Iron Man in Equestria

by twilightsparkle3562

Rating: teen
Tags: Princess Celestia, Crossover, Twilight Sparkle, Princess Luna, My Little Pony: Friendship is Magic, Avengers, Other
Length: 13599

Tony Stark opens a new Stark Enterprises facility in Equestria and takes on a disgruntled pony who creates an army of robot ponies when he is denied a job there...

After the respective battles against the Storm King and the treacherous minister Instant Justice, life in Equestria returns to normal as Tony Stark opens a Stark Enterprises facility in Canterlot.

However, a disgruntled pony named Titanium who was rejected a job vows revenge against Stark by creating an army of cyborg ponies. Only Iron Man, his girlfriend Spider-Woman and his close friend War Machine can stop him.

Author's Note: Second Story in the Marvel/My Little Pony universe. Takes place after The Forming of S.M.I.L.E.

Published 2018-08-20 14:50:01 UTC
Last updated 2018-08-24 13:30:49 UTC

Chapter 1: "Dreams of Expansion"

Tony Stark was a man of power and a man of wealth. He had the ability to inherit an empire built by his father and transform it into a global empire. However, in recent years, he had to take on a far more prominent role as the leader and benefactor of Earth's last line of defense…the Avengers.

With the fall of Thanos and the human race still trying to get back to normal, Tony turned his attention back to the further expansion of his business empire at large. Little did he know of the Avengers being recruited to defend not just humans, but also the ponies of Equestria, who were also still recovering from their own situation thanks to the Storm King.

…

It all started about a few days after the organization known as S.M.I.L.E. was founded. In his office at the company that his father had created, Tony Stark was reading the newspaper article about S.M.I.L.E's grand opening.

…

"So, they've finally done it," he said to himself, putting the paper back down on his desk. "Equestria and S.H.I.E.L.D. have opened a facility around the same time I am seeking to open a facility in Canterlot."

"I take that the new S.H.I.E.L.D facility in Equestria has opened," said a strawberry blonde-haired woman dressed in a white shirt, blue vest, blue jeans and brown boots with her hair tied in a ponytail as she walked into Tony's office holding two cups of coffee. "Tony, do you think that maybe this means that the Avengers…"

"Are getting back in the saddle after our brief hiatus, Julia?" he finished, accepting the cup of coffee from her. "It's more than likely. I mean, do you think we had it bad against Thanos? Our Equine friends to the north had it more with that crazy monkey dude. Yes, I think that very soon, the Avengers will begin to make an impact on Equestria…in a very big way."

"In what big of a way?" Julia asked. "You saw what happened there not too long ago in the papers."

Hearing this Tony rose to his feet and walked over towards a map of Equestria, located in northern Canada.

"A big way," he answered, sighing as he looked at the map. "You know, we should be extremely lucky in the sense that when Thanos snapped his fingers, half the universe just blew away in dust with no pain, no suffering. Equestria's citizens were chained, enslaved against their will and their leaders were turned to stone by the Storm King.

"I guess you're right about that Tony," sighed Julia, shrugging her shoulders. "But, don't you think that after dealing with Thanos, do you think the rest of the Avengers would want to just go defend four legged animals that are nothing more than characters on a television show?"

"No one really believes that Equestria is real and not just a fictional land," remarked Tony, turning away from the map. "That's because in the 1980's, My Little Pony took place in fictional lands that many people would not believe would exist in the world, but Equestria is different. We connect with the characters and we make them seem like they are real because in our minds, they are real."

"Okay, okay, okay," Julia cried, waving her hands back and forth. "So, basically, what you are saying is that Equestria is real and not like Brigadoon where it disappears ever 100 years?"

"Think about it for a second, Julia. If Equestria was nothing more than a figment of the imagination, then why would there be a map of it here in this office or a newspaper article talking about a facility opening up there? Sure, there are plenty of fictional planets, fictional lands, etc. But, that's because they aren't real because nobody wants to think that they are real. Equestria is real, but not everyone refuses to believe it. Opening a Stark Enterprises facility will get Equestria in the eyes of every business that would want to expand to it."

Julia was still totally unconvinced by her boyfriend's dreams but said nothing.

"Don't you see, Julia? We have a chance to make an impact on Equestria thanks to the Avengers and our company! If Fury didn't believe in Equestria, then why wouldn't he have opened a S.H.I.E.L.D. affiliated facility there?"

Still, she was unconvinced.

"Look, why not come with me to tour the capital, Canterlot, for a potential landing spot? Maybe it's better to show you what Equestria has to offer rather than listening to me tell you about it."

Although reluctant about it, Julia eventually relented to Tony's invite. As they returned to the home they shared that night, Tony continued to process his dreams and goals for growing his business into Equestria.

…

Meanwhile, in a house in Canterlot, a male unicorn pony was hard at work on a mysterious project in a large workroom.

"Titanium," called a female voice. "Why don't you call it a night? You've been working on that robot all day."

The male unicorn pony stopped working and turned back over to the female pony.

"Sorry," he answered, removing his goggles. "But, there is no stopping when my creative juices are flowing."

"Ever since you heard that human had planned to move his business to Canterlot, you've been so wrapped in your work that you have lost touch with reality. I mean, take a break, Titanium. Spend time with your foals for at least one day. Loose Screw has his buckball tournament at school tomorrow."

"Uh, I'll make a deal with you, Webo," he stammered. "How about I just work on this during the morning and then attend Loose Screw's game?"

"Titanium," she said firmly. "I want you to take the entire day off from working on this project tomorrow. I'm beginning to even wonder if you love this damn project more than your family?"

Titanium became cross at hearing this.

"No, I still love my family, Webo," he cried in an irritated voice. "It's just that we have been struggling for so long since my business went belly up. This is the chance for me to make a comeback and bring the wealth back into the family. Do you want to see us continue being in the poorhouse or not?"

Realizing that there was no point in further arguing about it, Webo left her husband alone to finish his project.

"This Tony Stark human is going to make us financially stable once again, Webo," continued Titanium as he went back to work. "Our kids can have enough money to go to school anywhere in Equestria without any financial burden."

"Sometimes, I wonder if you still remember that money doesn't solve your problems," whispered Webo as she left him alone. "Or that you value money over your own family?"

Little did Webo know that Titanium was planting the seeds of obsession that would ultimately send him down a path to which he would never get himself out of…

Chapter 2: "Tony Stark Arrives in Equestria"

Ever since the news that Tony Stark had been wanting to build a Stark Enterprises building in Equestria, the United States Embassy in Canterlot had been buzzing with excitement. For the Ambassador, it was a golden opportunity for the United States to further make its mark on Equestria and get its citizens interested in going to the United States.

Soon, the excitement caught the attention of Princess Celestia and Princess Luna as they had breakfast one morning.

"Sister, have you noticed that ever since Tony Stark announced plans to look at building his empire in Canterlot," said Luna as she read the morning paper. "There has been a sense of excitement?"

"Well, I'm actually not surprised, Luna," replied Celestia, taking a bite of her homemade pancakes. "All the same, after all we have been though with the Storm King and all, we do need a sense of outside help. We're not as strong as we used to be and we do need to have a contingency plan in case Twilight and her friends are unable to come to Equestria's aide."

"And that is why you want to trust a bunch of strange creatures to help us protect our subjects?"

"They aren't strange creatures, Luna. Well, some of them are, but they really are very dependable. The Avengers are like the Elements of Harmony, only instead of magic, they use their inner strength and their own natural powers. But, the fact is that we need to trust him, Luna."

Luna had her doubts of the matter, but she knew that Celestia was the older sister and her decision was ultimately final.

"If you say so, sister," she sighed. "But, I do have my doubts on the matter. What if these Avengers were to turn their backs on us?"

"They won't," reassured Celestia. "I assure you, Luna, they won't."

But Luna had her doubts. For both sisters had their moments of others betraying them, particularly Discord when he betrayed them during Tirek's escape from Tartarus.

"Besides, Equestria and the United States have been on good terms for over 250 years. We have never had any problems with them and hopefully, we never will. Furthermore, the humans had their own problems with the creature known as Thanos, so we in a sense, can sympathize with them."

Nevertheless, the sisters finished their breakfast and went about getting ready for Tony's arrival. An hour later, Twilight Sparkle, the Princess of Friendship, arrived at the United States Embassy in Canterlot with her dragon assistant, Spike.

"Princess Twilight," said the Ambassador, an older man in his 50's with a Dr. Seuss-like appearance. "I appreciate you helping out in giving Mr. Stark and his people a tour of Canterlot."

"Our pleasure, Mr. Ambassador," said Twilight. "Starlight and my friends have the School of Friendship in check, so you've got all the time for me to help out with the tour."

Stepping into the embassy, Twilight and Spike were greeted by some ponies who were looking to apply for visas into the country.

"You know," remarked the ambassador. "I'm hoping that Tony's company can further spread interest in bringing more people into Equestria. As you can see, we are somewhat understaffed."

Twilight and Spike watched as the Ambassador showed them the small group of ponies that made up the embassy's staff.

"Understaffed and lacking of a human/pony collaboration," Twilight said, observingly. "Trust me, I'm hoping for the same outcome as well."

"Why is that, Twilight?" wondered Spike.

"Because Spike, I want to start allowing humans into the school of friendship," she answered firmly. "I want to prove to Chancellor Neighsay that all creatures, no matter what they are or where they come from, are welcome to my school."

"Like he'll be bent over to hear that humans are walking the hallways of your school. What humans do you think will be interested in going to learn about friendship?"

"I don't know," sighed Twilight. "But, let's just hope Tony can build his business here in Canterlot and then go from there."

Just then, the doors opened to reveal Celestia and Luna as they walked into the embassy.

"Your highnesses," said the ambassador, bowing to them.

"Mr. Ambassador," remarked Celestia, motioning for him to rise. "I thank you for assisting us in the tour of Canterlot for Tony and his people."

"It's my pleasure, Princesses," he said.

"Mr. Ambassador," called an embassy pony, trotting over. "Mr. Stark's plane is nearing Wonderbolt Headquarters."

"Very well," said Celestia. "I've already sent a chariot to pick them up from the headquarters."

…

Meanwhile, Tony's private plane neared Equestria's airspace as he, Julia and his company's head of security, James Rhodes, prepared for the tour.

"Hopefully this is the beginning of something big guys," Tony said as he watched Julia, dressed in a blue business suit, adjusting her hair and makeup.

"Yeah, who would have thought that Equestria would be among the places you are looking into expanding your empire, Ton?" remarked Jim. "I mean, you've got an empire globally like Starbucks is, but this is something very different."

"Being in business means that sometimes you have to take risks, guys," advised Tony. "Equestria and the United States have had a good relationship for several hundred years, but it hasn't been enough. We need to have more humans come into Equestria and make their mark on the country's history."

"Which does include the Avengers," added Julia as she placed her gold pearl necklace around her neck.

"That's right, Chuckles," said Jim as the private jet touched down on the runway of Wonderbolt headquarters.

Once they stopped, the doors to the plane opened and Tony stepped off the plane with Julia and Jim following behind as several pony journalists quickly surrounded them, beginning their line of questioning.

"Mr. Stark, will your tour be a success?"

"Will Stark Enterprises become a reality in Equestria?"

"How much of an impact will this make with Equestria's relationship with humans?"

Unfazed by the questioning, Tony waved his hands and silenced the reporters.

"I can assure you that this hopefully the beginning of something epic, fillies and gentlecolts," he said, much to Jim and Julia's confusion. "But most importantly, Stark Enterprises is looking to share it's learnings with the Equestrian population in a very big way. We look to build a bridge between pony and human that will hopeful last for generations to come."

With those words, Tony and his closest friends hastily walked past the reporters as they all climbed into a chariot for the short flight to Canterlot.

"At least they are much more subdued than the reporters back home," remarked Julia as they took to the sky. "Perhaps you may be right about one thing, Tony."

"What's that?"

"Perhaps our kind can learn a lot from the ponies of Equestria because we could sure use it."

Of course, only time would tell if that were to happen and little did everyone know of the growing obsession that was building inside of Titanium, an obsession that would ultimately lead to his eventual downfall…

Chapter 3: "Meeting at the US Embassy"

When Tony Stark and his friends arrived in Canterlot, they were immediately greeted by a crowd of ponies who simply looked up and saw three humans landing in their city. After a brief silence, several ponies began to stamp their feet on the ground in an effort to show respect for them, but to no avail.

"Heh, at least we have some kind of a welcome," chuckled Jim as they landed in front of the US Embassy and were helped out. "Say, Mr. Ambassador, did everyone remember that we were coming?"

"They…got the message somehow, Mr. Rhodes," replied the Ambassador, reaching out to shake the hands of his guests. "Welcome to Equestria."

"Thank you, sir," said Tony, shaking the Ambassador's hand before bowing to the princesses. "Your highnesses."

"Tony, what are you doing?"

"Curtsey or something, Julia," whispered Tony. "You are in front the princesses."

Trying to act respectable, Julia curtsied. However, Celestia waved her wing, motioning for them to rise.

"Tony Stark," she said. "On behalf of myself, Princess Celestia and my fellow princesses, I welcome you to Equestria."

"Thank you, Princess Celestia," he remarked. "These are my colleagues and friends, Julia Carpenter, Chief Operating Officer of Stark Enterprises and James Rhodes, Head of Security."

"And former colonel," added Jim. "Of the United States Air Force."

"Indeed," chuckled Celestia. "This is my younger sister, Princess Luna and my former student, Princess Twilight Sparkle."

"Delighted to meet you, Mr. Stark," said Twilight, trying to shake Tony's hand with her wing. "Sorry if we don't have hands."

"That's all right and call me Tony, Princess Twilight."

With the introductions behind them, they all made their way into the Embassy and towards the Embassy's conference room. As they entered, the rest of the Embassy's staff rose to their feet in respect of the princesses and their honored guest. Stepping into the conference room, everyone sat down and the Ambassador began the meeting.

"Now then," he said. "As we all have known, Mr. Stark, you are seeking to build a Stark Enterprises facility here in Canterlot, is that right?"

"Yes, Mr. Ambassador."

"And by doing so, your highnesses," he continued looking over to Princess Celestia. "We have opened up the possibility of more humans coming through the borders to learn about life in Equestria."

"That is correct," remarked Celestia. "The opening of a new Stark building is very exciting for us all here in Equestria. Of course, we all want to take this as easily as we possibly can."

"And according to this study that our embassy staff had overseen in light of your visit, Tony," continued the Ambassador, pushing a folder towards him and Julia. "About 88% of ponies would be willing to allow humans to live in Equestria if you were to open a new facility."

Tony studied the figures before passing them back to the Ambassador, a small smiled coming onto his face.

"And don't forget also about the open of S.M.I.L.E.," added Twilight. "Already ponies and humans are working together over there to protect Equestria from dangers such as the Storm King."

"Twilight is correct," remarked Celestia. "We have toured the facility and it is very much capable of providing the necessary support we need to better protect our kingdom. Already we have hired 30 ponies and 20 humans in the days since the facility was completed."

Jim let out a brief whistle in amazement of what had just been said.

"Have there been any threats made against your homeland at all, Princess Celestia?" asked Julia, looking over at the three princesses. "Since S.H.I.E.L.D's Equestrian affiliate was formed?"

"In likelihood, not since the Storm King was defeated. Everything has been…kind of quiet, to say the least. Why do you ask, Miss Carpenter?"

"Because as Chief Operating Officer of Stark Enterprises, it is my responsibility to make sure that everything runs to a company standard. Don't you have your guards and soldiers run to a high standard?"

Right away, Tony was beginning to sense that things were about to become awkward for them all. Straightening out his necktie, he immediately rose to his feet to take all of the attention off of his girlfriend and onto him.

"Um, I am sure that you have all your guards and soldiers perform to a high standard," he said, nervously rising to his feet and gesturing towards to Julia. "My COO here, takes her job seriously."

"And I am sure she does, Tony," replied the Ambassador. "Rest assured that everyone and everypony in this kingdom does perform to that standard."

However, despite the reassurance, Julia was still unconvinced by this claim. Tony noticed that there was a side to his girlfriend, a side that was more questioning and more than just building a facility dedicated to Stark Enterprises.

"Um, why don't we all start looking for sites around Canterlot?" suggested Twilight and just like that, the meeting was adjourned.

…

Soon, they were walking around Canterlot looking at possible sites for the new Stark building. As they walked, Tony further noticed how unconvinced Julia was about being here in Canterlot. To him, there was something in her mind that was alarming.

"Julia," he whispered as they walked. "Why aren't you convinced about this whole thing yet? Did you even want to come here?"

"Yes, I came because I am your Chief Operating Officer," Julia answered. "And the other thing is I think I know why Equestria was conquered so easily by the monkey man. Yes, I know that not a whole lot of people know what this place is, but I think its military is the problem."

"And what's wrong with their military?"

"Well, think about it for a second, Tony. If we are going to have a Stark building here in Canterlot, we need to get a commitment from the princesses that their military needs help."

Tony considered his girlfriend's opinion, but realized that now was not the time, nor the place for such a conversation. Eventually, they came to a site that was being demolished, damage severely by the Storm King's invasion.

"This is a building that had taken a lot of damage," said Twilight as they saw demolition ponies working on bringing the building down as safely as possible. "It's deemed uninhabitable, so it might be a good place for you to consider a Stark building."

Walking up to the building, Tony inspected the area and after a few moments, he came to a decision.

"Not a bad spot," he said, stepping away from the building. "But, I'd like to look at some other possible spots if necessary. If it's a Stark building, we need to have be at the highest standard."

So, they continued to look around for possible building sites.

…

Elsewhere, Titanium remained in his workshop as he finished writing up his job application to Stark Enterprises.

"Soon," he whispered to himself. "I will join Stark and all of Equestria will thank me for my contributions to its defense."

Looking back, Titanium saw the line of robotic soldier ponies that he had made, hoping that these robots would help him achieve his goal of making his family financially secure once more…

Chapter 4: "Selecting the Building Site"

With what Julia said in the back of his mind, Tony continued his tours for possible building sites of the new Stark Enterprises building. As they continued their tour, they came to a building that looked to already be damaged beyond repair. What they saw was a building that was once a towering structure and a sickening statue that was crumbling.

"Is that Hitler?" cried Jim, pointing to the statue. "Why…what…the Nazi's had a place here?"

"They did," sighed Celestia, remorsefully. "A long time ago, Germany was evil and they had the nerve to preach their demonic way of life here in Equestria."

Amazed, Tony and Julia stepped up to the building's steps. The age of the structure had produced holes that almost made Julia fall when she stepped her high heels into them.

"Whoa!" she cried, before being saved by Tony. "Thanks."

"Anytime," said Tony, helping Julia regain her balance. "Is there any particular reason why you would keep this building up, Princess Celestia?"

"Because if Germany were to return," answered Celestia firmly. "They would have had to abandon their evil ways. However, the damages were so great, I never invited them back until recently."

"We should go inside," suggested Julia as they entered the abandoned building. "Don't worry, I'll watch my step."

Activating her horn, Celestia produced a light for them all to see inside the abandoned structure. Inside were abandoned pieces of furniture and portraits of some of the most infamous members of the Nazi party including Hermann Goering and Joseph Gobbels that were torn and fading away. As they walked inside, the portrait of Goering fell off and landed hard on the floor below.

"As you can see," explained Celestia. "The embassy has long been abandoned for so many years, over 70 years to be exact."

"Steve would be amazed to have seen this," Tony whispered to himself. "Maybe when he eventually comes here, I'll bring him here since he fought in the war."

Soon, they came to an office and went inside. Celestia recognized this part of the embassy very well.

"I know this room," she said as they walked inside the office. "This was where I shut down the Embassy."

Walking to the desk, Julia went behind it and pulled open a drawer and found what appeared to be a gold pearl necklace, similar to the one she was wearing around her neck at that moment.

"What you got there, Chuckles?" asked Jim. "A necklace? Where did you find this?"

"In here."

Opening the drawer even further, they found more than just the necklace. They found bits and pieces of gold eyeglass frames, gold watches and even gold teeth.

"Why wasn't all of this returned to their rightful owners?" asked Jim to Celestia.

"Because we closed the embassy without any hesitation," answered Celestia firmly. "As soon as we closed it, we prevented anyone or anypony from entering."

"You really should put these in a museum," suggested Tony, joining his friends around the desk. "Or for that matter, find the rightful owners to these items."

The more they were inside this building, the more Tony began to realize that this building was the perfect location for his new Stark building. In his mind, Canterlot would do better without this piece of history that didn't deserve to be standing, even after so many years.

"This is it," Tony said firmly, placing his hands on the desk. "This is where we will build our new building."

"Are you sure, Tony?" wondered Julia. "This is where you want the new building to be?"

"Yes," he answered, looking intently at his girlfriend. "I refuse to allow such a vile structure to remain standing. Princess Celestia, if you like, I will help pay for the demolition of this building."

"What you are asking is steep," advised Luna to Tony. "This is a building that deserves…"

"To be torn down, Princess Luna," interrupted Tony, sharply. "You and your subjects have all suffered enough heartache as it is. You don't need any more of it."

"Then, what do we do, Tony?" asked Twilight. "Do we find any other treasures that are hidden?"

Nodding that they would look for any treasures, they all went from room and room, finding any treasures that had been left behind for 70 plus years. With each piece of treasure recovered, Tony grew more and more determined to make this place his own, free of the evil that this part of Canterlot once had.

A little while later, a sign was hammered down at the building's front that said:

"COMING SOON, STARK ENTERPRISES: EQUESTRIAN DIVISION"

Once the sign was placed in front of the building, they took what had been recovered and returned to the American Embassy.

"To leave that building up would be a disgrace to all who died at those monsters," said Tony, firmly as he addressed the Equestrian reporters later that day with Julia, Jim and the US Ambassador standing behind him. "The building of Equestria's branch of Stark Enterprises on the site of the former Nazi German embassy, will be a reminder that we can all move on from such tragedies like what happened in the Second World War and the Storm King's occupation of this city. As of this moment, I have ordered that the building be demolished, effective immediately."

No sooner did Tony say those words did the construction ponies begin to swing the wrecking ball at the embassy, easily breaking through the building's aging structure, causing it to fall to the ground below.

"If you listen," Tony said, hushing the crowd with only the sounds of a wrecking ball in the distance. "That is the sound of evil being knocked away and the sounds of progress being made. This is the beginning of a new day, my friends."

With those words, the crowd of ponies stamped down in approval of what Tony had just said.

…

Meanwhile, from S.M.I.L.E. headquarters, Nick Fury and Maria Hill were watching Tony's conference with Lyra and Bon-Bon also watching with them.

"They are finally tearing down that eyesore?" asked Lyra. "That old run-down building in Canterlot?"

"Yep," remarked Fury. "That's where Stark Enterprises will make its mark in Canterlot, Agent Heartstrings. Humans and Ponies are going to come together on that very spot, working together to bring jobs and a peace of mind to Equestria. Might as well take it in, ladies. This is the beginning of something big."

…

At the same time, in a high school in Queens, NY, Peter Parker was watching his mentor's new conference on a school television set.

"Are you seeing this Ned?" he whispered to his best friend. "Mr. Stark just made his mark on Equestria in a big way."

"I still can't believe that Equestria is even a legit country," Ned whispered back.

"Hey, shut up over there!" cried the teacher, an old man in his 90's. "We're trying to watch history in the making!"

Little did the young Peter Parker know that he was about to later become part of that history thanks to his role as a protégé of Tony Stark himself and most importantly, as a member of the Avengers…

Chapter 5: "Considering a Permanent Move"

With the visions of being inside the Nazi German Embassy still fresh in their minds, Tony Stark and his closest friends refocused their attention on building the new Stark building in Canterlot. Tony and Julia watched each day of the building's demolition and the more they watched, the more they began to realize more about their overall future. Equestria was a land of opportunity, a land where so much promise was possible. But, this chance of progress and evolution didn't come without sidetracks.

"Tony, I've been doing some thinking," remarked Julia as they watched the final rounds of demolition. "If this new building is successful as we are making it out to be, what do you think is going to happen to us?"

This made Tony take his mind off the demolition and focus his attention on Julia.

"What do you mean?" he asked, slightly taken aback. "Are you talking from a personal standpoint, professional standpoint or both?"

"Well, both. Because I know for a fact that you are going to want to focus our attention on Equestria and growing our business here. You know that means that we might have to relocate here for a little while. You know that Rachel is going to have to be pulled from her school and she would have to be among ponies."

"So would Pete," Tony sighed, shrugging his shoulders. "I know he'd be up for the challenge, but I don't know about his aunt."

"We've got a lot to think about on a personal standpoint, Tony. I want what is best for the business just as much as you do, but we need to think about our families as well."

"You've got a point there, Julia. I mean, I don't have any immediate family myself, but you do. Plus, you don't have to relocate here if you don't want to."

Julia considered the offer for a second and thought to herself that this was only an option and an option alone. But, this was her job and the main source of income for her and Rachel.

"Tony," she stammered after briefly pacing back and forth, her trail of thought being interrupted by the occasional slamming of walls being knocked down. "I…I think that…"

But, Tony placed his hands on Julia's shoulders and looked at her right in the face.

"I'm not forcing you to do this, Julia. I love you no matter what decision you end up making."

Giving a brief smile, Julia left the building site and returned to Twilight's castle, where she, Tony and Jim were staying for the time being. Upon returning, she merely dazed around the library, trying to think of how to process her dilemma. Going into the castle's library, she laid down on the sofa and looked up at the tall ceiling.

"What to do? What to do?" she thought to herself, but her thinking was interrupted when another female voice was heard.

"What to do indeed?"

Rising to her feet and letting out a sharp gasp, Julia turned around to see a light pink colored pony with a dark purple mane and tail smiling warmly at her.

"Who…who are you?" she gasped.

"Name's Starlight Glimmer," replied the pony as she stepped over towards her. "Twilight's former protégé and current guidance counselor at the School of Friendship. You must be one of the humans that Twilight and the other princesses are hosting."

"Yes," Julia stammered, approaching Starlight. "I'm Julia Carpenter, Stark Enterprises' Chief Operating Officer."

Right away, Starlight cut right to the chase on Julia's problem.

"You seem troubled," she remarked.

"How can you tell?"

"I'm not a school guidance counselor for nothing," Starlight chuckled as they went over to the sofa and sat down. "What seems to be the trouble?"

Briefly fidgeting with the gold pearl necklace around her neck, Julia took in a deep sigh and looked over at Starlight.

"I'm sure Princess Twilight told you about us building a Stark Facility in Canterlot," she explained.

"Well, we do need more human visitors and residents here in Equestria," remarked Starlight. "Are you against the idea or are you not?"

"I'm open to whatever suggestions Tony might have. But, my main concern is whether I should even live here for a brief period of time. We're more than likely going to oversee employee training and I'm going to have to play my part in that. But…tell me something, Starlight, do you have any parents?"

"I have a dad that lives in a village called Sire's Hollow, even though he tends to treat me more like a filly and less like a mare. My mother died when I was a filly."

"I'm sorry," Julia whispered, feeling sorry for Starlight. "It's just that I have a daughter, 13 years old, that I need to start thinking about. If I relocate here for a brief period of time, she's more than likely going to have to come with me and live among ponies."

"Twilight's more than willing to take all creatures into her school," offered Starlight. "She's actually trying to prove a point to Chancellor Neighsay that every creature is entitled to learning about friendship."

Although interested at the idea, Julia was still unsure of it.

"What kind of creatures attend the school of friendship?"

"Dragons, Changelings, Yaks, Griffons, Hippogriffs and Ponies, you name it. In fact, there is a group of students that I think would make good friends with your daughter. I think that the lessons that we teach will benefit your daughter when she ultimately returns to her way of life."

"Will she be treated like a friend and less like an enemy?"

"I promise you that she will," said Starlight, placing her hoof on Julia's hand. "We'll treat her as fairly as all the other students."

Feeling slightly reassured, Julia produced a small smile and knew right away that she and Starlight Glimmer were going to get along very nicely.

…

Later that day, Tony returned to the castle and sat down in the makeshift office that had been made for him.

"Well, the Nazi building has been demolished," he said as Julia walked into the office. "That's a good job done, isn't it?"

"Yeah, it is," replied Julia. "Hey Tony, I talked with a pony who is the Guidance Counselor of that School of Friendship that we have heard about and I think that Rachel would be welcomed there and so would Pete Parker. That is, if his Aunt allows him to do so, of course."

"It's going to take a great deal of convincing her, yes. But, in the end, it will be good for everyone. Stark will make an impact in Equestria and the Avengers will hopefully, can't guarantee it, make a comeback."

"Now that S.M.I.L.E. has been founded, humans are starting to make a small impact on Equestria."

"Yes, but don't count your chickens till they hatch, Julia," advised Tony, reaching down to pick up a resume that sat on his desk. "We still have interviews to do tomorrow and the Ambassador said that the pony who dropped off this resume was very persistent on being selected to work for us."

"What's his name?"

"He calls himself Titanium," answered Tony. "However, I want to meet him in person, or pony if you call it in Equestria, before I seriously consider hiring him."

Right away, both Tony and Julia realized that they were going to have to be on their guard for they knew that this was a situation that they knew all too well…

Chapter 6: "Rejected by Stark"

Titanium stood in front of the mirror of his home in Canterlot wearing his best red necktie, hoping that he would land the job that would take his family out of financial debt once and for all. Little did he know that deep inside of him, a monster was being created.

"Well," he said, gleefully walking past his family who were seated in the kitchen. "Today is the day we are setting a course for a bright and glorious future thanks to my ingenuity and interest in creating the perfect robots."

But not everyone was excited for him.

"What's the matter with you, Webo?" he asked, suddenly frowning. "Don't you have a little confidence inside of you for me achieving my goal?"

"Titanium, I want to have confidence in you," she confessed, trying to be supportive of her husband. "It's just that…don't you think that you are letting all of this go to your head?"

"No, all I want is to start bringing in the bread to this family."

"Dad, why don't we all pitch in?" suggested his son. "There are plenty of jobs in Canterlot that we can apply for. We'll all pitch in."

"Absolutely not," cried Titanium. "You and your sister have school and your mother has her own life to live by. Trust me, you'll thank me when all is said and done. Give me a kiss, Webo."

Reluctantly, Webo kissed her husband and humming to himself, Titanium walked out of the house feeling super confident that he was going to work for the great Tony Stark and that there would be nothing to stop him from achieving his goal.

"Ca-ching, Ca-ching!" he giggled to himself as he walked towards Canterlot Castle where the interviews were being held.

…

At Canterlot Castle, pony and human went through the process as Tony and Julia interviewed each candidate, on four or two legs.

"Well, we've got quite a list of acceptances," said Julia, looking over at a stack of papers that sat next to her. "Do you think that maybe we took on too much?"

"We need all the staff we need," replied Tony. "I want 200 employees willing to work for Stark and that's what we want to get."

Just then, Tony reached down and picked up the last application, which was from Titanium.

"Don't know about this one," he said, looking at the application. "I'm beginning to sense he seems overconfident."

"Let's see for ourselves," Julia remarked, rising to her feet and walking over to the door. "Titanium?"

Taking another look at the application, Tony sighed as Julia brought Titanium inside and motioned for him to sit down. Even before asking him anything, Tony was beginning to sense he wouldn't be a good fit.

"Okay, Titanium," Tony sighed, trying to act professional in front of him. "So, it says here that you are a former business owner in Canterlot, yes?"

"I am, Mr. Stark," he answered. "I used to own a business and then it went out of business. Sorry for using two words in the same sentence."

"That's all right," remarked Julia. "Tell us, Titanium, what would contribute to Stark if you are hired?"

"I would contribute so much to the organization, Miss Carpenter," he said, happily. "My knowledge of robotics is beyond anything imaginable. I can assure you that I will do everything in my power to make your company the best it is in Canterlot."

Taking in what Titanium had said, Tony asked the next question.

"Why should we hire you?"

"Well, didn't I say why? Because my knowledge of robotics is beyond belief. I want to reassure you, Mr. Stark, that I won't fail you if you hire me to join your company."

"Can you follow direction?" Julia asked.

"Yes."

"Can you be part of a team?"

"Yes."

"Can you take part in all projects?"

It was this question that got Titanium stumped. In his mind, he wanted to work alone but he couldn't.

"Um…"

"Well?" asked Tony. "Can you work on all projects or can't you work in all projects?"

"I'd…I'd be willing to learn, Mr. Stark," stammered Titanium.

"I'm sorry, Titanium," Tony answered hastily much to Titanium's dismay. "But, I am not looking for fast learners, I'm looking for veterans, workers who have the drive to be part of a team and I can just tell from the body language that you are only in this for the money."

This made Titanium's excited mood turn to despair and disbelief.

"What?!" he cried, rising to his feet, suddenly angry. "How dare you say that I am only in it for the money!"

"Titanium," Tony said calmly, unfazed by Titanium's sudden outburst. "I want you to take no offense to this decision, but I know a well deserved candidate as much as anyone and right now, I'm not seeing that out of you. I'm sorry, but we are not going to consider you for hiring at Stark Enterprises."

"Is that so?" Titanium growled, storming out of the room and turning back towards Tony and Julia. "Well, I can prove to you that I am valuable asset to Stark one way or another."

With that, he stormed out of the room and slammed the door, leaving a startled Tony and Julia alone.

"That was…interesting," Julia stammered.

"I know something is wrong when I see it, Julia," Tony replied firmly, quickly shaking off any shock that he had absorbed from the slamming of the door. "He just doesn't seem like the right fit, simple as that."

"You heard what he said, Tony," Julia advised. "He's going to prove one way or another that he can be a valuable asset to our company."

"But he isn't, Julia, end of story," Tony retorted, motioning her to look at the stack of applicants that had already been hired on the spot. "By the way, look at all of the people and ponies we have already hired. We have enough of a workforce who are ready to begin work as soon as the Stark building is built in Canterlot."

Rising from their seats, the two executives and lovers gathered their belongings and left the room, ending the interviews.

…

Meanwhile, Titanium returned to his home and rather than spending time with his family, was back in his workroom hard at work on creating more robots.

"I'll show him that he turned away the wrong pony," he snarled, fiercely working on a robot pony. "I'll show all of Equestria what I can do! To hell with Stark Enterprises and their inflexibility in hiring somepony who would be an attention hog! If they can't see it, I'll make them see it!"

Pulling himself back from his work, Titanium admired the army of ponies he created and pretty soon, he would make quite the impact on both Equestria and Stark Enterprises…but not in a good way.

Chapter 7: "Lust for Revenge"

He had been rejected, denied of the opportunity to work alongside the best of the best that the human race had to offer. Now, Titanium simply locked himself inside his workroom continuing to amass an army of mechanical proportions. Not even the sounds of knocking from any members of his family was enough to break his concentration.

"GO AWAY!" he would say. "I'M BUSY RIGHT NOW!"

The cycle continued for several long days and nights as all Titanium could do was vow revenge against Tony Stark and his company. Finally, on the day before Stark Enterprises' Equestrian division would open, Titanium was nearing the completion of his project when his wife snuck into his workroom while he wasn't looking.

"I told you that I am busy right now," he said tensely stopping work on the robot he was working on and turning around to face her. "Go away."

"You've been in here for five days and nights," she protested, disgusted at her husband's behavior. "You've made us all become worried sick about you all because you got denied a job."

"This wasn't just any job, Webo!" he snapped, angrily throwing down a screwdriver. "This was a chance to work with a human! As far as I am concerned, they are far more smarter than we are! Do you know what could HAVE BEEN?! Do you?!"

"I do, but there is no need to scream about it!" she cried, backing away in fear of Titanium's temper. "You can try again with somepony else!"

"Do you see anypony like Stark, Webo?!" thundered Titanium. "Somepony who specializes in robotics? No, you don't! By being rejected, I've let you and the kids down!"

Ashamed, Titanium turned around away from Webo to sulk in shame.

"You didn't let us down, honey," she said, exasperated. "In fact, I think you are being too hard on yourself.

"Oh, puh-lease," he scoffed, once again turning around to face her again. "You know that I am a pony who doesn't like failure of any sort. When I walked into Stark Enterprises, I thought I was going to get the job, the chance to be among the best in my craft. But, he assumed that I didn't want to be part of a team project. He is in the wrong, Webo, he is in the wrong and I am going to make him pay for it."

Without hesitation, Titanium pressed a button and the robot soldier pony turned its mechanical head towards him.

"Do you know who I am?" he asked the pony.

"You. Are. My. Master," answered the robot, activating a pair of blasters from its side. "Sworn. To. Serve. You. And. You. Alone."

Webo was shocked and disgusted by what she saw and knowing that there was no other way to get through to him, merely just stepped out of the workroom.

"What do you think, Weebo?" he asked, turning around to see that his wife wasn't there, much to his irritation. "Idiot mare. Turning back on the pony who provided for you for so many years. Well, I don't need you or the kids. I'll go at it alone, just like I have always been. Equestria will see that they made a mistake by forcing me out of business and Stark will see that he made a mistake! Yes, I'll show them all!"

And he continued to go around and activating his robotic pony army, determined to extract revenge against all who had wronged him.

…

Back at Twilight's castle, Tony, Julia and Jim were relaxing with Twilight, Starlight and Spike in the dining hall. They all had a big day the next day with the grand opening of Stark's Equestrian offices and they had to be prepared both mentally and physically.

"I know you aren't really very much herbivores," said Twilight. "In terms of eating hay."

"Trust me," chuckled Jim. "I've had worse, Twilight. In fact, Tony, remember we were in Vietnam and we had Tarantula? I almost puked."

"You did puke," remarked Julia eating a salad. "In fact, you couldn't stop puking until we got back to the United States."

"Whatever you say, Chuckles," Jim replied in a sarcastic tone.

However, Tony said nothing, instead just picking away at his pony made dish.

"Tony are you still thinking about that pony we turned away a few days ago?" Julia asked. "Get over it! He'll find a new job."

"I know I should get over it," Tony sighed. "But I can't. You know how it is, turning someone away from a job that they really wanted. We've done it many times and it never gets any easier."

Tony then turned his attention to Twilight.

"In fact, Princess Twilight, have you ever heard of Titanium?"

"Why do you ask me?" wondered the Princess of Friendship. "As far as I am concerned, I have heard of him. When I was growing up in Canterlot, Titanium was a pony who always believed he could go the extra mile. My dad, Night Light, would often visit him back when he had his business."

"I actually also remember him as well," remarked Spike. "He was always very hard working and driven."

"Exactly Spike. Perhaps a little too driven if you ask me. One thing he didn't like was failing at whatever he set himself out to do."

"Basically," guessed Jim. "He's a pony that doesn't tolerate failure. Kind of like you, Tony."

This caused Tony to blush slightly with embarrassment. Seeing this as a way to ruin the dinner, Twilight quickly thought of a way to change the subject.

"Uh, yes, well," she stammered, nervously looking over at her former pupil. "Starlight, you told Julia about accepting her daughter into the school of friendship, right?"

"I did. The door is always open to humans as well as any other creature in Equestria."

"How is the teaching system in your school, Twilight?" asked Julia. "Is it like any other school in Equestria where they strictly teach pony history or human history?"

"Mostly pony, but since we'll be open the doors to humans," Twilight answered. "We can always put in human history as well. Just uh, we need to learn about human history ourselves."

Twilight couldn't help but feel slightly embarrassed at this statement, however, the three humans found it amusing to an extent. At that moment, the door opened to reveal Rarity coming into the dining hall with a pair of garment bags in her magic aura.

"So sorry to interrupt Twilight," the fashion loving unicorn said. "I just have Mr. Stark and Miss Carpenter's suits for the opening tomorrow."

"Hope you took care of them," advised Tony, rising to his feet and taking his garment bag from Rarity. "This is a big deal."

"Well, rest assured darling that I always take care of my clients' clothes with the utmost care and respect," reassured Rarity who then pulled out a jewelry box and passed it over to Julia. "And, Miss Carpenter, I've also taken the liberty to polish up your necklace. I must say, it's a very beautiful one. Not very often I see any jewelry that is of pure gold."

"I do appreciate it," said Julia, accepting her necklace as well as the garment bag containing her suit.

So, they finished eating and turned in early for the night, hoping to get a good night's sleep ahead of the grand opening. Little did everyone know, however, of the chaos that would soon erupt thanks to Titanium…

Chapter 9: "A Grand Opening in Chaos"

"Tony, we've got a problem," Jim said, putting his phone back into his coat pocket.

"What is it, Rhody?" Tony wondered, rising to his feet with a deep look of concern on his face. "Who called?"

"It was Nick," he replied. "He said they detected a disturbance in Canterlot coming from one of the houses in the northwest neighborhood. Maybe we should check it out or something."

Knowing that the opening of his new Equestrian offices would more thank likely be ruined, Tony had no choice but to go and investigate the matter. Suddenly, before they could move, the train came to a stop at the Canterlot station. Already, admirers and reporters were already on the platform waiting for the guests to pop out of the train.

"Guess we're here," said Julia, coming out of the bathroom and noticing the look of worry on her male companions' faces. "Did I miss something?"

"Only that there is some kind of a disturbance heading towards the opening of our new building," sighed Tony. "Might want to change into Spider Woman right about now."

"Look Tony, for all we know its probably nothing," suggested Julia as she suddenly got herself an idea. "Tell you what, I'll stay here and try to keep the peace at the opening. You guys go and find out what's happening."

"You sure about that, Chuckles?" wondered Jim.

"Guys, it's my responsibility to keep the wolves at bay. Iron Man and War Machine are more than capable of dealing with whatever this threat is because they are better equipped."

"If you say so," said Tony, unsuringly and opening his white button-down shirt, he pressed a button on his chest that immediately consumed him with Iron Man's armor. Jim did the same thing, opening his shirt and pressing a button on his chest that consumed him with his War Machine armor.

With the two men in their respective armors, they opened a side door of the train car and took off into the sky.

"I'd better go with them for support," said Twilight. "Spike, you and Starlight stay here with Julia and keep the peace."

"Will do, Twilight," replied Spike as they watched Twilight take to the air. With very little choice, Julia, Spike and Starlight turned their attention towards the crowds already gathered on the platform, which already made Spike nervous and shaky. "I hope."

…

With their COO keeping the crowds at bay, Tony and Jim flew over the city of Canterlot trying to track down the source of the disturbance.

"HOMER," Tony said from inside his armor. "Sorry to have to call you from your new digs, but have you been tracking what's going on here?"

"Yes, Mr. Stark," answered HOMER. "The source of the disturbance is coming from a rather emotionally unstable pony leading an army of robots towards the opening of your new building."

Right away, Tony had a clear indication of what was happening.

"He couldn't be…dammit, he is!"

"Ton, what is it?" Jim asked.

"It's Titanium," Tony answered in disgust. "He's the pony I had to turn away because I sensed he wouldn't be a team player for the company."

"Jumping to conclusions, aren't we?"

"We'll discuss it later. There he is down there!"

Watching from above, the two armored men watch Titanium led an army of robotic ponies through the streets of Canterlot.

"That is one disturbed pony that you turned away, Tony," remarked Jim. "Can't we reason with him?"

"He's beyond reasoning right now it seems, Jim," Tony said as he prepared his armor's weaponry. "Ready?"

"If you say so."

Just as they were preparing to head down, Tony and Jim were suddenly stopped by Twilight.

"Hey! What gives, Princess Twilight?" cried Jim, suddenly unable to move in his armor. "This pony is trying to go commando on your subjects!"

"We can't take him on without a clear mind," ordered Twilight. "What we need to do is to keep him and his army contained."

"How do you suppose we do that?" cried Tony and Twilight activated her horn, firing a barrier spell from it that encircled Titanium and his robotic army.

Stopping suddenly, Titanium was shocked and appalled to see that he had been stopped in his tracks. Looking up, he saw Twilight flanked by Iron Man and War Machine descending through the barrier and landing in front of him.

"Look Titanium," Tony said, his robotic arms folded. "I don't know what you're doing, but it stops right here and right now."

"Stark," he growled, his horn glowing in silent rage. "You cost me my chance to work for you and now you must pay."

"How? By unleashing your toys on innocent ponies?"

To prove he wasn't playing around, Tony raised his arms and aimed several guns at Titanium.

"Titanium," ordered Twilight, her horn glowing. "I order you to stand down and surrender yourself now. You are under arrest for disturbing the peace."

"Empty threats from a princess meant to only spread friendship," Titanium sneered, aiming his horn right at Twilight. "You don't scare me."

And firing a blast from his horn, Titanium sent Twilight flying back against her own barrier, knocking her down hard. This made Tony and Jim seethe with fury from inside their respective armors.

"Okay, you want to play hardball?" cried Tony. "Let's play hardball!"

"Get them!" ordered Titanium to his robot army and aiming their weapons, fired several rounds at Tony and Jim, who managed to quickly dodge them.

Swooping down, Iron Man threw a punch at Titanium, pushing him back. Snarling, Titanium retorted, headbutting Iron Man in the chest. But, Iron Man wasn't going down easily and neither was War Machine, who fired several missiles at a few robots, destroying them in several explosions. However, they weren't backing down easily either, some taking to the air and firing lasers from their horns at War Machine.

"I've always said," Jim remarked to no one in particular. "That you can never replace anyone with robots!"

At that moment, pulling herself together, Twilight got up and aided Iron Man and War Machine in trying to stop the advancing army. Little did they know that Twilight's barrier was already breaking from her being thrown against it. Still, they all kept fighting on, destroying several of Titanium's robots.

"These guys don't know when to quit!" cried Tony as Titanium threw several punches at him, that he quickly rebounded from.

"They aren't programmed to quit," snapped Titanium, firing another blast of magic, this time at War Machine, sending him against the barrier, causing it to break even further accompanied by a loud cracking sound. "And it appears, Princess Twilight, that your little delay spell is wearing off."

Gasping, Twilight turned to see her protection spell start to give way and sure enough, no sooner did Titanium say that did the barrier fully collapsed. Before Twilight could reactivate another spell, she was quickly shot down by Titanium, knocking her unconscious.

"Excellent!" cried Titanium as he struggled with Iron Man. "To the Stark building, my warriors, and destroy anypony who gets in your way!"

Heeding their master's call, the robot ponies charged towards the opening ceremonies.

"Jim!" called Tony from inside Iron Man. "Go warn Julia and everyone else that the army is coming!"

"Got it, Tony!" Jim replied as he raced to stay ahead of the approaching army while Tony looked down to see the unconscious Twilight. Before he could react to Twilight being knocked out cold, Tony was pushed down to the ground by Titanium, landing not far from where Twilight laid.

"Impressive, isn't it?" laughed Titanium, walking towards the downed Iron Man with his glowing horn aimed right at him. "By the time everything is said and done, you are going to wish you never rejected me, Stark!"

Tony then realized he was running out of time. He needed to protect everyone at the grand opening as well as himself, but he wasn't sure how to do it. He needed to think of something and fast…

Chapter 10: "Wrath of Titanium"

With Tony, Jim and Twilight fighting Titanium, a crowd of reporters and onlookers were already waiting for the opening ceremonies to begin. However, at that very same moment, Lyra, Bon-Bon and Natasha had tracked the disturbance to Titanium's house and immediately looked up to see the bound and gagged Webo from up in the bedroom.

"Can you break down the door?" Natasha asked Lyra hastily and without hesitation, Lyra did just that, breaking down the door with a forceful door busting spell. Racing inside, the three females made their way up to the bedroom, which was found to also be locked. Using her strength, Bon-Bon kicked the bedroom door down with her rear legs allowing them to get inside.

"Hang on," cried Bon-Bon as they removed the bonds from Webo and her two children. "We'll get you out of this."

"Thank you," gasped Webo, the gag being removed from her mouth by Natasha. "I can't believe he would do this."

"Where did Titanium go?" asked Natasha.

"He…he's going to the opening of that new human building. I warned him…"

But before Webo could finish her sentence, her emotions got the better of her.

"Just as we thought," whispered Bon-Bon to her female companions. "He's gone mad."

"We're going to have to do something before anyone gets hurt," remarked Natasha, firmly. "Which way did he go?"

"Dad headed north," answered Titanium's son, pointing to the right. "With a whole army of robots."

Realizing the gravity of the situation, Natasha, Bon-Bon and Lyra jumped into action.

"Are you going to be okay?" asked Natasha.

"We'll be fine," said Titanium's daughter as she and her brother tried to comfort their mother. "Go stop him."

"Let's go!" called Natasha and they all left the scene. No sooner did they get outside that they saw the advancing robot army moving towards the north. War Machine was already on the move flying above the army, firing weapons at them.

"What do we do?" asked Lyra. "They'll be heading towards the opening in a matter of minutes!"

"Agent Drops, go and reinforce the opening," ordered Natasha. "Lyra, you and I will help Rhodes hold off the army."

"Okay, be careful!" cried Bon-Bon and they splitted up, each doing what they had agreed to do.

Racing towards the advancing army, Natasha immediately got to work, using her fighting skills against the robots while Lyra shot at them with her laser firing magic. With each robot pony that fell, another was quick to take its place despite a certain number of them being made.

"About time you showed up!" cried War Machine to Natasha. "I can't hold them off forever!"

No sooner did he say that did several robot ponies broke through and were making their way towards the grand opening.

"Jesus…" Natasha started to say before being overpowered by several robots. Lyra had better luck with her end, picking some up with her magic and throwing them down onto one another. Seizing an opportunity, Natasha got up and activated her radio to warn Bon-Bon. "Agent Drops, about 30 have broken through, I want you to start evacuating the area, understand?"

"Will do, Agent Romanoff!" Bon-Bon replied as she returned to try and fend off the advancing army.

…

Meanwhile, Julia was preparing to address the crowd on the situation when she suddenly heard loud noises from a short distance.

"Oh, crap," she whispered, looking out to reveal smoke coming from the source of the noises. "Starlight, we're going to have to evacuate the area. There's fighting nearby."

"Got it, Julia! Come on, Spike!"

Acting on her instincts, Julia raced up onto the stage and immediately got the attention of the crowd, whom immediately fell silent upon seeing her standing in front of them.

"May I have your attention?" she shouted into the microphone. "I want you all to please leave the area immediately! There is a threat coming towards here! Now go in a calm and civil manner!"

However, the crowd didn't fully get the message and began to try and leave the area as quickly as possible. Suddenly, Julia looked up to see a missile flying right towards them. Acting fast, she raced over to grab a chair and using her spider strength, threw it at the missile sending it flying up into the sky and exploding. Sensing the robots advancing towards them, she leapt into action, determined to try and keep the advancing robots from entering the area.

"You're not getting past me!" she cried as Bon-Bon raced into the area, joining Julia's side. "Except for you. You must be one of the new S.M.I.L.E. agents."

"And you must be the Chief Operating Officer of Stark Enterprises," remarked Bon-Bon. "Name's Agent Sweetie Drops aka Bon-Bon."

"Name's Julia Carpenter, aka Spider-Woman."

With the introductions aside, they spotted the robot ponies charging towards them and they began to act. Despite the fact she was wearing her blue business suit and matching high heels, Julia was determined to try and fight. Firing webbing from her hands, she managed to try and wrap two of the robots together, tying them up together. Another snuck up behind her, but Julia managed to kick it away using the spike on her heel.

Climbing against the buildings like a spider, Julia leapt onto one of the robots and saw a latch, opening it to reveal the robot pony's interior.

"Yo, robot head! I got a bone to pick with you!" Julia cried, unhesitanting in reaching into the robot and pulling out some of the gears, immediately deactivating it. With the robot deactivated, Julia went back into action while Bon-Bon also managed to gain the upper hand on her end. However, while the two females valiantly fought with all their strength, the robot ponies were becoming overwhelming and the ultimately retreated to under the stage.

"We need backup!" screamed Bon-Bon into the radio, trying to reach Lyra and Natasha as the robots began to climb onto the stage, trying to break open the wooden planks. "This Agent Sweetie Drops, we need help!"

Suddenly, just as they were about to be exposed, they heard a loud blasting noise followed by loud clattering. Climbing out from underneath the stage, Julia and Bon-Bon gasped loudly as they saw Princess Luna, her horn charged and firing at the robot ponies along with Starlight Glimmer and Spike, also firing magic and fire blasts, respectively.

"Are you all right?" Luna asked, looking back at them.

"Yes, thanks to you, Princess Luna!" cried Bon-Bon and with their royal reinforcements, began to once again take on the advancing fighting forces.

…

Meanwhile, Titanium and Iron Man continued their own fight, but Tony began to feel pained from the intense fighting.

"For a pony," he gasped, trying to get back onto his feet. "You sure are a pretty damn good fighter."

"Why, thank you," said Titanium, sarcastically, firing another blast of magic at Iron Man. "For that lovely compliment…from someone who denied me a job!"

However, before Titanium could fire another powerful blast of magic, a streak of gold magic was fired at him, sending him flying into a stack of cardboard boxes. Gasping, Tony looked up and saw Princess Celestia landing in front of him, taking her wing for Tony to grab.

"Are you all right, Tony?" she asked.

"Yes, thanks to you," Tony panted and looking up at them, Titanium knew that he was doomed as Celestia glared at him, her horn glowing with rage.

"It's over, Titanium," Celestia said, sternly. "Surrender yourself…now."

But, Titanium wasn't going down fighting just yet. He still had one more trick up his sleeve…

Chapter 11: "Titanium's Last Stand"

"It's over, Titanium," Celestia said, sternly. "Surrender yourself…now."

Titanium stood face to face with his superior, his ruler and only she stood in the way of his target, Iron Man.

"Princess Celestia," he gasped, his horn glowing with rage. "Step aside…now. This doesn't concern you."

But, Celestia was not going to budge in the slightest.

"It does concern me, Titanium. Why are you resorting to such tactics? Why can't you accept the fact that you…?"

"Because my family and I are suffering ever since my business failed," he interrupted, stopping Celestia from walking any further towards him. "Have you ever failed before, Princess? Tell me!"

"I have failed many times, but I learn from them," said Celestia, her voice calm despite the situation she found herself in. "And what's more…I don't take my anger out on others whether they be pony or not."

From inside his armor, Tony saw that Titanium was using his magic on a small knife in his side pocket and it was apparent that it was going to be meant for whoever stood in his way.

"I respect you, Titanium for all the advanced work you contribute to the benefit of Equestria," said Celestia. "But, I don't respect the fact that you are using revenge against Tony Stark. If you surrender now, I promise you that you will get the help you need."

"I know what you are planning," hissed Titanium, slowly pulling the knife out of his holster. "You want me to just learn the magic of friendship when all I ever wanted was to be successful. Not everypony came be redeemed, Princess and not everypony can just say that Friendship is Magic. In my business, I had friends, but they all left me when I lost everything."

As Titanium pleaded his case, Twilight slowly opened her eyes and weakly rose to her feet, seeing her mentor standing up to the demented unicorn pony inventor.

"Celestia…" Twilight gasped, suddenly seeing the knife slowly be pulled from his holster. "Look…"

"He's trying to pull something at her," Tony thought to himself.

"We'll help you," pleaded Celestia, trying to extend a hoof out to him. "Surrender yourself and your robots now and we'll help you get a second chance."

But Titanium wasn't buying it and took the knife out of his holster causing Tony to jump into action in an effort to protect Celestia. However, rather than strike a blow on Celestia, Titanium turned the weapon…on himself.

"NO!" Celestia screamed as Titanium placed the knife into his chest, his eyes rolling back and collapsing to the ground.

"You son of a bitch," Tony whispered, pushing Celestia away with his locked onto the dead body of Titanium. "You good for nothing son of a bitch. Taking the cowards way out."

"What…what happened?" Twilight asked groggily rising to her feet still feel pained from her injuries. "What did he do?"

"He killed himself in front of us," replied Celestia, solemnly looking down at the dead Titanium. "When I tried to help him."

"He was too far gone, Princess," sighed Tony, removing his Iron Man helmet. "In a way, I can sympathize with him because I know what it is like to lose something you work for. Well, might as well notify any family…if he's got any."

…

Meanwhile, with Titanium's suicide, his robots suddenly began to lose power and immediately began to shut down and fall over much to the surprise of Princess Luna, Julia, Starlight and the shield agents.

"What in…?" Julia cried surprised at all of the robots shutting down in front of them. "What's going on?"

"Rhody?" Jim heard Tony say into the radio of his War Machine armor. "Got some news for you: Titanium's dead."

"What? What did you say, Tony?"

"Titanium's killed himself, right in front of me and the Princesses. Regroup on my position. Tony out."

Heeding Tony's call, Jim flew back towards Tony's location with most of the group following suit while Starlight and Spike stayed behind with the sheltered guests and Lyra and Bon-Bon gone to notify Webo of Titanium's suicide. Upon regrouping with Tony, Jim and the others simply joined him, Celestia and Twilight in staying with the body.

"Lord on high, deliver us," Julia whispered as she did a sign of the cross upon seeing the dead body of Titanium.

"So that is the one they call Titanium," remarked Jim. "The pony behind those robots. And someone who couldn't take rejection very well."

"He still wouldn't have been a good team player, Jim," sighed Tony. "The drive and the passion were both there, but not the willingness to work with someone else. If you're going to work in any business, you have to be flexible and he wasn't."

At that moment, a group of guardsponies came forward and carefully lifted Titanium's body onto a stretcher before covering it up with a tarp.

"Body on its way, Nick," Jim said into his cell phone. "Have the medical examiner on standby. Thanks."

"You know," remarked Luna. "I'm even beginning to wonder if this only the beginning."

This caused Celestia to glance at her younger sister with a confused and a surprised glance on her face.

"What do you mean, Luna?"

"I mean that this might be just another one of the consequences of the Storm King's invasion," answered the Princess of the Night. "Ponies and other creatures becoming mad because they couldn't deal with the invasion's aftermath as much as some other ponies would. I feel that this might be the start of another war on Equestria, but without any weapons of any kind."

"Or maybe," guessed Tony, scratching the back of his head in confusion. "That the monkey dude's invasion on you guys might have been part of an even bigger threat that threatens both of our respective races. If this is of any indication…"

However, he was soon interrupted by Julia, placing her hand on his head.

"Whatever it is," she reassured him. "We'll get through it together."

…

A few days later, Stark Enterprises' Equestrian division had its grand opening, but there was no time for celebrating in any way. The events with Titanium was just another repercussion of the Storm King's invasion and there was much more work to be done.

Work on both a professional and on a personal level.

"Hey Tony," said Julia as she came into his office. "Ready to head down to the train station? Their train is just about ready to pull in."

Finishing whatever he was doing, Tony followed Julia out of the building and walked down to the train station where a train pulled into the station and out stepped three more humans.

"Hey mom," said a 15 year old girl wih strawberry blonde hair like Julia as she walked up to Julia and hugged her.

"Good to see you, Rachel," remarked Julia warmly as Tony looked at the other teenager standing next to a woman in her 30's.

"Mr. Stark," said Peter Parker.

"Hey Pete," replied Tony. "Welcome to Equestria. Got a lot to do, so shall we?"

Looking back towards his guardian, Peter followed Tony out of the station and just like that, everyone, both Pony and Human, knew that a new war was about to begin in Equestria.

Chapter 8: "Starting the Rampage"

When the sun rose on Canterlot the morning of Stark Enterprises' grand opening, members of the press and important dignitary ponies were already making camp around the building where the former Nazi German embassy once stood.

"So there it is," said a pony reporter as he and another reporter admired the strength and power of the building. "Stark Enterprises' Equestrian division, ready to be open to the public."

"Humans and ponies working together," replied the other reporter. "I never thought I'd live to see the day and the era will begin when that ribbon is cut."

The two reporters noticed a red ribbon tied right at the front door and for the next few hours, they would wait along with those who were already there. Little did anyone know that at S.M.I.L.E. headquarters, Nick Fury was alerted of a disturbance taking place within Canterlot.

"Looks like this is our first test, Romanoff," he said. "What's happening?"

"Apparently, it's coming from within a house near Canterlot Castle," answered Natasha, leading Fury into the command center where a pinpoint of the disturbance was displayed for all to see. "And it's not far from where Tony is opening his Equestria offices."

"We'd better notify the princesses and have them cancel the opening," suggested Fury. "Send a note to Celestia and Luna! Tell them the opening is cancelled due to a security threat."

"Tony's not going to like that," advised Natasha.

"This is for the best and besides," remarked Fury, looking intently at Romanoff. "if there is ever a time for S.M.I.L.E. to stretch its legs, it's now. Agents Heartstrings and Sweetie Drops!"

Heeding the call, the two mares and lifelong friends came dashing into the command center.

"What is it?"

"I need you to stop a disturbance within Canterlot."

"What kind of a disturbance?" asked Lyra.

"One of your own kind," replied Fury, quietly. "And apparently, he's got a few screws loose. Now go!"

Saluting him, Lyra and Bon-Bon immediately went to work. However, Fury wasn't done yet.

"Go keep an eye on them, Romanoff," he ordered as he watched Lyra and Bon-Bon leave. "Make sure they don't screw up."

"Yes, Fury."

Now, all Fury and the rest of the agents could do was wait for S.M.I.L.E. to pass the first test.

…

Meanwhile, at Twilight's castle, Tony stood in front of a mirror trying to rehearse his speech for the opening of his new building. Julia stood behind him watching and chuckling to herself.

"You know," he said sarcastically, turning around to face his professionally dressed COO and girlfriend. "I'm beginning to get the sense why Rhody calls you 'Chuckles.' You always seem to laugh at my embarrassing moments."

"There have been plenty of embarrassing moments for you, Tony," whispered Julia, wrapping her arms around him. "Just go with the flow. If it doesn't go well, the papers will just eat it up like always."

Tony couldn't help but chuckle lightly at his girlfriend's remark.

"I'm glad you stayed when Force Works broke up, Julia," he whispered back. "Could never live without you."

"And I can't live without you, Tony."

Before the two of them could kiss one another, they heard a knock at the door to their room and they turned to see Jim standing in the doorway in his Air Force uniform.

"Um, sorry to interrupt your little lovemaking session," he said with Twilight standing next to him wearing her princess crown. "But, I think our ride to Canterlot is waiting for us downstairs."

"Good morning, Twilight," said Tony, slightly chuckling embarrassingly. "Sorry for us almost making out in front of you."

"Don't worry," Twilight chuckled slyly, nudging Tony and Julia with one of her wings. "I've got a brother and a sister-in-law who do that all the time. Did you rehearse your speech?"

"Yeah, not the best, but I've been through worse."

…

Stepping downstairs, Twilight and her human guests were escorted to the train station where they boarded a VIP train to Canterlot. As they walked onto the platform, members of the human and pony presses asked them questions about the opening.

"Make way! Make way!" shouted several guardsponies, one of them grabbing a camera away from a human reporter. "You! Get out of the way!"

Once they were on the train, they proceeded to Canterlot as the reporters of both races tried to capture their every movement.

"Never a dull moment," chuckled Tony, before looking back to Twilight, who was sitting across from them. "Always like this?"

"When you're a princess of Equestria, you learn to live with it," remarked Twilight and at that moment, Jim suddenly got up and felt a vibrating movement in his coat pocket.

"What's up, Jim?"

"Got to take this call," he answered hastily rushing to the back of the train car and going into a rest room.

"Hope he doesn't take too long," remarked Julia, looking back towards the restroom. "I need to put on a little more make up before the opening."

"There is a bathroom towards the front, Julia," gestured Twilight as Julia got up and walked towards the front of the car. As the train neared a turn, Julia nearly fell over thanks to her blue high heels she was wearing. Yelping, Julia was saved by Twilight who used her magic to keep her from falling over. "Sorry about that."

Smiling briefly, Julia made her way into the bathroom at the same time Jim came out of the rear bathroom. Tony and Twilight noticed that Jim had a worried look on his face.

"Tony, we've got a problem," he said.

"What is it, Rhody?" Tony wondered, rising to his feet. "Who called?"

…

At that moment, Titanium had managed to power up his entire army of robot ponies, who were now stretching their legs, moving their legs up and down as Titanium stood on a wooden box.

"STOP THAT STOMPING!" he ordered and the robot army fell silent, giving Titanium their undivided attention. "Now, my beautiful robotic creations, your father here was denied a chance to make his family financially secure once more. So, this very day, we get our revenge against the creature responsible!"

Almost as if on the cue, the robots cheered in monotone cheering voice, only to be silence once more.

"Yes, my fine warriors," continued Titanium. "We get our revenge against the human, Tony Stark for this travesty! And anyone who gets in our way, be it pony or human, will also suffer our wrath! Now, let's go and extract our revenge!"

Loudly cheering in monotone robotic voices, the robot ponies followed Titanium as he led the robots out of his workroom, charging through the house and seeping through the front door heading towards the grand opening.

As they charged out, Titanium looked back towards his house and took a deep breath.

"I'm sorry, Webo," he sighed. "But, I need to get even with those who denied me."

And as he left, Webo watched helplessly from their bedroom window, bound and gagged along with their two children who could only hope and pray that someone or somepony could stop his impending reign of terror…

Epilogue: "The Banishment is Lifted"

In an area north of the Crystal Empire, a shrouded fog covered what appeared to be a kingdom with only the tip of a tall structure sticking out of it. Inside the fog, a pair of red glowing eyes provided the only light inside the kingdom.

"So, Equestria has been shaken to its core," a growling voice remarked from beneath the red glowing eyes. "And I feel the fog begin to lift. After 1,000 years, I have returned and very soon, all creatures will bow to me, EMPEROR GROGAR OF TAMBELEON!"

And the eyes moved forward to reveal the head of a goat, smiling evilly and overjoyed at the fact that his banishment of 1,000 years was finally lifted. Very soon, with carefully processed time and resources, he would soon begin his conquest on Equestria.

…

SPIDER MAN WILL RETURN