Ultimate Spiders and Magic: Episode VII "Sting of the Scorpion"

by Maximus_Reborn

Chapter Three: "Web of Life"

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Chapter Three "Web of Life"

Twilight slowly approached the junkyard with a pendant in hand, alternating her gaze between it and the path ahead. “It’s faint, but the spectrometer is detecting traces of electromagnetic energy. It must be Spider-Man again.” Eventually, the girl reached the center of the junkyard, before raising the spectrometer high over her head. The device’s humming increased in volume as it continued to beep, prompting Twilight’s brow to lower. Soon, a second light appeared next to the one at the center of the spectrometer, and the girl hummed in response, gazing about her surroundings. “It seems there’s a second signature matching that of Spider-Man’s. It’s not as potent, but there’s clearly a connection of sorts.”

Tapping her foot, the girl straightened her glasses, before glancing to the side. Never averting her attention from the pendant in hand, Twilight followed its signature for what seemed like minutes. However, her foot soon collided into a metallic structure, and the girl fell forward in a heap, yelping before her face met with the dirt. She groaned, rolling to her side, but her eyes widened upon spotting the source, narrowing at its slick surface.

The upper metal casing of an object protruded from the earth. Twilight reached out, rubbing a hand over the mangled and dented metal, before sliding her fingers underneath its body. She strained, pulling with all of her might, until the object was freed from the dirt. Blinking, she could only stare as its legs limply fell to the side, but half of its limbs disconnected from the body, causing its circuits to sparkle, before eventually fading. The creation’s central eye glowed, with a shade of crimson, but it flickered to black, causing the machine to limply fall to the side in the girl’s grasp.

“What is this? It looks like a giant spider. This must be connected to Spider-Man,” Twilight whispered, wheezing before dropping the robotic creation to the floor. Lowering to a knee, the girl held a hand over her mouth, while staring intently at the machine. She retrieved the spectrometer, gasping once the light at its center beeped profusely. Twilight turned to the side where the device pointed, narrowing her gaze. “That’s in the direction of the park. I’d better let the girls know as soon as possible. We can’t let him get away this time!”


Inhaling deeply before letting out a low sigh, Peter wiped the sweat from his brow with a forearm. He stood over a table, with his gaze fixated on the array of circuits and wiring within the metallic spider stretched out. Each of its limbs were fully extended, with all eight reaching the floor. The boy furrowed his brow, as he continued to sort through the intricate details the arachnid displayed within. Before long, he glanced to the side after what seemed like an eternity at the walls of text scattered across the screen though multiple windows on the computer.

Peter pecked away at the keyboard, alternating his line of sight between the innards of the spider and a crimson device placed by the computer. "This technology is really state of the art. Whoever made this really has extensive knowledge in engineering," he muttered, frowning before an electrical spark ignited briefly and surged across his being. Peter shook his head, blinking while his unkempt hair stood on end, until it finally relaxed back into place. "It really reminds me of Mysterio's technology. There's so many firewalls that you'd think it was shielding Fort Knox."

"My word!" someone exclaimed from behind, causing Peter to snap in their direction, but the boy let out a relieved sigh upon recognizing the dark goggles placed over their face. The older man walked up to the boy, straightening his eyewear with a finger once he stood over the disassembled arachnid placed on the table. "What on earth have you stumbled upon?”

Humming, Peter shrugged his shoulders and tapped a finger against the outer shell of the spider. "No idea. That's what I'm trying to figure out. There was this guy dressed up as a giant scorpion--"

"I beg your pardon?" Octavious blurted out, his goggles tilting to the side.

Clearing his throat, Peter shrugged, "Yeah. Heavy armor from what I can tell, and we were attacked by dozens of these creepy crawlies in the junkyard. As a fellow spider, they're giving us a bad name." Narrowing his eyes, the boy pointed his finger at the nearby screen, while numbers and text appeared. "So far, I can tell that these spiders share components of a titanium alloy that Mysterio's bots were infused with. They were aggressive and armed to the teeth."

Octavious straightened his posture and stood upright, rubbing his chin with a pair of fingers, "Oscorp."

"Again? How can you tell?" Peter questioned, arching a brow.

Waving a finger, Otto pursed his lips, while holding a firm and stern glare at the metallic creation. "I recognize the work of a former colleague. This is a Slayer creation of Alistair Smythe." Pausing, the older man rubbed a hand over the spider's outer casing, "Rather, I used to work with his father, Spencer Smythe, before his tragic passing. His son took up his legacy, just before I ceased working with Osborn Corporations."

"Slayer? I mean that fits, after the way they attacked us. Just what kind of work were they doing at Oscorp?" Peter blurted out, edging closer to Octavious. However, the man avoided his prying gaze, and the boy huffed in response, dismissing the thought before returning his attention to the walls of text on the screen. "Anyway… It explains the tracking mechanism. It's specifically designed to target those with arachnid DNA. No wonder that Scorpion guy was having a hard time before I showed up and why they started attacking me, too."

Otto's eyes widened as if a thought came into his mind. "Tell me more about this Scorpion."

Blinking, Peter was slow to respond. He stammered, shifting his gaze to the ceiling briefly. "Well it’s hard to say. He was a guy in heavy armor with a giant prosthetic tail. Very unhinged, like he could barely keep a thought together. Plus, he was strong and fast. Did I mention the tail? Because it shoots giant death lasers, like it was Godzilla's atomic breath, and hits as hard as a train. Just ask my bruised ribs."

"That's... a considerable amount to register," Otto murmured, sorting through the boy's rambling tirade. He glanced to the side, grimacing. “Has the Oz program really come that far?”

Oblivious, the boy folded his arms, once his train of thought ended. He rolled his eyes afterward. "Oh, and he also said he was going to kill me if he saw me again. So, add him to the list, with the police and everyone else I've ever met." His head fell as yet another intrusive thought barreled into mind. He lifted his gaze, aghast while throwing his hands high overhead. "Did I also also mention that Twilight and her friends have superpowers now?! Seriously, can’t things just slow down for a few minutes, without life throwing another curveball at me?! Please!"

"Tell me about it. I saw their little show on the news," another voice calmly stated from behind, prompting Peter and Octavious to turn in their direction. However, their expressions softened upon recognizing the short fiery hair combed back onto a woman's head. "You guys really need to remember to lock the door. You never know who might step in," she chuckled, before turning the knob on the door until a click was heard. She fixed her posture, shifting her weight before using the crutches under her arms to close the gap. The woman soon blinked once inches away from the boy, furrowing her brow upon settling her orange gaze at the mechanized spider on the table. "What the hell is this?"

Exhaling, Peter threw a hand over his forehead and grumbled. "That's what Doc and I are trying to figure out. Apparently, it's another Oscorp creation by some guy named Smythe."

Glancing to the side, Spitfire muttered under her breath. "Smythe? Oh! Alistair! I thought I recognized the schematics!" The woman eased into the nearest chair after Peter offered his seat, narrowing her gaze onto the computer screen. "I can't believe the Spider Slayer program has come this far. His old man would have been proud, even if he was a little obsessive."

Trailing off, Peter returned his gaze to the array of wiring and circuitry carefully extracted from within the mechanical hull of the spider. “This technology really is remarkable. The circuitry! The cybernetics! The articulation!”

Reaching out, Spitfire snapped her fingers inches away from the boy’s face, until he snapped free from his self-induced trance. “Geez, Pete. Why don’t you just marry one already?” she paused, scrolling through the walls of text, before her mouth fell agape at a particular sight. "Hold on! These things are tracking arachnids! Was this thing after you? Are you okay?"

Peter raised his hands defensively, giving the woman a firm nod. "I'm okay. There were a bunch attacking this guy dressed as a giant armored scorpion. He kept going on about voices in his head, but ran off before I could figure anything out. That's why I'm hoping to track him, before he hurts someone. I can tell he's not a bad guy. He’s just... confused."

"I do believe the arrival of Scorpion and Smythe's Slayers aren't by coincidence," Octavious declared, frowning while momentarily lifting his goggles. "If Quentin's actions were anything to go by, I believe Oscorp have increased their efforts to apprehend you. It is purely speculation, but I believe the Scorpion is their way of attempting to replicate what you are."

Frowning, Spitfire glared at the man. "That's too good of a guess. Do you mind explaining yourself? We know you used to work with Oscorp, but how deep does that rabbit hole go, Otto?"

Huffing, Peter reached to the side and retrieved a circuit board before anything else could be said. "That's not important right now. It's a good thing that I disabled the tracking mechanism before Smythe or Oscorp could figure out that I borrowed one of their toys. The last thing we need is for them to find out where I live." As if clarity settled in, the boy's eyes softened. "It still doesn't answer why Oscorp is so fascinated with me. I don't know anything about them, but it seems like most of my problems have stemmed from them since I've moved here."

Octavious managed a smile, placing a hand over the boy's shoulder. "You're a genetic marvel, Peter, and I do believe Oscorp intends to abuse your gift should they find a way to acquire your DNA.We must make sure that doesn't happen." Inhaling deeply, Otto grimaced and cupped his hands together. "I do owe you an explanation. Once this situation settles, I will give all of the answers that I can. I promise."

Slow to respond, Spitfire crossed her arms and hummed, "We'll hold you to that." Suddenly, Peter removed the small crimson device from its tiny pedestal and closed its hatch, smiling triumphantly. The woman blinked at the sight, tilting her head to the side. "What's that?"

Peter grinned uncontrollably, extending his hand until the device was inches from Spitfire's face. "A fine piece of engineering! Looking at the schematics and tracking mechanism of these spider slayers, I decided to create a drone of my own that uses an electronic signal that my senses can recognize. In its beta design, I can trace its movements for nearly one-hundred yards without a receiver." An array of legs whirred into sight, causing the device to stand upright. A tiny blue light flickered from its head before its form soon resembled that of an arachnid. Nodding feverishly, the boy hummed. "I call it the Spider-Tracer!"

Octavious stared intently at the device as it shuffled in place with an unreadable expression. "You reverse-engineered Smythe's creation, created a tracking device, and linked it to your brain wave activity?" he questioned, edging forward. However, the corner of his lips curled into a smile, while a dark glint sparkled from the corner of his goggles. Unable to contain his glee, Otto's glowing irises peered over his eyewear and maniacal laughter escaped from his mouth. "Muhaha! Absolutely brilliant, my boy! Improvisational guerrilla science prevails again!"

Bemused, Spitfire watched the man with a blank stare, before clearing her throat. "Doctor Insano's comments aside, that's pretty handy work, dude. What are you going to do with it?"

"It's going to resume the prime directive and search out beings with an unusual amount of arachnid DNA," Peter declared, sliding the tracer into his back pocket. The boy reached out and retrieved his backpack, sliding the straps over his shoulders. "If Scorpion's hiding, I'll be able to isolate and find him, before he makes his way back to the public. I've already linked the Spider-Tracer with my suit and mask. I'm going to head out on patrol."

Octavious simply nodded, placing a hand over the disassembled spider's hull. "Best of luck, Mister Parker. I shall properly recycle most of Smythe's work in your absence. We may not work with Oscorp any longer, but we are free to use their resources to our benefit. It is of a more noble cause, I believe."

Spitfire scoffed, managing a small smirk. "Now, you're finally making sense again, Otto." Suddenly, the woman's eyes widened at a thought, "Oh, Pete! I have a question. When was the last time you spoke with Sunset Shimmer?"

Murmuring, Peter scratched the back of his head. "Yesterday. It was right before I tangled with Scorpion," The boy tilted his head to the side, "What's up?"

Slow to respond, Spitfire's brow furrowed, while her eyes softened. "I may be overreacting, but I saw Sunset at the park. Something just seemed... off with her. I called out to Sunset, but she just ignored me. The second I walked towards her, she just ran off." She glanced to the side, shaking her head. "Just figured you should know. Something must be on her mind. Is it true that she and her friends have superpowers now? To be honest, I thought they already did."

Peter raised a finger, waving it. "So did I, but it's a bit more concrete now. Probably. Sunset's a telepath now and can read minds through touch."

"That sounds like it can be overwhelming. Maybe she bit off more than she could chew?" Spitfire mused, shrugging while letting out a low sigh, "Either way, I figured you should know about that."

Dismayed, Peter shook his head. "Thanks. I'll talk to her and Fluttershy. It's not a good idea for them to be such open books with their powers. That's only going to lead to trouble." Lifting his gaze, the boy turned sharply and exited the vicinity, while gesturing a wave to his colleagues. Exhaling, Peter's frown deepened, before he picked up the pace of his jog. "Those girls are so stupid. Secret identities are important for a reason! I’ll swing by the park, in case Sunset’s still there."


The sun continued to stand, giving warmth to the land of Canterlot City underneath. Ditzy clumsily read through her notebook with her eyes squinted, while Sunset sat with her legs crossed. Aria tapped a finger impatiently against her forearm, frowning while glaring at a colleague from the corner of her eye. Trixie’s eyes scrolled through the walls of text and numbers, all while her brow twitched involuntarily. Nearly every other second, the girl exhaled at the top of her lungs, and this process repeated for what felt like an eternity.

After the eighth time, Aria threw her hands up and glared at the silver-blue haired girl. “Will you knock it off?! I get it! You’re annoyed! Why do you have to make sure that I feel the same way?!”

Trixie blinked, shrugging as if dismissing the outburst. “Right. It’s just that Trixie’s science assignment is due tomorrow, and that blasted Parker is nowhere to be seen.” She gripped at the book, nearly digging her fingers through the outer fabric. “It’s enough that Parker’s betrayed Trixie’s trust, but now, he’s leaving me without a tutor, after promising that he’d help! It’s really the worst! The one time I let myself trust someone–!”

Blinking, Aria stared at the girl with an arched brow. “Wait. So, are you not speaking to him now? I get that the idiot is as dense as a rock, but you’re really giving mixed signals here.”

“Stop taking his side! If only you knew what he did,” Trixie grumbled, returning her gaze to the formulas presented in the text. Exhaling, the girl slammed the book repeatedly against her forehead, before tossing it to the side. “Bah! What’s the use?! It’s all gibberish!”

Sunset walked over, retrieving the book from the ground, before opening it to the page Trixie previously held. After a brief duration, the redhead huffed and furrowed her brow. “I can tutor you, Trixie. These equations are fairly basic. Or if you’d prefer, I can ask Twilight to help you with this.”

Scoffing, Trixie shook her head and waved a hand dismissively. “Absolutely not! I’ll make due and study on my own before I ask her for assistance.” Standing up from her seat, Trixie pulled her book away and tossed it into her bag with a huff. “Forget about it. I shouldn’t have expected him to show up. I’m just tired of having expectations.”

Taken aback, Sunset hummed. “Do you really not like Twilight that much?”

Oblivious, Ditzy giggled while unknowingly mixing her papers. “Nah! Peter’s just more fun!”

Flustered, Trixie felt the temperature in her face rise as she growled at the blonde. “Who asked you anyway?! Speak only when spoken to, you clumsy oaf!”

Inhaling deeply before exhaling harshly, Aria lowered her head and mumbled. “Look, you two really need to talk. There’s obviously a misunderstanding going on, and neither of you will go into detail about what happened. I swear that you two are more alike than you realize.”

“Um…” a soft voice called out, interrupting everyone’s train of thoughts. However, everyone seemed to have relaxed at the flow of pink that stood before them. Fluttershy held a bag against her chest, managing a small smile as she meekly nodded at the group. “Hi. Is everyone okay?”

Ditzy enthusiastically waved, grinning while fumbling through her distorted arrangements of papers. “Hi, Fluttershy!”

Aria simply shrugged a response, folding her arms. “What brings you by? You’re usually joined at the hip with your friends.” The siren trailed off, blinking at the girl as she seemingly fidgeted in place. Murmuring under her breath, Aria halfheartedly huffed. “It was a joke. You’re probably the most tolerable one of your group.”

Sunset chuckled, leaning closer between the pair. “Was that a compliment?”

As if out of instinct, Aria's bleak demeanor resurfaced through a hiss and frown. “I’ll deal with her before you. Don’t get it twisted.” Exasperated, Aria sharply turned her attention back to Fluttershy and exhaled. “It’s getting crowded here! What do you want?!”

Slow to respond, Fluttershy alternated her gaze about, but after a brief duration, she only clutched at the bag in her grasp. “I’m sorry. I was just looking for Peter. I tried to call him and left a message, but he hasn’t responded.”

Trixie perked up at the mention of the boy’s name, evident by her widened gaze, but she shook her head, forcing her gaze back onto the side. “What else is new? He can be a total flake.”

Meanwhile, Ditzy innocently shrugged. “I don’t know. He’s usually here to help me reorganize my notebook.”

“He’s probably just hung up at work. He’s not the best when it comes to multitasking,” Aria stated, easing back into the bench seat until she managed to allow her legs to stretch out fully. “Just keep trying. Peter will get back to you when he can.”

Slow to respond, Fluttershy held her softened gaze onto Trixie for a touch longer than intended before she shook her head. Nodding, she straightened her posture. “Okay. Thank you,” she whispered, pausing to share a glance with Sunset. “Um, have Twilight or Rainbow called you yet?”

Sunset crossed her arms. “Not yet. I was actually hoping to talk with Peter, too, before we start moving for the day.”

Huffing, Aria stared blankly at the pair with an eyebrow raised, “Why’s he so popular all of a sudden? Anything we should know?”

Sunset glanced to the side, smiling sheepishly while rubbing her forearm. “I just want to talk with him. I really haven’t had a chance to do so for some time,” Brushing a hand through her long hair, the girl shifted her warm gaze skyward, “I don’t know. I feel like I hardly know him. I want to change that.”

Fluttershy opened her mouth, ready to respond, but she stole a glance at the side, pausing upon noticing Trixie’s shoulders fall into a slump. The usually boisterous girl remained unusually silent, never lifting her gaze from the inner confines of her bag. Unbeknownst to the pink-haired maiden, Aria watched Trixie as well with a furrowed brow, and she inhaled sharply as a trace of clear energy spiraled into her side.

After what seemed like an eternity, Fluttershy simply pushed her thoughts to the side and smiled. “It sounds like Peter has a lot on his plate, but I can tell that you really like him. I think in the end, you’ll make him happy.”

Trailing to a halt, Aria paused as a familiar sense seeped into her being. However, this was warm, as if accepting, and the sensation filled the siren, causing her to let out a small desolate yet forgiving sigh. Aria lifted her gaze, holding it towards Sunset initially, but she shifted it towards Trixie, soon alternating it between the pair. Yet, the siren finally gazed at Fluttershy, unaware her own usually stoic demeanor had betrayed her with a warm smile, as good intention exuded from the meek girl.

“You know what? You’re not so bad, pipsqueak,” Aria whispered, holding a hand over her mouth.

However, before anything else could have been stated, a rainbow-patterned blur raced onto the scene and skidded to a halt mere feet away from their position. A gust of wind followed, prompting everyone to raise their hands defensively, while their hair whipped back respectively.

“There you are! I’ve been looking for you two!” Rainbow Dash declared, jogging in place while grinning uncontrollably, “Twilight’s figured something out! She’s waiting for us by the park!”

“Wait. What?” Sunset blurted out.

Rainbow tapped her foot impatiently against the ground before her form vanished from sight in a flash. Suddenly, the blur sped into Sunset, and the redhead just as quickly disappeared, without a chance of a rebuttal. Fluttershy blinked, stammering before squeaking as she was pulled from sight instantaneously soon afterward. Trixie and Ditzy watched the sight with puzzled expressions, alternating their gazes wildly in a futile attempt to locate their cohorts.

However, Aria only sat with a bemused glare and grumbled under her breath. “Well, that’s not going to be annoying.”


In the dark depths of his surroundings, Gargan paced in place, while the sounds of his heavy footsteps echoed throughout the walls. The man finally lowered to a kneeling position, placing both hands over his throbbing cranium. Thoughts vortexed across his mind, flooding his perception. Images of arachnids and Spider-Man took center stage, flashing profusely through his line of sight.

“I don’t know who did this, but when I find out…!” Gargan exclaimed, twitching involuntarily.

However, there was a voice in the back, steadily increasing in volume, until it overtook everything. Gargan’s eyes widened as he reached out, almost in an attempt to grab the source. Everything slowly dissipated from sight, from the metallic spiders to even Spider-Man. Scorpion paused, holding out his hands mere inches from his face. He shifted his gaze to the armored material coated over his entire being.

A visceral snarl escaped from his mouth, before he snapped into an upright stance, howling at the top of his lungs. Eventually, the images spiraling through his mind faded, allowing one to finally materialize. Gargan panted, struggling to gather his breath, but he slowly turned, narrowing his gaze. A grizzled man stood from the fog, with his hands placed over his hips. For what seemed like an eternity, Gargan blinked at the sight, before eventually recognizing the older individual’s moustache and aged features.

“Jameson?” Gargan whispered, trailing off before a wave of crimson filled his sight.

His hands clenched into fists, tightening until the armor over them grinded in protest. Roaring, Gargan reared back and thrust a punch at Jameson, but his image faded, dissolving from sight. Scorpion’s strike flew, shattering the wall behind, and shards of brick scattered from the impact, all while the explosion echoed violently across the depths of the sewers. A bloodlust clouded his thinking, flooding out all perception. Yet, only one thing remained prevalent, and Gargan dashed off in a blur, leaving only the echoes of his footsteps behind.

JAMESON–!” Scorpion exclaimed, his voice sending tremors coursing through the walls.

To be continued…

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