The Forming of S.M.I.L.E.

Chapters

Chapter 1: "The Forming of S.M.I.L.E."
Chapter 2: "Fury Arrives in Equestria"
Chapter 3: "Showing Off the Finished Product"
Chapter 4: "The Interview"

Chapter 1: "The Forming of S.M.I.L.E."

Equestria's four alicorn princesses, Celestia, Luna, Cadence and Twilight all sat in a conference room inside Canterlot castle trying to come to terms with recent upheavals on their kingdom of Equestria. Thanks to the actions of the Storm King and their treacherous minister of justice, Instant Justice, they were all left with a sense of unease and urgency of how they were going to respond to making Equestria a more safer place to be.

"I thank you all for coming together at this time of night," said Celestia, beginning the meeting. "As you know, our subjects have been demanding that we provide them with more protection than what we have been giving them. It's come to my attention that we must turn to outside sources for help."

"Hear, hear," remarked the rest of the princesses, tapping their hooves on the table in agreement.

"It is my belief that our forces, as loyal as they are to us, are not strong enough to stand up to a major threat such as the Storm King's forces. No matter whether or not we win a battle, the enemy in waiting is more stronger than ever. If the Storm King is of any indication…"

But, the lead princess was interrupted by the raising of a hoof from her youngest equal and protégé, Twilight Sparkle, the Princess of Friendship.

"Princess Celestia," she said. "I'm sorry to interrupt, but I think that we as a kingdom, need to understand just how trustworthy these outside forces really are. True we may have friendships with the Changelings, Yaks and now the Hippogriffs, but that's because they are within Equestria's borders."

"Twilight has a point, Aunt Celestia," added Cadence, the ruler of the Crystal Empire. "What we are proposing is seeking help from a different species. The question now is whether or not this particular species can be trusted."

It was at that moment that Twilight got herself an idea to share with her equals.

"Why not ask the humans for advice?" she suggested. "They have more knowledge than us and they can prove to be a valuable asset to us. They send us ambassadors from their various lands to run the Embassies in Canterlot."

However, while her pupil's suggestion was a good one, Celestia couldn't help but think of how some humans were in terms of their actions.

"Twilight," she sighed, tapping a quill on the table in thought. "As much as your idea of asking the humans for help is worthy, they are a race that has a history of doing such horrible things to each other and even to other creatures like us."

"Not all humans are horrible, though," Twilight countered, tapping her hoof on the table. "Although I have to agree with you that we need to be careful with which humans we trust. We've already been stabbed in the back once with Instant Justice. I mean, if we bring humans here to form a special base where they monitor activities around Equestria, we can be better prepared against the next threat against Equestria whether they be from Equestria or not from Equestria."

For a few moments, Celestia considered what Twilight had said. Then, she took the quill she had been playing with and began to write down on a piece of parchment several sentences.

"Very well, Twilight," replied Celestia. "I have never questioned you and your abilities yet, however I want us to work with humans that come from lands where they are not only trustworthy but safe. What I have written down is a series of countries that we should consider working with."

Taking the parchment, Celestia passed it down for the other princesses to look at. Each pair of alicorn eyes read a selection of countries to consider:

United States

United Kingdom

Australia

Germany

France

Italy

"Are these the countries to consider?" wondered Luna, passing the parchment back to Celestia.

"Yes, sister," answered Celestia.

"But, we may need more than one country to support us," said Cadence. "I propose that we have the humans form an organization that comprise of humans from various trustworthy lands."

"As in one organization?" asked Luna.

"Yes."

"And I think to show the humans that we are a very flexible race who can work with anycreature," suggested Twilight. "That we also include ponies to take part in the organization as well. It would be wrong of us to hog the whole show."

With those words, all of the princesses agreed to the proposal made by Twilight.

"Then it's settled," said Celestia. "We make it public tomorrow. Equestria and the human race will, in some way, work together to prevent something like the Storm King's invasion from ever happening again."

…

The next morning, the word came out all over Equestria that the human race and ponies would be coming together to better protect it. The news soon came to Ponyville and it got to the attention of two ponies that were lifelong friends.

"Hey, Lyra, take a look at this," said a cream colored earth pony with a candy colored mane and tail as she shared the newspaper with her friend, a green unicorn pony with a minty green mane and tail. "The princesses are making a proclamation that humans and ponies work together. Didn't you always say you wanted to work with humans?"

"In a way, yeah, Bon Bon," replied Lyra, looking at the newspaper. "I've always had a fascination with humans, yes. But, what makes you think I can work among humans?"

"Think about it for a second, Lyra. After what happened at the Friendship Festival in Canterlot, don't you think we need to find a way to better protect ourselves against outside threats? We clearly can't do it alone, so we need outside help and that's where your chance to work among the creatures you are fascinated with comes in. Hey, I've been trying to get back in the game myself after Celestia's shut down the super secret monster agency in Canterlot. What about we tackle this together?"

Feeling a sense of ease upon hearing this, Lyra hugged her best friend and together, they would join the calling for ponies and humans to come together for the benefit of Equestria.

…

Elsewhere, in Washington, DC, the capital of the United States, a knock was heard on the door of Nick Fury, the head of the agency known as S.H.I.E.L.D. Opening the door, the dark skinned human male saw a light skinned human female with short blonde hair holding an envelope.

"What is it, Hill?" he asked.

"Its from the Equestrian Ambassador to the United States," she answered. "Apparently, the Princesses are making a request."

"A request? What kind of a request?"

"That we help them to create an organization to monitor events in Equestria."

"Did they say whether it would be S.H.I.E.L.D. affiliated or not?"

"I'm not sure, but it's something for us to consider."

And Fury did indeed consider the matter. After a brief period of thought, he finally gave his answer.

"Tell the ambassador," he said. "That if the princesses want us to sit down with them, then we will do so."

So, the plans were set in motion for the creation of S.M.I.L.E.

Chapter 2: "Fury Arrives in Equestria"

Departing from Andrews Air Force Base outside of Washington, DC., the private plane carrying Nick Fury and Maria Hill turned northwest heading towards Equestria. For three hours, they flew at a steady altitude and soon, they reached Equestrian airspace.

"Kind of an interesting place when you think about it," said Maria, looking down on the landscape. "A land inhabitated by ponies. Who would want to harm an innocent place like this, Nick?"

"Innocent, yes. But they are just like the rest of us, Hill. They aren't immune to any kind of attacks of any sort. What that monkey dude did to them was inhumane. Trust me, just because I ain't no pony, doesn't mean I can't help but sympathize with them."

"Excuse me, sir," said the plane's pilot. "We're nearing Wonderbolt headquarters. That's where we will be landing."

"Go ahead," ordered Fury and a few moments later, they touched down on the runway of Wonderbolt headquarters. From a short distance, the Wonderbolt Captain, Spitfire and a human male dressed in a brown business suit watched as the plane was brought to its parking spot.

A few moments later, the door opened and Fury stepped down with Hill following behind.

"Mr. Fury," said the human male, reaching out to shake Fury's hand. "Welcome to Equestria."

"Thank you, Mr. Ambassador," replied Fury as the ambassador then shook Maria's hand. "It certainly is a lot different that it is back home."

"Equestria is a rather good country, Mr. Fury. But, I think you'll earn a good understanding once you meet the princesses. At ease, Captain."

Upon leaving the plane, they were then placed in a chariot and soon were on their way towards Canterlot. The short ride soon came to an end as they landed at the castle courtyard where all four alicorn princesses were waiting for them.

"Your highnesses," said the Ambassador. "I bring you Nick Fury and Maria Hill, the two heads of the organization S.H.I.E.L.D."

"Welcome to Equestria," said Princess Celestia in a very welcoming voice, although Maria was somewhat intimidated by the alicorn's presences as she and Fury bowed to them. "You don't have to do that."

"Excuse me?" remarked Nick, suddenly rising to his feet. "But, aren't you royalty?"

"Yes, but the formality gets us down at times," chuckled Luna. "Come inside and let us discuss what we want to do."

"Nick," whispered Hill as they followed the alicorn princesses. "Is this how they treat all of their guests?"

"They are royalty after all," Fury whispered back. "However, I think they try to be laid back at times. Already, I can tell that these ponies have sort of let their laid back attitude get the best of them."

…

Still, Fury kept his opinions in check as they made their way into the castle. Once they reached the conference room, they sat down with the four princesses as well as the US Ambassador.

"So, you wish to make a request of us," began Fury. "To build a S.H.I.E.L.D. facility in Equestria."

"More of a proposal," replied Celestia, pushing a scroll in front of Fury and Hill. "As you know, our kingdom had been attacked several times in recent months and we feel that our forces and our forces alone aren't enough."

"Hmm, it seems rather clear that you long for support, Princess Celestia," remarked Hill, studying the proposal. "You wish for us to build a facility in Canterlot, I suppose?"

"We feel that it should be build outside of the city," said Twilight, looking over at Celestia. "More of between 10 to 20 miles away from both Canterlot and Ponyville, but convenient for those traveling to and from the facility each day."

As they spoke, Hill wrote down what was to be requested of the plan.

"The rest of the Ambassadors and I feel that the opening of a facility should prove more than just providing jobs," added the US Ambassador. "All we want to give every single nation on this planet a sense of safety and security against threats like the Storm King. I saw the horrors of what happened while I was holed up with my staff in the United States Embassy for 3 days. Not to mention the horrors of the Changeling attack during your wedding, Princess Cadence and when Lord Tirek rampaged, stealing magic out of ponies like a vampire sucking on blood."

"And we more agree with you on that, Mr. Ambassador," remarked Fury, looking over at him. "However, there is one condition that we wish to impose if we are to build a facility here in Equestria."

Everyone turned to look at Fury upon hearing this.

"Who here is familiar with a group known as the Avengers?"

Like little children in school, no one raised their hands, much to Fury's surprise.

"Perhaps you have been living under a rock for a long time," he chuckled, rising to his feet and placing his hands on the table. "The Avengers have often been described as Earth's last defense. But, for the past few months, since the fall of Thanos, they have been helping out our people in recovering from the attacks."

"And the leader in question is none other than Tony Stark, the Chairman and CEO of Stark Enterprises," added the US Ambassador.

Almost immediately, both Celestia and Luna looked at each other with amazement.

"Sister, that's the human who wants to build a facility of his in Canterlot," said Luna.

"We've actually run a background check on Mr. Stark at your request, Princess Celestia before he and his people come here for a tour of the planned site. And I am happy to report that he poses no threat to Equestria as well as his two closest associates, Julia Carpenter and James Rhodes."

"Good," said Celestia, directing her attention back to Fury and Hill. "Mr. Fury, I want you to find me the names of the other members of the Avengers so that we know who they are and whether or not they will dedicate their lives to Equestria. Is that understood?"

"It won't be a problem, Princesses," he replied.

"And furthermore," added Celestia, firmly addressing the gathered group. "The new facility will be operated by S.H.I.E.L.D. but will be given a different name to better reflect the way of life in Equestria. It shall be called S.M.I.L.E."

So, it was official, the plans for this new facility called S.M.I.L.E. were put into motion.

…

A few days later, the ground for S.M.I.L.E. headquarters was broken and construction immediately began. From a short distance away, Lyra and Bon Bon watched what was happening.

"So, that is where the humans will be?" asked Lyra.

"Yep, that's where the new facility will be, Lyra," answered Bon Bon. "Nothing would be better for us to make a contribution to the protection of Equestria than to join this organization. You working with humans and me, back in the game of spying for Equestria."

"But, only time will tell if we actually get in, Bon Bon," Lyra advised. "And there is probably a complicated process that we have to go through too. Either way, we go through it together."

"Yes, we will."

For next several days, the clock was ticking for the base to be built and soon, the day finally arrived…

Chapter 3: "Showing Off the Finished Product"

After several weeks of tried and true efforts, the S.M.I.L.E. headquarters was finally completed. On the day of the projects completion, Fury invited the princesses for a tour of the new facility.

"So, what do you think, your highnesses?" chuckled Fury as he showed them around the facility. "Pretty swanky, isn't it? I can assure you that the ponies and humans who work here are more than qualified for the defense of your kingdom."

"But, will it be enough to provide protection?" asked Celestia. "That is the question all four of us want to have answered."

"I can assure you that we will do everything we can," reassured Fury. "However, this takes much more than a magic wand or a twitch of the nose. You ever seen Bewitched?"

This caused the four princesses to look confusingly among each other.

"I take that as a no. Then again, television isn't your thing. But, I am sure you will get an understanding with what I am trying to show you."

Fury led the princesses into a newly built command center with a large screen hanging from the center wall. At the screen's ground level were a series of computers all lined up in rows of five.

"This will be the heart of our operations," he said. "Our Command Center, where 50 of our top agents will monitor all activities throughout Equestria."

Pressing a button, Fury turned the screen on and showed the princesses a map of all the locations around Equestria.

"As you can see," he said. "Each city is shown to be at code green, which means that everything is normal and all threats are low. We've modeled the color code after the Terror Alert level our country imposed after 9/11."

"So, if it's green," remarked Luna. "Then, everything is all right, we have nothing to fear?"

"Correct," continued Fury, pressing another button and the color then moved up to blue. "And if we move the color to blue, that means guarded and a general risk for an attack of some sorts is out there."

Then, Fury pressed another button and the color code was moved up several more times.

"If the color code is yellow, that means that there will be a significant risk of an attack. If we then move up to orange, the risk is high but if the color code goes up to red…that's the time to panic as the risk is severe."

"Which is what we hope will never happen," shuddered Cadence, thinking about her husband and young daughter back in the Crystal Empire. "Do you think that it will work?"

"Everything in this facility is state of the art filled with dedicated agents to protecting our respective homelands. Now, there is someone that I would like you four to meet courtesy of Mr. Tony Stark himself."

Pressing another button, the map disappeared from the screen and in its place with a white colored human figure who merely just stood down at the group from the screen.

"Ladies, I'd like you to meet HOMER, our resident Artificial Intelligence. He will be the sort of resident expert."

"Um, nice to meet you," said Twilight, meekly walking up to the screen. "um, HOMER."

"It's an honor to meet you too, Princess Friendship," answered HOMER, much to Twilight's embarrassment. "And it's an honor to meet you as well, Princess Sun, Princess Moon and Princess Love."

"Okay, I don't know if that is meant to be a compliment of sorts," said Luna, confusingly to Fury. "But, those aren't our names."

"Yo, Homey!" cried Fury, quickly getting the AI's attention. "Princess Sun is named Princess Celestia, Princess Moon is named Princess Luna, Princess Love is named Cadence and Princess Friendship is named Princess Twilight Sparkle."

"Sorry, Mr. Fury," HOMER answered. "But, surely Mr. Stark told you that is how I somewhat function. However, at your request, I will try and remember the names of these four legged creatures."

"They are Princesses, HOMER, not just any four-legged creatures. In fact, why don't you think of them as like the good leaders out there?"

"I can sense that we are going to have a good relationship with them, Mr. Fury. Let me assure you, Princess Sun, that I am more than willing to be at your service to you and the others."

"Princess Celestia, HOMER!" reminded Fury loudly.

"As you say, Mr. Fury," the AI dully replied as he disappeared.

…

At that moment, a slender human female with short blonde hair and dressed in a red pantsuit stepped into the command center, walking over towards Fury and the four alicorns with the sounds of her high heels clacking on the hard floor.

"Ah, Agent Romanoff," chuckled Fury. "Perfect timing for you to show up. I'd like to introduce you to the fab four of this land. Ladies, this is Natasha Romanoff, one of our top agents who has been transferred here from S.H.I.E.L.D."

"Very nice to meet you," Romanoff chuckled as she handed Fury a pair of papers. "I'm sorry to interrupt you, but these are two of the applications that I think you should look at, sir."

"What about them, Nat?"

"Apparently, two ponies sent them in. One of them was an agent for a top secret monster agency a few years ago."

At that moment, Celestia began to remember just exactly what was being talked about this particular pony.

"Sister, what is it?" asked Luna, taking note of her sister's blank stare. "What's wrong?"

"Luna," Celestia whispered. "Do you remember that bugbear that escaped from Tartarus around the same time as Tirek?"

"Yes?"

"Well, I had to shut down the agency and demand deniability as a result. By doing so, I had put so many ponies out of work."

"Yes, well I think it would be best of these two ponies to be one of the first ones interviewed," remarked Fury, looking over the applications before handing them back to Romanoff. "Send a message telling them that they can come in first thing tomorrow morning."

"Yes, sir."

All Celestia could do was continue to think of the move she made to shut down the agency that cost Bon-Bon her job. When all was said and done, Celestia had to make amends with one of her best agents.

…

Later that day, Lyra and Bon-Bon received the news that they had been waiting for.

"Well, it looks like we're going to be interviewed," said Bon-Bon, looking at her message. "Hoping for the best, Lyra?"

"Yeah Bon-Bon," answered Lyra, who suddenly noticed the uncomfortable look in her friends' eyes. "You okay or something?"

"Um, yeah! Yeah," she stammered, suddenly taking her mind off of her dilemma. "I'm looking for this opportunity. It's just that…"

"What?"

"That this would be my first job since the agency was dissolved. I'm actually really hoping that I can get this job, Lyra. Spying is my passion just like your passion with humans and you know that my life's been up and down lately."

"We're going to get this job, Bon-Bon. Your pep talk a few weeks ago about my fascination with humans made me understand what I need to do. I've got faith in you just as you have faith in me."

Soon, the day would come for the two mares to be interviewed for positions within the newly minted organization…

Chapter 4: "The Interview"

Lyra and Bon-Bon sat nervously outside the conference room where the interviews were taking place at the newly minted S.M.I.L.E. headquarters. For 20 to 30 long minutes, they watched as both pony and human came out of the conference room, some happy that they had become members while some were sad that they had to be turned away. Finally, their time had come.

"Miss Heartstrings?" asked Agent Romanoff, looking over towards the two mares. "Miss Drops? You're both next."

"Odd how they are taking us both at the same time," whispered Lyra to Bon-Bon.

Stepping into the conference room, the two mares were greeted by the sight of not just Nick Fury and Agent Hill sitting a long table, but also all four of Equestria's princesses. Right away, Bon-Bon immediately couldn't help but feel a sense of pressure building inside of her. This was not just her princess, but in a sense, her former boss.

"Um, hello," stammered Bon-Bon, feeling slightly nervous before taking a deep breath to compose herself.

"Nice to see you again, Agent Drops," remarked Celestia, looking down at a stack of papers in front of her and having a brief momentary lapse before regaining her composure. "As you know, in light of the Storm King's attack on Canterlot, we have reached out to the S.H.I.E.L.D. organization to create an organization purposed to monitor outside threats against Equestria."

"S.H.I.E.L.D. has the purpose of going into places where most agencies wouldn't dare to go into," added Hill. "However, S.M.I.L.E.'s purpose is to not only follow what S.H.I.E.L.D. had laid out, but also to increase the relationship Equestria has with the human countries. To this end, are you both committed to the protection and well-being of Equestria?"

"Yes, we are," answered Lyra. "We are both very well committed to the protection. As one of the ponies imprisoned by the Storm King's forces, I would like nothing more than to prevent something like this from ever happening again."

As Lyra spoke, Fury was writing down what she was saying on a piece of paper.

"What are your strengths that you can use to contribute to the organization?" asked Hill again.

"My knowledge of human characteristics are a key strength that I can contribute to the organization," said Lyra. "Ever since I had made my first visits to Canterlot's Embassy Row, being among the human race has given me a sense of what I want to do with my life."

"I will say," remarked Luna. "Canterlot's Embassy Row, in recent years, has been talked about as among the best of what humans can contribute to the kingdom of Equestria. I am sure that you would be getting the most of your desire by being a member of S.M.I.L.E."

Lyra couldn't help but feel a sense of hope building inside of her upon hearing those words. To her, this was a sign that she had gained favor with the committee that was deciding her overall fate.

…

"As for you, Sweetie Drops," said Twilight, looking down at Bon-Bon's resume. "According to your resume, you previous served in an organization that was overseen by Princess Celestia herself, yes?"

"That is correct," she answered, her rear legs shaking nervously. "The organization I was a part of…"

But before she could finish her sentence, Bon-Bon looked over to Celestia nervously, remember how she was forced out of a job thanks to the bugbear fiasco.

"…was purposed to hunt down and capture dangerous creatures that posed a great threat to Equestria," she finished.

"But, these wouldn't just be dangerous creatures you'd be going after," advised Twilight. "These would be crazed power-hungry dictators like the Storm King or dangerous creatures like Lord Tirek or the bugbear. Worst case scenario, would you be willing to lay down your life for the benefit of Equestria?"

"I would be willing to lay down my life for the benefit of Equestria."

"Excellent," said Celestia, giving Bon-Bon her undivided attention out of everyone on the interview committee. "And Sweetie Drops, I know that in the past, we have had our differences while I was overseeing the secret monster agency. But, I want you to know that I personally apologize to you for abruptly shutting down the organization. Please understand that I did what I needed to do."

Bon-Bon produced a small smile upon hearing this, knowing that she in some way, had been forgiven for being cast out of a job that she loved to do.

"Then…we'll make our decisions in regard to whether or not you'll both be a good fit for the organization," said Fury. "You may go."

Rising from their seats, Lyra and Bon-Bon were escorted out of the conference room by Agent Romanoff. Once the doors were closed, the two mares returned to their home in Ponyville where they would wait for any news in regards to whether they would be accepted or not.

…

Three days later, a knock was heard on the door of their home and Lyra answered it. Opening the door, she saw Fury on the other side with a pair of envelopes.

"Bon-Bon!" called Lyra and Bon-Bon raced to the front door seeing the two envelopes in Fury's hand.

"I trust you understand what this means," he said, handing them the envelopes containing their acceptance letters. "Welcome to S.M.I.L.E. Agents Heartstring and Sweetie Drops."

The two mares couldn't believe what they were hearing and what they were seeing…they were now agents of S.H.I.E.L.D's Equestrian affiliate. For a moment, they merely stood in shock and amazement before embracing one another, having finally obtained the goal and desire of working together under one roof with Lyra working with humans and Bon-Bon rejoining the field of spying for Equestria.

…

Meanwhile, 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 casual clothes 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."

And Tony showed Julia the paper with the headline that showed S.M.I.L.E.'s opening. Soon the Avengers, very slowly, would return and make their mark on the history of Equestria.

...

IRON MAN WILL RETURN