"Your Highness?"

Celestia's attention was pulled from the book she had been reading between meetings to the royal guard who had addressed her. "Yes? Is something wrong?"

The guard bowed. "The Earth pony in one of the guest chambers. He's asked for a cup of coffee."

"Well," Celestia said, slightly perplexed. Why they had seen fit to report this escaped her. "Well...I don't see why this is a problem. Ponies from his hometown tend to crave coffee when they wake up. Get him a cup and ask him if he's feeling okay."

"Your Highness," the guard said nervously, "he's been awake for at least six hours. This would be his eighth cup."

Celestia's brow rose. She briefly wondered what that would look like if she had eyebrows. "...I see." Her book snapped shut, and she stood, setting it to the side. Day Court had been slow so far today, mostly last-minute preparation for the Summer Sun Celebration. "I'll go see if he's alright. Give word to the kitchen to have some decaffeinated coffee prepared and sent to him."

The guard nodded, then closed his eyes and concentrated for a moment as his horn glowed briefly. Somewhere in the kitchens, a quill enchanted for exactly this purpose flickered to life, writing the request on a scroll pinned to the wall, and the twelve ponies who noticed groaned collectively.

It was a testament to their efficiency, though, that at a slow walk, Celestia reached the door to his bedchamber at the same time as a warm cup of decaf. Taking it from the unicorn who had delivered it, she smiled warmly at her before knocking on the door. "Thank you, Miss Polaris. I'm going to talk to him; you may return to the kitchen."

The mare bowed deeply, smiling, and hurried away. After glancing at the guard several meters down the hall, Celestia opened the door with her telekinesis and quietly stepped in.

The bedchamber was rather dark for ten in the morning, but that was arguably to be expected; the sun was high enough in the sky that the light shining through the window ended at barely a meter away. The bed sported the wrinkled sheets left from a night of tossing and turning, and the blankets were halfway off the bed as though its occupant had started violently and fallen out. The fireplace on the other side of the room contained little more than embers, which surprised Celestia slightly; ordinarily it would take a unicorn to get it working at all. An examination revealed that a splinter of the wooden mantle had been torn away by a hoof, and the small cabinet nearby containing firewood had been discovered and emptied.

The chair next to the fireplace had stacks of books—bookmarks sticking out at random spots of each—on either side of it, and similar stacks dotted the room. The bookshelf, in fact, seemed the only part of the room almost completely devoid of books. The large desk next to it, however, contained not only open volumes, but a mass of scrolls, ink bottles, broken quills, and a creatively stacked arrangement of seven empty coffee mugs.

She would have expected her guest to be there, but he was conspicuously absent. Celestia glanced about again, and as she did she quickly brought the fire back to a roaring blaze, fuelled by magic and little else.

"Thank you. I was just thinking that unicorns have an unfair advantage over everyone else, and you've illustrated beautifully."

Turning to face the voice, Celestia found Peter Parker upside down, back hooves glued to the ceiling, back to the wall, chest covered in soot, shutting a large book with a slight thud. Carefully dropping it onto the smallest pile below him, he brought himself to a standing position and matter-of-factly walked, still on the ceiling, to directly in front of Celestia.

"I wouldn't go so far as to call it unfair," Celestia replied, as casually as if she was speaking to an equal—not an experience she got to savor often. "Unicorns can't fly, manipulate clouds, or knock the fruit off a tree in one buck."

"Yes. Instead, they need to just zap it off. They have to be lazier, oh the humanity. Ponity. Whatever."

"Equinity."

"Thank you." Peter dropped to the floor, righting himself in midair with ease, and landed with the coffee in Celestia's grip right in front of his nose, which he immediately covered. "Jeez! Hey, look at that. Every eighth cup is served by a princess. Now that's service." He took the offered mug, taking a sip, and his nose wrinkled immediately.

"...Decaf." He spat the declaration as though it was a dirty word.

"You're cut off," Celestia informed him simply.

Peter growled under his breath, trotting with difficulty towards the desk. "You know," he said, balancing the coffee mug on his head as he went and as a result accelerating greatly, "when you did whatever you did and brought me here, I don't think the caffeine that was in my blood came with me. And with all the all-nighters I've pulled, ooh and all the consecutive all-nighters, I think I've got a caffeine dependence. Waking up with a headache like that is almost worse than dying, lemmie tell you."

Celestia chuckled. "I'm glad you've kept yourself focused on the trivial."

"Don't push it." Peter reached the desk, transferring the mug to its surface, before he picked up a scroll with his adhesion and brandished it awkwardly. "Are unicorns the only writers, too? 'Cause learning to write without fingers is almost not worth it. I mean, my handwriting's legible by now, lotta progress there, but look at this!"

Celestia took the scroll in her magic, where the quick brown fox jumps over the lazy dog had been written thirty times, with wildly varying levels of neatness, thickness of lines, and ink splatters. All were the standard traits of earth pony hoofwriting, but it was as if all the distinctions that made it so were brought up to eleven.

"And the quill doesn't help either!" A beige hoof gestured wildly at the mess of broken quills on the desk. "Do you guys just not have ballpoints?! Swear to God, first thing I'm going to invent when I leave."

"I think you should get some rest," Celestia interrupted through her laughter. "According to my guard, you've been up since four."

"Three thirty, if the wall clock's to be trusted. Nice sunrise, by the way. Of course I've been up. Needed to do my research, make sure I don't ask any stupid questions. I mean, if this is m—"

Quite suddenly, he sputtered to a stop, staring at nothing as his eyes dropped. Celestia leaned her head down, concerned. "Peter? Are you alright?"

"—my new home," Peter finished, very quietly. He took a breath, slow but deep, and brought his eyes and nothing else up to meet Celestia's. "...I mean, I don't suppose you can send me back."

The princess shook her head slightly, and Peter's eyes closed. "There was a link Cassandra and I set up between your world and ours," she said. "That's how I was able to find you and bring you here. After I finished, Cassandra immediately destroyed the link. Trying to find your universe again would be like trying to find a particular grain of sand in a sandstorm." She lowered the rolled-up scroll slightly, offering it back to him.

Peter took it, just as silently, and turned back to the desk, laying the scroll down. In that instant, his entire body seemed to tense and rise up, and his front hooves on the desk's surface started to shake. But nothing further happened; he remained like that, trembling with restrained rage.

After a moment, Celestia cleared her throat slightly. "...The desk is replaceable."

Peter's front hooves went through the mahogany so hard and so fast that they punched two neat holes in the surface. He lifted them back up with gritted teeth, in the process rearing back on his hind legs, and the desk came with him, hooked on the joint between pasterns and hooves. Undeterred, and before the books and scrolls had time to hit the ground, Peter brought his front legs apart, violently ripping the hardwood desk in half.

"WEB!" he roared, voice cracking halfway through as he threw the right half out the window. "Goddammit, WEB!!" The left half followed just as quickly, leaving a large, shattered window, a surprised alicorn, and a beige earth pony, shaking with fury.

Honestly, Celestia had just been expecting him to cleave it in two or something. To witness such a violent reaction from Peter had, for a moment, illustrated to her what she may have introduced into her kingdom. Then she looked again at the earth pony, and her fears vanished, replaced by concern and pity of the highest order.

The explosion of rage had done nothing to help him, and Peter now seemed to collapse inward, his head drooping and his eyes closing. The trembling continued, but it seemed different, like the trembling of someone trying not to cry. After a few seconds, he felt feathers at his side, and cracked his eyes open to find that Celestia had draped a wing over him. He let her.

"I'm sorry," she whispered.

That was all it took. "Don't be," Peter said after a deep breath, a sense of sour cheeriness seeming to possess him again as he walked out from under Celestia's wing. "Could be worse; I could be in one of the other universes you mentioned. This at least seems to be a glass-half-full type place." He reached the shattered window, glancing back at Celestia as he did.

Judging by the look on her face, she didn’t buy the façade at all. Seeking a change of subject, Peter poked his head out the window to make sure the shower of mahogany and broken glass hadn't hit anypony. "Really, I should be thanking you. This is, objectively speaking of course, probably the best thing that could have happened to me. Oh, cool. Nobody got hurt."

Indeed, the desk was now lying shattered on the ground two hundred feet below, but there were no ponies standing anywhere nearby; the closest ponies were a group of six several hundred meters away, all of whom were staring up at him. Apparently desks flying out the window were attention-worthy.

"Hi," he called, waving, then stepped backwards into the relative darkness of the room. He knew from experience that he was now virtually invisible to them.

"That," Celestia said as she joined him, "is my student and her friends. If you'd like, I can introduce you."

"No thanks." Peter turned around, scraping together the papers that had fallen off the desk. "I already read that essay your student published on the Elements of Harmony. Twilight Sparkle, Rainbow Dash, Fluttershy, Rarity, Pinkie Pie...the other one. Well, anyway—APPLEJACK. There we go. Anyway, no. You introduce me, and they'll be like, 'oh, it's a friend of the princess, we should be on our best behavior.' Which, you know, is like the worst mentality around me. Ponyville's apparently right next to the most dangerous place in the country, so obviously I'll be setting up shop there, but I think I'd rather the people's first impression of me be...me." He paused as he sorted the handwriting practice out from the notes he had compiled from the books. "And yes, I've noticed the hypocrisy in there, so don't comment."

"I wasn't going to."

"Good." Peter turned back to face her, awkwardly rubbing his forehoof against the ground. "Uh, I'd like to leave today. Could I have some cash for a hotel room for a couple days? You know, until I get a job." He looked back at the flask and gear emblazoned on each hip, raising a hind leg to get a better angle. "...Did you do this, by the way? Brand me, I mean? Or was this just my body following the rules of the universe once you transformed me?"

"I didn't transform you, Peter. I constructed a spell that would make an Equestrian body for you based on your human one, not out of your human one. That cutie mark is, yes, your magic following the so-called ‘rules’...as best it can. I doubt 'chemistry and mechanics' is an especially thorough representation of your talents." Celestia bit her tongue for a second. "Are you sure you want to leave today? I think you might want to stay a few days longer, just to get fully adjusted."

"Nah. The Summer Sun thingy is in a couple days, right? When the crowds are here, I'd rather not be. Again, my terms. And we both know how I feel about crowds: about the same as how they feel about me."

"On the other hoof, you may find that pony mob psychology is markedly different from that of humans."

"That's an interesting observation, O Princess Celestia the Adored. When's the next train for Ponyville leave?"

"…—Brand you?!"

Alternate Universe Rule #1: For God's sake, KEEP YOUR MOUTH SHUT.

Having had very little direct experience with the situation, Peter had never heard any advice whatsoever for when one found oneself in an unfamiliar reality, so he was sort of improvising. Even so, he had figured that it would be wise to come up with some rules to remember, and this Rule One seemed like a good idea if he wanted to avoid drawing attention to himself. Even the most innocent questions, he had figured, could be stupid ones. It was probably best to ask a series of last-minute questions to Celestia ("So if I can eat grass, why are there restaurants?") and then just look up anything he wanted to know.

An unfortunate result of this, however, was that he had racked up a small list of complaints about the rules of the world, and had nobody to complain to. Chief among these complaints, of course, was: Cutie Marks?!

"Special talent," yeah yeah, he got that, but to him it seemed silly from any angle. For one, the book on the subject (actually a book on pony magic in general, with an extremely long section on the subject) had seemed to imply that it displayed (literally or metaphorically) the only field a pony would identify with, and outright stated that it displayed the field in which it would be wise to invest the rest of one's life. Peter, being one of those unspecialized, chaotic, existentially infuriating humans, had taken issue with this. Perhaps it was from a rather close-minded point of view, but the concept struck him as some sort of biological railroading, which gave him the willies. He was of the mindset that one should define themselves by absolutely everything they found intriguing, changing everything about themselves as they went through life. Heinlein's remark of "specialization is for insects" had always rang true in his mind...and god damn it, he was an arachnid.

And some other stuff. The point still applied.

So Peter restlessly lay on the seat of the empty train car, reviewing his notes and growing increasingly aggravated at this hideous crime against freedom and individuality, until all at once he froze. His ears flicked back as a short, quiet, thoroughly nerve-wracking tremor started at the base of his skull and pulsed through his entire body. Moving in quick, sudden bursts at a time, he put his hooves beneath him and snapped from a prone to a standing position. His eyes flickered from here to there as his situational awareness sharply increased. Then, slowly, he turned to face the interior of the car proper and found...nothing.

Spider-sense had grown in use in the three years he had had it. Though it had begun as a simple last-second early warning, Peter had found use for it in navigating in pitch darkness and on city rooftops almost immediately. It might have been after his first battle with the Green Goblin, though, when he had started noticing a change in its activity. Dangerous people would set spider-sense on edge with mere proximity. The threat present in a situation could be measured by the pitch, volume, length, and intensity of the sensations in the back of his head, and he started being able to vaguely determine the proximity and direction of even lower-risk threats. Perhaps it was just hypervigilance, a symptom of post-traumatic stress disorder, but he found that even so much as sneaking up on him had become nearly impossible.

He had also found that this meant spider-sense cried wolf a lot. What with the constant humdrum of life and the constant chaos of his surroundings, it had a tendency to be rather twitchy at times, especially in crowds. Still, Peter trusted his spider-sense completely, and now his eyes narrowed as he tried to pinpoint the source of his imminent unpleasant surprise. The train car looked unchanged from how it had been when he had entered, but sight, sound, and spider-sense weren’t the only methods of observation he had at his disposal now. He had discovered as such upon receiving his first cup of coffee that day; the servant that had brought it had looked extremely concerned as he had reeled backwards, clutching his nose with the cry of “Gahh!” that came with the discovery. He sniffed the air once.

…Cake?

Silently, he slunk forward, still standing on his seat, and poked his head into the aisle to get a better look. Finding nothing, he glanced up, saw nothing but the luggage rack, and then dipped his head to see under his seat. Still nothing. Paranoia growing as his spider-sense tremored again, he swiftly looked around from his upside-down vantage point, scanning the underside of every seat. He brought his head back up, giving the entire carriage a once-over once again, before putting his front hooves on the backrest and peering over it.

Nothing. Peter's eyes snapped to the backrest of the seat behind his, listening for spider-sense again. When he felt that same tremor repeat itself, slightly louder and slightly sharper, he tensed. Slowly, he moved his left hoof off the backrest, turning towards the aisle with the intention of—

"Hi!"

"AAAUUGH!!" Peter screamed at the top of his lungs as he violently jumped back and fell off the seat with a thump.

The mare, who at first glance seemed to be made entirely of bubble gum and cotton candy, giggled as she dropped down from the luggage rack where she most certainly hadn't been before. "What's your name? Why are you here all alone? The Summer Sun Celebration is in Canterlot! And we just left Canterlot! Do you not like celebrations? That can't be it, everypony loves celebrations. Especially me!" For a second, her head vanished from where it was poking over the seat and Peter could see her flank and the balloons decorating it from his vantage point on the floor. Then her beaming face reappeared. "I love parties. That's my special talent! What's yours?"

"..." Peter's mouth remained open for a moment, as he tried unsuccessfully to figure out what to make of this pony. "Who are you, exactly? Think I missed that."

"I'm Pinkie Pie!"

"Y’know, that was going to be my first guess." And with that, Peter flipped onto his stomach, stood up matter-of-factly, and hopped back onto the seat to sit next to Miss Pie with a deliberate air of casualness. "Nice to meet you, Pinkie." He held up a (semi-)relaxed hoof to shake, and it wouldn't be hyperbole to say it felt like Pinkie ripped it off with the enthusiasm of her shake. "I'm—ow—Peter Parker."

"Nice to meet you, Peter Parker! You looked lonely sitting on this train all alone." Her ears drooped, and Pinkie's entire face seemed to morph into the most bizarrely hilarious sad face Peter had ever seen. "Are you lonely? Do you not have any friends?"

"Well, not yet, but—"

"Well, you have one now." Pinkie pulled Peter into a hug, with a confidence that suggested the matter was settled. Perhaps it was. After an instant of surprise and another instant of hesitation, Peter wholeheartedly returned the hug.

Pinkie grinned. "Come on!" She cried, beginning to pull away. "You need to meet—"

"Wait."

Pinkie was a little surprised to find that Peter wanted to continue the hug. Most of the time when she hugged a new friend, they were eager to make it a quick hug so they could go back to what they were doing, which while not as fun as hugs were usually kind of important. So when this Earth pony had asked in that small, almost pleading voice, to carry on a bit longer, she had frozen for a moment as gears in her head tried to turn in reverse. Then she tightened her grip on Peter's chest again, and rested her chin on his shoulder.

Peter, for his part, silently played with what he was pretty sure were protofeathers on Pinkie Pie's back as he listened to her breathing. It might seem paradoxical that someone like him would appreciate embrace, and in fact it kind of was. Ordinarily, he had a distinct paranoia and dislike of being touched for no reason, and anyway would have regarded it as a gross violation of personal space. Such was true of a poke, a back slap, and any number of other forms of contact, but hugging was different. A hug was a gesture of welcome and acceptance, a tiny I love you in disguise. In this very brief time in another's arms, Peter could let himself believe he was in Aunt May’s. Or MJ’s. Gwen’s, maybe, God rest her soul. For a moment, Peter could feel like he was home again.

Then it was over. Peter released what he was absolutely sure were protofeathers on Pinkie's back and gently pushed her a little ways away, a genuine smile on his face. "Okay, thanks," he said. "Now, you were going to introduce me to someone?"

Pinkie, absolutely ecstatic over how happy she had made Peter, beamed as she grabbed his hoof. "Come on!" She didn't pause to wonder why Peter had sharply jerked his hoof out of her grip with a raise of the brow. "I have to introduce you to all my bestest best friends. Then you won't be lonely anymore and you'll be able to get as many hugs as you want!" From a sitting position, she sprang backwards into the aisle. Not to be outdone, Peter scooped up his notes and leapt from a sitting position over Pinkie, easily landing on the opposite side of her.

"Wait a sec," he said as he followed her toward the door to the next train car. "...Pinkie Pie. Your friends are the Elements of Harmony. Right?"

"Yeppers!" Pinkie exclaimed, bouncing in place next to him. "And they're so much fun! Twilight's still in Canterlot, but everypony else is here!" She opened the doors separating the carriages and bounced through, grabbing Peter and dragging him with her despite his protests. "There's Rarity," she began, pointing at where the group of four mares were looking at them curiously from around an anchored table, "And there's Applejack and there's Fluttershy and there's Rainbow Dash! Hey girls, this is Peter! He didn't have any friends, so I thought, 'Let's bring him in here and be his friends!'" With that, she shoved him into the seat next to the white unicorn and sat on his other side, blocking the hasty escape he had been planning.

Peter, lips drawn together in an awkward expression, was completely silent for about ten seconds. So was everyone else, and Peter sighed as he realized that they were waiting for him to say something. "Hi."

"Nice to meet ya," replied the orange mare Peter automatically assumed was Applejack. She held out her hoof to shake, and Peter took it. No one else did much at all.

Peter wasn’t sure if Applejack had spoken for all of them with her greeting, or if the others were rather less forthcoming with their acceptance. He automatically assumed it was the latter—Even he found his appearance unsettling; the half-hidden scars, the constantly-twitching ears, the definitely-not-equine eyes—but a look around the table nearly blew him away.

It really shouldn’t have. Pinkie Pie had just dropped him into the middle of a group of very close friends with barely an explanation. Of course it was simply awkward. He licked his lips for a second, looking for a conversation starter. “So. Um…Fluttershy.”

The butter-yellow Pegasus nearest to the window on the opposite side of the table squeaked. “Um, yes?”

“I, uh, I recognize all of you (more or less) from Miss Sparkle’s Elements of Harmony essay, and I think it mentioned that you live right next to the Everfree Forest. Right?”

“Right. Yes.” Fluttershy nodded uncertainly. “Nopony goes there much, so it’s nice and quiet and the animals like it…”

“Including the larger, less-then-friendly ones,” Peter added, grinning broadly. “Right?”

“Oh, no, not usually. I mean, yes, but mostly the…scary ones…leave you alone unless they’re hungry—“

“So they’re not a problem unless they want to eat you? That’s not exactly reassuring, is it?”

“…I guess not.”

Peter, who was by now leaning so far forward his chest was nearly on the table, a slightly off-putting grin on his face, settled back into his seat. “Alright. So I do know what I’m talking about, at least a little. Love it when that happens. So anyway, do any of the carnivorous ones ever come out of the forest?”

"Why, are you into them?” asked the other Pegasus. “Is that why you’re covered in scars? Because those are awesome! Where’d you get those ones?” She pointed a sky-blue hoof at the trio of jagged bald patches stretching diagonally across his chest, and Peter leaned back, cringing.

“You ssstoped me once,” the Lizard growled, forcing the struggling gloved hands backwards. “You won’t ssstop me again.” The fingers of his right hand, the one that shouldn’t have been there, reached out, Spider-Man’s wrist still stuck to the hand’s palm. The claws at the end of each of the three enormous fingers extended, burying themselves in Spider-Man’s flesh. The thing that had been Curtis Connors raked its claws through the skin of his chest and roared over the teenager’s screams of pain: “I’m getting STRONGER every day…!”

Peter shook his head as though to dislodge the memory that had forced itself into his mind, glanced down at himself, and turned to give the prismatic Pegasus a flat look. “Well then!” he said, rather than answer. “Tact ain’t your forte, is it? Or do personal questions just not apply to celebrities.”

Rainbow Dash looked taken aback for a second before her eyes narrowed. "Well, I'm sorry," she spat, hostility oozing from every pore as Peter's neck itched for half an instant. "I didn't know it was a big thing—"

"It's not," Peter interrupted, waving one hoof and scratching the back of his neck with the other. "Sorry. Was trying to be funny." He glanced down at the Punisher's Shot. “But yeah, pretty much. My interests do not extend to personal safety. Like you, ‘cordin’ to the essay.”

Dash still looked annoyed. Peter gave her a smile waaay too wide to be real, and the group settled into silence, awkwardness rising to nearly critical mass before:

"So," said the unicorn next to him. "Peter. I can't help but notice that you're taking the train out of Canterlot. Were you not planning on attending the Summer Sun Celebration?"

"Got it in one." Peter tapped his front hooves alternately on the table in front of him. "Me and important, formal things are like oil and water. And the Celebration, as events go, is just a biiiit on the important side, so I decided that, instead of having to take part, I’d move." His hooves came to a sudden stop. "Speaking of which, I might as well get started now, do any of you know about any available jobs in Ponyville?"

"Well," Applejack began, "Ah can always use an extra hoof at the farm—"

She was cut off by a gasp from Pinkie Pie, which seemed to carry her right off the seat. "You're going to live in Ponyville?!" she shrieked, still inexplicably hanging in midair.

"If I say no, can I avoid whatever's coming?"

"NOPE!!" Pinkie's grin was so wide Peter could imagine the top of her head falling off. "If you're moving to Ponyville, that means I have to throw you a Welcome to Ponyville Party! Then you can be friends with everypony—“

“Uh—“

“—and you don’t have to worry about anything, I’ll plan it and organize it—“

“—Pinkie?”

“—I can’t make it a surprise party, though, but still I’ll invite all of Ponyville—“

“NO!”

Pinkie stopped short, her mouth still open, as Peter lowered his front hooves slightly. “What’s wrong?” she asked.

Peter didn’t have a tactful way to put it. “I’m not…fond of parties,” he said, almost apologetically. “Bad things always happen to me at them. And…crowds…”

Pinkie’s face, now that it was genuinely sad, was absolutely heartbreaking. “You don’t…like parties…?” she said, her mane seeming to deflate slightly.

Time enough to wonder how it did that later. Right now—Dear God—Peter needed to cheer her up. For depression, he decided, had absolutely no place in the mind of Pinkie Pie. Even if it meant he would have a thoroughly unpleasant evening.

“…Okay,” he said. “You can throw me a party if you want.” As Pinkie seemed to snap back to her ecstatic self, he realized that this might not have been the best idea. “A small party!” he amended hastily. A half-smile found its way to his face as Pinkie nodded once, the lock of mane between her eyes bouncing off his nose. “Well. Small-ish.”

“You and I,” Peter remarked, eye twitching, “have very different definitions of ‘small-ish.’”

Sugarcube Corner was so completely full of ponies, you could barely move without bumping into one. As a matter of fact, the mare next to Peter whose face was buried in the punch bowl fell backwards, and when Peter instinctively dodged it was only to collide with another pony, sending them flying six feet.

“Sorry,” he muttered, even while giving Pinkie a meaningful look.

“Well, I was going to invite only half of Ponyville,” Pinkie said, “but I was worried the other half might be sad that they weren’t invited.” She gave a brief pout. “And anyway, the whole point of the party is so that you can meet everypony, and you can’t do that at a party where only half of Ponyville is invited. So of course your Welcome to Ponyville Party has to have everypony come!” With that, she turned him around and shoved him towards the masses. “Now get out there and make some friends!”

Peter stopped moving almost immediately, glancing back to make sure Pinkie had departed. Indeed, she was now pronking through the crowds, somehow managing to hold several conversations at once. “Right,” Peter said, doubling back and trotting right back to the snack table where he had been standing. All he had had to eat today was a few mouthfuls of grass (which had been enough to tell him exactly why there were restaurants), and between that and his natural metabolism he was almost insane with hunger. Besides, anything to get away from the shifting, noisy masses that were causing the tingling in his head to rise and fall chaotically.

If there was just one thing he did like about the party—and at the moment, there was—it was the food. Peter grabbed a few paper plates off the stack at the end of the table, balancing each of them on his back with a speed and ease that were probably impressive from another’s point of view. Walking the length of the snack table, he grabbed a few samples of anything that looked or smelled appetizing—that is to say, some of everything—easily throwing it onto the plates on his back. In under fifteen seconds, he had three plates stacked with junk food effortlessly balanced on his back, and was off to find a quiet corner to devour them.

That quiet corner turned out to not be so quiet—directly behind a subwoofer. Now that there was minimal danger of actually being dragged into awkward interaction with someone, Peter sat on the floor, munching on a cupcake that had a slight smell of wood smoke, and after several minutes his gaze slowly swiveled towards the speaker. It was a speaker. And there was a turntable nearby. In a world in which the living quarters of a palace was devoid of light bulbs. Peter glanced about, finding no evidence of an extension cord, then looked at the turntable. Also cordless. After devouring an entire plate of food, Peter put his ear to the back of the speaker, listening for the humming of electricity, and then facehoofed when all he heard, predictably, was the thrumming of bass.

I could take the back off, he thought, taking his ear away from the subwoofer before his headache rose to levels too unbearable. It would have been a simple matter to stick to the paneling and roughly rip it off the body of the device—but, then again, that was likely frowned upon by ponies in general. Especially the speaker’s owner, who (he assumed) was standing less than five feet away but was far too engrossed in her work to have taken notice of him yet. All it once it occurred to Peter that he could ask her how they worked, and immediately he discarded the idea due to his continued attempts to comply with Rule One.

Just as immediately he had a much better idea. “Excuse me,” he said to the white unicorn acting as DJ.

She either didn’t hear him or didn’t listen. Probably the former, considering the sheer volume of the music, and that she probably cranked it up a lot anyway. Peter doubted the mare could hear anything under a shout at the best of times.

“’Scuse me!” he repeated, throwing some volume into it. The mare stopped bobbing her head, her blue mane coming to rest. As her head turned one way, then the other, as if she wasn’t sure exactly where the voice had come from, Peter tapped a hoof against the ground patiently. Finally she saw him, and her enormous purple sunglasses were magically raised and settled on her horn.

“Oh hey! What’s up?”

“Could you turn the music down, please?”

The mare scoffed at him. “Why? Too extreme for ya?”

“No, I’m just averse to long-term hearing loss. The music’s fine, I just generally like to be able to talk without shouting.”

“Ha! You sound just like my roommate! She’s always like, ‘Turn the music down, Vinyl! I’m trying to practice! Don’t wash the dishes so loudly, Vinyl! It’s seven in the morning!’ Or whatever.”

“Hmm. Fascinating. Anyway, would you mind cranking it down, like, two notches before my ears start bleeding?” He gave her a sarcastic smile.

The DJ rolled her eyes. Her horn glowed magenta for a moment, and Peter’s head swung about to see what exactly she was manipulating. There were no dials on the turntable, so she was probably magically manipulating the speakers themselves. Peter leaned over as fast as he could and saw that the cones of the speakers were rimmed in glowing magenta for a moment as the volume dropped slightly. Slightly meaning, like, one notch.

“Thank you,” Peter said, returning to a normal standing position after concluding that the speakers were entirely run off her magic and resolving to find and study the blueprints for them later. “That wasn’t so hard, was it?”

The mare snorted good-naturedly. “You’re the new pony, aren’t you?” she asked, taking her forehooves off the turntable.

“Yeah.” Peter offered a hoof. “Peter Parker.”

“Nice to meet you, Peter Parker.” The mare pressed her hoof to his, shaking it down once and magically lowering her shades again. “I’m Vinyl Scratch, but some ponies call me DJ-Pon-3!”

“I am so glad I’m not one of them.”

Vinyl nodded at the party as she brought her hoof down. “What do ya think of the party?”

“It’s exactly the chaotic horror-story-waiting-to-happen that I was hoping to avoid when I stepped on that train. But otherwise, not bad. Good food—“ Peter stopped for a second to devour the contents of another of the plates he had brought over. “And generally friendly guests. That makes it better than the ones I used to attend right there. Good music, too.” He fell into silence for a moment, looking around at the ongoing rave while absentmindedly bobbing his head to the beat. “This is an impressive sound system,” he said finally. “Yours?”

“Pshh! This is nothing!” Vinyl gave the turntable a look of contempt. “You should see the one I have at home. That thing goes up to eleven! This is Pinkie’s, I just didn’t wanna lug mine from home.” As they were speaking, the song began to wind down, and Vinyl readied another record. “This is a six minute one,” she said, “so I’ve got some free time. Wanna go get something to drink?”

“Provided it’s non-alcoholic.”

“…You don’t understand the point of parties.”

“No, I understand far too well. I’m gonna stick with the soda.”

“Whatever.” Vinyl set the new record on the turntable’s platter and rested the needle against the edge. With that, she led the way right back to the snack table; more importantly to the drinks behind it. Swiftly she poured herself a mug of cider while Peter found a bottle of soda in a cooler and, using his teeth, ripped the cap and accompanying top of the bottle off.

“Oops,” he muttered past the plastic between his teeth.

Vinyl peered over the crowds, searching for something. After a second she found it, smiled, waved, and then took a serious look at it. “Yeah, I think she’s had enough,” she decided finally. “Could you get a mug of soft cider for me?”

“Why can’t you get it yourself?”

“Cause I’m already holding a cider.”

“Well I’m holding a soda, and I’m an Earth pony. How am I supposed to hold two…things and still walk?”

“…Oh, rriiigght. I’ll just grab that.” Vinyl grabbed another mug with her magic, tongue between her teeth, and filled it with soft apple cider from barrel behind the table that she had earlier ignored. “Come on!” she began trotting around the table, sipping her cider as she went. “My buddies are over here.”

“Because this went so well last time.”

“Huh?”

“Pinkie Pie tried to drop me into her friends on the train here. It was awkward.”

“Well, that’s Pinkie. She kinda drops you into new things and expects you to be fine. I’ll introduce you.”

“And we’re stuck on step one.”

“Again, huh?”

“All you know about me is that I’m sarcastic.”

“Perfect! You’ll fit right in!”

Peter shrugged to himself, deciding that the absolute worst that could happen is that he’d be embarrassed for a few minutes before excusing himself to use the bathroom and never coming back. Following Vinyl through the crowd, he nimbly dodged around ponies in accordance to his spider-sense’s twitches. Eventually, they came across a table with four seats filled and two empty. Vinyl took the empty seat between a grey mare and a brown stallion, passing the soft cider to the mare.

“Here ya go, Tavi.”

A cream mare on the opposite side of the table facehoofed. “Vinyl! We were just telling Octavia that she’s had enough for tonight!”

“I’ve only had two,” the grey one—evidently Octavia—snapped. “I’m not drunk yet, and I had no intention of becoming so tonight. Your continued attempts to monitor my alcohol intake are unwarranted and pointle—this is the non-alcoholic cider.” The mug made a clunk when it was set back down on the table, and she gave Vinyl a flat look.

“Yep,” Vinyl replied, casually sipping her own mug. “You’re not complaining about a hangover tomorrow morning, Octy. I’m gonna crank the dishwasher up as loud as I want.”

As Peter quietly wondered what the hell kind of dishwasher these two had, he took a seat in the last remaining chair, just to the right of the stallion, and drained his entire soda in two gulps. The stallion snerked at Vinyl’s declaration, hoof curled around a cup of punch, then glanced in Peter’s direction. His eyes passed right over Peter, and he waved at someone behind him before doing a double-take. “Wait a moment,” he said, in an accent that Peter could only place as British, “did you just sit down?”

“Uh, yeah.” Peter stopped to messily demolish a cookie from his last remaining plate of food. “Why? Something wrong?”

“Not in the act itself, no,” the stallion replied. “It’s just that my wife was sitting there.” He gestured back towards the snacks. “She just got up to get something to eat.”

Peter hopped off his seat, rearing up to peer over the crowd, and saw a grey Pegasus mare at the snack table, her head level with it as she carefully examined two muffins.

“Oh,” Peter said, dropping back down onto all fours. “Okay.” He paused for a second, still looking in the direction of the snack table. “But, uh,” he added, looking back at the stallion, “y’mind if I pull up a chair? It’s just, Vinyl invited me to sit here, and you guys seem like pretty cool…ponies…”

The stallion seemed to mistake the growl of annoyance that the last word was for a mutter of embarrassment, because he gave Peter a smile and gestured at the spot between the empty chair and the mint-green mare’s seat. Peter smiled back, grabbing an unused chair from an adjacent table and awkwardly sticking it in said spot. The stallion scooched his wife’s chair out of the way a bit as Peter sat down. “There we go,” he said finally, as Peter moved his plate over.

“Thanks,” Peter said, holding out a hoof to shake. “I’m Peter. Peter Parker.”

“I’m glad to make your acquaintance, Mr. Parker,” he replied, taking it. “I’m Dr. Hooves.” He began to point at each of the other ponies in turn. “You’ve already met Vinyl—“

“What.”

The stallion leaned back, away from Peter’s surprised and intense gaze. “…What what?”

“Oh yeah, I forgot!” cried Vinyl suddenly. “Everypony, that’s Peter.”

Vaguely skin-tone-y coat color. Brown, scruffy mane that stuck more or less straight up. Tall and skinny, British accent, and—Peter leaned nearly out of his chair to see properly—a frickin’ hourglass cutie mark. “Did you just say,” he said finally, “that your name was Doctor Who?”

“…ves.” He cleared his throat. “Yes. Dr. Time-Turner Hooves. Turner to my friends.” He met Peter's scrutinizing look with one of discomfort. “…Why? Are you...familiar with the name...?”

On another glance, Peter decided, Turner didn’t look that much like David Tennant. His eyes were blue, for one, and his voice was different. Slightly less nasally, maybe. A little less varying in pitch. Plus, he was pretty sure Tennant was actually Scottish. Peter’s half-glare settled, and he gave an involuntary shrug. “Huh. No; you just…reminded me of someone. Does “TARDIS” mean anything to—no. Never mind. Anyway. You were, uh, introducing me to the others?”

“…Right.” Turner gestured back to the others, whose attention had been pulled Peter’s way by his loud what. “You’ve already met Vinyl,” Turner said, pointing at the white unicorn in question. “That’s Miss Octavia Melody,” he continued, pointing at the grey mare with the bow tie, who was currently in the middle of draining her mug. “That’s Miss Bon-Bon—“ the cream mare with a blue and pink mane—“Miss Lyra Heartstrings—“ a mint-green unicorn who gave Peter a cheerful grin—

All at once, Peter’s spider-sense smarted unpleasantly. His head snapped to the left, in time to see some sort of five-pony pileup take place: the Pegasus that Turner had said was his wife nearly bumped into a pony, awkwardly tried to move around her, and in the process collided headlong with a different one. As they tumbled, her wings snapped out in alarm, smacking into the mare she had been trying to avoid in the first place, who was knocked off-balance and crashed into the pony she had been talking to, who in turn threw her back hooves out as she fell and accidentally kicked a fifth pony in the face—a unicorn who had been holding a cup of punch in his magic.

As the five ponies fell into a chaotic pile of confusion, the spilling cup hurtled straight at Peter’s face, who watched it approach with widened eyes. Planting his front hooves on the edge of the table, he threw himself backwards, rolling backwards as the backrest of his chair hit the ground almost hard enough to break. Quickly, he landed back on his hooves, automatically tensed and ready to dodge in any direction, then he looked back at the pony pile and relaxed. Not a single one of them was in a position to fight him even if they wanted to. Still trying to calm down, Peter moved to the crash site and started helping ponies up, conscious of the weird looks he was getting but trying to pretend he wasn’t.

“Ah!” cried Turner jovially, as Lyra tried to sop up some of the punch on Bon-Bon’s face with some napkins. He hopped off his chair, moving to the disaster area and helping his wife (whose eyes were rolling in opposite directions and who was mumbling a chorus of apologies) out of the bottom of the pile. “And this is my wife. Mr. Peter Parker, Mrs. Derpy Hooves. Derpy, Peter.”

The grey Pegasus settled her yellow eyes to look at Peter—well, one of them. The other one was still drifting in the direction of the ceiling. “Hello,” she said brightly around the muffin she was holding in her mouth, before clumsily sitting down between Peter and Turner. Taking the muffin out of her mouth with her hooves, she set it on the table before reaching up and taking a second off the top of her head. “I brought you a muffin, Muffin,” she told Turner, passing him the pastry.

“Oh! Thank you very much, Derpy.” Turner took the offered muffin, then leaned over and gave her an affectionate peck on the lips. “That was lovely of you; almost as much so as your eyes.”

Derpy blushed slightly. “Well…it was the smaller muffin. So it’s not that nice…”

Turner blinked. He looked at the muffin, then at the one Derpy had, looking for any difference in size whatsoever and coming up blank. She had apparently spent quite some time figuring this out. “Well,” he said anyway, “it’s still a muffin. I’d rather have the smaller muffin than none.”

“Yeah, that’s what I was thinking!” Derpy smiled. “That’s why I brought you one. And it’s banana nut!” She took a bite out of hers. “Pinkie Pie makes the best muffins. We should give her a clock.”

As she and her husband continued talking, Peter turned his attention to the cloven hoof tapping his shoulder, which turned out to
belong to Lyra Heartstrings. “Yeah?” he asked.

“Why are you sitting like that?”

Peter looked down at himself—back upright, butt on the seat of the chair, lower legs hanging off the front edge and back hooves resting on the floor. He looked back up at Lyra, who was seated exactly the same way and staring at him eagerly. “…Because I decided to?” he replied.

“Well, yeah,” Lyra said, her maniacal grin shrinking slightly. “But why did you decide to sit like that?”

“Because judging by the design of the chair, I’m supposed to. Why are you sitting like this?”

“’Cause it’s comfortable.”

“Well there’s your answer!” Peter said, brandishing a hoof declaratively. “Because it’s Comfortable! Well done, Ms. Heartstrings. See, you can answer any question by applying logic and reason--‘cept maybe with Pinkie.” He waved a hoof off to the side, as though waving away the change of subject. “A better question would be: if you knew why you sit like this, why’d you ask me?”

Lyra’s smile, which had faded entirely in the face of Peter’s snarking, returned. “Well,” she said dramatically, lowering her voice as though pretending to whisper, “in the ancient myths and legends…” she paused for dramatic effect. “…This method of sitting was the one used by huma—“

As Peter’s amused smile vanished hard and he hastily pulled his back legs up onto the seat to mimic the posture of the others, Lyra was cut off by an annoyed groan behind her. “Lyra!” Bon-Bon snarled. “I thought we agreed that you wouldn’t bring your…cryptozoology up in a public place again. It only makes ponies think you’re weird.”

“I am weird,” Lyra responded proudly.

“Yes. But I mean it makes ponies avoid you.”

“Not all ponies.” Lyra made a grand sweeping gesture around the table. “Look! Four ponies who consider me their friend!” She pointed at Peter, who had perked up at the word “cryptozoology” and was now leaning forward with interest. “Look! This stallion wants to hear what I have to say!” Finally, she turned back to Bon-Bon, whose face and upper chest were still stained slightly pink from the flying punch cup. “And look at this,” Lyra said, leaning in until the two mares were almost nose to nose. “A mare who thinks the humans and manticores and seaponies are weird, and yet…she lets me do this.”

Bon-Bon rolled her eyes as Lyra moved even closer, but when the kiss came, she returned it wholeheartedly. After a few moments, she felt Lyra’s tongue on her lips, and opened her mouth to accept it. As she leaned into the kiss, she felt Lyra’s lips curl into a smile as a pair of forelegs settled on her shoulders. Point made, she reflected, and hummed quietly. Lyra moaned at the vibration—

And then a tap on the shoulder interrupted the moment. Lyra turned around to find Peter, elbow on the table, giving her a flat look.

“Sorry to interrupt,” he said, sounding not sorry at all. “You looked like you were enjoying yourself, but I heard Bon-Bon mention you were a cryptozoologist, which I presume is why you live in a town right next to the Everfree.” He leaned forward. “Care to tell me about some of the stuff in that forest? And then I’ll leave you to…” he made a vague gesture towards Bon-Bon. “Your activities.”

Lyra glanced at Bon-Bon, who looked somewhat indignant at being referred to as such. Giving her a shrug, she turned back to Peter and took a deep breath. “Well,” she began:

“Everfree wildlife is some of the most hostile in the known world, right up there with what little there is in the badlands.” The grin she gave at this tidbit suggested she didn’t mind at all. “The forest is home to fauna of all varieties, and we only know about a very small amount of them! You probably already know about the independent nature of the flora and fauna—“

“Assume I don’t!” Peter cried, in the process making Lyra pretty much certain he didn’t.

“…All the animals take care of themselves,” she said conspiratorially, leaning in to pretend to whisper. “And the weather moves on its own. And—and—oh, wow. The things in there…” For a second she stared off into space, positively ecstatic. Peter took the opportunity to glance at Bon-Bon, cocking a brow in question. She shrugged. Peter straightened and, hesitantly raising his front hooves, clapped them in front of Lyra’s nose.

“Ah! Wha—oh. Right.” Lyra’s eyes focused on Peter as he gave her a smile and waved. “Well, anyway, there’s cockatrices, they’re kinda like dragon-chickens that can turn ponies to stone, and there’s manticores, which are—“

“I know what manticores are. Listen, I could listen to you talk about this all day, I really could. But for now, tell me about the stuff that comes out of the forest.”

Lyra blinked. Peter had fixed her with a rather intense look, as though he considered the subject of vital importance. She cleared her throat, somewhat derailed. “Well,” she began. “Ponyville isn’t attacked much. It’s kinda disappointing, I know; that’s why I moved here too. But occasionally somepony does something stupid. Once we got this swarm of parasprites—they’re these little bugs that eat everything and reproduce like…something that reproduces really fast. Those little jerks ate my pie!” She pouted for a moment. “And once there was an Ursa Minor. They’re like these bears that are, like, as big as…” she looked at Bon-Bon. “What do you think?”

“Two houses on top of each other,” she offered.

“Two houses on top of each other! Well, maybe not quite that big, but—“

“That doesn’t make any sense,” Peter said bluntly. “One of the houses has to be on top of the other. They can’t be on top of each other.” He paused, eating the last of his food. “Unless…well, maybe. In theory, after you go through a whole bunch of mathematics and logic bombs. Inside the event horizon of a black hole it would work pretty well.” He sucked noisily at his teeth in thought. “We’d have to play with spacetime quite a lot, but we could work it out.”

“That sounds like fun to me,” Turner added around a mouthful of banana nut muffin. And then, after swallowing: “Sorry, what were you saying before that? I wasn’t listening.”

“Shut up Turner,” Lyra said, as though it was a well-worn phrase. “Let’s just say the blue one’s on top of the brown one.” When Peter nodded in agreement, she continued. “Well, an Ursa Minor is as big as one house on top of the other, and made of stars besides, and once one attacked Ponyville! It was so cool!” She clearly thought that Peter’s head had snapped up and his eyes had gone wide for the wrong reason. “Don’t worry though, it didn’t do too much damage before Twilight Sparkle stopped it.”

Peter’s jaw was flailing, as one eye squinted and the other remained wide. “Well, that’s self-evident,” he managed finally. “Otherwise there wouldn’t be a town still here. When you say ‘made of stars,’ you’re not serious, are you?!”

Lyra considered. "Well, maybe it was more made of the night sky. The stars were more decoration, I think."

“Oh. And that makes it much less of an abomination against the very nature of the universe. Carry on.”

“Okay! Well, it attacked Ponyville, but Twilight Sparkle managed to calm it down with music and a big thing of milk. And then there was Cerberus!”

“What.”

"He’s the three-headed dog that guards Tartarus. He left his post and attacked Ponyville, but Fluttershy took care of him, and then Twilight returned him.”

“Seems Ponyville is quite an attackable town. And did anything in Tartarus get out while Cerberus was absent?”

“…I…I don’t know.” Lyra suddenly looked quite nervous, as did the listening Bon-Bon, Derpy, and Turner. “I don’t think so, but…I don’t think anypony really thought about it.”

Peter stacked the three empty paper plates in front of him. “Well!” he said, flipping them as one to balance on his head. “I suppose I can’t expect you to know everything. Like if there are any world-threatening hellspawn running around Equestria. Or whether these plates make an incredible hat for me.” He lowered his voice. “They do.” Returning to normal volume, he continued. “I guess that sorta thing wouldnt be made public knowledge anyway. No, not like the populace needs to know if a crazy demon is going to eat their faces or something. I’m gonna get more food. Anyone else want something? No? Be right back.”

He trotted back towards the snack table, ignoring Lyra’s confused question of “What’s ‘hellspawn?’” and deftly avoiding the various ponies between him and his destination. There wasn’t much food left when he reached the table, but as he nonchalantly emptied the rest of the cookie plate it was suddenly refilled by a 70-mile-per-hour Pinkie Pie.

“Hiya, Petey!”

“Do not call me Petey,” replied Petey immediately. “What’s up, Pinkie?”

“We almost ran out of cookies! But that’s okay because this batch just came out of the oven. Be careful because they’re really really really really really really really really really really hot.” She blew hard on them for about fifteen seconds as Peter’s brow climbed steadily towards his hairline. “Hey, I saw you talking to Lyra and Bonnie and Turner and Vinyl! Great to see you making friends so quickly!”

“Uh, well,” Peter said, with a thoughtful tilt of the head. “Kinda. I thought Dr. Hooves was a time-travelling alien for a couple seconds—“

“I did that when I met him! Easy mistake.”

“—and then I talked monster attacks with Lyra. Productive enough, I suppose, but I’m not sure I can really call them friends yet.” He shrugged, then looked down at the snack table as Pinkie continued refilling it. “So, uh, what do you recommend I—“

Without any warning whatsoever—no shouts of surprise, no spider-sense—there was an enormous BANG from behind Peter, and an armor-piercing bullet went through his gut.

“AAAGH!”

The speed of the shot sharply changed Spider-Man’s direction, and as Captain America stumbled forward several paces, Spider-Man hit the asphalt, blood spilling from his stomach even as he screamed.

“PETER!”

“SPIDER-MAN?!”

Captain America had spun around, pulling his shield off his back to fight whoever had just shoved him, but when he saw the spasming teenager on the ground he looked up sharply, already triangulating the origin of the sniper’s bullet and finding the Punisher, who lowered his rifle, shocked. The shield hurtled through the air, knocking Castle off of his perch, but Spider-Man barely noticed.

“Aaah,” he half-gasped, half-screamed, his breath shuddering as he frantically tried to stem the fountain of blood with his hands. “HHHUUH…Ah! Haaahh…guh…AAAHH…”

“Peter, PETER! Are you okay?!”

Peter’s eyes blinked, then snapped to the pink pony that was frantically shaking him.

“PETEY!”

Peter’s forelegs shoved Pinkie as hard as he could from his awkward position, sending her flying straight over the snack table and all the way into the kitchen, where there was a monstrous crash.

Ponies had recoiled when Peter had screamed and collapsed, and now, as he shakily pushed himself to his hooves, he heard the beginnings of whispers. What happened? That’s the new pony? What’s wrong with him? So he just collapsed? The beige Earth pony in question turned on the spot, looking for the source of the bang, and found in the position of its (approximate) source a popped balloon. What’s going on? Who is he? Was he the one who screamed? Peter shook his head violently, trying in vain to dislodge the panic clawing at the edges of his mind. What’s wrong with him? I heard him talking to that weird Lyra mare earlier—FREAK—asking about attacks on Ponyville—MUTANT—why would he want to know—MENACE—“Yooo-hoooo! Helloooooo?!”

Peter whirled to see an unhurt Pinkie waving a hoof in front of his face. After staring at her for a second, he harshly grabbed her hoof and jerked it down. “Yes?”

Pinkie looked extremely worried. Peter supposed he should be grateful for that. “Are you okay? You were all like ‘GAAAAASSP’ and fell over, and then you were all shaky, and then—“

“Fine! M’fine. Just…too much chocolate cake.” He gave Pinkie an attempt at a reassuring smile. “I’m fine now,” he repeated. “But I—I have to go.”

“Waaaiiit a minute,” Pinkie replied, her face assuming a suspicious look. Peter was already gone, though, and she looked around, confused, before finding him already halfway to the door. Quickly making her way in front of him, she fixed him with the aforementioned suspicious look. “What do you mean you had too much chocolate cake? There’s no such thing! Hey!” She had to twist her head back uncomfortably to follow Peter as he leapt over her without breaking stride, and then she had to take a moment to straighten herself to resume following him again. “I don’t think you’re being honest with me!”

“What gave it away?!” came the annoyed response as Peter all-but-dived out of the front door. “The uncut cake or the screaming?! I’m alright! I just need a bit!”

“A bit of what?!” Pinkie was doing a remarkable job keeping up with Peter now that they were both outside, and they both wove through the few ponies enjoying the evening breeze with unnatural ease. “A bit of pie? What about cookies? You were going for the cookies a minute ago. What’s your favorite, chocolate chip? Snickerdoodles? Those are mine, but chocolate chip is good tmmph.”

Peter hastily withdrew his hoof from Pinkie’s mouth, squeezing his eyes closed for a moment and trying to keep from shaking. “No. Pinkie Pie. I just—need—to be alone for a little. I’ll be okay. I just—“

“Are you alright, Peter? We couldn’t help but overhear, and you sounded distressed.”

Peter’s head snapped towards Turner, who stood at a respectable distance along with Derpy, Lyra, and Vinyl. They recoiled slightly, and Peter realized he was glaring. Even as his gaze softened, more ponies joined them: there was Bon-Bon, probably more for Lyra’s sake than anything; there was Octavia, probably for the sake of not having to sit alone at their table; there was Applejack; there was Fluttershy; there was Rarity; there was Rainbow Dash.

Peter had no idea what was happening. “Yeah, a little,” his mouth said; “well done working that one out.” But mentally he was completely lost. These people—ponies—wanted to know what was wrong, what was happening in his head. They wanted to help him: a situation Peter had long since forgotten how to react to. Taking a slow step back, he continued, “Yeah, I’m okay, just a bit…partied out. You know how it is.” He took another step back, trying to force a smile and only managing a scared grimace.

This was not like him. Any other circumstance, he could have buried this. But in an instant it had made itself known, roaring, and now was refusing to be ignored. And these ponies—these ponies that Peter barely even knew—thought it was something they could help with. Peter shook his head hard, a hand—hoof—flying out when Applejack started to move towards the obviously panicking stallion. “I’m fine! I’ve just…that’s enough for tonight. I’m…I’m headed back to m-my hotel room; night, guys.” He turned to Pinkie, recoiling when he found her uncomfortably close. “AAH! Oh, God. Pinkie, thank you for the party, I loved it. But I’m tired. Goodnight.”

“Petey, what’s wr—“

“Stop. Asking.” A young man in a body he didn’t recognize stood opposite from twelve ponies who wished to know why he was visibly losing control of himself, as inside his head the memories of pain and horror and guilt and death—so much death—his own death—pounded against his eyes and ears, screaming to be acknowledged. Peter was aware of the tears sliding down his cheeks, but did nothing to halt them. “Please…”

Pinkie’s mouth slowly and reluctantly closed, although she was clearly terrified for him.

Peter took a breath, his posture relaxing ever so slightly. “Thank you,” he whispered, and bolted.

Had he been more self-aware, he probably wouldn’t have sprinted like he did, but as it was he was a block and a half away before Lyra had finished shouting “Holy horseapples!”in surprise. He reached the corner, screeching to a halt and changing direction before he had fully stopped, his hooves beating the occasional rock into gravel as he went. He hoped to God or whatever Equestria’s equivalent was that none of them would follow him—especially Rainbow, who might have wanted to see how the hell an Earth pony could move so fast.
Lady Luck seemed to have taken a bit of pity on him for once, for he reached the inn near the train station without seeing any trace of rainbow or blue in the sky. No doubt Lady Luck was planning something diabolical, but right now that wasn’t his problem. He leapt for his second-story window, sticking to the wall under it and forcing it open so quickly and carelessly that a spiderweb of cracks sprang across the lower two panes. He crawled over the sill as quickly as he could, and in the privacy of his room he no longer had a reason to try and keep composure.

He collapsed upon hitting the floor, sobs racking his frame as he curled into a rough approximate of the fetal position. The echoes of pumpkin bomb explosions pounded through his head, the images of people caught in the blasts, being torn apart by fire and shockwaves and shrapnel playing across his vision. A wave, two hundred feet high, racked the Manhattan of his mind’s eye, then spilled away as Morlun’s stoically amused face stepped forward, accelerating into an impossibly fast sprint as he reached a hand forward to grab Peter by the neck.

He gasped, flailing, and performed something resembling a crabwalk until his back his the wall, where he tucked his face into his knees, unable to hear his own sobbing over the sounds of screams of terror and rage and pain—many of those screams belonging to him. The Lizard leered at him from above, claws carving wounds anew as the scar in his stomach felt as though it had been punched open again. An explosion right in front of his face would have knocked him backwards had he not already been pressing into the wall. He felt himself dying; he felt himself waking up in a shape that felt utterly alien. His spider-sense was panicking, screaming, flicking through different levels of danger at random, causing his breath to hitch in his throat even as he cried.

It seemed, though, to settle on an unpleasant tingle, and the sensation rather forcibly brought his mind to focus on it, as it always did. As his mind began to feel less like it was being shredded, his sobbing gradually subsided into shudders. He took a deep breath, shifting into a (bipedal at first, then four-legged, remembering) standing position, and staggered away from the window. His muscles were stiff from the position he had been in, and he slowly realized he had no idea how long he had been—like that.

That was a flashback, wasn’t it? The realization made him stand up straight. Like a—a PTSD flashback. It wasn’t like he had never been overwhelmed by his own memory before, but this was the first time it had really been…like that. The first time he could feel it happening again, old scars bursting anew. He shuddered again, an uncomfortable feeling resting in his stomach. He froze for a second,
considering said feeling. Then he quickly made his way to his hotel room’s bathroom.

He stood above the toilet for several seconds, halfheartedly noting its rather bizarre shape and trying to figure out exactly how one sat on it while his stomach tried to decide whether to turn inside out or not. After about thirty seconds and no horrible feeling in his throat, he pronounced himself safe and turned away from the toilet, to the sink.

His hooves, shaped as they were, couldn’t hold water. He made do by thoroughly soaking both of them and pressing them to his closed eyes. Gradually lowering them to rest on the counter, he stared at himself in the mirror. He turned his head to stare at a scar above his jaw, one that had been just in front of his ear when he had been a human. The transformation had stretched it, put a horrible bend in it, and it was only one of several marks on his face alone and dozens of scars across his body. Nopony had said anything about them all evening, but he had seen one stallion do a double-take at the claw marks across his chest, and at least one mare had stared in horror at his right shoulder until he had visibly turned toward her, glaring. He winced now. The memory of the Punisher's bullet wouldn't leave his mind; he could feel the pain and the blood seeping down his side.

Oh God.

He sat on the floor, taking slow breaths. Ordinarily he would be buried in Aunt May’s embrace by now. Ever since she had walked in on an extensively bandaged nephew and a shredded costume following his defeat of Morlun, being able to have what was basically his mother provide him with some sort of haven had become some of the most welcome moments of his life. But that was impossible now. Aunt May was gone—he was gone. And now he was alone.

I want to go home, said a very small voice in his mind, and he echoed it aloud. Please, please. I just want to go home.

He couldn’t help but feel pathetic. Here he was, the Amazing Spider-Man (or something; he would need a new name), crying for mommy. Snorting stubbornly, he stood up and pointedly walked back out of the bathroom. What he needed was a distraction. Just something to occupy himself with—something big—and he would be fine. Something that would require him to focus and care. He wondered if he would have to go looking for an—

His spider-sense was still tingling.

Never mind. That would do nicely.

It was quiet; more an attempt to put him on his guard than anything. He had been too busy trying to get ahold of himself to realize that the slight prickling that had pulled him out of his state had continued well after it had done its apparent job. Now, though, he gave the room a quick once-over before standing very still and, slowly, his tongue between his teeth, turning towards the window.

As he stalked towards it, the prickling became slightly more insistent. Eyes narrowed, he gently inched it a little bit farther open, careful not to break it further, and peered out. Immediately he leaned as far back as possible: the short time he spent leaning out the window had more than sufficient for a vine just below the window to find an interest with him.

Peter stared at it as it creeped through the window, growing at an impossible speed. It was an ominous shade of black, with blue spikes that looked like disease growing out of it at random intervals. As he watched a kind of pollen was released into the air, blue and shimmering and dispersing incredibly fast.

Okay, that’s enough of that. Peter slammed the window shut hard enough to finish the job he had started earlier, sending jagged pieces of glass tinkling to the ground as the vine stopped growing immediately. Gently he eased the window open again, wincing at the glass shards, picked up the severed piece of vine in his mouth, and roughly threw it out. Before the branch had so much as hit the ground, a fresh piece was snaking back into the room, but when Peter tried the same trick again the vine stubbornly refused to yield to the descending frame and continued growing unimpeded.

...Oh. Peter stepped backwards as more branches grew to cover the open window, and the one in the room seemed to reach for him. Oh shit. His spider-sense was rising to a noise like an air raid siren, and he bobbed forward nervously a few times before diving, clamping his teeth on the plant, sticking to the floor, and pulling as hard as he could.

It took a terrifyingly long time. Peter had already torn loose several hoof-shaped pieces of the floor when finally, with the satisfying sound of roots tearing, the entire vine moved sharply inward, causing Peter to fall on his butt. He let himself sit and pant for a few seconds before bursting forward, pushing the now-dead limbs out of the way, and jumping out the window. He hit the ground running, but only galloped a few meters before stopping and examining the scene around him.

Vines. Everywhere. They snaked across the ground, wrapped around the buildings, pushed through any open entrances they could find. Already the one he had torn out was being replaced by three more; and he would have been willing to bet money that those three were immune to being uprooted even by somepony as strong as him. Peter’s eyes followed along the street until, as he faced towards Canterlot, he noticed something in his peripheral vision. Snapping his head up, he found himself staring at a sky divided in half: the sun and the blue of the sky at noon sat proudly right next to the moon and a deep, starry purple of the night sky. A chorus of whats sounded through Peter’s head at various volumes, before he matter-of-factly jerked his head back down, his eyes still wide as plates, and redirected his attention to the problem he was actually capable of comprehending.

“Ah, no.” The deadpan statement that escaped Peter’s lips summed up his preliminary thoughts on the subject quite nicely. He stood sullenly for another second before a scream from behind him and a street over prompted an ear flick. Well, I hope you’re happy, he said to himself as he turned on the spot and began to trot in the direction of the scream. You wanted a distraction, and you got one. Moron.

No time for that. This had clearly been happening long before the thought had entered his head; he had absolutely nothing to do with it. What was causing the flora to adopt a slightly more proactive approach to agriculture could wait until later. Right now, there was a scream of terror with his name on it. He broke into a gallop, then leapt up and over the house before him. Time to go to work.

On his way past a clothesline hung between two houses he snatched a bedsheet. It was to be the third-worst costume he had ever used, but it would do.

Author's Note

My editor/beta-er, Fedorasarecool, recommended that if I do both, I should focus more on the Background Six for a while and let the Mane Six do their canon thing...so I did. And that's why most of them are barely here.
REVIEW! Please! Tell me if the PTSD flashback or the general panic attack was shit; I'm super nervous about that! Tell me if any of the MANE Six are out of character. Not the Background Six; that's all headcanon and at least one of the most popular ones calls for another crossover, so I kinda had to pick and choose. But most of all, offer ideas for the next chapter. I know basically how it goes, but...y'know. Input. Yay.