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

by Maximus_Reborn

Rating: teen
Tags: Main 7 (EqG), Diamond Tiara, Avengers, Fluttershy (EqG), Romance, Drama, Equestria Girls, Aria Blaze, Profanity, Adventure, Violence, Crossover, Sunset Shimmer
Length: 27727

The Rainbooms return from Camp Everfree with magical superpowers, and Spider-Man is locked in their sights while he evades the police and contends with the newly unleashed (and unstable) Scorpion. Not to mention, Sunset's acting very unusual...

The police force have increased their efforts and issued a warrant out for Spider-Man’s arrest. To make matters worse, the girls have returned from Camp Everfree with magical superpowers, and they decide to bring Spidey to justice, all while Sunset acts quite unusual. Meanwhile, Jameson teams up with Oscorp and unleashes their experiment, the Scorpion, to take down the wall-crawler, but Mac Gargan proves to be mentally and physically unstable before going on a rampage, seeking revenge on the one who put him in his current dilemma. Plus... What's going on with Sunset Shimmer?

It’s Spider-Man against the world as he tries to fend off the Rainbooms, avoid the sting of the Scorpion, and protect his biggest critic in Jameson! Life as a superhero never gets any easier.

Coverart done by jmkplover and edcom02

Special thanks to this group of editors and proofreaders! Regreme, Commander Stelios, Titan Commander Sebaste, and Marvelsoldier

Official Ultimate Spiders and Magic TV Tropes Page

Featured- 1/5/2025-1/7/2025

Published 2025-01-05 11:40:02 UTC
Last updated 2025-02-16 10:00:45 UTC

Prologue: "Corporate Hierarchy"

Prologue “Corporate Hierarchy”

Deep within the walls of Oscorp, Cinch stood behind a protective glass wall, as rain poured from the night sky. Her steely gaze remained fixed on the clipboard in her grasp, scrolling through the walls of text. Soon, a group of individuals walked into the room behind her position, with one strapped to a traction table. Upon coming to a stop, they paused to tighten the belts on the prone person. The indoor lighting reflected off of his violet armor. While the team continued to assemble a metallic prehensile tail next to his position, another man stomped into the vicinity with a cigar in his mouth.

He inhaled deeply, before releasing a cloud of smoke from his breath, smirking. “I’m telling you, Gargan. That armor looks good on you!” Pausing, he glanced to the side and grumbled. “It’s costing me an arm and leg. It’d better look good and be effective!”

“We assure you, Mr. Jameson. Project Scorpion will yield astronomical results,” Cinch declared, walking forward until she stood over the individual strapped to the table. She monitored the device next to his position, eyeing the numbers projected onto the screen. Pursing her lips, the woman hummed under her breath. “How do you feel, Mr. Gargan?”

“N-Nervous. I-I feel a little funny. Is that n-normal?” the man questioned, shifting his gaze around the room wildly, before momentarily settling his sight on the woman. His eyes fell, narrowing on the armor over his frame. “H-How long do I have to wear this suit? I can’t say I’m crazy about it.”

“Is he okay? Gargan’s not usually so… twitchy,” Jameson asked, rubbing the underside of his chin.

Brushing a free strand of her violet hair behind her ear, Cinch simply huffed. “I assure you that is simply a side effect of the medications we used to prep Mister Gargan for the final surgery. Once completed, he will return to normal. Right now, he must adjust to the cybernetic enhancements and cross-gene splicing first.”

Gargan’s eyes widened. “S-Splicing?! I thought it was just the suit!”

Before Abacus could respond, Jameson waved his hand dismissively and stepped between them. “Oh, don’t be such a baby, Gargan. Doctor’s orders. You could use some enhancements. Anyway, once you stomp that menace, Spider-Man, into the ground, you’ll get paid and be out of that suit in no time!” Puffing, Jameson’s face twisted, as his grizzled features used every muscle to form what appeared to be a smile. “We’ll show them that an officially licensed hero is always better than some hotshot vigilante! You’ll be famous, and the Scorpion will be praised throughout the streets! All that good publicity will give my stock rise! “Just the Facts”, by Jay Jonah Jameson, will be recognized as the greatest news outlook in the world!”

Cinch arched a brow, shaking her head while pecking away at the buttons on the console. “You certainly have… ambitions, Mr. Jameson.” After a brief duration, the woman stood from her seat and approached Gargan. Soon, she placed a plastic mask over his mouth and held it in place. The man’s eyes steadily rolled into the back of his head, as unconsciousness settled in. “On behalf of Norman Osborn and Oscorp Industries, we will be covering the entirety of the cost for Project Scorpion,” Cinch declared, pausing before sharing a brief glance with Jameson. “Consider it our gratitude for your providing a suitable candidate and sharing our vision for a brighter tomorrow.”

Jonah paused, furrowing his brow at the statement, but he dismissed the thought, chuckling loudly. “I like the way you think! Give Norman my regards!”

Exchanging nods, Cinch watched as Jameson exited the room. Once certain he was a fair distance away, she rolled her eyes and exhaled. “That man is insufferable. He thinks far too small.”

“But, he does have his uses. Jonah did provide us with a suitable host,” a voice declared from behind. As Cinch turned towards the source, a dark figure stepped out of the shadows and stood tall. His steely gaze narrowed onto Gargan, before he extended a small microchip to the woman. “Ensure that we implement the mental suggestions and proper programming.”

Nodding, Cinch accepted the item, but she soon paused, furrowing her brow. “Are you certain, Norman? The subject’s psyche is already fractured from the procedures. This could break what little sanity he has left.”

Smirking, Osborn folded his arms. “All the more reason that we simply point Scorpion in the right direction, Abacus. So long as he accomplishes that goal, we are one step closer to completing and perfecting Project Oz,” Norman’s expression stiffened, before he pointed forward, “Now, let’s proceed.”

“Peter! May I inquire with you about a matter?” Doctor Octavious questioned, stepping into the room. He paused, arching a brow upon his younger cohort standing over a desk. “Parker? Did you hear me?” he asked again, receiving no response. Otto shrugged, his eyes narrowing as the boy continued to sort through a pile of disassembled pieces of tech and electronic devices. Once inches apart, the older man reached out and attempted to place his hand onto his shoulder. “You’re really focused, my boy. That’s so unlike you–” he trailed off, inhaling sharply once his hand phased through Peter’s image, causing his entire form to distort. Octavious staggered back, nearly stumbling over the chair behind him. “Egad!”

The boy spun around, levitating from the ground, before hovering over to the man. “I’m sorry, Doc. I have become a ghost! You’ve worked me to death!” he wooed, stretching out his tongue while babbling wildly. Suddenly, his image distorted before static buzzed wildly around him. The boy sheepishly chuckled, as he slowly faded from existence. “Oops! Technical difficulties! We’ll be right back, after a word from our sponsor!”

That second, his image retreated within a light, before sinking into a small cube. Otto blinked at the sight, lowering to a knee next to the device. “What in the name-? A hologram?”

The door behind his position swung open, allowing Peter to enter the room. “Whoa! Sorry about that, Doc! Looks like my project could use a bit of fine tuning!” He took hold of the cube once close enough, frowning while sorting through the wiring within after opening its underside.”Looks like the circuit board is fried. I’ll have to find a substitute for a substantial power source. Maybe I can find something in the dump on the way home.”

Otto’s eyes widened behind his goggles. “How did you come up with such a design?! I haven’t seen anything like that since Quentin Beck’s holographic prototypes, back during our days at Oscorp.”

Peter’s face burned to a shade of pink as his cheeks flushed, prompting the boy to scratch the back of his head sheepishly. “Sorry. I may have borrowed a sample from one of Mysterio’s bots during our scuffle. I made some modifications from his specs, but it’s a little tricky to maintain without the proper resources. I can see why Beck must have been struggling with his finances. He had no choice but to spend everything into maintaining this high end technology. He was working with filet mignon, while I’m trying to replicate it with anchovies.”

“Nobody likes anchovies, my boy,” Otto blankly stated, using a finger to straighten his goggles.

Throwing his hands over his head, Peter scoffed. “Exactly!”

Octavious managed a smirk. “Analogy aside, you have created a piece of cutting edge technology. It took Quentin years to perfect that technology, and you’ve managed to replicate it with little resources! Your skills in guerrilla science certainly continue to impress me!”

Before Peter could respond, a light shone from the cube, while his image materialized back into existence. “Oh, Doctor Octavious! You’re so sweet!” the copy stated, placing his hands over his own cheeks, “Please notice me, senpai!”

Exhaling, Peter rolled his eyes and flipped the switch with the cube. Once the hologram faded from sight, the boy murmured under his breath.“Aaaaand, the personality matrix is on the fritz. I’ll have to make some modifications. It’d be embarrassing if I got cancelled because not me said something stupid.”

Rubbing his chin, Otto pondered the boy’s statement, before eventually giving an affirming nod. “Ah, you intend to use this during your heroic endeavors. I’m sure Quentin would appreciate the homage.”

A low sigh escaped from the boy’s mouth, while his eyes softened. “Yeah. I want some good to come out of the whole Mysterio debacle. I mean, Beck wasn’t a bad guy. Sure, he made a bad choice. By the end of the day, he was just a guy trying to provide for his family, and I ruined Trixie’s life because of it.” Peter glanced to the side, pursing his lips. “Doctor Octavious. Did I do the right thing?”

“Of course. Quentin made his choice. You are not the one who led him astray. Miss Lulumoon is wounded, but I believe she will come around, with time. For now, just give her some space,” Otto declared, his voice firm, yet gentle. He reached out, patting the boy’s shoulder before straightening his own posture. “Now then, young Twilight should be returning to town today. Hopefully, I can introduce her to Doctor Curt Connors, before she can return to her station. Why don’t you take the rest of the day off? Find the piece to your holographic device. If you need assistance, I’ll do what I can.”

The corner of Peter’s mouth managed to curl into a smile. “Thanks, Doc. I’ll do that.” Removing his lab coat from his shoulders, the boy gestured a wave to his older cohort, while making his way towards the exit, “Maybe things around here will be normal for a change.”

For what seemed like an eternity, the sun eventually pierced through the clouds blanketing the sky. The land dried, allowing the residents of Canterlot City to finally exit their homes. Some congregated in their respective social settings. The ice cream parlor seemed to be a popular spot, with several students of both Canterlot and Crystal Prep attending the setting.

Within the corner of the shop, Ditzy stared lovingly at her bowl with a crossed yet focused glare. The cold treat stood firm, with sprinkles showered over its chocolate frame. With a spoon in hand, the blonde girl dug into the dish, pausing momentarily once a cold snap seared through her cranium. Aria simply stared at the girl with a blank expression, blinking once Ditzy rubbed the soreness from her forehead.

“You know you don’t have to eat it all at once, you dingus,” Aria muttered, exhaling once Ditzy seemingly ignored her statement and continued to scarf away at the treat. The girl could only let out a defeated sigh, before throwing a palm over her face. “Why do I even try? Just let natural selection run its course.”

Soon, Trixie left the counter with a bowl in hand and steadily approached the table. Her gaze remained fixated on the ground. However, before she could make any progress, a group of girls stepped in her path, with their arms crossed. Trixie bit down on her lips, walking around the blockade with an unusual silence.

Once she placed the bowl down onto the table, one of the females chuckled mischievously. “Oh, look who it is! The Dumb and Pitiful Fraud’s daughter!”

“Don’t worry, Trixie! I hear that between an escaped prisoner and an orphan, only one of them is wanted!” another girl laughed, causing the others to join in.

Trixie winced at the comment, slamming her eyes shut. Ditzy and Aria shared a glance with each other. Fortunately, a hand slammed onto the table behind their position. The group turned to the source, finding Peter standing firm, with a glare in his eyes. The group grinned before eventually departing the scene. Ditzy’s smile resurfaced as she returned to her bowl, taking a scoop into her mouth, and Aria simply shrugged, letting out a sigh of relief. As soon as Peter turned, Trixie brushed past him without saying a word and avoided his gaze. Aria watched with a furrowed brow, alternating her gaze between the two, and she inhaled sharply, shivering as a sensation coursed through her body.

“Are you okay, Trixie?” Aria questioned, brushing away at the clear energies seeping into her arm. “Did you want to talk about–?”

Brushing her thoughts to the side, Trixie cleared her throat before anyone could comment and took the available seat on the opposite side of the table, adjacent from Peter. “There’s nothing to talk about, Aria! It’s all water under the bridge for the Great and Powerful Trixie!” she exclaimed, waving her hand dismissively. An awkward silence filled the space, making the simple act of breathing difficult, but Trixie forced a nod, glancing to the side. “But thank you for asking. I’m glad to see that someone actually cares about my plight.”

Though indirect, Trixie’s brow lowered until her gaze resembled a glare, and her violet line of sight pierced through Peter at the corner. The boy frowned at the comment, but withheld his silence, crossing his arms in a defeated manner. Aria continued to hold her gaze onto Trixie, blinking as she clutched onto her untouched bowl of ice cream. However, the siren simply turned her attention to the blonde.

“Whatever. So, how was your stupid camping trip?” Aria huffed, sliding her own full bowl of vanilla cream towards Peter. She watched as the boy paused, shrugging before eventually accepting the gesture with a gleeful smile on his face and spoon in hand. “It’s been over a week. So, it must have been fun, right? Anything happen?”

Ditzy blinked obliviously, swirling the sweet substance around in her mouth, before eventually swallowing. “It was fun. I made smores!” she cheered, causing Aria to exhale in an exasperated tone. Eventually swallowing, the blonde waved a spoon about. “Oh! Someone started attacking everyone with giant plants and vines.”

“Wait? What? Giant plants again? Like the ones at the Friendship Games? Who is this chick? Poison Ivy?” Peter blurted out, holding his spoon over the treat, while holding eye contact with the blonde.

Stammering, Ditzy hummed while pursing her lips, before her thoughts eventually settled. “Oh! Her name was Gloriosa Daisy.”

Peter slurped the entirety of the contents in his bowl in what seemed like an instant, leaving no evidence of the endeavor. “How is that name even less subtle? I swear, the parents in this region must have had field days when naming their kids.”

Agitated, Aria glared at the boy. “Disgusting pig!” Grumbling under her breath, the girl gathered herself before easing into her seat. “So, that means our merry band of losers should be back together soon. I can’t say that I miss Bacon Hair or your girlfriend.”

“Fluttershy? She’s not my girlfriend,” Peter simply stated, unable to contain the rising temperature in his face, “She’s just very nice to me. That’s all!”

Trixie watched with a furrowed brow, opening her mouth in hopes of responding, but a loud crash erupted from outside the building. Peter stood from his seat, approaching the window, while many of the patrons within the shop did the same. A pair of police vehicles skidded to a halt by an armored truck across the street. However, a pair of men leapt from the confines of the bank close by, with high technological guns in hand. One aimed the weapon at the closest vehicle, sending out a pulsating wave, and the impact launched the police car into an aerial spiral, until it crashed into the nearest wall.

The officers on scene leapt to the side, finding cover behind dumpsters as the second armed assailant fired at the concrete, causing the ground to erupt with shards of rock flying about. Meanwhile, Peter stepped back and eyed the back door. Just as he readied to leave, Ditzy grabbed his arm with a concerned gaze. The boy cursed under his breath, unable to leave his friend, and Aria shared a glance with him, shaking her head, while Trixie fumbled through her purse in an attempt to locate her phone. Once able, she held out the device and began recording the incident transpiring outside.

However, that same second, a force collided with one of the armed men and sent him careening into a lamppost. The second paused, tilting his head to the side, but a small explosion erupted by his hand, causing him to let out a yelp as he momentarily dropped his firearm. Shaking feeling back into his hands, blue energies materialized into existence around his being. Before long, a giant diamond took shape, and the man punched at the hardened material in a panicked state.

Suddenly, a being lifted the diamond high over their head. They spun around, tossing the rock into the nearest wall, and the diamond shattered upon impact, leaving the man embedded in the stone. Lastly, the first gunman surveyed the damage, his eyes widening at the sight of his unconscious cohort. He quickly retrieved his gun, aiming it at the group surrounding him, but a force pulled away at his weapon until it levitated harmlessly out of his reach. Slackjawed, the man could only watch helplessly, as his only means of defense left him.

Out of nowhere, a hand fell over his shoulder, and just as he turned towards the source, his frame vanished behind a rainbow-patterned blur, while it sped around the vicinity. A silence filled the vicinity, prompting the officers to share a glance with each other, before lifting their gazes from behind the dumpster. Their jaws dropped upon noticing both previously armed assailants rendered unconscious in the back of the squadron car. The surrounding citizens finally managed to locate their colorful rescuers, cheering as the girls gestured waves to the public.

Within the ice cream parlor, many of the patrons rushed outside to do the same. Many took pictures and videos of the group of girls. “Oh! It’s the Rainbooms!”

Meanwhile, Peter stayed in place with a vacant expression. His complexion paled, while horrifying thoughts clouded his mind. The same group of girls that partially hated his guts now had superpowers. Logically, the boy responded in the only matter that made sense to him.

Inhaling deeply, Peter gathered his thoughts and yelled, “Ah, fu–!”

To be continued…

Chapter One: "Sunny Disposition"

Chapter One "Sunny Disposition”

“Stop him!” a voice yelled out as explosions rang out through the vicinity.

An armored being garbed in a violet and emerald color scheme burst through a panel of glass, diving several floors into a free fall. The floor shattered under his weight at the point of impact, sending shards of concrete and marble flying about, while a small crater spread. The large prehensile tail protruding from his back coiled upward, as if taking a defensive stance, and the individual’s appearance resembled that of a bipedal scorpion. He soon stepped free from the crater, shifting his widened gaze about wildly while surveying the room.

Gargan reached out in an attempt to scratch at his forehead. “Shut up! S-SHUT UP!” he exclaimed, releasing a frustrated growl, as his fingers could only tap madly against the steel shielding his cranium. Inhaling deeply, the man roared at the top of his lungs in angst, while several armored men quickly surrounded his position, each equipped with a firearm of sorts. Just as they took aim, Gargan’s breathing grew erratic, before he pointed in their direction. “N-NO! You can’t take me back!”

The first guard fired a blue laser from his weapon, forcing Gargan to raise his arms and lower his shoulders, until he took a defensive posture. The entire squadron followed suit, each unleashing a barrage of laser fire onto the Scorpion, but each beam either canceled into nothingness at the point of impact or deflected off from the man’s metallic structure. Smoke steadily spread from the center of the firing range, covering Gargan’s entire frame. Suddenly, the tail burst from the cloud in a lashing motion, striking at least three members of the patrol.

Their bodies violently snapped back, spinning into the air until each bounced off the nearest wall and column with a crack. Scorpion’s silhouette vanished in a blur, causing the remaining guards to momentarily cease fire, but one could only yelp as he was snatched into darkness. A visceral snap echoed throughout the room, before a violet blur blitzed into the remaining guard, sending him careening flatly through the window behind his position. He screamed into his descent, bouncing with a thud from the waiting ground. Gargan soon followed the newly opened path, landing next to a large grate on the wall.

He pried his fingers into the wall, ripping the barrier from its foundation, before sprinting into the hallway. “Freedom!” he exclaimed, his image blending into the surrounding darkness. “FREEDOM!”

Amidst the carnage, Cinch walked into the scene with a stern glare fixated on the hole Gargan escaped into, before shifting her sight to the electronic device in her grasp. “The subject is heading to the sewer system. At his pace, he’ll reach the surface by morning.” The woman paused, arching a brow as Norman Osborn approached with a firm and knowing expression. Cinch straightened her glasses, while tracing her finger over the pad’s wall of text and numbers. “The surgery was a success. The microchip is planted in the subject’s frontal lobe. Unfortunately, he overpowered the sedative, and I fear that his mental capacity is beyond repair.”

“That’s fine. Gargan is just meant to help us proceed further with Project Oz. We can accept the loss, so long as he fulfills his purpose,” Osborn coldly declared, folding his arms, before sharing a glance with the woman. “Amplify the suggestions within Scorpion and have Smythe unleash the first wave of Spider Slayers. With any luck, Gargan will lead them right to Spider-Man, and we can acquire a DNA sampling, as well as erase some loose ends.”

Cinch simply nodded, continuing to peck away at the device, before arching a brow. “Understood, but what of Jameson? Surely, if it comes to the public, he will attempt to sway everyone in his favor.”

The corner of Osborn’s lips curled into a wicked grin. “We have contingencies for that as well.”

“You’ve got to be @%*&ing kidding me,” Aria bluntly stated, staring at Sunset with a bewildered yet exasperated expression.

The assembled group of social outcasts sat together during the school’s lunch period, at the corner of the courtyard. Ditzy obliviously ate a muffin, chewing feverishly, and Trixie mildly bit at the corner of a cracker, arching a brow at the redhead. Aria sat with her arms crossed, pausing to rub away at the wrinkles etched onto her forehead. Meanwhile, Peter could only fall into a slump face down onto the table and grumble haplessly, never lifting his gaze, as a dark cloud figuratively hovered over him.

Sunset grinned, straightening her posture as she sat on the top of the corner of the table. She rubbed her fingers over the pendant placed around her neck. “I’m not. We all have developed magical powers, thanks to these geodes infused with energies spread from Camp Everfree.”

Aria’s brow lowered until she held a bemused glare. “All because some girl wanted to protect the campgrounds and attacked you with magic?”

“Gloriosa Daisy, yes. She didn’t have bad intentions. It’s just that she was overwhelmed by the power and lost her way,” Sunset affirmed, nodding before shifting her warm gaze to the clear skies overhead.

Rolling her eyes, Aria scoffed and shook her head. “Where have I heard that before?”

Trixie tilted her head to the side after a duration, holding a hand to the side. “But didn’t you already have magical powers? I mean, I do recall you and your friends rainbow-blasting Aria and her sisters during the Battle of the Bands.” She trailed off, clearing her throat once the siren glared in her direction. Waving a hand dismissively, Trixie raised a finger. “Oh, and there were the Friendship Games as well. Trixie recalls the lot of you sprouting wings and whatnot.”

Sunset was slow to reply, as if considering her response, but the girl soon nodded, after pulling her knees to her chest. “Both of those were more due to Twilight and, um… Twilight bringing magic into our area. From what happened in Camp Everfree, we originally were only able to use those powers inside the site, but thanks to the pendants Twilight gave us, we all have our own unique abilities, thanks to the latent magic within us.”

“So, you guys have superpowers now? That’s so cool!” Ditzy innocently cheered, losing some of the food in her mouth, before she resumed chewing.

“Trixie missed out on the chance to become even more Great and Powerful-er?” Trixie questioned, causing Peter to finally lift his head and frown.

“We may be having a spat, but that’s still no excuse for you butchering the English language,” the boy moaned, wincing before plopping his head and face back down onto the table.

Trixie scowled, folding her arms and letting out a low huff. “As if Trixie cares about your opinion anymore.” The entire group paused at the girl’s venom, alternating their gazes between the two, but Trixie waved a hand dismissively, forcing a laugh. “Pay it no mind. I just wish I went instead of staying behind. Just another decision I’ve come to regret. Thanks a lot, Parker.”

Just as Sunset leaned forth, opening her mouth to ask a question, Aria instinctively coughed and arched a brow at the redhead. “Superpowers, huh? We saw a little bit of it yesterday, but what can you all do now?”

Sunset’s eyes widened before she hummed under her breath, tapping a finger against her chin. “Oh! Um… Let’s see… Rarity can create diamonds out of thin air. Pinkie Pie can create explosives out of sprinkles. Applejack has super strength, and Fluttershy can talk with animals. Twilight has telekinesis, and Rainbow Dash has super speed.”

Peter rolled his head to the side, holding a distressed expression while his complexion paled. “That sounds… incredibly dangerous and oddly specific,” Managing a smile, Peter hid his face momentarily with a forearm, “Though, it does fit Fluttershy.”

Finally, swallowing the portion of food in her mouth, Ditzy inhaled deeply, as if catching her breath. Her shoulders lifted, perking. “What about you, Sunset? What’s your superpower?”

Smirking, Sunset leaned back before pursing her lips. “Well, I’m still figuring out my limits, but through touch, I can read and feel someone’s thoughts, memories, and feelings.”

Everyone’s eyes widened at the comment, each clamoring with excitement. However, Peter shot up from his seat, immediately glancing at the girl, before eyeing the distance between them. Out of instinct, the boy took a step from his spot at the table, while the others with the exception of Aria leaned closer to Sunset. Fortunately, no one had noticed his change in demeanor, due to Ditzy’s enthusiastic bouncing in place.

“Really? Oh wow! Do me! Do me!” the blonde cheered, extending her hand to the redhead.

Shaking her head, Sunset smirked before inhaling deeply. “Okay. Just sit still,” she whispered, after letting out a low sigh. Touching the back of Ditzy’s hand, a flow of images rushed into Sunset’s mind, and light illuminated from her eyes, leaving her irises to dissipate from sight. A savory scent spread across her senses, while an overwhelming warmth cleansed any doubts. Removing her hand, the color in Sunset’s eyes returned, and she shook the cobwebs from her head, blinking until her vision cleared. Lifting a finger, the redhead grinned, before sighing. “Well, Ditzy is very happy and thinking about muffins.”

Nodding feverishly, Ditzy cupped her cheeks with her palms and squealed. “She’s right! That’s amazing!”

Blinking, Aria groaned. “The sky is blue, and the grass is green. I mean, it doesn’t take a telepath to figure that one out.”

The smile on Sunset’s face remained intact, before she could only place a hand over her chest. “It’s not just that. I feel her emotions, and Ditzy’s just… happy. It’s like the sun’s always shining, and there’s not a single cloud to block it,” Arching a brow, Sunset slowly reached out until her hand hovered over Aria’s, “Okay. How about I test it on–?”

Faster than anyone could react, Aria pulled her hand back and whipped a finger out mere inches from Sunset’s face. “Touch me and you die.”

Sunset swiftly retracted her hand and chuckled nervously. “Okay. Maybe later.” She glanced to the side, pausing upon sharing eye contact with Trixie. Sunset gently offered her hand to the girl. “Want to give it a try?”

“Um… I mean,” Trixie stammered, her gaze falling to the side. However, she accidentally shared a glance with Peter, and all hesitation seemingly flew out of the window, while her brow lowered into a glare. Exhaling, Trixie aggressively brushed a hand through her silver-blue hair, before practically snatching a hold of Sunset’s hand. “Trixie has nothing to hide! Here!”

Both girls took hands, sending a wave of images rushing throughout Sunset’s mind. As her irises faded behind a blinding light, the girl inhaled sharply, as her chest tightened. Suddenly, Peter came into view with a warm smile, before dissipating from existence. A man slowly stepped into the light, before taking a grandiose pose.

That same moment, metallic bars descended from the sky and embedded into the concrete around him. His shoulders soon lowered shamefully, while a woman took form, holding a scowl. Everything soon faded, leaving a lone violet, star-patterned hat to float innocently in the breeze, until it landed amidst a small light. Sunset staggered back, blinking until the color in her irises returned. Yet, the memories remained and left a desolate feeling coursing across the center of her chest.

A low silence filled the area as her eyes softened, and Sunset placed a hand over Trixie’s shoulder. “I’m so sorry Trixie. We heard rumors about your father while we were at the camp, but I didn’t think they were actually true.” Shaking her head, Sunset pursed her lips once Trixie’s usually firm demeanor lessened, as she avoided her gaze. “We can talk about it, if you’d like?”

Choking back a sob, Trixie cleared her throat and forced a chuckle. “It’s quite fine! Trixie has already moved on. She’d rather not talk about it right now.” Brushing a hand over her forearm, the girl dismissed the thought and huffed pompously. Clarity managed to arise in the form of a small smile. “I do appreciate your thoughts though. I just need time, for now.”

Nodding, Sunset managed a smile, before her eyes widened at a thought. “Oh! Peter! What about you? Want me to read your–?” she trailed off, stammering upon noticing the boy was nowhere to be seen. She alternated her gaze about with a furrowed brow, pausing to brush a hand through her crimson locks. “Why would he run off like that?”

Trixie scoffed under her breath. “Typical. You could at least pretend to care a little.” Before any attention could come her way, Trixie waved a hand dismissively and turned to the side, before grabbing the blonde by the back of her shirt. “Trixie has to go to class. We’ll continue this later! Come along, Ditzy!”

As the girl dragged the other off, with the latter obliviously waving farewell to their friends, Aria could only scoff, while glaring at Sunset. “What did you think would happen? You started reading everyone’s thoughts out of the blue. I’m with him. I wouldn’t want you poking around in my head either. Learn to read the room before you decide to read their mind.” Brushing off the girl, Aria departed from the vicinity with a shrug. “Smell you later, Pony Girl.”

Sunset watched the siren leave with a puzzled expression, arching a brow afterward. “She could have worded that a little better, but I do understand where she’s coming from.” Sighing, the girl shifted her gaze skyward. “Hopefully, I can talk with Peter a little and clear things up.”

Suddenly, a blur raced onto the scene and skidded to a halt mere inches away from Sunset. Just as she turned, the image cleared and revealed an all-too familiar colorful individual. “Sunset! What are you doing over here? I kept trying to call you earlier, but you were ignoring me!” Rainbow Dash exclaimed, folding her arms as an exasperated glare formed on her face. She paused, shifting her gaze over the girl’s figure, while her brow lowered. “Did you change clothes all of a sudden?”

“Wait. What? I’ve been here the whole time, talking with my friends,” Sunset blurted out, shaking her head before raising her hands defensively. “Maybe you should slow it down? You’ve been moving non-stop ever since we left Camp Everfree.”

Humming, Rainbow held a hand over her mouth and narrowed her eyes on Sunset for what seemed like an eternity. “It’s so weird. I could have sworn that was…” She trailed off and scoffed at the thought, as if accepting her friend’s statement. “Whatever! You’re right. Sorry. We need to talk! A lot’s happened while we were gone. The girls wanted to talk about it after school at Applejack’s.”

Slow to respond, Sunset rubbed at her chin with an arched brow. “Must be serious. Sure, we’ll talk then. What’s it about?”

Rainbow glanced to the side, ensuring nobody was within hearing range. Once certain, she leaned closer, with a hand hovering over her mouth. “It’s about Spider-Man.”

Scoffing, Sunset took a step back and glared at the girl. “Again, Rainbow? Even after what happened the last time? If it wasn’t for Fluttershy, there’s no telling what would have happened to us.”

Raising her hands defensively, Rainbow shook her head. “Look, I’m sorry about that. Really. But I wouldn’t be bringing it up if it wasn’t an issue. Apparently, things got worse while we were gone.” Once Sunset’s demeanor softened, Rainbow retrieved her phone from her pocket and pecked away at its screen. “The police have doubled down on their efforts to bring the guy in, and he went on a crime spree while we were at Camp Everfree. It’s so bad that Diamond Tiara’s uncle’s offering a bounty for anyone that can bring Spider-Man in!”

“What makes you think that’s a good idea? Especially after last time?” Sunset questioned, placing her hands over her hips.

Tapping a foot against the floor impatiently, Rainbow stood firmly in place. “Because we can make a difference this time. We have superpowers, and we know what to expect this time! Plus, we can use that bounty to help save Camp Everfree! I know we raised a decent amount through the fundraiser, but with the bounty, the campsite would be set for years to come!”

Skeptical, Sunset murmured under her breath, while glancing to the side. “I’m still not entirely sure, Rainbow,” Exhaling, the girl let out a small sigh, “Let’s talk it over with everyone before we make a decision.”

Along the outskirts of Canterlot High, Peter steadily walked along the sidewalk, with his gaze fixated on the ground and hands in his pockets. “Mind reader? Oh, that’s just swell. And she activates it by touch? Guess that means we won’t be holding hands anytime soon without my secret getting out. There are enough folks who know my identity as is. I just hope Aria can cover for me. That conversation could have been awkward, if I didn’t bail. Lord knows I can’t shut up when I’m nervous: verbally and mentally,” Peter paused, exhaling at the top of his lungs once he trailed along the outer reaches of the city dump, “Just for once, can I have a normal day without it turning to crap because of magic?!”

Suddenly, a loud crash echoed from within the vicinity. Peter glanced to the side, inhaling sharply as a pair of dismantled cars violently pinwheeled across the ground behind the fence shielding the dump. A visceral and manic scream bellowed from the area. Rays of energy began to fly into the sky, piercing through the top of a pile of cars. The force of the impact caused some of the vehicles to topple from their great height and crash to the earth.

“A normal day? When am I going to learn to keep my big mouth shut?” Peter grumbled, removing his backpack from his shoulders. Sprinting into the dump, the boy avoided any prying eyes, before diving behind a totalled vehicle. He changed into his heroic attire within a matter of seconds and dove onto the scene where the commotion had started, landing at the top of a lightpost. However, a man clad in armor dashed through the yard, before skidding to a halt. Spider-Man’s masked lenses narrowed at the sight, centering on the long extensive tail attached to his back. “Can someone tell me who or what that is? If I didn’t know any better, I’d say that guy looks like a giant scorpion. I guess arachnid themed costumes are all the rage nowadays.”

Leaping high into the air, Spider-Man managed to land a few feet away from the armored being. However, the man towered over his frame, until the entirety of his shadow alone dwarfed that of Spider-Man. Yet, before anyone could respond, something burst from the shadows and landed next to Peter. A metallic spider with smooth violet surface stood at waist length, releasing a creaking screech upon settling its crimson gaze on Spider-Man. That following moment, several dozen more of the spiders emerged from the surrounding wreckage, each crawling towards both Scorpion and Spider-Man.

“Spiders! S-Spiders everywhere!” Gargan exclaimed, panting wildly as he threw his hands over both sides of his head. “I know who sent them! I KNOW! Mega corporations are taking over! WE CAN’T WIN!”

Spider-Man watched the man with a blank expression, ducking underneath one of the metallic arachnids as it lunged at him. “I have no idea what’s going on, pal, but I know you need help.” His cranium erupted with a blaring buzz, causing Spider-Man to wince. As if on cue, the spiders soon dashed towards both him and the Scorpion. Holding a hand over his pulsating noggin, Spider-Man groaned, while struggling to gather his bearings. “And so do I.”

To be continued…

Chapter Two: "Arachnophobia"

Chapter Two “Arachnophobia”

“Ladies and gentlemen, I have an announcement. I can safely say that I have accomplished the impossible,” Jameson stated, pausing while allowing his grizzled features to settle into a stern expression. “Spider-Man has run amok in New York and Canterlot for far too long. His recklessness and lack of accountability has led to several cases of assault, public humiliation, property damage, and injury.”

Diamond Tiara cleared her throat, prompting the camera to shift its focus to her position. “Don’t believe us? We keep receipts!” Pulling out a sheet of paper, the girl readied herself to read its scrolls of text, but the camera tilted briefly, causing her image to fall out of view. Tiara growled under her breath, as a vein pulsated over her temple. As if on cue, the camera straightened itself immediately, and Diamond exhaled, before brushing a hand through her colorful hair and straightening her posture. “Destruction of Midtown High in New York City. Now, imagine if that happened during school hours! We were very lucky.”

Jameson scoffed, shaking his head defiantly. "Indeed! Then, after that, the menace destroys one of my billboards in an effort to silence his critics! Little does he know that we live in a country that promotes free speech, and we won’t be silenced!”

Nodding, Diamond Tiara tapped the back of her hand against the paper in her grasp. “It only gets worse, Uncle Jameson! He hijacked the Battle of the Bands concert and terrorized us with that hideous voice of his!” A shiver coursed through her being, causing the girl to involuntarily gag. She soon cleared her throat, exhaling. “Spider-Man clearly has a grudge against my uncle and ripped the door off of his car before running off! Then, he fights that musclebound oaf, Juggernaut, in public and deals major damage to the city and field at Canterlot High. We were fortunate that donors covered the costs and repaired the damages before the Annual Friendship Games!”

Shooting up from his seat, Jameson slammed his open palm onto the desk, before pointing a finger at the camera. “What’s with this freak and attacking children?! Are you finally beginning to understand where we’re coming from? No? Well, we aren’t “Just the Facts” for nothing!” Leaning forward in his seat, the man’s face took up the entire screen of the camera, until he was mere inches from it. “Speaking of the Friendship Games, we have good word from my niece and several witnesses that Spider-Man showed up and caused more damage to the school grounds! It just seems that Captain America was able to run him off, but he has since denied such claims.”

Shaking her head, Diamond Tiara huffed and waved a hand dismissively. “I believe he was just being modest and wanted to distance himself as far away from that webbed freak as possible. I don’t blame him, personally.” Her eyes widened as a photo appeared at the center of the screen, revealing a silhouette of a six-armed figure cast in the shadows. “Then, it gets freaky. A pair of eyewitnesses spotted Spider-Man terrorizing the neighborhood and attacking our local law enforcement! We are told that Officer Jefferson Davis is still hospitalized from the incident, but he is on the road to recovery.”

“Unfortunately, it took such an extreme incident for police to finally issue a warrant out for Spider-Man’s arrest. I have complaints, but I am glad to see that justice is finally settling in,” Jameson declared, folding his arms. “Plus, we find out that Jackpot, also known as the Great and Powerful Mysterio, was in cahoots with Spider-Man all along, and they managed to hoodwink the entire city for publicity and false advertisement!” He paused, glancing to the side with an arched brow. “What’s that, Jared? You’re saying Mysterio confessed and said the entire scheme was his idea alone? Bah! Corny dogs, Jared! He’s obviously covering for his accomplice! You need someone on the outside to maintain that publicity!”

The voice mumbled off camera, and Jameson’s eye twitched involuntarily. “You’re saying I’m reaching and coming up with conspiracies? What do I pay you for, Jared?! Get your head out of your hindquarters and start looking at the facts!” Slow to respond, Jameson inhaled deeply before letting out a sigh. Somehow against his face’s usual muscle structure, the corner of his lips cracked into a smile. “Well, we won’t have to worry about that webbed menace for much longer. Using my resources, I have recruited a willing and trustworthy participant to become an officially licensed hero that this city needs to combat the vigilantism of Spider-Man.”

Diamond Tiara grinned mischievously, nodding. “That’s right! We can’t give any secrets away just yet, but let’s just say Spider-Man’s days are numbered when he finally picks on someone his own size!” Her line of sight returned to the sheet, and the girl’s disposition soured, evident as she rolled her eyes. “Speaking of vigilantes, the Rainbooms, otherwise known as the girls who have saved Canterlot High a number of times, have returned with superpowers based on videos and several eyewitness reports,” She scoffed, while frowning deeply, “Let’s clear the air right now. Us here at “Just the Facts” absolutely do not condone vigilantism. We firmly believe in allowing our local law enforcement to handle any situations, on a fair and official basis.”

Jameson removed the thick cigar from his mouth, before tapping its end against the coaster on his desk, until the cinders dissipated. “However, to aid the police in the capture, I am willing to come to a compromise. As of now, I am offering a one-hundred thousand dollar bounty to anyone who can take down Spider-Man and bring him to the police!” The smug expression on his face only widened, allowing a toothy grin to surface. “But be warned. I have a feeling that my volunteer will work fast and reign that punk in before any of you can cash out on the reward! This is “Just the Facts”, with J. Jonah Jameson!”

Along the outskirts of Canterlot City, there stood a farm, and within the barnhouse, the girls sat in a huddle group. Pinkie hummed in place along the top of a haystack, while Fluttershy gently petted a cow’s muzzle, whispering into its ear. The others sat with narrowed gazes around an open laptop, grimacing as Jameson’s podcast had finished its presentation for the day. Twilight closed the window and pulled the device back onto her lap, before pecking away at its keyboard.

Rainbow raised a hand and shifted her head, sharing a brief glance with everyone in the vicinity. “So? What do you all think?”

Furrowing her brow, Twilight scowled, while never averting her gaze away from the computer’s screen. “I think it’s irresponsible. So much power and potential, only for him to do this.” She straightened her large glasses with a hand, before sighing, “If I’m able to acquire a genetic sample, maybe I can figure out the depth of his abilities and actually use that knowledge to better benefit mankind. I think that’s what Doctor Octavious would desire.” She glanced to the side, her eyes softening. “After what I did at the Friendship Games and Camp Everfree, I… I have to make amends, somehow.”

Rarity shuddered involuntarily, brushing the goosebumps free from her arms. “I’d rather avoid confronting that man again. I’m still having nightmares from that previous ordeal!” Whining, the girl dramatically held the back of her hand against her forehead. “I never want to see another spider in my life!”

Slow to respond, Applejack sat with her arms crossed with a skeptical expression. “Ah don’t know. Twilight from the other world told us that we should trust him, but it’s gettin’ harder by the day to do so. He’s hurt an officer, and now, the police wanna bring him in.”

Fluttershy paused before stepping away from the cow, approaching the group with a softened gaze. “Um… I told you that he wasn’t himself during that time. It was an accident. Spider-Man would never willingly hurt someone innocent like that.”

Sunset pulled her knees to her chest and sighed. “That may be the case, Fluttershy, but what if he’s doing more harm than good? I mean, there’s obviously good intentions, but what happens if the negatives outweigh the positives?” She held out a hand as her eyes softened, “Look at what happened at the Friendship Games. Twilight had good intentions, but we had to stop her before she lost her way. This could be a similar situation.”

Poking her head out from the haystack, Pinkie furrowed her brow. “Ooh! Maybe you can read his mind and find out?”

Fluttershy’s eyes widened as she shook her head, but Sunset hummed at the thought, placing a hand over her chin. “You know, that’s not a bad idea. I’ll be able to read his thoughts and sense his feelings. We can finally get an idea from his perspective and see just what he’s trying to do.”

Rainbow folded her arms and nodded eagerly. “Yeah. Plus, you heard about the bounty! We can use that to help Camp Everfree!”

Exhaling, Rarity brushed a hand through her hair and straightened her posture. “In that case, I suppose I can stomach an attempt to bring in the spider. The campsite is lovely, and we should support it the best we can.” She eyed her hands before wiggling her fingers, “Plus, it’s not like I actually have to touch him with my new power.”

Bemused, Applejack narrowed her gaze. “Is that the only reason you wanna go after him, Rainbow?”

Glaring at the blonde from the corner of her eye, Rainbow huffed, while throwing a fist into her own open palm. “Of course! It just happens to be a bonus that I get a rematch with him.” She jumped to her feet, raising both hands high overhead. “Besides, you heard the crowd! We’re famous, and we’ll be even bigger heroes after we help take Spider-Man down!” Sobering, the girl raised a finger. “Also, Twilight may have told us that he’s not a bad guy, but what if that’s just in her case? I mean, she’s from a different world. It’s not like she and our Twilight are the same. They couldn’t be any more different from each other! What’s to say that’s not the case with Spider-Man?”

Tilting her head to the side, as if considering the thought, Twilight hummed. “Multiverse theory. That’s surprisingly rational and objective, Rainbow.” The girl closed her laptop and nodded, “I still have the spectrometer. Maybe with the announcement of the bounty and issued warrant for his arrest, he’ll either lay low or increase his efforts to avoid detection. In either case, it will make it easier for us to track his movements.”

Sunset pursed her lips, while tapping a finger against her forearm. After a brief duration, the girl simply nodded. “Okay. It’s agreed. We’ll go after Spider-Man and try to talk to him. If that doesn’t work, we’ll apprehend him long enough for me to read his feelings and thoughts. We can decide what to do after that.”

Everyone in the room seemingly agreed, placing a hand over the geodes around their necks respectively while sharing a nod. However, Fluttershy turned away from her friends and knelt down next to Spike. The girl and dog held concerned gazes, stealing a glance at the group, before collectively sighing.

“What are you going to do?” Spike whispered, his ears lowering.

Fluttershy blinked, before closing her eyes momentarily. “I’ll try to talk to Spider-Man before we reach him.” The girl daintily brushed a strand of her pink locks behind her ear, before glancing to the side. “I just hope he’s okay.”

Shaking the cobwebs from his head, Spider-Man managed to duck underneath one of the assailing bots as it dove towards him with its metallic claws extended. Instantly, a pair attempted the same, but Peter reached out, capturing both in his grasp, before slamming their bodies together. A visceral crunch echoed throughout the vicinity, as shards of metal and circuitry scattered from the point of impact.

Groaning, Spider-Man rubbed the pain searing through his cranium out with his hand. “Spider-Sense is still too potent. I’ll have to tune it out somewhat, just to see straight.” Eyeing the large man near his position with a blank gaze, the boy turned with his hands extended and unleashed an array of webbing onto one of the metallic arachnids, until the entirety of its body was cocooned. “So, what’s your story? Were you bitten by a radioactive scorpion or something?”

Just behind his position, Scorpion didn’t utter a response. With bated breaths and sweat dripping from his face, he shifted his wild gaze about at the arachnid army. Gargan snapped back and punched one of the steelspiders, driving his fist through the outer shell. It twitched momentarily, before finally falling limp. A trio of the assailants approached the armored man from the side, releasing high-pitched screeches while firing small beams of light from their mouths.

Scorpion raised his arms instinctively, shielding his face as the lasers deflected from the smooth surface of his padding. “Get off me! GET OFF ME!” he exclaimed, lowering his body. Suddenly, the massive tail on his back stretched out, before lashing out in a violet blur. Each metallic spider vanished in an eruption of dismantled steel and parts, before the razor-sharp end of the tail sliced another at the end of its path cleanly in half. The tail lowered back into place, hovering inches away from Gargan’s face, and his complexion only paled further as he screamed. “I hate this suit! I HATE IT!”

Faster than he could react, a mob of the spiders swarmed the man and managed to knock him off balance. Scorpion staggered, while flailing his arms about in a desperate attempt to shake the twitching subjects free. However, it was to no avail, as he eventually collapsed onto his back. Every spider clawed madly at every inch of his body, scratching away at the armor, and Gargan unleashed a horrified scream from deep within his chest, the sound echoing across the junkyard.

“No! N-NOOOOO—!” he cried out, yielding to the clutches of his fears.

Fortunately, a pair of strands of webbing latched onto two of the spiders, before they were yanked away, and Spider-Man spun in midair, delivering a kick to each robot as they neared. “Hey, pal! Why are these things after you?” he questioned, yelping once a pair tackled him to the ground. Using one hand to keep a spider at bay as it clawed at his head, while doing the same with his foot on the other, Peter stammered as his thoughts and words became interchangeable in a frenzy. “Better yet, why are they after me? I just got here! I don’t even know these guys, or what they are, or who built them?! As a matter of fact…”

Lifting his foot, Spider-Man flipped in place before slamming a kick right onto the center of one of the assailants. Its body folded under the force of the strike, fizzling out in a set of electrical bursts. Quickly turning his attention to the side, Peter’s masked eyes furrowed, as he tightened his grip on the remaining spider. Rearing back, the boy opened his palm and slammed his hand onto the abdomen. Tremors rushed through the spider’s being for what seemed like an eternity. Once its shaking ceased, the machine’s eyes faded to black, and its body remained intact, before harmlessly collapsing to the side.

“Always wanted a souvenir!’ Spider-Man hummed, hopping back to his feet.

The world slowed as Peter’s cranium ignited within, prompting the boy to turn his gaze towards the source. The remaining dozen of spiders marched towards Scorpion, with their jaws chomping in anticipation. However, the man’s vision glowed, as his tail steadily lowered. Particles of green and blue energy spiraled into the tip, surging while gusts of wind spun around his body.

Light illuminated from the center, enveloping everything in sight. A whirring sound violently churned, and Peter’s masked eyes widened as his senses erupted. Spider-Man jumped to the side, managing to hurl himself over a pile of wreckage. That same moment, the energy that had gathered through Scorpion shot out and generated a shockwave.

The ground and surrounding junk shattered from the force, and a large beam of light sped out from the tip of his tail. The blast tore the land asunder, sending shards of earth scattering violently about. Every spider was launched from the shockwave, leaving some mangled from the force of release alone, but the others were immediately swallowed by the wave of vortexing energy. The remaining forms disintegrated from sight, their ashes joining the cloud of smoke and dust that spread from underneath Scorpion.

A crackle of electricity sparked throughout the area, while the vapor cloud steadily cleared. After what seemed like an eternity, a vehicle rustled in place, before its frame flipped to the side. Spider-Man emerged from where the car previously sat, coughing while brushing remnants of dirt from his costume. Yet, the boy paused, with his masked lenses widening upon glancing at what matched a barren wasteland for several yards, with Scorpion standing at the center.

Peter steadily approached the man, scratching the back of his head once they were a few feet apart. “Good job, pal. A little overkill, but we’re safe, thanks to you.” Ignoring Scorpion’s hunched posture and increasingly erratic breathing, Spider-Man shifted his gaze to the side. After a brief duration, the boy let out a sigh of relief upon spotting the lone metallic spider he had incapacitated by a burned vehicle, still intact. “Ah, good news. We didn’t completely trash all of them. I can pick that one apart, and–”

“Get away from me!” Scorpion exclaimed, lunging out in a flash, with his arms fully extended.

He tackled Spider-Man from behind, driving his body into the ground, until it ruptured under their combined weight. Roaring, Gargan spun around with his hand gripping Spider-Man’s wrist, and he flung the smaller male with all of his might, launching him with the force of a missile. Peter flew for several meters, before crashing into a pile of broken steel. A loud crash pierced the airwaves, and a shockwave erupted from the center, causing a pair of crushed vehicles to fall onto the boy, leaving his frame buried.

Scorpion panted through gritted teeth, eyeing the destruction with a crazed glare. “Will I destroy you?! Y-Yes! I WILL! Next time!” He snapped back, clawing at the center of his forehead, “Make the voices stop!”

Suddenly, Scorpion broke off in a dash, and his silhouette dissipated from sight, as he vanished into the cover the nearest forest provided. Groaning, Spider-Man pried himself free from the mangled steel he was embedded within. Slowly, but surely, the boy managed to crawl out of the wreckage. Once freed, Peter shook his head and stretched in place, until his muscles and joints released a crunch, as if snapping back into place.

“Now that was just plain rude. I’d like to leave him alone, but that guy’s so unhinged that I’m afraid he’ll hurt somebody just for looking at him sideways,” he grumbled, rubbing a hand over the pain coursing through his shoulder. He glanced in the direction Gargan ran off towards, shaking his head in defeat. “It’s no use. He’s gone, and I don’t know where he’ll turn up next. If only there was a way to track him.” As if a thought came into mind, Spider-Man’s eyes widened at a realization. He ran across the yard, skidding to a halt upon reaching his captured drone. Lifting its lifeless shell from the ground, Peter nodded inwardly and hummed. “Time to work on a little science project. Just hope Doc can spare the space.”

To be continued…

Chapter Three: "Web of Life"

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…

Chapter Four: "Tainted Legacy"

Chapter Four “Tainted Legacy”

Along the outskirts of the park, Twilight sat in front of the spider slayer with a furrowed brow. She propped its hatch open, cross referencing many of its wires, and with a soldering pen in hand, began welding some of its broken pieces back together. Pinkie stood with a cupcake, retrieving a handful of sprinkles from her pocket before dropping the topping onto the icing over her treat. The girl scarfed the treat down in several bites, all while Applejack stood with her arms crossed.

However, Rarity watched Twilight with a wary gaze and fidgeted in place, rubbing at the goosebumps forming over her arms. “I just don’t understand how you could fiddle with such a thing, Twilight. Doesn’t it bother you?” she questioned, frowning before the spider suddenly whirred to life. The girl shrieked, dashing behind Applejack, and she whined, shaking her head profusely. “How disgusting! I’ll never understand it!”

Before anyone could respond, a powerful gust rushed into the vicinity. Most of the girls braced themselves, raising their arms instinctively as their long hair blew back respectively. They peeked up, finding Sunset standing in the middle of their gathering with a bewildered expression on her face. She alternated her widened gaze about, as if attempting to find something.

However, the phenomenon repeated itself, as Fluttershy suddenly appeared next to the redhead. Blinking, the pink-haired girl's stiff figure shook itself free, before she turned to the side. Everyone shared a glance, unable to figure what had transpired, but a blur sped to a halt mere inches away, causing yet another gust of wind to rush through the area. A familiar flow of rainbow-patterned hair fell, revealing Dash as she bounced in place with a grin.

Dash brushed the dust from her hands, nodding. “Everyone’s here! So, what’s next?”

Shaking the cobwebs from her head, Sunset inhaled deeply, before sighing. “Can you give us a little warning next time, Rainbow? Please don’t make that a habit.” Her tone was soft, yet firm. Once her friend gestured a wave, Sunset rolled her eyes and shifted her focus to the side. “So, what’s going on, Twilight? Why’d you have us come to the park?”

Twilight wiped the sweat from her brow with a forearm, managing a smile once the spider stood upright. “I followed the spectrometer to the junkyard while tracking Spider-Man’s unique electromagnetic signature and found this beautiful piece of machinery there!” she declared, kneeling down before rearranging many of its internal wiring, “It was mangled, but I managed to repair it enough for it to function once again.”

Rarity’s face twisted with disgust, while her white complexion paled even further. “Why would you do such a thing? Please explain why you would mingle with something so disgusting?”

Raising a hand, Applejack murmured under her breath while alternating her line of sight between the robot and Twilight. “What makes you so sure that it even belongs to Spider-Man?”

“Come on, Applejack! It’s a spider! It’s kind of his thing!” Rainbow blurted out, elbowing the blonde girl’s forearm. Both girls shared a glance, both exasperated, but the girl scoffed, holding her hand out to the side. “Okay. It’s a little on the nose, but you have to admit that it’s very convenient.”

Furrowing her brow, Twilight never lifted her gaze from the collection of wiring and circuitry as she continued to sort through it all. “I know it belongs to Spider-Man, because of the tracking mechanism built within the main motherboard,” she coldly stated, finally shutting the main hatch. Twilight retrieved her spectrometer, sliding a microchip into its side slot, and the device glowed as a light illuminated from its center. “It seems it is specifically designed to track arachnid DNA, and it has two large signatures stored in its data banks. It matches the signature Spider-Man exudes on my spectrometer.”

Fluttershy blinked, holding a hand over her mouth. “Um, that doesn’t seem right,” she whispered as her gaze fell downward. “Why would Spider-Man want to track himself?”

“All the more reason why we should find Spider-Man,” Sunset politely intervened, placing a hand over Fluttershy’s shoulder, before glaring at Rainbow from the corner of her eye. “And talk to him first. I’m sure there’s an explanation for whatever is happening.”

Applejack stepped forth, lifting a finger. “We will be careful. The police did say that he’s dangerous. We’ll only subdue Spider-Man if he’s uncooperative.”

Shrugging her shoulders, Rainbow Dash scoffed, before giving a small nod. “Sure thing. If he’s got nothing to hide, there won’t be a problem.” She crossed her arms, turning her back to the group while tapping a foot impatiently against the grass. “Just don’t color me surprised if he turns out to be as sketchy as ever.”

Pinkie Pie emerged between the pair, smiling obliviously while holding one of her sweets. “It’ll be fine! I made him cupcakes! Who doesn’t like a good cupcake?”

Twilight mumbled under her breath, shifting her attention to the spider momentarily, but her glasses slipped from her face, landing on the ground. Exasperated, the girl lowered to a kneeling position with her hand extended. She paused briefly, lifting her blurred vision. Long in the distance, a silhouette stood behind a tree.

Their image was unclear, yet the flow of gold and crimson seemed recognizable. Blinking, Twilight eased her glasses on before lifting her gaze. However, she returned her line of sight to its previous position, only to find nothing in its place. With a furrowed brow, Twilight sorted through the puzzling thoughts coursing through her mind, but she dismissed everything upon sharing a glance with Sunset Shimmer, pursing her lips.

Sunset arched a brow, alternating her gaze between her friend and the direction she was previously looking toward. “Is everything okay, Twilight?”

Nodding, Twilight hummed, but she paused as a lingering idea loomed. “Yes. It’s just that I thought…” she whispered, trailing off before the light on her spectrometer ignited to life. Suddenly, the spider released a metallic screech and turned to the side. It crawled off in a dash, forcing Twilight to grab hold of her spectrometer and clumsily pursue, while struggling to maintain some form of balance. “Come on! It's picked up a strong signature!”

“Finally!” Rainbow cheered, racing off in a blur instantly.

Rarity groaned, shaking her head defiantly, but Rainbow swiftly returned, grabbing her forearm, before vanishing once more. Pinkie grinned and simply followed with a skip in her step. Applejack removed her hat, running a hand through her long blonde hair, before letting out a low sigh. She glanced to the side as Fluttershy watched the ground with a softened gaze. Placing a hand over her shoulder, the blonde seemingly freed the girl from her self-induced trance, and with a nod, the pair slowly followed their compatriots. Sunset did the same, clutching at the collar of her jacket. However, just as she left the vicinity, a shadow watched from a distance with an arched brow. They soon pursued, while holding a finger over their temple.

Deep within the halls of Oscorp, a man with short brown hair sat underneath a large computer screen with a stern glare. The entirety of his lower half lay concealed within a large mechanized wheelchair. With his hands placed together, his eyes scrolled through the collection of walls of text and numbers on the screen that accompanied each photo of every individual Spider-Slayer.

However, all carried a grey tone with the term ‘deactivated’ heavily placed over their frame. An exasperated growl escaped from the man’s mouth as the process repeated, with dozens of the creations having met the same fate. He slammed his fist onto the chair’s panel after a duration, before glancing to the side, but his demeanor loosened once the door behind his position slid open. A woman steadily approached with her arms crossed, a stoic expression ever present on her face.

Once she reached his side, the woman glanced at the screen, but after straightening her glasses, a low sigh escaped from her mouth. “Progress report, Alistair. I would have expected some results by now. Norman is growing increasingly… anxious,” she declared, frowning while shifting her attention to the clipboard in her grasp. “We are still tracking Scorpion remotely, but his signal’s grown weak over the past few hours. I was hoping you possess some intel as to his whereabouts.”

“I’m really growing tired of Osborn’s obsession with the Oz formula. It was all he and my father talked about,” Smythe whispered, tapping a finger impatiently against the metal of his motorized chair, “He died chasing some ludicrous aspect of longevity, and now, you’re wasting my resources chasing yet another failed version of that prospect.”

Frowning, Abacus placed a hand over her hip and stared intently at the man. “Spencer saw the potential of programming, and I know you share his vision. Otherwise, you wouldn’t be continuing his legacy with the Spider-Slayer Initiative. You are far too intelligent to think small,” Her stoic expression faltered momentarily, before she brushed a strand of her violet hair back behind her ear, “Now, what is your status? Have you found the location of either target?”

Growling under his breath, Smythe used his free hand to peck away at the electronic panel installed over his arm rest. “Unfortunately, no. It seems both subjects were able to destroy all thirty-six of my precious Spider-Slayers thoroughly,” he groaned, shaking his head while continuing to sort through the list. Smythe arched a brow and glanced at the woman from the corner of his eye. “I had intended to only incapacitate the targets and extract their DNA, but…”

Cinch huffed, never averting her gaze from her clipboard. “How predictable. Fortunately, Norman feels the same way and has freed all protocols. Feel free to use lethal means. Just assure that we are able to extract a sufficient amount of DNA from the primary target.”

As if satisfied with her response, the corner of Smythe’s lips curled into a smile. However, before he could say anything, the screen overhead brightened. Both individuals turned at the sight, their eyes widening as one of the ‘deactivated’ signals vanished from sight. Smythe’s pecking intensified, before a map appeared at the center of the screen, revealing a crimson dot racing through a path. He shifted, humming once a blue circle materialized into existence, and both seemed to be on a trajectory, nearing each other by the second.

Smythe’s brow lowered, as he stared intently at the screen. “Unit number fourteen has come back online, and it seems to be following Gargan’s signature. How is this possible?” He stopped, blinking while a second window of text appeared on screen, and his frown deepened, before he eventually eased back into his seat. “Ah. Someone reprogrammed the unit’s tracking mechanism but failed to reset the security override.”

Abacus narrowed her gaze. “What do you intend to do? Surely, you wouldn’t allow Oscorp technology to be used without our jurisdiction.”

“Of course not! However, this works in our favor,” Smythe exclaimed, chuckling under his breath, as an idea crept into the forefront of his mind. The man closed the window on the screen and pecked away feverishly at his keyboard. “Instead of taking back control immediately, we allow this third party to track Scorpion, and with a little influence from your end, we have him destroy the witnesses and finish off Spider-Man. I’ll send the remaining fifteen Spider-Slayers to dispose of what remains.”

Slow to respond, Cinch’s stoic expression remained intact for what seemed like an eternity, but she eventually nodded, reaching into her lab coat’s pocket. “Very well. See to it that you don’t fail, Alistair.” Before long, the woman managed to retrieve a small remote device from her clothing and pressed its main button. The corner of her lips curled into a small grin. “We’ve activated Scorpion’s secondary objective. He should be on his way to rid ourselves of that buffoon, Jameson. Just ensure that your Spider-Slayers are thorough in expunging all evidence that would compromise Oscorp Industries.”

Without uttering a verbal response, both individuals shared a nod. Suddenly, the sound of metallic tapping echoed across the halls, and tremors began to course through the vicinity. Mechanical doors soon spread open from the ground, allowing several of the Spider-Slayers to march freely from behind Smythe. Each respectively dove into an opening, releasing a high-pitched screech, while their forms disappeared into the surrounding darkness.

Peter flipped high into the sky, soaring for several seconds, before effortlessly landing at the top of a streetlight. His masked lenses narrowed, honing in on a tiny crimson object flying forward, several meters away. The world slowed momentarily, revealing the Spider-Tracer to Peter’s viewpoint, and the device descended into the park, vanishing into the path of shrubbery. His cranium hummed, prompting a soft set of beeps to echo from within his mask.

“It looks like the tracer has found something,” he murmured, dropping from his perched stance before gripping the streetlight. The boy spun around, throwing his momentum forward, and he pulled his legs into his chest, flipping until the ground steadfastly neared. Spider-Man rolled into the grass, remaining lowered in a defensive stance. However, he snapped to his feet once a Spider-Slayer burst from the confines of a bush. “Wait? Another one? Where did it even–?”

The Spider-Slayer stopped in its tracks, shifting its cold gaze towards Peter, as if it had just noticed his presence. It twitched, releasing a metallic groan in protest, before its crimson lens glowed maliciously. Screeching, the robot lunged towards its acquired target, but Spider-Man reached out, snatching it by the head in a whipping motion. Its body whirred to a halt, falling motionless as the steel caved under Peter’s grip, and the boy relinquished his hold, dropping the creation in a mangled heap of nuts, bolts, and broken steel.

Spider-Man tilted his head to the side at the sight, scratching the back of his head once the smaller Spider-Tracer levitated back onto the scene. “That was weird. Who’s the straggler?” he questioned, pecking away at the hidden buttons placed over the armored portion on his forearm. The Spider-Tracer lowered, crawling into the cracked opening where the Slayer’s head was previously, and a scan of numbers scrolled across his lens, continuing until a second window queued on screen. Kneeling, Spider-Man rubbed at his chin. “Someone McGoober-ed this thing! It looks like whoever did is also tracking the Scorpion. It’d explain why our frequencies got crossed, but who else wants to find him besides–?”

“Hey!” a voice called out, causing Spider-Man to turn to the side. A familiar violet sight raced onto the scene, stumbling free from the surrounding shrubbery, and a girl straightened her glasses, while her eyes narrowed into a glare. “There you are, Spider-Man! I’ve finally found you!”

Spider-Man’s masked eyes furrowed, resembling disappointment. “Oh, no. Not you,” he whispered, turning as if to make his exit, but a blur raced into the scene, skidding to a halt a few feet away. The image cleared, revealing an all too familiar flow of rainbow-patterned locks and a coy smirk. Spider-man stopped in his tracks, cursing under his breath further. “Aw, applesauce.”

“Going somewhere?” Rainbow Dash questioned, her legs and hands twitching with anticipation respectively.

Pointing a thumb behind his shoulder, Spider-Man alternated his gaze about. “Sure. I’ve got a pie in the oven, and the last thing I want to happen is for the crust to overheat. It’s not any good when it’s all brittle and crusty.” Just as he readied himself to depart, evident by his lowered stance, the rest of the Rainbooms arrived by Twilight’s position. Each held a concerned expression, as an awkward silence filled the vicinity. Left to his own growing erratic thoughts, Spider-Man forced out the lump in his throat with a cough. “So, the gang’s all here? Can’t say that I’m prepared for a meet and greet. Did anyone bring bingo cards? I hear those are good ice breakers.”

Applejack slowly raised her hands defensively. “Relax, friend. We just wanna talk.”

“Talk or interrogate?” Spider-Man asked as one of his masked eyes arched. His cranium buzzed, slowing the world to a crawl from the boy’s perspective, “You aren’t really giving the best vibes.”

“I guess it depends on how you respond. You seem pretty twitchy,” Rainbow Dash huffed, raising her fists while bouncing in place.

The air in the vicinity grew thick, making the simple act of breathing difficult for some. No one else responded, while half of the group seemingly stood on edge. Clear sparkling energy enveloped Rarity’s hands, all while her muscles trembled involuntarily. However, Twilight had not moved an inch, only holding a steadfast glare at the vigilante. One hand clutched at the spectrometer, keeping its end fixed in the boy’s direction, and the other gripped the geode around her neck just as soundly, prompting energy to emit a light under her grasp.

Yet, Applejack straightened her posture and stood upright. Pinkie obliviously stood in place, stealing glances at the surroundings of the park. Soon, Spider-Man shared a glance with Fluttershy. While no words were spoken, the girl’s eyes softened, while she weakly nodded. Even momentarily, all tension seemed to have dissipated. However, Peter’s head snapped up once Sunset Shimmer steadily walked towards him with her hand extended.

As if out of instinct, Spider-Man raised a hand and aimed it at the girl, prompting her to stop.
“That’s far enough! I don’t know what you girls have planned! Not unless we’re going to a food crawl? Oh! How about the Cheesecake Factory? That’d be a great spot to mingle! I know it’s not the fanciest spot, but–”

“Enough! You’re just babbling!” Twilight growled, lowering her eyes until it landed on the mangled piece of machinery by the boy’s feet. She sharply pointed a finger, alternating her gaze between all of her compatriots. “Look! It’s the spider! I told you that it was one of his creations!”

“Hey! I resemble– I mean, resent– that remark!” Spider-Man hastily shouted faster than his mind could have hoped to prevent.

Scoffing, Twilight’s frown deepened. “You’re really milking the spider theme. You’re such a narcissist.”

“You grape-flavored little twerp! Why, I outta–!” he yelled, throwing a hand over his mouth afterward, much too late to his own chagrin.

Rarity’s mouth fell agape, as Twilight blinked at the comment. “How rude!”

Rainbow snarled, comically pointing a finger at the boy. “See? I told you this guy was a jerk!”

“Oh, you suck!” Spider-Man exclaimed, his accent devolving into its New York origin momentarily. This caused the girls to collectively gasp and gather, all talking while shooting a glare in his direction. Pushing back the nagging urge festering in the back of his head to insult the violet-skinned lass further, Peter paused to recollect and kick himself inwardly. “Wait. You’re the one who reprogrammed it? Of course you are,” Spider-Man blurted out, the latter barely above the hint of a disgruntled whisper. Unfortunately, his mind screamed in protest after having realized the self-incriminating statement its motor-mouth had muttered. Slack-jawed, Spider-Man shook his head madly and waved his hands defensively. “Whoa! Hey! Hold on! I didn’t create this thing! I was actually tracking it by accident! I didn’t program it to–”

Suddenly, a tiny metallic creak whined, as a piece of the broken upper hull of the Spider-Slayer dropped to the side. Everyone stopped, as a tiny crimson robotic spider nonchalantly crawled from the larger arachnid’s torso, like an offspring freeing itself from a mother’s womb. Rarity’s complexion paled, matching a freezing tone of blue, once the spider levitated into the air and perched onto the boy’s wrist. Before long, it crawled into a hidden compartment within the white armor on his forearm, and a long silence filled the air, leaving the girls to openly stare at the costumed individual with slack-jawed expressions.

Spider-Man cleared his throat, dumbly pointing the tips of his fingers together. “Okay. I can explain that one.”

Unfortunately, as if the very fates were rooting against him (more than usual), Spider-Man’s cranium erupted with a blaring alarm. A rumbling sound approached from a distance, while tremors coursed through the earth. With each passing second, its volume increased, and clanking metal could be heard, before a nearby tree snapped at the root. The sapling groaned in protest as it fell, tumbling under gravity’s watch. The girls grouped together as dust spread from the point of impact, and Spider-Man raised his forearm, shielding his face from wayward debris. Suddenly, a large silhouette stood within the cloud of dust and stomped forward, until its image cleared.

“You have got to be freaking kidding me,” Peter muttered, his tone filled with a tone brimming with bewilderment and bemusement.

Scorpion twitched madly, clutching at the rumbling sensation seering through his cranium. “D-Danger! The buzzing! It won’t s-stop!” he exclaimed, shifting his widened gaze around madly. However, he snapped to a halt upon seeing Spider-Man, more so the prone metallic creation placed at his feet. Scorpion screamed at the top of his lungs, lunging back defensively while his tail whipped with enough force to tear the earth under its weight. “M-More spiders?! BUHAHAHA! You won’t take me this time! I’ll destroy you, your corporate masters, and.. him for putting me in this suit!”

“Him? Who’s ’him’?” Spider-Man questioned, tilting his head to the side. However, he trailed off upon feeling the piercing gazes of the surrounding audience, and a realization rushed into mind, once their puzzled expressions steadily shifted to apprehension. Spider-Man raised a hand once the buzzing in his own cranium began to intensify, growing from a hum to a falsetto. “No…”

Rainbow Dash’s feet dug into the earth, while she took a running stance. “I don’t know what’s going on, but this guy is clearly up to no good! We have to stop him!”

“No, no, no…!” Spider-Man repeated, the tingling morphing to practical screaming.

“Ah hate to say it, but you might be right!” Applejack declared, straightening her hat before cracking her knuckles. The blonde swiftly grabbed the hilt of the lasso hanging from her hip, before spinning the rope overhead. “Just give up, partner! We don’t wanna hurt you!”

Twilight glared at the boy, continuing to clutch at her geode and spectrometer. “Now, you’re performing vile experiments?! You should be ashamed! I swear that we’ll put a stop to your abusive scientific practices!”

Slow to respond, Sunset hesitantly stood in place with an uncertain expression, but her brow lowered, before she took a defensive stance. “Okay! We’ll take him down! Just remember the plan!”

The world seemingly fell into a spiral of chaos within the span of a second. Rainbow Dash vanished in a blur, sprinting into the fray, and Scorpion matched her pace, lunging with his claws extended towards Spider-Man. Pinkie, somehow having pulled a cannon from nowhere, placed it down, before loading its holster with sprinkles. Fluttershy watched on in horror, scooping up Spike into her arms, before diving into the safety of the nearest bush. Sparkling energy emitted from Rarity’s hand, crackling before a slew of large diamonds materialized into existence and levitated around her position.

As time began to resume at its normal rate, Spider-Man let out a desolate groan, while his masked eyes furrowed. “I really wish that I just stayed in bed this morning.”

To be continued…

Chapter Five: "Battle Royale"

Chapter Five “Battle Royale”

Along the outskirts of the park, tremors coursed through the earth and shook the surrounding trees with enough force to dissolve some of the leaves. The sound of explosions echoed across the air, all while shockwaves erupted throughout the vicinity. With each blow ruptured some of the earth, sending shards of grass, rock, and dust flying into the breeze. A chunk of bark broke from a nearby tree, unleashing a barrage of splinters as it disintegrated from impact.

An individual stumbled onto the scene, lowering their head defensively while another concussion burst a few yards away and sent their body to the ground. With a bewildered gaze, they crawled into the safety of nearby shrubbery, until the entirety of their body was concealed from sight. Slowly, but surely, they peeked through an opening in the leaves, before finding a peculiar sight. A group of girls were grouped together, alternating their gazes about, as if they were struggling to locate something.

Suddenly, another shockwave erupted at the center of the vicinity. A pair of blurs briefly materialized within, their images clearing momentarily while the world around them slowed to a halt. Spider-Man slid a finger over a hidden compartment within his chestplate, retrieving a tiny crimson, spider-shaped object. Just as Scorpion spun in place, whipping his tail out, Peter flipped directly over the attack.

The world slowed, as the boy soared with a narrowed gaze, extending his hand as he passed, before flicking the device with a finger. The spider latched onto the back of Scorpion’s armored neck, magnetically staying in place, without the man noticing. Time resumed once the boy landed on his feet, with him swaying his upper torso to the side accordingly out of Gargan’s range, as he thrust the sharp end of his tail forth multiple times in a frenzy. Rainbow Dash watched from a distance, slack-jawed as seemingly multiple afterimages of Spider-Man blurred together before clearing. Disbelief slowly faded as frustration engulfed her, evident as she clenched her fist tightly.

“I have super speed! I should be faster than you, but I’m still too slow!” Rainbow growled, narrowly ducking underneath Scorpion’s wayward tail as it swung by. “No! I know that I’m faster! Just watch!”

Meanwhile, Spider-Man threw his body back, springing from his hands, and Scorpion towered over him, throwing his opened claw into the ground, where the boy previously stood. A fissure gave way, splitting the rock until cracks surface and exploded. A crater spread under Scorpion’s weight, leaving the man to sink several feet into the earth, and Spider-Man dove back, managing to perch himself at the top of a lightpost.

Rainbow Dash appeared in a flash, skidding to a halt until she stood next to Scorpion. “Are you okay? Do you need help?”

Gargan jumped in place at the girl’s sudden appearance, yelping. His thoughts raced uncontrollably, reminiscent of the winds of a tornado. However, a piercing bolt surged through his cranium and screamed demands into the forefront of his mind. Screaming, Scorpion’s vision blurred, while everything descended into a haze. He clutched at his forehead, howling as intrusive thoughts burrowed further. Suddenly, silence swept over the man, and he stood still, as the color in his eyes faded to an empty milky tone.

“Kill them,” a voice whispered, repeating while growing in volume each second, “KILL THEM ALL!”

Time slowly resumed, as Gargan freed himself from his self-induced trance. The armor creaked in protest, while he slowly turned to the girl standing under his towering frame. Her bright rainbow-patterned hair faded, as a sea of crimson flooded his train of thoughts. A visceral scream escaped from his mouth, filling the airwaves, and Scorpion reared a claw back, thrusting it towards the girl.

Rainbow’s eyes widened as the blow approached, seemingly slicing through her frame, but her image faded from sight, causing Gargan to stumble forth for several meters. Scorpion dug his free hand into the earth, using his momentum to spin in place until he refaced the intended target. Dash was soon revealed, having shown to be in a ducked position. However, just as she began to turn her head, Scorpion lowered his stance and pushed his weight forward with all of his might. His image dissipated in a violet and emerald blur, all while the ground beneath him ruptured with enough force to reveal the rock within.

Once inches apart, Scorpion threw a barrage of slashes, each aimed with deadly accuracy at the girl’s torso. Rainbow Dash backpedaled, frantically yelping as each attempt drew closer, and she spun around, planting her feet before breaking into a sprint. A wayward slash narrowly missed her head, cutting away the end of her long ponytail. The world slowed around them, as several colorful strands of hair danced in the breeze, with Rainbow racing off in a blur, and Scorpion chased her in pursuit. Spider-Man watched from his perched position, following their movements with a narrowed gaze, until both had ran out of the vicinity for the moment, all while the outside world’s timing resumed at a normal pace.

“There’s got to be a way to calm him down. Scorpion will tear these girls apart if I don’t get them out of here. Maybe if I– Oh, God!” Spider-Man blurted out, his masked eyes widening as an alarm blared off within his cranium. He turned to the side, seemingly unable to react as a large rock soared through the air towards him mere feet away. However, the boy reached out, capturing the stone with both hands, while managing to hold his perched position on the lamp post. Spider-Man narrowed his gaze at the source beneath him as she hid behind a building. He tightened his hold on the stone, steadily rearing it high overhead. “Hey, Blondie! I think you lost this!”

Applejack pressed her body against the wall, blinking before slowly peeking her head from around the corner at the boy’s comment. However, the stone flew with the speed of a bullet and the force of a missile, rupturing the walls mere inches from the girl’s face. Applejack recoiled, stumbling to the ground, but she hopped back to her feet, raising her fists defensively. The blonde rushed forward, throwing a punch. However, Peter extended his hand, capturing the blow with his open palm, and a shockwave erupted at the center, freeing many of the leaves from the trees within a few yards.

Spider-Man stood undeterred, squinting at Applejack’s arm before lowering it. “Wow! You’re definitely from the country! How’d you get so strong? You tip cows or something?” The girl strained, attempting to free herself from Spider-Man’s grip. Faster than she could react, Spider-Man fired a ball of webbing onto her hand. The gossamer spread upon impact, enveloping her entire limb, while sticking steadfast to the ground. Spider-Man chuckled, shrugging. “All of that strength doesn’t do you any good if you can’t hit the broad side of a barn. No offense.”

“W-What in tarnation? Is this coming out of you?” Applejack strained, blinking dumbly at the substance as she pulled, to no avail. She pressed her free hand against the ground, pushing until the earth underneath her palm caved. Pausing, Applejack bit down on her lip. “Just what is this stuff made of?”

Spider-Man raised a finger. “Like it? I don’t want to bore you with the details, but I use proteins that use large quantities of nonpolar and hydrophobic amino acids, like glycine and alanine, along with a few extra ingredients. Once bonded, it’s ten times stronger than steel, and–”

Applejack exhaled, ceasing her struggle momentarily, before shooting the boy a bemused glare. “While I appreciate the science lecture, I don’t think there’s usually this much talking during a fight.”

Pausing, as if considering the blonde’s words, Spider-Man shrugged, before aiming his hand at her once more. “Right. Sorry. Well, don’t take this personally then.” However, magical energy materialized into existence and enveloped his hand, locking his fingers in place. Spider-Man’s masked eyes widened once the sparkling matter spread, until his entire arm was engulfed instantly, and he blurted out in response, “Nani?”

A force snatched his frame into the air, levitating him in place, while holding his arm overhead. Twilight clutched at the glowing geode around her neck, managing a smirk. “That’s far enough! It’s finally time that you answer for what you’ve done!”

Spider-Man ceased his squirming, placing a free hand over his hip. “So, what did I do exactly? I mean, sure, there’s probably a laundry list, but…” He pressed a hidden button on his palm, prompting a tiny hatch to open from underneath the armor plating within his chest plate. A tiny shadow crawled freely, blending with the crimson along his attire, before taking flight unbeknownst to Twilight. Spider-Man groaned at the girl, as he continued to hover in place for what seemed like an eternity, in spite of only seconds having passed. “I feel like we’ve started off on the wrong foot. What if we started over? You seem like a nice gal under that sunny disposition. I’ll reintroduce myself. I’m Spider-Man. There’s no ‘The’. I’m a person, not a thing, so…”

Just as he continued to prattle, colorful energies materialized into existence, before spreading. Suddenly, they joined together and surrounded the boy, morphing into the shape of a shield. The substance hardened, as the sun reflected off of its blue surface. A light ignited, illuminating before finally dissipating, and Spider-Man stood entrapped within a diamond, hovering in the center.

“Diamonds? Really?” Peter questioned, exasperation filling his voice. He stared at the girl for what seemed like ages, eyeing the diamonds designed along the side of her skirt and matching emblems etched at the top of her boots. Spider-Man’s masked eyes furrowed, matching his growing annoyance. “Like, really?”

Rarity walked up until she stood by Twilight, extending her hands as she glowed with sparkling energy. “Excellent work, darling! We’ve got him!”

Spider-Man tapped a finger against the surface, mumbling under his breath. “I hear diamonds are a girl’s best friend. I’m betting you’d make a killing during Valentine’s Day. Or Mother’s Day. Or Christmas. Or birthdays. Oh, don’t forget anniversaries. Is this real? Or is it just a construct of energy that takes a physical form but dissolves when you lose concentration?” he trailed off, inhaling sharply once a thought came into mind, and a gleeful squeal escaped from the boy, “Hold on! Are you a Blue Lantern?! Dude! That’d be so cool! Can you say the quote?”

Blinking, Rarity stammered. “W-What? I don’t understand.”

“Hold on. Ahem! In fearful day, in raging night, with strong hearts full, our souls ignite!” Spider-Man stated, his voice much deeper than usual. He raised a hand before clearing his throat, grinning sheepishly while straightening his posture momentarily. “When all seems lost in the War of Light, look to the stars, for hope shines bright!”

Exasperated, Twilight rolled her eyes and exhaled at the top of her lungs. “Ah! Do you ever stop talking?!”

“I mean…” Peter murmured, raising a finger, as if ready to go further into detail.

Twilight’s eye twitched involuntarily, while a vein throbbed over her temple. “Stop! That was rhetorical! Bah! How do you get anything accomplished?!”

“Simple. With a plan,” Spider-Man chuckled, pointing to the side.

That same moment, a small crimson mechanical spider materialized behind Twilight and unleashed an electrical charge onto her leg. The girl yelped involuntarily. as her muscles locked and hair stood on end. The force holding his arm captive diminished completely, allowing the boy to press his hands against the diamond around him. He reared a fist back, alternating his gaze between it and the blue-haired girl holding it together. However, he paused before pointing at Rarity.

She paused, arching a brow, but something landed on her shoulder, prompting the girl to glance towards the source. Rarity’s blood grew cold as the Spider-Tracer whirred, dancing in place mere inches from her face. The energy holding Spider-Man in place dissipated from sight, all while Rarity dove away into the nearest bush. The vigilante dropped to the ground on his feet, before immediately unleashing an array of webbing onto Twilight’s body until only her head was exposed. She dropped to the ground, snarling as her glasses fell from her face. The drone landed near the girl’s head, bouncing in place triumphantly.

Spider-Man smiled inwardly as Twilight strained, smugly crossing his arms. “Not gonna lie. That felt really good.” He trailed off, his masked eyes furrowing as Pinkie rolled her cannon into view, pausing to retrieve a can of sprinkles from her pocket. As the girl loaded the tool with the entirety of the toppings (all while eating some of her ammunition), Peter involuntarily blew a raspberry under his mask in a weak attempt to stifle his laughter, and he shook his head, turning to the side while breaking into hearty guffaws. The boy clutched at his aching sides before, throwing his hands up in a mock surrender. “You’ve got to be kidding me! She uses actual sprinkles! Oh, please! Don’t decorate me like one of your cupcakes! My blood sugar can’t take– Why am I in danger?”

Peter’s laughter ceased instantaneously as a blaring alarm erupted in his cranium. Suddenly, the cannon unleashed a thunderous boom, recoiling while a spiraling orb of glowing energy whirled forth. Spider-Man leapt to the side and into the air, just as the ball struck the earth where he previously stood. However, a tiny spark ignited once the charged shot struck, triggering a large detonation. A shockwave generated at the center, sending Spider-Man’s body pinwheeling, while he screamed at the top of his lungs. The surrounding trees swayed, as some of their roots and leaves came undone from the force. A dust cloud spread, engulfing everything in sight, and it rose high above the park, stretching through the airwaves.

Applejack pried her arm free from the ground, before running up to the girl, slack-jawed. “Pinkie! Are you trying to blow us all to kingdom come?!”

“Oopsie! I’m sorry! I overdid it just a little bit. I’m still getting used to my power. Do you think anyone noticed?” Pinkie obliviously questioned, trailing off once Applejack’s frown deepened, and her glare narrowed. A broken branch fell from a tree, as magical embers continued to crackle. Reaching into her pocket, the girl retrieved a can of sprinkles, but her eyes widened once she turned the item over, revealing its empty shell. An awkward silence filled the air, before Pinkie haplessly shrugged, tossing the can behind her shoulder. “Out of ammo.”

Inhaling deeply before sighing, Sunset stepped between the pair, while brushing the dust from her clothing. “Maybe that’s for the best. Besides, it looks like you got him,” she stated, pointing in the distance. Spider-Man laid on his hands and knees, groaning while his head spun. Meanwhile, Sunset held out a hand, gazing at her palm, before sharing a glance with her friends. “Applejack, go help Twilight, and Pinkie, um… Try to calm Rarity down.”

Both girls nodded, splitting off to attend to their friend respectively. Thoughts raced through Sunset’s head as she ran towards Spider-Man. The surrounding dust compromised the entire vicinity still, obscuring everyone’s vision within. However, Sunset managed to navigate through the trees and shrubbery, eventually reaching the masked vigilante.

Meanwhile, Spider-Man held a hand over his throbbing temple. The buzzing bore with the precision of a scalpel and the velocity of a chainsaw, visceral in tearing its way through the brain. Like an alarm, its blaring heightened and echoed, increasing in density. Soon, a high-pitch beep endlessly looped, overtaking the outside world’s sounds. His senses only heightened further, causing Spider-Man to nearly bore his fingers into his skull in a vain attempt to cease the buzzing.

Sunset stood over the boy with a furrowed brow, reaching out before pausing briefly, but she pushed her hesitation to the side, placing a hand over his exposed shoulder. A bright light illuminated from her eyes, covering her irises, and a wave of static rushed into the forefront of her mind. All images blurred, distorting to the point of being illegible and unrecognizable. The buzzing of the static grew louder until it reached a fever-pitch, nearly rupturing the core of the girl’s cranium. Sunset staggered back, standing upright while throwing both hands over her eardrums, and she screamed, as if trying to drown out the commotion overtaking her bearings.

Suddenly, a bolt of lightning tore through the void, crackling violently before striking Sunset. The outside world flashed back into existence, while Spider-Man’s senses cleared, as evident from his masked eyes widening. Just as he turned, a spark ignited from Sunset’s hand, and an unknown force knocked her off balance, soaring for a few feet until she landed on her back. An ill silence filled the vicinity as reality came rushing back to Peter, but he brushed his own panic to the side, rushing to the redhead. However, a sigh of relief escaped from his mouth as Sunset stirred, holding a hand over her closed eyes.

“Geez, I really hope you didn’t see anything,” Peter whispered, lifting the girl bridal style. The shrubbery close by shuffled, prompting the boy to glance in its direction, but his shoulders relaxed upon seeing a familiar flow of pink peek her head out. He walked over, easing Sunset to the ground by her feet. However, he looked to the side with a furrowed gaze, not sure of what to say, but a sense of warmth had spread over him as Fluttershy simply wrapped her arms around his waist. Without a word uttered, Spider-Man exhaled and nodded, relishing in the brief yet welcomed sense of understanding amidst the surrounding chaos. “Thanks. I needed that. Are you okay?”

Fluttershy nodded, sharing a glance with Spike as he walked free from the bushes. “We’re fine. I’m sorry that they’re attacking you. I wanted to stop them, but everything happened so fast.” She trailed off, holding a softened gaze at Sunset, before lowering to a knee by her side. “What happened?”

Slow to respond, Spider-Man scratched the back of his head, before shrugging. “I don’t know. It feels like Sunset was trying to read my mind, but something on my end blocked her.” He rubbed at the aches throbbing through his temples, groaning. “Everything’s been cranked up since I had my Were-Spider night, and I think Sunset just got a taste of some of that feedback.” A realization came into mind, evident by his widened lenses, and he glanced to the side, spotting several silhouettes in the surrounding fog slowly walking towards their position. Peter soon walked towards Fluttershy, holding a hand over his mouth. “It’s dangerous here. I have to stop Scorpion before he hurts someone. I have an idea, but I’ll need you to play along.”

Blinking, Fluttershy pondered the boy’s request with a bewildered gaze, but she soon nodded, cupping her hands together. “Um, okay. What can I do?”

After a brief duration, Applejack and Twilight approached Fluttershy, while scanning their surroundings. The blonde immediately noticed Sunset’s hindered form, lowering by her side before hoisting her onto her shoulders. Before long, Pinkie and Rarity reached them as well, all sharing a glance with each other. The entire group coughed, attempting to wave off the dust clouds filling the vicinity. Twilight retrieved the spectrometer, holding the device out, while aiming it in various directions. However, a figure suddenly dropped from the sky and landed mere feet away from the girls. Spider-Man remained in a lowered stance, hunched while paused in a crawling motion.

Twilight stumbled in place, clutching at both her geode and spectrometer, before aiming them at the vigilante. “Hold it right there! We have you this time!” As if on cue, everyone took a defensive stance, all while magical energies illuminated from their respective pendants. Even Fluttershy poked out her lower lip, weakly growling as she attempted to force a threatening tone. Twilight’s gaze narrowed into a glare, but the corner of her lips managed to curl into a confident smile. “Just surrender! Then, you can–”

“The spiders,” Peter hissed, raising a hand before twirling his fingers.

Rarity’s entire demeanor faltered as her mouth fell agape. “I beg your pardon. What?”

Spider-Man leaned forward, twitching in place while extending his hand. “I’m summoning the spiders.”

Slow to respond, Twilight’s eyes widened at the comment, but she laughed dismissively (albeit nervously), before alternating her gaze about. “Nice try! Y-You can’t do that!” she trailed off, blinking, as if considering the possibility. “R-Right?”

His low hissing slowly turned to growling, and with every step on all fours he took forward prompted the girl to backpedal. “I’m Spider-Man, and you’re making me mad. I’m summoning the spiders. They will come to my call.” He paused mid-crawl, laughing maniacally. “There’ll be hundreds of them. No! Thousands! All at my command! What will we do first? You will make fine sacs to hold our eggs. Yes… Delicious.”

“Y-You’re bluffing!” Twilight declared, her arm shivering uncontrollably.

However, Fluttershy held a hand over her head and inhaled dramatically, pointing to the side. “I hear their voices! They’re coming!”

A sense of absolute dread filled the area, and the air grew thin, making the simple act of breathing a near impossibility. Twilight and Pinkie shivered involuntarily, whimpering amongst themselves, while Applejack shifted her gaze about frantically. Lastly, Rarity’s posture stiffened as her muscles ceased to function. A hint of blue filled her cheeks, while the blood in her body grew cold.

With one last push, Peter’s masked eyes narrowed, before he leaned forward until his face was mere inches from Rarity’s. Placing a hand over his mouth, the boy bellowed, “Because I’m Spider-Man!”

Like lightning to a rod, all fears rushed into a singular point, and Rarity threw her hands overhead, releasing a guttural screech from the deepest confines of her chest. “GET AWAY FROM ME–!”

Faster than anybody could react, Rarity blitzed through the group in a practical blur and never relinquished her screaming. Her voice echoed throughout the airwaves, growing in pitch by the second. The rest of the girls soon followed, trailing behind Rarity in a frenzied state. Fluttershy took a step, ready to follow, but she calmly turned back to Spider-Man, as he stood with a straightened posture.

She held a hand over her chest, nodding before departing. “Be careful.”

Spider-Man watched as Fluttershy chased after her friends, letting out a low sigh once he was certain to be alone. “Yeah. She’s great. Hopefully, we can go on a date after this is over. Maybe it’s wishful thinking, but…” he whispered, shaking away the intrusive thoughts creeping into his thought process. Holding out his hand, Peter pecked away at the hidden button concealed within the armor plating on his wrist. The Spider-Tracer returned to his side, levitating by his shoulder before taking flight. An indicator appeared within the lenses of his mask, prompting the boy to trace a finger along the side of his temple. “Okay. Scorpion’s close. Time to initiate the tracking beacon.”

Elsewhere, Rainbow continued to evade Scorpion, narrowly dodging each strike he threw. However, she took in bated breaths and wheezed, skidding to a halt. The strength in her legs faded, causing her legs to shake uncontrollably, before she collapsed to the ground. Sweat dripped from her forehead, while her chest pounded, barely able to contain her rapidly beating heart. Rainbow could only lift her gaze, as Gargan stomped towards her with gritted teeth, no fatigue evident in his movement. The voices in his mind continued to scream, fueling the bloodlust plaguing his thoughts. Scorpion slowly reared his hand back, before thrusting it forth, ready to pierce the girl’s chest cavity.

“Stop!” a voice called out, echoing throughout the confines of Gargan’s mental capacity.

Scorpion immediately heeded to the call, holding the sharp end of his fingers mere inches from Rainbow. The intruding voices’ volume slowly dissipated, in spite of their adamant screaming. A feminine silhouette materialized before Gargan, standing firmly in spite of their height difference. It extended a hand, causing the man to instinctively lash out, but the strike only phased through, like a stick through smoke. Scorpion raised his eyes and lowered to a hunched stance, as if waiting for the inevitable.

However, the silhouette simply placed its hand over the center of Scorpion's forehead, specifically the fresh scar tissue. Suddenly, a light spread out and engulfed everything in sight. The color in Gargan’s eyes returned, and the man staggered back, holding a hand over his head, as the outside world returned to normal. The voices in his head had completely ceased, all while memories of recent events came rushing back to him. Scorpion sorted through the fragmented puzzle, piecing them together to form the first coherent image he could understand in ages.

Gargan lowered his gaze, spotting Rainbow Dash, but he shook his head, growling under his breath. “You’re not the one I want,” he whispered, turning to face in the opposite direction. Scorpion lowered, before propelling himself forward in a sprint, rupturing the earth underneath him. Each step sent tremors coursing through the ground, and Gargan’s form faded in an emerald blur, all while he released a visceral snarl. “Jameson! I’m going to make you pay!”

Rainbow watched with an arched brow, pressing a hand against her knee as she forced herself to stand. “What was that about?”

“Don’t worry about that. Your friends need your help,” a voice calmly stated, echoing within the reaches of Rainbow’s mind.

Blinking, Rainbow stiffened, before shifting her gaze about in an attempt to find the source of the calling. She paused, brushing a hand through her now shortened hair. “That voice. It sounded like… Sunset’s, but since when could she–?” she questioned, snapping to a halt once a realization struck her mind, “The girls! I’ve got to get back!”

From a distance, an individual watched with a distant gaze, before disappearing into the park. However, just as Rainbow Dash sprinted through the vicinity, a mechanical screech echoed across the airwaves. A Spider Slayer emerged from the shadows, its crimson eyes glowing. Just as it marched forward after the girl, others followed, and before long, their mechanical steps could be heard for yards.

To be continued…

Chapter Six: "Crawler Assault"

Chapter Six “Crawler Assault”

The girls raced through the park for what felt like an eternity, chasing one of their cohorts. Fortunately, Pinkie seemed to have finally caught sight of a familiar hint of blue, before coming to a halt. She peeked behind a tree with a widened gaze, spotting Rarity trembling in a knelt position, with her head lowered. Pinkie raised a finger, before poking the back of her friend’s shoulder, but Rarity’s soul nearly left her body as she jumped in place, snapping into a stiffened stance.

However, the muscles in her body steadily relaxed, evident by her lowering shoulders, and the girl whined under her breath, before placing both hands over her knees. Eventually, the others reached their position, all sharing a similar sentiment of relief. Sunset stirred, groaning inwardly, and Applejack eased her to the ground, placing a hand over her shoulder as she sorted through her distorted thoughts. A blur sped into the scene, skidding to a halt, before their image cleared to reveal Rainbow Dash.

“What’s going on? Why’d you guys run off?” Rainbow questioned, arching a brow.

Dramatically raising her hands, Rarity fidgeted in place. “It was that Spider-Man! He was going to summon an army of spiders!” she whined, shivering involuntarily, “It makes my skin crawl just thinking about it!”

Rainbow blinked, tilting her head to the side. “Huh? He can do that?”

Slow to respond, as if a realization came to mind, Applejack crossed her arms and frowned. “You know somethin’ ? I’m startin’ to think that feller was fibbin’!”

Flustered, Twilight growled under her breath, while a pink tint filled her cheeks. “We actually fell for that ruse. I can’t believe it!” She retrieved the spectrometer from her bag, eyeing the central meter with a furrowed brow. However, she trailed off, managing a smile as she picked a few strands of webbing from her clothing. “It’s not a total loss. I can at least study this material.”

Meanwhile, Rainbow placed both hands over her hips and grinned. “Ha! You guys actually took his bait? I wouldn’t have fallen for that. It’s the oldest trick in the book.”

Exasperated, Applejack walked up to the girl with a bemused glare, before sharply pointing in her direction. “And where exactly were you while we were dealin’ with Spider-Man? This whole thing was your idea! You left us high and dry!”

“Whoa! Hold on now! I didn’t leave you! That crazy guy in the Scorpion suit was trying to kill me!” Rainbow barked, raising her hands defensively. She inhaled deeply and let out a relieved sigh, before glancing to the side. “I’m actually lucky that he gave up and went somewhere else.”

Slow to respond, Applejack stared intently at the girl with a deepened frown, but she shook her head, sighing as if accepting her circumstance. “Well then, ah guess we’ll count our blessings that you were able to lead him away. We couldn’t even handle Spider-Man.” She tapped a finger against her forearm, before throwing a wayward punch to the side. “I will say this. If we try fightin‘ Spider-Man again, we need to do it as a team. He’s been at this longer than us, and we’re not that experienced yet.”

Rainbow nodded, holding her hand inches from her own face, before clenching it into a fist. “Yeah. I’ll be faster and better next time. I swear it.”

Meanwhile, Fluttershy lowered to a knee next to Sunset with a softened gaze. “Um, are you okay? What happened to you?”

Groaning, Sunset stared at nothing in particular, while sorting through her disjointed thoughts. “I don’t know. I tried to read Spider-Man’s thoughts, but something blocked me and overwhelmed my senses.” A pain seared through her cranium, prompting the girl to clutch at her head, before wincing. “I’ve got such a headache. I couldn’t even feel his emotions.”

“Maybe there’s nothing to feel?” Rainbow suggested, shrugging. Applejack and Fluttershy frowned at the statement, while Pinkie ran a hand through her hair, oblivious to the conversation. Rainbow cleared her throat, before huffing. “Forget it. Besides, didn’t you say that he was summoning a bunch of spiders? Why’d you believe him in the first place?”

Pinkie retrieved a small canister from her poofy hair, smiling at the sprinkles within. “Because Fluttershy said that she felt them coming, and since she talks to animals, I immediately believed him.”

A long silence filled the air, as most of the group shifted their gazes towards Fluttershy, who nervously rubbed her hands together. “Oh! Um, yes. I, uh…”

Twilight’s brow lowered, as an orb appeared at the center of the spectrometer. “Girls.”

Tapping a foot against the ground, Rainbow leaned towards the pink-haired girl with an apprehensive glare. “You’re always defending him. How do we know you weren’t in on this bluff?”

The spectrometer began to beep rapidly, growing in volume as several more orbs began to appear on its radar. Twilight’s eyes widened, before she lifted her head. “Girls!”

Rarity lowered her gaze, as if a realization came to mind, before placing a hand over her chin. “Now that you mention it, I don’t recall you trying to fight at all! You didn’t summon a single animal to help!”

Beads of sweat formed over Fluttershy’s forehead as the inside of her chest tightened, struggling to contain her rapidly beating heart. “I, uh… I, uh…”

Humming, Applejack stomped forth, until she was inches away from Fluttershy. “You know who that fellow is, don’t you?” she sternly questioned, arching a brow, “Don’t lie to me. I’ll know, and you have a lousy poker face.”

“Girls!” Twilight exclaimed, her voice piercing through the conversation. She alternated her widened gaze between the spectrometer and surrounding park, clutching at the device. “I’m detecting several electromagnetic signatures coming right for us!”

Rarity stiffened, pursing her lips. “D-Did you say several?”

Metallic whirring echoed across the airwaves, growing louder by the second, and Applejack squinted, holding a hand over her eyes in an attempt to block out the sun. “Do you see that?”

Fluttershy stepped back, watching an array of silhouettes march towards them. However, she inhaled sharply upon recognizing their metallic shells, each crawling at rapid speed. “Oh, no.”

A group of Spider-Slayers came into view, their crimson gazes gleaming in the sunlight. Rainbow Dash stammered about, pointing at the machines. “It’s more of those spider robot things!” she exclaimed, shaking her head before lowering into a racing stance, “Looks like Spider-Man really did set us up!”

“This confirms it! He really is using his genius for evil!” Twilight huffed, gripping the geode around her neck until sparkling energy enveloped her hand. She shook her head, dismayed. “It’s such a shame to destroy such advanced technology, but we don’t have a choice!”

Applejack lowered her hat, inhaling deeply before sighing. “Ah hate to say it, but it looks like she’s right,” she slammed her fist into an open palm, “Let’s send these things to the scrapyard!”

One of the slayers opened its mouth, prompting particles of energy to spiral into the opening, before unleashing a sparkling orb. The ball spun, colliding into the ground a few feet from the girls, triggering a detonation, and a shockwave generated upon impact, knocking Fluttershy and Sunset off of their feet. Four of the other slayers followed suit, firing similar blasts of energy. However, Rarity stepped in front of her friends, before raising her glowing hands. Energies materialized into existence before shifting, spreading around their position. The sun reflected off of its blue surface once it took the form of a diamond barrier, managing to deflect each blast.

Smoke extended from every explosion, while tremors coursed throughout the earth, engulfing the entire vicinity. Suddenly, Rainbow leapt from the smoke and sprinted towards the mechanical group. One of the slayers fired a grappling hook at the girl, but she captured the line, lunging its sharp end directly into the mouth of another. Electrical currents channeled through its shell, before it collapsed in a heap. The spiders paused, screeching while most began to leap at Rainbow from multiple angles in a flurry. She ducked underneath the first wave, swaying out of the reach of the second, but a pair of slayers jumped onto the girl afterward, pinning her to the ground.

Just as they reared their claws back, ready to impale Rainbow, energies covered their bodies, before a wave rushed out. Soon, the same phenomenon enveloped several of the other robotic creations, before their forms levitated high above the ground. Straining, Twilight extended her glowing hands, while keeping them in place. Pinkie poured sprinkles into both of her hands, tossing the glowing material onto the drones, and a spark ignited at the center, triggering a series of explosions. A majority of the bots were engulfed in a sea of sparkling embers, all while a trio of the slayers released a high-pitched wail.

A lasso whipped out, lacing around one of the spider’s torsos, before it was snatched into the air. Applejack whooped at the top of her lungs, while whirling the bot high overhead, its image fading in a blur. The remaining slayers lunged towards the blonde, but she planted her feet, hurtling her captive into the others, like a battering ram. A series of cracks echoed, as each metallic shell crumbled under the girl’s might. A lone silence filled the air, as shards of broken steel and circuitry laid spread across the park. The girls congratulated themselves, most exchanging fistbumps and hugs. Unbeknownst to them, one of the crumbled slayer’s crimson gaze narrowed on their position, beaming momentarily, before fading to a lifeless black tone.

Applejack wiped the sweat from her brow, nodding. “Good work, everybody! Ah think we work together pretty well, after all!”

Smiling, Rainbow gestured a thumbs up. “You bet! Once we really get used to our powers, we’ll get Spider-Man back! He won’t know what hit him!”

“I just hope it’s not too soon. I’ve dealt with enough spiders to last a lifetime,” Rarity whimpered, shivering involuntarily.

Twilight lowered next to one of the remnants of the slayers, rummaging through the circuitry within its cracked shell. “I’d love to study this technology, but it’s far too dangerous to keep,” she whispered, gripping her geode before a force crushed the bot to an unrecognizable shape.

“Are you okay with that, Twilight?” Sunset questioned, brushing a hand through her hair, “I know you really wanted to study it further.”

Managing a smile, Twilight shook her head and pulled at the straps of her bag. “I have the schematics. With time, I’ll recreate some countermeasures to match Spider-Man’s tech. I’ll use my gift to help everyone.” A dark glint sparkled from the corner of her glasses, matched only by the evil smirk gracing her features. She stood upright, using a finger to straighten her eyewear. “Besides, I have a sample of his webbing! I’m going to rush to the lab and analyze it right away!”

Everyone continued to celebrate, exchanging pleasantries, but Fluttershy could only glance to the side with a saddened gaze, folding her arms tightly against her chest.

Jameson paced across the room, fixating his gaze on the board. An array of photos and headlines were scattered, all centering around Spider-Man. However, each picture was dark, capturing only the vigilante’s silhouette and shadow. Exasperated, the older man exhaled, before rubbing at the wrinkles over his forehead, and a younger, blonde male entered the room with a bridge camera in hand, retrieving a folder from the inside of his jacket.

“Brock! Where have you been?! What am I paying you for?!” Jameson questioned, arching a brow once the young man offered the folder to him. He snatched the item away, using his free hand to smack the board several times. “We need better photos of Spider-Man! These are crap! Why can’t you get a better shot?!”

Exhaling, Eddie shrugged. “No one’s been able to get a decent shot. The guy hardly sits still. We’re lucky I’ve been able to get those,” he paused, humming while shifting the lens, “Besides, could I at least get an advance on my payment?”

Slow to respond, Jameson stared at Brock for what seemed like minutes with a bemused glare. “It depends. What’s in the folder?”

Eddie smirked, pointing a thumb behind his shoulder after Jonah accepted the item. “Some good material and intel! Spider-Man’s been busy lately. He was seen leaving the junkyard after this huge explosion happened! I managed to get a picture of him after that. He was carrying this big metal spider, before I lost track of him,” he paused, reaching into his pocket, before retrieving his phone. With a furrowed brow, Brock frowned, while narrowing his gaze on the screen. “I’ve also got a source telling me that there was another explosion at the park a few minutes ago. I’m going to head that way and get some photos, before the police close off the area.”

As he sorted through the files within the envelope, Jameson growled under his breath. “No doubt that masked menace is tied to it. We can discuss it later in today’s episode! Here’s the headline! “Spider-Man: Neighborhood Terrorist Explodes Again!” Taking the cigar from his mouth, the man pointed it to the side, at an individual in a different room. “Good work, Brock! Jared will take care of your advance! Anyway! Diamond! You’ll handle the announcement, along with the latest side story!”

A flow of lavender walked out of the room and into the office with a phone, using her free hand to scroll through the walls of text on its screen. “Sure thing, Uncle J.J.! The Rainbooms story should have gone viral, but it’s been blocked on all media. It seems something’s region-locked the panel and kept it within Canterlot City.” She blinked, frowning before tossing the phone onto the nearest desk. “Oh! Spider-Man’s probably responsible! Maybe because he doesn’t want to be shown up? We all know he’s a gloryhound!”

Slow to respond, as if carefully considering the girl’s words, Jameson rubbed his chin with a furrowed brow, before he eventually nodded. “That makes sense! His track record speaks for itself! He smashed our billboard because we were critical of his actions! Then, he ruins your musical festival by upstaging everyone! Not to mention that he went into business for himself during his partnership with Mysterio! It’s only natural that Spider-Man would be jealous of a new group of heroes taking his shine away!” his facial features twisted, cracking into what resembled a smile, “Excellent! As always, my niece is showing all of the best qualities of a journalist! You’re in charge of the headline, angel!”

An evil smirk surfaced on Tiara’s face, practically matching her uncle’s devilish grin. She raised her hand once an idea came to mind, extending it high overhead. “How does this sound? “Conspiracy or Facts? There’s Only Room for One Vigilante in This Town!”

The pair shared a glance, before erupting into laughter, all while Eddie’s face twisted with disgust and confusion. “Great. I’ll just see myself out.” He rolled his eyes, before making his way towards the nearest exit, but a large bang echoed from outside, before tremors coursed throughout the building’s walls. Eddie arched a brow, alternating his gaze about. “What the hell was that?”

The building continued to shake, as metallic stomps steadily approached, each growing in volume and velocity. Diamond fell to her knees, while Jameson struggled to keep his balance, all while Brock gripped the edge of a desk to stay upright. Soon, the light in the room instantly faded, allowing darkness to spread. Eddie glanced towards the source, his eyes widening at the sight of a large individual clad in armor perched outside.

He sharply shifted his gaze, pausing upon seeing Jameson. A visceral snarl escaped from his mouth, before he raised a fist high overhead. Eddie inhaled sharply and lunged forth, scooping Diamond into his arms, while also shoving Jameson to the side. Suddenly, the dark figure slammed their fist into the wall, and a shockwave erupted, causing shards of brick, stone, and glass to shatter upon impact. The force of the blast knocked everyone back, but Eddie turned his back, using his bulky frame to shield Diamond from the flying debris.

As the dust settled, Jameson lifted his gaze towards the intruder, and his complexion paled upon spotting the large tail looming over his frame. Just as Eddie turned, he and Jonah shared a glance, before the older man quietly motioned a hand to the side. The large armored individual growled while stomping towards Jameson, each step causing the room to shake, and Brock, having remained unnoticed, slipped through the nearest door, with Diamond Tiara in his arms still.

Once certain they were alone, Jameson pulled himself to his feet, brushing the dust from his clothing before huffing. “That you, Gargan? What the hell’s going on?”

Scorpion gritted his teeth, clenching his hand into a fist, until the armor groaned in protest. “You know exactly what’s going on, Jameson!” he exclaimed, sharply pointing a finger at the older man. Unbeknownst to him, the tiny spider magnetically charged onto the back of his neck emitted a beacon. All the while, Jameson slowly backpedalled, as Gargan stalked him. “This is all your fault!”

Jameson blinked, furrowing his brow. “What are you talking about, Gargan?”

“Don’t play dumb! I’m stuck in this suit, and I hear voices in my head because of you! I trusted you, and this is what you did to me?!” Scorpion howled, holding his hands out inches from his face, before lashing out to the side. He shook his head, all while a somber expression filled his features. “I just want to be normal again, but that’ll never happen, because you helped turn me into a freak!””

Slow to respond, as if considering the man’s words, Jameson stopped in his tracks and stood with a finger raised. “You’re not thinking clearly, Gargan! It was Oscorp Industries and their doctors that performed the experiment on you! They promised me that their research was legitimate!” Scorpion paused once they were a few feet apart, with only a desk positioned between them. Jonah inhaled deeply before sighing, raising a hand defensively. “It’s not too late! We can go back to Oscorp, and they can undo any damage done to you. Better yet, we’re in the age of high-technology! There’s a way to get you out of that suit! I know it!”

“You want them to finish me for good this time! Is that it?!” Scorpion exclaimed, lifting both arms overhead before slamming them through the desk, crumbling the wooden material with a vicious crack. Jonah stumbled back from the blow, keeping his arms raised in a guarding pose, and Gargan’s tail slid under the remainder of the broken piece of furniture, hurling it across the room with enough force to embed in the concrete wall. “I will destroy Oscorp another day. For now? I’ll start by killing you first!”

However, before any action could be taken, another individual swung into the fray, diving through the large, man-made hole in the wall. Scorpion glanced at the source, holding a hand over his buzzing cranium. Jameson opened one of his eyes and glanced around, pondering why the fatal blow hadn’t been struck. An all-too familiar white spider insignia stood in the distance, and the older man shot up, growling as irritation took hold over any form of appreciation.

“Spider-Man?! I call for the police, and I get this?!” Jameson exclaimed, holding his shaking hands out to the side.

Exasperated, Spider-Man grumbled under his breath as his masked eyes furrowed. “Nice to see you, too, Picklepuss. Beggars can’t be choosers, and I’m the only one willing to help you right now.” He shifted towards Gargan, who quietly watched his movements with a stern gaze, and Peter raised his hands defensively, showing a lack of ill-intent. “Look, pal. I heard everything, and I want to help you. Oscorp’s the one to blame.”

“Really? Did you know that Jameson was the one who paid them to do this to me?” Scorpion calmly responded, pointing at the older man, while maintaining his gaze towards Spider-Man.

Taken aback, Spider-Man tilted his head to the side, before glancing in Jonah’s direction. “What? Why?”

“Are you seriously asking me that? After everything that you’ve done, you’ve got the gall to ask me why?” Jameson questioned, exasperation evident in his voice. Before long, the older man scoffed, while his face twisted with disgust. “Everywhere you go, destruction follows.You’ve caused so much trouble through property damage and taxes alone! Who pays the price for that? The good people of the city! You destroyed a school, but because you wear a mask, you got off scot-free!”

Spider-Man growled in response, his masked eyes scrunching together. “Are you kidding me?! I wanted to be an entertainer, but you busted my chops then! It was because of your bad press that nobody wanted to book me anymore!” Exhaling, the boy grumbled under his breath, while sorting through the whirlwind of thoughts wanting to escape from his mind, before pushing his growing frustration to the side. “Either way, I know that I screwed up! I left New York! Why didn’t you go after the armed maniacs brandishing rocket launchers in broad daylight?! Why focus on me?!”

Jameson stood upright, glaring at Spider-Man while his nostrils flared. “Because you came back like nothing happened! I still think you should have been arrested or charged, but if you had just stayed gone, then fine!” Forcing out a laugh, Jonah placed both hands over his hips, before shrugging. “But you couldn’t stay away! You came back and have been nothing but an absolute menace! The moment you attacked that officer was when I talked with Oscorp to reign you in! They had a project lined up, and I volunteered Gargan for it. So, damn straight I’m responsible! If it gets you off the street, I’ll do anything!”

Gargan snarled, grinding his teeth to the core. “So, you ruined my life because of your grudge with him? Did you even ask them if the experiment was safe?! You told me it was safe, and I trusted you!” Howling, Scorpion sped forth in a flash, before towering over Jameson’s frame. However, just as he reached out with both hands, Spider-Man jumped between the pair. The smaller individual managed to grip both of Gargan’s forearms, straining as he held the behemoth in place, and the ground under their weight cracked, struggling to withstand their building pressure. Scorpion struggled, alternating his widened gaze between Spider-Man and Jameson. “Why are you protecting him? Jonah’s ruined your life, just like he did mine!”

Both men continued to press, gaining no ground as their momentum ceased. Spider-Man’s muscles tightened, as the tips of his fingers bent into the armor. “I hate what Jameson did… to you and me, but killing him won’t solve anything!” he exclaimed, pausing as the ground caved further. While Jameson ran into a different room, locking the door before jumping behind a large sofa, Peter huffed. “Please, Gargan! I can help you! We can expose Oscorp and get you the best doctors! It’s not too late! Don’t throw your life away by murdering someone!”

Slow to respond, as if considering the boy’s words, Scorpion’s arms lowered. This prompted Spider-Man to relinquish his grip, and both men steadily straightened their posture. However, the world froze, as Gargan glanced to the side and caught sight of his reflection in a broken mirror across the room. The hulking violet and emerald armor hid most of his skin, with the exception of his face, and even that was disfigured, evident by the scar over his forehead and fangs growing from his mouth. A crimson wave rushed over him, as a bleak realization crashed into his fragmented thoughts.

For what seemed like an eternity, Gargan’s trembling hands clenched tightly into fists, before he shook his head. “I’m sorry. Mac Gargan is dead,” he whispered, spinning in a blur. Spider-Man couldn’t react in time, in spite of his blaring senses as Scorpion’s tail whipped out, slamming into his torso with a blunt crack. The air escaped from his lungs, while a shockwave erupted, and Spider-Man was launched, spinning until he burst through the nearest wall. Broken shards of stone and wood scattered from the point of impact, spreading around Peter as his body rolled to a halt. Gargan watched with a narrowed gaze, before snapping his head in the direction Jameson ran towards, growling, “There’s only… the Scorpion!”

Scorpion marched forth, approaching the door, but a sofa soared through the air, crashing into the back of his head. The furniture practically disintegrated on impact, shattering to pieces, and Gargan stumbled to a knee, clutching at his aching cranium. Spider-Man flipped over his frame, before landing mere inches away, brandishing fresh tears in his costume. Shooting a strand of webbing across the room onto a large armchair, Peter snatched the item in a swift motion and captured it by its leg.

Planting his feet, Spider-Man swung the furniture with all of his might and exclaimed, “You look tired! Have a seat!”

A crack echoed throughout the room, as the chair collided into Scorpion’s face, shattering upon impact, and Gargan staggered back, snarling once his senses recollected itself. He lunged forth, throwing a wild punch, but Spider-Man ducked underneath the blow, sliding across the floor in a fluid motion, until he appeared behind his position instantaneously. However, as if it had a mind of its own, the large tail stiffened, before lunging at the smaller individual, with its sharp end aimed at the chest.

The process repeated, as the tail whipped out in a flurry, vanishing in a violet whirlwind. Spider-Man swayed his upper torso, narrowly avoiding each strike. Dust spread as their speeds increased, matched only by the growing number of afterimages Spider-Man left in his numerous dodges. Suddenly, Peter extended both hands, before unleashing a ball of webbing, and the gossamer flew with the force of a bullet, colliding into the side of Gargan’s exposed jaw.

A crack echoed across the vicinity as the mandible disconnected, hanging loosely in place, but before Scorpion could hope to react, Spider-Man fired several more of the web-balls mere feet away. Three collided in rapid succession on the man’s face, each leaving a bruise beneath his eye, nose, and lip. Scorpion lifted his arms, managing to shield his head from the oncoming assault of webbing. Each disintegrated on impact, leaving an array of dents in the armor. Yet, the gossamer began spreading upon impact, entrapping his limbs in place.

However, the webbing creaked and snapped like steel, as Gargan tore himself free from its hold. Suddenly, the larger man disappeared in a flash, managing to snatch Peter by the neck, and he drove his frame into the ground, pressing until the stone caved. Scorpion lifted his foot and drove it down with all of his might, stomping the center of the boy’s chest. A shockwave erupted as Spider-Man burst through the ground, landing onto a table placed on the floor beneath. Taking in bated breaths, Scorpion stood with his gaze fixated on the vigilante, but after what seemed like an eternity, a low groan escaped from the boy’s mouth, before he collapsed in an air of silence.

Panting, Gargan snapped his head to the side, before leaping towards the door across the room. Rearing both arms high overhead, he slammed his hands into the barricade, and a series of cracks spread throughout the entire wall, causing the foundation to crumble in a pile of stone and wood. Scorpion stomped forward, alternating his gaze in an attempt to locate his target. Jameson sat behind a desk, keeping his head lowered while biting down on his lower lip. The air in the vicinity grew thick, making the simple act of breathing a near impossibility, and the inside of Jonah’s chest tightened as his heart thumped rapidly, threatening to burst.

Suddenly, the desk flipped into the air and embedded into the nearest wall. Scorpion towered over Jameson with malicious intent, cracking the bones in his knuckles as he reared a fist back. However, Spider-Man raced towards the armored individual in a sprint, yelling at the top of his lungs. Taken aback, Gargan blinked at the sight, before growling, turning his attention to his would-be attacker. Yet, his fist pierced cleanly through Spider-Man’s form, causing his image to distort in a wave of static, before dematerializing from existence in a flash of light.

In that same second, Scorpion lifted his gaze and only found Spider-Man mere inches away in midair, with his legs pulled back. The world slowed to a halt as Gargan’s eyes widened, unable to stop what was about to transpire. Thrusting both feet forward, Spider-Man delivered a thunderous dropkick to the center of Scorpion’s face, and a crack echoed throughout the building, sending a tremor coursing across the very foundation, that reached even the city streets in a several yard radius. The force of the blow sent Gargan flying back with the force of a missile, until he burst through a wall, skidding along the floor in a heap, before coming to a halt face down.

Spider-Man slowly walked towards the man with a furrowed gaze, letting out a defeated sigh once the buzzing in his cranium had finally settled, after what seemed like ages. “Sorry, Gargan. We’ll get you the help you need,” he whispered, kneeling by his unconscious form. Once his holographic doppleganger phased back into sight, Peter reached down and retrieved a cube-shaped device, before pressing the button at its center. The image gestured a thumbs up, disappearing in a flash, and Spider-Man slid the tech into a hidden compartment within his armor. “I’ll have to thank Mysterio for the holographic tech. It sure came through in the clutch.”

Meanwhile, Gargan stirred back to life, groaning under his breath. He stole a glance from the corner of his eye at Spider-Man with his attention divided, managing to quietly run out of the vicinity and leap through the man-made hole in the wall. Just as Peter turned, Scorpion had already reached street level, disappearing into the lengths of darkness.

“Scorpion?” Spider-Man called out, wincing as pain surged through his abdomen. He alternated his gaze about, attempting to locate the man, but a low sigh escaped from his mouth, before he haplessly scratched the back of his head. “I feel bad for the guy, but a large part of me hopes that I never see him again.” As if a realization came into mind, Spider-Man rushed out of the room and entered the space he previously stood. After a brief duration, the boy immediately found Jameson sitting near the corner, and the pair merely shared a glance, neither faltering from their perspective. However, Peter exhaled before making the first move, extending his hand to the man. “Are you okay?”

Jameson swatted his hand away, grumbling while pulling himself to his feet under his own power, “This changes nothing. I meant every word that I said. If you’re expecting an apology, forget it.”

Huffing, Spider-Man shook his head before folding his arms. “Oh, that’s rich. I’d expect nothing less from you, J.J.”

Slow to respond, Jameson frowned, while glancing to the side. “For what it’s worth, I didn’t want to have you killed. You’re a menace, and I just wanted you out of the way.”

“Well, whatever deal you made with Oscorp, I hope it was worth it. Because now, you’ll have to sleep with both eyes open, knowing that Scorpion is still out there,” Spider-Man declared, never averting his gaze away from the older man.

However, before their conversation could proceed further, a pair of armed officers burst into the room, with their guns drawn and immediately aimed at the vigilante. “Freeze, Spider-Man!”

Jameson pointed at the boy, snarling. “There he is, officers! The man responsible for this mess! Shoot him now! Shoot him!”

“Seriously?!” Spider-Man blurted out, his masked eyes widening, as an alarm blared within his cranium. The officers opened fire without prejudice, but Peter managed to sprint out of the room, avoiding the array of the bullets, before leaping out of the hole in the wall. “Jameson! You’re off my Christmas card list! I mean it this time!”

Everyone watched as Spider-Man fired a strand of webbing onto the nearest building, swinging into the distance and escaping. Many onlookers watched, pointing at the spectacle, and the officers ceased fire, exchanging information. Meanwhile, Jameson inhaled deeply, before letting out a low sigh, placing a hand over his eyes. A whirlwind of thoughts filled his mind, but above all, the man could not shake the feeling of desolation plaguing his integrity. He could only blame the individual responsible for this entire fiasco: himself.

To be concluded…