Equestria Superhero Girls: Super Pet Pandaemonium

by Time Agent pony

Rating: everyone
Tags: Adventure, Crossover, Other, Equestria Girls, Spike (EqG)
Length: 9716

What happens when the heroes of the world are brainwashed by a villain? You call the Legion of Super-pets.

What starts out as a normal day for Sci-Twi's dog Spike, soon becomes a fight to free the heroes of the world, who have fallen under the control of the villainous Mr. Mind. So it's down to Spike and the Legion of Super-pets to stop the villain and free all the hero from his mind control.

Published 2019-10-27 18:10:01 UTC
Last updated 2020-02-15 15:42:09 UTC

Chapter 1

"Ha, ha, ha," laughed Mr. Mind, "foolish heroes, you really thought you could defeat the brilliance of Mr. Mind."

"You'll never get away with this, Mr. Mind," Krypto the Superdog declared, as he and the rest of the Legion struggled against their restraints.

"Oh, please," Mr. Mind smiled, "you can barely stand, let alone stop me!"

"Somehow," Spike said, "some way, we will stop you."

Mr. Mind laughed again, his subordinates joined in with their boss's laughter.

"Laugh while thou can, villains" Throg cried, "but thou will never win!"

"Same old heroes," Mr. Mind smirked, "still thinking you can win."

Spike was about to interrupt, but Mr. Mind continued, "you 'pets'" he spat the word at them, "you all have stood in the way of my plans enough, this ends! Now!"

"Well," Spike sighed, "this isn't at all how I thought this day would go."

8am, Twilight's house.

"See you later, Spike," Twilight said, as she and Midnight got ready for another day at CHS, "stay out of trouble."

"Twilight," Spike replied, "you know me, I always stay out of trouble."

With a smile, both Twilight and Midnight left the room and the house.

As soon as he was alone in the room, Spike sighed, "Twilight, Midnight and their friends are always saving the world and having adventures," he remarked, "meanwhile, I'm here doing nothing."

Putting the thought out his mind, Spike curled up on Twilight's bed and went to sleep.

later.

Spike had been sleeping for hours and was now awake and waiting for Twilight and Midnight to return.

After waiting and seeing no sign of the two, Spike decided to go out and look for them.

Outside.

"Ok," Spike murmured, "if I was Twilight and Midnight where would I go?"

After some thinking, Spike reasoned that Twilight and Midnight have gone to hang out at one of their friend's houses.

Rainbow Dash's house.

"You seen Twilight or any of her friends?" Spike asked.

"Sorry.." Tank, Rainbow Dash's pet tortoise, replied, slowly, "But....I....Haven't......Seen.......Anyone......All......Day."

Applejack's house.

"Sorry," Winona, Applejack's pet/work dog, shook her head, "but I haven't seen hide nor hair of Applejack or anyone else."

Rarity's house.

"Terribly sorry," Opalescence, Rarity's pet cat, answered, "but strangely I haven't seen any sign of Rarity every since she left for school."

Fluttershy's house.

"Nope, haven't seen any of them," Angle, Fluttershy's pet bunny, replied, "she's never been gone this long."

Pinkie Pie's house.

"You haven't seen any sign of Pinkie Pie or her friends after she left for school?" Spike asked.

Gummy, Pinkie's 'pet' toy alligator, said nothing.

Sunset's house.

"I wish I could help," Ray, Sunset's pet lizard, replied, "but Sunsets been gone since this morning."

Sometime later.

"Alright," Spike said, to himself, "Twilight, Midnight and their friends aren't at there homes, where else could they be?"

Fortunately, Spike was saved from asking anymore questions.

Suddenly, from nearby an explosion erupted.

"What the?!" Spike cried, as he dashed to where the explosion had come from.

When Spike reached the scene, a building had already been broken into and the alarms were blaring.

As Spike watched, some figures emerged from the building,

Spike gasped, the figures were Twilight, Midnight, some of their friends and some other students from CHS.

"Twilight! Midnight!" Spike shouted, dashing towards to group, "stop! what are doing?!"

Twilight and the others continued what they were doing, not seeming to have heard Spike shout nor did they notice him approach.

"Twilight!" Spike shouted, again, "what are you doing?!"

This time Twilight and the others turned to face Spike, causing him to gasp in surprise.

Twilight, Midnight, their friends and others moved like they were zombies and they had blank eyes.

"Twilight?!" Spike exclaimed, "What happen to you?"

Twilight and the others advanced on Spike, looking like they were going to attack him.

But, before they could attack, the group was hit by a blast of heat vision and a volley of batarangs from seemingly out of nowhere.

Twilight, Midnight and the others were able to block the attack but it did push them back a little.

Spike turned to see where the attack had come from and was greeted by the sight of Krypto the Superdog and Ace the Bat-Hound.

"Stand aside, Spike," Krypto said, "we'll handle things from here."

Twilight, Midnight and the others seemed ready to counterattack, but stopped and departed area, some mysterious force calling them elsewhere.

"What was that about?" Krypto wondered, "they could have attacked us but they didn't."

"If we follow them," Ace answered, "we might get some answers."

As the heroes prepared to follow the escaping figures, Spike stopped them.

"I'm coming with you," he stated.

"With respect," Ace replied, "this is a job for super-powered pets not civilians."

"I'm coming with you," Spike repeated, "those were my friends, and they're under some kind spell and I want to find out who's behind it."

Krypto and Ace looked at each other for a moment.

"Alright," Ace said, reluctantly, "you can come with us, just stay out of my way."

"Don't mind him," Krypto smiled, as he and Ace prepared to leave, "he's always been this grumpy."

With that, Ace summon his glider and Krypto picked up Spike by the scuff of his neck and the three took off.

"Where are we going?" Spike asked.

"Somewhere we can follow your friends," Ace replied, "I managed to place a bat-tracker on one of them before they get far."

The three continued on their way to their destination.

Chapter 2

The Batcave.

"Wow," Spike gasped, as he gazed around at all the trophies spread around the cave, "this is so cool."

"No time for a tour," Ace said, going to the batcomputer and pressing some buttons, "time to get to work."

"Don't take it personally," Krypto whispered, seeing Spike was a little hurt by Ace's comment, "he's always been this serious."

"It seems that your friends aren't the only ones to start acting strangely," Ace declared, "and it's not just them, every hero around the world are going berserk."

"So where are they?" Spike asked.

"I've managed to track their location," Ace answered, "it's somewhere in the Savage Land."

An image appeared on the batcomputer's screen.

"What's the Savage Land?" Spike asked.

"It is an isolated part of the world," Ace explained, "it is hidden prehistoric world."

"That place is huge," Krypto added, "the source of all this could be anywhere."

"That's why I'm calling in the rest of the Legion," Ace replied, "we gonna need all the help we can get."

Ace pressed some more buttons and an image of Ace's sidekick Robert 'Robbie' the Robin appeared.

"Robin, gather some of the members of the Legion of Super Pets and have them meet us in the Savage Land," Ace stated, "we'll pick up the rest."

"Roger," Robbie replied, "you can count on me."

With that, Robbie's image faded from the screen.

"So whats the next move?" Spike asked.

"We rally every member of the Legion of Super Pets we can find," Ace answered, pressing some buttons and bring up some images of others pets, "the closest members are: Redwing, Throg, Hairball, Stretch-O-Mutt and Lockheed the Dragon."

"Well, what are waiting for?" Spike nodded, "let's get going."

"Hold up," Krypto interrupted, "if you're going to work with us, Spike, you'll have to dress the part."

Sometime later.

Spike emerged, wearing his Super Pet costume.

"Presenting, Spike," he declared, "Legion of Super Pets member."

"Ok," Krypto smiled, "now we're ready to go."

"Right," Ace nodded, readying his glider, "we should hurry and meet the Legion members, before the situation with the world's heroes gets worse."

"Right," Spike and Krypto nodded.

With that, the three exited the Batcave.

Elsewhere.

Redwing, Throg, Hairball, Stretch-O-Mutt and Lockheed the Dragon were fighting as hard as they could against the mind controlled heroes, while trying to not hurt them.

"Keep fighting," Simon Walterson a.k.a. Throg cried, as he dished out blasts of lighting from his hammer, Frogjoinir, "we are holding them back."

"I hope you're right," Buddy a.k.a. Stretch-O-Mutt replied, shapeshifting his front paws into boxing gloves, "I don't know how long I can keep this up."

"We can't loose hope," Lockheed the Dragon, pet to Kitty Pryde, stated, "someone will come and help us."

"Lockheed's right," Redwing, pet to Sam Wilson a.k.a. Falcon, added, "we have to keep fighting."

"That backup better get here quick," Neils a.k.a. Hairball, pet to Robert 'Robbie' Baldwin a.k.a. Speedball, commented, as he struggled to maintain his kinetic energy field, "I can't keep this up much longer."

Suddenly, as mind controlled heroes slowly began closed in on the pet heroes, a voice called, "Don't worry, guys, backup has arrived."

Soon after Krypto, Ace and Spike arrived on the scene, Krypto and Ace managing to drive the mind controlled heroes using their abilities.

Like before, the heroes seemed to receive some sort of command and proceeded elsewhere.

"Sorry to keep you guys waiting," Krypto said.

"Worry not," Throg replied, "it is still good to have you and Ace among us."

Throg then noticed Spike, "and who might you be, friend?" he asked.

"Well, arrr," Spike answered, struggling to reply, "I'm Spike."

"Welcome, Spike," Throg smiled, "more the merrier."

"So, whats going on?" Lockheed inquired, "why is everyone gone crazy?"

"They're being controlled," Ace explained, "and the signal seems to be coming from the Savage Land."

"The Savage Land?" Redwing exclaimed, "we're going to need the whole Legion to comb the area."

"I've got that covered," Ace interjected, "I already called Robin, him and the others will meet us there."

"Then what are we waiting for?" Throg cried, "let us be gone."

With that, Throg spun his hammer and rocketed into the sky, Krypto, Ace, Lockheed and Redwing.

"Hey!" Hairball yelled, after them, "some of us can't fly!"

"Don't worry," Stretch-O-Mutt smiled, morphing his body into a hang glider, "I've got it covered."

Without another word, the rest of the heroes hurried after Krypto and the others.

Chapter 3

The Savage Land

"Well," Krypto said, as he and the others touched down on the prehistoric jungle, "here we are, the Savage Land."

"Wow," Spike remarked, "this is beautiful."

Suddenly, a pterodactyl flew over head, "Whoa!?" Spike exclaimed, "that was a dinosaur!? There are dinosaurs here?!"

"I did say, that is place was a prehistoric world," Ace responded, "all kinds of prehistoric animals live here."

"Anyway," Throg stated, "we must make hast and find our allies and begin searching for the force that is bewitching the world's mightiest heroes."

"Throg is right," Krypto nodded, "we should split up, cover more ground that way."

"Right," Ace nodded, "Krypto you go with Hairball, Spike you go with Throg, Stretch-O-Mutt you go with Lockheed and I'll go with Redwing."

"What about Robin and the others?" Hairball asked, "how will they know where to find us?"

"I told Robin to meet up with us as soon as he's gathered the other Legion members," Ace answered, "for now, we should focus on finding the source of the control signal."

"Anyone clean on the plan?" Krypto asked.

Everyone nodded and the Legion of Super Pet members headed off in different directions.

"Something seems to bothering you, Spike," Throg commented, as he and Spike walked through the thick expanse of jungle.

Spike sighed, "It just seems like I haven't really got anything to offer the Legion," he replied, "I mean you guys are 'The Legion of Super Pets' you guys are amazing and have super cool powers and I'm just me."

"Tis folly you speak, Spike," Throg stated, "each member of the Legion has their own skills and abilities that all contribute to the team."

"But you guys have heat-vision, stretching, fire breathing, shooting lighting and kinetic forcefields and flight," Spike responded, "and all I can do is talk to humans."

"You think you're alone in that regard?" Throg answered, "Redwing is just an ordinary falcon, he may have a mental link with his owner and friend Falcon, but he is just a falcon and before I got my hammer, I was an ordinary frog and before that I was an ordinary man."

"Really?!" Spike exclaimed, "no way!"

Throg nodded and began explaining his backstory. He was once an ordinary high school student by the name of Simon Walterson, a young man with a bright future but a string of unfortunate events led him to a witch who could commune with the dead. Unfortunately Simon was unable to pay the witch for her service and as a result was turned into a frog as punishment, after some time later he was given the power of Thor and thus he dedicated his life to protecting frogs everywhere.

"So you see," Throg concluded, "even if you don't think much of your powers or have no powers at all you are still a hero."

Spike smiled at Throg's words of encouragement, "thanks," he said, "your know for a frog you give really good advice."

"All part of the job," Throg replied, happy to have cheered up his teammate.

The two heroes continued on their way.

After a few more hours of more walking the two came across a clearing.

"Something doesn't feel right," Throg murmured.

Spike was about to ask Throg what he meant by that, but was interrupted when the ground started shaking.

"What's going on?" Spike asked, the ground shaking intensified.

Throg was about to answer, but was interrupted by a loud roar as the source of the quakes came smashing through the trees towards the two heroes.

It was Devil Dinosaur!

"Ho Devil Dinosaur," Throg called, as he approached, "glad to have you am....."

Throg didn't have time to finish as Devil Dinosaur's mouth snapped down at he and Spike, narrowly missing them.

"Whoa!" Spike exclaimed, as Devil Dinosaur turned to attack again.

"What hath gotten into you, Devil Dinosaur?!" Throg demanded, "we are your allies, your friends!"

Spike suddenly noticed something, there was a strange device clapped to Devil Dinosaur's head.

"There!" he cried, "that device must be controlling Devil Dinosaur."

"Good eye Spike," Throg nodded, "but how do we get it off him?"

"I'll distract him," Spike replied, thinking fast, "then you take out the device while he's focusing on me."

"Are you sure about this plan?" Throg asked.

"I'm sure," Spike nodded.

Throg nodded back and with that the two put Spike's plan into action.

"Hey!" Spike yelled, jumping up and down trying to get Devil Dinosaur's attention, "over you big dumb lizard!"

Devil Dinosaur didn't seem to notice Spike and was instead concentrating on Throg.

Looking around, Spike spied some pebbles, he picked up a few of them and hurled a bunch of them at Devil Dinosaur.

This time Devil Dinosaur took noticed when the peddles hit him, turning and advanced on Spike.

"Thats it," Spike thought, "just keep your eyes on me."

He motioned at Throg, who nodded and rose into the air and hurled his hammer at the device on Devil Dinosaur, destroying it.

The moment the device was destroyed, Devil Dinosaur let out a roar after which he toppled over unconscious.

"Is he OK?" asked Spike, as he and Throg regrouped in front of the out cold dinosaur.

"Aye," Throg replied, after listening to Devil's chest, "his heart is still beating, he is unharmed."

After a few minutes.

Devil Dinosaur groaned and opened his eyes, "what happened?" he mumbled, "where am I?"

"At ease, Devil Dinosaur," Throg smiled, "you're safe, you are among friends."

"You were being controlled by some kind of mind control device," Spike explained, "Is there anything you remember that happened before you ended up here?"

"Well," Devil Dinosaur replied, "I was with Moon Girl and we were stopping a bank robbery, we had just finished when Moon Girl went crazy and began attacking me, she knocked me out when I woke up I was in some kind of lab and something was clamped to my head, thats it."

"By the way," he added, looking at Spike with a confused look on his face, "who are you?"

"This is Spike," Throg answered, "the newest member of the Legion of Super Pets."

"Arr," Spike said, smiling weakly, "hi, please don't eat me."

Devil Dinosaur burst out laughing, "You're a funny dog," he declared, "I like you."

"Anyway," Throg interjected, "doth thou remember where the lab was located?"

"I....I think so," Devil Dinosaur replied, "everything still a little fuzzy, but think I remember where it is."

"Then what are we waiting for," Throg declared, as he and Spike jumped up onto Devil Dinosaur's back, "let us be gone!"

Without another word, the three heroes set off further into the jungle, deeper into the Savage Land.

Chapter 4

After walking though thick, denise jungle Throg, Spike and Devil Dinosaur arrived at a barren area of the Savage Land which was at the base of a volcano.

"I think this where the lab was located," Devil Dinosaur said, as Throg and Spike leaped off his back.

"But there is nothing here," Spike stated.

"I don't think thats the case," Throg replied, pointing at a shape approaching from the edge of the area.

"What is it?" Spike asked, as the shape got closer and closer.

The answer came shortly, it was Zabu, a Saber-tooth tiger and loyal pet of Ka-Zar Lord of the Savage Land, he was also had the same device that had been attached to Devil Dinosaur attached to his head.

"I seems as though Devil Dinosaur wasn't the only Legion member to be captured and placed under mind control," Throg remarked.

He turned to Spike, "any ideas?" he asked.

Before Spike could answer Devil Dinosaur stepped forward, "Allow me," he smiled, he stomped one of his feet down on the ground so hard that the ground shook, throwing Zabu off his feet slightly.

Before he could recover, Spike and Throg rushed Zabu and quickly destroyed the mind control device on his head, like they had done with Devil Dinosaur.

Like before, Zabu roared and then fell to the ground out cold, after a few minutes he groaned and regain conciseness.

"What happened?" he blubbed, "where's Ka-Zar?"

"Slow down there," Spike said, "you were being mind controlled and we set you free."

"And who are you?" Zabu asked, "I know all the members of the Legion of Super Pets and you're not one of them."

"This is Spike," Throg declared, "he's the newest members of the Legion of Super Pets."

"Well in that chance," Zabu replied, "please excuse my rudeness, glad to have a mighty warrior like yourself onboard."

"Thanks," Spike acknowledged, smiling at Zabu calling him a mighty warrior.

"Anyway," Throg interjected, "can you remember why you were patrolling this area?"

"I think I know," Spike said, picking up a small rock and throwing toward the barren area.

To everyones surprise, including Spike's, the rock seemed to hit something invisible, then suddenly a large structure materialised in front of the three heroes.

"What trickery is this?" Throg exclaimed.

"I think it's a cloaking field," Spike said, after some thinking.

"Very good," a voice remarked.

The four heroes turned to see Krypto, Ace and other members of the Legion of Super Pets approached from the jungle.

"But why would someone want their base to cloaked?" Spike wondered.

"It must be one of the High Evolutionary's abandoned bases," Ace surmised, "they're dotted around the Savage Land."

"Shouldn't we call in the others before head in?" Krypto inquired.

"I've already sent them the coordinates," Ace replied.

Soon after Ace had finished, there was a flash and Robbie and the rest of the members of the Legion of Super Pets appeared, they were: Jumpa, Batcow, Streaky the Supercat, Lockjaw, Tippy Toes and Goose.

"Sorry it took so long," Robbie said, "you would not believe how hard it is Attilan by flying.

"That's OK," Krypto smiled, "what's important is you're here now."

"So whats the plan? Ace" Streaky, pet of Supergirl, asked.

Ace was about to answer when suddenly a door in the structure opened.

"Looks like we're being invited in," Jumpa, pet of Wonder Woman, stated.

"I don't like this," Lockjaw, pet of Inhuman royal family, said.

"It's probably a trap," Batcow said.

"Bring it on," Tippy Toes, pet of Squirrel Girl, declared.

"Well then," Goose, pet of Carol Danvers Captain Marvel, declared, "once more unto the breach."

With that, the heroes entered the base.

Chapter 5

The Legion of Super Pets walked through the winding corridors of the High Evolutionary's old base, it was surprisingly bigger on the inside, just big enough to allow Devil Dinosaur to walk around.

Along some of the walls were giant test tubes with nightmarish creature floating liquid.

"This place is creepy," Spike commented, shuddering as he walked past the tubes.

"The High Evolutionary was obsessed with creating the perfect race," Ace explained, "evolution through any means necessary."

"I hope nothing wakes these things up," Robbie said, he was just as uneasy as Spike about their surroundings.

"Don't worry," Krypto replied, "according to my X-ray vision these things have been died for a long time."

"Well, thats good," Spike breathed.

The team continued on, deeper into the complex.

Meanwhile.

In the base's control room, Mr. Mind, the enemy of Billy Batson Captain Marvel who is worm from Venus, watched the heroes as they slowly made their way towards him.

He was distracted from watching the heroes, as one of his subordinates, a half-dog half-plant hybrid called Dogwood, entered the room.

"What is it?" Mr. Mind demanded, his voice didn't come from his mouth but from a radio-like device around his neck.

"Your army is complete, boss," Dogwood replied, "the last few have now arrived."

"Excellent," Mr. Mind smiled, "and what about those that are immune to my mind controlling signal?"

"They have been contained," Dogwood answered, "you want us to do anything with them?"

Mr. Mind thought for a moment, "Have the one called Dragon man brought to me," he replied.

"Anything else?" Dogwood asked.

"My trump card?" Mr. Mind inquired, "did you and the others manage to acquire it?"

"Yes," Dogwood nodded, he turned to leaving the room.

"One last thing," Mr. Mind added, "inform the others we have some guests arriving soon."

"You want us to roll out the welcome wagon?" Dogwood asked.

"Indeed," Mr. Mind smiled.

Back with the heroes.

"We must be getting close to the centre of the base," Ace remarked.

"Shhhh," Krypto interjected, "someones coming."

The heroes ducked into an alcove off to the side of the corridor.

The figures, two mind controlled heroes, passed by them dragging a huge body with them.

As soon as they had passed, the heroes came out of their hiding spot.

"Yeah," Tippy toes declared, "we're definitely getting close."

"I wonder what they were dragging?" Spike wondered.

"I don't know," Jumpa answered, "but take a look at this."

She was standing in front of door, set in the wall of the corridor, and indicated to the others to join her.

There was a window in the door, inside was a cells containing figures in energy cuffs, they were: Red Tornado, Machine Man, Vision, Awesome Andy, Jocasta, Cyborg, The Metal Men, Robot Man, a chimpanzee and many more.

"Who are they?" Spike asked, "why are they here?"

"They must be the ones that are immune to the mind control," Streaky guessed.

"It would seem that the mind control only effects humans or humanoids," Batcow surmised, "machines, half-machines and animals are immune to it."

Ace suddenly recognised the chimpanzee, "we have to get him out of there," he declared.

"What?" Spike asked, "why? I thought we were on my way to save my friends and everyone else."

"Trust him," Batcow answered, "the more members we have, the better our chances will be."

"Well," Spike replied, "alright, then."

"Streaky, and I will go in get him out," Krypto stated, "the rest of you stay outside and make sure no one notices."

The rest of the Legion nodded.

With that, the three pets entered the cell block, in a little while, they returned with a chimpanzee.

"I sure am glad to see you all," the chimpanzee declared, as Ace unlock his energy cuffs.

Now that he was out of the cell, Spike could see that the chimpanzee was wearing clothes that made him look like one of Twilight's favourite fictional detective Sherlock Holmes.

"You're not hurt are you?" Goose asked.

"A few bruises," the chimpanzee replied, "but nothing serious."

"Is anyone going to tell me who this?" Spike asked.

"Bobo T. Chimpanzee also known as Detective Chimp," the chimpanzee retorted, "and who are you? My young friend."

"I'm Spike," Spike replied, "Its nice to meet you."

"I'm guessing that you're the newest member of the Legion of Super Pets," Detective Chimp stated.

"Yes, I am," Spike answered, "how did you...?"

"Eyes and brains, my friend," Detective Chimp smiled, "that and costume you're wearing gave it away."

"I suggest we continue on to the centre of the base," Ace interjected, "I think, by now whoever is behind this will know we're here."

"Agreed," Krypto nodded.

"In deed," Detective Chimp nodded.

Without another word and with a new ally on board the Legion of Super Pets proceeded deeper into the heart of the base.

Chapter 6

"We must be getting closer," Spike said, "we've been walking for hours."

"Even I can't tell where we are in the base," Krypto replied, "the walls seemed to be lined with lead."

"Have faith, my friends," Throg declared, "we may reach our goal sooner that we think."

Soon enough, the heroes arrived at an open arena-like room.

"Ok," Hairball stated, "It's official we're lost."

"We can't give up now," Spike stated.

"Spike is right," Throg nodded, "we mustn't lose heart now, not when we are..."

Suddenly, before Thorg could continue, a faint rumbling began growing closer every second.

"Whats that?" Robbie asked.

Then the rumbling stopped.

"We'll soon find out," Streaky replied.

Right after that, a figure resembling a dragon appeared at the opposite side of the arena and let out a roar.

"What is that thing?!" Spike cried.

"Dragon man," Ace answered, "whoever's behind must have reprogrammed him."

Spike was about say something, but was interrupted when Dragon man fired a blast of fire from his mouth.

"How are we suppose to stop him?" Spike cried, as Dragon man advanced on them.

"Try to slow him down," Ace said, "I think I might have something that might be able to subdue him."

"Right," Everyone else nodded.

While Ace readied his counter measures, the rest of Legion and Spike moved in on Dragon man.

Redwing and Lockheed flew around his head and scratched at his eyes.

Devil Dinosaur stomped the ground, creating shockwaves to throw Dragon man off his feet.

Krypto and Streaky used their freeze breath to holt Dragon man's fire attacks.

The rest of the heroes and Spike did there best to avoid Dragon man's attacks and try to counter attack, with Hairball providing them with cover with his powers.

The battle came to head when Stretch-O-Mutt wrapped himself around Dragon man's legs, causing him to topple over.

Soon after, Ace followed with his counter measure an EMP batarang, it hit Dragon man on the shoulder stunning for a moment, but not stopping him and he began trying to break free Stretch-O-Mutt's hold.

"You might wanna do something," Stretch-O-Mutt shouted, "I don't know how long I can hold on."

"That should have worked," Ace remarked.

"Maybe this will help," Throg smiled.

He fired a blast from his hammer, hitting the batarang and channeling the mystical lighting through it and into Dragon man's body, stopping him in his tracks.

"Whew," Stretch-O-Mutt breathed, as he unwrapped himself from Dragon man's legs, "that was quick thinking."

"Wow," Spike remarked, "talk about dragon slaying."

"But just who was controlling Dragon man?" Streaky stated, as the rest of the Legion regrouped with Spike.

"That would be me," a voice answered.

From the downed Dragon man, a small insect crawled from Dragon man's head.

Krypto recognised the insect immediately, "Super-Flea," he cried.

"Yes, Krypto," Super-Flea smirked, "me."

The heroes were about to quickly take down Super-Flea, but from out of nowhere a blast of energy shot out and hit all the heroes, paralysing all of them.

The one responsible for the blast stepped into view, it was Mertin the Magnificent, he was followed by two spotted hyenas, who's names where Bud and Lou.

"Inform the boss," he said, turning to two spotted hyenas accompanying him, "We have them," he finished.

Chapter 7

"Arrr," Spike groaned, as he recovered from being paralysed.

As he vision became clearer he realised that, he was in a cage along with Zabu, Ace, Redwing, Batcow, Tippy Toes, Lockheed, Hairball, Lockjaw, Detective Chimp, Jumpa, Devil Dinosaur, Robbie and Goose.

Some of them were wearing power dampening collars, preventing them from using their powers.

"Where are the others?" Spike asked.

Ace pointed to the other side of the chamber, Krypto and Streaky were in a cage which was bathed in red light, Stretch-O-Mutt was in a cage that had a freezing unit hook up to it and Throg was in a cage with his hammer separated from him.

"So whats the plan?" Tippy Toes inquired.

"We wait," Ace responded.

"Aces is right," Jumpa nodded, "we will be able to find out who's behind all this."

Spike was about to say something, but was cut off when the villains that they had encountered, along with some new ones, entered the room.

Soon after a voice spoke "Welcome heroes," the voice declared, as a small worm entered the room, "to my base of operations."

The worm was flanked on ether side by a human sized scarlet beetle and a black cat.

"You're the one whos been mind controlling everyone?" Spike exclaimed, "You're a worm!?"

The worm turned to face Spike, "you clearly know not who you speak too," he replied, "I am Mr. Mind! the greatest mind of all time."

"What's your plan, Mind?" Ace asked, before Spike could make anymore comments, "why the mind control?"

Mr. Mind laughed, "Explaining my plan would go beyond the comprehension of your punny minds," he declared, "simple beings such as yourselves would never understand my brilliant plan."

"foolish heroes," he continued, "you really thought you could defeat the brilliance of Mr. Mind."

"You'll never get away with this, Mr. Mind," Krypto the Superdog declared, as he and the rest of the Legion struggled against their restraints.

"Oh, please," Mr. Mind smiled, "you can barely stand, let alone stop me!"

"Somehow," Spike said, "some way, we will stop you."

Mr. Mind laughed again, his subordinates joined in with their boss's laughter.

"Laugh while thou can, villains" Throg cried, "but thou will never win!"

"Same old heroes," Mr. Mind smirked, "still thinking you can win."

Spike was about to interrupt, but Mr. Mind continued, "you 'pets'" he spat the word at them, "you all have stood in the way of my plans enough, this ends! Now!"

Mr. Mind activated a shock feature in the power dampening collars, sending a powerful shock into some the Legion members.

"A pity," he mused, "that my mind control waves have no effect on pets, which is why I must resort to these crude tactics."

The Legion members that were wearing the power dampening collars winced in pain.

"No!" Spike cried, "stop hurting them!"

"This is a battle," Mr. Mind smiled, "you do what you must to survive."

"Spike," Lockheed called, "be careful, you don't know what he is capable of."

"Yes, Spike listen to your teammate," Mr. Mind continued, still smiling, "you are of none importance, you have no power! I didn't even put a collar on you and do you know why?! You are just a simple, moral dog."

Spike didn't say anything.

"I'd call you the bottom of the barrel," Mr. Mind smirked, "but that would be an insult to sludge."

Spike still said nothing, he remained where he was and lowered his head.

"Anyway," Mr. Mind concluded, "you're not the ones I'm here to see."

He turned and approached the cage with Krypto and Streaky inside.

"The two of you are going to work for me," he declared.

"Never!" Krypto replied, defiantly.

"That goes double for me," Streaky nodded.

"Oh, I think you'll came around to my way of thinking," Mr. Mind responded, "with a little persuasion."

He motioned to another of his subordinates, a cat wearing red lantern ring, who brought forth a case full of different colours of kryptonite.

"Is that...?" Krypto asked, unable to complete his sentence.

"Yes, yes it is," Mr. Mind answered, "kryptonite, every single colour and each one with a different effect on whoever is exposed to it."

He motioned to his subordinate, who open the case and took out black kryptonite.

"Let's see what effect this has on the both of you," Mr. Mind declared.

He nodded at his subordinate, who pressed the black kryptonite up against the glass window of the cell.

The second the kryptonite came close to the two heroes, they clutched their heads, then there was a flash and the two pet heroes lay out cold on the floor of the cell.

The other heroes along with Spike gasped, but not at their unconscious teammates, but the two additional individuals who were now standing in their cell.

They looked like Krypto and Streaky, only they looked darker, edgier and they wore black and grey versions of Krypto and Streaky's costumes.

"Welcome to the winning team," Mr. Mind smiled, as the dark Krypto and Streaky exited the holding cell.

"We await your command," dark Krypto responded.

"Good, very good," Mr. Mind stated, "I think we're done here."

With that, Mr. Mind's subordinate put the black kryptonite back into the case and he along with the dark Krypto and Streaky left the chamber.

"What was that?" Tippy Toes asked, "where did those dark clones of Krypto and Streaky come from?"

"If I had to guess," Detective Chimp replied, "those two clones were made using black kryptonite."

"Black kryptonite?" Lockheed repeated, "just how many colours of kryptonite are there?"

"About eight types," Detective Chimp answered, "and black kryptonite has the power to split beings like Krypto and Streaky into two separate entities, one good and the other evil."

"Well, it looks like thats it," Spike sighed, "we'll never be able to beat Mr. Mind now."

"What art thou saying?" Throg asked, "never doubt thyself, thou art still a hero even without great power."

"But I'm not a hero," Spike answered, "I'm nothing."

Without another word, Spike walked to the corner of the cell and flopped down on the floor, defeated.

Meanwhile.

"Listen well," Mr. Mind declared, as he addressed his army of mind controlled heroes & villains, "you have all been gathered here to serve a higher purpose, you may not know it yet, but soon you will all be grateful you help me and lent me your power and strength. The moment is almost upon us."

Thousands of screen around the room Mr. Mind was addressing from showed all the heroes & villains he had under his control, this included Twilight and the others, all of them with the same blank expression on their faces.

"Excellent," Mr. Mind smiled, "everything is going just as planned."

"What's next, boss," the red lantern cat, named Dex-Starr asked.

"All in good time, my friend," Mr. Mind replied, "but for now, bring me the one called Spike."

Chapter 8

Back at the cells.

"Come on, Spike," Zabu said, "you don't really believe what Mr. Mind said."

"But he's right," Spike replied, "I have no powers or special abilities or gear, I've got nothing."

"There are many members of the Legion of Super-Pets and some superheroes that don't have powers or special gear," Tippy Toes commented.

"It's not the mask or the gadgets that make a hero," Ace remarked, "it's the person or pet wearing and using them."

"I think what Ace is trying to say," Hairball chipped in, "being normal is its own superpower, you don't need some flashy power or weapon to impress us."

"The mere fact that you are willing to go through whatever it takes to save your friends," Jumpa nodded, "thats more than enough to prove yourself to us."

"Indeed," Zabu agreed, "the amount of dedication and loyalty you have shown thus far, on behalf of all of us, I can say without a doubt you are indeed a noble and brave warrior Spike, you have the makings of a true hero."

"You really think so?" Spike asked.

In reply, the others nodded.

"Any other pet in your position," Batcow replied, "would have given up ages ago."

"But you're still here," pointed out Redwing, "you already have a superpower, one that is more powerful and stronger than all our abilities combined."

"What power is that?" Spike asked.

"Determination," Detective Chimp answered, "truly a power that can rival web slinging wonders, stretchable avengers and sorcerer supremes."

Spike, after hearing the encouragement from his friends and allies, smiled, "Thanks guys," he said.

Before Spike could say anything else, the door to the holding cells opened and the Red Lantern cat along with the human sized scarlet beetle from earlier entered.

"The boss wants to see you," Dex-Starr said.

"Yeah," The Scarlet Beetle smirked, "He seems very interested in you."

"You will accompany us," Dex-Starr declared, his ring glowing with red energy.

Spike, seeing he had no chose, silently walked to the door of the cell.

"Still mopey?" Scarlet Beetle commented, "the boss has such a way with words."

Still Spike said nothing, as he followed the two villains to the entrance to the holding cells.

As he left, Spike winked at the Legion members as he exited the room.

Mr. Mind control room.

"Ah," Mr. Mind exclaimed, as Spike and the other two entered the room, "little one, thank you for meeting with me."

The case of kryptonite was on a nearby table.

"Still didn't get your fill from earlier?" Spike asked, "and my name is Spike."

He was interrupted by Dex-Starr poking him with a construct from his ring.

"Do not speak to Mr. Mind without prior written permission," he barked.

"It's ok, Dex-Starr," Mr. Mind replied, "now, the two of you leave us."

With that, the two exited the room.

"So now what?" Spike inquired, "you wanna break my spirit even further?"

"On the contrary, my dear Spike," Mr. Mind answered, "there is something about you that intrigues me."

Spike looked confused by Mr. Mind's answer.

"You see," he continued, "I have seen magic before from the great wizard Shazam to the prince of darkness Dracula, there is a familiarity about the energy surrounding you it is like magic but a different kind of magic."

"So how does this involve me?" Spike replied, "what could you possibly need that requires me?"

"Because I am greatest mind of all time," Mr. Mind declared, "and when I came across something I don't know, I must know and understand everything about it."

Spike was about to say something, but Mr. Mind continued his monologue.

"Once I discover the source of this magic," he pontificated, "I will waste no time in learning all of its secret and knowledge, then once I have mastered it I will use it to gain full control over it I shall be the most powerful lifeform in existence!"

"Yeah," Spike said, interrupting Mr. Mind's monologuing, "sorry to disappoint."

Without warning, Spike dived at Mr. Mind, who immediately dodged out of the way.

"If your intension was to attack me," Mr. Mind smiled, "that was a pitiful attempt."

"You know," Spike replied, "for someone who claims to be one of the greatest minds of all time, you are really dumb."

"What are you ta..." Mr. Mind began.

Then he noticed the of case kryptonite which, thanks to Spike, had been nudged to the edge of the table it was on and was about to fall off.

Before he could react, the case fell to the ground, the kryptonite scattering all over the floor.

The orange kryptonite landed close to Spike.

Suddenly, Spike felt a strange feeling flow over him, he felt a surge of energy throughout his body making him feel re-energized.

"You will pay dearly for that!" Mr. Mind thundered, he headed straight for an alarm button on his control console.

But suddenly, a blast of fire forced Mr. Mind away from the alarm button.

"What is this?" Mr. Mind cried, staring at where the fire had come from.

"Whoa," Spike exclaimed, he was just as surprised as Mr. Mind, "what happen to me now? Is the kryptonite doing this?"

"Interesting," Mr. Mind stated, "most interesting indeed."

Before anyone could continue, Mr. Mind pressed the alarm button and, seconds afterwards, Dex-Starr and Scarlet Beetle entered the room.

"Quickly!" Mr. Mind cried, "don't let the prisoner escape! I must study him and uncover the source of his new powers!"

Dex-Starr and Scarlet Beetle advanced on Spike.

Spike thinking fast, manage to outmanoeuvre the two villain, dashing out of the control room and headed for the holding cells.

"What are you two waiting for?!" Mr. Mind growled, "get after him and recapture him."

The two villains obeyed and dashed after Spike.

Mr. Mind turned back to his control console, "soon," he said, "soon, it will be time for phase two of my plan to be put into effect, soon the satellite will in position."

Back at the holding cells.

The other members of the Legion of Superpets were still in their cells, waiting.

"Does anyone have an idea on how to get out here?" Lockjaw asked.

"We must have faith in Spike," Throg stated, "I know he will come and save us."

"Throg's right," Krypto nodded, "we must a faith."

Suddenly, the door to the cells flow off, "It's alright guys," a familiar voice declared, "no need to worry, why you ask?"

All the Legion members gazed in shock and surprise at who the voice belonged.

"Because I am here," Spike smiled.

Chapter 9

"Spike?" Krypto said, "is that you?"

"You know it," Spike smiled.

"But, how?" Redwing asked, "what happened to you?"

Spike quickly explained what went down between him and Mr. Mind.

"Fascinating," Detective Chimp murmured, "It would seem that the orange Kryptonite reacted to whatever energy is surrounding you, which seems to have given you all the qualities of a dragon: hardened skin, fire breath, sharpen claws, enhanced strength and flight."

"Um, hey," Streach-O-Mutt interrupted, in shivering tones, "might getting me out of here, before I become a popsicle."

"Right," Spike nodded.

In a few seconds, Spike had, using his enhanced strength, freed all the Legion members and they were now ready to move out.

"So," Hairball smiled, "whats the plan."

"We split up," Ace replied, "one team goes after Mr. Mind and try to stall him, second team find a way to release the ones we saw in the holding cells on our way in here and keep Mind's minions off our backs."

"We don't want any nasty surprises," Lockheed added.

"Sounds simple enough," Tippy Toes nodded.

With that, the heroes split into their teams.

Spike, Redwing, Hairball, Goose, Jumpa, Tippy Toes, Devil Dinosaur, Throg, Streach-O-Mutt, Krypto and Batcow headed in the direction of Mr. Mind control room.

The others: Zabu, Lockjaw, Detective Chimp, Lockheed, Ace and Streaky headed for the holding cells where the other prisoners were to get them to safety.

Back with the villains.

"NO, NO, NO!" Mr. Mind shouted, as watched as the first team of heroes heading in his direction.

All the villains stood in silence as their boss franticly tried to think of something.

"Should we do something?" Lou, one of the spotted hyenas, asked.

Suddenly, Mr. Mind seems to calm down and turned around to face his subordinates.

"Fear not my friends," he said, calmly, "everything may seem to be falling apart at the eleventh hour."

"Why does that sound familiar," Mertin the Magnificent muttered, under his breath.

"But no matter," Mr. Mind continued, "because soon the finale part of my plan will come to fruition."

"Thats all well and good," a black cat, named Isis, belonging to Catwoman, interrupted, "but what are we going to do about the heroes approaching us right now."

The other nodded agreement with her.

"Are you questioning my leadership?" Mr. Mind asked, "I assure I have planned for every eventuality.

Meanwhile, with Spike's team of heroes.

"Not far to go, now," Spike said, as he and the others hurried towards the main control room, passing by test tubes containing nightmarish creatures, like the ones they had seen on their way in.

"Wait," Krypto called, "something's not right."

There was a faint buzzing sound all around them.

"What's going on?" Tippy Toes whispered.

Suddenly the buzzing stopped.

"We'll soon find out.." Hairball replied.

All of a sudden, the test tubes lining some of the walls began to empty, releasing the nightmarish creatures within.

"I thought you said these things were dead!" Spike yelled, as the creatures advanced on them.

The creatures were horrific sights to behold, some of them even resemble creatures straight of myths and legends.

"Mr. Mind must have activated or reanimated them," Krypto hastily answered.

The creatures continued their approach.

"We don't have time to waste fighting these things," Jumpa insisted,

"Jumpa's right," Batcow nodded, "every second we waste, Mr. Mind's plan becomes ever more complete."

"All of you go on ahead," Goose said, out of nowhere, "I'll hold them off."

"Are you crazy?!" Spike cried, "those things will squash you."

"We don't have time to argue," Redwing stated, "we have to move now."

"Trust me," Goose smiled, "I've got a trick, best for all of you to be out of range though."

"OK then," Spike relented, "just be careful."

Without another word, the rest of the heroes and Spike hurried on towards the control room.

Goose turned to face the creatures.

"It's been a long time since I had anything other than cat food," he said, "this will be a rare treat."

Before the creatures could attack, several tentacles shot from Goose's mouth, ensnaring the creatures, tossing them around a little and then pulling them into his mouth and swallowing them whole.

"Arrr," Goose grimaced, "those things were definitely past their sell-by dates."

Elsewhere, with team two.

"OK," Streaky said, as Lockjaw returned from getting the prisoners to safety, "that the last of them."

"In that case," Ace nodded, "then I suggest we regroup with the others."

"Indeed," Zabu agreed, "they may need our help for the greater battle."

The other nodded and they hurried to join by the Spike's team.

outside the control room.

All the heroes had regrouped at the entrance to Mr. Mind's control room.

"Alright everyone," Spike said, "once we get inside we need to focus on breaking everyone from Mr. Mind control."

"Spike's right," Krypto nodded, "freeing everyone has to be our top priority."

"OK, fellow heroes," Throg declared, readying himself and his hammer, "we shall stand together, we will fight together as the Legion of Super-Pets!"

"YEAH!" everyone, except Ace and Batcow cried.

With that, all the heroes charged into the control room, the area was surprising large to contain all of them.

"Welcome heroes," the voice of Mr. Mind said, as the villain's face appeared on a monitor, "to the next phase of my plan."

"Coward!" Throg cried, "thou would rather hide the face us with honour!"

"Oh, I am no coward," Mr. Mind replied, "I just don't have the patience to take you all on right now, my friends on the other hand."

Just after Mr. Mind had finished what he was saying, his subordinates along with some mind-controlled heroes teleported into the room.

"Super-Pets," Krypto ordered, "pick a dance partner and take them down, just try not to hurt the mind-controlled ones."

Everyone nodded, they understood.

With that, the heroes charged at the villains and the mind-controlled heroes.

Elsewhere in the base.

"Fools," Mr. Mind smiled, as he watched the fight unfold, "If they only knew that only I can save this world from what is coming."

Still smiling, Mr. Mind placed a helmet on himself and a nearby computer activated.

"Mind transfer in progress," it said, "please standby."

"Soon my mind will sweep across the galaxy," Mr. Mind declared, "and soon not even the Super-Pets will be able to stop me."

Chapter 10

"We've wasted enough time," Ace said, as he and the rest of the Legion regrouped now having defeated the villains and subdued the mind-controlled heroes, "whatever Mr. Mind has planned we have to ensure that it is halted."

"Right," Krypto nodded, "lets get moving, quickly."

Suddenly a door opened to the side of the control room.

"I don't like this," Batcow responded.

"Me nether," Zabu agreed, "it's like our enemy wants us to find him."

"So what do we do?" Spike asked.

"We play along for now," Detective Chimp replied, "let Mr. Mind think we are none the wiser."

"Trust us," Stretch-O-Mutt winked, shapeshifting into Dex-Starr, "we've done this sort of thing before."

"Just pretend you've been caught," Lockheed instructed.

Spike nodded and he and the others followed Stretch-O-Mutt through the door into a chamber that looked like a missile silo.

"What now?" Spike asked.

"Now," the voice of Mr. Mind answered, as he appeared in front of the group, "your little crusade ends here."

"You wish," Spike declared, he dashed straight at Mr. Mind, only to phase right through him.

"A hologram?!" Stretch-O-Mutt exclaimed, shapeshifting back to normal.

The hologram Mr. Mind laughed at all of them, "Poor deluded fools," it smiled, "you truly cannot see a trick when it's staring you in the face."

"Where are you Mind?" Krypto demanded.

"I am going to ensure that you all can no longer interfere in my plans," the hologram replied, "and now I finally have the power to do that."

"We've stopped you once," Ace retorted.

"And we'll stop you again," Krypto finished, "here and now."

"Ah," the hologram replied, "but this time will be different."

Shortly after, the area was illuminated, revealing a giant robot.

"Oh, no," Streaky exclaimed.

"What is that thing?!" Spike cried.

"Ultimo," Zabu answered.

"Robotic weapon of mass destruction," Redwing added.

"Big trouble," Tippy Toes finished.

"No," the Mr. Mind hologram corrected, "not anymore, Ultimo's mechanical mind was wiped and his lifeless body was stored in a warehouse, like a trophy."

There was a serge of power and Ultimo began to awaken.

"Foolish humans," the hologram continued, "they should have dismantled him when they had the chance."

"I don't like where this is going," Tippy Toes whispered.

"Now," the hologram stated, "that I have completed the transfer, Ultimo's body will finally give me the brawn I need to match my brain."

With that, the hologram disappeared.

"Now I Mr. Mind, " the voice of Mr. Mind declared, his voice coming from Ultimo, "will have full control over every single hero across the whole galaxy."

Before anyone could react, there was a rumbling under the platform Ultimo was standing on as it began to move upwards and above the roof also began to open.

Once that was complete, Ultimo started to walk through the Savage Land, the creatures on the ground below ran in terror of the giant metal man.

Spike and the others could only watch as the giant machine got farther and farther away.

"What do we do now?" Spike asked.

"We have to take Ultimo out before he reaches any populated areas," Krypto replied, "who knows what Mr. Mind might do if he encounters any civilians."

"We still don't know what the final part of Mr. Mind's plan is," Ace added, "and we still don't understand his motives for mind-controlling all the worlds super-powered beings."

"Well we won't get anywhere just standing here," Robbie declared, "lets get moving."

"Yeah!" Spike smiled, the other Legion members nodding in agreement.

"Alright then," Krypto smiled, "Legion of Super-Pets, its time to save the world."

Chapter 11

"Wow," Spike commented, "for a giant robot Ultimo is surprisingly fast."

He and the other heroes, some where flying others where following on foot, where just now catching up to the Mr. Mind controlled Ultimo.

"No time to worry about that," Krypto replied, "we have to focus on stopping Ultimo before he reaches the mainland."

Ultimo had almost cleared the dense forest of the Savage Land, if Ultimo was allowed to clear the Savage Land entirely he would be on course for the nearest populated area.

Soon enough, they managed to catch up to Ultimo, "Alright everyone," Ace command, "attack! we have to halt Ultimo's advance."

With that, all the members of the Legion of Super-Pets began assaulting Ultimo from every angle, attacking with all of their power.

All the attacks didn't seemed to phase or damage Ultimo in the slightest.

Mr. Mind's voice laughed, "pathetic," he declared, "Ultimo was designed and built to be the ultimate weapon of war."

Suddenly, Ultimo fired a blast of energy from his eyes, "and he has power," he continued, "UNLIMITED POWER!"

The heroes tried attacking Ultimo again, "It's no use," Krypto cried, "Ultimo's just absorbing and adapting to our attacks."

"Then we should concentrate our attacks on a single point," Spike suggested, "that way Mr. Mind will have divert all of Ultimo's power to repairing him."

"It's worth a shot," Redwing nodded.

With that, heroes began their third assault on Ultimo, who swatted at the heroes as they were flies and fired rapid blasts from his eyes.

The heroes dodged all his attacks and began focusing their firepower onto Ultimo's right shoulder, all the heroes using whatever they had to fire on Ultimo.

After a few minutes of nonstop shooting, a sizeable was made in the robot's shoulder.

Slowly Ultimo's eye beams began to get less powerful, as all his energy had to be used for repairs.

"Alright," Detective Chimp declared, "it's now or never, he's vulnerable head-on."

"And I've got the perfect idea," Spike smiled, he whispered in Krypto's ear.

"I like the way you think Spike," Krypto replied, "let's do it."

With that, the two got into position.

"Now?" Krypto asked.

"NOW!" Spike cried.

And, with one almighty throw, Krypto hurled Spike at Ultimo, aiming right for his chest.

As Spike rocketed towards Ultimo, called upon his new-found dragon powers, breathing out fire surrounding himself with it, turning himself into a ball of fire.

"Impossible!" Mr. Mind voice cried, as Spike shot through Ultimo's chest, "this cannot be!"

The giant robot, now with a burning hole melted in it's chest, stood still for a moment, then with a creaking sound fell to the ground with a thunderous crash.

"Yeah!" Spike Whooped, "that was awesome!"

Suddenly he realised that he wasn't flying anymore, he was falling.

Fortunately, Devil Dinosaur managed to catch him before he hit the ground.

"Well," Spike lamented, "it was fun while it lasted."

"Nay, my friend," Throg declared, "You are still a hero even without powers, thou never needed those powers in the first place."

"Thanks," Spike smiled.

"Is it over?" Lockheed asked.

"Yes," Ace replied, "that hit took out Ultimo's power core, he's not going anywhere."

Suddenly, there was a small electric discharge from the fallen Ultimo's head.

"That'll be Mr. Mind's mind returning to his body," Detective Chimp remarked.

"We should get back to the base to apprehend him," Streaky suggested.

Back at the base.

"It isn't over," Mr. Mind said, "I still have my army, my plan can still work, I can still..."

"Yeah," Spike interrupted, "about that."

Mr. Mind glanced at one of his monitor screens, which showed all the super-powered being returning to their cities of origin or to where they were before they were mind controlled.

No, No, NO!!!" Mr. Mind cried, "you've doomed us all!"

"What are talking about?" Ace inquired.

"You fools!" Mr. Mind continued, "I seek to forestall the coming cataclysm your meddling has now this planet and it's inhabitants in danger!"

"Cataclysm?" Krypto repeated, "what are you talking about? If there's a danger to earth surely we and the Justice Force can help."

Mr. Mind cackled, "None of you possess the strength of will," he ranted on, "to do what must be done to save earth and humanity."

"I think he's lost it," Tippy Toes whispered to Hairball, as Mr. Mind continued to laugh maniacally.

"Nevertheless," Throg replied, "the villain must be returned to his prison at the Rock of Eternity."

Epilogue

Twilight's house.

"Whoa," Spike remarked, "what a day, I think I've earned a rest."

With that, he curled up on Twilight's bed and closed his eyes.

Hours later.

"Spike," the voice of Twilight said, as she and Midnight entered her room, "we're home."

"I don't know what happen to us to day," Midnight added, "everything's a blur."

"I'm sure it's nothing to worry about," Spike replied.

"Oh," Twilight replied, "do you know something we don't?"

Suddenly, Twilight noticed Spike's hero outfit.

"Where did you get that outfit, Spike?" she asked.

"Yeah," Midnight nodded, "it looks cute."

"I got it from some new friends," Spike replied.

And, he began to explain what he had been through, who he had met and what he had learned.

Elsewhere, out in deep space, at Knowhere.

"It is done my master," a figure said, standing over the bodies of the defeated Guardians of the Galaxy and Adam Strange.

The figure seemed to receive orders from some unknown force.

"At once, my master," the figure replied, he took out some starfishes and placed them on the faces of the downed heroes.

"Soon, my master," the figure declared, "soon all will succumb to your will."

The eyes on the starfishes opened and the downed heroes rose up, zombie-like.

"Starro Lives," they all began to repeated.

"Excellent," the figure said, "one by one, all will fall under the star conquer's sway."