I bet Twilight never had to deal with this, though Peter expects it


Twilight was seen sleeping in bed, though she looked distressed like if something was bothering her.

She was seen tossing and turning, painful moans in her sleep, "No...no...Peter...watch out..."

She continued to move around in her sleep, still freaking out to the point where she shoots up, breathing heavily.

She looked around, she didn't really recognize the room, so she's not in Peter's apartment, she tried to get out of bed, but she felt a pain on her abs, she looked down and saw she was heavily bandaged up.

"Ow, this hurts, what happened?" then she remembered what happened the previous night, going home, Kraven showing up, Rumble getting poisioned, the fight, and the fatal moment where she and Spider-man were impaled by the same sword, the pain was unimaginable.

She struggled to move but she barely could, she also had trouble breathing, but she needed to know where she was, for all she knows she got captured, though she noticed the door was open.

"Where could I be? If that Kraven creep captured me then surely the door wouldn't be opened"

She went through and walked through a hall, then the place became familiar, it was The Baxter Building.

"Oh thank goodness, I'm in a friendly area"

She walked on through and heard some talking.

"You gotta tell me he'll be just fine!" she heard what sounded like Peter said.

"We got the posion out, but time will tell if we got it out fast enough", she heard what sounded like Reed said.

"He can't die Reed! He's only a child!" Peter said.

"I don't want him to die either Peter, but there's not much I can do, all we can do is hope", Reed said.

Twilight's heart sank, were they talking about Rumble? She couldn't bare the idea of him dying, she especially couldn't bare the thought of having to tell Thunderlane he died, she's supposed to take care of him.

She then heard another voice speak, "That kid better not die! I'm gonna be really pissed if he does, I told your friend to watch over him!"

She knew that it was Felicia Hardy, she gritted her teeth a bit.

"You think she doesn't know that Felicia!? She cares about him, she knew him longer than you did after all!"

"Yeah she cares enough to let the kid get poisoned"

"That's enough!"

The room went silent, Peter being angry is something Twilight definitely isn't used to, he's usually so calm, even when fighting he maintains a calm composure, sometimes he even enjoys himself a bit at his opponent's expense, but for Peter to show that type of rage is so weird to Twilight.

"I'm sorry Felicia, you did help save my life after all but-"

"No don't be sorry, I shouldn't be stressing you out like this, this was just such a scare, I almost lost you, and Rumble's a nice boy...why is Kraven such a bastard!?"

Johnny spoke up, "Come on everyone, Twilight's still resting, it's very likely she's still hurt, Reed says she's lucky to be alive"

"Yeah, I'm sure she's resting", then he spoke a bit loudly, "I should hope she didn't leave the bed while she was still hurt!"

Twilight got a little nervous and quiclly went back to her bed, Peter looked to where Twilight was and chuckled.

"Let me guess, you could tell she left her bed", Johnny said.

"I noticed her a moment ago, that was just my little warning", Peter said.

"If she noticed you, then she's probably worried about you, you should go to her", Johnny said.

Peter nodded, "Good idea"

Peter went to the room where Twilight was, Felicia folded her arms, "Man that girl, what does Peter like about her anyway?"

"He says she's a nice girl, charming attitude, sweet smile, and very intelligent, and is a very caring being", Johnny said.

"What is he in love with her?"

Johnny shrugged, "Stranger things have happened"

Peter entered Twilight's room, he saw her struggling to get back on the bed, Peter rolled his eyes a bit and assisted Twilight onto the bed.

"There you go, now please stay here and rest, you're severely hurt, Reed said you almost bled out"

Twilight nodded and laid down, "Thanks for being such a help, wow I can't believe I almost died"

"When you're a superhero you get used to it, I've had so many moments where I was almost killed, like the time Shocker had me on the ropes, then there was those close calls with Venom, and..." Peter looked at Twilight, he saw some concern on her face, he then realized he was probably worrying her, "Well you get the point...er wait, wrong choice of words! What I mean is-"

"Stop...I get it, though I do wonder how we got out of there alive and safe..."

"Well after we got stabbed, Black Cat arrived to help fight off Kraven, and during the fight another super hero arrived, Daredevil, they both drove Kraven away and got us to The Baxter Building"

"Daredevil? Is he still around?"

Peter shook his head, "Apparently he left shortly after getting us here, we can go find him later if you'd like and thank him personally, he usually patrols around Hell's Kitchen, so we can go later"

Twilight through of something, "Wait, he knows I'm a pony, he won't tell anyone right?"

"Not sure if he knows if you're a pony, he's blind, but even if he does know he won't say anything"

Twilight cocked her head in confusion, "Wait, he's blind? Then how is he fighting?"

"Radar Senses, he can see through sound"

"Wow, wait is that his power?"

"Sorta, it's a long story, he can explain it better, but let me finish what I was saying, apparently after we got here, Dr. Strange used some healing magic to help us, mostly you since you needed it the most, I can endure pain and I can heal faster than most humans, not as fast as Wolverine though, his wounds heal almost instantly"

"Wow, lucky him"

"Yeah, so they healed us and were able to remove the poison from Rumble, right now Reed's just concerned if whether or not Rumble will make it"

Twilight grew concerned, "I hope he does, if he died under my watch, I could never forgive myself, I could never face his brother or his foalsitters..."

Peter sighed, "I know that feeling...to let someone die and have to feel the guilt"

Twilight remembered something, "Last night, I heard you mention to Kraven that you won't lose another girl to him or something like that, pardon me for asking, but did he kill someone close to you? A girl you cared about?"

Peter looked away a moment.

"I'm not gonna judge you Peter, I didn't think any less when I learned about your uncle, I can handle learning about whatever mistake you think you made"

Peter looked to Twilight's eyes, "Ok, I'll tell you" Peter sat down, "First thing's first, KRaven didn't kill anyone I was close to, but one of my villains did, which is why I said I won't lose another girl to one of you"

"Oh, that's what you said...ok continue"

Peter nodded, "So the story is this, years ago I was friends with a girl named Gwen Stacy, she was part of my little clique of friends, over the years we became closer and eventually, we fell in love"

"Aw, that's sweet"

"Yeah...now the thing is I never told her I was Spider-man, though I don't tell any of my friends since it endangers them, unless they have powers too so, like you and Johnny, and after what happened one night with her father I never wanted to"

"What happened?"

"Her father was Captain of the Police Force, one day there was an accident that led to his death, and Spider-man was blamed, thanks especially to The Daily Bugle"

Twilight let out an annoyed sigh, "You need a better job, you're too good to be working there"

"Yeah, maybe...but anyway Gwen hated Spider-man so I was always worried for the day I may need to tell her, I was hoping Spider-man would no longer be a public menace, but one day one of my villains, The Green Goblin had captured Gwen and brought her to the top of a bridge, I went to rescue her only for him to throw her off the bridge, I used my webbing to capture her, but when I did..."

Twilight put her hooves on his hand, "You can tell me"

Peter nodded, "When I did...I saw that she was dead...I think I may have killed her when I caught her with my webbing, I grabbed her by the ankle, it may have caused whiplash, but I killed a girl I loved..."

Twilight noticed the tears on his face, how many stories does Peter have that are sad tales? Being a Superhero isn't all fights and villains it seems, Peter clearly went through a lot as a hero.

"When Kraven was gonna kill you, those old feelings came back, I thought I was gonna lose you, I'm so happy I didn't...but it was such a close call"

Twilight hugged Peter, "I'm fine at least, I'm glad you were there for me, it's a relief to know that you have such a caring heart"

Peter looked at her a bit surprised, "Seriously? Even after I told you about Gwen you still feel safe around me?"

"Peter...you shouldn't blame yourself, you were trying to help her, that guy should be blamed for throwing her off the bridge, you didn't throw her, he did, you tried to save her, maybe your webbing didn't kill her, maybe he already did and only did that to mess with you..."

Peter held his head with his hands, "I'm not sure what happened, but I do know it's likely my fault"

"Can you stop blaming yourself for everything!? It's nice to know you care but don't put the world on your shoulders, even if you have super powers, you're just one person, don't let these mistakes wear you down, I don't think you're a bad guy, I think you just had bad luck, you seem to do more good than bad, and it's obvious you've gotten better at this, maybe it hurts more because it's people you've lost, and I can't imagine that type of pain, but I do know you need to stop beating yourself up"

Twilight looked into his eyes, "I told you before I wasn't gonna let you think such things about yourself, you're my friend now and as my friend I will make it my personal duty to keep you out of your slump"

"That a royal order?" Peter jokingly asked.

"It's my order, the day you showed your kindness and companionable is the day you sealed the deal on our friendship", Twilight responded.

Peter chuckled, "I love your heart, I always say a great girl has a pure heart, great mind and a pretty face"

Twilight blushed, "You think I'm pretty?"

Peter then realized he said the last part out loud, "Uh...let's just say that I did, you wouldn't be mad right?"

"Why would I be mad? You think I'm pretty, wait that's a good thing in this world right?"

"It is...some girls just don't like when I compliment them, they think I'm being weird, creepy or annoying"

"Well I don't think any of those things, you're a very nice, charming and handsome person so...", Twilight realized she just called Peter handsome, "Whoops, kinda kept talking there"

"Now you know how I feel", Peter said, both then started chuckling until they heard Johnny making kissy noises at the door.

"You two are in loooooove", he taunted.

Peter simply webbed Johnny's mouth shut, "Be quiet"

Twilight giggled at that, "We both have out own ways of shutting someone up it seems", Twilight said.

"Yeah, I guess, well I'll leave you to your rest", Peter said.

He left the room as Johnny was removing the webbing from his mouth, after he was gone Johnny had the webbing off, "That guy can't take a joke sometimes"

"Well you were being a bit obnoxious", Twilight said.

"Hey between how you were acting just now and how worried he was for you while you were still sleeping I just called the obvious"

"How worried was he?"

"For one he kept asking every 5 minutes if you're ok, he wouldn't stop bugging Reed or Dr. Strange about you, he wouldn't stop pacing, and he was still hurt too, he was more concerned about you than himself, he was even crying a bit, he thought he got you killed, dude was a wreck"

Twilight looked surprised, "Wow, I can't believe he was so worried about me, I guess it's just his caring side"

Johnny shook his head, "No, it's more than that, I've seen him worried for a friend, he usually at least tried to stay calm, he kept confidence that it would turn out just fine, you were a special case, the only other time he worries like this if it's a girl he likes, whether it was someone like Mary Jane or Gwen Stacy"

"Mary Jane? I know Gwen Stacy but who's Mary Jane?"

"Another friend of his, they're kinda on-again, off-again"

"Oh wow, what about Felicia Hardy though?"

"He likes her, but not that way, their relationship is based more on physical attraction than anything emotional"

"Figures...wait do you think he likes me that way though? I mean he's a human and I'm a pony, not that I'm again interspecies dating, my friend Spike, who's a dragon, has a crush on Pinkie Pie"

Just then Pinkie Pie's head popped out of a drawer, scaring both Twilight & Johnny, and she shook her head in shame, "You broke your Pinkie Promise again"

Then Deadpool popped out another drawer, "Some are just really bad at keeping secrets"

"Pinkie!? What are you doing here!?" Twilight shouted.

"I came to check on you, I heard you got hurt so I came here as fast as I could, I'm happy you're ok Twilight", Pinkie said.

"How is she here!? With Deadpool!? Where the hell did they come from!?" Johnny shouted.

"Don't ask, she does this if you break a 'Pinkie Promise', since it's the fastest way to lose a friend"

"Foreveeeeeeeer", Pinkie said as she slowly went back into the drawer.

"What she saaaaaaaaid", Deadpool said, also going back in.

Johnny approached the drawers and checked them, empty, he then backed away all freaked out.

"Anyway...I know dragon who likes a pony, so it's not that uncommon but does he mind?"

Johnny shrugged, "I don't think he does, based on your mushy conversation, he seems to like you for your mind and personality, though he did say you have nice eyes, personally I wouldn't care, being an astronaut and a dimension explorer, I've dated outside my species, hell I once considered dating a woman who turns big and green, now the question is, does it matter to you? That seems the be the one other thing you should be concerned about", Johnny started walking out, "I'll leave you to rest"

Johnny left Twilight to ponder that question, did she like Peter? Was it weird? Should it matter?

Twilight decided not to stress it and decided to rest like Peter wanted.

She spent the next 10 days living in the Baxter Building, recovering from her injury, Peter visited her frequently, only leaving when he had to work or when he needed to go home to sleep.

Pinkie Pie also came by again bring her a cake, bringing Deadpool & Wolverine. Wolverine had given her props for surviving a stab wound, saying she has his utmost respect.

Even Daredevil came by at least once to introduce himself to Twilight and was grateful she was doing fine.

Rumble himself recovered well from the poison, the day he woke up, Twilight immediately rushed to him and smothered him in kisses, thanking everyone she could for keeping him alive.

Peter was also very relieved, glad he has no deaths on his hand thus far.

When Felicia found out, she immediately went to the Baxter Building, with a nice bowl of ice cream for her favorite little colt.

Soon Peter was able to bring Twilight and Rumble home, Twilight still had somewhat of a scar but so long as she kept applying medicine she was alright.

Kraven however, he still made plans to hunt down Spider-man & Twilight Sparkle, however he knew he couldn't do it alone, unless he wanted to risk the chance that Black Cat & Daredevil might return, plus the possibility that any of The Fantastic Four will also show up, so he decided to enlist a little help.

One evening, Twilight was in Peter's apartment, lying on a bed with her head angled so she can red her book properly, using her magic to keep the book levitated.

Rumble rested his head on Twilight's stomach while reading his comics, and occasionally checking the time, "I'm bored, when is Peter gonna get home?"

"Soon Rumble, he's working a little extra, be patient"

Rumble sighed, "When can we go back to Equestria?"

"Once Dr. Richards & Dr. Strange finds a portal back home"

"It's been almost 3 weeks, I miss my brother & foalsitters, and I'm worried King Sombra hurt them"

"I know how you feel honey, I miss my friends too, and I miss Spike, I also miss the princesses & my brother, but we have to be patients, believe me I would love nothing more than to go back home and knock some sense into King Sombra"

"Can't Princess Celestia find us though? She knows magic"

"I'm sure she can, but keep in mind that there are several different dimensions, it could take her a while before she finds us"

Rumble looked saddened, he was really concerned, "Well at least we have Peter, he cares about us"

Twilight nodded, "Yeah, he does"

Around that point, Kraven was searching around and found some traces of Twilight, lose hair and fur, he also detected her scent and followed it around until he found Peter's apartment.

"She's close", he started scaling the side of the building.

Twilight was really into her book, it happened to be a romance, during the book she at some ponts fantasized her being the woman and Peter being the man, Twilight blushed at certain parts of the book, imagining Peter doing certain romantic things with her, she has really come to like Peter, especially considering how often he checked up on her during her injury.

Rumble looked a bit concerned every time Twilight sighed happily and noticed a blush on her face.

As Twilight read her book, Kraven made it up the side and the scent grew stronger, "You're around here!"

He then burst through the window and was in the living room.

Twilight heard it, "What was that!?" she got on the bed, "Stay there Rumble", she peeked through the door without opening fully and saw Kraven in the apartment.

"Oh no, he's here?" Twilight said in a hushed tone.

"Where are you little ponies?" Kraven asked.

Rumble looked scared, he really wishes Peter was here.

Kraven picked up another scent, "There you are", he used his swords to cut the door open and encountered Twilight & Rumble, "The predator always finds his target"

Twilight wasted no time blasting Kraven back, "Rumble hide, I'm gonna lure him away"

"But Twilight!"

"No buts, hide!" Twilight ran out and blasted Kraven again, "Catch me if you can mighty hunter!" Twilight flew out the window.

Kraven grabbed his swords and jumped out the window to find Twilight.

She flew over the rooftops as Kraven followed her, she occasionally blasted at him but he doded each one and tossed a few daggers at her, which missed.

Eventually he jumped and grabbed her back leg.

"Hey! Let go you creep!"

She flew around erratically to get Kraven off of her, she then teleported randomly, forcing him to let go and he ended up crashing to a rooftop.

He got up and Twilight flew angrily at him and zapped him but he dodged and attacked with his swords but she dodged and blasted him off near the side of the building, he got up and continued his attempts at attacking her but she dodged them and eventually buck kicked him in the gut and then blasted him again, making him fall off the roof, but he used his sword to stay on the side and started climbing up again, but then Twilight jumped to another roof and got into a fight defense.

Kraven grabbed some daggers and attempted to stab Twilight but she jumped back each time and tried blasting Kraven again but he dodged to the side and ran in and cut her wing a bit.

"Ow! Grrr" she tried blasting again but he jumped up to stab down, luckily she managed to dodge, only for him to slash at her face, giving her a small cut.

"The side of your blood has caused me satisfaction before", Kraven said.

"I owe you for that attempt on our lives", Twilight warned.

Kraven ran in to attack some more, running into Twilight's magical blocks, he managed to dodge to the side and slash at her again, cutting her a little more.

"Soon you shall die!" Kraven said.

"Not today!" Kraven heard and when he turned around, a fist came at his face, knocking him back.

Kraven stood up and noticed Spider-man, "You!"

Spider-man arrived on the rooftop and noticed the cuts on Twilight, "For the record, for every cut you gave her is a rib of yours I'm gonna break", Spider-man threatened.

Kraven chuckled, "I had a feeling you'd show up, so I had an ally waiting", he talked into a radio, "It's time"

Spider-man looked confused, "Who are you calling Kraven?"

Then they heard some screaming, Spider-man looked an noticed a man walking through New York on long metal tentacles.

"Oh no!" Spider-man said.

"Spider-man, what's wrong!?" Twilight asked.

Spider-man glared at Kraven, "You're working with Dr. Octopus!?"

Doc Ock traveled through the city to the coordinates Kraven was at.

"It's about time you gave me the call, I was tired of waiting, very hard to hide when you have long tentacle claws", he then eyed Twilight, "So this is the pony?"

"Indeed, quite a tough one too", Kraven said.

"Impressive, perhaps I could have a chance to dissect her and figure out how she works", Doc Ock said.

Twilight looked a bit freaked out, "I don't think so!"

Spider-man went to Twilight, "You stay away from her you weirdo!'

Doc Ock then whacked Spider-man with his tentacle.

"Hey!" Twilight then blasted Doc Ock with her magic.

Kraven went to attack Twilight but she teleported behind him and blasted him, then Doc Ock grabbed her by the neck, only for Spider-man to rush in and shoot a few webs to hurt Doc Ock and then did a diving kick to knock him back.

Kraven attempted to attack Spider-man from behind with his sword but Spider-man ducked and then delivered an uppercut to Kraven, knocking him into the air, which Twilight took advantage and blasted Kraven to another rooftop.

Doc Ock then attacked both Spider-man & Twilight with his tentacles, whacking them both around a bit.

Kraven jumped across the roof and went in to attack as well with his swords.

Spider-man and Twilight mostly evaded and got back far enough to get some distance and focus on projectile firing at the two.

While the villains dodged Spider-man managed to tackle Doc Ock off the building and punch him on the way down until they landed in the streets.

Doc Ock grabbed a street lamp and used it to whack Spider-man.

Twilight flew down to attack Doc Ock but she also got whacked by a street light.

As the two recovered, Kraven had dived down with his swords in an attempt to stab the two, but they dodged last second, only for Doc Ock to whack both.

"This is ridiculous, Kraven was bad enough on hsi own, this creep he's with is just making things worse", Twilight said.

"We gotta keep trying though", Spider-man said.

Truth be told, Spider-man could barely give 100% due to his lingering worry for Twilight, Twilight herself was also worried for Peter, they nearly got killed once before.

The two went in to continue their attack and while the heroes fought them off, eventually they were both taken down by the combined might of Doc Ock & Kraven.

Spider-man tried getting up but Doc Ock grabbed him by the throat and released a blade from another tentacle, "Time to finish you!"

At that moment he felt someone grab him from behind, it was Black Cat, grabbing him into a sleeper hold.

"Get away from him you bastard!"

Doc Ock grabbed her off his back and tossed her to Kraven.

Once she stood up, Kraven took her down with a punch and focused his attentions once again on Spider-man & Twilight.

However also arriving in the area was Daredevil.

"Attacking Spider-man & his friend again hunter? And it looks like you've brought a friend of your own as well"

"You will pay for interfering last time, I will have all your heads for this!" Kraven attacked Daredevil with his swords but Daredevil blocked with his Billy Rod and whacked Kraven back.

Doc Ock approached Daredevil and started to attack him with his tentacles but Daredevil managed to dodge most attacks, though managed to knock him through the glass of a nearby building.

Kraven ran to attack Daredevil but Spider-man had managed to web Kraven and fling him to a wire pole.

"Hope no one was in the middle of an important call", Spider-man stated.

Doc Ock went to attack again but Twilight blasted him to the wall of a building, Spider-man rushed in and beat down Doc Ock, Daredevil eventually following suit.

Kraven went to assist Doc Ock but Black Cat managed to kick him in the face, Kraven wiped the blood from his mouth and went to stab Felicia but he was blasted on the back by some fire.

Felicia looked up and noticed The Human Torch, who waved at Felicia and went towards Doc Ock.

Doc Ock managed to fight off Spider-man & Daredevil but soon Johnny had blasted him with fire, knocking him back.

Spider-man webbed Doc Ock & tossed him towards Kraven, who was getting up from his blast, the two villains rose up and beheld the sight of the 5 heroes standing together, ready for another fight.

"This isn't working like I thought! I figured you can handle them with your six extra arms!" Kraven said.

"I may have 6 extra arms, but I don't have 6 extra eyes, it's not easy keeping track of so many people coming at you!"

"Hey what's the hold up!?" Spider-man asked.

Doc Ock growled and spoke in hushed tone to Kraven, "We must retreat"

"What?"

"We're outmatched right now, besides I know they have made enemies out of Shocker, Electro & Rhino, we can use that to our advantage"

Kraven nodded, "Da, we retreat for now"

Kraven tossed a smoke screen to the heroes to blind them and cause them to cough, "You win now, but we'll be back!" Kraven shouted.

Daredevil may not be visually affected by the smoke, but the coughing still affected him, once the smoke was gone, so were the villains.

"Damn...Daredevil did you catch the direction they went!?" Johnny asked.

"Yeah but they're long gone now, we'll have to wait for them to return", Daredevil answered.

Twilight turned to Daredevil, "Hey Daredevil, I'm really glad you came, you helped us out, again, we owe you one"

"It's no big deal, my job is to protect others, I would have attacked them regardless, but your appreciation is welcomed"

"At least we got out of that alive", Spider-man said and then turned to Twilight, "You got scratches"

"I'm fine, nothing too deep"

Spider-man wiped away the blood, "I owe Kraven some broken ribs, but I'm glad you're ok"

Johnny noticed the civilians coming around, "Uh I hate to break up your moment, but I think Twilight's been found out"

Spider-man & Twilight looked around and noticed the civilians watching, staring at her and whispering to each other.

"What is that?"

"Is that a pony?"

"It it dangerous?"

"What's it doing with the super heroes?"

Johnny took this time to speak up, "Listen up everyone, I know seeing this pony is strange, you might be wondering what she is or where she came from, but rest assure that she's not a threat to us"

"Of course not, she's a girly pony!"

Johnny looked irritated at that civilian, "This 'girly pony' just helped us fight away Kraven and Doctor Octopus, so kinda shut the hell up, you stupid idiot", Johnny saying the last part with fake kindness.

The other civilians also yelled for him to shut up.

"Anyway she's on our side, Dr. Reed Richards knows of her existence, he has given her the stamp of approval and she's a good friend of myself and a VERY good friend of Spider-man, she's very friendly too but try not to bother her too much, she is not here of her own free will and is still getting used to our world's customs"

The civilians spoke amongst each other a moment, soon some news vans arrived and got the heroes on camera, some Daily Bugle people also showed up.

Twilight looked a bit nervous being stared at, all she did was wave nervously, "Hi everyone, it's nice to meet you!"

Soon some news people started pandering them with questions.

"Young pony, who are you? Why are you here?"

"Is it normal for unicorns to have wings!?"

"Do all ponies talk?"

"How do you know Spider-man?"

Johnny got in front of the news people and the paparazzi, "Hey easy there, you're overwhelming her"

The people moved Johnny aside and continued to pander her with questions.

Twilight was suddenly getting flashbacks of the time all those ponies wanted her extra Gala ticket, though she did now what she did then, teleport.

Soon she was gone, the people wondering where she was.

"Great, you scared her off, you'll get your answers later, right now we'd like for you to back off a little!" Johnny shouted.

As the people started to leave the group looked around for Twilight, Spider-man went to a nearby rooftop and found her watching over.

"Wow, quite a lot of people", Twilight said.

"Yeah, they seem to be fascinated that you're a talking pony", Spider-man said.

"The attention's a bit much, I don't even like this much attention in my world, though being a princess it can't be helped, everypony wants to be near me or wants an autograph"

"That's another reason I like having a secret identity, avoiding fans of mine, the popularity's nice but it can be a little much, especially since any friend you make during your popularity isn't real, just someone who likes what you do, now who you are"

"Lucky for you, that's not the case with me, I like both Spider-man & Peter Parker"

"And I'd like you even if you weren't a princess"

Twilight smiled at that, then noticed the others come to the rooftop.

"We need to get to the Baxter Building quickly, explain this situation to Reed, he'll be able to handle it", Johnny said.

After getting to the Baxter Building, everything is explained to Reed, he comes up with a solution.

"From the sounds of things, Kraven knows where to find you, since he's escaped he may target your apartment again Peter, you and Twilight aren't safe there"

"So what are you saying?" Peter asked.

"I'm saying that you'll need a new place of stay, perhaps for the time being, you can stay here until we get everything figured out", Reed said.

"I really don't want to burden you Reed", Peter said.

"It's no trouble, besides it's too risky letting you stay at your apartment, not to mention S.H.I.E.L.D. will learn of Twilight soon so it's better if she has our back up"

"S.H.I.E.L.D.? Who is that?" Twilight asked.

"One of our world's top Military Groups", Reed explained.

"Why would S.H.I.E.L.D. want Twilight?" Peter asked.

"Lots of things, testing, making an alliance with her world, no doubt that Nick Fury's gonna wanna see her", Reed said.

"I swear if Fury bugs her in any way", Peter said.

"Hey maybe he'll invite her to join The Avengers", Johnny said.

Peter suddenly imagined Twilight standing side by side with Captain America, Iron Man, Thor & The Hulk, "Oh God"

"I'm not sure if he'll do that...but he come after her for something, best if you all stay here for now", Reed said.

"Don't worry Pete, it'll be fun, plus it's a faster commute to your job", Johnny said.

Peter turned to Twilight, "What do you think Twilight? Should we?"

Twilight pondered and nodded, "Maybe we should take it up...for now at least...kinda funny I just got back to your place and I'm moving back here again"

"Yeah, I guess", Peter said.

"The bright side is that you're gonna be here too", Twilight said, causing a smile from Peter.

"Then it's settled, you two and your Pegasus friend will stay here", Reed said.

Twilight's eyes widened, "Oh no! Rumble, he's still back at Peter's apartment!"

"I'll go get him", Peter said, but Felicia stopped him, "Mind if I do it? Actually I wouldn't mind taking him in, make it easier for you two"

"Rumble's just fine with us!" Twilight said.

Felicia huffed, "Fine, be that way, though I'd still like to get him"

Peter sighed, "Fine, have it your way"

Felicia nodded and left the building, Daredevil approached Peter.

"Well good luck Spider-man, looks like you're gonna need it", Daredevil went to Twilight, "Be safe Twilight Sparkle" he then left The Baxter Building.

Reed approached the two, "Time to get you settled in"

Reed took Spider-man & Twilight to their room, "I'll get a second mattress, and a place for Rumble to sleep"

"Thanks Reed", Peter said.

"We really appreciate it", Twilight said.

Reed nodded and left, Peter sat on the bed and sighed, Twilight sat next to him, "Rough day huh?"

"Yeah, Kraven & Doc Ock are still out there, who knows what they might do"

Twilight nuzzled against Peter's neck, "I'm sure you'll stop them, you have before"

"I'm just worried for you mostly, I don't want you getting hurt"

"I can handle myself as well Peter, plus we have allies in Johnny, Daredevil & even Felicia"

"I guess"

Twilight hugged Peter a bit, "I love your caring attitude Peter"

Peter hugged back, "You're easy to care for"

Twilight looked up at Peter, who smiled at her, "You're very handsome"

Peter blushed, "Thanks...you're really pretty"

Twilight could no longer control her urges, she leaned in and kissed Peter, much to his surprise.

Twilight blushed during her kiss, while all Peter could think about was the fact that he was kissing a pony, he wondered if that was normal.

After breaking the kiss, the two stared at each other a bit.

"Wow...that was something", Peter said.

"Something good, or something bad?" Twilight asked.

"Just...something, not used to kissing ponies so..."

Twilight nodded, "I see...I'm sorry if I went a little too far, I guess I just developed a small crush on you"

"Yeah, looks like it..."

The two then found themselves in a very awkward silence.

"So...maybe I should get some rest...long day", Peter said.

"Yeah...same here", Twilight said and went to her own bed.

The two laid down on their own beds, Twilight a little concerned over the kiss, hoping Peter wasn't too upset, while Peter wondered how this even happened, and if he actually could have feelings for Twilight.

Before they went to bed, Peter stated one thing, "The kiss wasn't bad...just so you know"

Twilight felt a bit relived, though part of her thinking he said that to spare her feelings, but it just proved his caring attitude.

"Good...cause I enjoyed giving it to you", she bravely stated.

Both smiled and blushed a bit before heading to sleep.

It's been a month since Twilight had arrived, and during her stay in the Baxter Building, Nick Fury had indeed arrived to check on Twilight, once they convinced him she was safe and not dangerous, he allowed her to remain in The Baxter Building, so long as they never try to keep a secret like this from S.H.I.E.L.D.

Fury was also alerted to Pinkie Pie's existence and like with Twilight & Rumble, he promised not to do anything so long as they remain under the care of Spider-man, The Fantastic Four & The X-Men.

Speaking of Rumble, Felicia had often come by to check on him, she had become really fond of the little colt, there were times Twilight was concerned she was gonna nab Rumble from under her nose.

Peter & Twilight have felt a bit awkward near each other since their kiss, though it wasn't a bad type, more like a shy type, truth be told Peter may have liked Twilight like she liked him, however between her being a pony, the relationship being a taboo and the fact that he's had lousy luck with girls on occasion, he was a bit hesitant to really advance the relationship.

Soon a month had passed since Twilight & Rumble's arrival, Peter had come home from the Daily Bugle, "I'm back from work"

Twilight looked agitated, "I see you're back from THAT place"

"You're still mad about that Article?" Peter asked.

"They called me a freakish horse! If there's one thing I can't stand is a fraudulent newspaper, just ask my friends' little sisters the time they ran a gossip column"

Johnny chuckled, "Gossip column? Man those girls sound cool"

Twilight glared a bit but ignored it in the end, "But that newspaper made us all look bad, you as usual, they took a shot at Daredevil, and eve Black Cat...actually she kinda deserves it, though they didn't take a shot at Johnny"

"I'm a celebrity, they take a shot at me and I can sue them, if I try to do that on behalf of Peter it might blow his identity"

Twilight grumbled, "Figures"

At that point a magical build-up happened in the air, much to everyone's confusion.

"Um Twilight...are you doing that?" Johnny asked.

"No, I'm not"

After some build up and zaps, a mini portal opened and a letter plopped down.

Twilight curiously grabbed the letter.

Dear Twilight, I hope you're safe wherever you are, I hope this letter finds you, right now Sombra has Equestria under attack, Princess Celestia, Princess Luna & your brother Shining Armor along with his army are doing their best to fend him off, though his dark magic makes it difficult, not to mention he's managed to get a few followers helping his cause, but there's a place for many pony's to escape his rule, I'm in charge of keeping them safe, heh, amazing huh? He in an important role, I hope I don't let you or anypony else down, but know that the princesses & Shining Armor are ok, and so are your parents, if Rumble's there, if Rumble's there, tell him that Thunderlane & his Foalsitters are ok too, we really miss you, I hope you come home soon, Love Spike

Twilight felt a tear, "My home's in danger"

Peter comforted her, "Don't worry, we're gonna get you back"

Twilight nodded, "At least my brother's ok"

"Mine too", Rumble said.

Some pictures arrived with a note too.

I thought you'd like these, to remember your friends.

One picture had Twilight & her friends Fluttershy, Rainbow Dash, Pinkie Pie, Rarity & Applejack.

Another had Shining Armor & Princess Cadance, one with Twilight's Parents, one of The Cutie Mark Crusaders, one of Thunderlane, Flitter & Cloudchaser and one of Spike himself.

"It's my friends, and my family", Twilight said.

Everyone looked at the pictures, Twilight and Rumble introduced the ponies in the pictures.

"Those crusader girls look cute, and that Rainbow Dash looks freaken awesome", Johnny said.

"Your friend Spike looks cool", Peter said.

"He breath fire?" Johnny asked.

"Yeah, pretty good for a dragon his age", Twilight said.

"Sweet"

"Wonder how these pictures found me?"

Reed noticed something on the ground, "Maybe this helped?"

Twilight looked, "It's my Element of Harmony!"

She used her magic to lift it up for the others to behold.

"So that's an Element of Harmony, impressive looking"

"This was suppose to be on The Tree of Harmony though...I hope that taking it off won't affect it in a negative way"

"Sounds like finding you was a bit more important", Peter said.

Twilight nodded, "I'm glad to have these, gives me the extra motivation to get home"

"And we'll help", Reed said.

While they all looked at pictures and talked among each other, Rumble was secretly admiring the Cutie Mark Crusaders picture.

"Wait for me girls", he said.

"I saw that Rumble", Twilight said in a sing-song voice, causing Rumble to drop the picture, "Saw what? I did nothing!"

Everyone laughed at his reaction.

"Busted", Johnny said.

Rumble had an annoyed blush while they laughed.

Elsewhere Do Ock & Kraven had decided to go with a master plan of theirs, after finding their ally Mysterio, they approached the holding cells where Shocker, Electro & Rhino were.

"Time to unleash my Sinister plan", Doc Ock said with an evil laugh as they stormed to the prison to cause a break out.


Faction War Incoming, plus aftermath on Twilight Sparkle & Peter Parker.