Spider-Man in Equestria

by optimusprime142

Rating: teen
Tags: Nightmare Moon, Romance, Princess Luna, Cutie Mark Crusaders, Adventure, Princess Celestia, Crossover, Human, Main 6
Length: 10429

Peter Parker ends up in Equestria, not much more I can say... *From my Fanfiction account*

Peter Parker finds himself in an unfamiliar world after dozing off on a rooftop and must adapt to a new world, new surroundings and new threats!

I know this one is very similar in terms of grammar and writing to my (now removed) Spider-man in Equestria series on this site, but don't worry! My writing and grammar, as well as Peter's personality, get better halfway through the sequel!

In all honesty, not that proud of this entry in the trilogy.

Published 2017-06-28 05:50:06 UTC
Last updated 2017-06-28 05:50:06 UTC

Chapter 1

Ahhh, Relaxing on a rooftop was nice. Defenitely more relaxing than getting shot at 24/7. maybe he would take a nap... and so he did. but he woke up to unfamiliar voices all around him.

"What is it?"

"Is it a monster?"

"Will it eat us?" through it all, he heard a very royal sounding voice.

"Now, Now Settle down everypony." EVERYPONY?! He quickly shot up, staring at the royal one.

"Where the hell am I?!" she simply stared back calmly.

"Relax stranger, you are safe here... though I must ask, Why do you have no mouth or a snout?" he chuckled slightly.

"First of all: I never had a snout to begin with. Second off: I'm wearing a mask, see?" he casually took off his mask to show her before putting it back on.

"I have never seen a talking horse bef-" One of the smaller ones rudely interrupted him.

"Ponies. Were ponies."

"Anyways, Can I ask you're name?" she smiled before nodding.

"Of course. I am Princess Celestia."

"Nice to meet you Celestia, I have a real name but I dont trust you ponies enough to not ambush me at one point. you guys can call me spider-man or you can just call me spidey for short."

As much as they wanted to yell at him for not adressing Celestia with respect, they felt outmatched considering He towered over celestia who was the largest pony they knew. however their thoughts were cut short when they heard fire ponies trying to put out a burning building with a little pony still trapped inside and crying. he started jogging up to the building before he stopped behind them.

"What's the problem here?"

"A filly got stuck on the third floor! huh? where are you going?" he barged past them.

"to save their life." He quickly ran into the building and followed the crying until he came to a door. he tried to open it a few times before realizing that it wouldn't open.

"Hold on! I'm gonna kick the door down, I'm gonna get you out of here!" one. two. THREE *CRASH* he quickly scooped up the crying filly and ran down the stairs just as they collapsed. he heard a few ponies quietly sobbing before he kicked the door down while holding the filly. he put her down before leaning against the wall while coughing. celestia patted his shoulder.

"Calm yourself Spider-man, You and the filly shall both be escorted to a hospital." he sighed before losing consciousness.

*A FEW DAYS LATER*

He woke up after being poked in his very private parts.

"HEY HEY HEY! No touching that bit!"

"S-Sorry! Its policy that we make sure everything is unscorched... Oh! We have a few mares and fillies that wanted to see you when you were awake. I'll go get them..." A few minutes later 5 adult mares came in along with 3 fillies.

"...Hi? oh hey your that little pony I rescued from that burning building!"

"My name's scootaloo. and thank you for saving me."

"It's what I do kid..." he got slapped across the face by A blue pony.

"You were a idiot doing that! but... you did save her life.. but how did you just walk right in and come out almost unscathed?"

"Because I ran as fast as I could to get her and get out." he tried getting up before they all chimed in to keep him down.

"Hey, I have rights you kn-"

"And we have rules. Now if you'll please wait just another 10 minutes, You'll be let out!" He groaned slightly before relaxing, true to their word 10 minutes later he was allowed to be let go. He noticed a letter for him from the princess on his way out. He opened it while walking.

*Dear Spider-man

As I'm sure you are aware, Equestria is a very large place. Perhaps you would stay here at the castle? After all, You proved your place by rescuing a filly without consent for your own life. Oh, My pupil; Twilight Sparkle shall be moving to ponyville to make friends. Between you and me, She's been a shut away her entire life.

-Princess Celestia* he stared for a few minutes before being poked by.. .ohhhh what was her name, Sparity? No. parity? Defenitely not! Rar.. Rarity! Finally!

"Yes Rarity?"

"I simply MUST know who designed your clothes! Ohhh I bet it was my rival…" he scratched the back of his head awkwardly.

"Actually, I designed it myself… around 10 years ago. Looking back it is kind of cliché.." she gasped.

"Don't say that! this was ahead of its time at the uh… time." He flushed under the mask.

"Thanks rarity… But ah.. I have to go soon." They all looked sad.

"But why? You haven't even met everyone!"

"Celestia invited me to stay at the castle, And I'm not about to make her mad." They all saw a purple unicorn awkwardly walk across the road before they went to greet her. Once she looked at him she suddenly became giddy.

"You're a human! I've been researching humans for a few years now!" he smiled before heading off towards canterlot.

"Why are you going to canterlot?"

"I was "Invited" To stay at the castle. Not about to anger Princess celestia" that statement made Twilight utterly speechless!

"a- bu- I- have fun…" once he arrived at the castle at least 20 guards pointed spears at him.

"State you're business with the princess!" He showed them the letter before they gasped.

"Our apologies, We didn't realize you would be so tall.. Please go ahead!" they cleared a path to the throne room for him before he slowly entered.

"I see you've made you're decision." He nodded before bowing out of respect.

"I have. I see what you meant by twilight being a shut away…"

"Yes. A guard shall show you to you're room. "

"Thank you princess, um.. Word of advice. Don't surprise me. I may accidently release a web."

END OF CHAPTER

Author's Note

Wow... was my writing really this bad?

Chapter 2

He must have overslept, Oh well. He quickly got up and put his costume back on before heading outside. But the weird thing is that princess celestia wasn't here… he walked up to the first guard he saw.

"Hey shining, Have you seen the princess?" he sighed in relief that he was awake.

"Thank goodness you're awake spider-man! N-Nightmare moon is back and she took the princess to who knows where!"

"Alright… Point me in the right direction."

"B-But she said if this did happen, you were to stay here!"

"listen, I understand. But I CANNOT allow this to go on. Innocent ponies will be forced to slave labor if she isn't stopped!" he nodded after a few minutes before answering.

"Nightmare moon headed into the forest."

"Thanks" he immediately swung to the middle of the forest to find a large stone structure, he entered to find the one he was looking for.

"We were expecting thou."

"Let. The. Princess. Go."

"And thou will stop us if we refuse?" She shot a beam of magic at him, only to be blocked by a web shield. The magic pushed him to the wall before he stood his ground and slowly walked forward.

"T-This Isn't possible!" the mane six came in to see him actually resisting the magic. Once he was close enough he grabbed her by the head and threw her into a wall. But before he could do anymore, she blasted him into the wall with enough force to be submerged in rocks.

*10 minutes later*

"P-Princess you should have seen him! He actually fought through her magic!"

"Speaking of Spider-man, Where is he?" they all had tears in their eyes before turning to the rubble.

"N-No pony could have survived that… should we… get his body out?"

"It is you're decision my little ponies." Just as they came over to him he punched a hand through the rubble. The rocks trembled a small bit before he pushed the rocks off of him.

"D-Did we win?" they all nodded gently even a blue unicorn.

"Woah, Is it just me or is nightmare moon looking different?"

"W-We are sorry for what happened…" she didn't expect a hug from him though.

"Don't worry about it." He popped his neck before he realized that he had a sharp jagged rock in his side.

"S-Stay there, We'll get a doctor!"

"Until then I'll just AGH! Remove it." He gently removed the rock before it bled uncontrollably, he countered this by webbed it. He managed to make it to the hospital with the others before passing out.

*one hour later*

Peter slowly opened his eyes to see the mane six, Celestia and Luna all around him.

"How ya doin every… Pony?" they were glad he started using their terms.

"You truly are amazing Spider-man, all that you endured and yet you're still standing."

"I got that a lot where I'm from…" the chat was cut short when he heard the familiar snake like voice.

"WHERE IS PARKER?!" they heard him kicking down doors until he kicked down this one.

"Ah! You're wounded… excellent! It will make you're death even more sweet!" they all stood In front of him.

"This is my kingdom, and you shall NOT touch Spider-man."

"R-Relax.. I can take him." He motioned for them to get out of the way before he charged at venom. He managed to get a few good hits in before venom overpowered him in his weakened state. He felt himself being pulled into a bear hug.

"L-Let him go you monster!" with every passing second, He found it harder to fight back. He cocked his head back for a headbutt which succeeded in venom releasing him. He managed to recover but not before venom could. Peter realized that he could pull off one last hit. They both charged at each other and hit each of their faces. Peter desperately crawled away with venom slowly gaining on him. Right before venom could grab him. At least 30 ponies started dog piling him, hitting him everywhere they could. But to no avail. As soon as he threw the last one off, he was met with peter holding a very large metal post.

"SURPRISE VENNY!" venom mysteriously dematerialized in front of him. He dropped the post before his legs gave out. Celestia used magic to put him back in the bed as he passed out again.

*2 hours later*

*nightmare*

He woke up again to find nobody was in the room. Once he got outside he was greeted by an angry mob of everypony in ponyville plus the princesses holding pitchforks and knives.

"It's YOUR fault that venom attacked us! If we kill you he wont bother us!"

"W-What the hells gotten into yo-URK" twilight had stabbed his gut with a pitchfork and they watched as he slowly bled out. In just one hour, he did.

*Out of nightmare*

He jolted up and immediately was met with a empty room.

"Huh. Guess nobody really cared that I was in the hospital…" The whole hospital was abandoned… Ok this is weird. Maybe celestia would know. The ponies gave him strange looks all the way until the castle. Ok, celestia was there and so was luna.

"Hello Spidey, Would you care for a chat?"

"I guess we co—Wait a second! Princess celestia would NEVER call me spidey, WHO ARE YOU AND WHERE IS EVERYONE?!" she cackled evily.

"Not many see through a changeling disguise so easily… Our ranks would welcome you." His eye twitched under the mask before he marched to his room.

"If you'll excuse me ill be just a minute." He quickly grabbed the shard of crystallized symbiote from under his pillow and came right back.

"Give everyone back or there WILL be consequences."

"Oh really? And what if I say no? Will you throw that shard at me?! AHAHAHA"

"Close." He quickly crushed the shard to let the symbiote slither over him. He caught her off guard by knocking the changeling out with one punch.

"As I said. Give everyone back NOW." She grumbled before complying.

"This isn't over! CHANGELINGS RETREAT!" after a few minutes the real population came and circled around him. They all cheered until princess celestia berated him for using lethal force.

"What was I supposed to do?!"

"The Spider-man we know would never do this." His glare softened a little bit.

"You're right, He wouldn't." The symbiote formed back into a crystal. They all laughed until one of the ponies doused his side with citrus.

"Who DARES do this to him?!"

"I, The great and powerful Trixie dares."

END OF CHAPTER

Chapter 3

"Explain yourself!"

"Spider-man has been taking credit for Trixie's feats! Trixie defeated that monster at the hospital, Trixie defeated the changelings to!" celestia in a un princess like fashion, slapped her across the face.

"He has more heroism then you will ever have, You will apologize. NOW. Or you shall be put in the dungeons until you do apologize."

"T-T-Trixie says GO TO TARTARUS!" gasps were heard all around the room. And not a word was said until peter clenched his fists. Everypony grabbed his legs and arms.

"LET GO OF ME! I AM TIRED OF PEOPLE TAKING WHAT I DO FOR GRANTED!"

"CALM DOWN AND WE WILL!" He stopped struggling and did calm down.

"I- I'm sorry you had to hear me yell like that."

"It's alright."

"Glad to he-URK?!" a black tendril wrapped itself tightly around peters neck.

"We will continue trying to kill you parker!" Venom continuously grew in size until he was bigger then peter by about 6 feet. Peter shot webs into him and charged his electric webbing before screaming in pain.

"I-I.."

"Yes Spider-man?"

"I need metal lots of metal and wiring! If this gets out of hand I have an idea." After getting all the scrap materials he needed, he set to work on his idea. After about 2 hours twilight came in with a plate of food and a cup of water.

"Thanks twi. Actually it's a good thing you're here. I need some help."

"What is it?"

"You seem small enough, I need you to pull out this faulty sheet of metal. Its lodged inside right now." After doing so, he thanked her.

"You're welcome. What is it anyway?"

"Sorry cant tell ya." Great, Another burning building, And another pony in distress. After he saved said pony he tested his idea: A jetpack. Every single attempt failed, but he didn't give up. Every time he fixed the problems, he would be one step closer to completing the jetpack. However in just 30 minutes he couldn't do any more because venom was going to suffocate everyone by covering the planet. He strapped the jetpack to his chest before heading to ponyville.

"I WILL KILL YOU ALL AHAHAHHAHAHA! SPIDER SO GLAD YOU COULD JOIN US!" This was it, if the jetpack wouldn't start now all was lost. With one last press of both buttons he felt himself being lifted into the air.

"WOOHOO!" He flew full speed at venom.

"THIS ENDS HERE GARGAN!" he flew straight through venom before the jetpack sputtered.

"No no NO!" he quickly shot a web at the castle but realized he was out of webbing from all the tinkering he did to the jetpack, he grimaced before muttering.

"Goodbye everypony." Once he hit the ground, he blacked out.

*One month later*

His eyes slowly opened to see a stack of letters for him, he quickly got up and walked outside of the deserted hospital to see a symbiote covered ponyville.

No… He saw everypony being forced into slave labor by symbiotes.

"Get back to building. NOW." cheerilee stood her ground.

"When spidey wakes up he's going to find and kill you!" mrs. Cake disagreed.

"Face it cheeri, He isn't going to wake up. We doomed ourselves."

"Now as I was saying get back to work NOW YOU WHO-MMF?!"

"It cant be…"

"You know, I don't take kindly to people abusing the innocent.." A battle with the symbiotes ensued. Peter quickly killed the first one before 3 more circled around him. He slid under one and punched straight through his chest, the next symbiote had his head torn off, His final victim had his limbs ripped from his body.

"We came as fast as we coul- Oh my god." Peter quickly turned around to see the mane six. Though they looked very different. He decided to risked it and cracked a joke.

"Hey kiddos Spidey here, 'member me? The guy who saved ponyville, well I just wanted to congratulate cha for successfully surviving a symbiote invasion for this long!" he got a ninja star thrown at him by rarity which he grabbed effortlessly, thereby proving he was awake.

"Oh god, its really him."

"Pretty sure I would have let those symbiotes abuse them if I wasn't me." He saw a symbiote desperately try to crawl away.

"WHERE IS HE?!" the symbiote wasted no time in telling him.

"A-At the castle! H-Hes at T-The castle!" Peter finished him off before running to canterlot.

"S-Spidey don't! All of us tried using the elements and It didn't work, You wont stand a chance!"

"You cant purify him, You have to use brute force. Besides, I'll be fine"

he turned around without another word.

"Spidey wait…" he was already swinging towards the castle and kicked the doors down.

"We were expecting you parker." Before peter had time to react, venom started beating on him, and continued doing it for a few minutes.

"once we kill you, We'll find a way back to earth and WE'LL KILL EVERYONE! INCLUDING. MARY. JANE." peter had never retaliated with this much ferocity before, venom didn't stand a chance.

"This. Ends. Today. Gargan." He shot a web right at his head to fry venoms brain. After doing so the symbiote disintegrated and left gargan braindead. after venom died, the symbiotic goo and symbiotes disintergrated leaving the ponies stunned. They all rushed to the castle to see peter sitting on venoms throne.

"Spidey, you did it!"

"Heh, I did didn't I?" he slowly got up and walked past a stunned crowd to see celestia and luna standing there with smiles. He gave them both a small hug before disappearing into the forest.

*three months later*

"If I'm going to make this work, I need to make this look perfect." He had stopped being spidey for about 2 months now so he web slingshotted as high as he could and dropped, he got the desired affect of a large crater around him. Right on time he heard ponies running towards the crater.

"Another one?"

"Is this one dead?" he groaned from the pain he had to endure. Waitaminute, what was he planning to do? He must have gotten amnesia because he couldn't remember anything from his time as spiderman

"Guess not, Come on were taking him to the hospital to run scans.

*a few hour's later.*

"ohhhh Aunt may, I had the strangest dream… what the hell are you?!" he saw a pony doctor.

"Oh good, you're awake! We just need to run some tests, it appears you have very minor head trauma."

"W-Where am I?"

"In ponyville of course! Oh which reminds me, twilight sparkle offered to let you stay with her until you can remember how you got here." He nodded before getting up.

" can I see her?"

"But of course! She's in the waiting room."

"Thanks" once he got outside he was met with not one, but six ponies. Can you guess? If you guessed the mane six then you are correct!

"Are you alright mister? We found you in the forest and didn't know what to think!"

"Thank you for that, I'm peter by the way, Peter parker." During the tour of ponyville, he passed by the tree he was propped up against when he woke up here.

*flashback*

He- he heard ponies murmuring about me. And the princess coming to silence them.

"Now now settle down everypony."

"Where the hell am I?!"

"Relax stranger you are safe here."

*end of flashback*

Once he snapped out of it he flushed slightly.

"That's quite the historical object… for a tree that is. Its where we first saw spider-man!"

"Who's he?" they all gasped.

"Surely you heard of him at ONE point? " he shook his head.

"Can't say I hav-..."

"Peter you're snapping out again! Oh well, just wait till hes done.." a pile of symbiotic goo came into his view and painful flashbacks occurred.

*Flashback # 2*

"T-This suit, I gotta get it off! RAGGGGH!"

"We are venom!"

"We will find a way to kill you again parker."

"THIS ENDS HERE GARGAN!" he was punching the crap out of this big black and white costumed guy… but this was his voice, and he had never been here before… this was weird!

*End of Flashback # 2*

He shook his head to clear his thoughts.

"Peter are you okay? Maybe we can save the rest of the tour for tomorrow?"

"I'd like that." once twilight showed him her guest room, he started unloading his backpack. Books, Pencils and…" the unmistakable red and blue tights he was known to wear. All his memories as spider-man came rushing back. Twilight heard his gasp and came to check on him.

"Everything all right here?"

"Y-Yeah just fine." He heard the newsmare say the same thing: "Where. Is. Spider-man? Every since he saved equestria from that nasty villain venom, nopony has seen him."

"Listen twilight, I need some air. I'm going to take a walk." She nodded before letting him go. He heard guards yelling at somepony through a megaphone to stand down. He changed into his spider-man suit and swung to the scene, earning a small smile from the gaurds. And almost everypony around them ecstatic that he had returned. They gave him the megaphone. Right as he turned around he was shocked at who he saw.

"N-Nightmare moon?"

"Not quite, I call myself NIGHTMARE RARITY!"

"Rarity, This isn't you I know it isn't please don't make me hurt you!" her glare softened slightly before she bore a demonic grin.

"Rarity isn't here right now, If you'll leave you're heart and soul at my hooves I'll send a message AHAHAH!"

"Alright… On behalf of the fine poplation of equestria, I ask you to put you're demented hooves in the air!"

"NEVER!"

"Oh well, figured I'd try." She caused him to see in his opinion: The perfect world. One where everyone who died was still alive, including his uncle ben. And he was married to gwen… no… no. he knew he could never have married her even if he wanted to. He quickly shook the illusion away.

"Impressive, you managed to realize the deception mere seconds i-?!" peter had charged into nightmare rarity and landed a punch to her face. His tears started staining the mask.

"DO YOU KNOW WHAT YOU DID TO ME?!" he dealt blow, after blow, after blow and barely noticed that she had reverted back to her usual self, he got up and walked away like nothing happened.

END OF CHAPTER!

Chapter 4

-"Spider-man, you almost killed her! what's the matter with you?!" Peter stopped in his tracks and turned to face her.

"Nothing, I saw something and I just snapped. I can't explain it!"

*later*

"Hey Rarity, how're you feeling?"

"Fine spider-man, thank you darling..."

"Yeah..." the others glared daggers at peter.

"I need to go..." Peter headed to the top of a hill which had a huge tree on top.

*at the hill*

"So idiotic! I let my rage almost kill someone from an alien world! God damnit uncle ben, why couldn't I stop myself?! I was stupid!" Peter punched the tree so hard it fell, he sighed and turned around to see sweetie belle, rarity's sister.

"Hey..." peter sat on the stump.

"I'm not gonna hurt you, you don't need to be scared." slowly, sweetie sat next to him.

"You saved my friend from a fire, right?"

"Yeah, I guess I did."

"And you're a hero where you're from mister?"

"Yep, kind of looked down on by the other big heroes but yes, friendly neighborhood spider-man."

"And you didn't mean to hurt my sister spider-man?"

"I can promise you this sweetie belle, I never wanted to hurt her, but she... pushed my buttons. want some ice cream? my treat." she gasped and nodded quickly as she ran down the hill at alarming speeds before returning with apple bloom and scootaloo. they all went to the ice cream stand and told peter what kind they wanted, him settling on a strawberry cone. he paid for them all just as the elements minus rarity came out.

"Hey girls! these little rascals were just telling me about their crusading! so, any luck today squirts?"

"Not this time, but we'll get it, we know we will!" Peter laughed at their enthusiasm, though when he saw twilights glare, he sighed.

"Sorry kids, spidey's gotta go." they each hugged his leg and let him go as they all made their way to the library.

"You couldn't have waited until after we were finished with our ice cream?"

"now is not the time for jokes spider-man! You need to answer for putting our friend in the hospital!" Peter stopped and tensed.

"Is that what this is about, you want to know why I did it? well go ahead and try, i've been beaten down, stomped on, thrown around not to mention stabbed and shot, I can take any type of measly torture you guys can think of."

"Oh, were not the ones doing it." Peter realized too late they were at the castle, and as he turned around, he was hit with a brick.

*? later*

"oof, way to tell me I wasn't invited to the party girls" Peter struggled against the golden magic bonds, making them stretch and strain but not break. he did however, succesfully pull up the mask and spat out a tooth.

"Jesus, turn the lights on already, I'm gonna be laughed at by vampires everywhere!" Peter kept cracking jokes until the lights turned on, and he had spears aimed at every side of him.

"no need to get pointy with those things buddies!" eventually, celestia and luna came in followed by twilight.

"So, mind telling me what this tea party is all about?"

"We just wish to know why harm befell rarity at your hands, you can make this easy on yourself spider-man." Peter just stared at them before standing up.

"Tell you what sunbutt, you lose something in your life that'd you'd rather die than lose. lose that three times over and then try asking me that."

"Spider-man-"

"Don't you spider-man me twilight, you're the one who hit me over the head with a brick! now either move before I make you move."

"Your the one whos restrained..." Peter smirked under the mask and forcibly began pulling his hands apart, each inch made celestia sweat even more before they snapped, and left her gasping for air.

"I'll be enjoying the rest of my day now."

*outside*

"Why isnt twi coming out with him?"

"She's busy tending to celestia rainbow, totally accidental!"

"You hurt the princess?!"

"Nope, I broke magic bonds so...-WOAH!" Peter barely dodged twilight's magic blast, it was large enough to destroy his head alone, and it hit a skyscraper.

"Oh no..." while the others besides rainbow were paralyzed with fear, granted peter was scared too, but he wasnt going to stand there and do nothing! he saw a few familys cowering, and rainbow had attempted to help them but her wing got just under debris. Peter used everything he had to keep the building above them.

"GO! GET OUT OF HERE!" rainbow was trying desperately to fly away, but gave up.

"leave me."

"No-"

"my wing is busted, i'm useless, just leave me-EEAAAGH!" Peter tossed the building up and threw rainbow dash out to safety, but couldnt get out in time, the building had collapsed on him.

"SPIDER-MAN! H-He saved my life."

"Well, don't just stand there we have to get him out!" despite their attempts, there was too much for them to make any progress, they turned and slowly walked away.

*two days later*

Peter began coughing violently, noticing he had a tube in his throat, he reached up to slowly pull it out, but found he had hooves, which made him scream.

"Which patient screamed?!"

"Uh... patient 201."

"but he's...?"

"braindead? yes. we should go see!" as soon as they were in the room, they found peter had taken out the tube and ripped out the wires in his arm.

"Please calm down!"

"Spider-man, Peter parker, twilight, celestia, luna, elements of harmony, have to...-*thud*"

*later*

"He's waking up ladies, you can see him now."

"Hi, you were talking about us?" Peter coughed again, his throat still tender.

"Y-Yep, i'd like to talk to twilight. alone."

"You can't just do that, how do we know ya wont just hurt her?"

"Applejack, i'll be fine! if thats his request, i'll honor it. i'll be okay." they slowly left.

"Still mad?"

"what would I be mad about?"

"Um... nearly killing rarity..."

"Peter?! How, you died!"

"did I? I don't even know, last thing I remember is saving rainbow and then... nothing. Wait how did you know my name is peter"

"We were never mad you doofus! and we unmasked you when we pulled your body out-"

"the way you treated me said otherwise, thanks for the brick to the head by the way, it's just what I always wanted."

"Peter I- were sorry, we didnt think you'd die-"

"don't say another word, I forgive you bookworm! now for the real test." Peter had tried climbing up a wall, and to his surprise it worked.

"Woohoo!" twilight giggled at his enthusiasm.

*later*

Every mare was eyeing him with half lidded eyes, and he was blushing nervously as he was walking to the treebrary.

*at the treebrary*

"You've taking quite a liking to him darling, we've all noticed it!"

"I-I only just met him, were not even dating g-girls!"

"Yeah, were not dating, and im not really looking for a relationship, but i'm always open!" Peter quickly snuck behind them and into the basement, hoping to work on a costume when he saw his original body, in cryo stasis!

END OF CHAPTER

Author's Note

Woohoo, were getting into the Spot arc!

Chapter 5

Peter flew out of the basement faster than he could get out by running thanks to his wings, which he amazingly used like he had them all his life!

"Wowza, ya act like ya seen a ghost, ya alright...what's yer name again?"

"S-Spot, and I'm fine, it's just C-cold down there." applejack was right, he had seen a ghost, a red and blue, cut up and brusised five foot three ghost. Peter grabbed twilights hoof, causing her to blush slightly as he brought her to a different room.

"What the heck are you doing keeping my body frozen?!"

"I-In case we can put your mind back in your body!"

"And you're keeping this from everyone you know?"

"Well... the princesses know- wait pe-!" Peter stomped out the door but stopped before leaving.

"It's spot." Peter had spent the next few hours making hoof friendly web shooters and a new costume but shoved them into his backpack and spent the day at sugarcube corner, and the cakes didn't mind since he was always joking around. Peter ruffled the mane of a colt wulfing down a bowl of ice cream

"Hey little guy, don't eat so much ice cream or you'll get a super bad bellyache!"

"Spot!" Peter groaned as he saw the mane six in the door.

"What is it?"

"we need to talk to you. as in right now!" Peter shook his head as he waved to mrs cake while walking out the door.

"What is it? obviously something happened or you wouldnt have come to yours truly on such short notice! I am irresistible after all!"

"Very funny spot, Nightmare Night is coming up and we wanted to know if you'd be there, after all, everypony is going."

"Heh, sure, I'll come!" This was the perfect opportunity to wear the costume, but of course twilight had decided on doing a tag team, her choice was vampires.

"Oh come on! Really twi? vampires!?"

"Everypony likes a good theme peter! besides it was either this or we both go as starswirl the bearded!"

"Who?"

"Exactly peter! I seem to be the only pony who even knows who he is!" Peter groaned, he wanted to go in his spider-man costume! but all thought process changed when she walked out, her costume consisted of stockings and a two piece costume with cape and fangs.

"Let's go peter!" Peter shook away the blush, stupid pony hormones...

"Alright, let's go..." every stallion gawked at twilight and glared at peter at the same time, HOW DID THEY DO THAT!?

"Girls! over here!" as the girls were chatting, peter's spider sense was going through the roof.

"GET DOWN!" Peter lunged at them just as a ball of fire flew right above them.

"A DRAGON!? A DRAGON IN PONYVILLE?!" while twilight was yelling, Peter snuck away from them and swapped the costumes.

"Leave ponyville or there will be consequences!"

"I'm here for spider-man, WHERE IS HE?!"

"You're too late, he's already dead..."

"I WON'T LEAVE UNTIL I FIGHT SPIDER-MAN-MMPH?!"

"You need to learn to shut up buddy, I'll happily battle you in place of spider-man!" Peter leaped onto the top of the dragons head and ran along the top until he got to the tail, Hey, he'd done this before against fing fang foom. the dragon lifted both his tail and his head, giving peter the opportunity to leap off and punch him, purposely knocking him out. Peter landed gracefully and turned to the dragon behind the one he knocked out.

"Take him and never return." the conscious dragon nodded and left with the other in tow.

"Who are you?"

"I'm Spider-mane."

"Um Spider-mane..."

"yello?"

"Your flanks are on fire." Peter nodded slowly and began screaming as he ran around at speeds able to match pinkie.

"PUTITOUTPUTITOUTPUTITOUT-" Before peter could see it coming, the mane six grinned evilly as they dumped a gigantic bucket of icey water over him.

"I'M GONNA KILL YOU! CMERE YOU EVIL,EVIL MARES!" Peter spent the most of Nightmare night chasing them before giving up.

"Hey wait a second, wheres twilight?"

"With nightmare moon! I hope she does something about nightmare moon!" Peter shook his head, they thought luna was nightmare? once he found them, luna's fur had become much darker since he last saw her, the same can be said with her mane.

"Twilight, Luna!"

"S-Spider-mane? What are you doing here?"

"A mare told me, not sure who though. but let's cut the charade."

"What does thou talketh about?"

"I'm spider-man, the one who stood up to you when you were nightmare moon, I uh... got into an accident and i'm stuck in a pony body. and lemme tell ya, that mare is devious!" Peter stuck his hoof in Twilights direction causing luna to sigh quietly.

"Thou doesn't fear us?"

"Course not, you haven't given me a reason to!" before Peter knew it, him and luna were chatting the entire way to fluttershys house.

"Fluttershy, are you in there?"

"y-yes, one moment please..."

"Eep, N-Nightmare moon!" Fluttershy had tried to close the door, but both peter and twilight put their hind leg between the door to keep it open.

"That's not nightmare moon, this is princess luna, she's changed!" eventually, luna was accepted by ponyville and enjoyed the festivity.

"Where did Spot go?" The mane six heard someone clear their throat behind them.

"Somebody call my name? I was busy sucking the blood of everyone in equestria!" Peter wiped the red punch off his fake teeth and laughed as they jumped.

"You guys are too easy!"

"You're a jerk!"

"I do try. cmon, let's enjoy the rest of the night!" soon enough, it was too late to do anything, and so Peter Twilight and Spike all returned to the library. twilight had him sit down, but he grunted when he touched the bed, his butt was still hurting like hell.

"I'll get you an appointment with nurse redheart, that was stupid what you did by the way."

"Hey, It stopped them didnt it? but the next time you do something like that again, I'll use webs." twilight smirked as she fake gasped

"Do what again?"

"You know exactly what! Just... Just don't do it again, cold water can stop the heart you know." twilight mumbled a response as peter passed out. he's got a lot to learn about ponies.

END OF CHAPTER!

Chapter 6

An earth pony was holding a mare in a dark alley with a knife.

"Just give me your purse and no one gets hurt doll." before the thug knew it, the knife was out of his hand

"Actually, you're the one who's getting hurt buddy! friendly neighborhood spider-mane at your service!" Peter dealt with the mugger rather quickly, glad that they had no guns in equestria.

"Are you okay?" the mare only nodded as she ran away from the alley.

"I'll just leave you webbed up for the guards" Peter sighed, he'd get an earful from twilight like he always did, but he always insisted he'd be fine, causing her to call him too dense for his own good.

*at the library*

"Twi? you here? Twi?" Peter saw a note and used his wing as a hand to pick it up.

*dear Peter,

I'll be over at sugarcube corner with the girls! if you need us we'll be there." Peter chuckled.

*at sugarcube*

"I can't believe how dense that pony is, I keep sending him hints and he just flies right over them!"

"Give him time darling, all stallions are like that-OH MY STARS!" to everyone's surprise, peter was thrown into the store, hitting his back on the counter before constantly getting back up each time, taking more effort than the last every time he was thrown in until he could no longer stand.

"That was almost unsatisfying. I will enjoy killing you spider-mane." Peter groaned quietly as the large 400 pound earth pony threw him into a wall. but before they could deal the final blow, twilight used magic to shove him into the ground over and over until he was unconscious, meanwhile peter was nearly unconscious but shook it away while staring in awe, twilight had saved him.

"T-Twilight what're you doing? I'm supposed to be the one who saves people! *koff koff*" Peter looked at the hulking stallion and realized he wasn't breathing, causing peter to reflexively started applying pressure to his chest using his hooves, pressing down constantly.

"Come on, Come on! you're not dying on me yet!" when traditional cpr didnt work, Peter began full on slamming his hooves on his chest, on the fifth hit, the stallion began coughing violently, looking around before drifting back into unconsciousness. This made peter laugh as he rolled off of him.

"You just saved, the stallion who tried to kill you? are you crazy?!"

"Crazy... and stupid..." peter passed out shortly after.

*later*

"Oh my aching head..." Peter shook away the drowsiness and noticed he was in the hospital as he heard talking outside.

"If he's awake, you can sign him out, he's recuperated this past week-" a whole week he was in sleepyland?

"Aww, so you do care about me twi, I'm touched!"

"Just shut up and let's go!"

"Jeez, demanding much?" twilight used magic to pull his ear.

"I'm going I'm going!"

*at the treebrary*

"Everyone laughed at me twi, did you have to pull me by the ear the entire way?"

"Yes!"

"What's the deal twi? I go out all the time, why are you so insistent I put away the costume?" when twilight turned to look at him, he face was soaked with tears.

"I thought I made it clear, I made it obvious to you and you ignore the hints every time! ARE YOU REALLY THAT DENSE PETER?!" Peter, instead of yelling back, sighed.

"No, I'm not as dense as you think twilight, I just don't know if I return the feelings." after the argument, everything slowly went back to normal until they both went to sugarcube.

"So like I was sayin-Mmph!" Peter was cut short by twilight kissing him.

"OhmygodI'msosorryspo-" Peter cut her short by kissing her back.

"I love you ya big dork!"

"I know you do, like I said I'm irresistable!"

*3 months later*

Peter was on his way to the hospital after someone blew up the treebrary, peter couldnt save twilight in time though and she was taken to the hospital in critical condition.

"Twilight, thank god!" Peter was stopped by her mom and dad.

"Don't go near her again, she got hurt because she was dating you!"

"Hey, in case you didn't notice, I was trying to save her from that bomb! I'm only trying to make up for that!"

"well, if you really want to help, you can transfer some blood to her-"

"No, absolutely not, Being spider-mane is a burden I have to bear alone, and giving her my blood would give her that burden too-"

"If your not here to help me then leave spot! and don't bother coming back to check on me because now I know why every one of your girlfriends end up DEAD-!" Twilight gasped when she realized what she said, but peter only nodded.

"I- I understand... I'll be going now." as soon as peter walked out the room, he was greeted by the other elements.

"What does she mean by "your other girlfriends ending up dead"?"

"Don't. Just don't." Peter vaguely heard twilight call for him, but he didnt listen, right now he was numb, the only girlfriend that accepted his double life to an extent just hurt his feelings big time. he just wanted to disappear and go back to earth. but derpy, the mailpony gave him a letter from shining, twilights sister.

"invited to the wedding eh? it's in 3 months, I'll be ready by then."

*3 weeks later*

Twilight had been hoping peter would be in the library waiting, but instead came to an empty library, not one thing of peters was still there except for one picture they took in the first week of their relationship. twilight had noticed a newspaper.

*spider-mane nowhere to be found, is he dead?*

*two days later*

everyone in ponyville sat in awe at the tricks *the great and powerful trixie* performed.

"And for trixies next trick, she requires the assistance of her sidekick, spider-mane!" this part caught twilights attention. and out walked someone in a crappy spider-mane costume.

"Spider-mane, if you'll please crawl up the wall for trixie."

"right away trixie!" trixie covertly used magic to make him seem like hes walking.

"Trixie will now remove his powers!" once she let him go, he fell on his back. and everyone but twilight began clapping their hooves.

"Thank you! Thank you! Trixie adores all of yo-mmph?!" everyone was shocked to see webbing on her mouth.

"This is possibly one of the most disgusting, deplorable imitations of me, I'm ashamed trixie lulamoon!" everyone turned around to see spider-mane.

END OF CHAPTER!

Chapter 7

"What the, T-That must be an imposter, Trixie has the real spider-mane! Spider-mane go defeat the imposter for trixie!" the fake spider-mane did some poses as he leaped into the air.

"You have the poses for the role, but you have none of the tactics."

"I-I-I-I can beat you imposter!" the faker threw a punch, missing by a ridiculous amount, giving peter the opportunity to land a blow to his side, then he slammed both hooves on the imposters shoulder blade, dislocating the shoulder.

"Y-Your gonna pay for that trickster-thud" one more punch brought the imposter down and knocked him unconscious.

"Don't ever try to imitate the real thing." the crowd began booing at trixie.

"You-YOU'VE RUINED TRIXIE! BUT TRIXIE WILL SHOW YOU ALL BY SINGLE HANDEDLY STOPPING AN URSA MINOR!" trixie indeed summoned an ursa minor, but ran as soon as it roared at her.

*twenty minutes later*

"Cmon fuzball, I can do this all da-thud" Peter was slammed into the ground by a paw, then the minor lifted it up and slammed it down again, and again and again until twilight managed to lull it asleep. but to everyones shock, peter was gone, not even a drop of blood in his place.

*one and a half months later*

Ponyville had seen glimpses of peter, mostly during times of crisis, but trixie returned, and this time peter was nowhere to be found at least until twilight was unexpectedly defeated.

"TRIXIE WILL RULE EQUESTRIA NOW! NOT EVEN YOU CAN STOP THE GREAT AND POWERFUL TRIXIE!"

"No, but maybe I can!" Peter sucker punched trixie, giving up the element of surprise.

"Go twi! try and find a way to stop her!" Twilight seemed to zone out, he called her twi again before shaking it off and running away.

"Let's see what your greatest failures are spider-mane!"

"Wait... you're spider-ma- *WHAM*" Peter was pissed, not even relenting, his blows seemingly hitting harder every second.

"I try and I try to forgive myself and forget, but someone always reminds me!" Next thing peter knew, he was thrown into a building and buried under the rubble of said building

*later*

"Thank celestia, he's waking up girls!" as soon as peter opened his eyes, he swallowed.

"D-Did you beat her?"

"Yes, thanks to your timely appearance spider-mane!" Peter tried to sit up, but his entire body roared internally from the pain and he fell back down with a thud.

"H-Have I told you... how much this hurts? because if I haven't, it hurts very much!" Twilight sighed and trotted up to him and kissed his forehead.

"Get some rest, you'll be stuck here for a while..."

*the next day*

"Spider-mane? Are you oka- He's gone!" outside, nopony had really paid attention to the limping stallion.

"Just a little further to my cave, then I can relax until I heal up just in time for the wedding!" Peter laughed, but stopped short due to the pain and began coughing as he climbed up the mountain leading to the cave, thankful that no one had seen him.

*1 month later*

Twilight and shining had a happy reuinion, but she lost her train of thought when she saw peter having a conversation with a few guests.

"And then I said You think training dinosaurs is hard? imagine dragons!" Peter and the others laughed at his own joke before he spotted twilight and the others.

"Hey girls! I was wondering when you'd get here!" Peter hugged each of them, though only pinkie hugged back because... she's pinkie! the others were more confused except for rainbow, who's face looked like a tomato

"You plothole! you just disappear for 3 months and you act like nothing happened?! Twilight's been worried sick!"

"Sorry girls... I was visiting family in manehatten, and you know how that place is!" Though they were still suspicious, they all agreed that was a good reason for his dissapearance.

"Hey spot! I want to introduce you to my fiancee, Princess mi amore cadenza..."

"Hmm... princess cadence is your fiancee? well I have to say you are one lucky stallion shining armor! Now you're a man like me!" Peter hoof bumped with shining.

"Hey twi, can I talk to you, privately?"

"S-Sure Spot..." Peter led her outside.

"There's something not right about cadence..."

"I know! she didn't even remember our secret dance!"

"No, despite the fact that we've never met, she seemed to know me very well, and seemed to be visibly afraid of me! I have a feeling the real cadence was kidnapped and replaced by a changeling..."

"That's impossible, maybe she just-"

"Twilight listen, My instinct is never wrong, and my instinct is telling me that there's something off about her!" what peter didn't plan on, was that twilight tried to go to her brother about that, and subsequently got kicked from the party list.

*two hours later*

"I told you girls! something wasn't right about princess cadence! oh boy..." outside, changelings were bashing at the large shield surrounding canterlot.

*inside*

"Shining, please snap out of it! that isn't cadence, that's queen chrysalis!" like ever single attempt before, he just stared blankly at chrysalis.

"You may wear his costume, but you are no spider-man. he has been dead for a year now, thanks to my illustrious planning!" so that's what happened, she planned for that building to fall!

"Why?! He had a life on his homeworld, A steady job, and respect from his friends!" Peter leapt at Chrysalis, but 2 changelings had grabbed him and threw him out the window, right behind the mane six.

END OF CHAPTER

Chapter 8

"Where's Spider-mane at a time like this?!" twilight laughed nervously in rainbows direction as they were about to be jumped by the changelings.

"I kinda said some things to him when I was in the hospital, ponyvilles seen him here and there every so often .. I'm sorry girls, now were all gonna die because of me!" to their amazement, they were saved by none other than peter himself.

"Miss me? cause I didn't miss you bug faces!" Peter, with a little effort knocked out the twenty or so changelings.

"Are you girls okay? I saw the changelings and I-Do you hear that?" they all nodded before twilight pointed to the sky, easily hundreds of changelings above them.

"Go and stop chrysalis, I can handle these creepy crawlies!"

"Can you really? do you really think you can go against that many?"

"no! But I'm gonna try! Now go."

"Spot please- oops!"

"Wait wait wait, Spot is Spider-mane?!" rainbow dash was in hysterics at this point, throwing up a little from all the adrenaline.

"I may be strong, but I know only you can stop this for good, go, I'll keep em busy!" without warning, Peter leapt onto one of the changelings and laughed as it flew around in all different directions before slamming into another, knocking both out.

"Whos... Next?"

*inside*

"He'll fight vailiantly, but my changelings outnumber him one hundred to one!" Twilight and the others had kept chrysalis distracted while cadence attempted to free shining armor from her control.

*outside , 5 minutes later*

Peter was being lifted into the air, he didnt have the strength to fight back anymore and they acted on it before all of the changelings were being taken away by a wave or pink energy, causing peter to start falling in the process. but he did swing onto chrysalis.

"Guess what, your plan didn't work, I'm still here and I always will be bug queen!" Chrysalis stared at him wide eyed as he lost his balance and fell off, right in front of everyone who was hurriedly leaving. before anyone knew it, peter threw a hoof up.

"I'm okay, I think!" Peter ignored the stabbing pain in his chest and smiled at twilight and the others.

"Now I Hope this means you'll start listening to your sister more shining armor?"

"well, yeah! she was right, but you look stressed, what's the matter spider-mane?" Peter sighed and slung a hoof around shining.

"Well, you all sort of left her crying to spot, that kind of rubbed me the wrong way. even you princess celestia, I uh... wasn't there to verify but it seems whatever you said really stung her the most"

"Were awfully sorry spider-mane-"

"It's not me you need to apologize to."

"Spider-mane, you don't need to do thi-"

"Twilight please, let me do my thing, she's all yours." Peter promptly passed out, he was far too exhausted to deal with this anymore.

*later*

"I feel like I was kicked in the head..." he was in a hospital room when nurse redheart walked into the room.

"I-I'm glad you've woken up spider-mane, i'm a big fan by the way!" after a little talking, peter was deemed fit to leave, he was leaped on by twilight as soon as he walked out of the door.

"B-Body still sore miss sparkle!"

"I-I'm sorry, the doctors said your heart stopped and I just-"

"Look, I've died once already I'm not gonna leave anytime soon. Any updates on my… body?"

*outside*

Once Peter walked out the door of the treebrary, he looked on in horror at... Spider-Mane taking a life.

"NO!" by the time peter changed and made it to the scene, the imposter was gone.

"I-I know this looks bad everypony, but I didn't kill this mare! I was framed! Y-You believe me, right girls?" the mane six circled around him, though twilight seemed hesitant.

"Twilight please!"

"the evidence was there, we have to bring you in the easy way or the hard way." peter grinned weakly, like he was about to throw up.

"I went with the easy way once, didn't go so good-" Peter had no time to finish his sentence before he was blasted by rarity with magic.

"Horseapples, I think you were actually trying to hurt me!" Before he knew it, fluttershy was lifting him into the air as rainbow was speeding towards him.

"Fluttershy, think about what you're doing! I'm telling you I was framed-" fluttershy shrieked as she let him go, he only fell for about 2 seconds before rainbow grabbed him and piledrived him into a building. Peter rubbed his forehead with a hoof and groaned as he pulled himself out of the rubble of the building.

"No mommy, five more minutes!" Peter seemed to be out of it as applejack bucked him, breaking a few ribs which seemed to snap him out of it.

"That is IT! No more mister nice spider!" every hit peter managed to get in, it was repaid tenfold by them. he knew they wouldn't stop until he was dead, so he pulled one last trick. peter collapsed in front of twilight. who looked at the others.

"We weren't supposed to kill him!" just then, the imposter jumped out of the crowd.

"I DID IT! I FRAMED HIM AND KILLED HIM IN ONE DA- uh oh..." the imposter was thrown around by the mane six until to everyones surprise, peter dealt the striking blow that knocked him out. twilight put a hoof on his shoulder, but he slapped it away.

"Don't touch me." all of peters anger was sapped from him when he saw both nightmare moon AND chrysalis working together! the changelings tossed him around a bit before dropped him from so high, he was nearly unconscious due to lack of oxygen. the impact made a crater around him, the only indication he was alive was quiet groaning. but they couldn't hear that.

"BRING. US. SPIDER-MAN!" their demands were crystal clear.

"H-He's been dead for a long time!" as they were talking, apple bloom ran up to the front of the crowd in a spider-mane costume, causing the both of them to laugh.

"L-Look, Spider-mane is alive! hah, you will be the first to die pony!"

END OF CHAPTER!

I left this one on a cliffhanger :P you'll just have to wait to find out the ending to this story

Chapter 9

Nightmare moons mouth was webbed shut.

"You really think… that I'd go down… easy?" Peter stumbled slightly as he leapt at chrysalis, only to get slammed into a wall by a changeling.

"Spider-mane!" Peter roared at the changeling as he slammed him into the building, only the changeling stumbled out before losing consciousness while holding spider-manes mask.

"And now spider-mane is dead!" the whole town gaped at nightmare moon and queen chrysalis, that couldn't be true! A few changelings slowly approached the mane six, but they stopped when they heard footsteps, and out came peter parker, back in his human body

"you're hurting people, what have they done to you?" as peter slowly walked closer, every pony he passed was smiling at him with their mouths open.

"S-S-Spider-man?!" peter chuckled at her shock.

"In the flesh, now I've got an order to kick you all the way back to the moon nighty!" peter barely dodged the magic beam, and knocked the changeling above him unconscious. The changelings were quite a problem in pony form, but in human form he could do this all day.

"Hey twi, take a picture will ya?" Peter laughed at his joke, while twilight was confused. What did take a picture mean?

"All right, fun times over. No more holding back on you!" both chrysalis and nightmare moon looked at each other and gulped, and was met with peter's chest when they turned back. Hoping to get as much distance from him as possible, they flew to higher ground as the brute who nearly killed him before glared at him.

"Oh hey!" Peter dodged the buck and uppercutted him.

"Aren't you getting u-" peter didn't dodge chrysalis' attacks in time and seemed at her mercy before he pulled out a vial, feeling it was far kinder to what was inside then being frozen into a crystal.

"What will tar do for yo-*WHAM*" Peter socked her and took the chance to kick her off as the symbiote covered him.

"Queeny! Get ready for a world of pain!" Peter shocked the town of ponyville with how brutal he was with the symbiote, taking everything chrysalis took and returned it tenfold until one of his arms were held back by a changeling, then the other arm, then they were dog piling on him. Peter's hand went limp for a few seconds before it was pulled into the hoard of changelings. To everyones surprise, a much larger and far more menacing hand burst from the top.

"Queen, We can't hold him anymore-" everyone heard a loud roar and changelings were being splattered onto every building.

"It can't be! What's HE doing here!?" instead of plain old spider-man, the hulking form of venom took his place.

"WE ARE GOING TO KILL EVERY ONE OF YO-"

"SPIDER-MAN, STOP!" Venom tensed and slowly turned to face twilight, looking down at her comparitevly small form.

"Why did you yell at us in that tone purple pony? Were doing good…"

"You did, but they can't take responsibility for their crimes if you just up and kill them! Don't do what that thing would do, do what spider-man would do." Venom just stared at her for what seemed like forever before turning to the battered body of chrysalis and venom began peeling back and shrinking, until peter parker was the only one there, still in the black suit but back to his normal self.

"Thanks twilight… Queen chrysalis, you are under arrest for- uh… are you glowing?" before twilight could warn him, chrysalis latched herself onto his torso and began cackling.

"What are you doing?!"

"Spider-man! Changelings have the ability to detonate themselves! Pull her off, you can do it!" instead of yanking her off, he relaxed and the symbiote left him

"W-What are you doing Spider-man!" Peter looked at her and gave her a thumbs up just before chrysalis exploded, damaging nightmare in the process and causing the nearby house to crumble and collapse.

"And now… I will proceed to destroy each and every one of y-?" everyone heard shifting of rocks and expected chrysalis to limp towards her, but peter limped out instead, having hurt his leg, and his mask was destroyed and long gone now.

"Nightmare M-Moon… You are-"

"Join me… Join me and together we can rule this world, think of all the power you could gain!" Peter said nothing, only looking at the ground.

"A wise man once told me, that with great power, comes great responsibility… and that means that you could offer me anything in the world and my answer is… NO!" peter mercilessly beat her before pinning her to the ground.

"I'm going to make sure you see justice for your crimes! Good always triumphs evil nightmare moon, even if the good must experience loss! Wow… what just came out of my mouth? Anyway, lights out nightmare!" the battle was won, the threat was defeated but peter couldn't help but feel he was forgetting something.

*five days later*

"Are you sure you haf ta go spidah-man?" Peter sighed as he knelt down to the cmc's level.

"Yeah kiddos, I have a life and a family on earth, Equestria isn't my shindig, but I promise I'll visit as much as I can!"

"Peter look out!" peter turned to his right and was immediately hit with a magic laser, defenitely aiming to kill him, then everything went black.

*? Later*

Peter shook away the blur and saw the mane six.

"We almost lost ya again sugarcube!" Peter sat up from the pony sized bed and looked at twi.

"You warned me… do you know who tried to kill me?" the mane six stared wide eyed

"I never said anything, Are you sure it was me?" Peter patted her mane and smirked.

"I'd recognize that annoying voice anywhere twi…" after a few seconds, twilight went completely red in the face with anger.

"ANNOYING?!" Peter laughed until he couldn't breath, then smiled at twilight.

"I'm only kidding twilight, seriously though I ned to get back to earth… can you send me back?" Twilight sighed but did open a portal to earth.

"I really wish you didn't have to go spider-man…"

"I know twi… I'll see you around."

*on earth, avengers tower to be exact*

"Wooh! You guys wouldn't believe my day even if I told ya! What is this, alchohol?" the only response peter got was a nod.

"Oh thank god!"

"What happened to you kid? You look like you went through a freaking warzone!"

"Pretty much did! Anyways like I said, you wouldn't believe me if I told you…"

"We've fought lots of stuff spidey, nothing could top a freaking giant planet eater! Seriously though, what happened to you kid?"

"So there I am, relaxing on a rooftop!"

The end

Author's Note

And that's the end of the first entry in my Spider-man In Equestria trilogy!