Disclaimer: I do not own Devil May Cry or Spider-Man.

Author's Note: Yes, the Dante in this story will be the DmC Version and any Devil May Cry characters I bring in either will be from that version, or tweaked slightly to fit that version. The characters that do not exist in the Marvel Universe will either be characters from series that Dante made a cameo in (with the exclusion of fighting games like Marvel VS Capcom or Playstation All-Stars) and series that have an angel or demon theme (or characters that are actual angels or demons).

Warning: Spidey will gain angel and devil powers to help blend the story (I have already figured out how to do the devil powers, I just need to figure out the angel powers).

In addition, I am doing a Justice League version of this with the original Dante. I am working on it right now as I am working on this one. I will try update them around the same time so if one just happens to be updated check to see if the other one is.

SmC: Spider May Cry

Chapter 1: Limbo

"This is a message from 'The Order.' Demons we know your game. Your cameras watch us, your media brainwash us, your drinks poison us, and your banking systems enslave us."

"Are these guys serious?" said Peter Parker as he watched the video, "This looks like something ripped from 'V for Vendetta'." He had heard about some kind of cult videos going viral, but he had never seen anything so ridiculous and he swung around the city and fought against super villains in his homemade pajamas. 'Demons' he thought 'I can believe a man in a rhino suit, a doctor with mechanical tentacles, even a man made of sand, but demons? Well I guess I'll have to go to church more often.'

He looked at his clock and noticed that it almost time for school. His class was going on a trip to Limbo City's Virility factory for research. He had tried the Virility drinks a couple times and they tasted all right but they always seemed to upset his stomach, so he stopped drinking them. In the passed couple of weeks, he noticed that certain beverages seemed to upset his stomach and most if not all of them were Virility products. At the same time, he noticed that his strength seemed to be increasing lately. Just the other day he was able to break the Vulture's reinforced flight gear with his fist, something he couldn't even do with his symbiote-enhanced strength. He also noticed that his spider-sense seemed to be working a lot better. During his latest fight with Rhino and Shocker, when his spider-sense started blaring he shot webs to the right of him and caught Shocker. He didn't even know Shocker was right there, he just shot webs in that direction because his spider-sense seemed to say so. He got dressed, grabbed his bag, and ran down stares, "Bye Aunt May, I got to go," he said and kissed his aunt on the cheek. "Be careful Peter," she replied, she had heard rumors about terrorist in Limbo City, but Peter told her not to worry, that it was probably just some gangs causing trouble, not that it made her any less worried.

-On the Plane-

Peter was sitting on the plane with his best friend Harry Osborn. Harry had been stuck in rehab for the past couple of months due to the whole 'Green Goblin' incident, but last week he'd been cleared and came back to school just today. He and Harry were talking about all the excitement that had happened while he was gone, when Harry had caught him off guard with his next question, "So what's up with you and Gwen?" Peter instantly became tongue-tied and flushed red. "W-wh-wha-what do you mean?" Peter said as he finally managed to form his words correctly. "I noticed that you and Gwen can barley speak to each other today and from what I heard from Liz, Flash and that Mary Jane girl you guys have barley even looked at each other in the past month. So what's the deal?" While Peter struggled to from a response, a couple of seats behind them Gwen Stacey and Mary Jane Watson were having a similar conversation. "So are you going to tell me what happened, or do I have to ask Peter?" Mary Jane inquired her friend. Gwen blushing fiercely panicked at this, "N-NO! DON'T ASK HIM!" Mary Jane covered her ears, as she was not expecting Gwen to yell. "Ok. Ok. I won't ask him," Gwen sighed in relief, "if you tell me what happened." Gwen knew there was no way out of this, so she decided to talk, "I kissed him." Mary Jane, who suspected that was the case, was proud of her friend though she felt a slight discomfort. "So when are you two gonna start dating?" Gwen blushed even deeper. "Dating? When he has barely talked to me since Thanksgiving? Are you joking?" Mary Jane rolled her eyes, "Did he push you away?" she asked. "No," Gwen replied, "Did he wipe off his lips?" "No," "Did he give you any reason to think he didn't enjoy it?" "No, but" "Then unless some other girl has made a move on him, you've got nothing to worry about." Mary Jane concluded. Gwen thought about what she said and she knew that she was right. 'If things stayed the way they were now, another girl could get him to go out with her.' An image of Liz Allen and Peter together formed at that thought, making Gwen glare at said girl in the seat before her. There was one common thought going through the minds of Harry and Mary Jane, "This might be fun."

-Limbo City-

As the plane reached the city, the students all admired a large building in the center of the city. While it was nowhere near as tall as the buildings in Manhattan, it was beautifully designed and it appeared to have wings. That was Limbo City Bank and it apparently owned 81% of the city's property. The Virility factory that they were headed to was also owned by the bank. After getting off the plane, the chaperones did a quick head count. As Peter looked around the airport, he noticed a news broadcast:

"My personal view on all the terrorist, is that they are disgusting, degrading, ghastly, sleazy, and generally nauseating. The worst of them is Dante; he has a history of physical violence, and is a known sexual deviant. The whole world would benefit from his nonexistence. Well that's all the time we have for today folks, and remember, this is Bob Barbas of the Rapture News Network, just doing God's work."

As the group left the airport, Peter thought about the news report, 'Jeez and I thought JJ gave me grief, though it sounds like this Dante guy has really caused some trouble instead just being mistrusted by the public. Man, wouldn't it be hilarious if this guy was actually trying to help the city?' as the got on the city bus Peter noticed a wanted sign of a guy in his mid teens. His face bruised with a trail of blood flowing from his nose. He held the sign lopsided, as if he didn't care about his mug shot. The caption at the bottom of the poster said Dante: last seen escaping Young Offenders' Rehabilitation Center, reward $50,000,000,000. Judging by the date on the poster this he escaped three years ago. 'Fifty billion dollars?! With that kind of money I'll be set for life!' Peter thought as he read the poster. "Hey Pete!" Harry called out to him, "You getting on the bus or do you want to wait for the next one?" Peter turned red with embarrassment as he got on the bus.

-At the Virility Factory-

As the students took the tour of the factory, Peter and Gwen both admired the high tech, while most of the group enjoyed the free samples of their latest product. As they continued on the tour, Peter bumped into a tall man with a jacket. "Sorry." he apologized. The man said nothing as he looked at him for a split second and Peter recognized him. He was taller, a little more built, and his face wasn't covered in bruises, but it was definitely him. It was Dante. Dante walked away from him without saying anything, and as he went, Peter saw a sword on his back constantly shifting between solid and transparent. Peter had a decided he should see what he was up to and (pretending to go to the bathroom) he followed him to a restricted area of the factory. Suddenly his spider-sense started again and he zip-lined to the ceiling just as Dante turned around a pair of guns pointing to wear Peter was just standing. "You can come out of hiding, it's not like there's anyone here but you and me." Peter was about to web him up, when the room suddenly started to shape-shift and Peter jumped to the floor, right in front of Dante. He was about to jump away when he felt the barrel of a gun pressed to his head. "Who are you kid, are you with Mundus?" he said harshly. "Mun what?!" Peter asked in confusion. Dante pressed the barrel harder to his head, "Don't play games with me kid, now answer me." "My name is Peter Parker and I don't know what a mundus is." Peter quickly said. The barrel left his head, "If you're not with Mundus, how did you get you get into Limbo, or did The Order send you?" "The Order, wait you mean that cult group on the internet?" "You really don't know what's going on here, do you?" "What are you talking about?" Suddenly Peter's spider-sense started blaring, and as he turned around what appeared to be zombie puppets crawled out of the ground. "Shit, kid can you fight?" Dante said his eyes on the puppets, "Huh?" Peter replied intelligently, "Can you fight?" Dante said again, "Yeah I fight pretty good." Dante smirked, "Good 'cause you're gonna have to fight for your life." he said as he drew his sword now constantly solid.

He ran at the puppet and began to hack and slash at them. One of the puppets attacked Peter but he dodged the blow and shot it with some impact webbing. As they fought the puppets, Peter saw Dante's sword turn into a scythe as he continued to slash at them. When all the puppets were gone, Dante sat down and explained the situation. "Alright kid, you better pay attention to this because I don't like repeating myself. Those things we fought just now are called Stygians. They're a type of demon that exist here in Limbo. As for where we are, this is Limbo, the demonic plane that sits on top of the human world. Every bad thing that happens in the human world is influenced by Limbo. It's invisible to humans, with the exception of psychics and magic users, and humans can't enter it unless they are highly skilled in magic. Oh and sorry about pointing my gun at you earlier, thought you might've been a demon or a magic user under Mundus's control."

Peter didn't believe him at first and Dante really couldn't blame him. Peter had always made it a point to ignore the supernatural and this definitely was the highest point of supernatural. "Demons? Magic? Yeah and I'm Tony Stark." "You fight high-tech criminals and genetically altered humans, as Spider-Man and you have a hard time believing in demons?" "Yeah but those guys—wait a minute, how did you know that I'm Spider-Man?!" Peter said alarmed. "You just told me," Dante said simply, "plus I saw you using webs on those demons, so I kinda guessed." Peter mentally kicked himself for letting his secret slip he had done so well until now and the only reason Eddie Brock found out was the symbiote. "Can I ask you a favor?" "What?" "Please don't tell anyone I'm Spider-Man?" Dante sighed before answering, "First of all, I don't care if you're Spider-Man, Spider-Kid, Spider-Girl, it doesn't matter to me. Second, I work for an organization of wanted fugitives so what would it matter if I told? Third, The Order will figure out who you are eventually so it wouldn't matter if I kept secret. Finally, the demons already know who you are, and if they label you as a threat, they will hunt you down to the ends of the earth and kill you. There are demons everywhere, in every level of society, in every part of the world."

Peter thought about that for a bit and while he wasn't sure he believed the whole demon thing, there was still the fact that those things were dangerous and if what Dante said was true then they could attack him at anytime. "You mention some guy named Mundus, who is he?" Dante sighed again, "Mundus is the owner of Limbo City Bank, alias Kyle Ryder. He is also the head of organized crime in Limbo City and he is the King of Demons and Ruler of Demon Plane." If Peter's eyes could get any wider, he would need mini blinds in order to close them. The King of Demons and Crime Boss of Limbo City was a banker? Before stop himself, Peter was rolling around on the floor, laughing his ass off. Peter managed to get up, almost breathless but still laughing, "I *laugh* always wondered *laugh* why bankers and *laugh* bill collectors were so *laugh* evil." Dante couldn't help but chuckle as he had the same reaction when he first heard this. "I know right? It just explains too much. Well back to the matter at hand we need to get out of here but first I need to do what came to." Dante said as he turned to leave. "Hey wait, I don't wanna just sit here." Peter said as he noticed Dante leaving. "You sure kid? Right now your being in Limbo could just be passed off as an accident, you get more involved and you're on Mundus's hit list." "If what you said is true then I'm in danger either way, besides I fight high-tech criminals and genetically altered humans for a living. Adding demons into the mix won't make much of a difference." Dante smiled at this, "Good answer, well we better get going."

-A little while later-

"So what exactly are we doing?" Peter asked after a little walking and a couple of fights with more demons. "We're here to shut down the Virility Factory." Dante said simply. "Why the Factory?" "Have you ever tasted a Virility drink?" "Yeah and while I liked the taste it always seemed to upset my stomach." "That's because Virility drinks are poisonous to humans, the secret ingredient is the vomit of a demon called Poison." Dante explained. "WHAT?!" Peter exclaimed. "That's not all; the drink is highly addictive to humans so it's pretty much turning the people into meth addicts. It's sound strategy when you think about it, get the humans hooked on drugs so they'll be too weak to fight back." Peter felt like he was going to vomit in a few seconds, but managed to get a hold of himself. "I should check the ingredients of drinks more often. So I guess we need to take care of this 'Poison' guy?" "Girl." "Huh?" "Poison's a she demon, a succubus if I'm correct, or at least she used to be." "Used to?" "I don't know all the details since I only just recently learned this, but I should start at the beginning."

A dark shadow loomed over Dante's face. "9 millennia ago, Mundus rose to power and became the king of demons, along side him was his most trusted general, The Dark Knight Sparda. Soon afterwards, the Angels and Demons waged against each other. Sparda was sent to the frontlines to lead the army, but something happened when he fought against the powerful angel general. For forty days and forty nights, they continued their fight until Sparda finally overpowered the general, but when went in for the kill, he couldn't do it. He instead turned against Mundus and joined angels. He led the charge of the angel army along side the angel general he'd fought, The Holy Knight Eva, and the two of them defeated Mundus and sealed him away. After the war, the demons that were left behind began to hunt down Sparda and Eva. For thousands of years they killed any demon that came their way and was stupid enough to think they would win. Then 1200 years ago, the Succubus: Poison came at them. A succubus is a variation of a vampire, a female demon that feeds on sex. If a human man has sex with a succubus, his life spans would greatly shorten, though in most cases the man dies instantly. Succubae are all very beautiful, but even by succubae standards Poison was practically Aphrodite. Poison and Sparda were promised to each other when they were only children, and the fact that the most powerful demon alive left her for an angel, drove her into insanity. She tried to kill Eva believing that Sparda would come back to her if she showed him that she was stronger than Eva, but Eva had developed a very special angel power meant for specific use on succubae. She used this power to not only weaken Poison but rob her of her beauty, and reduce her to something that no man, human, angel, or demon, would ever touch."

After hearing, that story Peter was not looking forward to meeting Poison. After a little more of exploring the factory(though at this point it more resembled a sewer), they found what came to a large open area and at the center of this area a large larva looking creature hanging from the ceiling, was hurling into a large lake of vomit. "Ugh, it smells of sick." Dante said. "Earlier I was thinking that this place smelled like a sewer. I take it back, sewers smell way better." Peter said, covering his nose. The two of them walked up to the larva, and Dante called out to it, "So you must be the secret ingredient?" The larva looked up and Peter saw that Dante was right. This thing was beyond ugly. If he were Spider-Man right now, his comedic side would have a few things to say about this, but since he didn't even take the time to at least put his mask on the smell combined with that disgusting face had just killed any joke he could have thought of. "Who…are…you?" it said in a strained voice. "I'm your prom date, you ugly sack of shit." Dante said to it without fear. Suddenly the area where she was hanging shifted and she grabbed the platform they were standing on to holds, "WHO THE FUCK ARE YOOOUUUUU!" she screamed as she hurled at them. Dante looked at Peter who had pulled out his mask and had just put it on, "You wanna introduce yourself first?" Dante asked him, "Why thank you good sir." Peter said with a mock bow. He turned to Poison, "While I didn't have time to change into the rest of my costume, you might know me as your 'Friendly Neighborhood' Spider-Man." Poison looked at him, "Spider-Man, you mean Peter Parker, that so called human arachnid?" Peter was slightly unnerved that she knew who he was but decided not to show it. "Oh why I thank you for being one the first to recognize that I'm an arachnid and not an insect." Dante rolled his eyes at this since he never really cared about the difference between insects and arachnids. He figured that he shouldn't say that to an insect demon and an arachnid powered human, so he decided to do his introduction, "My name by the way is Dante." Instantly, Poison's eyes were on him. "Dante? The Son of Sparda and Eva? THE WHORE!" She screamed as she hurled again. Peter raised an eyebrow at this. "Your father left me for that, whore of an angel! Your mother cursed me, turned me into this! I may not be able to touch either of them but I can still kill you!" she screamed in excitement. "Oh and how are you supposed to kill me after we kill you?" Dante inquired mockingly. "You want to kill me? You can't kill me. I'm 12,000 years old!" she said boastfully. "Wow you're much younger than you look." Peter quipped. "I know she doesn't look a day over twelve million." Dante added. "Fuck you!" Poison spat at them. Dante and Peter looked at each other then, back at Poison, "Fuck you!" they both replied. "FUCK YOOOUUUUU!" Poison screamed and hurled again.

Dante grabbed his sword and ran at Poison while Peter swung around the platform shooting Poison with his impact webbing. "Hahaha! You're going to die, then I'm going to eat your tiny body." Dante changed his sword into an axe and said, "Nice nails, let cut them for you!" and he smash the axe into her hand. She tried to make a swipe him with one of her other hands only to find them webbed to the platform. "Don't forget about me!" Peter said. Poison seeing no other way out puked on the entire platform, burning off the webs. Dante and Peter seeing what she was about to do swung to the other platforms. Poison's attention was solely on Dante so she went towards his platform. While she made swipes at Dante, Peter notice that the only reason she was able to reach them at all was because she was hanging from the ceiling. "Dante, look!" he shouted as he pointed towards the grappling hooks holding her. Dante looked and understood what Peter meant. Dante demon dodged Poison's next strike and smashed Arbiter into Poison's head with, disorienting her. He then ran to her, winding up his fist and delivered an uppercut as he rose into the air. "Donkey Punch!" he said before dealing a second punch to Poison, knocking her out. Dante used Demon Pull on one grappling hook, while Peter used Web Yank on the other. The grappling hooks came undone and Poison woke up and tried to kill Dante. Dante and Peter both swung to the first platform and went for a frontal assault. Peter used his Web Gloves to increase his punching strength, and Dante switched to Arbiter. The two of them together was too much for Poison, and as she became disoriented again, Dante and Peter pulled her from the tube, and she fell into her own vomit. "You're dumped." Dante said simply.

"Dante let's get out of here, the place is coming down!" Peter called out. They ran through the hall when suddenly Poison burst from under the floor in front of them. The floor completely crumbled they fell on some rocks floating in the vomit. Poison tried to get Dante again but he jumped towards another rock as Poison flowed down stream towards a mixer. Peter watch as Dante hopped from rock to rock, causing Poison to slip further towards the mixer. Finally, Poison was clutching onto a single rock and Dante took his axe and smash Poison's fingers, forcing Poison to let go and fall in to the mixer. The blade stopped for a few seconds as it her face, before it cut through her and resumed its function. "I think you're all mixed up." Dante said with a smirk. His victory was short-lived as the area began to shake. "Dante we've gotta get out of here!" Peter swung towards him. "There should be a way out. This way!" Dante said as he Angel Lifted towards a blue symbol, Peter following behind him. They hit the symbol at the same time, and they felt a rush. Peter never having experienced going through a portal began to feel nauseous. When the rushing finally stopped, it took him a few minutes to notice that there were people around him, and heard a voice speaking to him, "Hello Peter Parker, welcome to The Order."

And I'll leave it at that, so what do think? I had a hard time trying to put Spidey in some scenes and I ended up writing out a lot of scenes. A LOT! Anyway let me know what you think of this so far. Also I'm presenting a few challenges, you can find them on my profile, let me know if you're interested.