we would be rich! Well…richer.”

With his daughter on his lap, Filthy Rich continued to explain why he wanted to purchase the bakery.

“The bakery is also quite close to the train depot. Instead of buying overpriced food and souvenirs at the station, they could take a short walk to the new Rich’s Barnyard Bargains and buy the same goods for less. If only the Cakes’ weren’t so attached to the place, we could expand the store to Canterlot and other cities.”

“You can’t give up dad! Maybe you could try a different approach?”

What do you mean a different approach? I’ve relied on my charm as long as I can remember.

“That’s my point! Maybe if you were more assertive, you may get different results.”

The stallion started to respond, but his daughter’s words echoed in his head.

“Maybe…maybe you’re right. I’ve been friends with the Cakes for years. Perhaps a change in my sales pitch could give me the edge I need.”

“It will dad, trust me.”

Wrapping his hooves around his daughter, he asked how she could be so sure.

“Just trust me dad. By the way, can you buy me a new tiara? With even MORE diamonds than this one?”

“Sweetheart, I just bought you one for your birthday…”


The startled stallion jumped to his hooves, reassuring his little filly that she would get the best tiara in town. The filly could only grin as her father escorted her to the jewelry store.

I told him assertiveness works.

Chapter 3

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“Pinkie, can you come out here, please? Somepony is here to see you!”

“Sure thing Mrs. Cake!”

The pink pony stopped decorating a fresh batch of cupcakes as she made her way to the front of the store, wondering who paid her a visit.

I bet its Twilight checking up on me. No matter how many times I tell her I feel fine, she always-“

Once Pinkie opened the swinging door that led to the front of the bakery, she didn’t see Twilight. In place of the lavender mare stood a gray stallion.


Realizing the volume of her voice was louder than usual, she cleared her throat.

“I mean…Hiya Gray Shade, what’s up?”

“Hi Pinkie, I was hoping we could talk for a moment, if you weren’t too busy.”

“Sure thing!” The bubbly mare turned to the Cakes. “Mrs. Cake, isn’t there a pie in the oven?”

“Oh, you’re right Pinkie!” Mrs. Cake clearly understood what was going on, so she left for the kitchen. “Carrot, can you give me a hand with the pie?”

“Can’t you get it yourself? It’s one pie sweetheart.”


The startled barker leapt to his hooves, joining his wife in the kitchen. Once the older ponies were gone, Gray Shade turned to the mare next to him.

“How have you been Pinkie? Still busy baking treats?”

“You have no idea! There are always so many orders to fulfill, it’s almost like I need more legs to keep up!”

“Too bad you’re not a spider!”

Pinkie became nervous at the word spider.

“Why would you say that?!”

“Because you said you needed more legs to keep up…and spiders have a lot of legs. It was a horrible joke.”

Realizing her secret identity was still a secret, the mare laughed at her friends attempt at humor.

“How have you been, Gray Shade?”

“I’ve been pretty busy as well, dealing with work…and Flitter.”

“Oh, I thought you guys broke up?”

“Well, I ended the relationship, but she can’t seem to get over it. Anyway, I don’t want to talk about her, I came here to ask you a question.”

Pinkie Pie struggled to keep her poker face intact.


“Pinkie Pie, do you know if Twilight Sparkle is seeing anypony?”

The effervescent mare suddenly deflated.

“Did you say Twilight?!”

“Yeah, I have always found Twilight very attractive. You think she would ever go out with me?”

Through a forced smile and gritted teeth, Pinkie told the stallion that Twilight would surely go out with him. To her surprise, Gray Shade started laughing.

“I’m joking Pinkie! I was hoping you would like to go out with me tonight!”

Relief washed over Pinkie like a wave.

“And I thought I was a prankster…nice one Gray Shade.”

The gray earthpony reminded his pink counterpart that he was still waiting for an answer.

“I’d love to go out with you silly! It’s going to be so much fun, I can’t wait to see what you have planned!”

“Great, I’ll pick you up around seven.”


“So then I said Oatmeal, are you crazy?!”

“Pinkie, you are too much! I never knew you were so funny!”

Not only was the pink pony on a date with the most handsome stallion in town, but she was having the time of her life.

This is better than the Grand Galloping Gala, Hearth’s Warming Eve and the Summer Sun Celebration all wrapped up in a big surprise party!

“I’m having so much fun Gray Shade, I’ve thought about this moment for a long time!”

“What moment is that exactly?”

Pinkie couldn’t believe she just said that out loud. In an effort to cover her tracks, she noticed a pony pushing a dessert cart.

“I’ve been waiting for desert, silly!” She quickly grabbed a piece of cake, quickly shoving her face into the chocolaty treat. Delicious!”

Gray Shade laughed at his chocolate covered date.

“Oh Pinkie, you are so random!”

“It’s funny you say that! My friend Rainbow Dash says-“

Before Pinkie could finish the story, she felt her Pinkie Sense kick in.

I don’t see anything dangerous in here, everything seems to be okie dokie lo-

Her train of thought was derailed when she looked out the window of the restaurant. An explosion from the building across the street sent shards of brick and mortar hurtling towards the two ponies. Before Gray Shade knew what was going on, he was thrown through the floor as shrapnel shattered the window above his head.

“Pinkie! Are you ok?! Are you hurt?”

Fearing the worst, the concerned stallion crawled to the pink pony he was laughing with a few moments prior to the explosion. To his surprise, Pinkie was gone.


Why would somepony blow the wall of the Ponyville Bank? Oh…right.

Spider-Mare was perched on the roof to the restaurant, watching the hole in the side of the building, waiting for the perpetrator to make his escape. Seconds later, a massive figure emerged from the smoky ruins, with two large saddlebags filled with bits.

There he goes! He better beware, here comes the Spider-Mare!”

The hero began running on the rooftops alongside the thief. Already running at full speed, the mare leapt from the roof and landed in front of the escaping pony. He stopped and looked at the pony in front of him.

“Hiya! I’m Spider-Mare, what’s your name?”

The super powered mare examined the criminal in front of her. Unlike the apple thieves, he looked like a bad pony. He was twice her size and weight, and he had the biggest horn she had ever seen.

“Well Rawhide, that money doesn’t belong to you, so I’m going to give you one chance to return it!”

The crook laughed in Spider-Mare’s face.

“What are you going to do if I don’t?”

Spider-Mare sprinted toward the massive pony. When she was in striking distance, she pulled her hoof back and connected with Rawhide’s head. To her surprise, he didn’t even flinch.

“Is that the best you got? Let me show you a REAL punch.”

As his hoof connected with the hero, she was propelled backwards into a collection of trashcans.

Holy smokes, that pony can really pack a punch.

Watching his opponent slowly crawl to his hooves, Rawhide lowered his horn and charged. With the assistance of her Pinkie Sense, she was able to avoid his devastating attack, and apply a counter of her own. Unfortunately, the results were the same.

This is like a parasprite fighting a manticore! I’ll never beat him like this…I need to do something else…


He seems awful angry…

The unicorn recklessly charged at Spider-Mare once again, but this time, he caught a piece of the super powered mare. But in his frantic attack, Rawhide lost control and crashed into a building.

That’s it! When he gets made, he loses control! I just need to keep him angry!

“How did you like that, Spider-Freak?”

“That was pretty good Rawhide, but I have one question. Why is your horn so big?”

“I was born with it…why do you want to know?”

“I figured you were making up for something smaller…like your brain!”

“You little pest! I’ll show you who has a small brain!” The villain jabbed at Spider-Mare, but her quick reflexes made evasion simple.

“What kind of name is Rawhide anyway? Personally, I like the name Mr. Pointy instead.”

Mr. Pointy didn’t seem to like his new name, and he wanted to make sure this costumed pony knew it. He took another wild swing at the costumed pony, but missed once again.

“Wow Mr. Pointy, is that the best you got? Because I have to say-”

In a final act on desperation, Rawhide charged at Spider-Mare, successfully pinning her against a wall.

Aw nutmeg, he has me cornered!

“Any last words before I crush you to dust, Spider-Freak?”

Looking into the eyes of her captor, the trapped pony smiled.

“I hope you like taffy!”

Managing to get her hooves free, Spider-Mare shot two stands of webbing into the face of her enemy. In the commotion, the unicorn dropped the hero. Swinging to the middle of the town square, she waited for Rawhide to regain composure.


Lowering his horn, the attacking unicorn galloped at full speed toward the pony directly in front of him.

If this doesn’t work, I’ll be one holey pony…

She shot a single strand of webbing into one hoof, while she gripped the other end. She patiently waited for her foe to get closer.

Almost there…almost there…NOW!

Jumping onto Rawhide’s back, the agile mare looped the taffy strand around the infuriated unicorn’s neck.

Now I know why Applejack loves the rodeo so much!

“Yee HAW!”

Using the strand to steer the rampaging pony, Spider-Mare carefully chose her target…the sturdy oak tree that housed the Ponyville Public Library.

Twilight is going to kill me…

Rawhide ran full speed into the tree, his horn penetrating the side of the building. Before he could escape, Spider-Mare secured his horn in the tree, preventing him from escaping.

“Boy Rawhide, I bet I’ve been quite a horn in your side this evening!”

Before she could swing away into the night, Twilight Sparkle emerged from the library.

“Who are you, and what have you done to our library!?”

“I’m Spider-Mare! I’m sorry, but it was the only way to stop this bank robber! I’ll pay for whatever was ruined.”

“Well, this was the thing that was seriously damaged.” Twilight held up a book. From the looks of it, Rawhide’s horn went right through it.

“I will buy you a new copy” the hero vowed. “What is the name of that book?”


Pinkie ran back to the restaurant, hoping to continue her date with Gray Shade. To her dismay, he was nowhere to be found.

“Excuse me waitress, have you seen a stallion with light gray fun and a dark gray mane?”

“Yes, he was on a date with somepony, but I guess she left him hanging. He paid the bill and left…poor guy.”


The groggy pink earthpony made her way downstairs the next moening. Her entire body hurt, but to her, it was worth it. She fixed herself a muffin and joined Mr. and Mrs. Cake at the table.

“It’s not the point sweetheart! There is a reason why we have laws against vigilantes, they only make matters worse!”

“Well Carrot, she did stop that bank robber…”

“What are you two talking about?”

Mr. Cake showed Pinkie the front page of the morning paper.

“The pony who calls herself, “Spider-Mare” destroyed part of the library, the restaurant and other various things in town.”

“She didn’t destroy them to be a Meanie McMeanerson. That stuff happened to get destroyed during the fight.”

Both Cakes’s turned to Pinkie.

“I uh…read it when you showed me the paper...”

Satisfied with her answer, Mr. Cake continued his explanation on why vigilantes were menaces to society.

“If we let one pony believe that she is above the law, then others will start doing it.”

“But if she’s doing it to help other ponies, what’s the big deal?”

“We have rules Pinkie, and everypony has to follow them. The police would have captured the robber, and there wouldn’t have been any property damage.

“How do you know? The police didn’t show up while the whole fight was going on! He would have been long gone by the time they got there. Plus, there would have been causalities! Spider-Mare had a hard time with Rawhide, so what makes you think a cop could capture him just like that!”

Once again, both Cakes’s directed their full attention to the frustrated mare.

“Pinkie dear, how do you know all this?”

Great…what have I gotten myself into?

“Well…Gray Shade and I watched the fight from the restaurant last night, I saw the whole thing.”

At that moment, Pinkie remembered the night before. A disappointed and lonely Gray Shade left the restaurant during her fight with Rawhide.

He probably never wants to see me again! I need to go apologize…

When her muffin was finished, Pinkie left the bakery. She quickly made her way to the store, hoping to catch Gray Shade on his break and apologize for leaving. During her walk, she noticed that everypony was outside, standing around and talking.

“…menace? Spider-Mare is a HERO! If it wasn’t for her, my life savings would be GONE! I would have NOTHING!”

“Maybe she stopped that pony because she wanted the money for herself! Never trust a pony in a costume…that’s what I always say!”

Everypony had taken sides on the issue of Spider-Mare. The more conversations she overheard, the more anxious she became.

I’m not doing anything wrong…am I? I thought I was helping everypony…

Arriving at the store, she asked the nearest employee if Gray Shade was working. He pointed to an aisle, so the pink pony headed in that direction.

“Hiya Gray Shade!”

“Oh…hi Pinkie.”

“Look, I’m really sorry about last night. I was just really scared, once the glass shattered and the bricks started flying, I panicked!”

“Really? That’s the only reason you left?”

“Of course silly!” The stallion in front of her looked relieved. “Why do you think I left?”

“I thought you didn’t like me for some reason, or maybe I said something wrong.”

“I would never ever do that to a friend!” Pinkie placed a hoof around her friends neck, giving it a small squeeze. “I would never intentionally make another pony sad!”

To her surprise, Gray Shade wrapped both arms around her waist, and gave her a hug.

“You know Pinkie…I don’t think we officially ended our first date. How would you like to give it another try?”

“I would love to!”

The two ponies made a date, set for later that evening. As she left the store, Pinkie was back to her bubbly self. Bouncing into the bakery, her bubbly personality was popped once again. Filthy Rich was back. His calm gentle demeanor was gone, and replaced with an angry businesspony.

“Carrot, you’re a fool if you don’t take this offer. It’s DOUBLE what its worth!”

“Rich…I told you last time I wasn’t interested. Nothing has changed in the past couple weeks.”

“What if I offer TRIPLE? Three times more bits than you paid for it!”

“I’m sorry Rich, the answer is still no.”

The businesspony angrily swept everything off the table. He placed both front hooves firmly on the table top and leaned into the property owner. Being a true gentlecolt, Carrot Cake motioned for his wife to get behind him, in order to protect her.

“Rich, what’s wrong? You’ve never acted this way before, is there something else I can help you with?”

“I NEED this place Carrot! This will put Rich’s Barnyard Bargains on the map!”

“If that’s the only reason, I’m afraid I can’t help you.”

Flipping his chair over, Filthy Rich grabbed his things and left the bakery. Pinkie Pie stood in the doorway, glaring at the stallion.

“That wasn’t very nice, Mr. Rich. You should apologize to the Cake’s right now.”

Scoffing at the idea, he pushed the pink mare out of the way. As he stomped passed her, Pinkie heard him mutter under his breath.”

“You’ll all be sorry. You’ll all be sorry, and this place WILL be mine.”

Chapter 4

View Online

“…and that’s how Equestria was made!”

Pinkie Pie turned to her date, waiting for him to respond.

“Wow…that’s not the way I’ve heard it. I must say though, I like your version better.”

After their last night out was cut short, Gray Shade offered to take the pink pony out for a makeup dinner. It was a complete success, soon he found himself walking her home.

“I had a really great time tonight Pinkie. It was good to go through a whole date without interruption.”

“I know! I had a super duper-“

Pinkie’s thought was cut short by a screaming mare.


A stallion ran between Gray Shade and Pinkie, holding a purse in his mouth. Moments later, a distraught ran up.

“What am I going to do? He stole my purse!”

Pinkie knew what she had to, but was reluctant to do so because it would mean abandoning her date once again.

“Gray Shade…I’m sorry, but I have to go!”

“What?! Why, did I do something?”

“No! You’re great, but I can’t tell you.” She apologized as she ran into a nearby alley.

I can’t believe it’s happening again! This superhero thing is a lot harder than I thought!

The purse snatcher turned a corner, placing his back against the wall. He watched the purse owner and a few police officers run right by him, unaware of his location. He took a moment to inspect his prize.

“She got anything good?”

Tilting his head upwards, the thief discovered he was looking into the eyes of Spider-Mare. Without hesitation, she delivered a punch, knocking him out.

“That’s for ruining my date with…that stallion I like. You thieves are so inconsiderate.”

Spider-Mare picked up the crook, and carried him to a nearby streetlight. With the assistance of her webbing, she was able to attach him to the light, so all he could to was dangle.

“Well, I’d love to hang around, but I have a relationship to save.”

“TWICE?! They rejected my offer, TWICE?!”

Filthy Rich paced back and forth in his study, trying to comprehend the reason for his failure.

“I have been nice and offered them twice as much as their property is worth. I have been mean and offered them triple…what do I have to do to get that property!?”

The infuriated business pony threw himself into his easy chair in front of the fire. Looking to his left, he notices the newspaper from earlier today, sitting next to the chair. The front page story about Spider-Mare intrigued him a thief breaks into to the Ponyville bank, steals the money and this pony in a costume beats him up? Huh, maybe I can find a way to make some sort of Spider-Mare merchandise, sell it in the store.

Just as he was about to throw the paper away, the last paragraph of the article caught his attention.

So, ponies don’t trust the bank’s security anymore, huh? Well no surprise there, that’s why I hide my money in my…

Filthy Rich had an idea. If a bank robbery worried ponies to the point of withdrawing their savings, then I wonder if a family could be scared into moving…

Thinking the scenario over in his head, the obsessive business pony thought about giving the Cakes a reason to sell their bakery.

If they think the neighborhood is too dangerous to raise their foals, being the good parents they are, the Cakes will definitely sell!

The satisfied stallion grinned as he pieced the rest of his idea together.

Now that I think about it, those bakers will be so desperate to leave; I can buy it for next to nothing.
After another condensed date, Pinkie slowly walked home. She didn’t want to give up on Spider-Mare, but at the same time, she really cared about Gray Shade. Nothing was worth putting his life in danger.

Well…I suppose I can always…what’s with this crowd?

Unbeknownst to the mare with the predicament, Mayor Mare called a press conference. Joining the mass group of ponies in the center of town, Pinkie asked the pony closest to her what was going on.

“Apparently, the mayor wants to say something about Spider-Mare.”

This interested the pink pony immensely. Her head began spinning with possible reasons for the public address.

I bet she wants to give Spider-Mare a reward! Like cake…or the key to the city…or the key to the city baked inside a cake!

“Greetings citizens of Ponyville!”Standing behind her podium, Mayor Mare’s usual cheery demeanor was noticeably absent. “Tonight, I’m here to address the issue of Spider-Mare.”

Pinkie anxiously awaited the praise she thought she deserved.

“I, like many of you, consider Spider-Mare to be a blemish on the face of this perfect town.”

This news came as a shock the super powered pony. She felt completely gutted.

“If Spider-Mare is listening, I want her to know she isn’t welcome in this town! If she is caught, she will be arrested. And that goes for anypony else who wants to play dress up!”

The mayor’s words were met with a mixed reaction. Some cheered, but many others booed.

“I will start taking questions.” The city official pointed to a pony in the front row. “Go ahead sir, you have the floor.”

“What is your problem mayor? Spider-Mare is a hero! Do you want our town to be victimized?”

“Heavens no! If Spider-Mare wasn’t busy antagonizing that thug who robbed the bank alone, there wouldn’t have been a brawl that is going to cost you tax payers heavily.”

The pony demanded to know who would have stopped the bank robber if Spider-Mare was out of the Equation.

“Our police force is more than capable of such a task, young man.”

“Yeah…I’m sure.” The crowd began to part as the stallion made his way through. When Pinkie saw the pony who was defending her, she couldn’t believe it.

Gray Shade likes Spider-Mare?! That’s great! If only he still liked Pinkie Pie…

Having enough of Mayor Mare’s anti-Spider-Mare propaganda, she decided to head home for the evening. Happy to be home with ponies that love and support her no matter what, Pinkie announced her arrival.

“Pinkie, could you come into the kitchen please?”

Recognizing Mr. Cakes tone, the confused mare followed instructions. Both Mr. and Mrs. Cake were waiting for her, looking very upset.

“Pinkie, take a seat.” The young pony did as she was told. “Mrs. Cake and I are concerned about you. You’ve been staying out all night, sleeping most of the day, and neglecting your duties here.”

“You’re right Mr. Cake, I will try-“
“No, you WILL clean up your act, Pinkie.” The yellow earth pony approached Pinkie and placed a hoof on her shoulder. “Look, you’re a good girl, which is why I think you should stop seeing that stallion.”

“Is that what this is about?” Pinkie began to giggle. “It’s ok Mr. Cake, Gray Shade is nice to me! There is no reason to worry!”

“If he is keeping you out all night, then there is.” Taking a deep breath, Pinkie’s guardian did the hardest thing he had ever done. “I forbid you from see that stallion.”

Pinkie’s trademark curly mane straightened. She couldn’t believe what she just heard.

“But Mr. Cake, I really like him!”

“Remember the talk we had a few weeks ago? You think you are old enough to own a bakery, but you can’t even get up in the morning to help us get ready for the day.” Mr. Cake removed his hoof and turned his back to the young mare. “If you really want to become a baker, you are going to need to make a choice.”

“You can’t do that!” The distraught mare stood up, trotting toward the stairs that led to her room. “You know what Mr. Cake…I wish you two never brought me in!”

Pinkie was out the front door before either of the Cakes could say a word. With another failed date under her belt, a vindictive mayor on her back, and other ponies trying to tell her how to live her life, the frustrated mare walked the streets of Ponyville alone. Trying to make sense out of everything that happened earlier in the evening, she failed to notice a stallion trying to get her attention.”

“Excuse me miss, I’m not from here, but I need to use the restroom. Would you be so kind, and point me in the direction of one?”

Under normal circumstances, she would have never suggested Sugarcube corner. She knew Mr. Cake hated ponies that just came in to use the bathroom, but this time, Pinkie didn’t see this as a normal circumstance.

“Sure, just a short walk that way is a place called the Sugarcube Corner! They would love to help you out!” the pinkie pony answered, pointing a hoof toward the establishment.

Thanking her profusely, the stranger ran towards the bakery. Pinkie laughed at the thought of Mr. Cake dealing with the pony whose only intention was using the restroom.

That’s the first prank I’ve pulled in weeks! I can’t wait to see how mad Mr. Cake gets!”

Relishing the satisfaction of pulling such a great prank, Pinkie continued to walk through the village. One thing still bothered her though, her relationship with Gray Shade. She really liked him, but after leaving halfway through a date two nights in a row, she figured he wouldn’t want to see her again. Realizing he was probably at work, she hightailed it to Rich’s Barnyard Bargains, hoping to explain her situation.

She found him loading sacks of flour onto shelves. Despite being well above the ground, the guilt ridden mare could see he was angry, sad, and confused.

“Hiya Gray Shade! What’s up?”

Looking to see who addressed him, the stallion continued to work, ignoring the mare below. Pinkie took a seat on the floor, refusing to move until he came down and talked with her. Reluctantly, Gray Shade dropped the bag he was holding and climbed down to see her.

“What Pinkie? Are we going to get into a deep conversation about us, before you leave right in the middle of it?”

“I deserved that.” The embarrassed mare chuckled, attempting to lighten the mood. “But you have to believe me, I had a reason to leave!”

“Sure, you had an emergency cake to make, right?”

Pinkie reached for his hoof, but he quickly pulled it away. “Look, if you don’t like me, just say so.” Turning away from the pink pony, he explained he hates mares that play games. “I’m a big colt, if a girl wants nothing to do with me, I understand.”

“No Gray Shade, wait! You don’t understand-”

“Sorry Pinks, if you aren’t willing to give “us” a serious chance then…”

Feeling the familiar tingling sensation known as her “Pinkie Sense”, the concerned mare began to look for trouble. One of the bags of flour Gray Shade stacked was slipping! She tried warning him, but the stubborn stallion ignored her. As the bag fell, Pinkie quickly shot webbing at the distracted pony, and pulled him to safety in the nick of time.

“What…what just happened?” The perplexed pony looked at Pinkie, then at the taffy webbing, then at the spot where the flour once sat. It took him a moment, but he was able to put two and two together.

“It all makes sense…the only time you left during the dates was when somepony was in trouble.” He pulled the webbing and saw it was attached to the pink pony’s hoofs. “And this looks like the stuff Spider-Mare uses...”

She decided to come clean. “I’m sorry…I wanted to tell you, but I thought it would be better to keep it a secret, in case one of the bad guys I
caught came back for revenge.” The guilty mare admitted endangering somepony she loved was the only fear she had when she accepted the responsibilities of Spider-Mare.

“I suppose I’ll leave you to your work now, sorry for everything.” As she turned to walk away, a tug on the webbing caught her attention. Gray Shade began pulling her back.”

“I should be the one apologizing. I…I had no idea you were trying to protect me”

The stallion wrapped his hooves around the mare stallion in front of him. “I wouldn’t have been mean earlier if I had known this. I think Spider-Mare is important to this town, whether these ponies know it or not.”

Gray Shade placed his hoof under the giddy mare’s chin, gently tilting her head back. “If anythings happens to Spider-Mare, I want to there as well.”

Making sure Pinkie understood what he was trying to say, he gently kissed her. For a few moments, the couple simply stared at each other, not sure what to say.

“GRAY SHADE! I’m not paying you to make googily eyes with the girls.” An angry stallion screamed from the back of the store.

Apologizing for his boss’s temperament, the happy stallion promised to meet later. Felling effervescent once again, the pink pony bounced out of the store, and toward the bakery with an apology for Mr. Cake.
Bouncing closer to the bakery, Pinkie could see something was not right. There were ponies hovering about, trying to get a look inside. Police were constantly going back and forth, while yellow tape was the only barrier that prevented nosey onlookers from poking their heads inside.

The most disturbing thing however, was the noise. The closer the confused pink pony came to the store, the louder the mysterious sound became. Upon entering the building, she discovered the source of the sound; it was Mrs. Cake crying. The moment she saw the young mare enter, she ran across the room, and threw her hooves around her. Pinkie asked her female guardian what was wrong.

“Oh Pinkie, he’s gone! Mr. Cake has been killed!”

For the second time that evening, her curly mane became straight. The smile Gray Shade placed on her face disappeared, being replaced with a blank stare.

“What do you mean murdered, Mrs. Cake? I…I don’t understand.”

A police officer approached the two mares, and explained the incident that occurred earlier. The young, distraught mare wasn’t really paying attention, all she heard was a stallion walked into the bakery and attempted to rob the place.

“Mr. Cake put up one heck of a struggle.” Observing the bakery, which was usually in pristine condition, was now caked in flour and other assorted ingredients. “From eyewitness’s reports, he was a stranger in town.”

Pinkies ears perked at the word stranger.

“What do you mean by that?”

According to the officer, the pony at large was a drifter, a stallion that frequently moving from town to town. “The bystander that saw the whole scene occur said he asked Mr. Cake if he could use the bathroom.”

Those last three words began to haunt Pinkie immediately. The same nice stallion she helped earlier was the same one who killed the most important pony in her life. Shaken to her core, she had to sit down.

“I’m deeply sorry for your loss, ma’am.” The officer continued to talk to the mares, but the pink one wasn’t listening. She couldn’t help but feel responsible for the events that took place here tonight. Another cop approached the newly widowed Mrs. Cake with some comforting news.

“We have the suspect cornered in the abandoned warehouse down town! He’s not going anywhere.”
As soon as those words left the officers mouth, the frustrated pink mare ran upstairs to her room. She donned the mask of her super powered alter ego, climbed to the roof above, and quickly made her way to the old warehouse.

Somepony is going to pay…

Chapter 5

View Online

“This is the Ponyville Police Department! We are giving you one last chance to surrender!”

The murderous pony peeked out the window. He meticulously counted the number of officers outside before barricading the door that led to his sanctuary.

There is no way these hick cops are going to catch me! While they are searching this massive warehouse, I’ll slip out unnoticed! Then I’ll have all this loot to my-

The killer felt something brush the top of his mane, causing him to swipe the air above him head with the weapon he used to kill Mr. Cake a few minutes prior. He laughed nervously, shaking his head with amusement.

I’m way too jumpy. If I’m going to get out of this a free stallion, I need to stay calm.

Using his magical aurora to hold his knife at the ready, the anxious pony watched the door in front of him. Anypony that entered would be leaving with multiple stab wounds if he had anything to say about it. Out of the corner of his eye, he noticed a silhouette along the right wall. Dropping his knife, he used his magic to hurl a piece of junk at where he swore he saw the outline of a pony a few moments prior.

“If there’s anypony there…stay back! I have a knife, and I’m not afraid to use it!”

The room remained quiet, allowing the outlaw unicorn relaxed a bit, sitting up against the wall, tapping his head with his hooves.

Come on, pull yourself together!

The sound of a door getting kicked in drew his to the other side of the room. In a blind rage, he ran to attack the intruder, but nopony was there. While scratching the top of his head, the confused stallion turned around, only to find himself face to face with a pony hanging from the ceiling. Startled, he covered his eyes with one hoof, while he brandished the knife at his suspended target.

“Stay back, I’m warning you,” he screamed. Removing his hoof from his face, the mysterious pony was gone. “Why are you doing this to me?”

“Why” The stealthy pony asked. “You killed an innocent pony tonight, and I’m here to see you get your just desserts.”

To his surprise, the unknown pony began laughing. “What’s so funny? What are you going to do to me?”

“I’m laughing because I said “just desserts”. Mr. Cake is…was Ponyville’s best baker.”

“Who’s Mr. Cake” the criminal asked, doing his best to keep calm.

The mysterious pony continued with her explanation. “The stallion you just killed…his name was Mr. Cake. He had a wife, two adorable children...and another young mare he treated like a daughter.”

The killer apologized profusely, slowly slinking toward the only way out. Just as he reached for the knob, the voice spoke one last time.

“Your actions have affected many ponies in this town, and because of that…you’re going to be punished!”

“Fine by me” The stallion cried, his knife hovering in front of him. “Why don’t you come down here and fight me, like an adult.” The criminal unicorn backed into what he thought was a wall, but upon turning around, he discovered it was a pony, hanging from a rope of some kind.

“Sounds like fun” Spider-Mare shouted, stunning her foe with a powerful head butt. “I know you prefer your victims to be innocent and unarmed, but let’s see how you do against somepony who has super duper spider powers!”

Gathering his bearings, the dazed stallion accepted her challenge. Running at the costumed crusader, he prepared to plunge his weapon into her, but his blind rage was no match for her agility. Spider-Mare easily avoided the attack, and delivered another blow, adding more insult to injury.

“Looks like I’m a cut above you” she taunted. “Fighting somepony who can actually fight back isn’t so fun, is it?”

“That’s it, play times over!” The infuriated killer ran at full speed, hoping to finally get a piece of his foe this time. To his dismay, the masked mare lifted one of her hooves in front of her face, shooting a strand of material toward him. To his surprise, the mare jerked his knife away, leaving him completely defenseless.

Realizing his defeat, the remorseful pony fell to his knees, and began begging for his life. His pleas fell upon deaf ears, however, Spider-Mare was not in a bargaining mood.

“Why?” Spider-Mare screamed. “Why did you kill Mr. Cake?”

To her surprise, he started crying. His hooves rested against his eyes, as he blubbered like a newborn foal. Agitated at this stallion’s behavior, the masked mare picked him up and forcefully pinned him against the wall. “If you don’t tell me why right now, I’ll stick you to the wall with so much taffy, it would take the foals at Ponyville Elementary a MONTH to eat it all.”

“It was an accident!” he cried, his hooves resting on Spider-Mare’s forehooves. “I just wanted the money, but he attacked first! It was self-defense, honest!”

That wasn’t a satisfying answer, so the mare continued to press the criminal into the wall.

“Why would you rob that place to begin with?”

Admitting he had nothing left to lose, the unicorn confessed it was his only way to support himself. “I’m a homeless pony. I can’t find work, mares won’t talk to me…I’m useless!” After taking a deep breath, he told Spider-Mare the robbery was supposed to be over quickly.

“This money was supposed to help me get back on the right path.”

The mare behind the mask suddenly began to feel for the stallion. While she was angry, Spider-Mare could also see he was having a hard time. She released her grip, and let him fall to the floor.

“Maybe you should turn yourself in?” the hero suggested. The stallion thought she was crazy.

“Are you kidding? Do you know what they do to stallions like me in prison?” he screamed.

Spider-Mare tried to reason with him, but the idea of spending many nights in the iron bar hotel wasn’t an option for the stallion on the lamb. “I rather die than go to prison.”

The costumed crusader felt her “Spider Sense” kick in. The police were outside the door, and the unmistakable metallic click of a pin being removed from a flash bang could be heard. Turning to the stallion that killed her mentor, she informed him of the situation that was unfolding.

“You either come with me, or go with them,” she explained. He held out a hoof, but the criminal apologized. Bending over and filling a hoof with dirt, he hurled it into her face. Temporarily blinded, Spider-Mare didn’t see the stallion run toward the window. She didn’t see him, peer of the edge, but she did hear the sound of shattering glass, which accompanied the pony’s five story journey to the pavement.

Oh no, what have I done?

As she stared at the flattened individual on the ground, the cops broke down the door. When the killer’s absence was noticed, they put two and two together.

“Spider-Mare killed him,” one of the officers cried. “Get her!”

Managing to escape, the heroic pony managed to evade police custody and arrive home. Upon removing her mask, Pinkie began to cry.

First, Mr. Cake was killed, than the stallion in the warehouse killed himself, the distraught mare couldn’t help but feel responsible for both deaths.
A few days later, the entire town of Ponyville gathered for Mr. Cake’s funeral. Against her wishes, Pinkie was asked to watch Pound and Pumpkin while the service occurred. As she supervised the foals from the playground, she couldn’t help but feel guilty. In her mind, she robbed them of their father, something the pink pony could never replace. Suddenly, she felt a hoof on her shoulder, which made the depressed jump out of the swing she was on.

“Gray Shade! You nearly scared me to death!”

The stallion apologized by kissing his girlfriend on the forhead. “Mrs. Cake said you’d be out here, so I thought I’d join you.” He began to push his mare on the swing, while he asked why she wasn’t her happy go lucky self.

“Because I killed two ponies,” she explained. Tears openly flowed down her face as she relayed the events from that faithful night to the only pony she trusted. “If I wasn’t for my stupid prank, Mr. Cake and that stallion would still be alive, Mrs. Cake would be happy, and the foals would have a father.”

Gray Shade stopped the swing before it could make another backwards motion. Gently, he rested his forehead against Pinkie’s so she was forced to look into his eyes.

“Snap out of it,” he said rather dryly. This surprised the upset mare; he was usually so understanding and kind.

“If you expect me to just “snap out of it”,” Pinkie said. “Then I must be missing something. I love making ponies happy, not killing them!”
“That EXACTLY what I’m talking about!” the gray earth pony enthused. “You make ponies HAPPY! Sitting on this swing, feeling sorry for yourself isn’t helping anypony.”

Feeling quite annoyed, she informed her boyfriend that she was responsible for not one, but two deaths.

“With all due respect Pinkie,” her very special sompony said, rolling his eyes. “You aren’t any more responsible for those deaths than I am.”

The dejected mare didn’t understand what her boyfriend meant, so she continued to hear him out.

“What was your state of mind when you told that stranger to go to Sugarcube Corner?”

After a moment of thought, Pinkie admitted it was a prank gone wrong.

“That’s exactly my point sweetheart,” the gray pony shouted, wrapping his hooves around the mare in front of him. “You had no intention of hurting Mr. Cake, you just wanted to prank him, which isn’t a bad thing. I know for a fact if you knew the strangers intentions, you wouldn’t have said anything, you would have kept your mouth shut.

At that moment, she realized Gray Shade might be onto something. As angry as she was Mr. Cake that night, causing any harm to him what so ever never crossed her mind.

“I suppose you’re right, but I can’t help but feel responsible,” she cried. “If I was at the bakery, doing what I was supposed to be doing, I…whoops sorry. Spider-Mare would have been able to stop him.”

“You can’t live your life by doing what others want you to do, Pinkie Pie,” the stallion cooed. “Instead of using his murder as a reason to feel sorry for yourself, why not use it as a positive experience.”

Simply staring at the pony in front of her, Pinkie asked how the death of the most important stallion in her life could be a good thing.

“Look at it this way,” Gray Shade explained. “You now understand how it feels to lose somepony close to you, so you could help prevent others from suffering as well.”

“Wow, I never thought of it that way,” Pinkie exclaimed. “I suppose that means you don’t want me to hang up my custom then?”

The stallion grinned as he playfully hit his girlfriend on the chin. “If you ever give up being Spider-Mare, I would be more than happy to don the outfit.

Looking Gray Shade up and down, the relieved pink pony had some bad news.

“I don’t think you’d fit in the tights.”
Once the reception at Sugarcube Corner finished, Mrs. Cake and Pinkie stood at the door, thanking guests for their support during these hard times.

“Mrs. Cake, I’m so sorry about your husband’s passing, he was a great stallion, and I considered him a great friend.

Nodding in agreement, she told the pony she appreciated his sentiments. “He was always quite fond of you as well, Filthy Rich.”

The young mare simply glared at the older business pony. She remembered what he said a few weeks ago.

You’ll all be sorry. You’ll all be sorry, and this place will be mine.

Before inheriting her genetic abilities, Pinkie believed the world to be vanilla cupcake, nothing but white and fluffy goodness throughout the tasty dessert. Now, she saw the world for what it truly was, a vanilla cupcake with chocolate chips. The cake was still delicious, but it wasn’t all fluffy and white, there were dark spots that threatened to change the taste of the treat. Luckily, Spider-Mare was the wrapper that held everything together.

Escorting the depressed widow to the couch, the suave stallion continued to converse with her, occasionally rubbing a leg with one of his hooves. This truly disgusted the young mare, that anypony in their right mind would do this sort of thing to a mare that just buried her husband. She walked into the kitchen, planning to keep an eye on the situation.

“I was wondering Cup, what’s going to happen to the bakery now?” Filthy Rich asked, brushing a strand of hair out of the blue mare’s face.

“No offense, but you can’t run a place like this on your own, let me take it off your hands.”
Mrs. Cake remained silent. In an effort to get what he wanted, the stallion continued to tell her what she wanted to hear. “I will turn this place into the BEST store in Equestria! In honor of your late husband, I would even name the building after him.” Placing his hoof under her chin, the insistent pony asked how she felt about it.

“Well, it’s rather sweet of you to make such a kind offer, but it’s not just my decision,” the mare said. “The co owner has a say in the sale of the property as well.”

Laughing heartily, the businesspony asked if she intended on holding a séance to summon Mr. Cake.

“No, that’s not what I mean.” Distancing herself from the stallion, she explained the bakery’s contingency plan. “Mr. Cake and I made an agreement years ago, that if one of us passed on, the surviving pony would transfer the deceased’s fifty percent of the ownership to a family member.”

Filthy Rich chuckled. “Well, you’re going to hold onto this place until your children are old enough to work here? That’s not very smart my dear.”

“My children aren’t the new co owner” she said. “Half the business belongs to Pinkie Pie.”

The seductive stallion’s nostrils failed for a moment, before calming down. “Well, she’s young. I’m sure we can work something out…”

Pinkie had heard enough. Forcefully pushing the kitchen door open, she made her presence known.

“There is nothing to work out, Filthy Rich,” the giddy mare announced. “With Mrs. Cake’s help, I think we can continue to produce the yummiest treats in Ponyville!”

Without saying a word, the angry business pony left the premises, leaving the two mare’s alone. The delighted young mare asked Cup Cake if she was telling the truth.

“Of course Pinkie,” she said, wrapping her hooves around the pink pony. “Regardless of what you thought, he always had your best interests at heart. To him, you were the perfect daughter; he hoped that our own little filly would turn out just like you.”

The happy pink mare told Mrs. Cake that Pumpkin could never turn out like her.

“Oh,” Mrs. Cake said. “Why is that? Is it because you’re one of a kind?”

“Nope, Pumpkin’s a unicorn!”

The blue mare began to laugh for the first time since her husband was taken from her. She squeezed her business partner as hard as she could. “Thank you Pinkie Pie, you have no idea how much I needed a laugh.”

Pinkie felt relieved. Mrs. Cake was beginning to move on from the recent tragedy, perhaps Gray Shade was right. I may not be able to bring Mr. Cake back, but I can prevent anyone else from getting hurt.

At that moment, the pink earthpony felt her Pinkie Sense tingling. She scanned the room looking for the source, and soon found it, as something shattered the living room window. Quickly, Pinkie threw herself and Mrs. Cake out of harm’s way. Picking her head up, she could see a pony in a ski mask walking towards her.

“What do you want?!” The mare knew she could take this thug, but didn’t want Mrs. Cake to know her secret, so the young mare feigned fear. The pony stood over her, glaring at her through his cheap disguise. A mixing bowl flew across the room, smacking the intruder in the head.

“PINKIE, RUN!” Mrs. Cake screamed. “Go upstairs and protect the foals!”

The masked thug slowly moved toward the blue mare, dodging everything she was throwing at him. Cornered and out of ammunition, the trapped mare tried to slap her attacker, but her feeble assault was easily blocked. Knocking the mare to the ground, the other pony stood over her, placing a knife against her throat.

“Time to cut the Cake,” said the stranger. Before he could do anything else, a new voice caught his attention.

“You know what goes great with cake?” The hoodlum turned just in time to watch a hoof connect with his face.


The voice belonged to Ponyville’s masked vigilante, Spider-Mare, and she wasn’t happy with this new criminal.

“Can’t you bad guys leave these ponies alone?” the hero asked. “They have been through enough grief, give them a break.”

Climbing to his hooves, the intruder squared off with the super powered pony. “I’ll show you what I do to ponies that interfere with me!” The pony charged full speed with every intent of punishing the masked mare, but failed to notice the rolling pin on the floor. Once his hoof connected with the baking utensil, he fell forward, causing Spider-Mare to erupt with laughter.

“Oh Celestia, that was funny! Are you sure you’re a criminal, if so, it must be your first day.”

Attempting charge at the mare once again, the infuriated crook was in striking distance of his enemy…until she easily side stepped out of the way, causing him to fly through the swinging doors into the front of the store.

“STOP!” the hero cried, “I can’t breathe! You are official the worst bad pony I’ve ever seen!”

Breaking a display case, the attacker managed to balance a plate of cookies on his hooves.

“What are you going to do with those?” asked the super pony, “Raise my cholesterol? Give me cavities? No, I got it; you’re going to give me a tummy ache!”

Heaving the contents of the plate towards Spider-Mare, the thug attacked while she was distracted by the flying sweets. He broke the thick platter over her head, leaving her unconscious. Standing over his fallen enemy, he wanted to make she was out of commission. With his face inches away, the downed hero’s eyes burst open!

“Surprise!” Using her rear legs, she managed to hurl the bad pony through the same window he broke though. He stopped when he collided with the solid oak sign the stood in front of the store, knocking the criminal out cold.

Deciding Mrs. Cake was more important, she ran back to the kitchen. The upset mare hid in the corner, a frying pan in hoof to protect herself. Seeing the hero enter, she dropped the pan and ran to her.

“Thank you so much!” the elated blue mare screamed. “You saved my life, how can I repay you?”

Telling the baker thanks wasn’t necessary, the masked mare told Mrs. Cake to run to the police station. “You’ll be safe there. They will send officers over shortly, and take this mean pony away.

“What about my foals?” the distraught victim cried.

“I’ll remain here until its safe, now get the police!”

Running as fast as she could, the cubby baker ran to the police while the masked hero ran upstairs to the foals bedroom. Locking the door behind her, the heroic pony sat in the rocking chair, taking a moment to catch her breath.

Boy that was close! Luckily I was here this time…why are Pound and Pumpkin staring at me?

Walking over to the crib, the mare reached her hooves out to pick up the foals, only to realize she was still wearing her costume.

Oh, I get it. They have never seen Spider-Mare before…whoops.

Once the mask was peeled off, the twin giggled as they saw their sitter, Pinkie magically appear. Taking the foals out of their crib, the pink pony sat with them until help arrived.

“Ok you two, nopony knows I’m Spider-Mare, ok.” Pinkie said, smiling at the young ponies. “You guys need to keep this a secret, can you do that?”
“I can’t believe I blew it again!”

Filthy Rich ripped off his ski mask and threw it to the floor. Taking a seat in his study, the frustrated stallion couldn’t help but fume over his recent failure.

“I failed at getting the bakery by flirting with that fat mare, and by attempting to scare her!” He screamed. “Why can’t I just get the bakery and be done with it?!”

You want to know why?

Startled, the rich pony turned around. Excepting to see somepony else in the room, it was eerily empty.

“I thought I heard somepony else in here…”

You did.

“Who’s there?” Rushing to the fireplace, the stallion rested his hoof on a poker. “I’m warning you, I’m armed!”

What are you going to do? Hit yourself in the face? Put the sorry excuse for a weapon down, pour yourself a drink, and take a seat.

Doing as he was told, Filthy Rich took a seat near the fire, drink in hoof. “Ok, who are you?”

Take a drink! Go on, relax!

“I’m not thirsty,” said the wealthy earth pony. “I will relax once I know-“


Downing half his drink, the obedient stallion waited for further instructions.

Good, good. Now where was I…oh yes, you’re wondering who I am, aren’t you?

“Yes” Filthy Rich answered, becoming increasingly confused.

Well, how can I easily explain this…you know that little voice in your head? The one that’s helped you become the rich and successful pony you are today?


You’re welcome.

The business pony couldn’t comprehend what was happening. “Who…who are you?”

I’m that little voice in the back of your head, the one that has helped you with every major problem you’ve faced, and now I’m here to help with a little…pest control.

“Pest control?” Filthy Rich couldn’t believe he was having this conversation. “What do you mean by that?”

We are going to take out Spider-Mare, obviously.

The business pony refused. “I want the bakery, Spider-Mare can do whatever she wants, I couldn’t care less.”

I’m afraid it doesn’t work like that, she will continue to show up if you pull any more horrendous stunts like you did earlier. Taking her out is the only way we can safely get what we want.

“Daddy?” Diamond Tiara walked into her father’s study, wondering why he was talking so loud. “Are you ok?”

“Of course sweetheart, why wouldn’t I be?”

The filly informed her father he was talking in two different voices. “It’s a little scary...”

The concerned father suddenly glared at his offspring. “Get out of her now, or I’LL SHOW YOU SCARY!” Flinging the glass toward the youngster, it missed her head by a matter of inches. Taking the hint, she ran away crying.

“Oh Celestia, why on earth would you do that,” the frustrated business pony asked.

She was distracting us…besides, she deserved it… she’s a bit of a brat. Anyway, what do you say? We find a way to dispose of the insect, then it will be smooth sailing to bakery ownership, deal?

Begrudgingly, Filthy Rich accepted the proposal, but he still had one question.

“How am I supposed to fight her? She’s stronger, faster, and has those web things?”

Hmm…you still have Diamond Tiara’s college fund, correct?

Replying that he did, the voice told him to use it to buy some new toys.

“What about our daughter’s future?”

Did you really think she was going to go to college? She’s destined to make a rich pony with low self esteem very unhappy and very broke. Now come on, let’s go shopping!

Chapter 6

View Online

“What a day!” Pinkie Pie shouted as she flipped the open sign to closed on the bakery door. “I hope Mrs. Cake is having a great time, she deserves a vacation!”

Despite Mr. Cake’s untimely death two weeks before, the bakery was running smoother than ever. Two days ago, Cup Cake received a letter from her sister in Fillydelphia, inviting her to spend a week away from the business. With her children in tow, the older mare left Pinkie in charge of any bakery related decisions.

“I know you’ll do a great job, Pinkie.” Mrs. Cake said as she boarded the train. “Mr. Cake and I have taught you well.”
Jumping onto the couch, the exhausted young baker kicked her hooves up.

“I had no idea doing everything in a bakery was so difficult,” Pinkie said with a yawn. “I think I’ll take a break tonight, Spider-Mare needs a rest.”

Resting her curly mane against a pillow, Pinkie peacefully shut her eyes. She quickly fell into a peaceful slumber, a reward for a job well done from a hard work day. Unfortunately, her moment alone was short lived.

“WHAT WAS THAT?!” Awakened by her Pinkie Sense, the startled mare sat up immediately. Climbing off the couch, she carefully walked though the bakery, making sure everything was in order.

Oh! The backdoor flew open, that’s all!” Moving toward the unlocked threshold, the young pony discovered something else besides the door alerted her Pinkie Sense.

“The lock broke…it looks like somepony kicked it in! Who would do such a-“

Turning around, she found the pony that would do such a thing. Standing before her, an intimidating pony, dressed in a green riot suit and helmet stood before her. Staring into his large, yellow eyes, Pinkie began to cower in fear.

“What…what do you want?”

The frightening pony slowly moved toward Pinkie, dropping to her level.

“I’m looking for Spider-Mare, have you seen her?”

The mare shook her head, but the response wasn’t good enough. The scary stallion picked Pinke by the mane and brought her to his eye level.

“Don’t lie to me, little one. I have seen her come in and out of this building every night for the past week. I’m going to ask nice one more time before things get…dirty.”

“Ok, I’ll talk!” Pinkie squealed. “Just don’t hurt me!”

The frightened mare led the stranger to the basement door. “She stays down here when she isn’t out and about, please don’t hurt her…”

“We’ll see…” As the bad pony slowly descended the stairs, he asked the pink pony standing above him to turn on the lights. Instead, she slammed the door and locked it.

“Oh you silly, silly mare,” he said with a chuckle. Retracing his steps, he forced the locked door open. “If Spider-Mare isn’t here in two minutes, this whole place is going up like a tinder box!”

A minute later, he heard hoof steps from the other side of the room. The intruder turned and smiled, as he saw his prize enter the room.

“I hear…you wanted to see me?”

The mysterious stallion cracked his hooves as he remained still.

“Well then…aren’t you going to come get me?” Spider-Mare taunted. “I’m right here.”

He didn’t need to be told twice. Running full speed at the masked mare, the stranger was ready to attack.

“I’m going to get you, Spider-Mare!”

The arachnid pony was too quick for this slow stallion. Using her webs, Spider-Mare was able to tangle her foe’s hooves, causing him to trip.

“Geez, where are all the good bad guys?” Spider-Mare asked. “You’re just as bad as the guy I fought last week.”

In one swift motion, the hog tied stranger broke free from his constraints, and delivered a blow to his surprised foe. After a moment,

Spider-Mare was ready to fight to this creep.

“I see you still have some fight in you,” she teased. “Bring it, buddy!”

Exposing some hoof mounted blades, the bad pony started to slash and hack at Spider-Mare. While the mare was avoiding every attempt, she knew it was a matter of time before he got lucky.

“Hey, watch out! You’ll put someponies eye out with that thing!” She cried.

“That’s my plan!” The intruder continued to use his blades as Spider-Mare was forced to back into the kitchen. The masked hero began looking for something, anything that could be of use to her.

There must be something I can use in here!

Her spider sense tingled as she watched the sharp objects swing towards her face. As quick as a flash, she opened a nearby cabinet. The knives penetrated the thick wood and became lodged inside. As the intruder began to struggle with his weapon, Spider-Mare moved a safe distance.

“I think I finally get your point.” She said with a chuckle “Who are you anyway?”

Managing to pry his toys free, he retracted them. “You may call me the Green Galloper.”

“Green Galloper huh?” Spider-Mare muttered. “I don’t like that name…how about…The Green Grump? The Grumpy Green Man? Forrest Grump?

“No, I am the Green Galloper.” The stallion said. “And I have a message for the pink mare that was here earlier.”

“Pinkie Pie? Why couldn’t you tell her yourself?” Spider-Mare asked. “She was here earlier, you couldn’t have told her then?”

“No.” The Galloper explained he wanted Pinkie to meet with him tomorrow, or else.

“Or else? You need to be a bit more specific.”

The evil stallion chuckled. “Or else I will find that pretty boyfriend of hers and make him a little less pretty. Is that specific enough for you?”

Spider-Mare nodded, so the Green Galloper left the bakery just as quickly as he arrived. Removing her mask, Pinkie sat on the counter, shaking as the thought of Gray Shade getting hurt entered her psyche.

She felt a hoof on her shoulder. Turning around, the jumpy mare shoved her web shooters in face of the pony behind her.

“Gray Shade!” she sighed, lowering her hooves. “You scared me to death!”

The stallion apologized, “I thought I’d check on you while Mrs. Cake was gone…and it’s a good thing I did. What happened?”

Pinkie Pie rehashed everything that happened a few minutes prior to her boyfriend’s arrival. She went into great detail about the scary stallion, his fancy gadgets and his desire to see the young baker instead not the super powered pony.

“I think I’m going to stay here until Mrs. Cake gets back.” Escorting his girlfriend upstairs, Gray Shade helped her into bed. He kissed her forehead and began to leave, when Pinkie asked him to stay in her room.

“I’d feel a lot safer,” she said with a sweet tone, batting her eyelashes for added effect.