Equestria Superhero Girls: The Mare-Do-Well Returns

by Time Agent pony

Rating: everyone
Tags: Adventure, Equestria Girls, Crossover, Trixie, Other
Length: 10480

Trixie is chosen by Twilight and Sunset to be the new Mare-Do-Well and must learn all the responsibilities that come with the life of a hero

Now that Starlight Glimmer has returned to Equestria, that leaves Canterlot City without a protector. But after some deliberation Twilight and Sunset have chosen Trixie to take up the mantle of the Mare-Do-Well. At first Trixie is a fish out of water in the role of a hero, but slowly starts to become a natural. However Trixie soon gets overconfident from all the praise and fame she reserves as Mare-Do-Well. Trixie must learn the hard way that its the person not the suit that makes the heroes

Published 2020-07-26 17:10:00 UTC
Last updated 2021-01-16 10:31:30 UTC

Chapter 3

Next morning,

Trixie waked to CHS, she was a little tired from her outing the previous night, but she felt good that she had managed to help someone on her first excursion as the new Mare-Do-Well.

When she entered the high school, some of the students were talking about Mare-Do-Well's return.

"Well, it seems that I've made quite a splash," Trixie thought, "Mare-Do-Well seems to be getting popular every minute."

All throughout the day, Trixie couldn't wait for the school day to end so she could get home and put the Mare-Do-Well suit back on and do some more superheroing.

She also thought about, adding some flare and piazza to her superhero spectacle, something to really spice things up.

Some time later, Trixie had an idea of what she could add to the Mare-Do-Well persona to make it her own.

As soon as the final bell of the day rang, Trixie was out of the classroom and out of the school front door.

Once she was back home, Trixie changed into the Mare-Do-Well suit and once again headed out.

Elsewhere.

"Alright, everyone," the lead bank robber declared, as he and his two partners pointed their guns at patrons of the bank and bank employees, "remain calm and you all get to walk out of here, alive."

While this was happening, the fourth member of the group was busy hacking into the bank vault door.

One of the hostages tried to reach for a nearby wall phone, only for a warning shot from the lead robber to hit the phone, destroying it.

"Now then," the lead bank robber said, "does anyone else what to be a hero?"

Now even more frightened, no one moved or even breathed.

"Thats what I thought," the lead bank robber smiled, as his compatriot singled to him, having managed to crack the code the bank vault.

As the four prepared to entered the bank vault and plunder all the riches inside, then suddenly an M shaped projectile flew out of nowhere, striking the vault door keypad, causing it short out and the bank vault to close before the thieves enter the vault.

"What the?" the lead bank robber exclaimed.

As if in answer, a voice spoke seeming from nowhere.

"Halt your endeavour, evil doers," the voice ordered.

"Oh, really?" one of the lead bank robber's partners retorted, "who says?"

"I AM THE TERROR THAT STALKS CRIMINALS IN THE NIGHT," the voice answered, "I AM THE TINY CAR IN THE PARKING SPACE YOU THOUGHT WAS EMPTY, I AM THE MARE-DO-WELL!"

With that, there was a burst of smoke and the Mare-Do-Well appeared, the patrons of the bank and bank employees were in awe and confusion, some recognised her from the rumours they had heard, while others looked on in an amazement at the heroes arrival.

"Who do you think you are?" another of the lead bank robber's partners asked, "dime store Batman?"

"Again?!" Mare-Do-Well replied, really frustrated at the robbers comment, "do I look like Batman to you?!"

The robbers all exchanged looks with each other before drawing there guns.

like before, the bullets bounced off the Mare-Do-Well, though she still dodged most of the bullets.

After which, she throw a small cartridge at the robbers, after which they started to itching uncontrollably.

"Feel the itch of justice," Mare-Do-Well stated.

Now that the criminals were distracted, Mare-Do-Well proceeded to subdued the robbers and ensure that they were secure until the police were called.

"Thank you," one of the hostages said, as the robbers were taken by the police custody.

"But, who are you?" one of the bank staff asked.

Under the mask, Trixie smiled, this was it her moment to make an everlasting impression on the citizens of Canterlot City.

"I AM THE UNMITIGATED DEFENDER OF JUSTICE!" she declared, striking poses, "WHO TOLERATES NO EVIL, I AM THE MYSTERIOUS MARE-DO-WELL AT YOUR SERVICE!" she finished, striking one last final dynamic pose.

Everyone look on in stunned silence, some unsure how to comprehend the sight they had just witnessed or how cheesy the Mare-Do-Well performance was.

"Nailed it," Trixie thought, as she surveyed the sea of faces before her.

There was some murmuring from the crowd, some questioning that if this Mare-Do-Well was the same as on the new from the previous night.

"Anyway, I must be off," Mare-Do-Well continued, "my city needs me."

With that, Mare-Do-Well activated her grapple line and swung off.

Over the course of the next few weeks, Mare-Do-Well went to deal with criminal after criminal.

Everything from pickpockets to carjackers, after some time Mare-Do-Well moved on to taking on the costumed side of crime.

She battled against small time costumed criminals like: Killer Moth, Jack O'Lantern, Polka Dot Man and The Orb.

The more criminals she bagged, the more praise and attention Mare-Do-Well received, though the news and the onlookers still didn't think much for Mare-Do-Well pontificating and flamboyant approach to crime fighting.

The next day.

Sunset Shimmer and Twilight looked at a video of Mare-Do-Well's foiling the bank robbery, recorded by one of the onlookers, on one of the computer at the library at CHS.

"You think we made the right choice?" Twilight asked, as she watched Mare-Do-Well posing dramatically, "she's treating the suit like its a toy and not taking anything seriously."

"Well, Starlight wanted Trixie to have the suit before she returned to Equestria," Sunset replied, "she believed that the Trixie here is the same as the Trixie she's friends with back in Equestria, so despite our better judgment we must honour her wishes."

"Yeah, I guess you're right," Twilight agreed, "good thing we locked the suit's more advanced features behind the Training Wheels protocol, though."

"Oh, definitely," Sunset nodded, "with the way Trixie's acting, I dread to think what would happen if she had the suit's full potential."

"Agreed," Twilight said.

With that, the bell rang for class and Twilight and Sunset logged off the computer and exited the library.

On the way to class, Sunset and Twilight bumped Trixie.

"Why hello, fellow heroes," Trixie said, "I'm sure you and everyone else in school have seen or heard of the amazing exploits of our mysterious and magnificent new protector Mare-Do-Well, me."

"Yes we have but Trixie..." Sunset began.

"And hasn't she been doing so much good since she returned," Trixie continued, ignoring Sunset's attempt to critic her statement, "why I wouldn't be surprised if the Justice Force offered Mare-Do-Well membership on their team."

"TRIXIE!" Sunset said, stopping Trixie from coming any further.

"Me and the girls have to admit," she carried on, "so far, you ARE doing a great job, but..."

"But what?" Trixie retorted, "I thought we had an understanding. You leave the small-time criminals and mobsters to ME, I leave the giant monsters, natural disasters and alien invaders to you and your super-powered little club."

"I was going to say, you should be very careful," Sunset continued, "about not letting the positive attention go to your head and cause you to forget about the innocent people you're supposed to be protecting. Unfortunately, it seems at least half of that is too late."

"What are you talking about?" Trixie carried on, "There's not a street punk or costumed criminal in this city that isn't afraid of the Mare-Do-Well. The small timers that think that they can slip through the cracks because you have to stay focused on the fate-of-the-world tier bad guys are definitely thinking more than twice, which is a VERY good thing. And all those innocent people are loving it too."

"That's not the point I'm trying to make," Sunset sighed, "have you every heard the of the expression 'with great power comes great responsibility'?"

"What's that suppose to mean?!" Trixie demanded, "Mare-Do-Well gave me their suit, so I could carry on their legacy, me, Trixie the great and powerful! You don't think I can handle the life of a superhero, you're jealous because I've become more popular than you and your little super-powered circus!"

Before Twilight or Sunset could answer, Trixie stormed off.

Sunset and Twilight stood in silence for a moment.

"Maybe you were right, Twilight," Sunset said, "maybe we did make the wrong choice in giving Trixie the suit."

"Let's just hope the situation doesn't escalate," Twilight replied, "otherwise we might have to get involved."

"I only hope Trixie doesn't discover the Training Wheels protocol," Sunset uttered, "or her already big ego will sky-rocket."

Chapter 1

Few mouths ago.

Sunset Shimmer's apartment.

"Well," Starlight said, putting on her Mare-Do-Well costume, "time for me to head out again."

Sunset and the rest of the CHS seven were resting up after they had saved the world from Parallax and his forces.

"Take care," Sunset smiled.

Putting on her mask, Starlight left.

Sunset, still smiling, picked up her journal and pen.

"Whats going to happen to the Mare-Do-Well when Starlight returns to Equestria?" Sunset thought, to herself as she started to write.

The present.

Trixie walked along the road to CHS, the sun was shining, the sky was blue.

"What a great and powerful day," Trixie smiled, to herself, "no surprises there, I mean I am the Greatest and Powerfulest student of CHS."

With the smile still on her face, Trixie arrived at Canterlot High School and walked through the front doors.

The school was a buzz with activity, students were rushing around going to and from lessons.

Trixie passed by classroom after classroom, one where students were being taught how to control their abilities, another where the history of the worlds first enhanced individuals (the first name given to people who demonstrated extraordinaries) was being taught.

So of the normal students, Trixie included, had struggled to adapt to having students with super powers, but after a time teens with super powers attending CHS became a regular thing and was excepted and expected.

Trixie had even made friends with some of the new arrivals, some of them had joined her magic act.

Like Jubilation Lee a.k.a. Jubilee, with her pyrotechnic energy blasts to give Trixie's act a little more piazza.

As a resolute of that, some students had become fans of Trixie's magic show.

This in turn, had made Trixie slightly more confident in her shows popularity.

But for now, Trixie put the thoughts of her magic act out of her headed for class.

After first period, Trixie headed for the cafeteria to eat lunch, pausing on the way to grab some peanut butter crackers from the vending machine.

As she picked out her food, Sunset and Twilight watched from another table.

"Do you really think Trixie's ready for something like this?" Twilight asked.

"Well," Sunset replied, "it's what Starlight wanted, so we have to trust her."

Later, near the end of the day.

Trixie headed for her locker to grab somethings before heading home.

As she was about to close her locker, she noticed something in her locker that wasn't there before.

A briefcase with an M logo on top of the lid, there was something the logo that look familiar to Trixie.

With her curiosity peaked, Trixie opened the briefcase and her mouth almost hit the floor.

Inside the briefcase, was the suit of the hero Mare-Do-Well.

Chapter 2

Later, Trixie's house.

Trixie placed the briefcase on her bed, she still couldn't believe it, the Mare-Do-Well's suit was right in front of her.

She opened the briefcase fully and took the suit out, a note that Trixie hadn't seen fell from the suit as she removed it from its container.

It said, "you have been chosen to take up my mantle, become the protector the Canterlot City needs."

"Cool," Trixie thought to herself, "Mare-Do-Well chose me to carrying on her legacy."

She turned her attention from the note to the suit.

"I can't wait to try the suit on," Trixie said, as she picked suit and began putting it on.

The suit fitted her perfectly, almost like the person who wore it before her had been a teenager like her.

"and now for the final piece," Trixie thought as she prepared to put on the mask.

With that, Trixie put on the mask, "this suit fits me like a glove," she said, as she looked at herself in the mirror, "almost like I was born to wear it."

After admiring herself for another minute, Trixie was about to put the suit away when she suddenly had an idea.

"How about I take this suit for a test drive," she thought, looking out her bedroom window, "time for Mare-Do-Well to return."

Now determined, Trixie walked over to her bedroom window, open it and climbed out on the roof of her house.

"Fear not Canterlot City," she said, "your protector is here."

With that, Trixie activated the suit's wrist mounted grappling line and swung off into the night.

Elsewhere, in an alleyway a mugging was in progress, one man pointed a gun at a woman while his partner made sure that the woman's husband didn't call the police or call for help.

"Alright, lady," The lead mugger smiled, "just hand over your money and nobody gets hurt."

"And don't bother thinking anyone is coming to save you," the mugger's partner added, as the woman handed over her handbag, "all the major heroes are too far away to help you."

When they were done the two muggers beat a hasty exit with the stolen goods.

Once they were far enough away, they inspected what they had stolen.

"Alright," the lead mugger exclaimed, "American Express card, never leave home without it."

The two continued riffling through the stolen handbag.

Suddenly a voice, seemingly from nowhere, spoke, "Return those stolen goods immediately, you despicable bandits!"

"And who are you?" The lead mugger retorted.

"I'll tell you who I am," the voice replied, a cloud of smoke suddenly appearing, "I AM THE TERROR THAT STALKS CRIMINALS IN THE NIGHT, I AM THE CLASSIC ROCK BAND THAT NEVER RETIRES, I AM THE MARE-DO-WELL!"

From out of the smoke, the owner of the voice, Mare-Do-Well appeared in front of the two muggers.

"I won't ask again," Mare-Do-Well said, "Give back those stolen goods."

"Or what?" the lead mugger asked, "you think we're scared of some teen dress-up?"

"Yeah," the mugger's partner added, sarcastically, "oh no, we are SO scared of a teenage girl trying to play Batman. I know Batman. I once ratted out a counterfeiter to Batman and YOU aren't any Batman."

"Very Well," Mare-Do-Well responded, "don't say I didn't warn you criminal scum."

Before Mare-Do-Well could act, the two muggers draw their guns and opened fire.

Mare-Do-Well managed to drive behind a nearby dumpster, none of the bullets had hurt her thanks to the bulletproof material in the suit.

"Come on, come on," she said, as she began to look through the pockets in her utility belt, "there's got to be something in here that can help."

Finally, after a little more searching, Trixie found a small pellet-looking object.

When the muggers stopped to reload, she chucked the pellet at the muggers.

As the muggers reacted in confusion at what had been thrown at them, a fine pink mist was released from the pellet.

For a moment, nothing happened, then the two muggers began sneezing uncontrollably which caused them to drop their guns and their loot.

"Sneezing power pellet," Trixie remarked, "nice."

Before the two muggers could react, Mare-Do-Well knocked the two out cold.

After which, Mare-Do-Well took some rope from her utility belt and proceeded to tie up the two muggers along with retrieving the stolen handbag and returning it to its rightful owner.

"Thank you," the woman who the handbag belonged too said, as Mare-Do-Well handed the handbag back, "thank you so much!"

"Think nothing of it, citizen," Mare-Do-Well replied, "I am but your friendly neighbourhood protector, Canterlot City's defender of justice, the thing that criminals check under the bed for at night, I am the Mare-Do-Well!"

With that, there was a puff of smoke and Mare-Do-Well vanished.

Moments later.

Trixie stopped, after she had gotten a good distance away and looked out over the city.

"Let this be a sign to all those who lurk in the shadows and prey upon the innocent," she said, to herself, "Let terror pierce their blackened hearts, for though they may flee to the ends of the Earth; though they may fight with all their might; no evildoer shall escape or defeat THE MARE-DO-WELL!"

Chapter 4

In the evening.

Trixie was at home, in her room, with the Mare-Do-Well suit on, ready to head out again.

As she was about to leave, she noticed something in the Mare-Do-Well mask's heads-up display.

She scrolled through, checking that all her gadgets and weapons were fully stocked.

Suddenly, she noticed a padlock symbol blocking her from accessing various features on the suit.

"Must have been broken when whoever owned it before had it," Trixie thought to herself.

Putting it out of her mind for now, Trixie activated her grappling line and swung off.

Elsewhere.

"Careful with those Diamonds, you buffoons," Doctor Otto Octavius a.k.a. The Superior Octopus grumbled, as his two henchmen, Blackguard and The Eraser raided a jewellery store.

"What about the Mare-Do-Well, boss?" Blackguard a.k.a. Richard 'Dick' Hertz asked, as he and The Eraser put the stolen jewels they had collected into a sack.

"Mare-Do-Well? bah!" Superior Octopus scoffed, "a mere rank amateur of a hero."

"But boss.." Eraser a.k.a. Leonard Fiasco began.

"You question my genius?!" Superior Octopus thundered, "I have planned for every outcome! You hear me every single..."

"Wow," Mare-Do-Well interrupted, "you villains really like the sound of your own voice don't you."

The three villain stopped what they were doing as Mare-Do-Well arrived on the scene.

"And once more," Mare-Do-Well continued, "you didn't even let me do my cool intro, do you know how hard it is to think of heroic things to say to scare criminals?"

For a moment, there was an awkward silence.

"What are you dimwits waiting for?" Superior Octopus cried, "get her!"

Blackguard and Eraser obeyed, dropping their stolen loot and advancing on Mare-Do-Well.

Eraser tried his best in taking Mare-Do-Well on in hand to hand combat, he was reasonably good against the hero thanks to his pencil point tipped shoes, but ultimately the villain was dispatched.

Blackguard was next to take on the Mare-Do-Well, using the power suit he wore to throw powerful punches, creating energy constructs and blocking her attacks with energy shields.

Mare-Do-Well fought with all her might, but none of her attacks seemed to damage the villain.

Again Trixie tried to access the features of the suit with the padlock on it, but was met with, 'access denied'.

Blackguard readied another attack as Mare-Do-Well quickly searched in her belt for a gadget or weapon that could give her an edge against the villain.

"Come on, come on," Mare-Do-Well muttered, as she franticly searched for something, anything that could help.

"You know something?" Blackguard said, as he advanced on Mare-Do-Well, "when I first heard the rumours about you I was actually worried, but now I can see that you're just a wannabe Batman."

"How many times do I have to say it," Mare-Do-Well replied, as finally found something she could use against the armour wearing villain, "I'm not Batman!"

Before the villain could react Mare-Do-Well threw a sticky substance at the villain's eyes, blinding him.

Blackguard stumbled backwards, trying to rip what was blinding him from his eyes, which only served to get his hands stuck to his face.

"What is this stuff?" he cried.

"Bubble gum cake batter," Mare-Do-Well proclaimed, "Courtesy of Sweet Shoppe."

While Blackguard was distracted, Mare-Do-Well delivered a hefty kick to the villain's face.

"Arrrr," Superior Octopus groaned, "its simply impossible to find good help these days."

"Prepare for defeat, you tentacled tyrant," Mare-Do-Well declared.

"You poor deluded fool," Superior Octopus smiled, as his mechanical tentacles readied themselves to strike at Mare-Do-Well, "a simpleton like you could never hope to stop a genius like myself."

Without another word, both hero and villain engaged in battle.

Mare-Do-Well dodged around and tried to counter-attack as best she could.

Superior Octopus stabbed at the hero with his tentacles.

Across the street from the jewellery store.

An owner of a convenient store watched as Mare-Do-Well and Superior Octopus fight each other.

He was also in the process of calling the police.

Back at the jewellery store.

As the fight dragged on, Both Mare-Do-Well and Superior Octopus were beginning to get worn down.

"Surrender," Mare-Do-Well cried, as she pulled out another wad of the bubble gum cake batter, "your henchmen are beaten and you can't keep up with me."

"Never," Superior Octopus replied, defiantly, "I will not allow a great genius like myself to be defeated by rank amateur like you!"

Before Mare-Do-Well could react, Superior Octopus fired a blast from ink shooters which hit her in the face.

While Mare-Do-Well was distracted, Superior Octopus prepared to attack with a sonic wave attack from his tentacles.

But as the villain was about to strike, Mare-Do-Well in her haste threw the wad of bubble gum cake batter at Superior Octopus's face.

This caused the villain to stumble back and his tentacles to thrash about.

By now, Mare-Do-Well had managed to clear the ink away from her face but was too late to stop what happened next.

Superior Octopus's tentacle was still charging for a sonic wave attack, but was now thrashing around.

Seconds later, the tentacle shot a powerful sonic wave through the window of the jewellery store and hitting a convenient store across the street.

"Oh, no!" Mare-Do-Well cried, as soon as she saw what had happened.

By now, Superior Octopus had managed to rid himself to the bubble gum cake batter.

"Well," he said, "it seems that as a hero you can do one of two things: you can apprehend me or you can save the innocents caught in the crossfire, but let me escape."

Behind the mask, Trixie was sweating what should she do? Capture the Superior Octopus? Or check the convenient store in case there was anyone inside?

"It's your choice, hero," Superior Octopus declared.

Chapter 5

"Make your decision, hero," Superior Octopus demanded.

Every instinct in Mare-Do-Well head was scream at her to tackle the Superior Octopus, but another part of her was telling her to check the convenient store.

Fortunately, she was saved from making the decision as the sound of police sirens approached.

"Oh, it seems our little engagement will have continue another time," Superior Octopus said, "but know that this is not over, not my any means."

With that, the villain, using his tentacle, grabbed the bag of diamonds and made his escape.

The moment Superior Octopus had left, Mare-Do-Well dashed across the road to the wreckage of convenient store.

Fortunately, she managed to get the store owner to safety from the wreckage of the destroy store.

Seconds later, the police arrived but by then Mare-Do-Well had left the scene.

The next day.

Trixie sat in class, the only things on her mind was the Superior Octopus and the fact he had escaped.

"I probably could have taken him down," she thought, "if only I had whatever is behind the lock in the suit."

Throughout the day, Trixie racked her brain on how to get past the suit's lock.

She did consider asking Sunset and Twilight for help with the suit, but because of their obvious jealously Trixie had decided against it.

Finally, she had idea of who could help her, Micro Chips, a nerd and computer expert in her science class.

After launch, Trixie slipped a note into Micro Chips locker, asking him to meet her at science lab before the end of school.

Later.

"So why did you want me to come here before the end of school?" Micro Chips asked.

"I called you, because of this" Trixie replied, pulling the Mare-Do-Well suit out of her bag.

"Woah!" Micro Chips exclaimed, "the Mare-Do-Well suit!? How did you get this?!"

Before Trixie could explain, something in the student's head clicked.

"You're the Mare-Do-Well," he said.

"What? No...." Trixie retorted.

"You're the Mare-Do-Well from the internet," Micro Chips continued.

"I am not!" Trixie insisted.

"You have the suit," Micro Chips added.

"Arrr, you see," Trixie replied, thinking fast, "Mare-Do-Well loaned me the suit because she's experiencing technical problems with it."

"If you want my help," Micro Chips stated, "you need to be honest with me."

"Fine," Trixie relented, "I am the Mare-Do-Well."

"Ok," Micro Chips smiled, "now whats the problem?"

Trixie explained about the padlock on some of the suit's features.

Once she was done explaining Micro Chips took out his laptop and plugged it into a slot in the suit underneath the M symbol on the chest.

"OK," Micro Chips said, as the suit's internal systems appeared on his laptop screen, "there is a ton of subsystems in here."

"Right," Trixie nodded, as she looked over his shoulder while he worked.

"But," Micro Chips continued, smirking "it looks like they're all blocked by something called the Training Wheels Protocol."

"What?" Trixie uttered, looking at Micro Chip's computer screen, "the Training Wheels Protocol?!"

She felt insulted that someone had been trusting enough to give her the suit, yet did not trust her enough to give her the suit's full power.

"Turn it off," Trixie ordered.

"I don't think that's a good idea," Micro Chips replied, "I mean these features are obviously blocked for a reason."

"I am the Great and Powerful Trixie!" Trixie proclaimed, "I do not need training wheels, I am no mere child."

"You do kinda act like a child," Micro Chips retorted.

"Please?" Trixie pleaded.

"What if this is illegal?" he continued.

Suddenly, Trixie had an idea, about how she could get Micro Chips to do what she wanted.

She had seen Rarity use her charm to coerce people into doing what she wanted, maybe she could do the same thing on Micro Chips.

"It would be ever so nice of you," Trixie begin, in her sweetest voice, "if you could unlock the suit for me," she finished, fluttering her lashes at him.

"Well," Micro Chips replied, blushing a little, "I....arrrr."

"Come on, please," Trixie said, with a her sweetest smile, "for me?"

"I don't think...." Micro Chips began, "I mean..."

Trixie placed her hand on Micro Chip's shoulder, he smiled and started working, managing to break through the protocol and activating the suit's other features.

The suit seemed to make a noise and glowed for a second then, nothing.

"You did it," Trixie exclaimed, "finally! Now criminals everywhere will definitely have to fear the full power of the Mare-Do-Well! Now Sunset and Twilight will have to see me as the hero I am and give me the recognition I deserve!"

With that, Trixie grabbed the suit, stuffed it in her bag and left.

Micro Chips facial expression changed, he had only just now realised what he had done.

Elsewhere.

"Soon," Superior Octopus said, as he looked over all the stolen items he had managed to acquire, "I will have enough and then the power will be mine."

As the realisation struck Superior Octopus, a thought occurred to him, Mare-Do-Well.

"What if that hero gets in my way again," he thought, "I cannot allow that to happen."

The Superior Octopus contemplated what to do, before he hit on the idea of hiring some protection for himself.

He picked up a phone and dialed a number, after a while the phone connected.

"Hello, Sportsmaster" Superior Octopus said, "I require you and your friends special skills."

Chapter 6

Later that night.

Trixie, already wearing the Mare-Do-Well suit, was ready to head out again.

This time would different, now that she had the full potential of the suit, this time she be able take down Superior Octopus and any other villains that got in her way.

"Let's do this," Trixie said, finally putting on the mask and swinging off into the night.

Elsewhere.

Superior Octopus sneaked into the bank, the same one Mare-Do-Well had saved on her second outing.

"Such simple security," he mused, as he used a device to hack into the bank vault, "child's play for someone of my genius."

Once the device had done its job, the bank vault opened without the alarm going off.

"Now," Superior Octopus murmured, as he entered the vault, "to take what I need and make my exit."

Meanwhile.

Mare-Do-Well was nearing the crime in progress, when suddenly a voice spoke.

"Good evening, Trixie," the voice said.

Trixie was so surprised she almost misjudged her landing on the rooftop she was approaching, fortunately she managed to stick the landing.

"Who's there?" Trixie said, looking around, "show yourself, hello?"

"Congratulations on completing the rigorous Training Wheels protocol," the voice continued, "and gaining access to this suit's full capabilities, I'm Sunburst and I'll be you digital companion."

It was only then that Trixie realised that the voice was coming from inside the suit's mask.

"Errr.....thank you," she replied,

"So," Sunburst carried on, "where are we going tonight?"

"Well," Trixie responded, "I'm on the trail of a villain, he has creepy metal tentacles."

"I assume that you are referring the Superior Octopus?" Sunburst answered.

"Yes," Trixie exclaimed, "how did you...?"

"I am programmed with a vast database of known criminals and superheroes worldwide," Sunburst explained, "would you like to read Superior Octopus's file?"

"I wonder where he could be?" Trixie murmured to herself.

"If I might interrupt," Sunburst chimed in, "there seems to be a robbery going down at one the local banks."

"That's got to be him," Trixie said, "how'd you know?"

"I am able to access any computer system wirelessly," Sunburst replied, "would you like me to give you a visual?"

"You can give me a visual??" Trixie asked.

"Certainly," Sunburst replied, as the image from a security camera appeared on her heads-up display.

It showed Superior Octopus emptying out safety deposit boxes into a sack.

"Ok," Trixie smiled, "let's go and stop him."

"I'm always here if you need any help" Sunburst added.

Without another word, Trixie activated her grappling line and proceeded on her way.

Back at the bank.

Superior Octopus was almost done with his robbery, he had just come to the last deposit box.

"Finally," he cackled, "thats finally enough."

He was about to put the last of the valuables in his sack, when a familiar-looking shadow appeared at the bank's roof.

"This pilfering party is about to end," the owner of the shadow declared, "with your defeat."

"No!" Superior Octopus cried, as Mare-Do-Well descended towards him, "not now!"

"There's nowhere to run," Mare-Do-Well continued, "I'm taking you in."

Mare-Do-Well dug around in her utility belt, hoping to get the Bubble gum cake batter from before, but instead of getting one of the previous gadgets she had used before, she picked something resembling a grenade.

She throw the grenade-like object at Superior Octopus, which exploded, releasing some colourful confetti.

"What was that?" Trixie exclaimed.

"Confetti grenade," Sunburst replied.

"Confetti grenade?!" Trixie repeated, "I didn't ask for a confetti grenade."

"You seem to be unfamiliar with the suit's gadgets and equipment," Sunburst replied, "would like a refresher course?"

"No, I don't need a refresher!" Trixie responded.

While Mare-Do-Well was distracted, Superior Octopus saw his opportunity to escape.

"Oh no you don't," Trixie said, as the villain headed for the bank exit.

"Would you like me to list the many other offensive features of the suit so you can pick one and set it as your default?" Sunburst asked.

"Not now," Trixie retorted, "just give me something I can use to track this guy so I can find him later."

"Might I recommend M-tracers," Sunburst answered, "they should allow you to track Superior Octopus to wherever he goes in Canterlot City."

"Then do it," Trixie commanded, as she dashed after the Superior Octopus.

"Aim and when you're ready, fire," Sunburst explained.

Trixie did so and a small M-shaped object shot out of Mare-Do-Well's wrist launcher, landing and sticking to the back of the villain's suit.

Superior Octopus, not noticing the object, continued his escape with the stolen items.

"It seems that you have failed once again," he declared, "but at any rate, until next time my friend."

Once Superior Octopus had left, Trixie looked at her mask's heads-up display, seeing the M-tracers signal moving away.

"Oh, yes," she said, "until next time indeed."

Meanwhile.

Superior Octopus was now back at his base, a condemned building.

"Finally," he declared, "I have more than enough funds, to acquire what I need, time for the final phase."

Just then, five figures entered the room, they were: Sportsmaster, Tigress, Doctor Polaris, Thundra and Batroc the Leaper.

"Gentlemen," Superior Octopus greeted, "good to see you accepted my summons."

"We'll do whatever you want," Sportsmaster a.k.a. Lawrence "Crusher" Crock replied, "as long as the pay's good."

"Oh, I assure you," Superior Octopus answered, "once you've all helped me, you will be handsomely rewarded, now be ready."

Superior Octopus turned and walked away, smiling to himself, "and by that," he thought, "I mean, that you all will take the fall and I'll be far away."

Chapter 7

The next day.

It was the weekend and, for Trixie, this meant she didn't have to wait until night time to suit up and patrol the streets of Canterlot City.

"Ok," Trixie said, as she put on the mask and looked at the location of the M-tracer she had planted on Superior Octopus, "this time, it's business."

Elsewhere.

Superior Octopus and his team waited and watched.

"Are you sure they're even coming?" Neal Emerson a.k.a. Doctor Polaris asked, "I wouldn't think that they would want to meet somewhere so public."

"Of course they're coming," Superior Octopus replied, "believe me these people will do anything for money."

Somewhere close by.

Trixie was nearing the location that the M-tracer that she had placed on Superior Octopus was transmitting.

"The signal seems to be coming from that old building," Trixie said.

"There are six heat signatures inside," Sunburst replied, "I suggest calling in backup before proceeding."

"Never!" Trixie proclaimed, "this is my chance to prove to Twilight, Sunset and everyone that Mare-Do-Well can handle anything, bring in any criminal and be the protector this fair city should have!"

Sunburst tried to argue, but by that time, Trixie was already moving towards the condemned building in front of her.

Meanwhile, inside the building.

After some more time had passed, a group of figures wearing yellow suits and helmets entered the room, they were members of the criminal weapons manufacturing & arms-dealing organisation, A.I.M. (Advanced Ideas Mechanics).

One of them was carrying a laptop, which he set down and activated.

An image of a face appeared on the screen, the face was the head of A.I.M., the ultimate human/machine interface, M.O.D.O.K. (Mental Organism Designed Only for Killing).

"Doctor Octavius," M.O.D.O.K. said, his gigantic face filling the computer screen.

"M.O.D.O.K.," Superior Octopus replied, "I trust you have what I want."

"Affirmative," M.O.D.O.K. answered, "As long you provide what we requested."

"Indeed," Superior Octopus acknowledged, pointing to where all the stolen loot he had acquired was, "the exact amount that was specified."

M.O.D.O.K. ordered one of the A.I.M. agents to check that Superior Octopus wasn't lying or trying to trick them.

"The amount is acceptable," he stated.

"Now," Superior Octopus commented, "since I held up my end of the bargain, it seems only fair you hold up your end."

"Agreed," M.O.D.O.K. said, "this amount will provide funding to our operations."

Nearby.

Mare-Do-Well had entered the building and had been observing the conversation between the villains.

"So Superior Octopus was stealing all the money and jewels in order to give to these A.I.M. guys," Trixie whispered, "but what for?"

"A.I.M. deals in and creates weapons and technology of many kinds," Sunburst explained, "they must have something the Superior Octopus wants."

Mare-Do-Well continued to watch as the transaction carried on.

One of the A.I.M. agents brought forward a container and opened it, inside was a square of metal ore.

"Such beauty," Superior Octopus commented, staring at the metal in awe, "such perfection."

Back with Mare-Do-Well.

"What is that," Trixie asked, "what kind of metal is that?"

"That is Nth metal," Sunburst replied, "a metal commonly associated with Hawkman and Hawkgirl, it has many different properties ranging from: gravity negation, regeneration and..."

"Yes, ok," Trixie interrupted, "Nth metal is bad, but who are the guys with Superior Octopus?"

Sunburst complied, giving Trixie the identities of Superior Octopus's accomplices.

"I really think you should call in some backup," he said, "you not equipped to take on multiple at once, I really think you should..."

"For the last time," Trixie retorted, through gritted teeth, "I am the GREAT AND POWERFUL TRIXIE, I don't need any help from any one!"

And before Sunburst could say anything else, Trixie dropped down from where she had been observing the villain's transaction.

"Everybody freeze!" Mare-Do-Well cried, "cooperate or there will be trouble."

Unbeknown to Trixie or anyone else in the building, a small speck followed behind Mare-Do-Well as she landed in the middle of the gathering.

"Curses!" Superior Octopus cried, "no matter where I go, there is always some costumed upstart always getting in my way!"

The A.I.M. agents, seeing their moment, grabbed the bags of loot and hightailed it before they could get caught, leaving Nth metal behind.

"Yeah," Trixie cried, "you'd better run, run from the cold M-shaped fist of justice!"

"No matter," Superior Octopus declared, "I have what I want and you cannot take on six of us at once."

"I can try," Trixie said, assuming a fight stance.

Without another word, the villains and Mare-Do-Well engaged in battle.

Mare-Do-Well dodged around most of the villains attacks like: Superior Octopus's tentacles and Batroc's kicks and dropkicks.

The other villains proved to be more of challenging and their attacks were a lot harder to dodge and counterattack.

Sportsmaster and Tigress attacking at the same time with different weapons, Doctor Polaris's magnetism and Thundra's three foot chain weapon.

"You cannot beat all six of them hand to hand," Sunburst advised, "I'm calling backup right now!"

"No, you're not!" Trixie insisted, stubbornly, "I can do this! I don't need help from nobody!"

"I've got to hand it too you, you have spirit, hero," Thundra said, as she prepared to attack with her chain weapon again.

But, before the villainess could attack, a small blue speck flew by and seemingly managed to punch her out.

Before, any of the five other villains could question or ask what was going on, they too, were taken down.

"What in the world?" Trixie wondered, as she watched the scene unfold before her.

"How many of you costumed trouble-makers do I have to deal with to day?!" Superior Octopus growled.

"You just can't find good help these days," he sighed.

"Regardless," Mare-Do-Well stated, "now its just you and me."

"Don't be so sure," Superior Octopus smirked, pointing at something behind Mare-Do-Well.

Mare-Do-Well looked and before she knew what happen, there was an explosion.

No one had noticed that when Sportsmaster had been knocked out, he had been holding one of his explosive baseballs and had let go of it.

"That was close," Mare-Do-Well breathed, she had only just managed to get out of range of the blast.

No sooner had she said that, the building groaned, the weak supports beginning to strain under the pressure they were under.

"I think that it is time I made my exit," Superior Octopus said, "until next time, my purple-clad nuisance."

Without another word, Superior Octopus grabbed the Nth metal and high tailed it out of the soon-to-be-collapsing building.

"Traitor!" Tigress yelled, as he exited.

Trixie was about to go after the fleeing Superior Octopus, when she realised she was standing in a soon-to-be-collapsing building.

"Not good, not good," she thought, frantically.

"Might I suggest using Instant Taffy Cement," Sunburst chimed in, "It should buy you enough time to get everyone out of the building."

"Alright," Trixie replied, "then do it!"

In an instant, the Instant Taffy Cement icon appeared in Trixie's heads-up display, showing her it was equipped to her wrist launchers, in place of her usual grappling line.

And soon enough, Trixie set to work securing the building supports and getting the five villains out of the building.

"Almost there," Trixie said, as she was working on getting the last villain out of the building.

But, just as she was about to finish what she was doing, the building support beams, having reaching their limit, finally collapsed.

Fortunately, Mare-Do-Well managed to get the last villain clear of the building, before everything came crumbling down.

"Whoa," she remarked, looking at the remains of the building, "that was close."

"Oh, really?" asked a voice, "I'd say you've made a real mess of everything."

Trixie turned towards where the voice had come from and she was suddenly filled with both annoyance and anger.

Chapter 8

Trixie looked up and saw Twilight and Sunset hovering above her.

"Last time on, Trixie the showboating hero," Twilight said, "we told you not let the positive attention go to your head and focus on being responsible."

"But instead," Sunset continued, "you hacked the suit, so you could sneak around behind our backs, doing the one thing that we told you not to do."

"Wait, hold on!" Trixie retorted, "how do you know that I hacked the suit and also this wasn't my fault, I had everything under control and I managed to get everyone out before the building collapsed, I'm a hero!"

"You are anything but a hero," a voice replied, seemingly from nowhere, "you ruined weeks of work."

Before Trixie could question where the voice had come from, the owner of the voice appeared alongside Twilight and Sunset.

It was Jay Abrams a.k.a. Blue Jay, a hero with size-changing powers.

"And just who are you supposed to be?" Trixie asked, indignantly.

"I'm the one who saved you from taking on all five of those villains by yourself," Blue Jay replied.

Now that Trixie thought about it, she did remember seeing a small blue speck flying around and taking down the villains.

"I had been staking out the building," Blue Jay carried on, "I had a suspicion about what was going to happen and I was about to make a move and bring all of them in, then you came charging in and ruined everything. Because of you, a notorious criminal mastermind get away with a very powerful metal."

"I get it now!" Trixie said, ignoring Blue Jay and focusing on Twilight and Sunset, "you don't think I can do this! You don't believe in me! Are you and your super-powered little club jealous of me?!"

"Jealous?!" Twilight replied, "why would we be jealous of someone who treats being a hero as a game?!"

"We did believe in you," Sunset added, "who do you think gave you the suit in the first place?"

"What are you saying?" Trixie asked, not understanding Twilight and Sunset.

"I'm saying," Sunset replied, "is that we're the ones who gave you the suit in the first place."

"We were told to give it to you by a friend," Twilight continued, "you might remember her, Starlight Glimmer."

Now that she mentioned it, Trixie did remember a Starlight Glimmer attending CHS for while and she remembered hanging out with Starlight at the mall, eating ice cream and practising her magic act with her.

"You mean the person who wore this suit before me was..." Trixie began.

"Yeah," Sunset nodded, "and before Starlight returned to Equestria, she asked us to give you the suit, because she thought you'd do well to carry on her mantle."

"But since you proved that you're not the right choice," Twilight added, "we're going to need the suit back."

"For how long?" Trixie asked, not liking what the girls where implying.

"Forever," Sunset answered, firmly.

"No," Trixie pleased, "no, no, no, please, please."

"Come on," Twilight insisted, "let's have it."

"I'm nothing without this suit," Trixie said, finally.

"If you're nothing without that suit," Sunset responded, "then you defiantly shouldn't have it."

"That's going to be a little hard," Trixie replied, in a small voice, "I don't have any other clothes."

"Ok," Twilight said, "We'll sort that out."

Later.

Trixie returned home, the Mare-Do-Well suit gone, Twilight and Sunset had given her some spare clothes namely one of her spare old Crystal Prep uniforms.

She felt utterly depressed and disheartened, she couldn't believe what Twilight and Sunset had said.

She walked up to her room and flopped onto her bed, face down, she didn't know what to think after what had just happened.

All throughout the day, Trixie tried to distract herself by practicing her magic act and trying to complete some of her school work.

But it didn't give her the same thrill as wearing the suit and being Mare-Do-Well.

By the time it was evening, Trixie had just resorted to lying on her bed, staring at the ceiling.

"Were they right?" she asked, "was I really not the right choice? Am I truly not fit to be a hero?"

The questions weighted heavily on Trixie's mind for the rest of the evening, no matter how hard she tried not the think about it.

The next day.

Trixie walked to school, the questions from the previous day still buzzing around inside her head.

She tried her best to ignore them, but they still kept sticking in her mind, the fact that some of the students had powers didn't help.

The previous questions weren't the only thing that Trixie thought about, she wondered where Superior Octopus had taken the Nth metal? Where in all of Canterlot City would he have to go?

The answer, surprisingly, came in her next lesson, that being History.

Their teacher Ms. Cheerilee was teaching the history of Canterlot City, specifically when the city was just a small town built near a steel mill.

"After the steel industry dried up," Ms. Cheerilee was saying, "the steel mill was decommissioned and left to rot."

For the first time, Trixie found herself listening to what was being said.

Ms. Cheerilee carried on explaining that the old steel mill was located outside the city and was in the process of being torn down by Filthy Rich's company to make way for new developments.

After class, Trixie know what she needed to do, she didn't care that she didn't have the Mare-Do-Well suit, she was the only one who could stop Superior Octopus, but before that she was going to need some help.

At lunch she spoke to Jubilation Lee a.k.a. Jubilee and she agreed to help her.

After which, Trixie met another student in the cafeteria, Stephanie Brown a.k.a. Spoiler.

"This is a strictly top secret business, but us and Jubilee aren't enough," Trixie instructed, "anyone else you know would be a great addition to the team."

"Ok," Stephanie nodded, "I've got a friend who might be of some help."

She waved at another girl, who had just collected her launch, she was Cassandra Cain a.k.a. Orphan.

As soon as Cassandra had gathered her food, she joined the three and Trixie filled all of them on the plan.

The four of them worked out a plan, how to execute the plan and what to do.

All the time, Trixie was worrying, she had never had to ask for help, much less, be part of a team, formulate a plan with said team and lead it.

Once the plan had been worked out, the four agreed to meet on a rooftop at night and in costume.

After which, the three went their separate ways, leaving Trixie alone.

She felt a little nervous, scared even, but she remained optimistic about the team's chances against Superior Octopus.

"In other news," Trixie thought, "I need to work out what I'm going to wear."

Chapter 9

Later that evening.

The three heroes and Trixie met at the meeting-place at the appropriate time.

Spoiler and Batgirl were wearing their costumes, Jubilee didn't have costume per say.

Whereas Trixie was wearing her outfit from her band, The Illusions.

The last time Trixie had worn the outfit was when her band was a part of the Battle of Bands so the outfit gotten a little small, but it still fit her.

"I don't think that does a good job concealing your identity," Jubilee commented.

"Speak for yourself," Trixie replied, Jubilee's costume was literally just the clothes she worn all the time.

Batgirl dug into her utility belt and produced a domino mask and handed it to Trixie.

"Well," Trixie sighed, putting the mask on, "it's better than nothing."

"Anyway," Spoiler said, "we should get moving, who knows what Superior Octopus's plans are for the Nth Metal.

"Agreed," Batgirl and Jubilee nodded.

Without another word, the four headed for the outskirts of Canterlot City.

Without the Mare-Do-Well suit, Trixie found it hard to traverse the rooftops.

Elsewhere.

"Careful with that Nth Metal, you blistering buffoon!" Superior Octopus ordered, as he supervised his operation at the decommissioned steel mill.

His newest minion, Mark Raxton a.k.a. Molten Man grumbled and complied, placing the Nth Metal in one of the mill's still intact vats.

Once that was done, he placed his hands on the metal cube, which started to bubble and melt filling the vat.

"Excellent," Superior Octopus said, as he gazed over the molten metal.

He detached his tentacles from his back and placed them in the foundry underneath vat of molten metal.

"Soon," Superior Octopus gloated, "I will become the one immortal being and the most powerful scientific mind in the universe!"

As the villain revelled in his delusional fantasy, Trixie, Spoiler, Jubilee and Batgirl entered the building, quietly as possible, from the roof.

"So," Jubilee whispered, "what's the plan?"

"Well," Trixie replied, "we have to stop him before Superior Octopus does....whatever he's going to do with that Nth Metal."

"And then what?" Spoiler added.

"I don't know," Trixie answered, with a weak smile, "I'm just making this up as I go."

"Are you serious?" Batgirl interrupted, "you didn't even have a plan for when we got to this point?!"

Even though, Batgirl's face was covered by her mask, Trixie could feel the annoyance and bewilderment radiating off of her.

Trixie realised the girls were right to doubt her, she wasn't one for coming up with a plans, she was a performer, she made things up on the fly and was good at rolling with whatever audience she was performing in front of.

"Why do you think I ask for your help?" she said, finally.

The three girls exchanged glances, they had come this far, there was no turning back now.

"Well, plan or no plan," Jubilee stated, "I'm with you until the end."

"Thanks," Trixie smiled, "you're a good magicians assistance and a good friend."

"You know," Batgirl said, "it took a lot of honesty and courage to admit you didn't have a plan, but it must have been even harder asking me and Spoiler for help."

"But me and Batgirl are with you too," Spoiler finished, "we've got your back."

"Thank you," Trixie acknowledged, "all of you."

As Trixie went in for a hug with her friends, she accidentally brushed past some old rusty chains, causing then to rattle and make noise.

"What was that?" Molten man asked,

"It's nothing," Superior Octopus replied, "it's probably a rat or the old iron work, this whole place is falling apart."

"That was close," Spoiler said, "lucky he didn't think that anyone would follow him to this old place."

"We should hurry up, we need to find and catch Superior Octopus and the Nth Metal," Batgirl nodded, "who knows how long this building is going to last."

"Batgirl's right," Jubilee agreed, "we need to come up with some kind of a plan and avoid making any more noise or we'll give ourselves away."

The girls all nodded and began venturing deep into the depths of the old steel mill, Jubilee using her powers to light the way through the darker areas.

After a few hours, they reached some kind of observation deck overlooking the foundry where Superior Octopus and Molten Man were working.

"It won't be long now," Superior Octopus said, "the Nth metal will be ready for bonding."

The girls then noticed the vat above the foundry was filled with bubbling molten metal, Nth Metal.

"Soon," Superior Octopus continued, "I will be indestructible and immortal...and no one will stop me."

Chapter 10

"The moment is almost upon us," Superior Octopus gloated, still absorbed in his fantasy.

From their vantage point, Trixie, Jubilee, Spoiler and Batgirl observed the situation between the two villains unfold.

After a while, Trixie began miming her plan to the others, when she noticed that Superior Octopus had caught sight of the four of them.

"Am I interrupting you?" he asked.

There was a long silence.

"Run!" Trixie cried, finally.

"Get them!" Superior Octopus said, as the four ran in different directions, "they must not be allowed to interfere with my plan."

Molten Man obeyed and began dishing out flaming projectiles at the heroes as they tried to evade.

"I hope this plan of yours works," Spoiler stated, as she dodged Molten Man's attacks.

"Trust me," Trixie replied, "It will."

She turned to Jubilee, "distract him," she ordered.

Jubilee nodded and fired one of her pyrotechnic energy blasts at Molten Man, blinding him.

"Jubilee, Princess of Pyrotechnics," she declared, "commands you to cease your actions immediately!"

Molten Man stumbled around in his blind state, firing wildly, causing the whole building to shake and groan.

One of his blasts hit the vat with the Nth Metal in it, causing it to fall and get buried under melted remains of the vat.

"NOOOO!" Superior Octopus cried, as the metal was swallowed by the mushy ground.

Before he could react, Spoiler and Batgirl tackled and restrained him.

"It's over," Trixie declared, "Justice is served, that wasn't so hard."

Superior Octopus laughed, "You've made a grave mistake," he smiled.

Suddenly, Superior Octopus's tentacles began moving on their own, because of the neural interface he had installed.

Before Spoiler and Batgirl could do anything, they were grabbed by the tentacles.

Trixie while surprised, kept her head in the game.

She readied herself for another battle, the tentacles dropped Spoiler and Batgirl, in order to be able to free their master.

"You and your hero friends have ruined months of work and planning," Superior Octopus growled, as his tentacles reattached themselves to his back, "I have faced multiple humiliations at the hands of Spiderman, but I will not allow myself to be humiliated by a nobody like you!"

"I am not a nobody," Trixie responded, "I am the Great and Powerful TRIXIE!"

Before Superior Octopus could react, Trixie throw one of her smokebombs, the ones she used in her magic show, then she pulled out her Magician Scarf, and used it to lasso the villain and pull him towards her for a quick uppercut, knocking him down.

"You'll need more than feeble parlour tricks to stop me," Superior Octopus said, as he stood back up, "my genius cannot be stopped by an insignificant ant like you."

He charged at Trixie, tentacles posed to attack.

But before Superior Octopus could even reach his target, a nearby wall exploded.

"What could it possibly be this time?!" the villain groaned, as he turned to hole in the wall that the explosion had made.

Through the hole, stepped Sportsmaster, Tigress, Doctor Polaris, Thundra and Batroc the Leaper.

"Remember us? Traitor," Thundra snarled, brandishing her chain weapon.

"You thought you could get rid of us that easily?!" Batroc said.

Superior Octopus seemed unfazed by the villains sudden entrance, "You all were nothing," he stated, "a means to an end."

"In that case," Sportsmaster responded, nodding to Doctor Polaris, "it's time to take you out to the ball game."

Before Superior Octopus knew what was happen his tentacles were forcefully wrenched from him, by some invisible force, which was Doctor Polaris using his magnetic powers.

Next Sportsmaster produced a baseball bat and one of his explosive baseballs.

As Superior Octopus tried to retaliate, Thundra wrapped her chain weapon around him, preventing him from fighting back or fleeing.

"Batter up!" Sportsman cried, as he batted the baseball at Superior Octopus, which exploded.

The villain was thrown backwards, fortunately his suit took the brunt of the explosion.

While the villains gave Superior Octopus his just comeuppance, Trixie and her team looked on, unsure wether or not to intervene.

"Should we do something?" Jubilee asked.

Batgirl was about to answer, but was interrupted by the building around them, it was starting to give out from all the stress of the battle taking place.

"We need to move!" Spoiler cried, "this whole place is coming down!"

"But we can't just leave them here," Jubilee insisted, "they'll get crushed!"

"I'll take care of that," Batgirl responded.

She produced one of her electric batarangs and threw it at a puddle of water that the villains were about to stumble into.

Seconds later, the villains stepped into the puddle and ZAP a powerful shock passed through all of the villains, shocking them unconscious.

Next, Batgirl took out her grapple gun, removed the rope and used it to bind the villains to prevent them going anywhere.

After that, Trixie and the others made their exit with the captured villains, as the building finally began to cave in.

Outside.

"That was close," Trixie remarked, after she and her friends were a good distance from the steel mill, "all in all I think that went pretty well."

Just after Trixie finished her sentence, the steel mill collapsed to the ground.

"Well," Trixie stated, "we're in trouble."

"No need to worry," Spoiler replied, "the steel mill was in the process of being torn down, we just helped with the demolition, pretty sure we just saved Filthy Rich a lot of money and resources."

"So," Jubilee said, motioning at the still unconscious villains "what do we do with these guys."

"Leave them here," Batgirl replied, "I've got a friend who's involved with the police department and the Justice Force, they've been after these guys for a while."

"Good work team," Trixie smiled, putting her hand out for a group hands in, "thanks."

"Sure, what are friends for?" Jubilee responded, putting her hand in the middle.

"Anytime," Spoiler nodded, putting her hand in the middle too.

"That goes double for me," Batgirl agreed, her hand was the last of go in the middle.

Now everyone had their hands in the middle, Trixie, Jubilee, Spoiler and Batgirl threw hands in the air in celebration.

"You guys wouldn't mind doing this whole team-up thing again?" Trixie asked.

Epilogue

The next day.

Trixie walked through the front doors of CHS, she felt a lot better about herself and her career as a superhero.

After her and her friends success the other night, they had decided to become a team, calling themselves the Nightmare Knights, allies to good, nightmares to criminals. Spoiler had wanted them to be called the Darkstalkers, after her favourite videogame, but she was outvoted.

The team had gained gained two new members, these being: Laura Kinney a.k.a. the all-new Wolverine & Rose Wilson, though she had joined the team on a part-time basis, as she was part of the reformed Teen Titans.

She had heard from the news that, the villains had been taken into custody and the Nth Metal had been extracted from the remains of the steel mill.

Trixie still didn't have the Mare-Do-Well suit, but she didn't care. She along with some help had managed to apprehend seven notorious supervillains and prevent a powerful material from falling into evil hands.

She had also learned something from the whole ordeal, even if she and her teammates had powers and gadgets they were nothing without the right thinking and strategy to use them and that having friends and teammates back you up can have its advantages.

Trixie headed to her locker, when she open it, she was shocked and surprised.

The Mare-Do-Well suit case was sitting there, like the first time, it had a different note than the one when she first received the suit, this one said, "This belongs to you."

"Nice work, Trixie," a voice from behind said.

Trixie turned around to see Twilight and Sunset standing behind her.

"You're giving me the suit back?" Trixie asked, a bit surprised and happy to have the suit back.

"Yes," Twilight replied, "me and Sunset saw what you and your friends did on the news."

Sunset nodded, "And we decided that we were wrong about you, Trixie."

"Even when we took the suit from you," Twilight said, "you still carried on, even in spite of not having it."

"And that's what we were trying to tell you before," Sunset continued, "that it's not the mask or the gadgets that makes a hero, but the person and wanting to do the right thing, that's what makes a hero."

"So we're giving the suit back to you," Twilight added, "you earned it, for real this time."

Trixie didn't know what to say, but the look on her face said more than words could.

Elsewhere, out in deep space, at the planet Oa, the headquarters of the Green Lantern corps.

"It is done, my master," the figure from Knowhere said, "the guardians of Oa and every Green Lantern on the planet are now your loyal servants."

The Guardians of the Galaxy and Adam Strange had devastated most of the planet.

Like the Guardians and Adam, all the guardians of Oa and the Green Lanterns had starfishes attached to their faces and they all repeated the same phrase, "Starro lives."

And, like last time, the figure seemed to converse with some unseen entity.

"Yes, master," the figure answered, "we will proceed to the next planet, Xander, and then the final target, Earth."

He turned to some of the Green Lantern corps members and the Guardians of Oa, "destroy any survivors," he commanded.

With that, the figure, the mind-controlled heroes, the Green Lanterns members and whatever was controlling them began to leave.

As the figure, the others and most of the Green Lantern corps moved off, Hal Jordan, who's holding cell had been broken into when the figure and his master arrived, watched as everyone departed Oa.

"I gotta get out of here," he uttered, quietly, "I have to warn them, Starro is coming."