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The Impossible Spiderman team-up: Strangers in a Savage Land
By Digital Circe

Part 1

Based on characters created by Marvel Comics and AJ-Prime

(man to spider transformation, man to stegosaurus transformation, men and women to dinosaurs and prehistoric animals transformations, various transformations)

Story warnings: comic book violence, mild profanity, mild innuendo

Written at the request of AJ-Prime, about his version of Marvel’s Spiderman character.

Andy was enjoying the unseasonably mild weather in El Dorado park, whistling a jaunty tune as he walked.  He could hear the ducks quacking, fighting over scraps of bread.  Further away, he could hear “John and Ken” blaring on someone’s radio.  He stopped himself, as he recognized the tune he was whistling – the Spider-Man theme song from the old cartoon.  It brought a smile to his face – his own theme song.

For Andy was Spider-Man, or, at least, a version of him.  The spider that had originally bitten Peter Parker had been cast through the barriers of space and time, and bitten him, as well.  His power-set wasn’t precisely the same as his namesake’s, but he had set out to honor his hero, in character and courage, defending the innocents from petty criminals and others who might take advantage of them.  Recently, though, he had begun to take on a significant ‘rogue’s gallery’ of equally-powerful villains, products of an irradiated meteor impact which had also transported the spider.

The new presence of ‘super’ villains troubled him.  He could understand, if not accept, crime when it was committed by the desperate; from those at the bottom of society’s pecking order.  It didn’t make it right, but a man who stole because he didn’t know how else to cope could be reached, and perhaps rehabilitated.  But people with gifts – and he definitely counted super powers among those – had opportunities to make their own way.  Even if they didn’t choose to give back to the world, they could make a comfortable living for themselves without causing problems for others.  People with special powers took from others because they were cruel, and selfish.  He had never considered it in the comics – of course brightly colored heroes needed brightly colored villains – but when he had to actually deal with it himself?  There was a cold place in such people’s hearts that didn’t offer an easy solution.

At least the day was pleasant.  Sometimes, even the brightest hero needed some time away from the dingy elements of society, that struggled not to create but destroy.  As he half-listened, the radio station was interrupted with a news bulletin.  He stopped as the panicked anchor described the situation.  An exhibition at California State University was under attack, by a strange monster.  Andy sighed.  So much for a day off!  He ducked behind a maintenance shed, out of sight.  

Andy touched his watch, and the familiar blue and red of his Spiderman suit washed over him, tightening and flattering his athletic figure.  He dashed out, people pointing and shouting his name.  He spared time for a jaunty salute, and then shot out a web line into a tree and pulled back, the elastic line tensing up to give him some extra lift with his first jump.  And with that he was away, bouncing from tree to tree until he could get to a building tall enough for a true swing.  Fortunately, the stricken museum was only about a mile away – not far at all when you were mostly airborne.

When Spiderman arrived, the police were just beginning to set up a cordon, and victims were rushing past the line.  He approached the perimeter, hoping for an accurate status report before he barged in.  It wouldn’t do to get a hostage killed.  He noticed with some shock that most of the people evacuating the building were changed, half-human and half-animal, and some almost entirely animal.  As the brightly-colored hero arrived, several turned and ran towards him, prompting at least one dirty look from a jealous police officer.  One seemed to be a cross between a man and a raccoon, and another a girl mixed with a pig.  He could see a few varieties of dog, a squirrel-person, and a half-doe.  They were clearly terrified.

The weeping piggirl clutched Spiderman’s leg, sobbing desperately.  “Please save us, Spiderman!” she wailed, snorting a little through her upturned snout.  Spidey did his best to extract himself from the plump piggirl’s embrace.  

“What is it?” he asked.  “A heist?”

“No! Some dragon-looking man, and he’s turning everyone else into animals, too!”  Andy nodded, not as fazed by this description as he might have been a year ago.  

“I’ll stop him,” he promised the pig, wiping a tear away from her eye.  “Does he have hostages?  Which wing is he in?”

“He’s in the special exhibition on comets, meteors, that sort of thing,” the girl snuffled, her snout moist.  He was just yelling and smashing stuff, and people were turning into animals.  I ran away as fast as I could go, but I started changing into a pig!”  She broke down into tears again, hugging the hero tightly.

“He said his name was Stegron,” a goat man added.  “I didn’t catch what he was after, I was running as fast as I could!”

“Save us, Spiderman!” the piggirl sobbed, clutching him tightly.  He could feel the shudders of her sobs through her heavy body.

“I’ll fix it, Miss,” Spiderman said, gently dislodging her.  Then with a leap, he threw himself at the door.

Spiderman hoped that he wouldn’t be endlessly running into these ‘meteor freaks’ like in that show about some other red-and-blue clad hero in his younger days.  Still, after Silver Samurai, Electro, and now Stegron… things didn’t look so promising on the ‘normal’ front.  He slipped in, moving quietly towards his quarry.  It wasn’t hard – the guy was making an awful lot of noise.  He leapt up to the ceiling, crawling the rest of the way into the traveling exhibition hall.

There, in front of him, was the culprit.  He was basically man-shaped, but huge, weighing at least half a ton of pure muscle.  The brute had a long tail, tipped with four pointed spines, and seventeen irregular bone plates jutted out from his muscular back.  His huge feet were elephantine, and his neck tapered to a small (for his size) head, with vicious, beady eyes.  His skin was covered with scales, giving him a light pebbled texture.  He looked for all the world like a Stegosaurus.  Stegron, indeed.

“You there!” Spiderman called, walking forward, and pointing to his wrist.  “Do you have the time?”

“Spiderman!” the huge saurian roared.  “Get out!  This doesn’t concern you!”

The hero noticed a glowing stone in Stegron’s hand – definitely a meteor fragment.  Nearby, a terrified girl transformed more and more into a fluffy rabbit, mewling under a collapsed display.  A few other people – or animals – were similarly pinned, and the ones nearer to Stegron seemed to be farther along in their transfiguration.  No doubt another nasty side effect of the meteor fragment.

“Can’t do that, pal!  As long as you’re messing over innocents, you’ve gotta know I’ll be here to stop you!”  He leapt at a wall, firing his webs at the brute, trying to tie him down.  Unfortunately, Stegron ripped free easily, his massive musculature making him difficult to immobilize.  He seemed to be looking for something, though, and a battle with Andy would frustrate that process.  He flipped through the air and shot a web line at the stone in Stegron’s hand, jerking back with all his strength.  His grip was tight, though, and he pulled back, bringing Spiderman rolling on the floor.  Then the brute laughed, and turned around, like he was going to leave.  Only Andy’s danger sense warned him to roll out of the way; as the huge tail smashed down where he had just been.

Spiderman leapt up onto the side of a display case.  “Who taught you how to fight?” he asked, sounding appalled.  “It’s obvious you were always picked last on the playground for baseball!  Look, I’ll give you some free advice – you need to finesse it, dude!  Power swings just aren’t controllable, and a pitcher can get a curveball in under you!”  He shot another ball of webbing at the brute’s face, using the momentary distraction to jump above him, stomping down on the scaled head.  “Like I just did!”

Spiderman bounced backwards as the tail swung again, and Andy noticed Stegron was almost pirouetting on his trunk-like legs, using them as a fulcrum, and his upper body as a counterweight.  It made his tail dangerously fast, and gave the monster a huge attack arc.  He hopped several times in quick succession, his precognition keeping him a mere step ahead of the deadly tail.  He flipped over it, again sticking to the side of a display case.

Stegron whipped around again, his reactions almost as fast as the web slinger.  Spiderman dodged away, the thick tail smashing into the exhibit, scattering its contents.  “Nice shot, Thag!” Spiderman called.  “You mind if I call you Thag?  Thag Simmons, perhaps?”

Stegron roared, swinging his tail again, the spines barely missing the cart-wheeling hero.  “It’s not called a thagomizer!” he shouted.  “That was just a stupid name made up by some idiot who wasn’t even a scientist!”

“The Smithsonian disagrees!  Besides, who says you have to be a scientist to name things, Thag?” Spiderman taunted, flipping over his opponent.  “That’s just elitist!  Look, I just named you!”

“My name is Doctor Victor Stegron, you miserable little insect!” the dinosaur man yelled, flailing wildly at the athletic hero.  “Show some respect!”

“Should I know who you are?” Spidey taunted.  “I can’t recall ever seeing your picture on a bubblegum card, and how can you be somebody important if you’ve never been on a bubblegum card?  I, of course, have been on many bubblegum cards.  Why just today my agent – we important people have agents, Thag – my agent called me up and said, ‘Spiderman, darling, we have a new set of bubblegum cards we’d like to put your face on!  What do you say?’”

“Stop saying ‘bubblegum card’!” roared the frustrated saurian.  “Just shut up and stand still!”

“Looks like that doctor brain of yours didn’t get you much in the way of hand-eye coordination, Thag – or, should I say, tail-eye coordination.  Looks like you’ve wasted your life.  Now me, on the other hand – don’t you prefer to be talking about me?  I do – me, I was raised on a steady diet of Nintendo and Playstation, so my hand-eye coordination is tip-top.  Funny how these things work out, isn’t it?  You think science will save you, and it turns out to be video games that net you a spot on the ark.”

Unfortunately, for all the bravado, Spiderman twisted away just a little too late, and a thagomizer spine grazed him, knocking him to the ground.  “Ha!” Stegron bellowed.  “Injured, at last!”

“It’ll heal,” muttered the wall crawler, rolling to his feet.  His sides were aching in a way that had nothing to do with the combat, almost like his insides were struggling to push out.  It felt like worms were crawling around under his armpits.  

“So what’s your story, Doc?  Aside from the ego issues, I mean.  I know you’re frustrated that somebody else named your tail, but that’ll hardly be a working defense in court for why you flipped and wrecked a museum.”

“I am one of the world’s premier paleo-biologists!  I’ve forgotten more than your entire graduating class will ever learn!  I should be revered, respected!  Not reduced to begging for promotion and tenure at UCLA!  I belong in the private sector, innovating for humanity!”

“Ah, the old if-the-hero-wasn’t-in-my-way-I’d-stop-robbing-banks-and-cure-AIDS line!” Spiderman laughed.  “Thag, you’re too much.”  He jumped, and the tail slammed down on the floor.  

“Get out of my way!” Stegron bellowed, weaving back and forth as he tried to line up a better shot at the wall crawler.  “This doesn’t concern you!”

“Sorry, I promised a nice, if clingy, piggirl I’d change her back to human, and I think I need that meteor fragment from you to do it.  No offense, Thag, but you’d be better off just handing it over and surrendering.  It’ll save you a little humiliation later on.”  Andy’s sides were hurting more, a dull throbbing, and he tried to block it out.

“It’s mine, insect!” he bellowed, renewing his tail assault, the vicious club striking over and over again while Spiderman ducked and weaved.

“Whoa!  Metal storm, but with spikes instead of bullets!” Spidey taunted.  “Nice tactic – too bad you brought a thagomizer to a gun fight!”

“Stop insulting me!  You’re hardly worth my time!  You’re just a pathetic little bug, unable to hurt me in any way, buzzing in my ear!”

“You know, you’re no picnic for me either, Thag.  A hero gets judged by his enemies, and who do I draw?  Not Doctor Doom, not the Joker, not Osama bin Laden or John Dillinger – I get some third rate dinosaur man.  And not even a cool dinosaur man, like a Tyrannosaurus man!  I get you!  I ask you, Doc, what are people going to think of me when they see me tangling with the likes of you?  I can feel my rep going down just by being in the same room with you!  It’s like I’m getting less cool by the second!  The papers won’t even know you’re called ‘Thag’ when the story breaks… it’ll just be ‘Spiderman fights some guy’.  This is like the worst day of my superhero career, Thag, and it’s because you’re so lame.”

Stegron roared at the insult, swinging again, but this time Andy’s sides seized up with pain, and he couldn’t roll away.  Instead he grabbed the tail, swinging along with it as the scientist-turned-monster swung wildly.  “Get off!  Get off get off get off!” he yelled, trying to dislodge the hero by slamming it into things.  Spiderman complied, jumping behind an exhibit to catch his breath.

“Ooh, what’s wrong with me?” he muttered, rubbing his sides.

“Where to start?” Stegron sneered.

“Wasn’t talking to you,” groused the hero, and then his sides felt like they were ripped open, as long appendages burst out.  “Aah!  What the hell!?”  As they twitched and flexed, Spiderman recognized what they were – arms!  He had four new arms growing out under his originals!  Apparently, the meteor fragment was mutating him, too!  He looked at them in wonder.  The musculature wasn’t as noticeable as his original arms, and the hands were malformed, but there was no question what they were!  As the hero flexed them, he noticed them continue to develop, and a dusting of hair grew in over the smooth skin.  Then, his precognition warned him to move, and he leapt out of the way of Stegron’s attack.  As he hit the wall, he found that each new arm apparently had his powers – they stuck to the surface easily.

Seriously freaked out, Spiderman knew that he had to end the conflict quickly, before he mutated further.  He had been hesitant to damage the exhibits, but it looked like Stegron had done a pretty thorough job of that himself.  He flipped backwards over the saurian, grabbing a plate as though for leverage, but secretly placing a psychic tracer on it.  Then, he cart-wheeled to the back wall, giving himself room to maneuver.  “Let me show you how it’s done!” he called, shooting web lines out to a large, fossilized bone, and started swinging it around in an arc.  “Thag!  I’ve got a bone to pick with you!” he yelled, and brought the club down hard on Stegron, who was too far away to return the blow.  As it became obvious that Spiderman wasn’t going to let up smashing him, he turned and fled.  Andy slumped backwards, drained.

But his work wasn’t yet done, and he hauled himself to his feet.  “Everybody get out!” he yelled, freeing the bunny girl from the wreckage and ushering the victims towards the door.  Then he followed Stegron’s trail of destruction to a hole leading into the sewer access tunnels.  He sighed.  He wasn’t going to catch up to the freak on foot.  It was a good thing he’d planted the tracer.

Spiderman tried to ignore the large, hairy quartet of ‘arms’ sprouting out from under his original ones.  He rubbed them self consciously as he stepped out into the light, surrounded by police and media and victims and curious onlookers.

People were staring at him in horror.  Andy focused on one trembling little boy.  He swallowed, and pulled out some change from a pocket in his utility belt.  Dropping it into a parking meter, he turned to the boy, summoning his best Adam West impersonation: “We all need to feed the meter, chum… this money goes to building better roads, and we all have to do our part!”  The kid smiled, relieved that his hero was still his same old carefree self, despite the freakish mutation.  Spiderman could feel the crowd’s tension lessen slightly.  

“Well, I’ve got villains to catch!  Take care, kids, and stay off the drugs!”  And with that, Spiderman swung away.  He needed to talk to Chief Washington.  

Fortunately, the Chief was in his office.  The man was always a source of strength for the community, but even he winced at Spiderman’s new appearance as he described what had happened at the museum.

“You’ve got to get that meteor fragment back, Spiderman!  At least three hundred people have been turned, or partially turned, into animals!”  Spiderman hadn’t often seen Chief Washington near panicking, but this was a lot to take.  After what Poison Ivy had done… if these sorts of transformations to ordinary citizens were going to become commonplace, his job was going to get a lot harder.  

Andy nodded wearily.  “Myself included, Chief,” he said.  “Don’t worry.  I’ll get that rock back, and change everybody back to normal.  I promise!”

He turned to go, but Washington grabbed him by the shoulder, turning him around to look him in the face.  When he spoke, his voice was more level, and like a brother.  “Take care of yourself, Spiderman,” he said, and then couldn’t bring himself to say any more, overcome by emotion.  Andy just nodded, and swung out of the window, stopping by his home for gear before he set out after the tracer.

One of Andy’s powers was a mild telepathic gift, and his tracers were built to allow him to follow that psychic signal wherever it might lead.  He could tell that Stegron had gone out to sea, probably stowing away on a boat in his hurry to flee.  Fortunately, Spiderman was on good terms with the Coast Guard, and a quick call to Chief Washington helped him arrange transport after the dinosaur man.  Andy was just worried about what Stegron would do to the crew of the ship he had stowed away on.  Was he going somewhere specific, or just hiding?  If he tried to commandeer a ship, the crew would have little chance.  Andy was full of nervous energy as he chased his prey.

It took almost two weeks to track Stegron’s erratic path, each day harder than the last as the extended psychic effort drained him.  The crew was nervous and edgy, put off both by Spiderman’s new arms and his inability to give them clear directions other than immediate ‘turn twenty degrees portside now’ and the like.  When at last they approached an island in the south Pacific, everyone’s tensions were very high.  Spiderman directed the crew to stay on the boat out at sea a ways, to keep them (and their ride home) safe.  He’d contact them as soon as he had Stegron subdued.

The trip to the island was lonely, and he couldn’t help but think charging into an uncharted, heavily jungled island after a Stegosaurus man was a shaky idea.  As soon as he docked, he pulled up his raft and hid it, looking around the coast until he found the barge Stegron had used.  It was deserted, although there were the signs of animal struggles on it.  Apparently, the crew had been turned into beasts.  He crawled under the dock, noticing a small outpost nearby, behind levees.  He approached quietly, but was startled to see what looked like a pterodactyl swoop down towards the station.  He heard human yells of pain and fear, and saw the shapes of more ‘dactyls circling.  He had to jump into action.

As Spiderman leaped out, he noticed that the human defenders seemed ragtag, and that the pterodactyls had a slight trace of human features about them.  Apparently, Dr. Stegron’s handiwork.  “Doesn’t anybody learn anything from the Jurassic Park movies?” he muttered, and threw himself into combat.  

“How good do you fly with webs on your wings?” he yelled, drawing the attention of the attackers.  The ‘dactyls swooped around towards the leaping hero, and he webbed one, causing his flight to become erratic.  As the creature crashed, the human defenders swarmed him.  Spiderman fired a webline at the foot of a second attacker, and swung himself, cannonball-like, at a third, stunning him and causing the creature to drop out of the air.  The second one was tearing at the webbing on his foot though, so Andy sucked in his gut to get a little extra inertia, and propelled himself onto the back of a fourth.  Spiderman could tell that the attackers were quite competent and deadly, but they were clearly unprepared to face an opponent that could fight them in the air, and he needed to press that advantage before they started to strategize.

The one he was on climbed abruptly, and Andy hit him on the head, knocking the creature out.  As it fell out of the sky, he jumped off, leaping for the back of another.  This one dived, hoping to slam him into the ground at the last minute.  But Andy was prepared for that, sticking webbing to its back and anchoring it to the ground, jumping off before impact.  The ‘dactyl was stuck, unable to get more than fifteen feet back in the air, and unable to reach the webbing on his back.  That left one more.

“Never fear, folks!” he called to the people.  “Your friendly neighborhood Spiderman is here!”  He doubted that they’d heard of him, but it never hurt to make sure they got the name right.  He fired his webs at the last one, but it circled away, clearly lacking the stomach for a fight.  Spiderman noted the direction it flew off in, and recognized that his psychic tracer was leading that way, too.  He hurried over to see to the defenders.

There were about a dozen of them, but one woman walked over to him immediately, smiling.  “Thank you,” she said.  She was wearing a dirty, torn shirt tied above her midriff, and equally distressed shorts.  In fact, all of the people were wearing torn and filthy clothing, as though they had been without enough water to wash them, and in near-constant struggles.  It wasn’t quite to the caveman level one might expect after a dinosaur fight, but Andy certainly got that same impression.  The blonde girl certainly put Raquel Welch’s cavegirl to shame.  Spiderman was almost disappointed when a man came up, putting his arm around her shoulder.  

“Hey, it was no problem,” Spiderman replied, hiding his feelings.  It was hard to draw his eyes away from the statuesque girl’s full bosom, but somehow he managed.  “I’ve been tracking a Stegosaurus man named Vince Stegron, or something like that, from the United States.  I’m here to capture him and take him back.”

“Thank God,” the blonde girl replied, her eyes shining with gratitude towards the hero.  “He’s been here a little over a week, and turning people into dinosaurs.  He’s set up on the center of the island, and it’s all that we’ve been able to do to survive his constant attacks.  He won’t be happy until he’s enslaved everyone, and we’re afraid that we’re the only ones left.”

“Well, I won’t let him get you,” said Spiderman.

“But he’s already gotten you!  Your arms!” she said.

“As soon as I beat him, I’ll be able to change back to normal,” Andy said, hoping that he was right.  “So what is this place?  It wasn’t on the maps.”

“I think I can answer that,” a slim, bespectacled woman with short blonde hair said.  “My name is Dr. Elsa.  If you’ll come with me, I’ll explain everything.”  The blonde beauty waved to him as he left, following the doctor reluctantly.

“You know, we’ve heard of you, even here,” Elsa said, her voice betraying a hint of a German accent.  “You’re quite the hero.  Hopefully, our work will produce heroes, too.”

That got Andy interested, but she didn’t explain further.  Andy had plenty of friends, but crimefighting was painfully lonely.  He longed for a peer to talk to, work with; one who would understand what he was going through.  Similar to how Peter Parker had Matt Murdoch to talk to.

At last, she took him into a basement of the small building, and flipped on a light switch.  Andy was shocked to see an array of high tech machinery, quite out of place next to the grubby clothes of the inhabitants.  “This is a genetic research facility.  We have been working for many years to unlock the secrets of paleo-DNA, and to graft worthwhile traits from such animals into genetically perfect humans.  We hope to create a race of people adapted to any environment, able to overcome any challenge.  A new step in human evolution, but one not taken randomly – we hope to make our destiny an act of will rather than chance.”

“How is this ethical?” asked Spiderman, his eyes wide under his mask, as he looked around the room.  Then he spied something on a far table.  Even folded, he could tell what the cloth was, the vermillion background surrounding a single white sphere with a jagged cross in it.  “You – you’re Nazis!” he gasped.

Elsa smiled tightly.  “Not anymore, no,” she said.  “Although, this lab was founded secretly by them, in 1936, and has survived until the present day, known only to a few sympathetic scientists and researchers.  One of those was Victor Stegron, who has been instrumental in recent decades in advancing our work.  Unfortunately, I think that whatever changed him, drove him crazy, because he came here straightaway and began mutating everyone into dinosaurians like himself.  He’s building an army, out of bioengineered people, that I fear he plans to use in your world, too. Unfortunately, he commandeered our main research facility at the center of the island, and that’s where most of our… unfinished subjects are located.”

The folded Nazi flag stared back at Spiderman like an angry talisman, a symbol of hate and cruelty.  “The people… they’re not real?” he asked incredulously.  

“Of course they’re real,” Elsa snapped, offended.  “True, I’m the only one left here that was born rather than grown, but they’re just as much people as you and me.  They have lives, and hopes, and dreams.”

Spiderman turned to look at the scientist, contradictory emotions running through his dizzy brain.  “And you didn’t call for help because you couldn’t let outsiders see what you’ve done.”

“The world isn’t ready to embrace our work yet.”  He turned away, not wanting to look at her.  Unfortunately, the machinery was hardly better.

“Spiderman.  I know what you’re thinking.  Evil Nazi Hitler commissioning a race of Aryan super-soldiers to destroy everything that stands up to the Reich.  For all I know, that was how it started.  But good things come out of bad beginnings.  Don’t think that any of those people out there that you just saved are any less worthy of life for their origins, or for who first spent money on them.  Our work is worthwhile, and our subjects are human beings.  They deserve to live, and be free from Dr. Stegron.”

Spiderman swallowed.  “Lady, one day you’ll have to answer to a higher authority for what you’ve done.  But I’ll save your people, if not your research.”  He turned, and walked heavily out of the station.

The people were all gathered for his return into the daylight, smiling joyously at him and the promise he represented.  Andy was glad for his mask; he didn’t want them to see the expression he wore.  One benefit of a mask that covered the whole face was that people of all races trusted him, because they saw themselves in him, or distrusted him, because they projected ‘the other’ on him.  Either way, it was more a reflection of their own souls than his.  He was an everyman in a way that a more iconic hero couldn’t be.  He smiled, thinking about the comic issue of Spider-Man where he sued J. Jonah Jameson for libel – announcing that the real reason Jonah hated him was because he was black.  Sometimes, people saw what they wanted to see.  

“Hi,” the statuesque blonde said.  “I’m Shanna.  Thank you so much for saving us!”

“No problem.  It’s what I do,” Andy said.

“I’m Kevin,” said Shanna’s apparent boyfriend, extending a hand.  “It’s a great honor to meet a hero like you.”

“Just doing what I can to help.”

“How is he doing this?”

“I think Thag – I call him Thag – stole a meteorite fragment from a museum in America that lets him transform people.  He changed a lot of people back home too, but not so much into dinosaurs.  My plan is basically to rush in, beat him up, take the meteorite back, and then set things right.  Then Thag goes to jail and we all enjoy a nice, cool glass of lemonade.  Sound good to you guys?”

Kevin looked at him strangely.  “That’s your plan?  But people turn into animals when they get close to him!”

“I know!” said Spiderman, wiggling his extra arms.  “But it doesn’t seem to work as quick on me, and as soon as I get it back, he won’t be able to use it anymore.”

“It’s dangerous, and stupid to risk yourself like that.”

“Look, Thag needs to be stopped before he conquers you all.  If you’ve got a better plan, I’d love to hear it, but I’ve fought and beaten megalomaniacs with designs on world domination before, and the best thing to do is separate them from their power source as quickly as possible.”

“His base is surrounded by mutated dinosaur warriors that are loyal to him.  You’ll never get to him alone.”

“He won’t be alone,” said Shanna.  “I’ll go with you, Spiderman.”

Kevin swallowed.  “Shanna?  But you’ll be vulnerable to his transformation powers!”

“I know, but Spiderman’s right!  We have to stop him!  And if we win, well, he’ll be able to turn me right back with that stone once we’ve got it.  Come on, Kevin, we have to stand up and fight for our people!”

He looked torn for a minute, but finally gave in.  “You’re right, Shanna.  I’ll go too.  Stegron has gone too long without anyone opposing him!”  

Shanna smiled, and squeezed his hand.  “Who knows, but this might be what we were grown to do?” she asked.

“What are we waiting for?” asked Andy.  “Let’s get going towards Thag’s base before we lose the light.”  His new allies smiled, unsure of what they had committed to, and made quick preparations for the trek.  No one else of the dozen survivors was willing to go.

An hour later, Spiderman, Shanna, and Kevin were on their way, pushing through the jungle.  There were dirt roads on the island, but they worried that those would be heavily patrolled, and surprise might be their best ally.  They made good time; Kevin and Shanna were in incredible physical condition.  It was almost hard to imagine them manufactured in a test tube, their basic genetic structure rearranged, and grown in an incubator until they were ready to be put to whatever uses the scientists saw fit.  And Shanna and Kevin seemed happy with it, with their identities and lot in life, despite the limits that appeared to be around their freedom.  Even Kevin’s mood seemed to improve with his newfound purpose.  Andy was happy with their relatively cheerful banter as they hiked, and it raised his spirits a little, too.

They huddled down twice, avoiding roving patrols of dinosaur hybrids.  Some of the hybrids rode other dinosaurs, who must have been transformed fully because they resisted – they were harnessed as mere beasts of burden.  At night they camped, bedding down without a fire in the warm jungle night.  Andy decided to take off his mask – neither Shanna nor Kevin would have any way of knowing who he was, and the lenses made it dreadfully uncomfortable to sleep in.  

As he did, Shanna jerked in shock, apparently unprepared for Andy’s features.  Part Latino and part Native American, he obviously wasn’t what she was expecting to see.  Andy almost asked her what was wrong, but it was all too apparent.  His heart fell.  She huddled up to Kevin, who also looked perturbed, although he did a better job hiding it.

Shanna and Kevin seemed torn.  Andy suddenly realized, it was because they had been conditioned their whole lives to view themselves, view Aryans, as ‘better’ than other races.  Now that they could see that he wasn’t like them, their conditioning was fighting their experience.  They had seen the hero in action, seen his bravery and selflessness and moral superiority to Dr. Stegron.  But their whole lives, they had been told that people who weren’t lily-white didn’t have anything to offer.  He suddenly felt awkward.  Should he say something, or let them work through their conflicted emotions by themselves?  

He tried, with difficulty, to put himself in their shoes.  What would he need, if he had lived as a racist and was only beginning to see the veil fall off his eyes?  Would a lecture or a speech help him change, or only embarrass him and make him resistant?  Did they need privacy?  Did a racist even deserve the concern of the target of their unreasonable distaste?

In the end, he only knew one way to change someone’s mind: be the example you want to see.  He felt guilty for not doing more, for not knowing how to help his new friends see the world as he knew it to be.  But he didn’t want to treat them badly.  He acted as if he didn’t notice their reactions, talking affably like nothing had changed.  He wouldn’t walk away and camp separately, at least – they’d have to face him and accept him.  He wouldn’t make it harder on them, but he wasn’t going to let them avoid it, either.

The next morning was a little awkward, and they talked and joked around less.  It was just as well, though – Andy’s precognition warned them of patrollers more frequently the closer they got to the lab.  Finally, though, a patrol came that stealth wouldn’t let them avoid.  Spiderman signaled to Kevin and Shanna to get ready, and then jumped out at the soldiers.

They were mutated into Triceratops people, their huge, thickly muscled bodies topped with a gigantic head, with three long horns protruding from the bony crest – one above each eye and one over the snout.  They were riding several full Triceratops dinosaurs, and Andy took them completely by surprise.  The pterodactyl scout had clearly warned Stegron to be ready for him, but the hero was a clever opponent.

Spiderman fired webs at the faces of two of the Triceratops men, leaving them for Shanna and Kevin to disable, while he threw himself at a third, kicking him off his saurian mount.  He went down like a sack of stones, with barely enough time for a grunt, but Spidey didn’t follow him down, flicking web lines into the trees and swinging around at two others that were approaching his allies.  He swung hard, but his punches didn’t seem to do much against their armored hides.  Fortunately, they weren’t anywhere near as quick as him, and he easily dodged and weaved around their blows.  One collided with a tree, shattering bark and wood chunks outwards.  Andy jumped back, glad it hadn’t been him.

By that time, a few of the dazed ones had stood back up, and side by side they charged, heads down like linebackers.  The ground shook with their heavy footfalls, and Andy flipped web lines out on Shanna and Kevin, pulling them out of the way of the fearsome charge even as he vaulted over the hybrids’ heads.  The sound of vegetation smashing filled their ears as Spiderman somersaulted, dropping Kevin and Shanna off on the ground and landing solidly on the back of a dinosaur.  A quick kick to the side got the beast moving, and Spiderman aimed his mount at the returning troops.

“WOO-HOO!” Andy shouted, waving one arm over his head like a cowboy while he held on to the Triceratops’ frill with some of his extra hands.  The Triceratops bucked and twisted, trying to get the sticky hero off its back.  

Seeing the charger, the soldiers tried to turn around, but the jungle thwarted their movement.  With a crash, Spiderman plowed through them like bowling pins.  He let the frightened dinosaur go, meeting up with Shanna and Kevin over the bodies of the unconscious soldiers.

“Good work, Spiderman,” said Shanna.

“Thanks.  All in a day’s work – I knew those Triceratops riding lessons I had as a kid would pay off.”

“Should we tie them up?” asked Kevin.

“No, leave ‘em to wake up on their own.  I don’t know what else is out here or why they’re working for Thag, but I don’t want ‘em to die of thirst or exposure because I tied them up and left them to rot.”

“Ugh, look at our clothes,” muttered Shanna, and indeed, the tattered, dirty rags were even closer to giving out.  They had never been made to fight battles in.

“Maybe you should salvage what you can,” suggested Andy.

Within fifteen minutes, the group was heading inland again, Kevin reduced to what was little more than a loincloth, and Shanna adorned with enough scraps of fabric to form a makeshift bikini.  Andy smiled, glad his costume was designed to withstand the rigors of combat a little better.  The thrill of battle had made things a little more normal between him and the Aryan adventurers, his heroism and skill reminding them of their original opinion of him.  Hopefully, that would be the one to win out.  They knew that only Spiderman would have a chance a defeating Stegron, but he wanted their acceptance and friendship, not their tolerance.  

They didn’t try to move slowly now, relying on Andy’s danger sense to warn them when to hide.  They couldn’t risk a slow approach with the soldiers behind them liable to wake up and go rushing home to sound the alarm at any minute.  That process would be frustrated by Spiderman’s chasing away the mounts, but better safe than sorry.

At last, they approached the lab.  Quite a bit of ground had been cleared around it, and Spiderman looked around for awhile for an appropriate way in.  He could clear quite a bit of distance by jumping, but Shanna and Kevin could not, so a ground route was preferable.  He thought about a web line from the trees that they could all cross hand-over-hand, but that would take awhile, and there was a strong possibility of being spotted.  

After a good deal of debate, they decided that it would be best to wait for dark, and sneak in through the maintenance garage in the back.  Shanna and Kevin were familiar with the facility, and they all thought Stegron probably didn’t have enough foot soldiers for true security.  When night finally fell, they were tense and nervous.  They sneaked into the facility, Kevin and Shanna barefoot to reduce any noise.  

It wasn’t hard to find him.  Stegron was in the amphitheater, lecturing like a cult figure to his assembled congregation.  Apparently, security was the least of his concerns these days.  He thought he’d already won.  “Behold, the Rock of Life!” he shouted.  “From it, comes power, and our new forms!  Do not fear the reports of the Spiderman.  I have beaten him once, and if he dares to approach, I shall again!”

That, of course, was intolerable.  Andy stepped forward, tossing web lines at the meteorite in Stegron’s hand.  “I don’t think so, Thag!” he said boldly.  “You ran away from me, remember?  Now give it here!”  He tugged on the line, but the stegosaur had too firm a grip, and the web tore between them.  Then, the enraged dinosaur people turned on Andy, and he leapt back from the onslaught.  Kevin and Shanna rushed in after him, helping beat the saurians back, but there were dozens of them.  Apparently, Stegron’s brand of dinosaur superiority had attracted a large personality cult.

Spiderman webbed his allies, and swung over the crowd towards Stegron, who was exiting through a door with a few followers.  “I hate to fight and run, but I’ve really just got a fossilized bone to pick with your boss!  See ya, and don’t commit suicide if you see a comet!  The Flavor-Aid is bad for your health!”  Dinosaur people snarled at him as he compared them to cultists, but then they were swinging through the door, and Shanna was bracing a chair under the knob.  It would take the hybrids a minute to get through, and that gave them a chance to chase down Stegron.  Spidey took a quick check of his allies, both breathing heavily with adrenaline.  Shanna, in particular, looked good with her chest heaving.  “You two okay?” he asked.  “I can go after him alone.”

“We’re in this together, Spiderman,” Shanna said.  “We won’t leave you to fight for our home by yourself.”

He nodded.  “He went this way,” he said, and the trio dashed down the hall.  They burst into the main lab after their quarry, drawing up to a stop when they saw all the cloning tubes, many with floating, serene people trapped inside.  Shanna and Kevin’s ‘brothers’ and ‘sisters’, Andy realized.  Stegron was in the middle of the room, with six of his bodyguards around him.  As Andy looked around, he noticed more of the Nazi iconography surrounding them, a large, severe-looking eagle carved onto the back wall.  Spiderman couldn’t help but laugh.

“Geeze, Thag!  Working with Nazis?  I mean, really?”

“They’re not Nazis!” Stegron growled.  “Not anymore, anyway!”

“Well, they do still seem to be breaking an awful lot of laws,” Spiderman retorted.  “I imagine that’s why they’re on this island out in the middle of nowhere.  Even Somalia would balk at human experimentation like this, and they don’t even really have a government, other than rule by pirates!  Hmm, there’s a puzzle!  Who would win, a pirate or a Nazi?  I’m sure you’ve already got an opinion on pirate vs. ninja, but pirate vs. Nazi?  On the one hand, the Nazi has a Walther P-33.  That’s a pretty strong argument.  But the pirate could give him scurvy and take over his sub.  On the other hand…”

“Shut up!  Shut up shut up shut up!” Stegron yelled, exasperated.  “Don’t you even have that part of your brain that keeps what you’re thinking from turning into what you’re saying?”

“Sure.  It’s just that everything I think is so important, I have to say it.  If I ever have a thought that isn’t important, Thag, I promise I won’t share it, but that day hasn’t come yet.  In fact, I’ve thought about hiring a stenographer to follow me around and record all of these pearls of wisdom for future generations.  Hey!  Would you be willing to do it?  Stegosaur the Stenographer sounds good!”

“Kill him!” roared Stegron, and the guards descended on the heroes, menacing them with claw and spine, tooth and horn.  Spidey shot webs at two to slow them down for his allies, and quickly engaged a third.  Meanwhile, Stegron stalked around the lab, shattering the tubes and letting their occupants fall out naked on the floor.

Andy punched a sailbacked man that looked like a Dimetrodon milleri, tripping him up and pushing him on his back.  The saurian screamed in pain as his fin crushed under his weight, and Spidey hurtled forward, battering up against an ugly Majungasaurus crenatissimus woman whose jaw opened wide for him.  “Sorry, buddy!” he called.  “I wouldn’t hurt you if you just get out of our way!”

Shanna was handling her Styracosaurus ovatus-like adversary pretty well, but the Ankylosaurus magniventris menacing Kevin seemed to be getting the better of him, so Spidey took a moment to fire more webbing at him, hobbling his already shortened legs.  The distraction gave the Majungasaurus an opportunity, though, and Andy’s danger sense just barely warned him in time to pull one of his extra limbs away before her powerful jaws closed around it.  He webbed her eyes, taunting her into a charge and then using her momentum to propel her into a wall.  Shanna raced to his side, through with her opponent, as the last two hybrids circled their boss defensively.  Like the Dimetrodon and pterosaurs, though, these weren’t dinosaurs – a Mammut americanum man and a Megalonyx jeffersonii woman.  Clearly, other paleo-DNA besides dinosaurs had been used by the scientists.  The giant sloth feinted forward while the mastodon circled around behind her.

Stegron smashed open another cloning tube, labeled X23, and a wet, bedraggled girl rolled out.  Holding the meteor fragment near her, she started to mutate, long curved claws stretching out of her toes, and a reptilian look entering her eyes.  She was quickly taking on the aspects of a Deinonychus antirrhopus.  A long, stiff tail stretched out over her backside.  As Andy looked, around, he realized that this was Stegron’s plan to swell his ranks.  He needed to stop him before the new, wild dinosaur people took up arms with their siblings.

“How dare you oppose me!” Stegron snarled at Shanna.  “You two should be on my side, not his!”

“We’d never take sides with a monster like you,” she retorted.

“A pity you’ll have to die, then.  You are beautiful,” he added.  

“Yeah, she’s like Jurassic Barbie,” said Spiderman.  “But in case you didn’t notice, she kicked the asses of some of your goons, so small talk won’t get you anywhere.”

“Then I’ll just have to re-strategize!” roared Stegron, pointing the rock at the trio of heroes.  Almost immediately, Kevin and Shanna dropped to their knees, clutching their bellies.  A moment later, Andy felt it too, and realized that Stegron had developed better control over its energies in the intervening time.  His vision got blurry and a strange taste entered his mouth, and he realized that his face was becoming more spider-like.  He looked around at his allies.  Shanna and Kevin were obviously in pain.  Tails were stretching from their backsides, a thick one from Shanna’s and a thin one from Kevin’s.  She was putting on a good deal of muscle, while he was growing a thin coat of yellowish fur.  Shanna’s toes fused into huge, stump-like feet, like an elephant, her back arching slightly as her back and tail grew armored plates like Stegron’s.  Her tail began developing spines, four wicked looking points jutting off the sides of the massive tail.  Clearly, she too was becoming a Stegosaurus.

Kevin was obviously becoming a mammal, his pelt thickening, his hands and feet becoming more like paws.  His head grew more catlike, pupils shifting, and two teeth bulged out of his mouth, almost making him look like he was smiling even as he grimaced with pain.  His body grew lean, muscular but tensed like a spring, as he developed more and more aspects of a saber-toothed tiger.

Stegron stared openly at Shanna’s shifting body, obviously seeing her in a new light.  “Beautiful!” he croaked, clearly attracted to the blonde Stegosaurus.  Andy didn’t like that look, and it bothered him worse than the hordes of dino-men.  

It was obvious that they were in danger, and Spiderman didn’t know what to do to save them other than retreat.  His own metamorphosis was slower than theirs, but his senses were changing too, and he was getting a strange feeling in his abdomen that he feared were spinnerets – and his whole body was being covered with dark hair.  He quickly webbed the pair, charging out of the room to get them away from Stegron.  

Based on characters created by Marvel Comics and AJ-Prime

(man to spider transformation, man to stegosaurus transformation, men and women to dinosaurs and prehistoric animals transformations, various transformations)

Story warnings: comic book violence, mild profanity, mild innuendo

Written at the request of AJ-Prime, about his version of Marvel’s Spiderman character.

The Impossible Spiderman, an alternate universe version of Peter Parker, the Amazing Spider-Man, meets Stegron, the Dinosaur Man.

I'm sorry the story is divided into two parts - it was bigger than DeviantArt's maximum file size. Please accept my apologies.

Part 2 can be found at: [link]
This story accompanies the illustration "Shanna as a Stegosaurus" at [link]

This story is set into the continuity of AJ-Prime’s Spiderman series.

The first three ‘issues’, written by AJ-Prime, can be found here:

Issue 1: Spiderman vs. Silver Samurai [link]
Issue 2: Spiderman vs. Poison Ivy [link]
Issue 3: Spiderman vs. Electro [link]
Add a Comment:
zzzyyxas Featured By Owner Mar 10, 2009  Hobbyist Digital Artist
This is nicely written. Well done! Haven't seen a goos fanfic with Stegron in lead for a while)
AJ-Prime Featured By Owner Mar 8, 2009  Hobbyist Digital Artist
:spidey: *drops upside-down on a webline* Awesome work Circe! X3!

Can't wait to read the second part. Better get over to it. *shoots off a webline and swings off*
Frigget Featured By Owner Mar 8, 2009
Wooooow :O
Jonjoe-mossy Featured By Owner Mar 8, 2009
Dam! Beaten to the first comment! Great story though, but I'd rather the feeling I was the first person to set eyes on the stories....
jmq Featured By Owner Mar 8, 2009
really interestin
Add a Comment:

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