In the streets of maretropilis.

Giant green spiders were crawling everywhere.

Golden stripes was firing energy blast at them, " So this is the side effect of Saddle rager's deal?"

Mj or shedevil with a sword slashed on in half down the middle with a slash as she said, "Looks like it!"

Xavin was in the air firing down streams if fire to burn there shells, "At least they seemed to have eaten the hoof ending that headache!"

Ava was sliding under one to slash the part where it's legs meet to ram a claw in and grab something. Upon the pull out the thing died , "And look what we most deal with!"

Fili-second was running screaming form them, "Thank goodness our son is being guarded by the lizards and the other foals are off in the crystal empire."

Mare-velous was roping one spider to throw into the other, "yeah good thing! My daughter better be ok there! Or I swear I am going to strangle some fucking alicorns.

Radiance was hovering summoning a cage around a spider and making it smaller to crush it as she said, "At least they aren't to smart!"

Masked matter horn fired off seven horn blasts at once killing seven as she nodded, " big time!"

Zap flapped her wings using her necklace to call down bolts of thunder to hit and fry some spiders. "Let power pony up and trust in Saddle rager and Spidermane to turn off the factor!"

Meanwhiles down it Saddle rager was growling smashing through Spiders as Peter was on metal walk away fighting the jackal behind the jackal was the artificial colt that was being used as the master mold.

Peter was using his spiderlegs to block strikes form the laughing bad man who just kept laughing at it, "A world away and I still find away to use your DNA for fun and games! You can never be rid of us! There was even a new Ock till my new pets eat her and her ninjas! Hahahahahah!"

Peter then swung a leg and missed as the jackal went to Mock the spider said, "Wasn't aiming for you!"

there was a spark hurt and there was the line connecting the master mold's tube to the pods making spiders!

Jackal roared turning to tackle Peter but he landed stinger stab to the green mutation's stomach. Jackal gasped in shock looking down, "that isn't your style!" a second stinger fist stabbed the jackal in the left shoulder making him scream. "yeah been through some changes lately!"

Peter then kicked him off the walk away down to the button of the lair! As he walked over to and smashed the Tank holding the colt! Who he grabbed he looked a five he opened his eyes and said, "hold on Son We are getting out of here!" he said as the self destruct timer started and he fired a web line to see, "Saddle time to tail it!"

Saddle rager flapped her wings flying forward. They made it out just in time for the place to blow taking the tackle with them! it looked like a warehouse on fire, "Ok now what to do with you?" he noticed the colt was gone.

there was Saddle rager hugging him happily, "Hi I am your mommy! Your name is manespider! You will be a super hero some day!" she then throw him up and caught him happily cuddling him.

Peter sighed, "… all this for this moment? Still sleeping on the couch Saddle!"

the towering lady, "worth it!" Peter point with his spider legs at the damaged streets and buildings form giant super strong technically demonic spiders rampaging everywhere. "yeah you are just buying more time there Ragger!"

Later on Manespider was dressed in a sleeveless maskless version of the classic spiderman costume being hugged by his family siblings mothers and Peter at the door step to a manor!

the Manor had an X on it Peter petted his head, "We love you but you will fit in better at Warlock's X mane manor for mutants! I tough him and he will teach you!" the little colt smiled and waved good bye with is upper left arm, middle right and lowest left before shooting a spider web to swing into the place.

Saddle rager put hands to her mouth as she said " We will visit you once a month and mommy will be here once a week!"

Blossom patted her back, "you wanted this for to long didn't you! you are just a ball of rage cuteness and desperate for mother hood!"

Saddle rager smiled and said, "Well it's more flirty hot then cuteness this days!" She said hands on her hips to strike a small pose. "After all I know I am the power pony with the best figure now!"

Ava then point at her, "and the one on the couch!" She said walking off.

Saddle rager stayed looking at the manor and smiled," worth it all thank you kindred! Or harry! You may be a demon but you are still the best friend herd prancer could have!"

Meanwhile in the crystal empire.

in the castle it was a dark stormy night! Cadance was shaking walking with the elements of harmony when lighting struck and there out side the window was Morbius the living Vampire hissing claws out hands out to show the smaller mouths.

Applejack was shaking, Rainbow dashe's dress turned yellow, Pinkie said, "Pinkie make tinkie!" Fluttershy fainted! Twilight jumped to the roof, Rarity was crying and hugging a suit of armor, and Cadance was frozen in fear and sock as her daughter walked by and looked out.

flurry waved and said, "Hi Morbius!" Fluttershy jumped awake as the other mares were stunned as the littlest alicorn said, "What he is spidermane's friend they went to school together and he even dated his sister for awhile!"

Applejack blinked as she let out a stunned,"what?" she was picturing a chibi morbius and spidermane with school uniforms over costume playing on the monkey bars at a school.

Fluttershy blinked "spider and a bat…. Wait…. They both catch and suck things out of there prey! Makes sense!" she said still shaking.

Rainbow was dress was more yellow,"I am not awesome enough for tonight!"

Cadance pulled her daughter and pushed her behind her as Flurry said, "Mom he is a day walker! Meaning no weakness!" Something Morbius proofed by pushing the window open and stepping in with out an invitation.

Pinkie pie was crying, "Now pinkie make fudge! Don't judge me!"

Rarity was shaking, "Don't worry darling we all did that!" she said holding her neck!

Morbius rolled his eyes as he said, "I'll cut to the chase! We are heading here because of Nightmare night! Not the festival!"

there was a scream heard and part of the hall was broken open by making pulling apart to throw it off.

In the air was an anthrow of nightmare moon but the mane was more flame like and purple hissing! She was dressed in pruple sideless skirt slash lion cloth with blue metal band and a blue metal bikini top!

she was throwing rocks at werewolf by night who had pony features along with his wolf ones he was running and jumping to avoid it holding Charlette till he jumped and handed the little girl to Cadance, "hold the kid don't worry I only eat plants!"

Twilight looked at his fangs, "I don't believe you!" She said shaking!

outside the nightmare moon knock off hissed "I WILL HAVE THE FILLYZON!" She said making it rain flames Only for a zebra stallion to hover before them. "

he had a skull paint on his face in his face dressed in green cape amulet on his neck brown pants tied with a rope with out a horn to twilight's Shock he summoned a glyph of some kind that acted like a shield, "names brother Voodoo! How about you get out of here and leave the howlers to handle this problem!"

In a moment a earth pony who looked dead mouth wired shut in a ripped suit jumped out grabbing the evil alicorn who struggled, "ZOMBIE HUG GET IT OFF!" she said shaking it off making his arm fall off making him fall.

the undead pony got up, "I can not die for Zombie does not live!" the wires in his mouth stretching to let him open his mouth to speak!

the princess behind them were frozen at the monster mash happening before them!

Morbius sighed as he said "flurry got get May your cousin and Billy and get them to suit up we are going to need all hands on deck!" he then flow out hissing, "we will not allow this!"

Nightmare night, "I will make the night last forever all I need is the blood of a fillyzon! And sadly only two of those are left!"

Hove ever bandaged wrapped around her and she turned to see what looked like a mummified earth pony with an Egyptian skirt over him, " the living mummy things now!"

the villain make herself burst into flames making the mummy brake his bandages to save his living dead hide!"

At witch point a massive male earth pony who looked to be patch work stiches holding different fured parts together dressed only in jacket and pants held up with rope jumped out landing a punch that knocked her to the ground, "fire bad! Says frankenstien's monster!"

Moments later Spiderling Dark Devil , Billy and Flurry heart joined in as May said, "if you want my sister you have to go through all of us! Time to power pony up with the howling commandos!"

Darkdevil looked to Zombie, "As a part demon I am a big fan!"

Frankie point and said," we will send you an invite in a few years right no where's the big guy!"

to be continued.