The Princesses and The Spider

(Twilight's POV)

Princess Twilight Sparkle gasped for air, as her head instinctively shot up and frantically took in her surroundings. Though her mind hadn't actually cought up with her eyes just yet. Mere moments ago, she was enjoying a peaceful picnic with her closest friends under a tree in a prestine meadow outside Ponyville, when some kind of rift opened up and began dragging them in.

She tried to fight it, but it proved too strong, and one-by-one, she and her friends were pulled in. Last she could remember, she saw Spike clinging to the the side of the tree and tried to fire off a spell that would teleport him to safety. She could only hope it worked.

As her breathing steadied and her mind calmed down, if only marginally so, Twilight tried to lift herself up on to her hooves. A simple task made somewhat difficult by the pain in her legs and chest. A pain she wasn't sure if she got as a side effect from the portal or from her landing on the concrete.

'Did I land? Or did I just materialize on this spot?', she wondered to herself as she struggled to find her balance on shaky legs.

After steadying her body and thoughts, she was able to properly take in her surroundings: a grimy alleyway with overflowing trashcans and various other kinds of junk strewn about. Looking up, she could see it was still daylight. And there was an old steel fire escape near her, towards the end of the alley. On top of which, she could have almost sworn she glimpsed some kind of red creature, that leaped out of sight that second her eyes came upon it.

But thoughts as to who or what that could have been were soon overshadowed by what she saw and heard moving outside the alley: CARS!!!

Instantly, she started looking over herself to confirm that she was infact, still a pony. And suddenly she had a whole new source of worry.

'I'm in the human world! But I'm still a pony? How? That's never happened before! If I'm still a pony and the humans find me...' she paced frantically around the alleyway. The pain in her legs forgotten and sweat drops were now forming around her face and neck. Thoughts raced through her mind of government agents in black, unmarked vans, white rooms, tables, handcuffs and straps, trays full of needles and scaples...

'Ok! Settle down there Twilight. You're just letting Spike's comic books and your human friends' movies get to you again. The human versions of the girls were quick to accept you. I'm sure the humans' governments will be reasonable. Probably...' With a few calming breaths, Twilight managed to avert an oncoming panic attack and get back to the here and now. Before ducking beside a nearby dumpster, so she'd hopefully be out of sight as she thought things over.

'Ok, first thing's first, I need to get out of this alleyway and get a better idea of my current whereabouts and situation. If I'm lucky, I've wound up somewhere around Canterlot City. And I can find my human friends and they can help me. If not, well, I guess I'll have to work from there.' She thought to herself with a hoof under her chin. Oblivious to whatever was around her. 'I could use my magic to turn invisible till I know if it's safe to be seen. But that can last few hours tops, before I run out of mana. Assuming that weird portal didn't mess with my magic. Teleporting without knowing where I'm going is dangerous and trying to teleport to specific places isn't something I can really do without knowing how far and what direction. I have been working on a spell to turn human without the mirror's magic. But that one's still in the testing phase...

"What the hell is it?" Someone asked out loud in a gruff voice that took Twilight out of her thoughts. As well as sending a chill down her spine.

Cautiously, Twilight turned towards the direction of the voice. Where she saw four thuggish looking men. The one closest to her and presumed owner of the voice she just heared, was a man with a shaved head and muscular, tattooed arms, wearing a sleeveless white shirt and navy blue jeans. Directly behind him, was a man in a denem jacket with a metallic baseball bat resting on his shoulder. And out the corner of her eye, she could see a man wearing a black leather coat and fingerless gloves looking over her curiously with a hand under his chin. A dragon tattoo was covering half his face. While another shorter man in sunglasses stood at his side with a some kind of wrench in his hand. "Some kind of purple unicorn?"

"Is It one of those weird mutant things they've been talking about?" The man in denem asked with his head leaning towards the man in leather. Drawing Twilight's to him in process.

"It's going to be the pay day of a lifetime boys," their apparent leader responded. His lips forming into a wicked smile. "Grab it!" He ordered. The two closest to Twilight moved forward, while she scrambled to her hooves.

"Hold on!" She shouted. Catching the gang off guard. The two coming at her almost stumbling to a stop out of surprise. "I am Twilight Sparkle, princess of Equestria! Student of Princess Celestia and Bearer of The Element of Magic!" She declared boldly. "Not some... some stray animal you can just grab off the streets!"

She attempted to stare the four men down, while standing as tall as she could on all fours, her wings flared out, her ears pushed back aggressively, and an aura began to glow around her horn. Though they still seemed to be processing that she could actually speak. The actual meaning of the words she said not seeming to register to them.

The three subordinates turned to their leader. Who shook his head disapprovingly. "What are you waiting for? Grab her!"

The two goons in front of Twilight lunged at her. But she was ready. And a violet forcefield exploded from her horn. Slamming into the thugs and knocking them to the ground. Before Twilight teleported a few yards away, on the other side of the dumpster, facing the opening towards the street. And began galloping towards it with her wings spread... but stopped and hesitated.

'Ok! Running straight out into the open is too risky. Flying up's safer, but still runs the risk of drawing too much attention. You could probably take these guys, they don't seem tougher than anything you've already dealt with before. But then what? You're not going to kill them, so do you just try to kock them out, then figure out how to slip out of here unseen? Try to restrain them? What if they have back up? What if the noise draws other peoples' attention?' Her fight-or-flight instincts battled it out with each other. She sweated, knowing she couldn't waste a single second. It was a miracle they hadn't already caught up with her. 'I'll have to risk it!'

She put on her best aggressive face and readied her horn, as she spun around to meet her would be abductors... But what she saw caught her off guard. Instead of a gang of attackers coming at her, Twilight saw the back of some red and blue human shaped creature. Standing over the leader of the gang and the man that had been beside him, who were looking up at this intruder, from a position on their backs. While the two goons that had been closest to her were pinned to opposite side of the alley walls. Covered in what looked like... cobwebs?

Spider-Man's POV

Peter Parker almost couldn't believe his eyes. Down there in the alleyway, was a real life winged unicorn. Alicorn he believed they were called. He was so surprised by the sight of it, he almost let it see him. And he had to jump out of the way and hide out of sight till it looked back down and he could resume his observation of the creature. He didn't want to spook it, after all. Besides, it gave him a moment to get his camera ready.

He retook his position on the fire escape, which he was now using as a makeshift observation platform. While he studied the creature.

'It's a lot smaller than I would have thought.' He took a picture while hanging upside down in one corner of the structure to get a good shot. Then again, I don't normally think about how large fantasy creatures are supposed to be... though maybe I should! Not like this is weirder than most other things I get involved with these days. But still, you'd think they'd be as large as at least your average horse!' He took another shot. 'Colorations odd too.' He thought as he looked over her light purple coat and dark purple purple mane and tail, that had a single pink stripe through them. 'Not something normally found in nature. Though I guess neither are alicorns... as far as I knew until just now.'

Taking a chance, Peter climbed down as close to the little purple alicorn as he could, while still staying above her line of sight. 'Hmm. It has odd marking on its flanks too.' He noted to himself upon seeing the pattern of five white stars surrounding a larger pink star with white points emerging from its corners that adorned both sides of her flank. 'Some kind of branding maybe?' He considered what evolutionary factors could have been responsible for this creature or if maybe, it was not made through natural means, as he zoomed his camera in to capture an image of these markings.

While he continued to study the equine as it paced frantically around the alley, he noticed a few other things about, like that it was female. Which he began to wonder after noticing its long eye lashes and soon confirmed upon... glimpsing other parts of its anatomy. Second, she was clearly scared and confused. Which kind of pulled at his heart strings. But he forced down the feeling for the moment, as to not let it interfere with his observations. And third, and most potentially incredible, the way it looked around its surroundings and expressed itself, seemed oddly... human. An idea he quickly dismissed. But a part of him could not help but wonder.

He continued to watch her as she hid beside a dumpster, out of view of anyone on ground level that may be looking into the alleyway from the main road. Now more fascinated by his discovery than ever.

Unfortunately, he was brought out of his wonder upon seeing a small group men coming around the corner. Who immediately noticed the purple alicorn beside the dumpster, while she seemed too distracted to notice them. Even as they started to close in around her.

'Oh no. Please tell me you guys are just rough looking, but law abiding citizens out for a stroll,' he thought to himself. Though he had a feeling that was just wishful thinking. As he put his camera away positioned himself to jump in.

"What the hell is it? Some kind of purple unicorn?" Peter heard one of them ask out loud. Finally getting the attention of the purple equine. "Is It one of those weird mutant things they've been talking about?" He heard another ask while he tried to check for any weapons they may have the best he could from this position and plan out how he was going to go about this. "It's going to be the pay day of a lifetime boys," the apparent ring leader of this little group said. Looking him over, Peter saw the tattoo on his face and realized these guys were with The Purple Dragons, a particularly large gang here in New York. "Grab it!" He ordered, while Peter readied his web shooters.

"Hold on!" The alicorn called out, to the shock of all humans in ear shot. Peter's jaw almost fell off as his attention shifted back to her and she began to tell rhugs who she was. "I am Twilight Sparkle, princess of Equestria! Student of Princess Celestia and Bearer of The Element of Magic! Not some... some stray animal you can just grab off the streets!"

Peter was so stunned, he could hardly process what she was saying. Until now, he believed this creature might have been in intelligent for an animal. The possibility of it possessing human level intelligence had crossed his mind, but the rational part of him almost immediately casted doubt on that notion. But in an instant, she proved him wrong.

By the time his brain caught back up with what was going on, he noticed a pink light emanating from the equine's horn. Just in time to see that light burst outward and knock her assailants to the ground. Before in another flash of light, she vanished.

Peter scanned the area frantically, not wanting to lose track of this strange creature. And luckily for him, she hadn't gone far. As he noticed her rushing for the exit into the open streets with her wings flared our, like she was about to leap into the air. Only for her to suddenly stop, just before she was out of the alleyway.

Before he could ponder on what she was doing, Peter refocused on the thugs. Who were recovering from the equine's little light show. With the leader shoving two of them forward and ordering them to get her.

Acting fast, Peter down into the middle of their path and clothes lined the both of them. Before firing off two lines of webbing onto the shins of the gang leader and his remaining lackey and yanking their legs out from under them. Sending them both down to the concrete, rear first. While the two gang members to his sides forced themselves back to their feet.

"You know that's not how you treat a guest in our lovely city," he called out sarcastically. "What would you mother's think?"

The thug with the shaved head was the first to make a move. Pulling out a pair of brass knuckles and throwing the strongest right hook he could muster. Which Spider-Man casually dodged and countered with an elbow to the face, followed by a kick to the midsection that sent the goon reeling into the wall.

His baseball bat wielding man followed his lead and swung at the hero repeatedly with his bat. Strikes that Spider-Man easily dodged, before
catching the bat in his hand. Then in one smooth motion, landing a punch to the thug's chest that knocked him into oppossite wall while pulling the club out of his hands, before tossing it up and webbing it onto a part of the wall too high to reach.

Then he spun around to face the leader and in the same move, crossed his arms and fired his web shooters into the goons. Sticking them to their respective walls.

The leader and his remaining henchman scrambled to their feet. As Spider-Man began walking towards them.

The man with the tattooed face reached for the back of his pants and attempted to pull out a large revolver. But Spider-Man was faster on the draw and yanked the gun away with a strand of web. Followed by a short, but rapid string of web shots that left the man's arms stuck to his body, his legs feet stuck to the ground, and his mouth muzzled. Leaving him helplessly trying struggling against webbing while letting out a string of muffled curses, until New York’s protector laid him out with a single punch the face.

Spidey turned to the remaining thug. Who lifted up his wrech nervously, as he considered attacking the hero. Before almost immediately dropping it and running away.

"Remember to tell your friends I said hello!" Peter called out. Before turning around to find the Equine looking right at him. An unsure and cautious look on her face. "Uh... hello," he said awkwardly while raising his hand up in a welcoming gesture. "You, uh, said your name was Twilight?"

Neutral POV

Twilight looked over her mysterious savior with some trepidation, but also intrigue. While now she was (mostly) sure he was human, he was dressed very strangely in some kind of bright red outfit with patches of blue on his sides, legs, and waist which completely covered his body. Even his head. And his outfit also seemed to have some kind of black web like pattern over the red portions.

Yet despite the stranger's odd appearance, Twilight could have sworn she'd seen him somewhere before. Yes, on her previous trips to the human world, she vaguely remembered seeing him on one of her human friends' TVs and on the cover of a magazine or something.

"Uh... hello," he said awkwardly while raising his hand up in a welcoming gesture. "You, uh, said your name was Twilight?"

Twilight jerkwd back in surprise at his words, suddenly taken out of her pondering and brought back to the here and now. "Uh... yes. My name is Twilight Sparkle." She answered somewhat sheepishly with a short bow. "Uh, thank you. For saving me." She added sincerely as she looked her hero in the eyes for the first time, which just now were completely white and blank, or at least covered in a blank material.

"Uh, don't mention it," he said while scratching his his masked head. "It's kind of what I do. I'm just your friendly neighborhood Spi-!" He interrupted by sudden and hard to identify sensation in his chest, that caused him to look down. And for a moment, he could have almost sworn that there was some kind of light glowing underneath his costume, before the feeling left him as suddenly as it came.

Twilight noticed it too. But having no reference point as to whether this was unusual for him or not, chose not to comment on it directly. "Are you ok?" She asked.

"Yes," he responded. Choosing not to worry about it. Not right now, while he was still introducing himself to the mysterious, talking, little purple alicorn he still knew nothing about beyond her name. Which was apparently Twilight Sparkle. 'Wierd name. Though I guess it's no weirder than going around calling yourself Spiderman... Except that's at least not my reeaalll name... Wait a minute, I don't no if Twilight's her "real" name either. He shook those thoughts away, so he could refocus on actually introducing himself to the strange creature.

"As I was saying, they call me Spiderman. I'm kind of one of the local heroes here, in New York." He pushed his hand out to shake hers, but pulled it back upon remembering she didn't have hands of her own. How does a species build a civilization without any kind of opposable appendage? Wait, does whatever species she's part of even have a civilization? Going by her, they're at least intelligent. But does sapience necessarily equate to civilization building? Wait minute! Are they even anymore of her species out there?! I mean, she's certainly the only specimen of her species I know of... While he pondered on the many questions regarding this equine he wanted answered, Twilight herself had lit up over a tidbit of information he had unknowingly given her: her current location.

New York? I recognize that name! It came up fairly often when I was researching this world, during my previous visits. It was some kind of major city, the largest in this particular country if I remember correctly. From what I remember from the books and my friends' "television shows" and the internet, it seemed almost like a human world equivalent to Manehattan. The island at the city's center even had a similar name, Manhattan I believe it was. A wide and excited smile appeared on his muzzle, due to a combination of having some idea where she was and the learning possibilities that came with visiting a new place. But it was sadly short lived, as another bit of information she remembered reading of crept its way into her mind. New York City is on the other side of the continent from Canterlot City and her human friends... and the only way home she knew about. Suddenly she remembered how she ripped away from her home for reasons she did not know, alongside her friends. The whereabouts of which and wellbeing of, she still had no clue of!

Peter saw that she looked like she was on the verge of a panic attack and spoke up. "Are you ok?" Twilight looked taken aback by his his words. "You look... worried all of a sudden. "

"What? Oh, sorry!" She answered, before taking a quick breath and wiping her brow with a foreleg. Just now realizing her fur was becoming soacked with sweat. While Peter noted that she seemed surprisingly dexterous with her leg.

"I... have a lot on my mind right now," Twilight said hesitantly. Not sure how much she should let this stranger know. Which Peter picked up on and chose not to question her on it further. At least not yet. A long awkward moment fell over them. Neither entirely sure what to do now. But Twilight knew she has no leads and no idea where to go from here, other than across a continent. And no clue what she was going to do to survive till then. While Peter figured she was probably lost out here and he wanted to help her... as well as satisfy his own curiosity regarding the alicorn.

"Do you need a place to stay?" He finally broke the ice. Causing her ears to perk up. He thought if she was as lost as she seemed, she could probably use a safe place to stay and get her bearings. And maybe then, after she's calmed down and he has shown her she could trust him, he could indulge his curiosity about her. "I have my own place. I'm afraid it isn't much. But you would be safe there, I promise. And you can take some time to relax and figure out whatever you have to there."

She looked him over for a second. Still not entirely sure. But after another second, she smiled. "That would be just what I need, actually. I'd like that."

He nodded in response. "Ok, that settles that." He then placed as his red chin in his hand as he began to think. "Only problem is, getting you there. No offense, but you kind of stick out in a crowd around here and I figure you don't want too many eyes on you. Do you?"

Twilight nodded in response and began to think on the matter herself.

"Luckily, I kind of have my own way of getting around the city that will keep us high above the crowds. But still, it's not exactly likely that nobody to notice the purple little horse beside me."

"Pony," Twilight corrected reflexively.

"What?"

"I'm... a pony, not a horse." Twilight answered.

"Ok, pony," Peter said with an eyebrow raised under his mask. "Still, the point remains."

"Actually, I think I have an answer for that. I know an invisibility spell that should keep me unseen As long as the trip there isn't too long. Like, a couple hours or less."

'Spell?' The word rang around in Peter's head for a moment, but he pushed it to the back. Reminding himself to hold off on questions till later. "No, it won't take ten minutes to get there."

"Good," She responded as horn began to glow, catching a facinated look from the costumed hero, but her aura simmered down as she hesitanted on casting it. "Uh, this way of getting to your home, can do it while carrying me around?

He thought about it for a moment. "Yeah, I probably could pull that off. But I kind of figured you could, well, fly," he said, gesturing to her purple wings. Which seemed to instinctively flap in response to him.

"Well yeah, I could," she responded with a hint of embarrassment in her voice. "But I don't really know my way around here and it would probably be hard for you to guide somepony you can't see. So I figure, that would be the best option." She looked away slightly. "If it's not too much trouble, of course."

"It's no problem," he said sincerely and lowered down pick her up, while she latched her forelegs around his torso to free up his arms. Though he chose keep his left around her barrel and just use his right swing. 'This might make things tricky, though she is very soft,' her thought to himself. Resisting the urge to run a hand down her velvet soft coat. Just in case she took that the wrong way somehow.

"Ok, casting the invisibility spell now," Twilight said somewhat awkwardly. Being held like this by a stranger does tend to cause such a feeling. But she managed to cast the spell just find. Which caused Peter's eyes to almost bug out under his mask, as she indeed, seemingly disappeared. But he could clearly still feel her soft fur against he body. He... did not know how to feel about that. But he decided he should just get a move on.

"Ok Twilight, you might want to hold on tight for this," he warned as he raised his free hand.

Author's Note

OK! First real chapter. All and all, I think it's a decent start. Not great. But ok. Though I'd love to here what any of y'all thought of it.