The Power Ponies

by MrBiteo

Rating: everyone
Tags: My Little Pony: Friendship is Magic, My Little Pony Comic, Adventure, Power Ponies, Main 6
Length: 13171

The Mane 6 must join forces with the Power Ponies to return to their world.

Set between "Equestria Girls JT" and "Equestria Girls JT: Rainbow Rocks", the Mane 6 find themselves sucked into Spike's comic book and must work together with the Power Ponies to find a way to return to Ponyville while fighting the Power Ponies' archenemies.

This story is based on both the season 4 episode, "Power Ponies" and the My Little Pony 2014 Annual comic.

Published 2019-05-23 08:50:01 UTC
Last updated 2021-03-07 14:01:16 UTC

Issue 1

Twilight was asleep in her bed when a light was turned on at the other end of her bed. The light soon got Twilight to wake up and she glanced over to where the light was coming from.

"Spike, you really need to go to sleep." Twilight rose up from her bed and told Spike, who was busy reading a comic book. It turned out the light was from the lamp he was using to read his comic.

"Aww, two more minutes, Twilight? I'm just getting to the really good part." Spike then begged Twilight, getting out of his small bed and stepping over to the other end of Twilight's bed with his comic. "The Mane-iac is about to--"

"Mane-iac?" Twilight asked with confusion on the name of the character Spike mentioned.

"The Power Ponies' most evil nemesis!" Spike explained climbing up on top of Twilight's bed and dashed over to her, holding the cover of the comic in front of her. "She was the power-mad owner of a hair care product company." He opened the book to two pages featuring said origin story and pointed to the first panel. "A tragic accident at her shampoo factory in Maretropolis not only gave her mane strange new powers, but also caused her to go *dramatic tone* completely insane!" As he explained the Mane-iac's origin story, the comic showed the villain accidentally falling off a catwalk she was standing on and into a vat of experimental shampoo her company was making, to which loose electric wires also fell into the vat and electrocuted the substance. The very last panel in the comic was of the Mane-iac rising out of the vat of shampoo, now having a purple coat and a green mane, which began to form tentacle-like appendages while she now sported an evil, insane expression on her face. Twilight playfully rolled her eyes at how seriously Spike was over a comic. "She and her henchponies are planning to break into the Maretropolis Museum and steal the Electro Orb, so she could use it to power up her doomsday device. Of course, the Mane-iac wouldn't even known if Hum Drum hadn't slipped up and told her all about it."

Twilight was left confused on who Spike was talking about. "Hum Drum?"

"Uh. The guy in the blue boots and pointless red cape." Spike explained showing her said character in his comic. "The Power Ponies' bumbling and totally useless sidekick. The Power Ponies have to stop the Mane-iac or Maretropolis is DOO-HOO-HOO-HOOMED!!"

"Believe me, Spike. If anypony understands what it's like to get caught up in a really good book, it's me. But if we're going to help Rarity restore the tapestry at Celestia and Luna's old castle tomorrow, we all have to do our part. We don't want to be too tired to lend a hoof. Or claw." Twilight said to Spike understanding his interest in the comic.

Spike turned to his comic an realized Twilight had a point. "Okay, okay, I'm going to bed. Goodnight." Spike returned to his bed and turned the lamp off before going underneath the covers.

As Twilight rested back down, Spike's hand emerged from the covers and tried to retrieve his comic. Though, Twilight soon noticed his attempt and used her magic to take the comic before he did. Spike pulled the covers off of him and was disappointed that Twilight snatched the comic away. He really wanted to see how the Power Ponies would stop the Mane-iac.

"Two more minutes." Twilight told him giving him an assuring smile.

"Yes!" Spike cheered retrieving the comic and doing a backflip. He turned the lamp back on and eagerly continued reading.

Opening

My Little Pony, My Little Pony

Ahh, ahh, ahh, ahh

(My Little Pony)

I used to wonder

What friendship could be

(My Little Pony)

Until you all shared

Its magic with me

Big adventure

Tons of fun

A beautiful heart

Faithful and strong

Sharing kindness

It's an easy feat!

And magic makes it all complete

You have my little ponies

Do you know you're all my very best friends

End

The following morning, the Mane 6 were in the throne room of the Castle of the Two Sisters. Rarity was wanting to help restore the tapestry in the castle, seeing the as works of art and didn't wish to see it all rot away in a ruined structure of Equestrian history that was crumbling and falling apart. She had attempted to do it with Fluttershy a little while back, but when things didn't turn out the way she had hoped, she decided to recruit her friends and have it be done in the day.

"Looking good, darlings." Rarity told her friends. "Now, Rainbow Dash, Fluttershy, I want you both to take down that tapestry above the entrance to the library."

"You got it." Rainbow said flying over to said tapestry with Fluttershy.

Spike, meanwhile, was in charge of providing the Mane 6 with refreshments, as per usual. He also had a check list of all the known tapestry in the castle to help keep track if they forgot one.

On the right side of the room, Applejack was in the middle of taking down one of the tapestries down on a ladder while Pinkie was watching her on the ground and instructing her.

"A little bit more to the left!" Pinkie called out to Applejack, who then tried to remove the tapestry from the wall. "No, the other left." Applejack expressed annoyance at Pinkie's change of direction and yet followed her advice, anyway, which managed to get the tapestry down. "Awesome. On to the next tapestry."

Spike then rolled in his cart of refreshments to Applejack. "Need something to chow down on?"

"Naw, that's okay." Applejack replied to Spike.

"Yep, we're good." Pinkie then also answered.

The two walked away from Spike and moved on to the next tapestry. Spike then pulled out his list and crossed off the tapestry that Applejack and Pinkie took down. He then over and saw Rainbow Dash, who was in the middle of taking down one of the tapestries on the left side of the room.

"Rainbow Dash? You need anything?" Spike asked Rainbow Dash.

"I'm good." Rainbow informed Spike from at the top of the tapestry.

But just as Spike was about to cross off the tapestry that Rainbow Dash was taking down, he realized that they had acquired practically all of the tapestry on the list, meaning they had accomplished Rarity's goal. And as Spike looked around the room, the tapestry was indeed all taken down. He then ran up to Twilight in the middle of the room.

"Are we done already?" Spike asked Twilight surprised by how quick it took them to collect all of the castle's tapestry.

"I think that's everything, Spike." Twilight answered Spike. "Why don't you find a quiet spot and finish reading your comic while we pack everything up?" Twilight used her magic to pull out the comic Spike was reading last night from the backpack Spike was carrying and handed it to him. "Weren't you right at the part where Hum Drum was about to stop the villain?"

"Hum Drum never stops the villain." Spike rebuttaled after catching up with Twilight, expressing annoyance in his tone. "He's just there for comic relief." Suddenly, Spike yelped, causing him to launch into the air and fall back down in pain as Twilight caught him before he hit the ground and placed him down. She analyzed Spike's foot and saw that he stepped on a sticker, which she soon plucked off.

"Well, I know the Power Ponies will stop the villain." Twilight assured to Spike. He soon left to help the rest of the Mane 6 pack up all of the tapestry they collected.

Spike felt like he should say something, but chose to take Twilight's advice instead since he was wanting to finish his issue and see what happens, as Twilight pointed out. Spike chose to read his comic in the library and after sitting down, he tried to catch up on where he left off. Up above the ceiling was a spiderbot surveying Spike. However, it soon detected another source of magic nearby and saw that it was on the other side of the wall. It then used its own mini drill to burrow through the wall to reach the magical source, only to find a hidden chamber. The room was round and without a floor, with a bottomless pit in its place. The only thing there was to walk on was a narrow staircase connected to a circular area at the center of the room with what appeared to be a stone tablet placed on a pedestal. The spiderbot crawled down to the staircase and climbed up until it reached the pedestal. The spiderbot then crawled up to it and reached the pedestal's top, where it saw that it was actually two stone tablets stacked together with two ties keeping them together on it's right side. The tablets resembled a book and had spikes on the "cover" and written on it was what seemed like an ancient language. The spiderbot analyzed that the magic source it detected earlier was coming from this artifact and as it crawled on top of the tablet, it planted its underside onto it and started draining the magic within it similar to how Sunset Shimmer was drained of hers back in the world of Canterlot High.

"Mane-iac breaks into the museum... Okay, here we go." Spike said back in the library having finally gotten to where he left off in his comic. "Oohhh, what a surprise. Hum Drum is in the way again while the Power Ponies do all the work."

Back in the chamber, the spiderbot was in the middle of extracting the magic from the book.

"Spike! We'e ready to go!" Twilight called out to Spike from outside the chamber, catching the latter's attention, who placed down his comic and left to join the Mane 6.

All of a sudden, the spiderbot started to malfunction as its systems couldn't handle the magic that it was extracting from inside the tablet. The spiderbot soon short circuited and the magic it had managed to extract leaked out as a green aura and exited the chamber through the hole the spiderbot made.

"Oh, wait! Almost forgot my comic!" Spike said offscreen as the green magic then seeped into his comic. Spike re-entered the library and retrieved his comic, only for the green magic aura to swirl around the comic Spike was holding, to which the comic suddenly opened up on its own and a green vortex formed inside. The vortex starts sucking Spike into the comic just as Twilight and her friends entered the room to check on him. Unbeknownst to everyone, the spiderbot had returned to the library after having rebooted from its crash and witnessed the events unfolding.

"Spike, what are you--" Twilight almost asked before witnessing Spike being sucked into the comic.

"HEEEEELP!!" Spike pleaded in terror as he was nearby sucked in by the comic.

"SPIKE!" Twilight reacted to Spike's situation as she ran over to him and tried to pull him out, only to end up getting nearby sucked into the comic as well, saved only by Rainbow Dash.

Rainbow Dash ended up in the same fate as Twilight, followed by Applejack, who tried to pull her out, and then Fluttershy and Rarity, who try to save Applejack from being sucked in. This, however, proved fruitless as the last two were also pulled in the comic. Lastly, there was Pinkie Pie, who instead cheerfully jumped into the vortex to join her friends while letting out the word "Whee-hee!". Once everypony was sucked into it, the aura surrounding the comic seemingly disappeared and the comic itself dropped to the floor.

Issue 2

Spike was the first to regain consciousness and found that he was lying on a sidewalk with some citizens walking past him and the Mane 6 to places they needed to go to. As he got back up on his feet, he looked around him and saw that he was in a city of sorts in the middle of the day. The place looked as though it were Manehatten, at least from the architecture. But as he took a closer look at the museum right before him, he began to realize right away.

"Is this...Maretropolis?" Spike said to himself staring at the museum. He heard a couple of groans from behind and realized, after turning his back, that his friends wre also brought to this world as well. "Twilight! Are you okay?"

"Y-Yeah. Yeah, I think we're all fine, Spike." Twilight responded to Spike's question as the latter helped her back up and then moved on to the others.

"Somepony mind telling me what the hay is going on?" Applejack soon asked obviously confused by their situation.

"Th-This is the city in my comic book! It somehow zapped us all in here!" Spike speculated.

"So, somepony zap us back out!" Rainbow Dash demanded.

"I wish I knew how, but I think if we want to get back to Ponyville, I think we have to help the Power Ponies stop the Mane-iac from using her doomsday device to destroy it." Spike soon speculated.

At that moment, an explosion went off from at the entrance to the museum and Spike and the Mane 6 turned their attention to the now destroyed museum entrance while every citizen in the area immediately ran away soon afterwards. The entrance to the museum was completely demolished, leaving a giant gaping hole in its place. What appeared to green tentacles then emerged from the smoke and latch onto the museum and the street.

"So, you're with the Power Ponies? *laughs maniacally* How kind of you to join us." An ominous voice said to the Mane 6 from within the smoke before it cleared up and revealed to be the Mane-iac herself having successfully stolen the Electro-Orb.

"Who's that?" Fluttershy asked Spike intimidated by the presence of the Mane-iac.

"That's the Mane-iac! The Power Ponies archnemesis!" Spike informed the Mane 6.

"My, I appear to have a fan. It's such a shame that you will all have to be destroyed." The Mane-iac said where her mane's appendages soon charged directed at them.

However, the Mane-iac's mane was soon frozen solid by a beam blasting at her from above before she could even have a chance.

"Nice job stopping the Mane-iac, Twilight." Spike congratulated Twilight on what he thought was her work.

"I didn't do that." Twilight pointed out.

"Oh? Then who did?" Mane-iac questioned Twilight.

"The Power Ponies did, Mane-iac!" Another pony's voice called out to the Mane-iac, directing both Mane-iac and the Mane 6's attention to the top of the building behind them. Standing intimidatingly on the rooftop were the superhero group of Spike's comic, the Power Ponies. "Okay, Power Ponies-- let's go!"

"They're the...Power Ponies!" Spike exclaimed over getting to see his heroes in person, who then landed on the ground safely and charged into battle. "So, that means the Masked Matterhorn must've been the one who froze Mane-iac's mane!"

"Who did what?" Twilight asked Spike in confusion over what he said.

"That's the Masked Matterhorn!" Spike then explained pointing to the pale light grayish rose unicorn with the grayish heliotrope colored mane and tail. Her Power Pony outfit was red violet with white boots and wore gold framed goggles. "She can shoot all kinds of power beams from her horn!"

"Time for the 'Mane' event!" The Mane-iac remarked while also making a bad pun. Her mane then shattered free from the ice and its appendages sprung directly at the Power Ponies.

"Your mane is last season, Mane-iac!" One of the Power Ponies remarked to Mane-iac using her lasso on several of the latter's mane appendages and tying them up together. She was a light goldish gray Earth pony with a light azure mane and tail. Her Power Pony outfit was a red jumpsuit and she wore both black boots, a black headmask, her mane was wrapped in a green hairnet, along with her tail and she carried around with her a utility belt containing horseshoes (which she called 'Hooferangs') and a compartment for her lasso.

"Mistress Mare-velous!" Spike stated watching her and then explaining to the rest of the Mane 6. "She's psychically connected to the lasso she uses."

"That's right, citizen dragon." Mistress Mare-velous said to Spike. "And it also acts as a hair tie!"

Some tentacles were charging directly at Fluttershy, only to be stopped by a light grey pegasus with a light brown mane and tail, who stood her ground against them. Her Power Pony outfit was green and she wore a purple mask to conceal her identity.

"Um... you tentacles better st-stay away from her." The pegasus warned the living hair, though she was a bit nervous in her tone. "I-I might get angry!"

"Don't worry, Fluttershy! That's Saddle Rager! She'll lose her temper and turn into a huge, super strong monster!" Spike called out and informed Fluttershy about the pony that was saving her.

"Oh, gosh! That wouldn't be polite!" Fluttershy commented on Saddle Rager's method of stopping the hair.

The appendages then pressed on toward Saddle Rager and Fluttershy. Rainbow Dash saw the hair about to attack Fluttershy and Saddle Rager and dove down as fast as she could to their aid. But just as she was about to tackle the hair, the latter was soon struck by what seemed like a stray bolt of lightning. Rainbow Dash knew that there wasn't a single cloud in the sky from when she and her friends arrived in this world.

"Taste the fury of the storm, thou cursed mane!" Someone cried out from above, to which both Rainbow Dash, Fluttershy and Saddle Rager looked up and saw that it was a pale blue pegasus with a purple mane, who had summoned a thunderstorm to strike at the hair. Her Power Pony outfit was black with white boots, white collar and wore a black and white headpiece on her head and a thunderbolt necklace around her neck, which she held in her hoof.

"Whoa! Who is that?!" Rainbow Dash asked awestruck by the pony that had summoned a thunderstorm.

"That's Zapp!" Spike informed Rainbow Dash. "Her superpower is controlling the mighty forces of nature by holstering the Thunderer!"

The Mane-iac then decided to play dirty as she pulled up a mailbox from the sidewalk and threw it directly at Pinkie, making contact before the latter could get out of the way. However, by the time the dust settled, Pinkie was actually gone.

"Pinkie! Where'd she go?" Rainbow Dash asked wondering what happened to her friend.

Their question was soon answered as Pinkie was letting out a wee while being carried away by a light lime green Earth pony with an orange mane and tail, who managed to save her in the nick of time with her superspeed. The pony's Power Pony outfit was white with purple arrows and lock of her hair stuck out at the top of the hood.

"Hee hee hee. I'm already starting to like this pony." The super fast pony remarked about Pinkie's bubbly personality.

"That was Fili-Second! The fastest mare in all of Maretropolis!" Spike informed the Mane 6 about Pinkie's savior. "She's probably taking Pinkie far away from here as possible."

Rarity was then saved from some creeping appendages by pink energy constructs in the form of hair curls. The constructs were made by a light yellow unicorn with mane and tail, whom Rarity had shown gratitude and admiration. Her Power Pony outfit was dark blue, along with her mask, where it featured some blue diamond patterns, as well as some in her mane.

"That's Radiance." Spike informed Rarity. "She uses her jewelry to create attack constructs."

"What's an attack construct?" Rarity asked Spike.

"She just thinks of something (anything, actually) and her bracelets make it appear." Spike further explained pointing to the jewel bracelets Radiance was wearing.

"Your hair really needs fixing, Mane-iac. Because it's all getting tangled in knots." Radiance said to Mane-iac while she used construct hands to braid all the appendages together, preventing it all from attacking the Power Ponies and the Mane 6 any further.

"You think this will all stop me?! I still have the Electro-Orb! And I'll still be able to--" The Mane-iac then goated the Power Ponies and Mane 6 before a forest green colt with a brown mane and tail landed on top of her, having fallen from the same building the Power Ponies were on earlier. He wore blue boots,, a blue belt with a gold buckle, a red cape and a black mask. This then knocked the Mane-iac out cold just as the colt rose up to face the others.

"Uh...did I screw up again?" The colt asked everyone.

"And...that's Hum Drum..." Spike pointed out to the Mane 6 in disappointment.

Later, the police arrived and transported the Mane-iac into a police van while the Masked Matterhorn discussed with the city's police commissioner, who was a blue Earth pony wearing a trenchcoat and glasses and had a white mane, tail and even a moustache. At that moment, both Pinkie and Fili-Second returned to rejoin the group. Later, the Mane 6 were invited by the Power Ponies to a ceremony Maretropolis held for their victory over the Mane-iac. The citizens in the crowd cheered on for their saviors with excitement and gratitude, much to the Mane 6's astonishment, who all started to grow admiration for the heroes after having seen them in action not too long ago.

"Yes, whenever there is a crime or crisis in Maretropolis, who else will save us than the Power Ponies?" Maretropolis's mayor said to the crowd on the podium. She was a pale light grayish azure with a white mane and tail and was wearing small circle-framed glasses, a blue blazer-coat with a white sash which had "MAYOR" written on the front and a red bowtie. She stepped off the podium and walked up to the Masked Matterhorn taking out and presenting a giant key. "For your tireless efforts in defending this city, I would like to present the Power Ponies with yet another key to the city!" The Masked Matterhorn then accepting the key from the mayor without much hesitation.

"Thank you, Mayor Blossom!" The Masked Matterhorn thanked the mayor as she turned her attention to the crowd. "And we Power Ponies are proud to serve the citizens of Maretropolis! We'll never stop fighting for truth, justice and the Maretropolis way!"

"Excuse me, Miss Matter-Horn! Inky Quills, reporter for the Maretropolis's Gazette!" One of the reporters asked the Masked Matterhorn in the crowd. "Can you tell us the secret to the Power Ponies' success?"

"Indeed I can, Mr. Quills!" Masked Matter-Horn replied back to Inky Quills's question gladly. "The reason we're such an effective group is simple: teamwork!"

Twilight saw how Masked Matter-Horn was and with that, she knew right away that she was a brilliant and tactical leader.

The Mane 6 then looked for the Power Ponies' headquarters in the city after the ceremony. They decided to have Rainbow Dash and Fluttershy fly up and search for the building.

"Alright, Spike. Which building am I looking for?" Rainbow Dash asked Spike.

"It should be the one with the two Ps on the front. You shouldn't miss it." Spike informed her.

"You mean like that one?" Fluttershy asked pointing her hoof at said building with two Ps on top, to everyone's surprise.

"Uh, yeah. That's the one." Spike answered confirming it was their destination.

The Mane 6 then traveled to the Power Ponies' headquarters, having arrived at the entrance and entering inside. There were confident that this world's heroes would help them return to their world as they approached the Power Ponies, who had just returned.

"Excuse us, Power Ponies. My friends and I need your--" Twilight greeted herself and the rest of the Mane 6 to the Power Ponies.

"This team stinks!" Mistress Mare-velous stated bitterly to her teammates, who were all sharing an equal amount of bitterness. The Mane 6 were shocked at Mistress Mare-velous's statement. "I don't know why I waste my time with you losers! I should be out there fighting crime on my own!"

"And that lame ceremony, bleh! So, boring!" Fili-Second commented boredly. Pinkie took offense to Fili-Second's insult, knowing how hard the ponies of Maretropolis worked on the ceremony.

"I hardly got appear at all!" Radiance complained.

"Cease your complaining, Radiance!" Zapp told off Radiance. "Your visage has already grazed three magazine covers this month!"

"Stop it! I can't take all this fighting!" Saddle Rager pleaded getting a headache from Radiance and Zapp's arguing and almost turning into her monster form.

"Cool it, everypony!" Masked Matter-Horn ordered her teammates, getting their attention. "Just don't argue in public, all right? As long as we stop villains and act like a team, you can shout at each other in the headquarters all you want!"

Instantly, all six of the Power Ponies retreated to their rooms in a desperate attempt to get away from each other. The Mane 6 were left stunned at what they just witnessed. What seemed like a team of superheroes turned into a group of jerks who couldn't stand one another. Were they really like that the whole time?

"Don't worry, it's a regular thing here." Hum Drum informed the Mane 6 about what just happened. He was the only one who stayed behind.

"You mean to tell us they always act like that?" Applejack asked Hum Drum.

"Yeah, but it wasn't always like this. They used to get along so well with one another. Nowadays, they can't even stand to look at each other without arguing. Anyway, if you want the Power Ponies' help, then follow me. I'll take you to the Masked Matterhorn."

Hum Drum lead the Mane 6 to the Masked Matterhorn, who was just about to enter her room, but stopped when she noticed Hum Drum arrived with the Mane 6.

"Excuse me, Masked Matterhorn, these citizens need our help." Hum Drum informed his leader.

Issue 3

On the outskirts of Maretropolis was the city's most infamous mental institute/prison, Balkham Asylum. Here was where all of the Power Ponies' most dangerous foes were locked away, including some that were currently having a little meeting at a round table.

"So, Smudge, those accursed Power Ponies stopped your latest scheme again?" Pharaoh Phetlock, an Ancient Egyptian-style villain, asked Smudge, who was made of black slime, but had a red outline. Pharaoh was an amberish gray stallion with a black mane and tail and wore a blue prison uniform.

"Mnuuuurgh." Smudge merely replied, unable to speak.

"What a shame. Just think of how much delicious despair there would have been if you'd managed to pull it off..." Long-Face, a villain dressed like a mime, remarked with a sinister smirk. He was a white long-faced pegasus stallion with a black ragged mane and tail. His eyes were pure scarlet with black makeup around his eyes. "Ah, it would have been beautiful!"
"Ah, and Miss High Heel!" Pharaoh spotted and then greeted another villain walking up to the table, High Heel, a shoe-themed villain. "So good of you to join us!"

"Spare me your jokes, Pharaoh." High Heel responded to Pharaoh's greeting having reached the table. She was a pale, light grayish amber Earth pony with a dark heliotrope mane and tail and was wearing a red prison uniform. "Those blasted Power Ponies... You've been caught by those dratted do-gooders as often as I have."

Neither one of the three hated to admit it, but she wasn't wrong.

"We've all been stopped by the Power Ponies many times. Which is why..." Another voice said to the group, who turned out to be the Mane-iac approaching their table. Similarly to Pharaoh, Long-Face and High Heel, her uniform matched the color of her regular supervillain outfit. Her mane was also now wrapped entirely in locks and chains to keep the appendages of her hair from moving. "...I suggest we try something new."

"M-M-M-Mane-iac! How w-w-wonderful to see you..." Pharaoh nervously greeted Mane-iac, trying to not upset her over fear of what she would do to him.

"Likewise, Pharaoh." The Mane-iac greeted herself to Pharaoh arriving at the edge of the other side of the group's table. "As Miss High Heel just said, we've all been burned by that blasted battalion. And it seems like they have new allies on their side."

"What kind of allies?" High Heel asked Mane-iac.

"As I attempted to steal the Electro-Orb, I encountered a couple of ponies and their pet dragon who claimed themselves to be from another world. And since they're now with the Power Ponies, why don't we try the same thing?"

"What do you mean?" Long Face asked Mane-iac confused.

"Simple, my fellow felons: we all join forces and form a team of our own." Mane-iac then proposed to her inmates.

"Our own team. A combined power that could potentially reprehend the Power Ponies? Why, that's brilliant!" Pharaoh said seeing through the Mane-iac's plan and immediately agreeing to it.

"Glurgh!" Smudge replied also agreeing to the plan.

"It's an intriguing plan, Mane-iac, but I believe we'll need to escape before we put it in motion." High Heel soon pointed out to the Mane-iac.

"Oh, don't worry about that little detail, High Heel." The Mane-iac reassured High Heel confidentally. "My escort, Shadowmane, is already waiting outside right now."

Outside the asylum's front gates, on top of the branch of a nearby tree, there stood a cloaked pony whose face was hidden in shadow with only glowing yellow eyes shown, along with her mouth being covered by a purple mouthguard.

"You see, I always have somepony to help me break out every time I get locked up in this wretched place. And I've now recruited her as a member to our little coterie" The Mane-iace explained offscreen while it showed Shadowmane infiltrating the prison by jumping over the wall and making her way to the Mane-iac's cell. "She is the finest thief in Maretropolis, after all. And she hates the Power Ponies just as much as we all do."

It then cut back to the Mane-iac with the other villains. "So I asked her to drop by and help us break out. She should be arriving here in, let's see, three, two--" Just as the Mane-iac predicted, one of the walls in the room exploded, covering the whole room in smoke.

"Special delivery." Shadowmane said to the villains after the smoke cleared and revealed her presense. She handed to each villain a saddlebag that she carried on her back.

"My costume, my gadgets, all of my things are in this bag." High Heel said looking into her bag.

"How kind of you, Shadowmane!" Pharaoh thanked Shadowmane after receiving his bag, though she didn't respond.

"And now, my villainous friends, let's have some fun." The Mane-iac said to her new teammates as Shadowmane unlocked all the locks keeping the chains in place around her mane and all the locks and chains drop to the ground soon afterwards.

Minutes later, the villains were fighting off guards while making their way through the prison to escape. And they were having the time of their lives in the process.

"Try these stilettos on for size!" High Heel stated to a guard she was fighting, pinning the sleeves of her uniform into a wall behind her with shoes that act like shurikens.

"Ha ha! This 'team' idea is proving quite fun!" Pharaoh said enjoying the fight as he kicked one of the guards in the latter's behind.

"Indeed." Long Face agreed throwing a test tube of his gas at one of the guards, causing him to break down crying uncontrollably.

After taking out all the guards, Smudge manages to bust a hole in the wall leading to the outside of the prison and allowing the villains to escape.

"Yes! Freedom! Ah ha ha ha ha!" The Mane-iac cheered over their victory.

"Yes, we're free......now what? Shall we take on the Power Ponies and their allies?" Long Face asked soon afterward.

"Not just yet, my cheerless comrade." Mane-iac answered. "Our revenge must be carefully planned and flawlessly executed. But soon, those hapless heroes will find themselves defeated by...."

"THE LEAGUE OF VILLAINY!"

The Mane-iac let out an insane giggle at how clever she thought it was.

"'League of Villainy'? Rather generic, don't you think? Maybe 'alliance'?" High Heel then commented on the name the Mane-iac came up with and being unimpressed by it.

"What about 'malevolence' instead of 'villainy'?" Shadowmane then suggested.

"We'll discuss this at the meeting." Mane-iac told her teammates as they fled from the prison.

We then returned to the Mane 6 and the Power Ponies. The Mane 6 had already explained their situation to the Power Ponies, who were all somewhat dumbfounded by their story.

"Let me get this straight. You ponies were sucked into our world by some kind of...magic comic book?" Mistress Mare-velous asked the Mane 6 trying to wrap her head around what she was told.

"Yep. I mean, I was already awesome in my world. But you guys all have superpowers!" Rainbow Dash said excited about them teaming up with the Power Ponies despite seeing what they're really like.

"Almost all of us have superpowers." Zapp then said smugly referring to Hum Drum in a demeaning manner.

"But he's gotta have some powers, too. He's even wearing a cape." Pinkie suggested holding up Hum Drum's red cape.

"Yeah, but capes don't always mean you have superpowers. Hum Drum is pretty much useless..." Fili-Second pointed out to Pinkie while lying down on the couch as she and the rest of the team all laughed while Hum Drum looked down to the floor in shame.

Spike didn't understand why, but he couldn't help but empathize for Hum Drum, especially as he had faced similar experiences in the past and with how his own teammates treat him.

"Good thing you're not like him, huh?" Twilight whispered to Spike, who nervously agreed.

Suddenly, the tower's "General Badness Alarm" went off, alerting everypony.

"Ah, the alarm! Our services are needed!" Zapp declared.

"Oh, joy, I was almost getting bored." Fili-Second complained.

Twilight looked around and saw that Rarity wasn't with them. "What happened to Rarity?"

"In the bathroom, darling!" Rarity shouted offscreen, "Radiance was showing me the tower's bathroom and we're sharing a relaxing bath together!"

"Is that the alarm? I'm not getting out of the tub unless there's an alarm!" Radiance also shouted from the bathroom offscreen.

"Trouble, team!" Masked Matterhorn warned everypony.

"Mane-iac had just escaped Balkham Asylum." Mistress Mare-velous reported what she saw on the monitor, "And if we know the Mane-iac, she most likely retreated to her secret base."

"Masked Matter-Horn, where is the Mane-iac's secret base?" Twilight asked the Masked Matter-Horn.

"Sparkle Labs." Masked Matter-Horn answered. "We need to--"

"We'll take you ponies there." Mistress Mare-velous soon cut off Masked Matter-Horn and said to Twilight. Behind them, Radiance and Rarity exited from the bathroom with towel on their heads. "Fili-Second, you're on reconnaissance! Zapp, you're air support!"

"Hey! I'm team leader! So I give orders!" Masked Matter-Horn soon intervened and butted heads with Mistress Mare-velous over who was in charge while Radiance and Rarity were both drying their manes in the background.

"So hurry up and give them already!" Mistress Mare-velous insisted.

Masked Matter-Horn was then about to say what she wanted to say to her teammates, but felt that Mistress Mare-velous had already beaten her at coming up with a plan. "Do what she said..."

Mistress Mare-velous immediately dashed out of the building without any hesitation.

The team arrived at the Mane-iac's lair, Sparkle Labs. It was an abandoned factory, which seemed to still have a working neon sign of a pony getting her mane washed with shampoo on repeat. Unbeknownst to both the Mane 6 and the Power Ponies, Shadowmane was looking at them from above the building. She then went inside after spotting the Mane 6 and the Power Ponies to inform her teammates.

"Here we are." Masked Matter-Horn informed the Mane 6 of their destination.

"Is that a...shampoo factory?" Applejack asked confused by the villain's choice of setting up her lair in said factory. Just as Applejack asked the question, Fili-Second returned.

"Fili-Second! Report!" Masked Matter-Horn ordered Fili-Second.

"Nothing on the perimeter, but someone's inside the building." Fili-Second informed Masked Matter-Horn.

"Alright, Power Ponies, here's the plan." The Masked Matterhorn told her teammates, "Radiance, you, me and--"

"Come on out, Mane-iac!" Rainbow Dash yelled offscreen as everyone turned their heads to the direction the yell was heard. Rainbow was flying near the building. "Or the Power Ponies are coming in!"

"So much for the element of surprise." Twilight said.

"Hum Drum, you stay here with the dragon." Mistress Mare-velous ordered Hum Drum.

"And leave the rest to us." Zapp then said as both the Power Ponies and Mane 6 walked away leaving Spike and Hum Drum alone.

"Oh, I don't think she's home." Fluttershy suggested hoping she was right. "Maybe we should just come back later."

Unfortunately for Fluttershy, her theory was quickly disproven when the Mane-iac's maniacal laughter echoed from within the building.

"She's home." Rarity pointed out to Fluttershy also showing second thoughts about fighting the Mane-iac as the factory's garage door opened.

"Okay, team: Formation Alpha-Delta-1Z!" Masked Matter-Horn ordered her team as they charged toward the opening garage door. "Halt, Mane-iac! Or face the Power--" However, she, along with the rest of the Power Ponies halted on their tracks immediately by what they soon saw on the other side of the door. "Oh, fudge."

The garage door fully opened to reveal that it was indeed Mane-iac, but the Power Ponies weren't expecting their other enemies standing by her side.

"Hello." The Mane-iac greeted her long-time enemies.

"Fili-Second! Get Princess Twilight and her friends out of here!" Masked Matter-Horn ordered Fili-Second.

"Roger!" Fili-Second responded using her superspeed to take the Mane 6 away, but she was soon dispatched by Shadowmane.

"Hold on, Fili-Second! I'm coming!" Pinkie called out to Fili-Second rushing over to her aid, only to be dispatched by Shadowmane as well.

"Saddle Rager! Get angry!" Masked Matter-Horn told Saddle Rager.

"I can't! I'm too SAA-HAA-HAAAAAD!" Saddle Rager merely told her leader revealed to be infected by Long Face's sad gas.

"ME, TOO-HOO-HOOO!" Fluttershy said also infected as she cried her eyes out.

"Radiance, help--" Masked Matter-Horn asked Radiance.

"My outfit! It's ruined!" Radiance fretted while being engulfed by Smudge along with Rarity.

"Zapp, can you--" Masked Matter-Horn almost asked Zapp before seeing her and Rainbow Dash each getting blinded by a giant shoe over their heads by High Heel.

"Mistress Mare-velous--" Masked Matter-Horn called out to Mistress Mare-velous, who along with Applejack were being overwhelmed by Pharaoh's mummy minions.

"Uh--- Any other heroes you know might help, Masked Matter-Horn?" Twilight asked.

"Uh...no...I don't..." Masked Matter-Horn confirmed regrettably.

"Just you two." The Mane-iac then stated to Twilight and Masked Matter-Horn closing in on them. "Would you both care to surrender?"

Issue 4

The Mane 6 and the Power Ponies were captured and taken to another room in the building. The Power Ponies were all placed into stables attached to what seemed to be the Mane-iac's doomsday device, which had an orb at the top and center while the other villains stood on their own platforms. The Power Ponies couldn't do anything to escape as their hooves were restrained to their stables by metal cuffs at the bottom, along with Masked Matterhorn and Radiance's horns each encased in metal cuffs that was preventing them from using their magic. The Mane 6, along with Spike and Hum Drum were all tied up in the corner as the Mane-iac's evil laugh echoed throughout the room.

"It's all going according to plan!" Mane-iac soon said afterward.

"For the record, I would have surrended, anyway." Radiance admitted nonchalantly, much to both Masked Matterhorn and Rarity's annoyance.

"The Power Ponies--defeated at last!" Pharaoh Phetlock said esthetic over their victory.

"And all it took was a little teamwork!" High Heel said feeling the same way as Pharaoh did.

"If I'd known it would be so easy, I would've defeated you nincompoops long ago! Now, for the icing on the cake!" Mane-iac gloated to the Power Ponies before flipping a switch, activating the device.

The orb at the center began to glow a bright pink light before striking pink bolts of lightning at both the Power Ponies and the villains, enveloping all of them. The Power Ponies all screamed in pain from the pink energy enveloping them while the villains looked on in satisfaction. Then, strangely, a unicorn horn formed on the Mane-iac's forehead, to which Mane-iac cackled in delight. The Power Ponies' cuffs opened up with Masked Matterhorn and Radiance's horn cuffs dropping to the floor and they were also dumped to the floor after the bottom of their stables opened up.

"What did you do to us?" Masked Matterhorn asked the Mane-iac too weak to get up.

Just then, Pharaoh was going around the room at superspeed. "This superspeed is is remarkably fun!"

"Nice lasso." Shadowmane said now twirling around with Mistress Mare-velous's lasso.

"They've stolen our powers!" Radiance weakly exclaimed at what was happening.

"Quite easily, too." Long Face remarked using his newly developed horn to use Radiance's magic, creating a construct of a frowning face.

"But...without our powers...we're--" Masked Matterhorn said.

"Useless? Helpless? Powerless? All of the above!" The Mane-iac interrupted mocking her foe. She extended her tentacles to the Mane 6 and grabbed them, along with Spike and Hum Drum before dumping them all in front of Masked Matterhorn, "You're now as ineffectual as these ponies, their dragon and your sidekick. You can have him back, by the way, along with the dragon. As for these ponies, they will be coming with us." The Mane-iac laughed as she then wrapped her hair tentacles around the Mane 6 in her grasp.

"Yes...*hrng* You Power Ponies are...*rrrghhh*...outclassed!" High Heel stated as she struggled a bit before transforming into the Saddle Rager's form while Sludge was shown to have Zapp's powers as he was shooting lightning from his hooves.
"Yes, I'm afraid Maretropolis will have to do without its super-powered defenders from now on. So, if you'll excuse us, We have an Electro Orb to steal." The Mane-iac said to the Power Ponies as she and the rest of the villains made their exit, taking away the Mane 6 with them and leaving our heroes and Spike alone in the room.

"Those--Those fiends!" Mistress Mare-velous lamented in frustration, "They've taken everything from us!"

"We're helpless!" Radiance stated.

"We're hopeless!" Saddle Rager said in tears.

"We're hapless!" Fili-Second said.

"Alas! Who will shield our citizens from villainy in our absence?" Zapp lamented.

"Nopony can, except us!" Mistress Mare-velous pointed out to Zapp, "Without us, the city doesn't have a chance!"

"Hey, you guys can still defeat them." Spike spoke up trying to cheer them up, "You're the Power Ponies. I know you can still be the heroes who save the day, even without your powers."

"No...we can't..." Masked Matterhorn said unmoved by Spike's words, "They've got all of our powers, plus they're own powers! How did they defeat us? What do they have that we don't?"

"Friendship!" Spike then answered, though the Power Ponies and even Hum Drum were confused by his answer, "You know what I saw when I read your comics? Heroes! You know what I see when I look at you all now? A bunch of jerks!"

The group was left speechless at Spike's words. Not one of them was able to reply back.

"All this time, I looked up to all of you. You were my heroes. I was hoping that you would work together to help me and my friends get back to our world. But your worst enemies were a better team than you ever were! So, if we're ever going to beat them and get both my friends and your powers back, you all need to become a better team, and better friends!"

The Power Ponies went over to form a circle away from Spike, discussing privately about Spike's plan. After a moment, they returned to share their response.

"Well...Spike, was it?... After some consideration, you'll be happy to know that we'll be going with your plan." Masked Matterhorn told Spike accepting his plan, along with the other Power Ponies.

Despite what he had said to them earlier and how he felt about their behavior, Spike was honored that his own heroes took his advice.

"Yeah, Spike, where did that come from?" Mistress Mare-velous asked Spike wondering about his sudden burst of confidence earlier.

"Oh, trust me. I'm kind of an expert when it comes to friendship." Spike said trying to act cool.

"Well, if we have to become friends to defeat those villains, let's get to it! Come on, team--I mean, girls!" Masked Matterhorn said ready to learn about friendship.

A montage began with the Power Ponies back in their headquarters with Spike teaching them the essentials of friendship. These included team building exercises, getting to know each other more and so on. At some point during the montage, they even had a slumber party and having milkshakes. Eventually, the montage ended with the Power Ponies having successfully learned all that Spike could teach them.

"And with that, you now know everything there is to friendship." Spike said to the Power Ponies.

"All right, girls! Now that we're best friends, we're sure to take on the villains now! So, let's go out and kick some flank!" Masked Matter-Horn declared as she and her team were already eager for their rematch with the villains.

"Hold on a minute!" Spike exclaimed halting the heroines. "Sure, you got the power of friendship on your side, but just being friends isn't going to be enough to defeat your foes. And I know a way we can."

"Really? How?" Fili-Second asked Spike.

"I'll explain along the way. Now, c'mon. Let's go save my friends." Spike told them as they rushed out of the HQ to confront the villains.

Issue 6

Some time later, Spike woke up, where he found himself inside a cage in what appeared to be Hum Drum's room. He found that he could move again, seeing that the effects of the spray had worn off. Hum Drum was outside of the cage standing guard.

"Hum Drum. Please. You have to let me out of here." Spike pleaded to Hum Drum running over to him.

"I'm sorry, Spike. I'm tasked with keeping an eye on you." Hum Drum informed Spike sadly. "I can't let you go."

"But you're the only one who can help me save my friends and stop the Power Ponies." Spike continued to reason with him.

"What am I supposed to do? I'm useless. They even said so themselves." Hum Drum pointed out to Spike, "No wonder you and your friends needed their help more than me. They're the ones with superpowers. It's also probably them punishing me for slipping to the Mane-iac about the Electric Orb, even though I didn't tell her anything."

"Wait, so that wasn't really you who slipped up to the Mane-iac?" Spike asked Hum Drum.

"No! I would never let information slip to a bad guy!" Hum Drum confessed.

Spike was surprised about learning that fact about Hum Drum, but it also made him wonder: if Hum Drum wasn't the one who told the Mane-iac, who did? Before Spike could ponder more on his theory, the timer next to Hum Drum ringed, catching both their attention.

"Oh! I need to spray your friends! Be right back!" Hum Drum said getting up and rushing off to do his task.

"Hum Drum, wait!" Spike called out to Hum Drum, but he was too late as Hum Drum had exited the room by the room he said it.

In the other room, the Power Ponies had set up the teleportation device in their HQ, where said team was busy working on getting the machine ready for their trip to Equestria. The Mane 6 were once again imprisoned in the same cage they were put in from the villains' lair as it was now suspended from the ceiling next to the Hairspray Ray of Doom, which had a ladder set up on its side. Twilight could then feel the effects of the spray wearing off as she tried to move her hoof free. Hum Drum then arrived as he climbed up the ladder and sprayed the Hairspray Ray of Doom at the Mane 6, immobilizing them again, to Twilight's dismay. And it was at that moment after Hum Drum left that the Power Ponies had finally gotten the device fully functional at last.

"The dimensional portal is ready, Masked Matter-Horn." Radiance informed her leader.

Outside the room, while on his way back to his room, Hum Drum tripped on his cape and fell face first onto the floor.

"Excellent." Masked Matter-Horn replied pleased before turning her attention to Twilight and her friends. "I believe it's now time we add in the batteries."

"Once we get Princess Twilight and her friends connected to the device, it will extract the magic inside them and help connect our world to theirs." Saddle Rager explained.

Hum Drum finally got back up and straightened his cape.

"True, but we'll also need some sort of event that'll help win the trust of the inhabitants of that world and luckily, I came up with one." Mistress Mare-velous then stepped in.

Hum Drum heard what Mistress Mare-velous said and soon eavesdropped on the conversation.

"And what exactly is your idea of winning them over, Mistress?" Zapp asked.

"Glad you asked." Mistress Mare-velous answered pulling down a tarp that was covering up something, revealed to be a large hair dryer-shaped cannon.

"The Mane-iac's Doomsday Device?" Masked Matter-Horn asked confused by Mistress Mare-velous's proposal.

"Imagine this. The Mane-iac attacks Equestria with her Doomsday Device, where it'll expel an energy blast that will cause every pony's mane to go wild. Then we swoop in and help reverse the affects of the Device and named Equestria's newer protectors. And eventually its rulers."

"It's perfect. We go with your plan." Masked Matter-Horn told Mistress Mare-velous.

"Thank you, Matter-Horn. But first, we'll have the princess and her friends be its first victims." Mistress Mare-velous thanked Masked Matter-Horn and insisted, much to the Mane 6's horror.

Mistress Mare-velous climbed up to the top of the Doomsday Device, sitting down on the control deck and aimed it directly at the Mane 6.

"I agree with Mistress Mare-velous. Soon, their world will no longer need them and it'll just be us Power Ponies to protect it!" Zapp boasted.

Just then, Fluttershy noticed that Hum Drum had stepped back into the room and she cleared her throat. "I don't mean to interrupt, but aren't you forgetting about somepony?" Fluttershy spoke referring to Hum Drum.

"Hum Drum? Little guy? No superpowers whatsoever?" Radiance asked her before she and the rest of the Power Ponies laughed in amusement, unaware that Hum Drum was in the room. "He's utterly useless."

"Yeah, the only time he was useful was when we secretly told the Mane-iac about Electro Orb so that she could steal it and we blamed Hum Drum for it! And we get all the praise for stopping her!" Fili-Second cheered over Mistress Mare-velous's plan before the Masked Matter-Horn covered her mouth, clearly irritated by her teammate's careless confession.

The Mane gasped in shock upon learning that the Power Ponies purposefully set up a crime to stop just for recognition. The revelation was equally shocking to Hum Drum, who quickly left the room and began questioning everything his entire career with his teammates. All this time, his own team had framed him for a crime he didn't commit, seeing that his "uselessness" was all a lie. Realizing what he had to do, he went back to his room, where he opened the cage, freeing Spike.

"Hum Drum? What's going on?" Spike asked Hun Drum confused about why he was freeing him.

"I'm breaking you out of here." Hum Drum answered.

"But what about your teammates?" Spike asked again.

"They don't matter anymore. You know how I said I somehow told the Mane-iac about the Electro Orb even though I didn't? Well, it turns out they were the ones behind it the whole time. You go help save your friends."

Spike stepped out of the cage, but before he could exit the room, he turned back to Hum Drum.

"But don't you want to stop the Power Ponies, too?"

"What's the point? You and your friends probably just feel sorry for me like my teammates. After all, that's why they had me around when I joined the team."

"Maybe in your world, but in my world, I always come through for my friends when they need me. Always. And you did the same for me and my friends." Spike reassured Hum Drum showing a great amount of respect for him.

Hum Drum wiped a tear from his eye touched by Spike's words and soon developed a boost in confidence.

"You're right, Spike. I'm not like what my team says. When the citizens really need help, I do come through for them." Hum Drum said determined to help Spike.

"That's right, and now my friends need our help." Spike said to Hum Drum.

Spike and Hum Drum sneaked back into the room, hiding behind furniture so that the Power Ponies didn't spot them. Luckily, they didn't.

"My fellow teammates! Tonight, we stand upon the brink of a new world order, for we will rule over both Maretropolis and Equestria and defend them against their most hated enemies! We will strike our hammer of justice into the other world's fearful face of crime, and will strike a blow to anypony who opposes our rule in the name of Truth, Justice and the Maretropolis Way!" Masked Matter-Horn stated to her teammates.

"Right. And nothing will stop us from achieving our goal!" Mistress Mare-velous said.

The team then noticed a familiar pink glowing light behind them and saw Spike and Hum Drum holding the device directly at them. Before they could anything to stop them, the pink energy sparks from the device blasted out and enveloped the Power Ponies, taking away their powers once again.

"Way to go, Spike!" Twilight congratulated Spike.

"And Hum Drum." Spike corrected Twilight. "He's on our side now."

"And Hum Drum." Twilight corrected herself.

At that moment, the effects of the spray were starting to wear off and the Mane 6 were able to move their hooves again. However, Spike and Hum Drum were soon ambushed by the Power Ponies, who tried to reclaim the device from them. The device went off as pink energy blasted out of it. The Masked Matter-Horn rose back up with an evil look on her face and aimed her horn at Spike and Hum Drum, preparing to blast them with her ice magic. However, she strained and had trouble conjuring her magic.

"My powers didn't return to me when you pressed the button!" The Masked Matter-Horn argued with Mistress Mare-velous accusing her of not activating the device.

"That's possible! We activated the darn thing! Where could it all have gone?" Mistress Mare-velous argued with Masked Matter-Horn.

They got their answer when the bars feel to the ground from the cage. The Power Ponies and Spike and Hum Drum looked up to find that the Mane 6 now had the Power Ponies' powers, who broke free.

"Get mad." Rainbow Dash told Fluttershy.

"I'm trying." Fluttershy said as she strained to try to get angry.

The Mane 6 then spring into action now using the Power Ponies' powers against them.

"Tag, you're it! Tag, you're it! Tag, you're it!--" Pinkie said repeatedly to Fili-Second as she tapped her and evaded all her attacks. Pinkie tapped her on the left. Then tapped her on the right. She tapped her left again and this time, Fili-Second spotted Pinkie, but was hit with a sundae in the face as it was now covered in cream, along with two cherries and a banana forming a frowning face. Pinkie giggled in delight and used superspeed to run off.

"Over there! There! There! Idiots!" The Masked Matter-Horn angrily ordered her teammates. She soon noticed Twilight and decided to charge at her.

"Freeze Ray!" Twilight chanted blasting what she thought was a beam of ice magic, but she merely conjured up some snow that hit Masked Matter-Horn's face, who merely brushed it off and continued charging at her.

Twilight, however, then manage to conjure up another ice blast, which this time froze the floor that Masked Matter-Horn was running on. Masked Matter-Horn ended up sliding into the Hairspray Ray of Doom, slamming into it.

Applejack spotted Mistress Mare-velous charging after Hum Drum, intending to take back the device off his hooves.
"Hold it right there, partner!" Applejack told Mistress Mare-velous, taking out the latter's signature lasso and using it to rope her feet, stopping her in her tracks. Mistress Mare-velous scowled at Applejack.

Zapp charged towards Fluttershy, who cowered and whimpered in fear at her approaching attacker. Suddenly, Zapp was... uh, zapped with lightning from above. She saw it was Rainbow Dash, who went up against Zapp. Zapp seemed rather ready to still fight her despite no longer having her powers. That bit of confidence was soon dashed, however, when Rainbow Dash summoned a tornado, which sucked up Zapp, as well as Fili-Second, Masked Matter-Horn, Mistress Mare-velous and Radiance.

"Need a place to put these guys." Rainbow Dash said to Rarity, who skated on the now frozen floor with construct skates she made with Radiance's powers.

Rarity then used said power to create construct cages that imprisoned Zapp, Masked Matter-Horn, Mistress Mare-velous. Radiance and Fili-Second. Rainbow looked back at Fluttershy.

"Seriously? You aren't just a little angry right now?" Rainbow asked Fluttershy.

Unbeknownst to Rainbow, Fluttershy and the Mane 6, Saddle Rager had managed to sneak up onto the Doomsday Device and aimed it directly at Fluttershy.

"I'm sorry. It's just that nothing has made me mad so far." Fluttershy said.

Fluttershy was directly on Saddle Rager's sight through the scope, but a firefly got in the way. Saddle Rager then swatted the firefly away. Fluttershy saw the firefly hit the wall thanks to Saddle Rager.

"Oh, goodness. Are you okay?" Fluttershy asked the firefly in concern. She then saw Saddle Rager piloting the Doomsday Device, realizing that she was the one who hurt it and faced her in disgust. "Are you kidding me? I mean, I know you and your team are evil and all, but you hurt a teensy, little, harmless FIREFLY?! REALLY?! WHY, YOU'RE ALL JUST A BUNCH OF BIG, GREAT MEANIES! *voice gets deeper* THERE! I SAID IT!"

Saddle Rager recognized what was happening to Fluttershy and what she had done as Fluttershy began to grow huge and her voice got deeper.

"WHAT MAKES YOU AND YOUR TEAM THINK YOU'RE ALL SO SPECIAL?! LIKE THE RULES OF COMMON COURTESY DON'T APPLY TO ANY OF YOU?! WHY DON'T YOU PICK ON SOMEPONY YOUR OWN SIZE?!"

Eventually, Fluttershy transformed into the Saddle Rager's monster form and roared furiously, much to everyone's surprise. Saddle Rager frantically set the coordinates on Fluttershy and blasted the Doomsday Device at her. Unfortunately for Saddle Rager, Fluttershy managed to deflect the blast and it deflected back at her, hitting and knocking her off the Doomsday Device. Fluttershy then jumped up onto the device and began tearing it apart. The Mane 6 were left in awe at seeing Fluttershy like this with their mouths hanging open. Even Hum Drum was surprised. Fluttershy saw everyone's reactions to her with a piece of the device in her mouth before she spitted it out and acted bashful over her behavior.

"My mane!" Saddle Rager cried as her mane was growing out of control. The unstable hair then ensnared her entire body.

Later, Hum Drum had contacted the Maretropolis Police Department and revealed everything about the Power Ponies to them. Soon, the Power Ponies were being taken into custody by the police with the police commissioner shaking his head in disappointment at the former heroes. The mayor arrived and approached the Mane 6.

"You must be the ponies who exposed the Power Ponies for who they really are. Thanks to you, Maretropolis is safe once more!" The Mayor congratulated the Mane 6.

"Thank you, Mayor. In fact, I think Maretropolis will be safer than ever before, thanks to Hum Drum." Spike told the Mayor giving Hum Drum some deserved praise. "It was because of him that we were able to defeat the Power Ponies."
"Aw, shucks. It was nothin'." Hum Drum said flattered.

"We'll get you for this, you ponies! You haven't seen the last of the Power Ponies!" The Masked Matter-Horn swore revenge to the Mane 6 as the police van drove away.

"Yep, the day was saved. Thanks to--" Spike almost said when out of nowhere, a familiar green portal opened up and sucked both Spike and the Mane 6 into it before closing up. Hum Drum, the Mayor and the police were surprised and confused at what just happened.

We then cut back to the library in the Castle of the Two Sisters, where the spiderbot was currently using the magic it was extracting from Spike's comic to create the portal that was the same one that sucked the Mane 6 out of the world of Maretropolis and back into the library. The spiderbot quickly activated its cloaking system before any of the ponies saw it as it quickly crawled up on the ceiling.

The Mane 6 cheered excitedly over their little adventure in the Power Ponies' world. Spike, on the other hand, was rather exhausted from the whole experience.

"Did you see how I was raining down a storm of justice at the end there?" Rainbow Dash asked her friends.

"You catch how I was wieldin' that lasso?" Applejack asked as well.

"Cupcakes?" Pinkie Pie asked anyone holding up a tray of cupcakes in her hooves, to her friends' confusion.

"How did you--?" Rarity almost asked Pinkie.

"Eh. I had a good half second before we gave the Power Ponies back their powers and the Maretropolis Bakery was only 65 blocks away." Pinkie explained.

"I'm just glad to be back." Spike said dropping down on a pile of pillows to rest. Though, he soon remembered about Hum Drum. "Although, I didn't even get a chance to say goodbye to Hum Drum before we did."

Twilight saw how Spike was a little upset about not being able to see Hum Drum again and she approached him to cheer him up.

"I'm sure he would've wanted to help bring you home, Spike." Twilight told Spike, "And I hope he realized that while the Power Ponies didn't always need his help, it doesn't mean that he wasn't helpful for us getting back home."

"And that you don't always have to have superpowers to be a hero." Spike agreed, along with the rest of the Mane 6.
"But I do have one question. Where exactly did you get that comic book?" Twilight then asked wondering about the comic Spike had.

"This one I got from Canterlot at the comic book shop and was made by Enchanted Comics." Spike answered. The Mane 6 looked at him with a look reading "Are you kidding me?" written on their faces. "Not literally enchanted comics. I meant the publisher." Spike got up and ran over to the podium, where he picked up his comic and pointed to the publisher of the Power Ponies comic called "Enchanted", to which the logo was a parody of the Marvel logo.

"Oooohhhh!" The Mane 6 then exclaimed understanding what Spike meant now.

"Yeah, they're called that because the comics they make have 'enchanting' storylines." Spike said when the cover of the comic glowed. The Mane 6 gasped at what happened to the cover.

"What?" Spike asked his friends taking a look at the cover and saw why. "It's Hum Drum! He's a main hero now!" The cover now featured Hum Drum as the titular hero of the comic.

The Mane 6 all cheered over the good news.

"I can't believe I helped Hum Drum an A-tier superhero! I'm so proud of him!" Spike said excitedly when he noticed the Mane 6 leaving the library without him, to which he quickly followed after them, "Hey! Wait up! I'm an important part to Hum Drum's rise to fame, remember?"

The Mane 6 exited the Castle of the Two Sisters with all the tapestry they had collected earlier and headed back to Ponyville, with the spiderbot following them back into town.

Issue 5

The Mane 6 were hanging upside down from within a cage. Much like the Masked Matter-Horn and Radiance, Twilight and Rarity's horns were incased in the same metal cuffs to prevent them from using their magic to escape. They all looked miserable while they hung there, not sure of how they would be able to escape their predicament. That answer came in the form of a couple of familiar shadows rising from the floor. The Mane 6 noticed the shadows and looked up to see Spike and the Power Ponies before them.

"Don't worry, we're here to break you out of here." Spike told the Mane 6 as Mistress Mare-velous picked the lock, opened the cage and threw a "hooverang" (which was a horseshoe), which cut the ropes hanging the Mane 6's feet, resulting in them falling to the ground. But luckily, the other Power Ponies caught them in time and managed to free them from their metal cuffs.

"How did you manage to get here?" Twilight asked Spike.

"Well, we did have this plan that involved us having to sneak in through the ventilation system, but we noticed that the villains didn't set up the security system, so we just walked in and found you." Spike explained.

"I'm glad you came to save us, Spike." Twilight informed Spike and the Power Ponies.

"You're welcome, Twilight. Although, I'm kinda wondering why the villains took you guys away in the first place." Spike asked confused.

"Because as it turns out, we have traces of some kind of magic that brought us here and the villains plan to use us to power a device that will take them to Equestria." Twilight explained, much to Spike and the Power Ponies' surprise. But Spike wasn't going to let that stop him.

"Don't worry. We already have a plan to stop them!" Spike reassured Twilight confident that his plan will work.

"But you never told us what the plan was yet." Fili-Second pointed out to Spike. "What is it, already?"

"Well, now that we rescued my friends, they'll be the perfect partners to help you guys. So, here's the plan..." Spike finally told the heroes about his plan to defeat the villains.

Speaking of which, the villains were all busy preparing the device they had hastily built, much like the lair they were in at the moment. They had converted the device they used to steal the Power Ponies' powers into a dimensional portal, which now had an archway that had an uncanny resemblance to the Crystal Mirror in Equestria. While they were preparing the machine, they were coming up with names for their group.

"I still like 'alliance of villainy' best." High Heel suggested.

"No can do. There's a team in Trotham that's called the Alliance of Villainy." Mane-iac informed High Heels while looking up names on her laptop while her hair tendrils were busy working on the device with the other villains.

"What about 'League of Evil'?" Pharaoh suggested.

"Mrglurgh?" Smudge merely said.

Soon, they had managed to get the device up and running, ready to be used to take them to Equestria.

"Excellent! Everything's going according to plan." The Mane-iac said delighted that her plan was coming to full fruition before turning her attention to Pharaoh. "Pharaoh. Go retrieve the Princess of Friendship and her friends."

"Roger!" Pharaoh saluted as he exited out of the room using superspeed to retrieve the Mane 6 for the machine. When he got to the room where the Mane 6 were being held, however, he discovered they were no longer in the cage that imprisoned them and noticed the metal cuffs that kept Twilight and Rarity from using their magic and Rainbow Dash and Fluttershy from flying on the floor.

"They've escaped!" Pharaoh exclaimed at he prepared to report to the other villains.

"Hey, Pharaoh Slowpoke! Over here!" Fili-Second mockingly called out to him from outside the room.

"Why, you--!" Pharaoh angrily stated immediately chasing after her, "I'll chase you powerless ponies down in a flash!" Unbeknownst to him, he passed by Fili-Second, who was hiding behind a pillar with Pinkie while the two smiled in satisfaction. Pharaoh soon ended up in a room with a forked hallway. "Where are you, you insects?" Pharaoh demanded.

"Where are we? Where are you, Pharaoh?" The voices of Pinkie and Fili-Second echoed all over the room and asked Pharaoh, "You're part of a team that doesn't want you!"

"W-What do you mean?" Pharaoh asked the voices looking at each of the hallways unsure of where the voices are coming from.

"They don't need the Phony Pharaoh! They say you're the weak link!" The voices claimed.

"You--You're lying!" Pharaoh defended trying to deflect their claims.

"Am I? Or am I the only one telling the truth?" The voices asked again.

Elsewhere, Shadowmane and High Heel went to go check on Pharaoh in the room where the Mane 6 were locked up in.
"The cage! Where are the prisoners?!" Shadowmane asked over the disappearances of the Mane 6.

"Where's Pharaoh?!" High Heel then asked as well.

"It's your fault they escaped, you oaf!" Twilight's voice imitating High Heel told off Shadowmane.

"Did you just call me an oaf?" Shadowmane asked High Heel confused.

"How dare you!" High Heel rebuttaled offended.

"You want to take this up with my lasso?" Shadowmane threatened High Heel with Mare-velous's lasso.

"Oh, don't make me angry, Shadow-Lame! You won't like me when I'm angry!" High Heel threatened Shadowmane. Unbeknownst to them, Twilight Sparkle and Masked Matter-Horn sneaked past them outside the room.

Meanwhile, Mane-iac, Long Face and Smudge were waiting for Pharaoh, Shadowmane and High Heel's return. However, Mane-iac was getting impatient.

"Something's wrong." Long Face said acknowledging why Pharaoh, Shadowmane and High Heel haven't returned yet.

"Of course, something's wrong! Why hasn't the Pharaoh come back yet?! Or Shadowmane or High Heel?! I'm going to go look for them!" Mane-iac pointed out the obvious to Long Face. Tired of waiting, Mane-iac got up from her seat using her hair tendrils and was about to go search for Pharaoh, Shadowmane and High Heel.

"Maybe they don't trust you, Mane-iac..." One of the Mane 6's voices whispered to Mane-iac, catching her offguard, "Maybe they are planning to betray you..."

"What?! No! Or... could they?" The Mane-iac asked herself in her head as she could tell that her sanity was slipping and she took the voices' word about the other villains planning to betray her. She turned toward Long Face and Smudge with newfound distrust towards them. "I should've known you would try to tear me down!"

"Eh?/Gruh?" Both Long Face and Smudge merely replied in confusion to Mane-iac's response before she blasted a bolt of magic against Smudge, who was saved in the nick of time thanks to Long Face using Radiance's magic to create a construct shield to deflect the bolt of magic. This lead to the Mane-iac fighting against Long Face and Smudge, something that both Rainbow Dash, Fluttershy, Zapp and Saddle Rager hoped for, who were where the voices belonged to. The four sneaked out of there with the Mane-iac spotting them and realizing that they tricked her into turning on her comrades. She convinced Long Face and Smudge about the four's deceit and so they all chased after the heroines.

Meanwhile, Applejack, along with Mistress Mare-velous, Radiance, Rarity, Spike and Hum Drum were in the room where the villains had discarded the now disassembled part of the device they used to steal the Power Ponies' powers in. Radiance was recalibrating the device with Rarity, Spike and Hum Drum serving her as her assistants.

"Is it ready yet, Radiance?" Mistress Mare-velous asked Radiance.

"Patience, please! This is the first time I've worked on such a device!" Radiance replied recalibrating the device when Pinkie and Fili-Second came into the room with news to report.

"The Phony Pharaoh should be right behind us." Fili-Second reported to Mistress Mare-velous.

"High Heel and Shadowmane are on their way!" Masked Matter-Horn reported as well running into the room with Twilight, "How's the device?"

"I'm coomiiiing!" The Mane-iac sang menacingly echoing outside the room.

"Make haste, friends!" Zapp declared, bursting into the room along with Rainbow Dash, Fluttershy and Saddle Rager.

"You're not hellllpiiiiiiing!" The Mane-iac sang once again as she, Long Face and Smudge charged into the room, "There you fools are! You thought you could turn us against each other?!"

"Finished!" Radiance announced having finished recalibrating the device right on cue.

"What's finished? What are you--" The Mane-iac asked Radiance confused about what she meant until she quickly realized what was going on along with Long Face and Smudge, "... Oh, fudge..."

Without any hesitation, Radiance flipped the switch and activated the device. Much like before, the device struck its pink bolts of energy at the heroes and villains. Only this time, it was returning the Power Ponies' powers back to them from the villains.

"No! Oh, no, no, no, no, no, no!" The Mane-iac panicked seeing her horn gone from her forehead.

"Now, who's laughing, Mane-iac?" Masked Matter-Horn sarcastically asked Mane-iac as she, Radiance and Zapp stood before her triumphantly.

"Hee...hee...hee?" Mane-iac merely laughed nervously.

"Saddle Rager! Mistress Mare-velous! Follow me!" Spike said picking up the device with Hum Drum.

"Lead the way, Spike!" Mistress Mare-velous told Spike as he and Hum Drum lead both her and Saddle Rager to Shadowmane and High Heel, who were in the middle of a battle.

"You wanna take me on, Flip Flop?" Shadowmane dared High Heel planning to use her lasso.

"Bring it, Tiny!" High Heel talked back at Shadowmane now having muscled up and ready to pound her former partner into a pancake.

"Flying Tackle!" Mistress Mare-velous announced landing a midair kick at Shadowmane, knocking her away, much to High Heel's surprise.

High Heel, however, growled a bit after seeing Saddle Rager standing in front of her by the doorway. "You Powerless Ponies are going to pay for this--" High Heel threatened Saddle Rager, who just stood there unflinched by the villain's threat when suddenly, the two were enveloped in the device's pink energy, which returned Saddle Rager's power back to her from High Heel.

"I think you're the one that's about to pay, High Heel."

"And why is that?" High Heel demanded until Fluttershy pointed to a now transformed Saddle Rager, who was about to deliver a punch toward High Heel.

Meanwhile, Pharaoh was on the floor in a fetal position and having a mental breakdown.

"And when I was seven, I took my mother's comb without asking for it and she--" Pharaoh rambled to no one.

Pinkie approached Pharaoh and cleared her throat. "Sorry to bother you, but when you're done with your emotional breakdown, can we have Fili-Second's power back and take you to prison?" She asked him pointing to the Mane 6, Spike and the Power Ponies with the device.

"Oh, let's just get it over with." Pharaoh answered having already given up after seeing the heroes having the device, which they used to take away his superspeed and return it to Pinkie Pie.

Later, the villains were taken into custody by the Maretropolis police and the Mane 6 and the Power Ponies returned to the latter's headquarters.

"Nice work, Power Ponies. Now let's power up that teleportation device and get ourselves home." Twilight said to the Power Ponies.

"I'm afraid that won't happen." Masked Matter-Horn corrected Twilight. "You see, we never intended to bring you back to your world. We want to travel to Equestria ourselves. That way, we can be its saviors and rule over it just like we've done with this city."

The Mane 6 were shocked at what Masked Matter-Horn said and the looks on the other Power Ponies implied that they were serious as they soon developed sinister expressions toward the Mane 6.

"Not if we have anything to say about it!" Rainbow Dash told the Power Ponies not wanting to let these false heroes get away with it and charging toward them.

However, Radiance used her magic to levitate what appeared to be a giant can of hairspray.

"The Mane-iac's Hairspray Ray of Doom! It stops you in your tracks and renders your powers useless!" Spike exclaimed at the can of hairspray Radiance was holding, but it was too late as Zapp dropped down and pushed down on the nozzle, spraying Rainbow Dash, which left her immobilized as she dropped to the ground.

Before they could do anything, the rest of the Mane 6 were also sprayed by the treacherous Power Ponies. Spike was horrified by the fact that he was witnessing his heroes being villainous and planning to take over Equestria. He spotted Hum Drum next to him and approached him.

"Hum Drum! Please tell me that the Power Ponies are brainwashed by the Mane-iac! Just a little mind control?" Spike begged Hum Drum.

But the saddened look on Hum Drum confirmed it was true. "I'm sorry, Spike."

Spike didn't want to believe it, but he knew now for what the Power Ponies truly are and just then, he turned around and saw the Hairspray Ray of Doom aimed directly at him.

"Don't spray! Please! I'm your biggest fan!" Spike pleaded his heroes.

The Power Ponies, on the other hand, merely laughed at his plea mockingly so, much like they did with Hum Drum.

"Oh, Spike. Of course you're our biggest fan. But we can't have you going around trying to stop us from achieving our master plan now, can we?" Masked Matter-Horn condescendingly told Spike, nodding to Zapp, who sprayed Spike with the Hairspray Ray of Doom, leaving him immobilized like the Mane 6 as they were all taken away by the Power Ponies.

Author's Note

Don't worry, this is not the end of the story. There's just one or two more chapters to finish this story.