A Spider-man and Mass Effect crossover story... yep, I made one.

So the premise of this story will span the three Mass Effect Games and their DLC along with a number of original arcs scattered in between. The events of Mass Effect Andromeda will not be involved might get a mention here and there but the events of that game will not affect the events of this story.

Now to the part you bastards are all really interested in, the harem.

For the time being it is open for any additions, the max number, again for the time being, is twelve. Currently Miranda, Tali and Commander Shepard (Female) are the first additions.

Just about most women in the Mass Effect universe, and maybe even the Marvel one are fair game but do try to be reasonable. No weird abstract Reaper females, not even sure they have a 'gender' and would even think of having any sort of attraction to a organic being. Same with the Geth and EDI is sticking with Joker so she's out. Also no given some random VI self awareness, that's just cheap in my opinion and I feel like it'd just be a poor man's EDI to replace her.

Disclaimer: I don't own any Marvel or Mass Effect characters seen, mentioned or used.

They were dying.

No matter what the ancients claimed, there was no denying the fact that they were dying. For centuries they've moved from one remote planet to the next, struggling to stay one step ahead of the ever expanding civilizations of the lesser species of the current cycle, something that was getting harder and harder to do. And then their was the machines, and the Intelligence that drove them, their current 'puppets' the Collectors, were slowly becoming aware of the possibility of their continued existence and were already beginning to reach out through their agents, and others connected to the 'Reapers' to uncover any evidence of this.

At this rate, the darkness will soon be breached.

In the deepest of sea caves on the remote world of 2181 Desponia, a lone being floated within the thermal heated waters, it's six eyes gazing deeply into a small orb half the size of it's smallest set of eyes. This 'artifact' allowed the massive cuttlefish like entity used this artifact to gaze out into the Galaxy at large, to study and watch events unfold, at least the ones that were within range of any other artifact this one was connected to.

Currently creature watched through it's artifact as a Turian, already infected with the touch of the Reapers Indoctrination, wander through a Volus cargo freighter, searching for the artifact that it had connected to. The creature watched as the Turian passed by numerous mercenaries that apparently knew him by name, searching. The creature's eyes narrowed slightly as it sent a pulse through it's artifact and into the one it was connected to and destroyed it without a second thought. When the Turian discovers the fragments, he'll assume that one of the mercs he's hired to attack the Volus ship had destroyed it... hopefully.

'It matters little' the creature thought as several streams of bubbles were expelled from it, his species equivalent to a sigh.

This was the sixth time in half as many decades that one of their artifacts had been uncovered and almost made public. The ancients claim time and again that this matters little as no civilization alive can even begin to understand what it is they've uncovered and will thus go unnoticed to the wider Galaxy outside a few interested researchers or collectors.

'But 'they' will know' the creature thought as he remembered the Reapers influence on that Turian 'They will recognize it through him and set him about looking for us. Sooner or later, they will find us'

The creature has made this argument before, but again his voice was largely in the minority, if not the singularity. The ancients were certain that they've managed to convince the treacherous machines that they've long since died off millions of years ago during a previous cycle. The creature has thought of using it's thralls in ages past to try and help aid his species secrecy but doing so was risky. The Reapers and undoubtedly their agents will take notice and even if they didn't, the number of thralls they could gather were small given the limited number of artifacts they possessed and the remoteness of most of them within the Galaxy. No, what they needed was a singular agent, or multiple ones if it could be made possible, to draw away the Reaper's searches.

Give them something they can't ignore.

The creature has thought of picking someone from among the current denizens of this Galaxy's cycle to do this, but had so far found none to match it's criteria. They needed to be powerful, they needed to be intelligent, they needed to be able to withstand the affects of the Reapers Indoctrination and most of all they had to be determined. But sadly, only a very small handful of beings in the Galaxy currently only had one or two of those desirable traits. If they were banded together it might've been able to make something of them, but that'd take too much time, and the current cycle was fast approaching the Harvest. The Reaper that was left behind, the one that was controlling the Turian, was beginning to prepare to initiate the Reapers' return via the Citadel as they've done in previous cycles.

Another idea that's crossed the creature's mind was to have a number of their Thralls simply take a number of powerful bombs of some sort and destroy the Citadel and delay the Reapers typical entryway into the Galaxy by a few years, but that plan was quickly tossed aside. Too much risk of discovery and the Citadel, and many of the Mass Relays, were made to endure millions upon millions of years of abuse from the cold vacuum of space like supernovas, solar flares, colliding asteroids and comets and the occasional interstellar nuclear war.

The creature grunted as it activated the artifact and began to scan through the various others scattered throughout the Galaxy to see if it could find something, anything, that could be used to combat the coming Reapers. Thankfully many of the Thralls the creature and other members of his kind had dominated were scientists, whether this was by design or mere chance mattered little to the creature as he scanned them and the work they were on, to see if he could stumble across some sort of inspiration.

Hours ticked by as the creature mentally went from one end of the Galaxy to another, going through the minds of enthralled Humans, Asari, Turians, Salarians, Elcor, and even a few Krogan. Just as the creature was beginning to reach it's patience end, it finally came upon a lone Asari researcher on a remote world in the Omega Nebula called Eingana. The creature paused as it saw through the Asari's eyes what she was researching, utilizing Element Zero and modified Mass Effects fields to instead of achieve faster than light travel, achieve the breaching of dimensions.

'This holds... promise' the creature thought to itself as it watched as the Asari spent hours running through dozens of different possible equations that could be used to open a 'door' to another plane of existence.

Dimensional travel wasn't exactly unknown to the creature or his ilk, at the height of their Empire they had ways of peering into other dimensions, to a limited degree, and were just on the verge of finding a way to enter said worlds and expand their Empire when the Intelligence turned on them and begun the cycles of Organic Harvesting. This could be the solution to finding a worthy agent to aid it's species, or at the very least, get them away from the Reapers. But the real question was, how close was this Thrall to achieving a way to breach other dimensions?

The creature was no expert on this sort of science and it doubted there was any left alive that were.

'Still... this is better than nothing' the creature mused as it re-connected with the Asari and began to implant a series of mental orders for it to follow.

...

Over the course of seven months, the creature mentally aided and commanded the Asari thrall in acquiring more resources, mainly element zero, in which to build her modified eezo drive core which in all honestly looked like a cross between a very scaled down version of a Mass Relay and a tuning fork. On the Asari's own, it would've taken her months if not a year or more if it wasn't for the nearby Eclipse hub that the Asari purchased a number of 'workers' to aid in the construction of the device. Once it was done, the creature had the Thrall kill them to prevent any possible leaks.

It was unlikely that the workers would've said something that would than somehow reach the ears of the Reapers agents but it was better safe than sorry.

Once the device was done and fully powered up, the creature had the Asari try and first open a 'window' to see if they might be able to view an entirely new reality. Despite what the vids may have shown, the 'window' didn't shop an instant image of another universe, instead the Asari and the creature were met with a screen displaying an odd image of swirling nothingness, the supposed space between realities as it were. Their was images of what appeared to be shadows of some sort, likely other realities. In a way, the view reminded the creature of an inverted look of space.

Instead of a vast void of darkness with islands of light, it was a vast void of white with islands of darkness.

It was almost a pity that there was no one else there to bear witness to the first ever view of what laid beyond the boarders of the universe, this could very well have been the single greatest achievement in the history of the Galaxy, if not most of the known universe.

Perhaps once the creature had succeeded in it's goal and the Asari happened to live, it would allow this achievement to be revealed to the greater Galaxy... assuming they weren't all harvested first.

Eventually one of the shadows were reached and images began to become a bit clearer. The creature watched what appeared to be a city, a human city albeit very primitive compared to what it was like now. It seemed this realty's humans had yet to achieve interstellar travel... and it was under attack.

Through the eyes of the Asari, the creature watched some sort of battle unfold between a group of humans, many of them oddly dressed, against what appeared to be some sort of synthetic being that seemed to be in command of an army of similar looking thralls. The creature made a grunt of disproval at the sight but was pleased to see that the machines didn't seem to be winning, in fact they seemed to be outright losing to the organics which a number of were displaying abilities that were far beyond anything it's ever seen in such a simple carbon based entity.

One human stood out from the rest, the creature noticed, a man dressed in a red, white and blue outfit that didn't seem very armored compared to some of his allies. Armed with only a circular shield the human was literally tearing his way through the synthetics with as much ease as the creature could glide through water without a hint of fear in his eyes or posture. It also saw how the man commanded his people against the synthetics, how they held on to every word he said and followed his orders without question or hesitation despite the fact many could probably tear him in half without batting an eye.

This human, was proving to be a very good choice as someone to stand against the Reapers.

The battle continued to wage on and the creature's interest in the human continued to grow as it watched him push back a far more technological superior foe with literally his bear hands, a disk shaped shield that seemed to possess some sort of unique absorption properties and speed and agility that was beyond your typical human.

Now the Asari, and by proxy it, just had to find the right time to pull the man over to this plane of existence. Sure he could be pulled over now, but the creature has over the years found that it's easier to negotiate with lesser beings when they aren't still running high off adrenaline and have had a moment to calm down. But it also knew it couldn't risk waiting too long less this human ended up being killed in his battle against the machines.

'Though if he is, then I suppose he wasn't capable to begin with' the creature thought as it watched as the fight dragged on and slowly began to reach it's climax where it saw it's chosen agent going head to head with he leader of these synthetics.

The fight, it supposed, was epic in a way that only ever the lesser organic species seemed to love. The creature thought it was dragged on and could've been over in just under a minute, all the human had to do was charge ahead with his shield and used it to decapitate the damn machine. Yes there seemed to be other humans in danger of being killed with such a plan of attack but that mattered little, all that mattered was the machine was destroyed before it could inflict even more damage.

Hopefully this human would be more practical when he's brought over to deal with the Reapers.

Finally, the human had beaten the machine, sticking a grenade of some sort into it's mouth, why the machine had a mouth was beyond the creature's understanding, and caused it's head to explode in a shower of metal and circuitry. Seeing that the human appeared to be alone, the creature had the Asari begin the procedure of bringing him over to their reality.

The mechanics behind the machine while appearing simple, were incredibly complex as the Asari was in a sense creating a mass free corridor between their two realties in which to transport the human through. Once the corridor was established, a singularity on both ends was opened, doors in which to enter the corridor and bring or send the intended target through. A sense of amusement filtered through the creature's mind as it watched the man with the shield let out a startled yelp of shock as the singularity on his end opened with a bright light and began to slowly suck him in.

The creature let out a hum of approval at seeing the human struggle with all of his might as he was slowly being encompassed by the singularity and brought to it's home dimension when something unexpected happen...

Another figure, moving ttoo fast to get a clear line of sight of, had suddenly appeared and grabbed the man by his shoulders and pulled him away from the light and threw him to the side, preventing him from being drawn into the singularity. The Asari scientists and the creature by proxy, stared with shock as the singularity continued to inhale this new unknown individual before he was sucked in to it entirely. A single second passed before a blinding flash of light appeared on the pad where the other singularity laid and forced the Asari to cover her eyes as the miniature artificial black hole destabilized and an alarm went off.

The creature only had a split second to severe it's link to the Asari before a loud and powerful explosion rocked the lab and caused the connection between it and the artifact to momentarily sever. The creature floated there in shock as it tried to understand what exactly just happened before it rushed to re-establish a connection to see what in the name of it's predecessors had just happened.

What it found, was less than ideal.

The lab had been largely destroyed, equipment that could be used to breach other dimensions were strung about all over the place and damaged beyond the point of salvage, and the Asari thrall was that was behind it all was now dead.

And instead of the red and blue clad man with a equally colored circular shield standing on the pad where the singularity would have dropped him, stood an all black clad man stood with a large white spider symbol on both his chest and his back, large tear dropped shaped white lenses on a fully covered head and small white square patches on the backs of the man's hands. The creature blinked in surprise at this while the black clad man looked around with clear and obvious confusion. The man's mind felt different from any human it's enthrall before, it was human but not entirely, there seemed to be another element to it's mind that it couldn't quite identify.

...

"What in the ever loving heck just happened?" the man said to himself as he found himself standing in what he assumed was some sort of laboratory, but filled with the kind of advance technology that would leave the likes of Tony Stark and Reed Richards foaming at the mouth. Or at least Tony, Reed might just simply hum to himself and start poking at things and see how they work and trigger some sort of apocalypse or something

It wasn't what Peter was expecting to wake up in after he pulled Rogers out of the grasp of that miniaturized black hole that Ultron had activated when he was beaten that was for sure. Though why Ultron wanted to send Rogers here in the first place was anybody's guess, maybe it was planning to dissect him or something.

"Better than being dead I guess... uh, hello?" Peter called out as he looked around the dark room for any other person aside from himself "Is anyone there- wait, if Ultron wanted to bring Cap here, there could be more of his little minions running around or something. Why the heck do I want them to know I'm here?"

Granted they might know he's already there butt that was beside the point.

His calls, mercifully, were met with a dark, cold silence instead of a legion of murderous super terminators rushing through the door to kill him. Still, the gloomy atmosphere caused Peter to shiver as he tried to find any traces of somebody there with him before his eyes fell on a prone figure in a black and green body suit of some sort.

Peter quickly rushed over to see that it was a blue skinned woman with some kind of tentacle like appendages on her head. Her eyes laid open with blood leaking from both them, and her nose and mouth. He placed his finger on the woman's neck to check for a pulse but found none. With a sigh and a shake of his head, he gently reached up and closed the woman's eyes and stood back up.

"Well your aren't a murderous machine so I guess that's good. Question is, are you with Ultron or not" he muttered as he looked around.

He didn't recognize the woman, but he could safely say that she wasn't human, at least entirely. It could be possible she was a Mutant, an Inhuman or some sort of Alien but the Mutant population had been reduced to only a few hundred, and he sadly knew most of them on a first name basis and he's seen just about every kind of Alien imaginable. But that still didn't answer the question as to how she's connected to Ultron, if there is even a connection since Pym's little homicidal answer to Alexa hated anything that wasn't a machine it seemed.

'And the tech I'm looking at is way beyond anything Ultron's been seen with in the past. Like lightyears beyond' Peter thought as he approached what he assumed was some sort of console with flickering holographic images on it and a orb of some sort on a pedestal next to it.

He started to approach it before the black orb next to the console began to glow and flash with a series of lights from within. Peter stopped and stared at the orb with curiosity before he suddenly found himself... somewhere that wasn't the advance looking lab he was just standing in.

"Uhhh, ooookaaaay…" Peter said, his voice taking on an echoing affect as he looked around to see he was in some sort of odd gray landscape.

The surface he stood on felt like it had water over it and the air was cold, causing him to shiver as he looked around for anything aside from a vast expanse of gray. He was just starting to have a mild panic attack when he finally saw something that wasn't an expanse of gray and almost immediately wished he hadn't. Peter stared up at what had to possibly be the biggest, most intimidating cuttlefish or squid he's ever seen in his life.

The thing, whatever it was, easily stood a hundred feet tall or more, and stared down at him with six glowing blue-ish white eyes. It's body was covered in a bony rigid plates of some sort with small spaces in between to allow movement of it's massive frame.

"Uh, what's going on-" Peter began before he felt his spider-sense tingle a mere second before he was hit with the worst telepathic breach he's ever experienced in his life. The wall crawler fell to his knees, clutching his head in pain as a deep, echoing voice spoke to him, through him.

"You shall be the instrument to our salvation... and our revenge... whether you like it or not human"

...

Peter blinked as he found himself lying on his back, staring up at the ceiling.

With a groan as his head began to throb, Peter sat up and rubbed his head "Ugh, I hate telepathy"

And of course the telepathic pain he was feeling was caused by some sort of intelligent cephalopod looking thing.

"What the hell did I ever do in a past life to be cursed with octopuses and squids that like making my life difficult?" Peter said to no one in particular as he climbed back to his feet and looked around.

The orb that was glowing earlier had since fractured into dozens of small pieces and the room had grown noticeably colder...

"Great, the heater's stopped working" Peter sighed with sagging shoulders, suffering from a headache brought on by a telepathic squid looking thing, alone with a dead blue alien looking woman and cold, this was turning out to be one of the least desirable days he's had in... about a week.

"Next time the Avengers ask if I wanna go on a mission with them instead of going on a date, I'm gonna tell them to screw off!"

With another sigh, Peter looked around until he saw what he hoped was a door out of this lab and quickly approached it. When he was a few feet from it, the door automatically opened and Peter stepped out into a dark hallway that ended a few meters to his left and went on for a while to his right. He glanced back in the lab one more time before stepping out into the hall and made his way down the dark corridor, hoping he'll run into someone that was alive and hopefully wont kill him.

"And maybe they can tell me where the heck I am" Peter said quietly to himself as his suit allowed him to almost blend into the surrounding darkness.

After a few minutes of blindly navigating the place, and accidently walking into a closet of some kind, Peter finally arrived at what he believed may have been the exit to this alien structure. The door was well over twice the size of any other door he's seen and he swore he could hear what sounded like rain outside, or at the very least, running water. Peter took a step forward and was just about to see if the door would automatically open when he stopped dead in his tracks and his eyes widened.

"Whoa, wait a minute, why the hell am I about to just walk outside without even first seeing if I can breath?!" Peter said as he slapped his forehead with the palm of his hand.

If he really was on a alien world, there was no guarantee that the air outside was breathable. Hell, it could be either too hot or too cold outside for him to survive in. With a groan of annoyance, Peter slumped to his knees and rubbed his temples as he tried to think of a solution to his problem before he noticed something out of the corner of his eye. A small window with light shinning through it. Peter quickly leaped back to his feet and rushed towards the window and looked out to see what kind of environment he would be stepping into.

Any doubts on being on a alien planet were laid to rest when Peter saw the landscape outside was most defiantly not Earth.

"Looks like I'm not in Kansas anymore" Peter whispered to himself as he stared out at what could only be described as some sport of alien jungle with trees and plants far taller and more exotic looking than anything seen on Earth.

Still, as breath taking as the scenery outside looked, it still didn't answer his most pressing concerns...

Was the air breathable and would he be able to survive out there long?

...

And done.

Next chapter, And just when things couldn't get more problematic...