Takes place AU in the Marvel Cinematic Universe, pre Captain America: Civil War. With inspiration from the Spiders and Magic series.

During the six months of having Spider powers Peter encountered a strange power which takes him to a cartoonish place where everyone has weird names but a lot like his without the superheroes. At Canterlot he befriends Twilight and helps her in her quest to investigate the strange going ons at Canterlot High.