Spiders and Magic: Ultimate Showdown

by Masterob

Rating: teen
Tags: Adventure, Rumble, Violence, Crossover, Sex, Dragon Ball Z, Sunset Shimmer, Twilight Sparkle, Main 6, Dazzlings, My Little Pony: Friendship is Magic, Human, Avengers, Drama, Science Fiction
Length: 460327

The final battle, a multiversal showdown with Spider-Man and Twilight Sparkle caught in the center.

It has been ten years since Peter's lived in Equestria with his wife Twilight Sparkle, his daughter Mayday Parker-Sparkle and many of his closest friends and family.

But danger looms in the horizon, villains are planning a multiversal conquest. The heroes must team with allies of other dimensions and put a stop to all this.

Marvel, Equestria, Capcom, Square, Sega, Dragon World, and many more will come together.

This will be the final battle, to decide the fate of all.

(Cover art subject to change)

Thanks to Marvelsoldier for helping me out a lot with this.

Published 2023-01-14 20:20:00 UTC
Last updated 2025-01-18 22:25:34 UTC

Romance at The Gala

That night in Equestria, Peter laid in bed alongside his wife. While Twilight seemed to be slumbering peacefully, Peter was tossing and turning in his bed.

Eventually he sat up, bitterly getting out of bed as he trotted downstairs, "Maybe a glass of milk or something will help..."

He went downstairs toward the kitchen to open the fridge, grabbing a carton of milk and pouring a glass, quickly chugging it down.

"Alright," Peter put everything away and the moment he turned around, he came face to face with a familiar blond woman.

"Hi Peter."

The hero leapt back, confused by the sight before him, "Gwen?" Strangely enough, his former girlfriend Gwen Stacy was standing before him, even more odd was that she appeared to be human. "What are you doing here? How are you human?"

"Human?" Gwen asked.

"Yeah, I mean clearly I'm a pony and..." Peter looked toward his hoof, instead finding fingers. "Huh? What's going on?"

"That was a nice ceremony today, wasn't it?" Gwen asked. "That young farm girl who sees you as a big brother. That young stallion who idolizes you and wants to live up to your example. You always were there for them."

"Well of course, they're family to me," Peter said.

"Family, we could have had one, couldn't we?" Gwen asked, some gust in the room rising. "You and I could have had what they had! Why weren't you there for me when I needed you!"

"You know I tried," Peter insisted. "Gwen, I care about you, I never wanted anything bad to happen."

"But you did, you let it happen, you let him take me..." Gwen said, her eyes turning red as her voice distorted. "For someone who is willing do so something nice for strangers, you sure did a lousy job of protecting your girlfriend!"

“Gwen, wait,” Peter pleaded.

"You'd rather help a former villain than help me, why should that mare, the same one who took over a village because her feeling were hurt get a better chance than me!? "Gwen shouted, the room shaking. "Why did a tyrannical night princess get more attention from you than a girl who's always been there for you!?"

"Gwen, you know it's not like that!" Peter said, struggling to keep his balance.

"I was just one in a million, wasn't I?" Gwen asked. "It didn't take you long to move on, to that foolish unicorn."

Peter furrowed his brow at that last comment, "Hey, I will not let you say anything like that about Twilight! I'm sorry I wasn't there for you, and I still miss you, but I had to move on!"

"Sure, you moved on, you're great at moving on when a girl you claim to love dies," Gwen taunted, floating closer to the hero. "Just as that future rebel, I bet you enjoyed that night with her, much more than you're willing to admit."

"NO! I didn't!" Peter said.

"Face it, you act righteous, but deep down, you're just a shallow man who will always fail the ones he loves," Gwen said. "Be it your aunt, your wife, or your two precious children. How long before you fail Mayday!?"

The ground before Peter broke, the hero falling through a vortex of sorts, his life flashing through, from losing his uncle, to the symbiote, to seeing his friends drift apart and losing Gwen before landing in the middle of the dystopian Changeling ruined town.

There he spotted his house, destroyed with nothing left, aside from the very wedding necklace he gave to Twilight, Mayday's gadgets and flowers and Trixie's hat.

"No..." Peter said, falling to his knees. "Not again!"

"Your enemies will never be gone Peter," Gwen's voice said as lava erupted from the ground. "No matter how hard you try, there will always be danger. Sometimes, all it takes...is One...Bad...Day." Gwen suddenly appeared behind him, spooking the hero. "Then, it all falls apart."

"Peter..." came the voice of the sinister Chrysalis, the Changeling Queen moving in with her army.

"You!" Peter shouted, fury in his eyes. "You took them from me!"

"No Peter, you did this to yourself," Chrysalis taunted. "It was all your own curiosity."

"You brought everything upon them, Peter," Gwen said. "All the enemies who have come, they came for you." Coming into view were enemies of his such as Shocker, Mysterio, Martin Li, Scorpion, Vulture and Rhino.

"You can't escape your past, Peter," Martin Li taunted. "It will always come back for you."

"Think about this poor child, Spider-Man," Mysterio said, gesturing to a saddened Cozy Glow. "Imagine where she might be if she didn't get caught in your plights."

"Cozy Glow?" Peter ran to the girl. "Cozy, believe me, I didn't want anything to happen to you!" He tried getting her to look at him, only a blank stare.

"You can't save anyone..." Cozy said, the girl disappearing as the world around him began to shift.

Peter confusingly looked around, trying to grasp control of the situation. "It's not real...I've gone through this. Sombra put me through it, Mysterio did, I am not letting anyone get to me!" He angrily clenched his fists. "You hear that! I am not letting anyone get to me! No one can-"

"Poor Peter," came the voice of Wesker, the villain appearing right beside him. "Consider this, nothing bad would have happened in Equestria, if you hadn't escaped to it. I wouldn't have come after you, neither would my comrades. Your town would not have been destroyed, your friends wouldn't have been hurt, if not for you."

"That's not true!" Peter shouted.

"Isn't it?" Vergil said, appearing beside him. "You fool, your existence brings nothing but trouble! You are a threat to all those you claim to love! They'd be better off without you!"

A familiar and unpleasant cackling laugh was heard in the background, that laugh belonging to his old foe, The Green Goblin. "Try as you might, Peter. Despite all you’ve done for them, eventually they will hate you, and you will have nothing!"

Goblin threw a bomb that blasted Peter through a warp hole, the boy again falling and this time imagining the terrible realities that these villains could bestow. Losing his friends, his family, his world, everything crumbling as Peter desperately tried holding himself together.

"Peter!" A voice called out. "Peter! Can you hear me!?"

This voice was different, unlike the others, it was more worried, the boy frantically looked around. "Who's there!?" He looked some more, placing his hands on his head, "WHO'S THERE!?"

"Peter!" At that second, Luna appeared in the distance, the mare frantically calling to him, "PETER!"

Seconds later, Peter was struggling some more, but this time another voice was trying to get his attention. "Peter, wake up!"

Peter quickly sat up, his heart racing and fully covered in sweat, checking his body to see what he was. Pony form, and no sign of any injury. "It was...a dream?"

"Peter, are you alright?" Twilight asked, her foreleg resting on his shoulder.

"I'm fine...I think," Peter said.

"Was it a nightmare?" Twilight asked.

"Yeah...weird one too," Peter said.

"You've had quite a few of those, especially in the last week," Twilight said. "What was it about this time? Your uncle? A villain? ...That terrible future?"

"...It started with Gwen, then it just got weird," Peter said.

"Peter..." Twilight brought her husband in for a reassuring hug. "I really worry about you sometimes."

"It's fine, not the first or last time I will have a nightmare," Peter said.

"It isn't fine," Twilight said, gently stroking his face. "It's been like this for years, and it really got worse after that Dystopian Future. I really wish you would take Logan's advice and talk it out more. You have friends and family that are here for you."

"They have their own problems though," Peter said. "Logan definitely, I mean the guy has like a couple hundred years worth of trauma. I don't want to bug him with mine."

"Peter, you need to stop acting like you're a burden," Twilight said. "Logan cares about your wellbeing. We need to fix this. You would help any of us in a heartbeat, at least let us help you."

"...I'll think about it," Peter said.

Twilight groaned in frustration, "I just want to help you, it's a wife's duty to care for her husband."

"...Am I a good husband?" Peter asked. "Am I good father too? Am I even a good enough person?"

"Is this about what Gallus said?" Twilight asked. "Applejack filled me in. Listen, I know you've made a mistake or two but it's alright not to be perfect. You still do more good for us than bad. Honestly I'd have to think really hard to come up with anything bad you might have done."

"Can't be that hard," Peter said.

"Peter, enough, you know I hate when you talk down about yourself," Twilight said. "How come everyone can see what a wonderful person you are yet you can't? If I still had fingers, I could count on one hand how many people actually seem to hate you, but even if I grew an extra two arms I wouldn't be able to count all the people whom you matter to. Important people too, those who actually took the time to get to know you."

"You flatter me," Peter said. "Still, I have to be the best I can. I am their hero and I have to set an example, that way no one has issues and can live in peace."

"Peter, you are not responsible for everyone’s happiness," Twilight said. "Some people are just miserable and take it out on others. Stop worrying about the negativity. You saw how happy Rumble and Apple Bloom were today, because of your efforts, and soon you're going to be doing something nice for more of my Friendship students. That means more than a few grumps here and there."

"Man, what would I do without you?" Peter asked.

"You never have to wonder," Twilight said. "I love you."

"I love you too," Peter said, sharing a kiss with his wife. "I really do mean it, I hope you know that."

"Of course I do," Twilight said, then got another kiss from Peter.

He then laid her down and kissed her more, holding it for as long as he could, laying over her and keeping it locked in. Before long he longed for more of her, spreading his kisses across her face and neck, Twilight gladly taking in the passion.

That passion led to a night of intimate romance for the two, Peter needing to feel the physical love from his wife, and to offer his own. Twilight of course did her part, she too thrived off the love she felt, Peter was always there to ease her worries and she did what she could to ease his.

Times like these, Twilight liked to soundproof her room too, after all, while Peter was normally gentle, sometimes she needed a little more, and she would rather her loud moans not be heard across Equestria, let alone her own house.

"I wonder how often Fluttershy does this for Logan?" Twilight wondered during her own passion.

Her question was inadvertently answered as in their own home, a messy maned Fluttershy was happily sleeping in her bed while Logan, still awake, just had a lot on his mind. Some nights, he just couldn't sleep, usually from restlessness or his fear of nightmares, and the fear of hurting Fluttershy, again.

This was different though, as Logan feared something was wrong. It's been peaceful the past year in Equestria, but for Logan, it didn't feel like living in a Happy Ending, rather it felt like a temporary release. Danger was on the horizon, he had to be diligent to protect his family, especially the mare beside him.

Logan turned to Fluttershy, the mare whom hours prior he had demonstrated his physical love toward, gently stroking her mane. He was motivated to keep her safe, and would go through hell to ensure that very safety.

That same night in Latveria, Doctor Doom was sitting on his throne at the head of a table as his robot minions had brought out some drinks for his guests. To one side, from the Dark Dimension was Dormammu, to the other side was the Ultimate Android, that being Ultron.

Also present was Kazuya Mishima of the Namco world, and of course, was far from the only out of world guest, for at the other end of the table was Albert Wesker, the leader of his own band of villains, joined by Tron Bonne, Vergil, Juri Han, Vomi and The Prowler.

"Wesker, it's been a while since I've heard from you," Doom said, glaring at the scientist. "I must ask, for what purpose did you want this meeting?"

"Five years," Wesker began, confusing Doom. "It's been five years, since we teamed up to raid this world, five years since we came close to taking over both this world, and mine, and it has been five years since my encounter with that Friendship Loving arachnid."

"You refer to the invasion of the Land of Equestria," Doom said. "The world where Spider-Man retreated to after his battle against The Green Goblin."

"What purpose do you bring this topic up, Wesker?" Dormammu asked.

"Once, I had retreated to Tartarus after a messy incident," Wesker said. "That’s where I came across The Green Goblin and many allies. They were planning a big invasion that is believed to be around this time, but of course, you already know this."

"Where are you going with this?" Doom asked.

"Are you commencing with our plan?" Ultron asked.

"We are just about ready, my team has been doing what they could to prepare for this day," Wesker said. "I just hope you have been doing the same."

"You question me?" Doom asked.

"Not at all, but we are a team, and a good team coordinates among their allies," Wesker said.

"We may be allies, but I wouldn't call us a team," Doom said. "Don't think that just because we have the marginalist of interest doesn't mean my faith is in you, especially after our last team up."

"Victor, I know our plans went bad last time, but it would be of poor interest to just give up after one slip-up," Wesker said.

"Give up?" Doom asked, slightly offended. "Doom does not, 'Give up', but I am a very busy man with a lot on my own schedule. Any time I offer to you is valuable time I could be using to further my own agendas. If you are not assisting in my vision, you are wasting valuable time."

"You seem so full of yourself," Juri said, her comment irritating Doom.

"Juri! Shush!" Tron scolded, then nervously turned to Doom. "Don't mind her, that's just her way of being friendly. It presents a more friendly atmosphere."

"Do I look like I care for your so-called friendliness!?" Doom shouted, a bit of arcane energy sparking around him and freaking Tron out as the girl quickly latched onto Vergil.

"Get a hold of yourself," Vergil said, prying Tron off and focusing on the villain across the table. "Victor, you know us well enough to know that we would not be here if there was nothing of value we had to offer. You're not the only one who's time is precious after all."

"Just tell us what you have planned, no vagueness," Dormammu warned.

"The plan is straightforward on the outside," Wesker said. "We will strike when Discord strikes, it will be us who will reign supreme over our enemies. Victor, Equestrian magic is within your grasp, you can use it to further your ambitions of domination, while I become one step closer to my own goals, to recreate my world in my own image."

"How do you plan to intercept Discord?" Ultron asked. "Do you have ways of looking in?"

"Of course, my world does excel in multiversal travel," Wesker said. "As we speak, a recent ally of ours is monitoring Equestria with his own state of the art security robots."

"State of the art?" Vomi asked. "He got that design from my world; it is what my late husband used to spy on those Saiyans."

"I am fully aware Vomi, but in science, sometimes you might need to borrow an idea or two," Wesker said. "Something I myself have done. If not for Umbrella, I might not have gotten the idea for Uroboros."

"Who is this ally?" Doom asked. "From your world, perhaps?"

"Yes, alongside a friend from another dimension," Wesker said, calling to the door. "You may come in now, gentlemen."

Making their way into the room were a pair of mustache-bearing scientists. One elderly man in a lab coat and another in a red coat and a pair of glasses.

"This is a surprise," Kazuya said.

"Gentlemen, allow me to introduce to you from my home world, Doctor Wily," Wesker said, gesturing to the old man.

"Greetings Victor Von Doom, I have heard of your exploits, and I must say, I am quite amazed at your scientific prowess," Wily said.

"And next to him is a man from the world of Sega, Doctor Ivo Robotnik," Wesker said.

"I thought his name was 'Eggman'?" Juri asked.

"That's more of a nickname, feel free to call me either," Eggman said, before turning his attention to the men before him. "It's a pleasure to meet you gentlemen, I have heard a great deal about your exploits."

"Doctor Wily and Doctor Robotnik here have had experience teaming up in the past, albeit briefly," Wesker said. "Wily here is an enemy of a robot who calls himself Mega Man, and in one of their battles, found themselves stranded in the world of Sega. That is where Doctor Robotnik came in and the two pulled their resources together."

"Until that blasted hedgehog got in my way!" Eggman said.

"Hedgehog?" Dormammu asked.

"His arch nemesis, Sonic the Hedgehog," Wesker said. "He is what his name suggests, a hedgehog. Do not let that fool you, his speed is said to be God-like."

"He can excel light speed and the speed of sound," Eggman confirmed. "Much as I hate to admit it, he is a very formidable adversary."

"I concur, once myself and that accursed blue robot landed here, that hedgehog was quick to show up and thwart my plans," Wily said. "Of course I ran into Eggman and we both tried a plan to turn all of those creatures into robots, though things fell apart."

"Honestly I used to put critters in robots as a form of battery life but Wily here had a great idea," Eggman said. "I hardly considered roboticizing, though I have heard that versions of myself in the multiverse have done such a thing."

"Turning flesh beings into robots?" Ultron asked. "That is quite a remarkable feat."

"Why thank you," Wily said. "You look to be a great model yourself."

"Oh yes, who created you?" Eggman asked.

"Doctor Hank Pym, he intended for me to protect humanity, but from my experience, humans were too...shall we say, inept at keeping themselves safe," Ultron said. "I suggested wiping out humanity as the one true way to save them, better than them living in misery."

"Why wipe them out when you can improve them?" Wesker said. "That is the key to Uroboros."

"I say just replace them with demons, a far superior lifeform," Vergil said.

"We'll compromise," Wesker said. "But with Wily and Robotnik on our side, that will further assist in our scientific endeavors."

"I look forward to working alongside you, Albert Wesker," Wily said. "It was a shame that I've missed out on so much, but better late than never. With me on your side, your tech prowess will reach insurmountable heights, and with my dear friend Ivo by my side, it will increase tenfold."

"Honestly I'm surprised you didn't recruit him sooner, I mean your biological science is alright, but sometimes you need a good tech worker by your side," Eggman said. "In this case, two."

"Excuse me, did I suddenly turn invisible?" Tron said, getting their attention. "Wesker already had a tech person, me. After all, maybe Egghead there doesn't know who I am, but surely you know me, Wily."

"Of course I know you," Wily said. "You're Tiesel Bonne's bratty little sister."

"Bratty!?" Tron shouted, standing up. "I'm not that little girl you once met, I'm a grown woman with my own track record of amazing inventions."

"Ones that are swiftly dealt with by the Mega Man of your timeline, is that correct?" Wily taunted.

"Oh you're one to talk, you lose to your Mega Man practically every week, a small one at that, at least the Mega Man I know is an actual man," Tron said.

"Tron, enough," Wesker said. "Sit back down."

"Why are you even hiring these guys, Albert?" Tron asked. "I'm supposed to be your sole tech support! You don't need these old fossils, Wily could probably croak of old age any minute now."

"I'm not that old, I only look older because of what the stress did to my hairline," Wily said.

"Please Albert, just let me handle this stuff, I don't need help!" Tron insisted.

"Tron, you are a very intelligent young woman," Wesker said. "But, even you can only do so much on your own. We are going against powerful forces and we need any ally who can spare time."

"Then let’s try to get better allies, I mean we can try asking Sigma again, or Urien," Tron said.

"Do not worry about Sigma, I managed to talk a little sense into him," Wily said.

"I'm surprised he has interest given that his Mega Man is dead," Vergil said.

"Ah yes, according to talk I've heard in my world, he perished during Ragnarök, alongside many formidable allies," Wesker said.

"Yeah, even Cammy," Juri commented. "What a waste, she was a very pretty girl. Nice boobs too."

Wesker raised his eyebrow at that remark, but brushed it off as Juri being her usual odd self, "Well the fact that Wily here managed to get Sigma on our side is very telling of his contributions. Of course our ally count does not end there, after all, there is at least one more man who wants to return."

"Oh great, let me guess, is it Bison?" Juri asked.

"I know how you feel about him, but we have a job to do," Wesker said. "It helps to have as many allies."

"You know what they say, the more the merrier!" Eggman said.

Juri glared at the scientist, "Can it."

"If you really need assistance, the guy who gave me my gear can help too," Prowler said. "Scientist type like Tron and the old men here."

"Hey, who are you calling 'old'?" Eggman asked.

"Tron, are your brothers coming too? Juri asked.

"Tiesel says he's ready to go, though I'm a bit worried about bringing Bon," Tron said. "He might not be ready for something like this."

"Honestly I don't even think your older brother can handle this," Vergil said. "He's barely above Alastor in terms of competency."

"Hey, my brother's great and you know it!" Tron said. "He's one of the reasons I became the woman I am today."

"You say that like it's something to be proud of," Vergil commented, much to Tron's annoyance.

"Let us not quarrel among ourselves," Wesker said. "Vergil, I know the Bon Brothers can be a bit...zany, but they do produce results. They have earned their reputation on Kattelox Island."

"They've also grown soft," Vergil said. "They're no longer the fearsome pirates they once were. I'm honestly surprised you still have Tron. Unlike us, she lacks a warrior's instinct."

"Huh? I am so a warrior," Tron said. "I can fight too!"

“How about striking a foe down?” Vergil asked.

"Well...yeah, I totally could," Tron said.

"Please, you cannot fool me," Vergil said. "I've seen that look in your eyes when our enemies fall, it's a look of empathy. Your soft-hearted tendencies outshine your malicious intent. While it is true that you can rob a person blind, the same cannot be said for doing what you must to survive."

"I'll have you know that I've tried to destroy Mega Man," Tron said.

"Oh yes, Mega Man Volnutt, the love of your life," Vergil said, earning a blush from Tron. "You know another reason Wesker likely wanted Wily's help? He wants someone who's ready to do what he must to win, just like Wily would."

"Why thank you Vergil," Wily said.

"Don't get me wrong, I'm not fond of you myself," Vergil said. "I've seen how you beg for your life when facing defeat. For all I know, Eggman is the same."

"Hey, if I've done that, it's to distract the hero," Eggman said. "You gotta be willing to do any dirty trick in the book to survive."

"Exactly, I would never earnestly beg for forgiveness, because I never feel apologetic," Wily said.

"We're wasting time," Vomi said. "Wesker, I suggest moving on with the strategy portion. We want to be ready to intercept Discord."

"Right you are," Wesker said. "It is a plan that will require all of our efforts. Everyone on this team serves a purpose."

"Just be sure to pull your weight," Dormammu said. "Anyone who slacks off or endangers the mission will suffer at our hands."

"One concern," Prowler said. "If this Discord guy is all seeing, how do we know he's not listening in on us right now?"

"If we were, we would know," Vergil said, casting an angry glare to the side. "And he would suffer."

In Tartarus, Discord, who had stumbled upon this group while searching the multiverse, was quick to close out of that situation. "Well, this might be a tad bit troubling."

"What's wrong?" Tirek asked, getting Discord's attention.

"Oh nothing," Discord said. "Just planning for our big move. Oh and remember, we must retrieve Grogar's Bell, shame it has not been found yet, that artifact was hidden well."

"Perhaps it truly is a myth," Tirek theorized.

"No, it's real, I'm sure of it," Discord said. "Grogar was just really good at hiding his stuff."

"Well rest assure, we will continue to roam Equestria," Tirek said.

"Eh, it might not matter, we're due to strike soon," Discord said. "Oh well, some things were not meant to be. Our grand plan is underway, just be ready to do your part."

As Discord vanished, a sinister Tirek flashed his fangs, "Of course, I am more than prepared."

A few days had passed, and it was time for a big event, that being The Grand Galloping Gala.

Twilight, Peter and their friends were all in attendance for the event, each of them dressed in fancy attire befitting a party such as this."

"Once again, wearing a tux," Peter said, checking over his attire.

"You look handsome in it at least," Twilight said, wearing her Princess Dress and tiara. "Of course you always look handsome regardless of what you wear."

"Even if I'm not wearing anything?" Peter teased.

"Oh that's easily my favorite," Twilight teased back. "Less clothes to hide your cute butt."

Peter awkwardly blushed at his wife's daring compliment, "You know on the bright side, I do feel cool wearing this, I feel like a secret agent." Peter did agent style pose. "Call me, Double O Spider."

"You are such a dork," came Johnny's voice, the well-dressed hero walking alongside his own wife.

"Pfft, you're just jealous because you don't look like me," Peter said.

"Yeah, sure, that's it," Johnny sarcastically replied, then noticed Mayday not too far off walking alongside Luster Dawn. "Mayday came too?"

"Luster Dawn wanted to come to the Gala, since we're allowed to bring guests, Mayday chose to bring her best friend from Equestria," Peter said.

"How is Luster Dawn anyway?" Rainbow Dash asked. "I know you were trying to educate her a bit, Twilight."

"I tried giving her advice on how to socialize more, but she's almost as reclused as Mayday is," Twilight said.

"I don't see anything wrong with Luster Dawn," Peter said. "She's just picky on who she talks to, just like Mayday. But in a way, that drew them toward each other. You always wanted Mayday to have more friends, and she has one that she likes enough to hold onto for a year."

"I was hoping that if Mayday did make a friend, it would bring her out of her comfort zone," Twilight said. "Not encourage it."

"Mayday has two friends, three if we count Flurry," Peter said. "She's happy with who she's friends with and they're both really nice to her. Remember, Quality over Quantity, two real friends are better than a million fakes."

"He's got a point Twi, I mean you didn't make all the friends you did just for the sake of having friends, did you?" Rainbow Dash asked.

"No, I made friends with you because I came to trust and rely on you," Twilight said.

"That's what Mayday's doing," Rainbow Dash said. "Sometimes Twi, you gotta think less like a Princess of Friendship and more like a mom. Mayday's happy, and that's all that matters."

"Well, she is very comfortable around Luster Dawn," Twilight admitted. "I guess you're right. But still, if I can't help my daughter, how can I help anyone else?"

"You can't fix what isn't broken," Johnny said. "Not everyone wants a million friends Twi, even I know that."

"Even Fluttershy barely extends past her Friendship circle," Peter said, gesturing to the mare beside Logan.

Twilight recalled that Fluttershy had herself called her on this situation. The truth was that no matter how hard she tried, Twilight could not grasp why worrying about the amount of Mayday's friends was a bad thing, even Celestia felt she should have plenty of friends, that foundation is the Harmony on which Equestria is built on.

It wasn't long before everyone was inside the castle, Twilight and her friends were gathered with Peter and his hero allies, Trixie and Starlight were conversing near a punch bowl, Laura had gone to catch up with Lightning Dust while Autumn Blaze had gone around, enjoying the sights.

"My very first Gala," Autumn said, looking around in awe. "It's...a little less exciting than I thought, guess it's this town's culture."

"Quite so," came the voice of a nearby cellist. "Hello, I am Octavia Melody."

"Autumn Blaze," the Kirin introduced. "Kirin Ambassador, though Peter would tell me that I'm more than just that."

"Peter? You mean Peter Parker," Octavia said. "Yes, I do know you, I've seen you both at events together, usually showing the Unity between Ponies and Kirin."

"It all started with The Accords, Tony Stark wanted Kirin Grove on board and I was asked to be their representative, since I'm fun and perky," Autumn said. "At least that's what my leader Rain Shine says."

"Right, The Accords, that led to an unfortunate outcome, which resulted in Tony Stark retiring," Octavia said. "Such a shame, many in Canterlot seemed to value Tony Stark, especially one mare in particular. She valued Tony’s entrepreneur skills, with him done, many who have trusted him enough to invest in The Accords suffered some financial loses. Or so I heard, I don't actually live in Canterlot, but I do perform here regularly."

"Oh you don't live here? Funny you seem fancy enough to be a citizen," Autumn said.

"Well I did grow up here, much like Princess Twilight Sparkle," Octavia said. "I moved to Ponyville years ago, I am roommates with a DJ."

"A DJ?" Autumn asked. "Ooh! Is it DJ Pon3?"

"Familiar with Vinyl are you?" Octavia asked. "She is pretty popular, she certainly brought attention to Mayday Parker-Sparkle's birthday party. Too bad she had to cut it short."

"Oh yeah, it got loud, and Mayday absolutely hates loud noises, it gives her a headache and major anxiety, something Peter himself said he's gone through," Autumn said, then noticed a shocked look on Octavia's face. "Oh boy, did I talk too much? I probably shouldn't have said anything, Mayday's very sensitive about that and I don't think Peter wants me babbling."

"It's fine, I'm a friend of Peter as well, and I shouldn't be too surprised," Octavia said. "I remember when Peter chewed out those so-called Friendship Students about it. Honestly some of them didn't even seem to understand or care, like what did they learn at that school?"

"Probably why Peter wanted it revamped," Autumn said. "Like he says, Friendship can't be learned in school, it must be learned in life."

"A statement I wholeheartedly concur with," Octavia said.

"Ahem," came the voice of Tender Taps, the two mares looking his direction. "Ladies, I am here to offer one of you a lucky chance to be my date tonight."

"Date?" Autumn asked. "Uh sorry, I'm not good with dates, maybe Octavia."

"Sorry, no, I don't date just anyone," Octavia asked.

"Oh well, I'll keep looking then," Tender Taps said, trotting off. "Let me know if you change your mind."

"That was odd, thought slightly understandable," Octavia said.

"Well since you're here, let’s go see Peter, he'll be so happy to see you again," Autumn said, leading Octavia away.

Nearby however, a familiar pony with a purple striped mane had overheard the conversation, "Loud noises huh? Didn't expect to hear anything that big." Aria continued to scout around for more information.

Also in attendance was Rumble and Apple Bloom, the newlywed couple enjoying a night at the Gala.

"Aren't you glad I'm a Wonderbolt?" Rumble said. "It gets us tickets to one of the best parties in Equestria."

"Not to rain on your parade, sugar pie, but ah got mah own invite too, so I'm not yer Wonderbolt guest," Apple Bloom said. "Not that ah would have minded either way."

"Oh right, ponies love you for being a Cutie Mark Crusader," Rumble said. "So we're both here on our own accolades."

"Where are the other Wonderbolts?" Apple Bloom asked.

"They should be here, it’s Soarin’s last night as Captain," Rumble said. "Spitfire might be around too."

"Shame Soarin has to retire, he seems like a great leader," Apple Bloom said.

"He is but it's stressful for him," Rumble said." He did a great job of taking the help though, though things did shift a bit, especially when it came to cadets. They had to reaudition for Soarin so he could get an idea of their style, but I'd say he picked pretty much everyone Spitfire liked."

"Was there anyone he didn't pick?" Apple Bloom asked.

"Probably a few, guess they goofed on the second try," Rumble said. "I hear some were a little...obnoxious though, especially one mare but it proves that Soarin made the right call in the end."

"Rumble!" Silverstream called as she flew over.

"Hey partner," Rumble said, bringing her in for a hug. "Glad you made it."

"Of course, I wouldn't miss my chance to come back," Silverstream said. "So, how's married life?"

"Like a beautiful dream," Rumble said, placing his foreleg around Apple Bloom. "Being able to wake up next to this beauty daily is about as great as you can imagine, even more actually."

"Aw, yer too sweet Rumble," Apple Bloom said, kissing her husband's cheek.

"That reminds me, your Honeymoon suite is nearly set up," Silverstream said. "You should be able to come by soon."

"Awesome, just gotta confirm my absence with The Wonderbolts and then comes paradise," Rumble said. "Though with my new living arrangements, I'm already in paradise."

"Speaking of living arrangements, Silverstream, are you moving to Ponyville soon?" Apple Bloom asked. "Ah think Peter and mah family have been busy with something."

"He's having a house built for us," Silverstream said. "Me, Ocellus and Smolder are gonna live there, along with that new girl, Gabby."

"You know Gabby well?" Rumble asked.

"Yeah, she's nice, you've met her too once, haven't you?" Silverstream asked.

"Once or twice, but she was more interested in talking to Apple Bloom," Rumble said.

"Yeah, me, Sweetie Belle and Scootaloo had to convince her that Griffons can't get Cutie Marks," Apple Bloom said. "She was kind of bummed out about it, but we did make her an honorary member of The Cutie Mark Crusaders, which cheered her right up."

"That was really nice of you to do by the way," Rumble said, kissing his wife's cheek. "I love your thoughtfulness."

"Gee Rumble, yer awfully affectionate, and here ah thought you didn't like being mushy in public," Apple Bloom said.

"Well it's only Silverstream here, and I trust her with my life," Rumble said. "Not an exaggeration, we fought battles together, she even saved me once."

"You would have done the same," Silverstream said.

"Say, what about Sandbar, Gallus and Yona?" Apple Bloom asked. "Are they moving in?"

"Well, the issue is that the house may not have enough rooms for too many of us," Silverstream said. "Peter could always expand it but so far, none of them have expressed interest. Ocellus and Smolder are moving in because they wanted to buy a house together in the first place, meanwhile it was difficult for me to leave Mount Aris due to my aunt being so overprotective after The Accords. Sandbar already lives in Ponyville, while Yona and Gallus haven't talked much about it."

"Honestly I'm surprised it's not just the six of you, thought y'all were inseparable," Apple Bloom said.

"We are, but we can't do everything together," Silverstream said. "Like how Princess Twilight loves her friends but they all have their own thing."

"Apple Bloom here had a hard time understanding that once," Rumble said.

"Ugh, Rumble!" Apple Bloom scolded.

"It was a long time ago, you've gotten better obviously, otherwise I'd have to marry Scootaloo and Sweetie Belle too," Rumble said.

"It wasn't even that bad!" Apple Bloom insisted. "Don't exaggerate stuff!"

"Aw, you're cute when you're annoyed," Rumble said, kissing her muzzle. "You're my angry little apple."

"You wanna sleep on the couch, tonight?" Apple Bloom asked. "Or the barn, I can make it more uncomfortable."

"The most uncomfortable thing is sleeping anywhere without you next to me," Rumble said.

Apple Bloom groaned in annoyance, "Dang it, stop being so romantic, I'm trying to be annoyed at ya!"

"I can't help it, your beauty is too radiating," Rumble said. "You're my morning sun glistening in my eyes to motivate me for the day, except you motivate me for life."

Apple Bloom turned away, her face very red now. "I hate how flustered you make me feel."

"Wow Rumble, where'd you even learn this romantic talk?" Silverstream asked.

"From a romance book that I borrowed from Twilight's library," Rumble said. "During my bratty phase, I was worried about pushing Apple Bloom away, so I romanced up to keep her in my forelegs."

"Now that's commitment," Silverstream said. "I really wish I could have a guy like you."

"You can..." came a voice, Tender Taps appearing right beside the two. "How would you like to date me?"

"Uh..." Silverstream wasn't sure how to react.

"She's busy Taps, talk to her later," Rumble said.

"Oh well…" Tender Taps said, tapping away.

"You know, speaking of romance, how are Sandbar and Ocellus doing?" Apple Bloom asked.

"Very well, they're a total match and it's nice seeing them date," Silverstream said. "Maybe Sandbar will move in with us, so he can be with Ocellus more."

"I'm just curious as to how they're reproduce when the time comes," Rumble said. "Like, can Ocellus even get pregnant?"

"I'm...not sure actually," Silverstream asked. "Wow, that's gonna be quite a surprise."

"We'll worry about that later, let's go find Soarin," Rumble said, making his leave, unaware of a familiar girl with blue hair and fur to match.

"Wow, so much romance...uh, but I have a job to focus on." Sonata continued to diligently spy.

Meanwhile Peter was still talking it up with his friends, or rather was listening somewhat patiently to Bobby's boasting.

"Yeah Rarity here's been top of the line in fashion for about twenty weeks in a row," Bobby said. "That's like five months. Hoity Toity wishes he had that type of momentum."

"Well to be fair, he has maintained this even longer," Rarity said.

"Back when there was barely any competition," Bobby said. "You and Coco give him a run for his bits, and you constantly come out on top."

"Well all credit goes to my hard-working staff," Rarity said. "Lily Laces, Starstreak and Inky Rose have all done so well."

"Plus being married to a famous superhero really helps your stock too," Bobby said. "After all, everyone wants to wear what the top guy is."

"Pfft, since when are you top guy?" Johnny mockingly asked. "You barely did shit in the Accords and once that fell apart, you were just kind of 'there' again."

"Hey, there have been accidents, such as avalanches, fires and floods, and guess who's there to save ponies' asses?" Bobby asked. "That's right, me."

"Pretty sure most of that is Peter," Johnny said.

"It's not a competition," Peter insisted.

"Bro, you wanna take this outside?" Bobby asked, trying to sound tough. "Give you a rematch from our fight last year?"

"Hey I'm all for settling it once and for all," Johnny boasted.

"Ahem, maybe don't fight, we're all supposed to be friends here," Rarity said.

"Oh let them fight Rares," Applejack said. "There are times where you gotta let boys be boys, and sometimes boys talk through their hooves."

"Seems undignified," Rarity said.

"It's fine Rarity, I won't clobber Johnny," Bobby said. "Don't wanna embarrass him in front of his wife."

"Tch, yeah, okay dude," Johnny said.

"Okay yourself, bro," Bobby said.

"What was that dude?" Johnny asked.

"You heard me bro," Bobby said.

"Dude!" Johnny shouted.

"Bro!" Bobby shouted.

"Dude!"

"Bro!"

"Hey, Dude, Bro, chill," Peter said. "Especially you, Bro."

"Why? Dude started it," Johnny said.

"Lets make sure that isn't the situation, I don't think I can handle that level of annoyance," Twilight said, then took note of some new arrivals. "Oh! Shining Armor! Cadance! Flurry!"

"Hey Twiley," Shining Armor said, greeting his little sister.

"Peter! Good to see you and your friends," Cadance said.

"Mayday! Luster!" Flurry said, flying in to hug the two fillies. Luster Dawn was happy to return the hug, Mayday seemed less enthusiastic.

"Glad you could make it," Peter said. "I know it's not always easy leaving your Empire."

"It's fine, we borrowed some of Tony Stark's old robots to keep an eye on the place, they'll alert us if there's any trouble," Cadance said.

"Personally I'm not fond of them, bad memories but I guess if they can be of better use then why not give it a shot," Shining Armor said.

"Plus Reed and Doc made much needed improvements," Cadance said.

While the adults spoke, Flurry turned to Mayday, "So...where is he?"

"Where is who? Franklin?" Mayday asked. "He's not here yet."

"Aw, well when is he coming?" Flurry asked.

"I don't know, ask Uncle Johnny," Mayday asked.

"Come on, you should know where your boyfriend is," Flurry said.

"I can't keep track of..." Mayday's eyes widened. "BOYFRIEND!?"

"Mayday, inside voice!" Peter said.

"Flurry called Franklin my boyfriend though!" Mayday said.

"Aw, does wittle Mayday already have a boyfriend?" Bobby teased. "Is there another wedding in our future?"

"Put a lid on it!" Mayday shouted. "I don't have time for your crap!"

"Mayday, language," Peter said.

"For a really shy girl, she loves telling Bobby off," Remy said.

"Shows how familiar he is to her ah guess," Applejack said.

"Frankin's my friend, nothing more, nothing less," Mayday said. "I most certainly do not have feelings for-"

"Oh, hello Mr. and Mrs. Richards," Fluttershy greeted upon seeing the two. "And hello Franklin."

"Hi Miss Fluttershy, and everyone," Franklin greeted, then took note of one girl in particular. "Hi Mayday, you look really nice, your dress is very pretty."

Mayday couldn't help but stare at Franklin, between his gelled hair, his tux and most importantly, his eyes that sparkled to her. Her face was turning a small shade of red as she glanced at the boy before her.

"Uh...Mayday?" Franklin asked. "Hey, are you feeling sick, your face is red."

"Huh!?" Mayday quickly shook her head. "Uh no, you must be seeing things.

"I guess?" Franklin said, then reached into his pocket. "I got something for you." Franklin placed a white rose on her head. "I got you something. I was gonna get red because I thought it matched your pink streaks better, but Uncle Johnny was insisted that white would match the occasion."

"Oh wow...I love it," Mayday said, her face turning red again. Feeling herself getting flustered, she quickly moved the subject along. "Hey, lets go take a walk, I need some fresh air."

"Is that alright with your parents?" Franklin asked.

"You're good," Peter said.

"Great, let's go take a walk then," Franklin said, heading off with Mayday.

"Heh...once again, Franklin renders Mayday speechless," Flurry said. "First the wedding, now this. It's so obvious that Mayday has a crush on him."

"How do you like that Peter?" Johnny said. "Soon you and I will be in-laws."

"Let's not rush things, I mean they're only kids," Peter said. "But it does seem like Mayday likes him. Kind of worried, I thought I'd have a little more time before she started crushing on boys. She's growing up too fast."

"Sometimes time does fly by, Peter," Logan said. "But that won't mean yer daughter won't need you, especially in times like these. Just remember to be there fer her."

"Oh I definitely will," Peter said.

"Plus, it'd be totally great if those two hooked up," Johnny said. "Franklin's got some really neat powers after all, once he fully masters them, he'll do a bang up job at protecting Mayday. I mean he's always looking out for her now."

"Yeah...say Reed, Sue, how well does he control his powers now?" Peter asked.

"He's still learning but I have his abilities under control," Reed said.

"Yeah, Reed's been doing a great job so far, nothing to worry about," Johnny said.

"Not wrong there," Peter said.

"Plus, Franklin knows that with Great Power, Comes Great Responsibility," Johnny said, surprising Peter a bit. "He looks up to you, bud. Your mantra really helps out more than you think."

"That's so sweet," Twilight said. "Franklin's a nice boy and if Mayday is developing a crush, I'm glad it's on him."

"Speaking of crush though, what's with the white rose?" Peter asked.

"Lets just say that if Mayday ever reads up on flowers, she's in for a nice surprise," Johnny said.

"Honestly, I'm surprised that you even know," Susan said.

"Hey I read...sometimes," Johnny said.

"You can thank me for that," Rainbow Dash said. "Thanks to me, Johnny knows that books are awesome too."

"Eggheads," Bobby taunted.

Rainbow Dash glared at the ice user, "I will cream you."

While this was going on, a nearby Adagio was listening in on everything, keeping tabs on any info that might be dropped.

Peter felt a bit strange at the moment, almost sensing the presence of danger. "Hey, anyone get the feeling that-"

"Spider-Mane!" came the voice of Blueblood, the prince placing his foreleg around Peter. "So good to see you, my friend!"

"Oh, hey Prince Blueblood..." Peter said, nervously inching away. "Surprised to see you here. Actually no, that shouldn't be a surprise since you're a prince."

"Honestly I was tempted to skip out, but I just had to see a good friend of mine," Blueblood said, then took note of Cadance. "Ah, cousin, you've made it too."

"It's nice to see you, Blueblood," Cadance said.

"Hi Uncle Blueblood," Flurry greeted, getting the stallion's attention.

"Flurry, you cute little thing," Blueblood said, petting her head. "You look more and more like your mother each day, you will growing into a very beautiful princess."

"Aw, thanks," Flurry said.

Blueblood turned his attention to Twilight, "My fellow royalty, how goes your endeavors regarding that old school of yours?"

"It will come back soon, but it won't be the same this time around," Twilight said. "Less of a school, more recreation. Classes do exist, like art, music, dancing, even pottery, as well as religion taught by Kurt Wagner."

"Basically what the School of Friendship should be, without the grading," Peter said.

"I see, well I should hope your old students will be happy to return," Blueblood said.

"Well most, the problem is that there are no dorms this time around, at least not yet," Twilight said. "The Dorms were funded by the EEA, and since this isn't one of their schools per say, they won't fund much this time around. A lot of the rebuilding is my own personal investment."

"With help from Tony Stark, he left her plenty of bits to work with, as a way of apologizing for any inconvenience," Peter said.

"Tony did feel like it was his fault the school got shut down," Twilight said. "I don't fault him, I know it was an accident. Plus Peter did say that the school could be better."

"And it can be, plus Friendship can still be taught, just not in a classroom," Peter said. "And it's optional. Even without the dorms, ponies and creatures from all over can come by at their own leisure, it'd be like a vacation spot. Making friends at their own pace, plus learning a bit about Equestrian culture helps too."

"You are a wise stallion, Peter Parker," Blueblood said.

"Here's hoping some of those students finally stop hating Peter," Johnny said.

"Pardon, there are those who still dislike Peter?" Blueblood asked.

"Oh totally, like this one pony who said it's Peter's fault she doesn't have friends because the school shut down and she never had a chance to really learn," Johnny said. "This same girl was in the school for months and barely made friends. It wasn't Peter's fault that she was a literal wallflower. She just expected the school to magically give her friends or something."

"Ah, I see," Blueblood said. "The poor filly."

"Pfft, poor filly, like I said, she hates Peter," Johnny said. "She won't say it out loud but I can see her behavior, the way she casts glares, judging him in secret. Honestly a lot of ponies have been doing that lately, they don't want to speak up but they will show that they don't trust us, real pain in the ass."

"It all started with those nutjob students who gave Mayday that fright too," Bobby said. "Then a few wanted to whine because Peter called them out. Like, come on, at least own up to your mistake."

"Oh yes, I recall young Mayday having certain issues, especially with her sensitive hearing," Blueblood said. "Where is she by the way?"

"She's with her boyfriend," Johnny said.

"Not her boyfriend, not yet," Peter was quick to correct. "But she is with a friend of hers."

"Well as long as she's having fun, I know she isn't the most social girl but that's fine, everyone's different," Blueblood said. "Even I'm a bit different, and I'm perfectly fine with that. In fact, I pride myself on my uniqueness."

"That's a good thing to do," Peter said. "You're a cool guy, Blueblood."

"As are you," Blueblood said.

"You know, I'm surprised you two are even friends," Bobby said. "I thought you'd probably be too vain to like Peter there, Blueblood."

"I'm not surprised you would think that, I know you have a low opinion of me," Blueblood said.

"After how non-gentleman like you were to my wife years back," Bobby said, gesturing to Rarity. "I have good reason to be."

"Wasn't that ten years ago?" Peter said. "Like, Rarity, you've forgiven him right?"

"I have," Rarity said. "I still won't forget how I was treated."

"Seriously?" Peter said. "Forgiving someone is pointless if you won't give that someone a chance to change. Also Bobby, it's good to have Rarity's back but you shouldn't be mad for her. I mean are you still mad at Johnny after the two of you took different sides in the Accords conflict?"

"No way, we worked it out," Bobby said.

"Then work it out with Blueblood," Peter said. "Seriously, don't hold grudges, it's not worth it. Stuff like that could poison your mind, and I'd rather you guys not end up like certain enemies of mine, or even me on my worse days."

"Good point, I sure as hell wouldn't want to be like Victor Von Doom," Johnny said.

"Who is he?" Blueblood asked.

"Arch enemy of me and my family," Johnny said.

"He's also an old friend of mine, but an unfortunate situation drove us apart," Reed said.

"Is there any hope of you two one day salvaging your old friendship?" Twilight asked.

"It would be nice, but I fear the likelihood of that has unfavorable odds," Reed said.

"Hey if he's gonna freak out because my sister chose you then he's not a good friend," Johnny said.

"It's deeper than that Johnny," Reed said. "You know the story."

"I know the dude freaked out over the tiniest cut on his face then acted like you did something to permanently damage his looks," Johnny said. "Again, not worth your friendship."

"Wow, imagine being that much of a narcissist," Blueblood said, checking his reflection on a nearby glass to fix his mane, to the confusion of the others nearby.

"Peter! Twilight!" Came a familiar voice. Everyone turned to see Sunset Shimmer trotting over, not alone either.

"Sunset, you made it!" Peter said. "Oh, and you brought some friends."

Sunset turned to the group behind her, consisting of Ryu, Chris, Dante, Chun-Li, Strider, Spencer, Cloud and Tifa. "Sure did, I tried keeping it small."

"Well it's nice to see you all here, and all dressed up," Peter said. "Dante, that's a nice coat."

"It was my dad's," Dante said, the half demon having his hair gelled back for the occasion. "Had a bit of a fancy side to him."

"I can tell," Peter said.

"Mega Man should be here too, he's off with his sister Roll," Sunset explained.

"Yeah, I wouldn't call them brother and sister given how excited Roll was to be his date for this thing," Dante said.

"What even is their relationship?" Spencer wondered.

"It's complicated," Chun-Li said.

"Goku's also nearby, he went to find the food," Sunset said.

"Ugh, Goku's here too?" Twilight asked. "He's not gonna pick a fight with anyone, is he?"

"Give him some credit," Sunset said. "But yeah, that's pretty much it for us. Oh, and Doctor Strange came too because he wants to be sure that no incursions or anything happen. That one moment in Asgard really freaked him out. Not that I blame him."

"When did everyone even get here?" Peter asked. "I don't see them."

"We arrived a few minutes ago," Ryu said. "Celestia gave out a lot of invites, to show good faith."

"She likes us better than Luna does, that's for sure," Spencer said.

"All our years in Equestria, I don't think we've been to this type of party," Chun-Li said.

"It's top of the line, basically the party you want to be invited to," Twilight said.

"Fer the most part, it can be tricky getting accustomed to being around these..." Applejack tried thinking of a phrase. "What's the right word?"

"Elitists?" Bobby said.

"Snobs," Remy added.

"Upper crusts," Johnny chimed in.

"Right, it's hard being around that," Applejack said. "But it's still nice to hang out with friends."

"But, if it were up to me, I'd promote this thing from party ,to par-tay," Pinkie said. "Unfortunately I'm no longer allowed to mess with the music act."

"Bunch of jealous prudes," Wade said.

"Well moving on, who else is here?" Sunset asked. "Where's Mayday?"

"With her boyfriend," Johnny said.

"Dude! Stop saying that!" Peter shouted.

"Boyfriend?" Sunset asked. "She has a boyfriend?"

"No, he's just a friend," Peter again explained. "It's Franklin, Reed's and Susan's son."

"Oh, that nice little boy," Sunset said. "It's cute that he and Mayday have become such good friends. I certainly wouldn't be surprised if that friendship blossomed into romance."

"I won't deny that possibility," Peter said. "For now, it's not something that should have a lot of stock placed on it."

"It's happening uncle Peter," Flurry said. "I can sense these things, one day Mayday and Frankie will find true love with each other."

"Uh, sure Flurry," Peter said. "One day, but not today."

"It's understandable that you're a bit worried," Chun-Li said. "My father was a bit protective in my youth."

"So was mine, he was really cautious of Cloud," Tifa said.

"Why? I wasn't into you," Cloud said.

"Sure you weren't," Tifa teased, Cloud turning away in annoyance.

"Peter," came Luna's voice, the mare trotting over.

"Oh, hey Luna," Peter said.

"May I have a word with you?" Luna asked. "Just us?"

"Uh, sure," Peter turned to Twilight. "I'll be right back."

"Alright," Twilight said.

"It will not be long, enjoy your evening," Luna said, then glanced at the Capcom Warriors. "And try not to break anything."

"We'll do our best to resist our urges," Dante sarcastically responded as Luna left with Peter.

"Still hates us," Spencer said.

"We were rivals with Peter once, and she's very loyal to him," Ryu said.

"Yeah, but it was like five years ago, Peter's moved on, why can't she?" Dante asked.

"Why were you rivals with Spider-Mane exactly?" Luster Dawn asked.

"Come on Luster Dawn, you remember what I told you," Flurry said. "Marvel and Capcom were fierce rivals who ultimately settled their competitive sides with a tournament that Uncle Peter won. They've been rivaling for years."

"Since the days the X-Men participated in our Street Fights," Chun-Li said.

"We did take the rivalry too far, which is why Luna hates us," Chris said. "Hell we once sucker punched Peter just for the sake of it."

"That's mean," Luster Dawn said.

"We have a lot of regrets..." Chris sheepishly admitted. "Since then we've been hoping to make things right."

"None of us were ourselves, the shift in dimensions may have affected our personalities," Twilight said.

"Yes, Sunset's explained that theory," Chris said.

"I've noticed it myself, each time I enter a new world, my body feels like it's adjusting, and it becomes a bit stressful," Sunset said. "Even the warriors I summoned during Ragnarök admitted that they felt similar. Thankfully it was in the middle of a battle and they worked out whatever was in their system, but even others admitted to feeling tense after the battle."

"Yeah, like that War God with the beard," Dante said "He looked like he was ready to hurt someone, even long after the fight ended."

"Then he ended up being a very chill guy," Spencer said.

"So, you're not bad anymore though, right?" Luster Dawn asked.

"We were never bad in the first place but I we do respect Peter now," Dante said.

"Yeah, they're all nice now," Flurry said. "Capcom has cool warriors too, like that pony with the bat wings. Oh, and there's one really cool guy named Guile, if he were here, you'd like him."

"Oh, is he not here?" Luster Dawn asked, turning to the now awkward warriors.

"Yeah, where is he?" Flurry asked.

All the other ponies in the area could feel immediate tension, knowing full well what happened to Guile, along with many others.

"He...couldn't make it," Chun-Li fibbed. "Maybe another time."

"Aw, where is he? On a mission?" Flurry asked.

"Sure...lets go with that," Chun-Li said, earning a look of curiosity from Luster Dawn.

"Hey, Flurry, Luster, go see if you can find Mega Man," Twilight said.

"Alright," Flurry said, leading Luster Dawn away. "Wonder if he brought that taller version? I could have sworn I saw more."

As the two fillies left, Twilight turned to Chun-Li, "You know you're gonna have to tell her eventually."

"I know, I don't even know why it's so hard, not like she knew him well," Chun-Li said. "It's just that...even I'm still not over what happened to him, Cammy or any of our friends."

"Barret still blames himself for not being able to protect, Cid, Vincent or Yuffie," Tifa added.

"Jill still misses Carlos," Chris said. "Funny, you'd think by this point we'd be used to losing allies, considering I've lost many good friends in Raccoon City."

"But, experiencing losses prior doesn't make new ones easy," Chun-Li said. "No loss there made me forget about my father."

"Or my mother," Dante said.

"If Peter were here, he could tell you about loss," Twilight said. "But he'd also tell you that you have to try and be happy, because that's what your friends would want."

"Peter lost his uncle, right?" Chris asked.

"Yes, and his old girlfriend," Twilight said. "I will admit, I do feel like Peter himself holds in a lot of pain just to be strong. It worries me."

Logan's ears perked, not that he's surprised, he knows Peter struggles a lot more than he lets on.

"Peter seems like the type to shoulder too much on his own, and that is detrimental to his mental health," Ryu said. "It's like you said, he desires to be strong, likely since he's a superhero. But he's still only human."

"I tell him that but, it's not enough," Twilight said. "What do you do when you're feeling upset? Do you talk to anyone?"

"...I handle it my own way," Ryu said, briefly breaking eye contact. "You don't need to worry about me, focus on helping Peter, he needs it the most."

"Get him to pour his heart out," Chris said. "Really get deep in."

"Let him know not to be ashamed of his past mistakes, because it doesn't define who he is," Cloud said.

"If he needs to shed a few tears, let him, hell encourage him, it might go a long way," Dante said. "That's the best part about being human after all, freedom of emotion."

"We've been meaning to do some mental healing but Peter just keeps putting it off," Twilight said.

"Then be firm," Chun-Li said. "You gotta show a bit of tough love."

"She's right, we need to get to the bottom of this, Twilight," Logan said. "You don't want Peter living with regrets."

"If you don't want to outright force him, then ease him into it," Sunset suggested. "Play it by his level."

"That sounds great, and something each of us can stand to do," Applejack said.

"Huh? Why us? I don't have trauma," Bobby said.

"Bullshit," Logan said.

"But I don't need to talk about my feelings, I'm a man, not a woman," Bobby said.

"Wow, macho much?" Chun-Li teased.

"If I have issues, I'll settle it in a fight," Bobby said. "Just like any of you Capcom warriors would do, settle it like men."

Chun-Li raised her eyebrow, "Uh, that statement better not include me, I'm a woman after all."

"But his brash statement gives me a marvelous idea," Blueblood said. "How about a rematch from five years prior. Marvel vs Capcom."

"Uh, where are you going with this?" Logan asked.

"Just leave it to me, I'll get everything set up," Blueblood said, immediately departing, despite protests.

"Uh...well, looks like we're fighting again," Dante said. "I think."

"I didn't agree to this," Remy said.

"Same, but I'm not against it," Bobby said. "You know, I've gotten stronger since last time, this is the best chance to prove it. By kicking Capcom ass."

"Don't get ahead of yourself, Iceman," Dante said. "You're tough but I doubt you'd last against any of us."

"Hey man, I'm freaking powerful when I want to be," Bobby said, generating some ice. "Like, you wouldn't believe the shit I can do nowadays, what I could do all along. I held back last time; this time I know you can take it."

"We've gotten stronger too," Chris said.

"Let's worry about that later and focus on the party," Sunset said. "Say, is Thor here? I'd like to see how he's been doing lately."

"He might have gotten an invite, I don't think he came yet," Twilight said. "We'll look for him later."

"So..." Rainbow Dash began. "Rematch huh? Think it'll be more than just the two worlds? I wouldn't mind getting in on the action myself."

"Let's not get ahead of ourselves," Applejack said. "We'll cross that bridge when we come to it, fer now, let’s just focus on enjoying the party."

"Yeah, we do hardly have time to-" Chun-Li noticed Tender Taps next to her. "Can I help you?"

"I hear you're good with your hooves, and I'm quite good with mine," Tender Taps said, dancing a bit. "So, how about showing me your moves?"

"Sure, would you like my Kikoken? Or my Spinning Bird Kick?" Chun-Li asked, Strider smirking to himself.

"Uh...never mind," Tender Taps said, then turned to Sunset. "Hey how would you like..." He then felt Ryu's hardened gaze and immediately shifted toward Tifa, "Or maybe you-" Then it was Cloud gazing at him. "You know, I'm just gonna go."

Tender Taps ran out of there in a heartbeat, leaving Dante chuckling to himself, "I don't know Chun-Li, maybe you should have gone with that guy. You might have even gotten laid and with how uptight you are-"

Chun-Li immediately kicked Dante in the face, sending him flying off to the surprise of everyone present."

"Fool," Strider commented.

The Dazzlings were not the only villains at this party, a disguised Mysterio had also attended alongside a disguised Electro, an unmasked Shocker and a sneaky Cozy Glow.

"I can't believe you dragged me into this," Shocker lamented.

"This child really wanted to come, and I'd rather not have to babysit," Mysterio said.

"So I'm a babysitter now?" Shocker asked.

"Nopony's my babysitter," Cozy said, the girl checking her mirror to ensure the illusion machines were working. She now resembled an Earth Pony with light blue fur and blonde hair. "Gotta say though Becky, these machines work really well."

"Of course, they are a result of my genius," Mysterio said. "Also, do not call me 'Becky', that is a woman's name."

"Aw, but it's cute," Cozy Glow said.

"I am not, cute," Mysterio clarified. "Now spread out, and do not bring attention to yourselves. Some of these heroes can potentially see through our disguises, keep your distance."

"Yeah, yeah," Electro said.

"Sure thing, Becky," Cozy Glow said, making her leave.

"And stop calling me...ugh, damn child," Mysterio lamented.

"You get used to it," Shocker said, making his own leave.

Of on their own, Luna had begun speaking to Peter, "How are you feeling lately?"

"Me? Fine I guess," Peter said.

"What about your slumber?" Luna asked.

"My slumber?" Peter couldn't deny that he was having a terrible dream during the night, and he does remember hearing a familiar voice. "Ah, right, you can see into dreams."

"Yes, you were having such a fright," Luna said.

"It's just old memories, nothing I can't handle," Peter said. "You don't need to worry about me."

"Peter, it is my duty as Princess of The Night to ensure ponies enjoy a peaceful slumber," Luna said. "And you are my dearest friend, your plights are the ones I can ignore the least."

"There's other ponies who need your help Luna, I'll be fine," Peter said.

"I cannot accept that, I can make time for others, but your wellbeing is of the utmost importance," Luna said. "I just need you to allow me inside."

"Huh? Allow you?" Peter asked.

"Entering your dream was very difficult, and by the time I got close, you had already woken up," Luna said.

"Yeah, Twilight helped me out with that," Peter said. "She helped me out a lot afterwards."

"She certainly did," a now shy Luna recalled. "Just please be cautious."

"It'll be fine, Luna," Peter said. "Come on, why don't you join me and the family? Well, aside from Mayday but she's with a friend."

"A friend? That one who hated Twilight's school?" Luna asked.

"She didn't hate it..." Peter said. "Alright, she hated it but no, not that one. Franklin."

"Franklin!?" Luna excitedly stated. "Is she going to confess her love to him?"

"She's nine, she's too young to confess anything!" Peter insisted. "Geez, why is everyone all for those two getting together all of a sudden."

"Oh I've been hoping for that for years, personally," Luna said, much to Peter's confusion.

"Alright, really don't want people to start shipping my daughter, that's just uncomfortable," Peter said. "For now, let's just get moving."

Outside on the Balcony, Mayday and Franklin are gazing into the night sky, gazing at the stars and the moon.

"Amazing how many stars there are out there," Mayday said. "Such a big universe."

"Yeah, my universe is big too, and fun to explore," Franklin said.

"Your family goes to space in your world, right?" Mayday asked.

"That's how they got their powers," Franklin said.

"They're lucky, they can explore the cosmos and see so many amazing things," Mayday said. "Maybe one day, I can explore Equerstria's space, see what's out there. There might be aliens in another galaxy."

"Would they be pony like too? Or could they resemble other species?" Franklin wondered.

"The possibilities are exciting," Mayday said. "Who knows, maybe those worlds have tech that far exceeds ours."

"Say...Celestia can raise the sun, right?" Franklin said.

"Yeah, she does it every day," Mayday said.

"Since the sun is a star, does that mean Celestia can maneuver those other stars too?" Franklin asked.

"...Wow, that's a good question," Mayday said. "I mean theoretically, it should be possible, though it could depend on the mass."

"Think those other planets have beings that raise the sun and moon?" Franklin wondered. "I still don't fully understand this world's astronomy, but it seems dependent on the Princesses to raise the sun and moon. Without them, this world could be affected by too much sunlight or too much darkness."

"Really makes the princesses' jobs important," Mayday said. "Celestia wants my mom to take her place, that means mom has to remember to raise the sun each day."

"What about the night?" Franklin asked.

"Aunt Luna would still be in charge," Mayday said. "They would work together and keep balance."

"If your mom became Princess of Equestria, does that mean you'd live in this castle?" Franklin asked.

"Yeah, probably," Mayday said. "I can probably even build a bigger lab, and have more resources at my disposal."

"Would you miss Ponyville?" Franklin asked.

"I mean, kind of," Mayday said. "It would be a bummer to not see my aunts and uncles, but they can visit."

"What about Luster Dawn? It might be harder for her to visit," Franklin said. "I mean, she's not an adult who can come to Canterlot whenever she wants."

"Oh, right," Mayday said. "I would hate it if I couldn't see her. She's the only filly in town I don't dislike. She's one of the few ponies who actually get me. But, honestly I wouldn't mind leaving Ponyville, the ponies there really aren't nice, despite how kind they act."

"Is this related to those students from the school?" Franklin asked.

"Yeah...bunch of snobs those students are," Mayday said. "What exactly did they learn at my mom's school? A lot of them are still mean, the school even started turning into a popularity contest. It didn't teach harmony, just hierarchies. If you had a lot of friends, you were considered the best student. Too little friends, and you were considered an outcast. That's why Luster Dawn hated the school, she saw right through the flaws. I'm glad it shut down, no more poison spread through town. The icing on the cake was seeing my daddy chew those hypocrites out for their lousy behavior."

"What about those six students?" Franklin asked. "Your mom's favorites. They're still at peace with you, right?"

"Yeah, Ocellus and Silverstream are at least," Mayday said. "Smolder keeps to herself, but I respect that. I don't talk to the others much, but one of them did mouth off at my dad recently."

"That bird guy?" Franklin asked.

"I wonder who hurt him in life that he's always so mean?" Mayday asked. "He's mean to daddy, and he's mean to Rumble. He says Rumble started it but it's hard to feel bad for a guy who just doesn't like anyone, aside from the few he hangs out with."

"The irony is that he seems to look down on you and Luster Dawn for your anti-social behavior, yet he doesn't exactly make new friends," Franklin said. "How many ponies at your mom's school even genuinely tried to make new friends? How many friendships even lasted after the school fell apart?"

"All the more reason that school was a sham," Mayday said. "It's coming back soon, just without the bogus lessons. Maybe my mom can finally understand what daddy's been trying to explain to her. But even now she still doesn't fully get me. My own mother looks at me like she failed me. Just because I don't have a million friends. She doesn't even ask what makes me happy, she just does what Princess Celestia tells her too. At least that's what daddy says. My mom's really smart, she shouldn't have to put up with dumb ideas. But it feels like she's under the most social pressure of all. I hope my daddy can snap her out of it one day."

"Uncle Johnny can help," Franklin said. "If anyone knows about fake friends, it's him. Your dad is the type of guy who knows the value of friends."

"Quality over quantity," Mayday said. "It makes him happy, and me too. If you and Luster Dawn are my only friends, then that's fine. If I didn't have either of you, well I guess I'd just be alone, because you two are irreplaceable."

"So are you," Franklin said, gently stroking her mane. "There will never be another you, and that's what makes you special to me."

Mayday blushed again, feeling strange but happy inside. "Thanks, Frankie."

She leaned in and quickly kissed him on the cheek, shyly turning away, Franklin doing the same, both with red on their face.

Observing the two was the dancing pony, Tender Taps. "Even foals are having better luck than me."

Meanwhile Cozy Glow was walking by, frantically trying to find a certain someone, "Come on Sandy, where are you?"

"Ahem," Tender Taps said, getting her attention. "My lovely lady, would you do me the honor of-"

"Take a hike," Cozy Glow said, moving on with her search.

"Wow, alright then," Tender Taps made his leave.

Meanwhile Sugar Belle was seen at the party alongside one of her friends from her village, "Thanks for coming with me, Double Diamond. Sure wish Night Glider and Party Favor could come too."

"It's cool," Double Diamond said. "Maybe they'll come next time."

"I hope so," Sugar Belle said. "One year has come and gone, and I still feel awkward around Night Glider. I mean, I thought we all made peace after what happened."

"It's confusing, isn't it?" Double Diamond said. "But it's not too bad, is it?"

"Sure feels bad," Sugar Belle said. "I wish I never considered joining The Accords."

"Hey think of it this way, if it weren't for The Accords, you never would have befriended The Apples," Double Diamond said. "You're practically family to them now."

"Yeah, it is nice," Sugar Belle said. "But I still feel like I made a mistake somewhere along the line."

"We all made mistakes, that's life," Double Diamond said, then spotted some familiar faces. "Check it out, it's the Princess, and some old friends."

Sugar Belle looked ahead to spot Celestia alongside Steve Rogers, Sam Wilson and her crush, Bucky Barnes. "Oh, I didn't know he would be here too!"

"You mean Bucky, right?" Double Diamond asked. "Weren't you two dating?"

"It's complicated," Sugar Belle said. "Anytime we're alone, I just feel nervous and he seems just as bad."

"Well maybe today will be better," Double Diamond said. "It's a big Gala, you can be alone but with others so to speak."

"Oh...I don't know if I'm ready this time though," Sugar Belle said.

Meanwhile, Sam gestured to Bucky, "Aren't those two of the ponies you used to train?"

"Huh?" Bucky turned to Double Diamond and Sugar Belle. "Oh, hello you two!"

"Sup Bucky!" Double Diamond said, then turned to Sugar Belle. "Say 'hi', this is your chance."

"H-hi Bucky..." Sugar Belle waved.

Before more dialogue could continue, a few rich ponies led by Fancy Pants had gotten their attention. Bucky had tried to maneuver out of the conversation but noticed that Sugar Belle was gone, even Double Diamond, who was just standing next to her seemed confused.

"I'll go find her," Double Diamond said, trotting off, leaving Bucky confused.

"Things just don't go smoothly with me and Sugar Belle," Bucky said.

"Suck at romance?" Sam asked, annoying Bucky.

"Didn't ask for your input," Bucky warned.

"Look, she clearly likes you and you do talk about her a lot, just go do something," Sam said.

"I...don't know, I mean she's great but I don't think I'm a match for her," Bucky said.

"You won't know unless you try," Sam said. "You can be just like Cap and Celestia here, except you don't want to leave those two alone."

"I heard that," Steve said.

"You know it's true, Cap," Sam teased.

Bucky thought it over a bit, focusing back toward Sugar Belle, "If only it were that easy."

Double Diamond ran until he spotted Sugar Belle hiding behind a pillar, "Seriously? You talk non-stop about wanting a chance with him, and when it arrives, you run?"

"I wasn't really prepared," Sugar Belle said. "Everything I wanted to tell him just left my brain and I panicked."

"Sugar Belle, you gotta be braver than this," Double Diamond said.

"Well what about you? I mean, don't you like Starlight? You don't talk to her," Sugar Belle said.

"Things are complicated with that, plus I think she likes someone else and I don't want to get in the middle," Double Diamond said. "Just focus on your chance with Bucky."

"I...I really can't," Sugar Belle said.

Double Diamond looked worried, not sure how to help his friend when he spotted someone. "Can I help you?"

Sugar Belle turned to see that Tender Taps had just arrived, "Hi, I noticed you were looking sad and lonely, and I was wondering if you would be my date tonight."

"Oh, um...I'm really flattered," Sugar Belle said. "But sorry, I'm not in a dating mood tonight."

Tender Taps sighed in frustration, "I am not having luck tonight."

"Keep trying, you'll find someone," Sugar Belle said.

"Hope so," Tender Taps said, making his leave.

"Almost feel bad for him," Double Diamond said. "Anyway Sugar Belle, we need to get you back to Bucky. Just believe in yourself."

"I'll...do my best," Sugar Belle said, following Double Diamond.

Spike and Janet were both seen chatting with Ember and Thorax, the two Royalty having received an invitation to the party as well. They were both joined by Scott Lang, who had brought his young daughter as a guest.

"You know, when I imagined a party for ponies, I thought it'd be more sparkly and stuff," Cassie said. "With pretty music and fairy dust."

"You would think that, but it's just a bunch of upper crust ponies who probably think they're better than everyone," Scott said. "Looks like a party that Tony Stark would host."

"Tempted to agree with the ant guy here," Ember said. "Now I can see why I avoided this place for years."

"Come on Ember, it doesn't hurt to try and have a little fun," Thorax said.

"Fun is smashing boulders and diving head first into lava off a giant cliff, not prancing around all dainty like," Ember said.

"No one's prancing dainty like," Spike said. "I admit the Gala can be slow but sometimes fun things happen. I mean, you should have seen what happened the first time Twilight and her friends came here. Fluttershy accidentally caused an animal stampede, Pinkie Pie took over the music and things went crazy, and Rarity got food all over Prince Blueblood."

"So you're saying something exciting could still happen?" Ember asked.

"Just give it a chance, and if not well, that's life," Janet said. "Things won't always be zany."

"Hey at the very least, I enjoy any chance I get to come here, because I get to come here with my wife," Spike said.

"Aw, you flatter me," Janet said, rubbing his head. "You've brought me five years of happiness Spike, and I really appreciate that."

"I still find it interesting that you two got together," Ember said. "And yes, I've heard the story about it many times but, what's gonna happen once Spike grows?"

"Grows?" Janet asked.

"Oh yeah, he's a dragon, they grow big," Thorax said.

"Honestly Spike should be a little bigger than he is right now," Ember said.

"Twilight did point that out, her theory is that me living in Ponyville and my exposure to pony magic is affecting me somehow," Spike said.

"How is that possible?" Ember asked.

"I don't know, like I said, it's Twilight's theory, she hasn't found concrete evidence to support that claim," Spike said. "Honestly I'm fine being small, it'd be hard to show love to my wife if I'm the size of a castle."

"Maybe not, I mean worse comes to worse, I can lend you some Pym technology," Scott said. "You can shrink down anytime you want to be close to Janet."

"I wonder how Hank is?" Janet said, thinking back to her first husband. "I haven't seen him since the conflict with The Accords."

"He's probably fine, but maybe you can go visit him sometime," Scott said. "You have the time, don't you?"

"Honestly it's hard to make the time, I do have to watch over Hope," Janet said.

"You should go see him, I mean Peter and Twilight can watch Hope, or even Aunt May," Spike said.

"Maybe, but I haven't been to Earth in forever and even if I see Hank I wouldn't even know what to say to him," Janet said.

"Just start small, you're good at breaking the ice," Spike said. "Plus, I don't think you two ever really settled your own conflict, and I can see how much it nags at you."

"Heh, you know me well," Janet said. "I suppose I should try to make contact."

"That would be great," Spike said.

"I can be there to help you out too," Scott said.

"Thanks boys," Janet said, then noticed an oncoming Tender Taps. "Hey it’s that dancing pony."

"Hello, any chance one of you ladies want to be my date?" Tender Taps greeted.

"Wow straight to the point," Janet said. "Unfortunately for you, I'm a married mare."

"I'm plain not interested," Ember said.

"I'm single," Cassie said.

"You're also a preteen," Scott said, much to Cassie's annoyance as he then turned to Tender Taps. "I see some single mares over there, go try them."

"Sure, thanks," Tender Taps said, trotting off yet again.

"Really wanted to date a pony," Cassie said.

"Cassie, you got plenty of time to date, don't rush it," Scott said. "Otherwise you'll end up like me."

"You're fine, so you got divorced, you're still friends with your ex-wife and you have a great relationship with your daughter," Janet said.

"Well I'd rather Cassie have that without the divorce part," Scott said. "A parent wants better for their child."

"Sounds like great parenting," Thorax said.

Nearby Laura was chatting with Lightning Dust and Thunderlane, "So...Thunder, finally got yourself a sister-in-law."

"Yeah, weird that I'm an indirect member of The Apple Family," Thunderlane said. "Nice group though, Rumble chose well when he went with Apple Bloom."

"He's so happy, really proud of the kid," Lightning Dust said.

"They do go well together, they have one cute baby too," Laura said. "What about you two? Gonna tie the knot?"

"Well I am focused on my career right now but I wouldn't mind making it official sooner or later," Lightning Dust said. "Who knows, might even grow our family, give Felicity a little brother or sister."

"I wouldn't mind being a dad again," Thunderlane said. "Especially with a mare who won't ditch me after the baby is born."

"You'd think giving birth to a kid would form an instant bond, but you ended up raising her by yourself while Black Cat didn't do shit to help," Laura said.

"Well she tried but she's just not good at being a mother," Thunderlane said. "I do want Felicity to have a bond with her though, I feel like she should be close to her birth mother."

"What for? Lightning Dust has been more of a mother to her this last year than Black Cat the last three years," Laura said.

"She actually called me 'mama' the other day, it was really cute," Lightning Dust said.

"Dust is a great mother for Felicity but, it just feels odd for Felicia to not be in her life," Thunderlane said. "She's still family."

"Why? Because she's related by blood?" Laura asked. "That doesn't mean shit Thunder. Just because someone's blood doesn't mean they’re family. I have a brother that I freaking hate, hell I used to hate Logan. I'm cool with him nowadays but blood relation doesn't mean a damn thing if nothing comes of it. I feel more attached to Fluttershy than Logan, and Fluttershy isn't even my birth mother."

"Is your birth mother around by any chance?" Thunderlane asked.

"I'd...rather not get into that, my life has not been pleasant," Laura said, Thunderlane grimacing from that. "There were times that I wished I was dead. Thankfully I got Fluttershy in my life, then a little sister, and a best friend in Lightning Dust, so I'm good with life."

"That's a relief..." Thunderlane said. "Still, that's a big reason why I want Felicity to have a healthy relationship with her birth mother."

"She doesn't need Black Cat, she just needs you and Dust," Laura said. "Give her that and she's fine, don't make things complicated."

Lightning Dust grew worried at how personal things seemed to be getting, when she noticed a new face, "Tender Taps?"

"Huh?" Laura turned to face the nervous stallion.

"Hey Laura, I saw you were here, without a date, and I was wondering if you'd like to fix that," Tender Taps said.

"Appreciate the offer, but I don't think you can handle dating me, I come with a lot of emotional baggage and I'm not comfortable dumping that on a guy like you," Laura said.

"Hey come on, he's cute, you should give him a chance," Lightning Dust said.

"He is cute but...I'm just not ready," Laura said. "You need to look elsewhere."

"Wow it's hard getting a date," Tender Taps said.

"I've been there, it gets better," Thunderlane said. "Even if you don't get anyone tonight, there's always the future."

"Plus, anyone who said 'no' might give you another chance later," Lightning Dust said. "For now, don't give up."

"Night's still young I guess," Tender Taps said, then trotted off.

"You should have totally gone with him, bet he's great in bed," Lightning Dust said.

"...Aw dammit, you're right, I could have gotten laid," Laura said.

"That's a bit of a shallow reason to date someone," Thunderlane said.

"Have you two done it at any point?" Laura asked.

"Oh yeah, totally," Lightning Dust said, much to Thunderlane's embarrassment. "You would not believe his stamina; we don't sleep much those nights."

"Why? Why would you tell her?" Thunderlane asked.

"Honestly I kind of already knew, I can smell it on you," Laura said. "You did it before you came here."

"Good nose," Lightning Dust said. "Hey Thunder, wanna find a room and do it again?"

"Don't say that in front of Laura!" Thunderlane said.

"It's cool with me," Laura said. "Hey, any chance I can join in?"

"Oh, can she?" Lightning Dust asked. "We can make it really entertaining for you."

Thunderlane was at a loss for words and began to weigh the morality of the situation. "Let's...just focus on the Gala for now."

"Fine by me," Lightning Dust said.

"Same here, handsome," Laura said, grinning at a now nervous Thunderlane.

Meanwhile Starlight and Trixie were still chatting by the punch table, the latter focusing a lot on the snacks.

"Uh, Trixie, kind of moving fast on the chips there," Starlight said.

"It's fine, I can handle it," Trixie said, taking a few munches. "So, enjoying the Gala?"

"So far, though parties like these do feel a bit overhyped, there isn't much to do," Staright said.

"Well you can mingle with others," Trixie said.

"I'm not good at mingling though, I get so awkward," Starlight said.

"Haven't learned much at Twilight's school?" Trixie asked. "Or from Twilight herself?"

"It's not that, I mean...it's really hard finding an ice breaker," Starlight said. "I can talk to with others, I hit it off with Maud Pie pretty well."

"Oh right, shame she couldn't come," Trixie said. "Rock convention."

"Peter thought for a moment it was a rock and roll thing," Starlight said, chuckling a bit. "He makes me laugh at times."

"You actually enjoy his sense of humor?" Trixie asked. "I thought Autumn Blaze was the only one."

"Peter's weird sometimes, but so am I, so I feel connected to him," Starlight said. "Honestly I learn a lot from him in different ways. He's always positive, he cares about other people, he puts the needs of others before him, gotta like that in a guy."

"His selfless nature has been of help," Trixie said.

"He willingly fought to bring an end to the Accords, even going against his own mentor, Tony Stark," Starlight said. "Those Accords nearly tore this world apart, something I myself could have done with Loki if it wasn't for Peter's kindness."

"True, your Accords were similar to your old village's rules," Trixie said. "No freedom, just everything done your way."

"Wow, that's a blunt way to put it," Starlight said. "But you're not wrong. I owe so much to Peter, and I would always stand by him for that."

"Seems like you learned more about Friendship from Peter than from Twilight," Trixie said.

"Twilight's great too but I just like Peter's ideals," Starlight said. "I mean, and I never told anyone this but, I secretly agreed with how he felt about the school. It didn't seem like it taught true Friendship, just that more is better. The ponies' friendships just came across as a bit superficial. Sad to say that if Peter hadn't pointed it out, I don't think I would have known, even though it makes sense from a personal standpoint."

"Personal huh?" Trixie asked.

"Even when I took over that village, all of those ponies did not make up for the one friend I lost contact with," Starlight said. "When Peter reunited us, I felt at whole again, but ashamed. It's ironic, now I feel silly about facing him at times because of my mistakes."

"You still talk to him though," Trixie said.

"Yeah, I mean he's busy a lot so I can't spend a lot of time with him but I'm happy I made peace, I just hope I could fully come to terms with my mistakes," Starlight said. "But Peter's there to help me at least."

"Peter himself has old friends he hasn't seen in a while himself," Trixie said. "He seems to put off seeing them, probably because he feels just as silly as you do."

"That could be my way to make it up to him then," Starlight said. "I can find them and bring them here."

"Twilight's tried that, she doesn't know where they are," Trixie said. "For all she knows, they moved out of New York."

"I have to try," Starlight said. "I owe it to Peter after all."

"Well, if you're gonna do this, I'll help," Trixie said. "But I doubt we'd have any better luck than Twilight did."

"Where there's a will, there's a way," Starlight said.

"You're quite determined," Trixie said, then took notice of Tender Taps. "Oh, it's you."

"Hi, sorry to bother you but um...I was wondering if either of you ladies were interested in a date tonight?" Tender Taps asked.

"How old are you?" Trixie asked.

"Me? I'm nineteen, why?" Tender Taps asked.

"Eh, you might be too young for me," Trixie said. "Go find someone your own age."

"Age doesn't bother me, I mean I know you're close to your forties but I still think you're pretty," Tender Taps said.

"Well, I'm glad you think I'm pretty, but I am nowhere near my forties," Trixie said, her eye slightly twitching.

"Uh...sorry, I guess I got confused, you did seem so much older when I was a foal," Tender Taps said.

"...You need to go," Trixie said.

"Can I at least ask Starlight?" Tender Taps asked.

"No! Go!" Trixie shouted, scaring Tender Taps off.

"That was really mean Trixie, I know he said it weirdly but he found you attractive and was willing to date you," Starlight said.

"Honestly, being attracted to me is not enough, I want someone to like me for my personality, not my looks," Trixie said. "I hate to say it, but my looks will not stay the same years from now, and a young stallion like that probably won't want to be with an older looking mare when he's so young and handsome."

"He is very handsome, if I weren't too nervous dating, I might have let him ask me out," Starlight said.

"We'll find romance elsewhere," Trixie said. "And if not, well I have no regrets."

"I hope I won't," Starlight said.

Tender Taps kept going until he ran into a familiar Pegasus, "Oh hey, Scootaloo, want to be my date tonight?"

"Sorry, but I'm not really ready for a date," Scootaloo said, making her leave. "Appreciate the thought though."

"Well so much for her," Tender Taps looked around the Gala, hoping to find someone to date when he came across a familiar filly, "Perfect."

The filly who caught his eye was Sweetie Belle, who was seen chatting with Smolder, the latter seeming kind of bored.

"I still don't get what's so great about this thing," Smolder said. "It's kind of boring."

"It's not that bad, plus it's a great social thing," Sweetie Belle said. "Plus you like settings like these, with the excuse to dress pretty."

"Please don't say that out loud," Smolder said. "Anyway, let’s say I did enjoy that stuff, I'd still like to do something somewhat entertaining."

"We can, there should be stuff to do," Sweetie Belle said.

"Ahem, excuse me," Tender Taps said, getting their attention. "Sweetie Belle, I couldn't help but notice you from afar and I wanted to know if you'd be willing to be my date for tonight."

"Oh...well," Sweetie Belle began to blush. "I actually wouldn't mind but...I am here with a friend."

"A friend?" Tender Taps took notice of Smolder. "Oh wow, you look really pretty."

"Didn't ask your opinion," Smolder said.

"Come on, he's just being nice," Sweetie Belle said. "Actually, maybe you should take Smolder on that date, it'd probably mean more to her."

"Huh!?" Smolder shouted. "Hey don't just set me up on a date! Besides he asked you, not me."

"I mean, I don't mind dating you," Tender Taps said. "You're both pretty, if I could I'd take you both."

"You're daring," Sweetie Belle said. "Still, you'd have a better time with Smolder than me."

"No, you're better with Sweetie Belle," Smolder said.

"But you're prettier," Sweetie Belle said.

"Me!? You're a unicorn! You're born pretty," Smolder said.

"But you're strong too, that's an attractive quality," Sweetie Belle said.

"You're kind, much more appealing," Smolder said.

"Uh, what's going on?" Came Diamond Tiara's voice as she trotted over.

"They're both trying to figure out who's a better date for me," Tender Taps said.

"Oh, allow me to fix that," Diamond Tiara said, grabbing the boy by his foreleg. "You can date me instead."

"Uh...that's great actually," Tender Taps said, facing the two girls. "I'll catch you both later then."

"Have fun," Sweetie Belle said.

"You just lost a chance for a date," Smolder said.

"Yeah, but I'm happy spending this evening with you," Sweetie Belle said, nuzzling against Smolder. "Spending the evening with a friend is just as nice."

"Yeah, I guess," a now shy Smolder said. "Appreciate you sticking by me."

"Of course, you're my dear sweet, Smoldey-Woldey," Sweetie Belle teased.

"Don't call me that," Smolder said.

"Yo! Grand Galloping Gala!" Vinyl Scratch said, getting everyone's attention. "Slow dance is coming up, find your date and get on the dancefloor!"

"Vinyl, I told you to be a bit more formal when speaking to everyone!" Octavia warned.

"It's all good, Tavi," Vinyl said, putting on a record. "To all of you with that special pony in your life, the dance floor is all yours."

"A slow dance!" Sweetie Belle shouted in glee then remembered something. "Aw, but I don't have a date."

"Neither do I, so my suggestion, lets ditch the party for now and come back when it gets good again," Smolder suggested.

"Wait, where would we go?" Sweetie Belle asked.

"I think I saw Big Macintosh and Cheerilee running a stand outside, let’s go hang out there," Smolder said.

"Fine by me," Sweetie Belle said, following Smolder outside.

"Huh, slow dance time," Peter said. "Better go find Twilight."

"Right, of course," Luna said. "Go and be with her then, I should return to my own business."

"Catch you later, Luna," Peter said, trotting off to find Twilight, leaving the mare a bit dejected.

"Twilight Sparkle is a lucky mare..." Luna sighed in frustration. "If only I had confessed sooner. All these years and I still regret missing my chance. My one chance at happiness."

"Slow dance!" Apple Bloom said. "Let’s go Rumble."

"Eh, I'm not sure if that's my style," Rumble said.

"Come on, do it fer me, yer lovely wife," Apple Bloom said, nuzzling against his cheek. "It would make me so happy to be on the dance floor with ya."

"Sure, use your adorableness to your advantage," Rumble teased. "Anything for you though."

"Great, lets go," Apple Bloom said, leading Rumble into the dancefloor.

Coming in from the sides were Sandbar and Ocellus, the two trotting toward the dancefloor with the others.

"This is going to be so romantic," Ocellus said.

"Don't get your hopes up, I am not the best dancer," Sandbar said.

"Just do your best, that's all I want," Ocellus said. "All that matters out there is us."

While the ponies were enjoying their dance, Cozy Glow was attempting to navigate through the crowd to find whom she considers her true love.

"Where are you Sandy..." Cozy Glow said, doing her best not to draw attention to herself.

The filly unknowingly passed by Peter and Twilight, the couple enjoying their little moment together.

"Reminds me of the first time we danced together," Twilight said.

"Ten years ago," Peter said. "Somehow, it still feels like yesterday."

"Did you think we would have been together?" Twilight asked.

"It never crossed my mind, not because of you but because of me," Peter said.

"Yeah, you were going through a lot, I just hope that I was able to help mend the pain a little," Twilight said.

"You did, or at least I appreciated the effort," Peter said. "And hey, it was a steppingstone toward our marriage, so great things came out of that dance."

"Ten years ago, my friends were all hoping we'd end up together, the ones who weren't crushing on you that is," Twilight teased, then looked around herself and Peter. "And now they're all enjoying their night together."

Peter looked around himself, seeing all of his superhero buddies dancing with the mares of their dreams. Some handled it well like Remy and Logan, the latter looking a bit embarrassed but willing to put it aside for his wife. Others like Wade and Bobby looked awkward, though Pinkie was just as awkward as her own husband.

Then there was Johnny and Rainbow Dash, the two did not seem to understand slow, if anything they seemed to be doing the tango, much to the annoyance of a few nearby couples.

"Guess all your friends found their perfect match from my world," Peter said. "Even Spike ended up with Janet."

"That took me by surprise for sure," Peter said. "Spike landed a woman who's not only much older but one who's already been married."

"Janet's a good lady, so I'm glad she makes Spike happy," Twilight said.

"Wow, different attitude than the first time around," Peter joked.

"Well she needed to grow on me," Twilight said. "Thankfully she did."

"It's nice that you're such a protective older sister," Peter said. "Translated well into being a mother."

"It helps having a great husband," Twilight said, bringing Peter in for a kiss. "Thank you for always being there for me."

Nearby Rumble and Apple Bloom were dancing themselves, for them it was almost as special as their wedding dance, just because they were with each other. Being in a Canterlot Castle really brought out a Fairy Tale aesthetic for the two, both felt like a Prince and Princess, and in a way, that's how they saw each other.

"Feels like a set up for what our Honeymoon will be like," Rumble said.

"Everyday is a Honeymoon with you, Sugar Pie," Apple Bloom said.

"Got that right," Rumble said, twirling Apple Bloom for a second and then pulling her in close. "It still feels like a dream that we got married."

"Ah know the feeling," Apple Bloom said, nuzzling her muzzle against his. "Even as a filly ah never expected the day to come."

"For a while being a Wonderbolt was my top dream, and I cherish the day that I got accepted into The Academy," Rumble said. "It was bitter at first because I got paired with Silverstream, but now she's my best friend, which made it even more special that I got in. The only things that surpass my excitement for that day are the birth of our son and being married to you."

"Marrying you and being a mama are my greatest accomplishments too," Apple Bloom said. "Ah dare say it surpasses getting mah Cutie Mark."

"Wow, that's big coming from you," Rumble said. "You were already special Apple Bloom, you did not need a mark to prove that. But I'm happy you achieved that goal, you deserved it. Hard work pays off, something you and I both learned from Peter."

"Thanks mah sweet," Apple Bloom said, bringing her husband in for a kiss.

Flurry Heart noticed nearby, the filly once again feeling the emotion of their wedding day. To her, weddings signify true love and unity, and she hoped that this love, like many others, would last forever.

"~Love is in Bloom...a Beautiful Bride, a Handsome Groom...Two Hearts, becoming one...A bond that cannot be undone~" Flurry's magic emanated from her horn, as if channeling all the love in the room. "~Love's...in...Bloom...a Beautiful Bride, a Handsome Groom. I said Love's in Bloom...You're starting a life and making room for us~"

A nearby Luster Dawn admired Flurry Heart, sparkles emanating in her eyes, "She's got such a pretty voice."

Flurry continued singing to herself, unknowingly bring about happy feelings in many of the couples, a smile to Logan's face, slowing down Johnny and Rainbow Dash to just enjoy each other's company, bringing confidence in for Wade and Bobby, bringing out Applejack's sentimentality.

Many other couples benefitted, from Soain and Spitfire, to Fancy Pants and Fleur de Lis, to Doctor Hooves and Derpy, Lyra and Bon Bon, even Steve and Celestia started to feel special next to one another, something Bucky noticed and inched away to give the two some privacy.

Reed managed to spend some time with Susan, time he wishes he could give more of, and is thankful to have such an understanding wife. Shining Armor danced with his wife, Cadance herself sensing the magic emanating from her daughter, and quite proud of how far she's come, the living proof of her love for her husband.

Mayday could almost feel it outside, the girl happily glancing at Franklin, feeling emotions normally foreign to her, she could not understand them but she wanted to cherish them, and wanted Franklin to be part of that.

Sunset herself felt this, she may not have been slow dancing but she did feel special admiration for the martial artist beside her.

"Kind of wish Jill were here," Chris said.

Dante checked the time, "Oh right, I had to go meet Nero for something. Hey, Sunset..."

Nearby Strider himself seemed to have something on his mind. "I can never do well in places like these."

"What's with you?" Spencer asked.

"Nothing, just a strange urge," Strider said.

"Is it the romance?" Spencer asked. "I get it, we're tough guys, romance isn't seen as common for us. But, that doesn't mean we can't experience it, like I did with Emily."

"I am long lived, romance is pointless," Strider said.

"That doesn't mean you can't try, and I know you've had your eye on a certain girl," Spencer said. "Wolverine is long lived too, and he found someone, no reason you can't."

Strider briefly glanced at Chun-Li, the ninja shaking his head. "I just can't see it working."

"Hey man, you do you," Spencer said.

Seconds later, a portal reopened, a new person stepped through and greeted Chris, "Hey."

Chris turned to see his wife, "Jill? When did you get here?"

"Dante told me you were feeling lonely," Jill said. "So he asked Sunset to bring me here, he'll hold down the fort at home."

"But he said..." Chris's eyes widened as he slowly grinned. "That sneaky devil."

"Half at least," Jill joked. "So, want to show me your moves?"

"I'll do my best," Chris said.

"All I want," Jill replied.

At a nearby table, Goku was still helping himself to some food, though seemed to finally be at his limit, "Man, I'm stuffed. Equestria has some really great food."

"Goku!" Strange said, getting his attention. "Tell me you did not eat this entire buffet table by yourself."

"Oh did I? Sorry, I really got hungry," Goku said.

"I asked you to pace yourself when you did," Strange said. "Last thing you want are the Princesses mad at you."

While the two seemed to argue, a nearby Shocker had gotten a glimpse of them, "It's that Saiyan, and Doctor Strange. Wow, they really are chummy with the residents of this world, kind of worrying."

Goku slowly turned to Herman's direction, the villain quickly making his leave.

"What's wrong?" Strange asked.

"For some reason, I thought someone was looking our way," Goku said.

"Come to think of it, I had that feeling too," Strange said, feeling suspicious. "I can't help but shake the feeling that something bad could happen."

Also nearby, Mega Man was taking a break from the dancing, he felt weird doing the slow dance with what was technically his sister, though she may not see it that way.

"This is too weird for me," Mega Man then noticed a ring portal beside him. "Sonic?"

"Oh, you are here," Sonic said, stepping through. "I went to your world, but Proto Man said you were at a party in Equestria."

"Yeah, a fancy party with slow dancing," Mega Man said. "Not a fan of it."

"Hey nothing wrong with taking things slow once in a while," Sonic said.

"Fine, then how about we call Amy and you can slow dance with her out there then," Mega Man teased.

Sonic awkwardly rubbed his head, "Dude, not funny."

"Anyway, is there a reason you're here?" Mega Man asked.

"Tails has been trying to track Eggman and Wily, but he doesn't have the tech that Capcom does to really pull it off," Sonic said. "He's been trying to build it, even using Chaos Emeralds to help with the power. He doesn't have any advanced tech to really know for sure."

"Doesn't it exist in other dimensions?" Mega Man asked. "Like, have you tried asking Sally Acorn?"

"We brought her over too, she seems just as confused," Sonic said. "Maybe this is something both my world and yours should figure out before anyone gets hurt. Sunset Shimmer might be able to help too."

"I'll run this by Chun-Li, right now she's busy trying to track down some other villains, including Loki," Mega Man said. "But there might be room for Eggman and Wily."

While the two conversed, Electro had been listening in, raising his eyebrow, "What could be going on there? Who are Eggman and Wily?"

Cozy Glow continued her search for Sandbar, becoming increasingly frustrated with each failure. "I gotta find him." As she continued, she saw what may have looked like him in the distance, "There he is! Sandy!"

Sandbar and Ocellus were indeed dancing with one another, the latter seemingly glowing, the power of love emanating through her body, a combination of her own love for Sandbar mixed with Flurry's magic in the air.

"Sandbar...you mean the world to me," Ocellus said. "And I love you."

"I love you too," Sandbar said.

Just as Cozy Glow dropped her disguise, what she saw wasn't something to make her heart go aflutter, but rather something that completely broke her heart.

Right before her eyes, she could see Sandbar and Ocellus sharing a kiss, which to them was them a unity of their love, but for Cozy Glow, was proof of her lost love. "Sandy..."

Heartbroken, Cozy Glow took a few steps back, still processing what she was seeing until it really settled in, along with full on agony. It didn't take long for tears to emerge from her eyes as she immediately ran off, the girl crying to herself.

Peter's ears perked when he heard crying, spotting the filly running, "Cozy Glow?"

"Huh?" Twilight said. "Cozy Glow?"

"I thought I saw her, but something's wrong," Peter quickly ran in her direction.

"Peter, wait up," Twilight said, following her husband.

Cozy Glow continued running and crying, trying to fight the pain of her broken heart, but it was a losing battle. "Sandy..."

As she ran, she bumped into Sonata and fell over, worrying the siren, "Cozy? When did you get here?" She helped Cozy Glow up, seeing the tears in her eyes, "Oh no, what's wrong?"

"Sandy...Ocellus...they..." Cozy Glow could barely get her words through. Sonata quickly brought the filly in for a hug.

"It's alright, I got you," Sonata said, rubbing her mane. "She shouldn't be here; someone could recognize her."

Sonata's worries were proven true when she heard Peter's voice, "Cozy Glow!?"

"Yikes, not good," Sonata gestured the girl away. "Come on sweetheart, we gotta go."

"Cozy Glow!" Peter again called, this getting the attention of a lot of his friends and allies, as well as his enemies.

"Shit...Cozy got herself spotted," Shocker had to find her before Peter did, otherwise the entire plan could be in jeopardy.

"Cozy Glow!" Peter called.

"Huh?" Apple Bloom turned toward Peter's direction. "Did he just say 'Cozy Glow'?"

"Is she here?" Rumble asked.

"Cozy Glow! Wait up!" Peter called, getting closer as the filly ran outside with Sonata.

"Peter!" Silverstream said, getting his attention. "Did you just mention Cozy Glow?"

"Yeah, I think I spotted her, she's going outside," Peter said, resuming chase. "Cozy Glow! Come back! It's me! Peter!"

"I gotta let the others know," Silverstream said.

Outside while Big Macintosh and Cheerilee ran their stand, with Sweetie Belle and Smolder nearby, Cozy Glow and Sonata had rushed outside, the four hearing Peter calling for her. "Cozy Glow! Stop running!"

"Cozy Glow!?" Smolder said.

"Is she here?" Sweetie Belle asked. "We haven't seen her since she teamed up with Mr. Negative."

"Something might be wrong," Big Mac said. "Watch the stand ladies, I'm gonna help Peter."

"Be careful," Cheerilee urged as her husband ran off.

Outside, Sonata had seen that not only was Peter getting closer with Twilight not far behind, but Big Mac was closing in too. "Not good, if Discord's watching, now would be a good time for a portal."

Twilight used her magic to create a barrier to stop Sonata and Cozy Glow in place, letting Peter catch up.

"At least I didn't have to go super speed in this suit, might have torn it," Peter said, focused on the filly. "Cozy Glow, it's me, Peter."

"What do you want?" a crying Cozy Glow asked.

"Hey what's wrong?" Peter asked, stepping over when Sonata blocked his path.

"You're not coming anywhere near her," Sonata said. "Not after all you've done!"

"All I've done?" Peter asked. "Who are you anyway? Are you her new guardian?"

"You could say that, I've been the one taking care of her this past year," Sonata said.

"When that grump Luna left me in that terrible place!" Cozy Glow said.

"Terrible place?" Peter asked. "Wait, where did she send you?"

"Huh? Don't you know?" Sonata asked.

"No, Luna never told me," Peter said. "Is there something I should know? I want to be able to help."

"You? Help her? How can I trust you?" Sonata asked. "I'm not going to let you hurt her!"

"I promise I wouldn't do that," Peter said. "If something went wrong, then tell me, I'll do my best to get it fixed."

From the distance, Sonata could see more of Peter's allies coming, including Rumble, Silversteam, Starlight, Logan, Johnny, Rainbow Dash, Ryu, Cloud and even Sunset Shimmer.

This worried Sonata, now she has more to deal with, and eagerly awaited for a chance to escape. Though she could also see that Adagio, Aria, Electro, Shocker and Mysterio were making their way down, hoping one of them had a plan.

"Who are you anyway?" Twilight asked, stepping forward. "Where are you from?"

As everyone else got close, Peter's senses went off a quick second before the entire place was surrounded by a strange green aura, one very familiar to Peter.

"This looks like one of Mysterio's illusions," Peter quickly looked around, hoping to find any sign of the villain when he was distracted by loud screeching, courtesy of the sirens, with Shocker using soundwaves from his hidden gauntlets to add to the audio discomfort. "Ugh, my ears are ringing!"

"What is that sound!?" Twilight shouted, covering her ears, everyone else doing the same.

As Peter fought through the discomfort, ready to bring the fight to those responsible, getting a glimpse of the Dazzlings along with a few mysterious ponies, one of them helping. In the midst of this, he could see a portal opening, and Discord trying to urge everyone inside. "Discord!?"

"Oh boy," without a second thought, Discord himself jumped through the portal, the screeching and soundwaves finally dissipating.

"That was unpleasant," Peter said, then took note of everyone else. "You all alright?"

"I'm good," Johnny said.

"Same," Sunset added.

Logan took a bit longer to recover, though he seemed angrier than hurt, "The hell was that?"

"No idea, but I did see Discord," Peter said. "Something weird is going on, that looked like Mysterio's illusions, but he wouldn't be here, and he wouldn't be able to make that noise."

"It might have been something else," Twilight said.

"Peter!" Luna called, the mare rushing over with Celestia and Steve. "What happened?"

"I'll be happy to explain, but you need to explain something for me first," Peter said. "You need to tell me what happened to Cozy Glow."

"This again?" Luna asked. "Peter, what does Cozy Glow have to do with this?"

"Because she was here," Twilight said. "She was with this mare with blue streaks."

"She was shouting pretty loud too, she had two other girls helping, a pink girl with purple hair and a yellow one with orange puffy hair," Peter said. "They were joined by some other ponies, and I swear those guys looked familiar too."

"Peter thinks one of them was Mysterio," Johnny said.

"...Oh no..." Celestia feared for the worst.

"Luna, Celestia, I need to know what happened with Cozy Glow, and why she was connected to those other ponies, and Discord!" Peter said. "Where did you send her!?"

"...I suppose I should tell you everything," Celestia said. "Including the origin of who those girls might be."

"Perhaps Starswirl should help explain to, he was the one who banished them," Luna said.

"Banished?" Peter asked.

"First thing's first, let us calm the situation at the Gala," Celestia said, leading everyone inside. "There, I will tell you what you need to know.

Peter wasn't sure what to expect, but he figured something big was gonna go down. He would go along with this for now, but he expected answers, and expected them soon.

Author's Note

Geez, I gotta stop making these chapters so long. :applejackconfused:

Sticking Together

That night before going to bed, Peter warmed up some milk to help his sleep.

"Here's hoping I can get a good night's rest," Peter said. "While being comforted by Twilight after waking up from a bad dream is nice, I just really need a decent nice sleep."

"Peter?" Starlight said, getting the hero's attention.

"Oh hey Star, need something?" Peter asked as he chugged down the milk.

"Just thought I'd check on you, I heard about how hectic today was," Starlight said.

"Nothing I couldn't handle," Peter insisted, taking a moment to wash and dry the cup.

"Still, as a guidance counselor, I should have been more attentive," Starlight said. "I couldn't even do anything when Rumble and Gallus were fighting."

"That took everyone by surprise, to an extent," Peter said, placing the cup back. "Gallus is a bit of a smart-mouth and Rumble acts on emotion at times, though I didn’t expect a fight. But seriously, it's all good."

"What about Wallflower Blush?" Starlight asked. "She seemed really mad. Honestly, I don't even remember her acting this way. I mean, she always kept to herself, but she still seemed respectful for the most part."

"Well like her name says, she's a Wallflower," Peter said. "She seems like the type to bottle up her emotions, I mean I can be the same way, so I actually empathize with that girl."

"I can relate myself, I don't like talking about my feelings sometimes either," Starlight said. "Honestly I'd rather help others with their problems, but this may be beyond my capabilities."

"How so? Weren't you a Guidance Counselor?" Peter asked. "You were pretty good too, and you already know Wallflower, don't you?"

"A little, but like I said, she always kept to herself," Starlight said. "If there's one thing I learned from Luster Dawn is that some ponies may be beyond my reach. I'm just not good at giving advice to ponies who struggle with being social."

"I can't blame you for that, feels like a product of this culture," Peter said. "But, you've learned a bit since then. You learned from Luster Dawn that even non-social ponies can make friends under the right conditions. I mean she managed to befriend my daughter, and she's also very much to herself."

"Yeah, it's adorable how close the two have become," Starlight said. "Still, I'm not perfect at this. I want to be better but I don't know how."

"Sometimes it's about being yourself," Peter said. "But I get it, not everyone can solve every single problem, and you don't need that type of pressure. If you want to try and help, give it a shot, but you're not alone on this. I mean Trixie's always there to help you out, and you have Autumn Blaze too. You're not alone here."

"I know, and it makes me happy," Starlight said. "Years ago, I never would have thought I'd be part of such a loving family. I really do appreciate you taking me in, and I guess that's why I feel so obligated to help you and Twilight with problems. I'm just not always good at it."

"I wouldn't say that," Peter said. "Look, do your best. Hopefully that girl can open up to whoever makes her feel comfortable."

"You know, you mentioned that you were like her once yourself," Starlight said. "How did you manage it?"

"Not well, like I wanted to fit in but...things just got complicated for me," Peter said. "I was going through a lot back in the day, I had my responsibilities and I just never really bonded with my friends on Earth, if I can even call them my friends nowadays."

"Sounds like shyness runs in the family with you and Mayday," Starlight said.

"Yeah, that's why I understand how she feels," Peter said. "Granted I would rather she have friends too, I just want her to have friends she can trust. I feel better knowing that Franklin and Luster Dawn are there for her."

"Well, I hope you know that I'm here for you, just in case you feel like you messed up in the past, I like you for how you are now," Starlight said.

"Same here, you've grown a lot since I first met you," Peter said. "I'm proud of the mare you turned out to be."

Starlight nodded her head, blushing from the compliment, "Thank you. And thanks for letting me live with you and your family."

"Hey you are family now, Starlight," Peter said. "You're Trixie's best friend, you're Twilight's apprentice, Spike and Janet really like you, Aunt May thinks you're pleasant to have around, and you're one of my closest pals."

"...What does Mayday think of me?" Starlight asked. "In all these years, I don't feel like I've bonded much with her. Which is a shame because she's so adorable and the type of daughter I wish I had."

"You should tell her, it'd definitely make her feel better about herself," Peter said. "Mayday likes you though, I can tell that she sees you as family too. Try spending time with her if you'd like, you'll see for yourself."

"That's good, and maybe I can spend time with Benjy too, be like that cool aunt," Starlight said.

"Good practice so if you ever want to be a parent," Peter said. "Though, is there any guy you'd like?"

"I'm not too sure yet, some stallions have caught my eye but I'm kind of nervous about approaching any of them," Starlight said.

"Honestly, the stallions you like should be approaching you," Peter said. "I mean, didn't Trixie say something about a stallion approaching both of you at the gala?"

"Yeah, Tender Taps," Starlight said. "He's cute but he's kind of young, so I'm a little mixed. Plus it seems like he's keeping his options open."

"Well some guys do like older girls, honestly I was the same way as a kid," Peter said. "Ironic that I married a girl younger than me. If you're put off by Taps's age, then that's fine, maybe you don't want a guy who just turned into an adult, but if you change your mind and you're just worried about the other girls, then you gotta make yourself appealing somehow. Objectively speaking, you're very attractive, so he's already hooked in. Now you show your personality."

"So, let’s say you were single...would you have dated me?" Starlight asked, almost regretting it as she realized it wasn't the best question to ask.

Peter's eyes widened in surprise, "Should have expected this." Peter was quick to clear his throat as he began to speak. "It's highly possible."

"Well, thanks for your honesty," Starlight said, immediately turning around. "I should get to bed."

"Yeah, goodnight," Peter said. "That was a bit awkward, but she could use the confidence boost."

Meanwhile Starlight was mentally berating herself, "Geez, why would I ask a married man if he found me attractive? Hypothetical or not that was crossing the line! Twilight would be furious if she heard that!"

A bit later on, Peter laid down in bed, hoping to be able to sleep well. It wasn't long before he felt someone next to him, that of course being Twilight, the mare cuddling next to him and planting a few kisses on his cheek.

"Hey Twi, you seem happy," Peter said.

"Of course, I'm laying next to you aren't I?" Twilight asked, placing a few more kisses. "You always make me happy."

"Feeling's mutual," Peter said, returning her kisses.

"Peter, I'm really sorry about our fight today," Twilight said, nuzzling her husband's cheek.

"It's in the past, don't worry about it," Peter said.

"No, I can't just disregard it," Twilight said. "I know Friendship is a rickety situation for you and well...I should be better about addressing it with you and Mayday."

"Just consider things from Mayday's perspective, think less like a Princess and more like a mother," Peter said. "Mayday's still adjusting to certain things and it's our duty to ensure she makes the right choices without making them for her.'"

"I know, it's just that, I really love how close she's gotten with Luster Dawn and I just want to make sure they maintain their bond," Twilight said. "Aside from Franklin, no other pony has made Mayday so happy."

"Yes, Franklin, Mayday's new crush," Peter said, almost lamenting it.

"Are you worried?" Twilight asked.

"Not too much, he's a nice boy and I'm happy that he's friends with Mayday, but it feels too soon for her to develop a crush," Peter said. "Guess it just means she's growing up and it's a hard fact to face."

"We can't stop her from growing up, but that will not take away the fact that she's our daughter," Twilight said. "No matter how old she gets, she'll always want you in her life. I mean, you're a grown man and you still have your aunt around. I still regularly visit my parents because I'm still their little girl."

"I know, it's a tough adjustment but as long as she's happy, that's my main goal," Peter said. "I am forever grateful to have a daughter like Mayday, just as I'm grateful to have you as my wife."

"I'm grateful you're my husband," Twilight said, kissing Peter some more. "You know, Johnny had a great idea earlier."

"What idea?" Peter said, thinking about the one thing that Johnny said that stood out. "Oh that...Heh, you're so generous lately, I feel lucky."

"So do I," Twilight said.

"...Say are you in heat?" Peter asked.

"Hm? No, I'm not in heat yet, why?" Twilight asked.

"Just wondering," Peter said.

"If I were...would you still want to do it?" Twilight asked. "Would you want another baby?"

"Honestly, I would rather Benjy get older before we try for another baby," Peter said. "But if we get blessed with a 'surprise', then I'm fine with that too."

"Well it won't happen tonight, but the future is still untold," Twilight said, casting her sound proof spell. "Come on, lets 'make-up' for earlier."

Meanwhile in their room, Spike is seen dragging his feet inside, the dragon a bit worn out from the previous day. "Impromptu training from Ember can really take a toll on a dragon."

"Hey Spike," Janet said, the woman in bed and looking through her phone.

"Hey Janet...uh, you have signal here?" Spike asked.

"Sort of, I'm actually playing a preinstalled game, showing fruit who's boss. Peter has been trying to see if he can bring Wi-Fi to Equestria," Janet said. "Might help with the computers he feels Twilight can add to her school."

"Might be hard for ponies to use those things since they don't have fingers, but I trust that Peter already took that into consideration," Spike said.

"Modern inventions in Equestria, this world is sure evolving," Janet said.

"Well, it's taking a while, but it can get there with enough effort," Spike said, lying in bed next to his wife. "I am so tired."

"Get some sleep then, you've earned it," Janet said, stroking his head.

Spike rolled to his wife's side, placing his hand over her belly. "This might sound random but...are you interested in having more kids?"

"You're right, that is random, what's bringing this on?" Janet asked.

"I figured it'd be nice if Hope had a brother or sister to keep her company," Spike said. "I mean, she has Benjy who's close to her age, but I feel like a few more kids wouldn't hurt."

"I'll think about it, I mean being pregnant usually means staying in bed and it was a pain last time," Janet said. "Though, being a mother is a rewarding experience so there's a plus at least. But make sure you can contribute some time as well."

"I will," Spike said, letting out a big yawn as he deepened his cuddle. "Have I ever mentioned how soft you are?"

"Many times," Janet said.

"I just love being next to you," Spike said. "I still can't believe you're my wife too, I feel so lucky."

"Heh, you always say that. But I should be grateful you think that way," Janet said. "I met you at a really great time, you really helped me past my divorce."

"That's good...that reminds me, have you thought more about seeing Hank?" Spike asked.

Janet shyly looked aside, "Yeah, a little."

"You two have really gotten along better, granted he doesn't visit much but I feel like you two should just get together one day and air out some grievances," Spike said. "I can't help but feel like you're still awkward near him."

"Is it that noticeable?" Janet asked.

"I know you pretty well by now Janet, I can tell when you're feeling awkward," Spike said. "I think you want to move past your prior issues, but you need a bit of motivation. Seriously, why don't you go to Earth and visit him or something, talk in privacy."

"You sure that's a good idea?" Janet asked. "What if things get worse and our friendship just falls apart?"

"You should at least try," Spike said. "I mean, I can be there if you want me to."

"It might be awkward for Hank if you were, but I would like it if you were not too far away," Janet said.

"We'll work it out," Spike said. "I feel like this will be great for both of you."

"Yeah, I think so too," Janet said, placing a kiss on Spike's head. "Thanks for looking out for me."

"Anything for you," Spike said, drifting off to sleep. "I love you..."

Janet held her sleeping husband close, but still had thoughts of her ex in her head, wondering how things would be if she and him sorted stuff out sooner. If some problems really could have been resolved without all the heartache. Janet was almost afraid to find out, but at the same time, really wanted this behind her.

The following day in the Friendship Center, the place was once again packed with ponies eager to try all the activities once again, or try something different than before.

Two such attendees were Sweetie Belle and Smolder, the two exploring the halls and looking for a new activity to try together.

"So wanna try Taps's dance class?" Sweetie Belle asked.

"That place might be packed," Smolder said. "We can try later, though."

"How about swimming?" Sweetie Belle asked.

"Maybe..." Smolder said. "Not much for swimming, unless it's lava. It feels nicer on my scales."

"I'm not lava-proof," Sweetie Belle said. "How about sewing?"

"No way, last time we tried that at your sister's place, everything went wrong," Smolder said.

"It wasn't that bad," Sweetie Belle said, then noticed one of her closest friends. "Scootaloo!"

"Sweetie Belle?" Scootaloo said. "Oh, you're here, and with Smolder."

"Hi," Smolder said.

"You two seem together a lot these days, almost a bit jealous," Scootaloo said.

"Oh, are we really?" Sweetie Belle asked. "Sorry, I'll do something with you soon, promise."

"It's all good," Scootaloo said. "Where are you two off to?"

"We're not sure yet," Sweetie Belle said. "There's a lot to do here."

"Sure is, just a moment ago I saw Silverstream, Gabby and Ocellus walking into a room together, they seemed eager about something," Scootaloo said. "I think Diamond Tiara and Silver Spoon were with them."

"Wow, they're not with Tender Taps?" Smolder asked.

"Not this time," Scootaloo said. "You two should definitely go and check it out."

"Sure, let's go Smolder," Sweetie Belle said, quickly dashing off.

"Hey wait up!" Smolder said, following her friend.

"Hold on! I didn't tell you where it is!" Scootaloo said, trying to follow the two.

Meanwhile near a snowy mountain, Discord had just created a portal for the villains. "Alright, you all know what you need to do right?"

"You mean find that stupid bell you've been rambling on about for a year?" Adagio asked.

"Precisely," Discord said. "This Bell is the key to great power after all."

"And you're sure it's in this mountain?" Shocker asked.

"According to Legend, Grogar's Bell was taken to a mysterious cave by an old pony known as Gusty the Great," Discord explained. "She hid the bell after defeating Grogar in hopes that it will never fall into evil hands again. But it didn't take too long for me to narrow it down, just travel to the top of Mount Everhoof and you should be able to find it."

"Why would she hide the bell instead of destroying it if it's so dangerous?" Electro asked.

"Oh it cannot be destroyed," Discord said. "Lucky for us too."

"This Bell better exist, Discord," Aria said.

"It does, now enough questions," Discord said. "To keep it simple, I can't send all of you, so this expedition will only require Adagio, her two siren friends, Electro, Shocker, Mysterio, Cozy Glow and Mr. Negative."

"Wow, lucky us," Aria said.

"Now don't be like that, I still need some villains to help me with other stuff," Discord said. "Annihilus and Doc Ock are in Dragon World, maintaining contact with Goku Black, and having a bit of fun. Tirek is helping me finalize plans on where to strike, and everyone else is busy."

"Busy how?" Electro asked. "You know, for this all powerful being you sure like relegating your duties onto others!"

"Is it any different from other power-hungry villains?" Shocker asked.

"Hey, I hear Doctor Doom gets things done by himself," Electro said. "Guess Discord is all talk and no-"

Suddenly Electro was lifted into the air by Discord's magic, the Draconequess smugly grinning at his underling. "You were saying?"

"Discord!" Adagio shouted. "Put him-"

Suddenly she along with her entire team were levitated into the air as magical chains surrounded them and a pit of lava appeared below.

"What is this!?" Martin shouted, struggling to escape.

"Hey! Let us go!" Sonata shouted.

"Careful, that might be a poor choice of words," Discord said, lowering Sonata enough to barely be above the lava, and its random explosions. "Still don't think I should be in charge?"

"Alright fine, you win," Electro said. "Now put us down! On land!"

"Gladly," Discord said, removing the spell as everyone fell hard to the ground.

"Ow, my tush," Cozy Glow said, rubbing herself.

"Aren't you able to fly?" Aria asked.

"It's not that easy to just flap my wings, you know!" Cozy Glow shouted.

"Talk later, the bell awaits," Discord said.

"Uh-huh..." Shocker said. "Come on, lets get this over with."

As the villains made their leave, Discord turned his attention to the nearby Green Goblin and Chrysalis. "You two, be on standby, I may send you to check on them."

"What do you hope to achieve with this bell exactly?" Goblin asked.

"Simple, we need a bit more fire power, and that bell has some special properties that could really come in handy," Discord said. "Plus it's great for keeping certain villains under control."

"Funny how this is being done so close to the start of our plans," Chrysalis said.

"Well it did take a while to find the bell, and even when I did, it's better that power like that doesn’t stay in one place too long, the temptation would be torture," Discord said. "That bell could be our ticket to finding more useful items to aid in our conquest, specifically The Crystal Heart and Queen Novo's Crystal."

"Do you intend to steal them before the invasion, or after?" Goblin asked.

"If any volunteers believe they can steal either of those before without getting caught, then be my guest," Discord said. "It's not as simple as just poofing there and taking the items, they're well guarded after all. Plus doing so too soon could raise too many defenses, no doubt some have already been raised due to Adagio and her friends getting caught at the Gala."

"Yes, that was indeed the amateur move," Goblin said.

"It's nothing that can deter us," Chrysalis said.

"Oh I don't doubt that," Goblin said. "This is good, a little fear is what Equestria needs as it faces it's inevitable end."

"That's a great way to think of it," Discord said, flying away from the portal. "Well I shall be back to check on them in about twelve hours."

"Would it really take that long? I thought you tracked it down?" Chrysalis said.

"I did, it's at the peak of the mountain and I left them at the base," Discord said. "Should build a bit of extra teamwork. Anyway I must tend to something."

The draconequess disappeared from sight, Chrysalis suspiciously eyeing Discord. "I will never trust that creature."

"I don't think anyone does," Goblin said. "But how many of us are trustworthy? I've held my secret from my own son for as long as possible, meanwhile you are a shapeshifter."

"I suppose it is no secret that trust is a fragile thing here, and why we all keep to ourselves," Chrysalis said. "It is our common goal that keeps us from betraying one another."

"For the time being," Goblin said. "If I were you, I'd keep looking over your shoulder."

As Goblin made his exit, Chrysalis couldn't help but deviously smirk, "Well I have some I can trust." She turned to the side, "Pharynx."

"Yes Queen Chrysalis?" Pharynx said, flying over.

"Do a little recon of your own, take a few scouts and detail any new info," Chrysalis said. "And if you can, try to see what my old hive is up to, including your brother."

"Pfft, what brother?" Pharynx said, making his leave.

"What brother, indeed," Chrysalis said.

In the Dragon World's future, Black and Annihilus were flying over the city, looking for any remaining humans.

"Do you detect any of them?" Annihilus asked.

"I do not, seems they've all fled," Black said. "No doubt Trunks and those new friends of his are behind that. Quite troublesome they've turned out to be."

"In the end, mutants or not they're only human," Annihilus said. "Your plans will come to fruition soon."

"Yes, I will eradicate all mortal life in the twelve realms," Black said. "Of course, if a few behave themselves, I may keep them around as servants. They will live so long as they worship me."

"Good call, having worshipers has it's perks," Annihilus said.

"I do not doubt that," Black said, then noticed a new appearance joining him and the Negative Zone Ruler. "It's you."

"Hello Black, how's your remodeling of the twelve universes going?" Discord asked.

"Quite well," Black said. "Did you need something? Is my assistance required?"

"Soon, I sent some underlings to find something, and then we're going to strike," Discord said. "In the meantime, try to grow stronger, I could use every bit of strength you have."

"You need not worry, my strength and skills are top notch," Black said.

"Well that's good," Discord said, disappearing. "Carry on!"

"...I do not trust him," Black said.

"Join the club," Annihilus said.

In the distance, Trunks was escorting survivors with help from Forge, Cable and Bishop.

"Hurry up now, there's no time to waste!" Cable said.

"Black really has it out for humans," Forge said. "This is worse than the Sentinels."

"I'm still not strong enough to beat him either," Trunks said.

"Don't worry, I just need to keep trying to build something that brings him down," Forge said. "I'll get the right amount though, count on it."

"If worse comes to worse, we'll use my time machine," Trunks said. "I can find Goku and my father, bring them here and they can defeat Black and that other creature."

"If you need to time travel, Cable can help," Forge said.

"Thanks, but this time machine goes to a specific period in time," Trunks explained. "I don't know if what you have will work, and I'd rather not take any chances."

"Well I know friends too, if it really gets bad, I can get the X-Men," Forge said. "The only problem is the one guy I know that can last is living in another world. Nothing against the others, but aside from Jean Grey, I don't know how long they can last against Black. And Jean's power is too unpredictable. Last thing we want is another threat."

"Tell me about it," Trunks said. "Let's hurry, Mai's waiting."

Back at the Friendship Center, Sweetie Belle, Scootaloo and Smolder discovered the new class. It was a Cheerleading class, led by two Earth Ponies, an orange one named Lighthoof, and a green one named Shimmy Shake.

"Part of cheer means showing some spirit!" Lighthoof said. "Show why you want to be here!"

"Cheerleading?" Smolder asked.

"This looks fun!" Sweetie Belle exclaimed. "Smolder, let's try it out!"

"No way, I'm not doing this!" Smolder said.

"Smolder?" Silverstream said, taking note of her dragon friend. "Oh, and you have Sweetie Belle with you!"

"Yes, and we're leaving," Smolder said.

"But I want to try some cheerleading," Sweetie Belle said.

"Hey if you want to then go for it, but I have no interest in being part of this," Smolder said.

"Not even with me?" Sweetie Belle said, flashing adorable eyes at Smolder.

"I'm immune to cute," Smolder said, the faint blush on her face contradicting her statement.

"Oh give it a chance, Smolder," Ocellus said.

"Yeah, it'll be super fun!" Gabby said.

"Come on, do it for me, Smoldy," Sweetie Belle said.

Smolder tried turning away but she could not resist how adorable Sweetie Belle looked when asking. "Ugh...one time, that's it. If I hate it, I'm bolting."

"That's all I ask," Sweetie Belle said. "As long as I get to spend some time with you."

"Geez, are you two dating or something?" Diamond Tiara asked.

Smolder's eyes widened in shock and annoyance while Sweetie Belle raised her eyebrow at her rich friend.

"No, we aren’t dating. Smolder and I are just friends," Sweetie Belle said.

"It's just the way you talk to her, and how often you hang out with her, it even looked like you were trying to seduce her," Diamond Tiara said.

"Uh, how? I just gave her cute eyes, I do that to a lot of my friends," Sweetie Belle said.

"I can verify," Scootaloo said, walking into the room. "Sweetie Belle flashes those eyes whenever she can."

"Also Diamond Tiara, are you really one to make assumptions, I mean you gush over Apple Bloom, does that mean you have a crush on her?" Sweetie Belle asked.

"I thought she did," Scootaloo said.

"Once! When I was a filly and didn't know what a crush was," Diamond Tiara said. "I don't know about the rest of you, but I prefer a stallion."

"Yeah, me too," Sweetie Belle said.

"I already have one," Ocellus said, slightly boasting.

"Gonna use your cheerleading moves to give him a personal show?" Scootaloo teased, earning a blush from Ocellus.

"Uh...well..." Ocellus wasn't even sure if she could deny this question.

"I'd like to put on a show for Spider-Mane," Shimmy Shake said, thinking pleasant thoughts about the superhero.

"Oh me too, maybe get him in on practice," Lightfoot said, also thinking the same thoughts.

"Um, you girls know that Peter is married, don't you?" Sweetie Belle said. "Not a good idea to obsess over a taken stallion."

"Now who's speaking hypocritically?" Diamond Tiara said. "You still have a crush on Peter."

"No I don't..." Sweetie Belle said, hiding her face behind her mane.

"You do! I've seen it, and when it's not Peter you're thinking about Rumble, two boys you like and are both married," Diamond Tiara said.

"Dia, be nice," Silver Spoon said. "You're making Sweetie Belle uncomfortable."

"She did it to me first!" Diamond Tiara said.

"Technically you did it first by bringing up her friendship with Smolder," Silver Spoon said. "Please try not to turn back into that spoiled filly you once were."

"Okay fine," Diamond Tiara said. "I'm sorry Sweetie Belle."

"Yeah, it's fine," Sweetie Belle said.

"Alright then, anyone who's up for some cheerleading, go change into your gear," Shimmy Shake said.

"Wait, I'm coming too!" Apple Bloom said, rushing into the room.

"Apple Bloom! Didn't expect to see you here," Diamond Tiara said.

"Yeah, especially after yesterday," Ocellus said.

"Ah almost didn't want to come back, but Rumble told me it'd be good to check this place out some more," Apple Bloom said.

"Is he here?" Scootaloo asked.

"No, I'm not sure if he can come back fer a while," Apple Bloom said. "Twilight wasn't too happy with him fighting with Gallus."

"Gallus..." Silverstream seethed in anger. "Ugh, I am so mad at him! Giving me an ultimatum like that, who does he think he is!?"

"Don't be too hard on him, you know Gallus doesn't mean any harm," Ocellus said. "He's just too vocal about his opinions."

"He needs a brain to mouth, filter," Sweetie Belle said.

"Unfortunately most of us in Griffonstone don't have that filter," Gabby said. "I'm the same way, except I don't really have a lot of negative things to say."

"Mah sister Applejack can be like that too, she's too honest fer her own good," Apple Bloom said. "Still, don't excuse Gallus's behavior, or what he said to Rumble."

"It's true, Gallus was out of line," Ocellus said. "But, Rumble could have handled that better without resorting to violence."

"Yeah, ah know he could have, and he does feel bad about starting a fight. He's worried it will set a bad example fer our son," Apple Bloom said.

"Rumble's a father now, but he's still pretty young, you both are," Silverstream said. "So there's room for growth."

"Yeah, of course," Apple Bloom said. "Well, let's get down to it then, learning a cheer would be great the next time ah join Rumble during a Wonderbolts show."

"We have one in a couple of weeks," Silverstream said. "But, remind me, when are you two taking that honeymoon?"

"When Fleetfoot gives him time off," Apple Bloom said.

"Oh right..." Silverstream said, thinking to her new captain. "Not gonna lie, she can be a pain in the neck. And now she has those four new ponies to make things even more annoying."

"You'll be fine, just remind Fleetfoot how talented you are," Ocellus said.

"Yeah, totally," Silverstream said. "I don't care how good Indigo Zapp thinks she is, she and her team have nothing on mine and Rumble's teamwork."

"I like your spirit," Lighthoof said. "Let’s get to it!"

At the snowy mountain, Adagio led her team through the path to the top. "Something tells me what we're looking for is at the peak of the mountain. If we hurry we should be there by tomorrow."

"Tomorrow!?" Cozy Glow asked. "Why so long?"

"Because it's a huge mountain, of course it would take us a while," Adagio said.

"Ugh, why did I have to get roped into this?" Cozy lamented. She then felt Sonata rubbing her mane.

"Just stay close to me, alright?" Sonata said. "I'll keep you safe as we go up the mountain."

"Yeah, sure," Cozy Glow said, begrudgingly following Sonata.

"You know if it's at the top, I'll just fly up there," Electro said, taking to the air. "Shouldn't take too long."

"Be careful, it looks windy," Shocker said.

"Nothing I can't handle," Electro said, flying off to the top, though the wind started proving too much for him. "The hell?" He tried powering through but he was sent flying back to his group, much to his annoyance. "Are you kidding me!?"

"That wind is very strong, and somehow it doesn't look natural," Aria said. "It might be enchanted."

"Well, that only confirms that something up there is worth guarding," Mysterio said. "Let us not dawdle, the sooner we get that bell, the sooner we start our invasion."

"Will Discord even be able to use this bell?" Shocker asked. "I mean, it belonged to some monster named Grogar. If it was that powerful, that Gusty chick could have used it herself."

"It's probably too powerful for ponies to handle, but Discord can basically warp reality itself," Aria said. "If anyone's strong enough to handle that, it's him."

"It pisses me off how strong that goofy bastard is," Shocker said. "Doesn't help that he has that female counterpart doing...I don't even know what the hell she's up to."

"If he's that tough, why isn't he ruling Equestria?" Electro asked. "Also, how did Osborn take the guy captive once and steal his power in the first place?”

"Yeah, power that he used to warp reality," Shocker said. "Osborn's just got the resources to pull that plan off, not something guys like you or me could do."

"Shultz, Dillion, you were both part of Osborn's plans during that time I believe," Mysterio said. "How ambitious was he?"

"I don't really remember, he just asked us to do something, and I wasn't gonna piss off a guy who could delete me from existence," Shocker said.

"Honestly most of us didn't even want to work for Osborn after he offed Octavius," Electro said. "Osborn's strong but the guy's unpredictable. The last ten years I spent in Tartarus I barely talked to the guy. Actually I barely talked to anyone until Shocker came in."

"I don't blame you, no one there was worth talking to," Shocker said.

"Except us, right?" Sonata asked.

"Yeah...sure," Shocker said.

"I must admit, even I was amazed at the power Osborn showed off," Martin said. "I had to lay low for a bit to avoid his wrath myself."

"Sounds like Osborn was top guy for a while," Adagio said. "Seeing him in Tartarus, you'd never know."

"He spends a lot of time by himself, sometimes he's even talking to his reflection," Sonata said. "He creeps me out."

"Osborn's one of the only guys to get to Spider-Man on a mental level," Shocker said. "Don't like him, but you gotta respect that type of skill."

"I don't," Martin said. "Osborn did cruel things to get to Spider-Man, and crossed a few lines too."

"You mean that girlfriend of his?" Electro asked.

"I did feel a little bad for her, I mean she got caught up in all this just because she was dating Spider-Man," Shocker said.

"Great as he is, he couldn't even protect his own girlfriend," Electro said. "That's a damn shame honestly."

"Of course he couldn't, just like he couldn't even protect Cozy Glow," Sonata said, stroking her mane. "Poor girl got stuck in a place like Tartarus under his watch."

"Oddly enough, that's not what bothered me the most," Cozy Glow said. "Losing my friends hurt way more."

"How are we the villains when the so-called good guys can do whatever the hell they want?" Shocker asked.

"It's a hypocritical world," Electro said.

"And we'll take it over soon," Adagio said. "It all starts with that bell, now come on, let's make plans."

In the midst of all this, at Castle Doom, Tron Bonne could be seen in the lab working hard on her Gustaff. Not too far off, both Eggman and Wily were doing their own work, the latter glancing at the young woman.

"You keep looking her direction, is there something you need her assistance with?" Eggman asked.

"No, I'm still trying to wrap my brain around why someone like Wesker would want that little girl," Wily said. "Smart woman, but lacks true determination."

"Yes, if I recall, that demon boy with the blue jacket said she's not really one to permanently finish off her enemies," Eggman said. "Which is strange, does that mean she allows her Mega Man to live?"

"Of course, she's got a foolish little crush on the boy," Wily said. "She can't bring herself to destroy him or anyone. I can't even imagine why she would go along with a plan like this. She's shown more heroic qualities than villainous."

"Heroic qualities?" Eggman asked.

"Indeed, while I was not present for many of these, I did hear that she has teamed with her Mega Man to save the world rather than destroy it," Wily said.

"Maybe it's a misunderstanding, I've had to team with Sonic on occasion," Eggman said. "I didn't like it, but I was left with very little choice."

"Guys like us treat teaming with the hero like a moment of desperation," Wily said. "Tron Bonne treats it like a secret pleasure of hers. She does not belong with us; I only wish that Wesker would give her the boot and be done with it."

"Well here's the thing, so long as she's loyal to Wesker, in the end, that's all that matters to him," Eggman said. "A girl like that can be easily controlled if you know how to manipulate emotions, and Wesker figures she's very easy to control. Say what you want, that girl is a genius worker, something he needed to his advantage before he came to either of us."

"I suppose you're right, guys like us wouldn't take orders so easily, if anything we're proof that even Wesker could get desperate," Wily said. "He acts calm but I get the feeling that these heroes have him on edge."

"Isn't his greatest enemy a former policeman who doesn't even have superpowers?" Eggman asked. "Kind of embarrassing that he has yet to defeat him."

"Wesker can defeat him, unfortunately he tends to play with his food," Wily said. "Of course, that happens to the best of us."

"Tell me about it," Eggman said. "I don't blame him, simply destroying your enemy isn't enough, sometimes you just want to savor it."

"I wholeheartedly concur," Wily said. "I want to break Light's spirit before I destroy Mega Man."

"And I want to see Sonic crumble before I finish him off," Eggman said. "This plan of ours is our big ticket to that."

"Let us commence then," Wily said, resuming his work.

Tron, while not trying too hard to listen, did overhear some of what the two doctors had to say. The woman now felt a bit of self-doubt, wondering what Wesker truly needed with someone like her, especially that now he not only has Wily and Eggman at his disposal, but now Ultron and Doom as well. She had no way to stand out, and the last thing she wanted was to be useless to Wesker.

"I'll show them," Tron said. "They will fear the power of Tron Bonne."

On Planet Hala, a ship was seen landing not too far away from where Loki's group were camping, the God of Mischief was seen waiting nearby.

"Took you long enough to get here," Loki commented.

Emerging from the ship was a Skrull by the name of Kl'rt, better known across the cosmos as The Super Skrull.

"Be happy I even came," Super Skrull said. "Asking me to step foot on Planet Hala, do you not know about the fragile relationship between The Skrull and The Kree?"

"Yes, I know this world and Planet Skrullos aren't exactly on the best of terms," Loki said. "Which is why I will make this quick. First tell me, do you know the fate of Asgard?"

"Rumor across the galaxy is that it's no more," Super Skrull said. "It's nothing but dust in the vacuum of space."

"Those rumors are correct unfortunately, despite my efforts, I was not able to claim what was rightfully mine," Loki said. "Sutur ruined that dream for me, but it is fine, I have my sights set elsewhere."

"Planning to take Earth as compensation?" Super Skrull asked.

"That is one option, but there is another," Loki said. "Are you familiar with a magical land known as Equestria?"

"I remember some of its residents fighting my skrull army some time ago," Super Skrull said.

"That world has an incredible power source, one I want to myself," Loki said. "But I am willing to share with anyone I consider a teammate. Imagine what you could do with that type of power."

"I need to know what power we're dealing with first," Super Skrull said. "Power is useless if it cannot be controlled."

"I will gladly explain, preferably once we're off this miserable rock," Loki said. "You don't want to be around when-"

"Halt!" Came the voice of Ronan the Accuser.

"Too late," Loki lamented as he turned to the ally of Thanos. "Ah, Ronan, good to see you again."

"Spare me your pleasantries you poor excuse of a deity," Ronan said, this bringing a scowl to Loki’s face. "What is a Skrull Ship doing on Planet Hala?"

"We offer no hostility, Ronan," Super Skrull reassured. "I am here for Loki, nothing more."

"Yes, just business between us," Loki said.

"Didn't Thanos ask you to look for any sign of the Infinity Stones?" Ronan asked.

"Kind of hard to get around, see the ship I used to get here still hasn't been fully repaired from the damage, and my team are not exactly technical experts," Loki said.

"What about those Ravagers that Lord Thanos himself alerted for you?" Ronan asked.

"Well, they came by and unfortunately ticked off my teammates," Loki said. "It did not end well for any of them."

"With me here, you won't need to worry about them getting a ship," Super Skrull said.

"Oh, and I suppose you're willing to pledge your loyalty to Lord Thanos then?" Ronan asked. "Will you be collecting those stones for him?"

"Give me a chance to speak with Loki, then we’ll talk about Thanos's supposed grand plan," Super Skrull said.

"Yes, it won't take very long," Loki insisted.

"...No, I detect deception," Ronan said, glaring at the two. "A God of Mischief and a Shapeshifting Champion talking things over spells nothing but trouble. Perhaps it would be better to take the two of you to Lord Thanos and see what he has to-"

Suddenly Ronan took an electric blast to the back, tumbling him over long enough for Super Skrull to harden up his fist and do a flaming uppercut that knocked Ronan several yards back.

"Hurry, to the ship!" Super Skrull said.

Loki turned to praise the one who offered assistance, "Great work, Tempest."

"Of course sir," Tempest said, the woman following Loki and Super Skrull onto the ship alongside Akuma and Sephiroth.

“About time,” Akuma said.

“Our plan is finally underway,” Sephiroth said.

"Halt!" Ronan quickly ran to the ship, leaping up and trying to slam his hammer down on the crew, but Loki was quick to block the attack with his Scepter. "I managed to destroy Mjölnir, you really think your pitiful hammer would do better!" Loki reeled back and jammed his Scepter into the chest of Ronan and blasted him off the ship. "And tell Thanos that I quit!"

Ronan hit the ground hard as Super Skrull's ship make its quick exit. "Damn that God, I told Lord Thanos we should have executed him. I must report this, then send my fleets out to destroy Loki and those Skrulls."

"Do not bother," came the voice of Ebony Maw, this catching Ronan's attention.

"But, he has betrayed us!" Ronan said. "He must pay!"

"In good time, but Lord Thanos has a lot of priorities at the moment," Ebony Maw said. "Let Loki have his fun for now, we shall be back for him later. For now get our troops ready, we have more worlds to visit."

"Of course," Ronan said, making his exit.

Later on in Equestria, Rumble was seen trotting through the Friendship Center, "Just going in and out, find Apple Bloom and go home. No distractions."

As Rumble made his way through, he passed by Laura, "Yo, Rumble!"

"Huh?" Rumble turned to the girl. "Oh, hi Laura. Apple Bloom isn't with you by any chance, is she?"

"Sorry no, I'm in Taps's class, and he has less students than before," Laura said. "To make matters worse, I think someone nabbed his stereo."

"Where is that dumb thing!?" Tender Taps shouted. "I specifically asked to borrow it today!"

"That's weird," Rumble said.

"I swear if it was those two cheerleaders from before," Tender Taps lamented.

"Cheerleaders?" Rumble asked.

"Some cheerleaders were making a fuss in the halls, telling everypony they knew to come check out their class," Tender Taps said. "They specifically wanted my students, most of them didn't go but a few did."

"I stayed loyal," Laura said.

"Which I appreciate, same with everyone else who stayed," Tender Taps said. "I shouldn't complain, no one's obligated to come and with so much to do here, I don't expect ponies to be in my class every day. But I just feel like someone just broke into my territory."

"Well, maybe Apple Bloom is with these girls," Rumble said. "Let's hurry, I want to find her and leave. I don't even know if I'm allowed to be here."

"Why? Because you punched some jackass who deserved it?" Laura asked.

"Regardless of whether or not he deserved it, I still did something bad, and I don't think Twilight wants me around for a bit," Rumble said.

"Give her some credit, she's very forgiving, and you're like family to her," Tender Taps said.

"That Sugar Queen wouldn't hold a grudge over something like that, she knows you're a better guy than what you think you are" Laura said.

"I hope so, still I'd rather not take chances," Rumble said.

"Yeah we get that," Laura said. "Anyway why don't we all go find these cheerleaders."

"Sounds like a good idea," Tender Taps said. "I cannot wait to give them a piece of my mind."

The trio quickly traveled through the center, asking directions to the cheerleader room, and after some clarification, they finally arrived at their target destination.

"I hear music, my music!" Tender Taps said. "That's the DJ Pon 3 mix tape I use for some of my classes."

"Alright, let's barge in and kick their asses!" Laura said.

"Uh, Laura, did you already forget my story from earlier?" Rumble asked.

"Meh, I'm not afraid of Twilight's wrath, I say bring it on," Laura said.

"Just, let me try first," Tender Taps said, opening the door up, seeing everyone in their cheerleader costumes. "Wow, they're really getting into it."

"Work your bodies, achieve that maximum flexibility!" Shimmy Shake said.

"I'm definitely working it," Silverstream said, spinning around.

"Wow, this is quite a workout," Ocellus said, wiping some sweat off her head.

"I suppose this isn't too bad," Smolder said, shaking some pom-poms.

"See, I told you that you'd like it," Sweetie Belle said. "You just needed to...oh hey, it's Rumble."

"Rumble!?" Smolder freaked and turned to the doorway, spotting not only Rumble but also Laura and Tender Taps. Acting quickly she threw her pom-poms away and tore off her dress.

"That belonged to the center," Lighthoof said.

"Quiet!" Smolder said, turning awkwardly to the doorway. "What are you all doing here?"

"I came here because a certain pair of ponies took my radio," Tender Taps said.

"It's not your radio, it belongs to the center," Lighthoof pointed out.

"Yeah but I told Twilight I needed it first, if you two needed a radio or anything to play music, you should have told her and she'd get it for you," Tender Taps said.

"Oh learn to share," Shimmy Shake said. "Are you really bothered by the radio or because we took some of your students?"

"Hey I'm not that petty," Tender Taps said.

"Look ladies, while I'm sure you didn't mean to, you did take something that Tender Taps needed, and specifically asked for when the school opened up," Rumble said. "Maybe you didn't know and that's okay, but he does run a dancing class, and he would need a radio for that. You should have considered that outcome. I know you technically don't need to but part of being friendly is showing courtesy to others."

"Okay fine, maybe we should have considered that, we didn't think it'd be a problem," Shimmy Shake said.

"We're sorry for the misunderstanding," Lighthoof said.

"It's fine, and if you'd like, you can come to my dance class, we can share the radio in that room and show off more of your skills," Tender Taps said.

"That sounds nice," Lighthoof said.

"Gonna get Laura in a cheerleader outfit?" Sweetie Belle asked.

"Pfft, you wish," Laura said, then glanced toward Tender Taps. "Though, I wouldn't mind doing it just for now, should be entertaining for our favorite dance teacher."

"Uh...you talking about me?" a nervous Tender Taps asked.

"Someone's nervous," Rumble teased. "Seriously, I know cheerleading outfits are cute but-"

"I'm back," Apple Bloom said, stepping out of the changing room. "This outfit feels kind of small though." She looked behind her. "Barely covering mah rump."

Rumble's face turned red upon seeing his wife in such a uniform, even more when it brought great detail to how smooth his wife’s flank was. Without a second thought, the colt immediately flew over and brought Apple Bloom back into the changing room with him.

"Uh...what just happened?" Smolder asked.

"I'm not sure, he just saw Apple Bloom and started blush..." it didn't take long for Tender Taps to figure this situation out. "Oooooh."

"...Let's give them some privacy," Sweetie Belle said, the girl blushing as well.

"Heh, you go Rumble," Silverstream cheered as everyone left the room.

"Wish that were me," Diamond Tiara said.

"With who?" Silver Spoon teased.

"Ugh, cut that out!" Diamond Tiara shouted.

Once outside, Lighthoof gave Tender Taps the radio, "Here you go, and sorry again."

"It's fine, you can have it tomorrow, I'll ask Vinyl if I can use anything from her," Tender Taps said.

"We should run this by Twilight, see if she can accommodate," Scootaloo said.

"Sounds like a good idea," Tender Taps said. "Until then, let's get to our new joined class."

Everyone began moving, the only one staying behind for the moment was Sweetie Belle. This was picked up on by Scootaloo, "Everything alright?"

"Yeah...I've just been thinking, since Apple Bloom got married, have things been different?" Sweetie Belle asked.

"Different?" Scootaloo asked. "I mean, it's only been a couple of days, too early to tell."

"Well even before, when she was pregnant and she had her baby, it just seems like the Crusaders are drifting apart," Sweetie Belle said.

"No way," Scootaloo said. "Apple Bloom just has more responsibilities. She's a mom now, and she's married. But she's still Apple Bloom, she's still got that curiosity to her, she just tried out for cheerleading."

"Yeah, I guess," Sweetie Belle said.

"Besides you're doing fine yourself, I mean you have Smolder as a friend, you two got pretty close over the last year," Scootaloo said.

"Yeah, she's really sweet, and like me, kind of wishes she had more than friendship," Sweetie Belle said. "Since Sandbar and Ocellus started dating, I think she's been feeling envious. I think she wanted a boyfriend and I think she had her eye on Sandbar."

"Oooh, two friends liking the same guy..." Scootaloo recalled something. "Didn't that happen with us and Rumble once?"

"Yeah, we all liked him, but he chose Apple Bloom," Sweetie Belle said. "Which is fine, she did have a head start and I really blew my chances when I was dating him."

"Rumble was the first boy that took your mind off of Peter too," Scootaloo said.

"Yeah, and it stings differently," Sweetie Belle said. "Peter was older than me so of course being with him wasn't likely, but Rumble was my age. Well a year younger but still close. Both hurt in their own way."

"You're still not holding onto that right? I mean, both are married and have their own girls," Scootaloo said. "You're only nineteen Sweetie Belle, you got time to find someone."

"At this point, I thought about giving Button Mash a chance," Sweetie Belle said.

"First, not a good idea to go for someone just because you're feeling lonely, that might only work short term," Scootaloo said. "Second, he's kind of taken."

"Huh!? By who!?" Sweetie Belle asked.

"You might need to see it to believe it," Scootaloo said.

"Well what about you? Are you looking to date?" Sweetie Belle asked.

"Sweetie Belle, I'm flattered," Scootaloo began. "But I don't see you as anything more than a friend."

"You know that's not what I meant!" Sweetie Belle shouted.

"I know, just messing with ya," Scootaloo said. "Seriously, don't worry about me."

"Sweetie Belle?" Smolder said, getting her attention. "Aren't you coming?"

"Sorry, I'll be right there," Sweetie Belle said, following her friend with Scootaloo right behind them.

Not too long later, Twilight was seen passing by the room, chatting with Peter and Starlight.

"So, are things any better today?" Peter asked.

"So far, so good," Twilight said. "A few new classes opened up, including this one."

"Oh yes, the cheerleading class," Starlight said. "Wonder if anypony's inside?"

"Let's find out," Twilight said, opening the door with her magic, only to find a surprise. "Huh? No one's here. Did Lighthoof and Shimmy Shake change their minds?"

"Maybe they weren't ready," Peter said.

"I should go find them, see if there's anything..." Twilight noticed the changing room door opening, both Rumble and Apple Bloom coming out looking sweaty and having messy manes.

"Rumble, I'm flattered you found me cute in this thing, but maybe a little warning before you drag me in there and start yer passion," Apple Bloom said.

"Hey you didn't seem to have a problem with it," Rumble said, nuzzling his wife's cheek. "Especially if your cute little moans were any indication."

"Well, yeah ah loved it but..." Apple Bloom noticed that there was company. "Uh...Rumble?"

Rumble too noticed the company, three ponies looking his way. Starlight blushing, Peter looking awkward and Twilight looking irritated. "Oh, what a surprise."

"Explain yourselves," Twilight said.

Rumble looked nervous of course, though he noticed that Apple Bloom was feeling just as awkward about this. Worried about how this would make her look, Rumble was quick to step in.

"This was my idea," Rumble said. "I kind of talked Apple Bloom into, a private work-out."

"Rumble..." Twilight grew very frustrated.

"Sorry but, she looked so cute in this costume and...well you know," Rumble said. "I mean, she is my wife, as her husband I have to show her my love on the regular."

"That's understandable but I would prefer if you did not have sexual relations in my Friendship Center," Twilight said. "Honestly Rumble, first the fighting, now this."

"Go easy on him Twilight, I know how he feels," Peter said. "I probably couldn't control my urges if I saw you in a cute cheerleader outfit."

Twilight cleared her throat, trying to distract from the blush on her face, "Even so Peter, this place has rules. Rumble's already on my bad side from yesterday, he shouldn't have even been here today."

"Twilight!" Starlight scolded.

“I’m serious, he set a bad example with what he did,” Twilight said. “I can’t allow poor behavior to go unpunished.”

"Please, we won't do it again," Apple Bloom said. "Rumble didn't mean any harm."

"Yeah Twilight, it's just a little moment of passion between a married couple, it's cute," Starlight said.

"Fine, but that's the second time you've made a mistake Rumble, one more and I may seriously have to consider banning you," Twilight said.

"Huh? But Twilight, it's me, Rumble," the boy said. "I'm like family to you, you and Peter were parental figures to me for the last several years, you can't mean any of this."

"Sorry Rumble, I can't make exceptions, not even for family," Twilight said. "I worked too hard to open this place again, and give ponies and all types of creatures a place to bond, I will not lose order."

"Twilight, don't get carried away," Peter said.

"I mean it!" Twilight said. "Rumble, you know you're precious to me but if I bent the rules for you, then I have to do it for everyone."

"...Yeah, I get it," Rumble said. "I'll just head out. I'll see you later Apple Bloom."

"No, I'll go with you," Apple Bloom said, removing her cheerleader outfit. "You need me right now."

"Apple Bloom," Rumble was about to protest but he got silenced by Apple Bloom's kiss.

"Don't argue with me, let's go," Apple Bloom said, making her leave with Rumble following.

Twilight sighed in frustration, not liking how things were going, "I hope they don't start hating me for this."

"You know Rumble and Apple Bloom would never hate you," Peter said. "Still, you are being a bit too hard."

"I know Rumble started a fight yesterday but Gallus was crossing a few lines, if Rumble didn't punch him, someone else might have," Starlight said.

"And...I can get that getting all...kinky isn't good either," Peter said. "Guess I can just empathize with Rumble a lot on that."

"I'll talk to him later," Twilight said. "Right now I gotta figure out where those cheerleaders are."

Twilight was quick to make her leave, Starlight looking worried for her friend. "Think she'll be alright?"

"She should be, if we're there to alleviate pressure," Peter said.

"...Still, would you really have done that with Twilight in a place like this?" Starlight asked.

"Probably, temptation would be there at least, but I think Rumble should have just taken Apple Bloom home for that, or at least found somewhere private outside the center," Peter said. "That's what I would have done. But, I guess at his age he's just too eager to think straight."

"Well I'm gonna check on Twilight," Peter said.

"Oh, if I may ask...any update on those villains from the Gala?" Starlight asked. "Especially Cozy Glow?"

"If there is, Celestia hasn't told me," Peter said. "It's been weighing on my mind though."

"I see then," Starlight said. "It's such a shame, Cozy Glow never really seemed all that bad. Makes me wonder how long she's been plotting to take over."

"She's still a mystery to us, but I still feel like someone manipulated her in some way," Peter said. "I just wish I had a say in what would happen to her. I could have come up with a better punishment, I mean we helped out Wanda Maximoff and her friends, I think we could have done something similar for Cozy Glow."

"Personally, I probably would have given her a spanking," Starlight said.

"Wasn't she like fifteen though?" Peter asked.

"Eh, small enough to lay across my lap," Starlight said. "She wants to act like a child, treat her like one."

"Well that is a bold idea. Not my thing though, I can't even spank my own daughter when she misbehaves," Peter said.

"Wait, I thought you did that one time?" Starlight said. "A couple of months ago, when she pushed Pumkpin Cake into mud."

"Yeah...I remember that Pumpkin poked fun at her introverted personality, so Mayday lost her temper," Peter said. "Twilight told me to spank her, and I was going to. She was laying across my lap."

"What happened?" Starlight asked.

"...I wussed out," Peter said. "The idea of physically hurting her, even in a disciplinary way, it just bothered me. So I made her promise not to do something like that again, and so far she's listened."

"So, you've never spanked her? At all?" Starlight asked.

"Twilight probably has, but I can't bring myself to do it," Peter said. "I hope it's not affecting her negatively, I can ground her, I can take away her stuff but I just can't physically hurt her."

"Well she's mostly well behaved, so maybe it's working," Starlight said.

"The day may come where I have to spank her, it sucks but being a parent means making tough choices," Peter said. "Though given the scare she had when she thought I was gonna do it, that might be enough to deter her from doing stupid things."

"Right now we just have to deter everyone else from doing stupid things," Starlight said.

"Oh totally," Peter said as the two left the room, unaware that a grey mare with white hair and yellow eyes was observing.

"Worried about Cozy Glow? How cute," the mare started tailing him. "You're so interesting Spider-Mane, I can listen to you talk all day."

Back in Castle Doom, Wesker was overseeing the land of Latveria. He had some admiration for the order Doctor Doom instilled, and how everyone knew their place.

"Enjoying the sights?" Doom asked, the leader standing beside Wesker.

"You have a marvelous country," Wesker said.

"Indeed, this place is but a small start to the rest of the world," Doom said. "It won't be long before I expand my empire, and this world belongs to Doom."

"You certainly have the resources, and once we invade Equestria and get the power we need there, then you will get your dream," Wesker said. "Of course, you may have to share the power."

"Those who consider themselves allies will get to share in my conquest, so long as they know who reigns supreme," Doom said. "That is what you are doing after all, is it not?"

"Of course," Wesker said. "I aim to be a God, and I will give my teammates what they desire. Vergil desires power, and his throne among the demons. Juri just wants to enjoy herself, nothing too grand. Tron wants treasure, and so she shall have it."

"What of Wily?" Doom asked. "And Bison?"

"...Those two may be trouble, neither of them want to serve under anyone, so a compromise may be in order," Wesker said. "Then again, I am not good with compromise. We'll just have to see if either of them survive this invasion, or Uroboros."

"Can I trust that you won't turn your attention to this world once I rule it?" Doom asked.

"Victor, you know better than to ask if you can trust me," Wesker said, the man glaring from behind his sunglasses. "Always look over your shoulder."

"Yes, I suppose it's foolish to ask, after all, I can't promise that you can trust me," Doom said.

"At least we're honest with each other," Wesker said.

"If I were to strike you down, you would know it," Doom said. "I have no need to ambush those I know I can defeat."

"I can't tell if that's bravery or foolishness, but I suppose those two go hand-in-hand," Wesker said.

"Mr. Wesker," came the voice of a Servbot. "Miss Tron is nearly complete with her design, she wishes for you to inspect it."

"I will be there shortly, tell Tron I am on my way," Wesker said.

"Yes sir," the Servbot said, making its leave.

"Such a strange creature," Doom said.

"Tron certainly has a unique design for her robots," Wesker said. "Of course she made them at a very young age."

"Earlier, it was stated that she had no desire to finish off her foes, that she was too merciful," Doom said. "Would you say there is truth to that?"

"Absolutely," Wesker said. "Tron acts tough, but she is not as cruel as she presents herself to be."

"Yet you still keep her employed, why?" Doom asked.

"Honestly, I don't really know," Wesker said. "I did need a tech person for my plan, I considered Wily but he did come off as rather inept. Not that Tron is any better, but she was younger, had more spirit, and took orders surprisingly easy. She's a proud woman, but I suppose she respected me."

"Is it true that she loved a hero?" Doom asked.

"Yes, but she could never have him, because he loved another," Wesker said. "She still gave it an effort to be a hero herself but in the end, she just didn't care about the safety of others, just filling her pockets. I promised her riches and she pledged her loyalty to me. Honestly compared to my allies, she gives me the least amount of trouble. Vergil doesn't like taking orders, Bison is even worse, Juri is too sassy and even Wily stays to himself. Tron listens to me, she admires me, she practically worships me. Perhaps it's just nice to have someone treat you like the God you know you are. So long as she is useful to me, then I will gladly keep her employed. Not like she would ever betray me, she doesn't have it in her to do that."

"What will you do once her usefulness expires?" Doom asked.

"I doubt it will," Wesker said. "Anyway, it sounds like she needs my presence, we will talk again later."

"Very well, I must attend to some business down below myself," Doom said, flying off. "I will be back shortly."

"Take your time," Wesker said, making his way back into the castle. Right away he could see everyone preparing, from Kazuya practicing his skills, to Dormammu preparing his magic. Even The Prowler seemed to be checking over his gadgets, making sure that they work.

Nearby he spotted Vergil talking with Juri, and was quick to get their attention. "I'm looking for Tron, is she still in the lab?"

"Last I saw," Vergil said. "Wily's there too, along with that Eggman fellow."

"Here's hoping that they’re getting along," Wesker said. "Wait, what about Vomi?"

"I don't know, I haven't seen her," Vergil said.

"Try to see if you can find her, I want details on what everyone is doing," Wesker said.

"Yeah sure," Vergil said. "Let's go Juri."

"Right behind you, handsome," Juri taunted, Vergil raising his eyebrow but paying little mind as Wesker went about his business.

In the Capcom World, Sunset was seen practicing her sword skills as Dante observed alongside Chris. While she did well at first, she started to get sloppy, which her instructor picked up on.

"Not like that Sunset, you're putting too much force into it." Dante said.

"Sorry, I just don't have it today," Sunset said, trying again.

"You're just having an off day, but that's why you practice, to reduce it and turn it purely reactionary," Dante said.

Sunset swung again but messed up, throwing the sword as it flew right down the hall.

"Yipe!" Roll shouted.

"Sorry Roll!" Sunset called.

“Please be careful, I just cleaned up in here!” Roll called from the kitchen.

"Good thing she's a robot, even if that hit her, I doubt it'd be too bad," Dante said.

"She'd still be pretty pissed about it," Chris said. “And she does feel pain.”

“Why did Light design Rock and Roll that way?” Dante asked.

“Because they both want to feel as human as possible, even pain,” Chris said.

“Ah right…that’s cool by me,” Dante said.

Sunset fell to her knees, the girl lamenting her situation. "I thought I was doing so well. But between his, my marksman lessons and martial arts in general, I feel like I'm not improving."

"You're doing a lot at once, you can't expect instant success," Chris said.

"Yeah, no one gets good overnight," Dante said.

"But it's been a year," Sunset said.

"Yeah so? You think a year is enough?" Dante asked. "It took Ryu many years to get good, and he's still training because he doesn't feel like he's at the top."

"Dante and I had to practice a lot as well," Chris said. "I mean, did you learn magic overnight?"

"Well, Celestia said I had a lot of power and potential," Sunset said.

"Potential means it's there, but you gotta work at it," Dante said. "I was born with potential but that didn't mean anything if I didn't train hard to master it."

“Don’t be like the younger dumbasses in this world and Marvel,” Chris said. “Hard work pays off, those who think they are invincible are gonna be the ones hit with reality the hardest, and then they won’t know what to do once that happens.”

"Maybe I'm just expecting too much," Sunset said. "Goku told me about how on occasion, a year's worth of training was enough to get him next level."

"Goku's a Saiyan, you're not," Chris said. "It probably works differently for them."

"Look, maybe you need different trainers with sword fighting," Dante said.

"Like who? I already asked Cloud, but his sword is a bit different than mine," Sunset said. "Heavy too."

"I can try getting Link," Dante said.

"Link barely talks though," Chris said. "And I doubt Sunset can decipher grunts."

"Well that world's full of swordsmen, I mean we can easily get Prince Marth or something," Dante said. "Or find Geralt of Rivia."

"Geralt? We've never actually been to that world, Chun-Li just found it on that fancy machine of hers, but I don't think any of us have spoken to him," Chris said.

"Look, let's figure that out later," Sunset said. "Honestly I might need a break, something's been nagging at me."

"Is it those Dragon Balls?" Chris asked.

"No, something else," Sunset said. "I still want answers from Celestia about Cozy Glow."

"Oh yeah, that filly from a year ago," Dante said. "Think we should bring anyone to talk things over with Celestia?"

"That depends, is Kratos still around?" Sunset asked.

"Well, he hasn't gone back home yet, I think he wants to soon though, he doesn't like being too far from his son," Chris said.

"His son will be fine, Kratos has friends that will keep an eye out," Dante said. "Plus I think Atreus wants to be a bit more independent, he is at that age."

"Still, Kratos isn't one to be a bodyguard. But you can ask him if you want," Chris said.

"Alright, let's do this," Sunset said. "Call Doctor Strange."

Several minutes later in Canterlot, Celestia was writing some letters to the other Kingdoms, keeping them informed about the incident at the Gala. She especially made sure Thor was well aware, figuring out of all the allies, his skills would come in handy the most.

With her was Starswirl, he and his fellow Pillars, as well as Stygian, still discussing the situation.

Nearby a portal began to open courtesy of Strange as the Sorcerer stepped through, taking Celestia by surprise, "Stephen Strange?"

"Hello Princess, sorry to bother you," Strange said. "Sunset is here, with friends."

"Friends?" Celestia asked. She saw Sunset stepping through with Ryu, Chris, Dante, Chun-Li, Mega Man, Cloud, Goku, Sonic and Kratos.

"Hello Princess," Sunset greeted.

"Sunset, what brings you here?" Celestia asked.

"And why have you brought those ruffians?" Starswirl asked.

"Oh wow, for once Luna isn't here to insult us," Dante said.

"You called me?" Came the voice of Princess Luna, the mare flying in.

"Just had to open my big mouth," Dante said.

"Listen, we're not here for a fight or anything," Ryu explained. "Sunset just wants to talk."

"About what?" Luna asked.

"I know you discussed this with Peter, but I still can't take my mind off of it," Sunset said. "This is about Cozy Glow."

"Not you too," Luna said. "We already tried talking this over with Peter, you remember that, don't you."

"I do, and I don't intend to start that conversation over, but I do have a request to make," Sunset explained. "I want to personally see Cozy Glow."

"What for?" Starswirl asked.

"If she's anything like me, then I might know how to help her out," Sunset explained. "I'm not here to condemn, I'm here to offer my assistance."

"I don't know, can you be trusted?" Starswirl asked.

"Of course she can, she's walked the path of darkness and still found the light," Ryu said.

"That's what has me worried, can we be sure Sunset Shimmer has truly changed?" Starswirl asked. "She is doing what Celestia forbade her from doing. Interacting with other realms."

"Right, you're the type to hold a grudge," Sunset said. "Johnny and Rainbow Dash told me how you treated Stygian there."

"Stygian has learned from his mistakes," Starswirl said. "Can you say you have, Sunset Shimmer?"

"Hey, if I didn't, I'd be trying to take over in revenge," Sunset said.

"She's got a point," Meadowbrook said.

"Ay, she seems like a good lass," Rockhoof said.

"Looks can be deceiving," Starswirl said, this statement bringing about annoyance from Sunset’s friends.

"Ahem..." Sonic got their attention. "If you want others to change for the better, you gotta give them a chance. Sunset just wants to help this girl out, and we'll be there to make sure of it."

"If it were Peter asking, you'd trust him," Ryu said.

"Peter? Didn't he betray Luna and his own mentor Tony Stark?" Starswirl asked.

"Do NOT drag Peter's name through the mud!" Chun-Li warned.

"Man, what's with this old guy?" Goku asked. "Who is he anyway?"

"He's the former mentor of Celestia and myself," Luna said.

"Oh...is that why you're usually so moody?" Goku asked, infuriating Luna.

"Do you wish to quarrel with me again!?" Luna asked.

"Again?" Kratos asked. "You have done battle with her?"

"Yeah, I fought her, and the sun pony, and the robot suit guy, and a guy with a shield before meeting Spider-Man and his wife," Goku said. "Then I lost to Thor."

"Speaking of Thor, you spoke with him, didn't you?" Celestia asked. "How is he?"

"He's fine, settled in quite nicely, and his beloved Lady Sif is due any day with their first child," Sunset said.

"She fought for Thor's home, that should be enough to show you that she's changed," Sonic said. "Not that there should be any doubt, she's clearly got the best interest of Cozy Glow in mind."

"You kept a secret from her, and the hero of this world," Kratos said. "Those in power must not deceive."

"I'm sorry, but who is this fellow anyway?" Starswirl asked. "Is he also from Capcom?"

"He's not really one of us, but we like to see him that way," Dante said. "Just like Shantae."

"Who?" Starswirl asked.

"Eh, no one, got sidetracked," Dante said. "Point is, that's Kratos, the Ghost of Sparta."

"Where I was born, the Gods deceived those they were expected to watch over, even where I live now the Gods do the same," Kratos said. "I would like to think you would not do such a thing, for all intents and purposes, Sunset Shimmer still believes you are worthy of Princess. She does not come here believing you are unworthy, rather she wants to believe you are the benevolent princess she knows you can be."

Celestia looked taken by surprise, not expecting such second-hand praise, "Well...I-"

"What's going on?" Steve asked, the stallion making his way inside with an amazed Blueblood.

"Captain, good to see you," Strange said.

"Stephen?" Steve noticed another. "Sunset?"

"Hi Captain." Sunset greeted. "We were just talking to Celestia about Cozy Glow."

"Sunset wants to take her in," Dante said.

"Like adoption?" Steve asked.

"Well, not exactly, more like a big sister," Sunset said.

"That's good on you," Steve said. "So no trouble?"

"Not yet," Dante said. "But if that Starswirl guy doesn't stop glaring at us, I'm gonna punch him into orbit."

"I'd rather you didn't," Sunset pleaded.

"Well, I must say, I am absolutely thrilled to see you all here!" Blueblood said. "Have you given more thought to a Marvel vs Capcom Tournament?"

"Oh that?" Chris asked. "Uh, what do you all think?"

"I'm down," Dante said. "Only if Spider-Man is."

"Everyone back home seemed interested too," Ryu said.

"Marvelous, I will let Peter know, and the Tournament will commence soon!" Blueblood said. "I just have to get to Ponyville."

"I'll help you with that," Strange said, creating a portal to Ponyville.

On the other side, Luster Dawn and Flurry were playing jump rope with Mayday. Unfortunately the young filly was proving to struggle, despite vocal support from Franklin.

"You got this May!"

Mayday tried harder but she eventually got tangled up in the jump rope, the girl feeling foolish, "This sucks."

"You did your best," Luster Dawn said.

Mayday began trying to free herself, "I really hate physical activities."

"You know it's good for you, better than being cooped up in your room," Flurry said.

"What are you, my mom?" Mayday asked. "I'm just glad no one can see me like this."

"Sup?" Dante said, the half-demon now on the other side of the portal with everyone else.

"YIPE!" Mayday quickly untied herself and hid behind Franklin.

"Mayday, it's just us," Sunset said. "Don't be alarmed."

Sonic was the first to approach her, "Hey kid, remember me?"

"...You brought me that boy who fixed my lab," Mayday said. "And that cute Pokémon, Jigglypuff."

"That's me, and I'm Rock's friend," Sonic said, gesturing to Mega Man.

"Hi Mayday, good to see you."

"Oh, hi Mega Man," Mayday greeted, feeling less nervous.

"Wow, you're good with kids, Sonic," Sunset said.

"It's nothing really," Sonic said. "Just gotta know how to talk to them."

"Especially Mayday, she's very shy," Flurry said.

"Flurry!" Mayday scolded.

"It's fine, I can be shy too sometimes," Sonic said. "It takes practice."

"You? But you look so cool," Mayday said.

"Not to say that I am cool, but even cool people can be shy too," Sonic said. "It's like a mask they wear."

Mayday pointed to Cloud, "He looks cool, is he shy too?"

"Big time," Chun-Li said, much to Cloud's annoyance.

"Can we move on?" Cloud said.

“You’ll have to forgive her curiosity, Mayday’s been dealing with mean ponies who judge her for her shyness,” Luster Dawn said.

“Wow, kids can be jerks sometimes,” Dante said.

“Not just kids, adults too,” Luster Dawn said.

Dante raised his eyebrow, “I’m sorry, what?”

“Some adult ponies have been mean to Mayday, always saying bad stuff about her,” Luster Dawn said.

“It’s true, some even make fun of how bothered she gets by loud sounds,” Flurry said.

“Tch, those adults should be ashamed,” Kratos said.

“Who could treat a child that way?” Chun-Li said.

Sonic knelt before Mayday, "I'm sorry you're going through that, but remember, you're fine the way you are. Anyone who has a problem is just venting their own miserable feelings."

“Give me some names, I’ll make them regret it,” Dante said.

“Try not to fight, Rumble fought Gallus yesterday and Twilight got mad,” Luster Dawn said.

“Who the hell is Gallus?” Dante asked.

“The blue Griffon, same one who said that Peter’s a lousy father,” Franklin said.

“Oh him…” Chris said, disappointment in his voice. “Dumb kid.”

“Wait, Rumble fought him?” Chun-Li asked.

“Decked him right in the face,” Luster Dawn said. “Rumble was a total boss.”

“Well, I know that Gallus kid can be irritating but I can’t condone that type of fighting,” Chun-Li said.

“But Gallus told Rumble his son wouldn’t amount to anything,” Flurry said.

“…Chun-Li, you gotta admit he had it coming then,” Dante said. “Like what does he have against parents now?”

“Listen, I know this sounds all fascinating, but we can’t stay forever, can we move on?” Strange said.

"Uh, right, sorry Doc,” Dante said. “Mayday, where's your pops?"

"He should be in that Friendship Center," Mayday said, gesturing to the building.

"Wow, big place," Goku said, trying to sense Peter's energy. "If I can lock onto him, I can use Instant Transmission to bring us to him."

"Don't bother, here he comes," Sunset said, gesturing to Peter coming outside with company. "Peter! Twilight! Starlight!"

"Oh hey, it's Sunset and friends," Peter said, the trio running over.

"Hey Peter, glad we ran into you," Sunset said. "We have a proposition for you."

"Really? What?" Peter asked.

"A rematch from years prior," Dante said. "Marvel vs Capcom."

"Wait really?" Peter asked. "I heard Johnny mentioning it in passing, is this for real?"

"When Luna took you to talk about whatever, Blueblood suggested another Tournament," Chris said. "It might be a good idea, could shake off some rust."

"Plus, we have gotten stronger, and I aim to defeat you," Ryu said. "What do you say?"

"Um...well," Peter thought about it. "I suppose it couldn't hurt. I just gotta see who else can join."

"Wait, is this a good idea? What about the villains?" Starlight asked.

"Oh right..." Peter said.

"Don't worry, Cloud and the others here can keep an eye out," Chun-Li said.

"Especially me, I want to take Cozy Glow in, help her become better," Sunset explained.

"You know...yeah, that's not a bad idea," Peter said. "Kind of want to see how much better you've all gotten."

"Wow Uncle Peter, never saw you as competitive," Flurry said. "You're so cool!"

"Aw, thanks," Peter said, rubbing her mane. "Alright, rematch time then!"

Unbeknownst to them, another was observing from beyond their domain, a woman with red hair. "This should be interesting."

Author's Note

Oh wow, I actually made it much shorter this time around, neat. :rainbowdetermined2: Time to keep this momentum.

Managing Conflict

Another busy day had come and gone. Peter laid in bed, registering today's events. Rumble's very impromptu passionate display, and the challenge offered to him by the Capcom Warriors.

He wasn't one for fighting, but part of him was a bit eager, he liked the idea of at least knowing this spar was a lot friendlier, and he knows it would make those warriors happy to test their might.

Of course he still had the villains to think about, especially Cozy Glow. He couldn't fully forgive Celestia and Luna for keeping that a secret from him.

As Peter drifted off to sleep, he once again found himself in his human form, walking around in a void of darkness. He kept walking until he came across the woman that's been plaguing his dreams as of late.

"Gwen..."

"You don't seem so happy to see me," Gwen said. "Of course, it's hardly different from when I was alive. I can't count how many times you blew off me and our friends, because of your so-called responsibilities."

"You know I cared about you Gwen, I still do, and I miss you every day," Peter said. "But this needs to stop. I'm sorry I couldn't save you, but I have to move on with my life."

"Then do it, what's bringing you back to me?" Gwen taunted. "Guilt perhaps? You know, maybe if you were a bit more honest with me back in the day, things could have turned out differently."

"I wanted to tell you I was Spider-Man, but you weren't exactly his biggest fan," Peter said. "Plus I was worried it would have put you in danger."

"Lot of good that did, I still got taken hostage by The Green Goblin!" Gwen said.

"It was a miscalculation," Peter said. "But I still went to save you."

"Despite that, I'm still dead, because of you Peter," Gwen said. "It may not have been your webbing that killed me, but that doesn't make you any less responsible for what happened."

"Gwen...I wish I could undo that day, I really do," Peter said, the hero clenching his fists in pure agony. "I want nothing more than to make up for what I did. To you, to Uncle Ben, to everyone I hurt."

"Is that why you're so worried about Cozy Glow?" Gwen asked, piquing Peter's interest. "You overlooked the pure evil within that little Pegasus, all because you were distracted by Captain America and Iron Man duking it out. You didn't even notice one of your own enemies coming into Ponyville."

"I had to stop the fighting before the Avengers tore each other apart!" Peter said. "If I hadn't ended it, Equestria would be in a much worse condition."

"You could have ended it sooner, if you just spoke up, but you just can't be honest with your feelings, can you?" Gwen said. "How many times could you have prevented something Peter? How many times could you have just done what needed to be done? Or perhaps, you like the feelings of dread? Can't be a hero with nothing to save."

"I don't need to save lives to be a hero, I don't need to be a hero at all!" Peter said. "Spider-Man isn't my life, it's just part of it!"

"Yet it's always your biggest priority," Gwen said. "Face it, you just need the drama, you have to feel like you're worth something in life. I mean, you claim to care about Cozy Glow, yet you had this whole year to go and make sure she's alright, but no, you wait until you hear there's a problem before you start to care."

"No, that's not true!" Peter insisted. "I...I just, I mean with everything..."

"Finally speechless, Spider-Man?" Gwen teased. "Face it, you're no hero, you're a fraud."

"Just like we always believed..." came the voice of Venom, the symbiote emerging from the ground. "Since the day you had the suit, we always sensed the hidden selfishness in your heart Spider-Man. You wanted the fame and glory of being a hero. Don't you remember those old days? When being a hero was all about the money rather than the reward?"

"I was like that, and it was wrong," Peter said. "But that's not me anymore. I save people because it's the right thing to do!"

"Tell that to her," Venom said, pointing to a caged up Cozy Glow, the filly looking hurt and bruised.

"Where were you when I needed you the most?" Cozy Glow said. "Why did you let the Princesses hurt me?"

"Cozy," Peter reached out to the girl but he was distracted by the cackling laughter of the Green Goblin.

"Funny how things work out, Peter," Goblin said. "For all the people you believe that you saved, there are many who's lives only become worse because of your presence."

"We only exist because of you, and what you did to Eddie Brock," Venom said.

"How often have you turned a blind eye to the bigger picture?" came the voice of Mr. Negative. "Acting on pure emotion, and not understanding the plights of those who felt wronged by society."

"How often have you turned a blind eye to anyone struggling?" came the voice of Electro. "Is the life of a so-called villain not worth saving either? Why make us better people when you have an excuse to treat us like punching bags because of your own issues?"

Sonata then appeared before Peter, "You pretend to resent the Princesses, but when it's all said and done, you're still going to invite Luna for dinner, because you care more about the few friends you have than everyone as a whole!"

"That's a bit too generous, he couldn't even tell us when something was bothering him," Gwen said, now being joined by Peter's old classmates, Liz Allen, Flash Thompson and Harry Osborn.

"When was the last time you checked up on me? On any of us?" Harry shouted. "You come back to New York and for what? Just to play hero with The Avengers? Yeah screw the rest of us, once you got your pony friends we became an afterthought."

"Harry...I didn't mean to," Peter insisted.

"You think that's gonna make anything better?" Harry said.

"Wow, you can't even be a friend to kids you grew up with," Sonata said. "How long before you ditch your Equestrian friends?"

"I'd give him another year or two," Harry said.

"I wouldn't ditch them! Just like I didn't ditch you! I never wanted to!" Peter said. "Things just fell apart! I can make it work!"

"Funny you say that, tiger," came the voice of Mary Jane. "How many times has your precious wife told you this? Yet you always brush it off, because deep down, you don't care. You hit the jackpot with your new friends, and you never want to give that up to associate with the lessers."

"I wouldn't do that MJ," Peter insisted. "I would never want to hurt anyone, or deceive them, or just be a bad person in general."

"You really think that?" Came the voice of J Jonah Jameson, his former boss standing before him. "You are what I always believed you to be, a menace. You act righteous but you know damn well if you could, you'd deceive anyone if it meant making your own life easier!"

"Enough! I'm done with this!" Peter shouted, trying to will everyone away. "Nothing buts lies and deception! How well do any of you even know me!? You're all just a bunch of illusions!"

"They may not know you," Came a voice way too familiar, for standing before Peter was himself. This version had not only the symbiote suit, but his face was exposed to reveal his Nightmare Eyes. "But I know all about you. Those forms may be illusions, but you know deep down those feelings are real, and perhaps they have truth to them, a truth you can never admit to."

"Get out of my face!" Peter went for a punch but his other self dodged and appeared behind him.

"You're a failure, Peter Parker," Dark Peter said, dodging a backhand. "Soon that will spread to all those you love, starting with your precious little daughter."

"Bastard!" Peter leapt to attack but found nothing. "Show yourself dammit! I'm not done with you!"

"Peter!" Came the voice of Luna. "Peter! It's me!"

Using her magic, Luna had successfully entered Peter's dream, casting away all the negative illusions, leaving just herself and the hero, who had been reverted to Pony form.

"Luna?" Peter said.

"Peter, you really need to work on these negative emotions," Luna said. "They've been clouding your mind as of late."

"It's gotten pretty bad, I'll admit," Peter said. "Been like this for like a week, I don't even know why."

"Dreams are often our subconscious trying to tell us something," Luna said.

"Tell me what? What I already know?" Peter said. "I know I haven't seen my friends from Midtown. I know I screwed over Eddie. I know I've lied to Jameson and The Bugle, making money off of selfies. I know I once prioritized money over heroics. You know, the icing of the cake would be if my uncle showed up to blame me for his death, oh, maybe I could have gotten a visit from Rainbow Dash and Applejack from that alternate future where the Changelings destroyed everything."

"Don't jinx it, knowing your luck, it may happen," Luna said.

"Oh yeah, last thing I want is for you to suddenly turn into Chrysalis," Peter said, suspiciously eyeing the pony. "You are really Luna and not Chrysalis in disguise, are you?"

"If I was, it's only a dream, and you know it's a dream, so you can wake yourself up or just take control," Luna said. "I can assure you, this is the real me, no dream. Since I am here, you may speak to me about Cozy Glow."

"Oh good, I can finally get answers, seems like a real dream come true," Peter sarcastically mused. "Well since you offered, explain why she was sent to Tartarus."

"Celestia was terrified by the fact that she was the one who came up with the master plan to control Ponyville," Luna said. "Martin Li had input but Cozy Glow was the one to put everything together. She knew how to work emotions, plus there's evidence suggesting she was conversing with other villains, including old ones from years past."

"So rather than educate her on not talking to evil creatures, you just threw her in Tartarus with no chance at redemption?" Peter asked.

"Peter, she helped a villain sneak into Ponyville, on top of that, she may have traded secrets with Discord," Cozy Glow said. "We had to imprison her until we figured out Discord's situation."

"She's a kid though, an evil kid who has issues to work out, but still a kid," Peter said. "Starlight did some evil stuff and she got a second chance. Now she's the nicest pony you could know."

"Starlight I will admit was a mercy," Luna said. "Given that she directly cooperated with Loki, Celestia had considered imprisoning her in Tartarus as well. If not for her change of heart sometime after meeting her friend from The Crystal Empire, I guarantee that would have been her punishment."

"And she never would have gotten the chance she got, thus she wouldn't have changed," Peter said. "Luna, you know Cozy Glow deserved better than this. I just know she could be reformed if we give her a chance."

"Funny you say that, Sunset Shimmer has admitted to wanting to take Cozy Glow in," Luna said.

"Of course, Sunset knows what it's like being evil too, and she got her second chance," Peter said. "Can you find Cozy Glow so Sunset and I can help her be better?"

"We hope to," Luna said.

"Also, if she was in Tartarus, how did she escape?" Peter asked.

"Discord may have aided, his magic was detected at Tartarus," Luna said. "Guards that enter usually find themselves walking in circles until they're back outside, like if there's a mystical loop."

"How long has this been going on?" Peter asked.

"We're unsure," Luna said. "But, I promise you Peter, I will make sure this is fixed."

"Thanks Luna, glad I can still count on you," Peter said.

"Yes...anytime Peter," Luna said, the mare now blushing. "You know, Peter. There's much more we can still discuss, it doesn't have to be anything major either. We can just...talk about whatever you'd like. I just want to stay in your company for a bit."

"Uh sure, if that's what you want," Peter said, using his imagination to generate a grassy field with a picnic blanket. "Sweet, that worked."

"Quite well," Luna said, taking a seat.

"Anything you want to know?" Peter asked. "What did you want to discuss?"

"Well...let's start with Mayday, how has she been lately?" Luna asked.

"She's fine, still has her friends," Peter said. "There's Luster Dawn, a really sweet girl who understands my daughter well. There's also Franklin Richards, Mayday's new...crush."

"It's sweet that she found a boy to like," Luna said. "Tell me more on what she's been up to. Inventions she wants to make, hopes for the future, recent struggles with her introversion."

"Sure, let me start from the beginning then," Peter said.

Elsewhere at a campfire site on Mount Everhoof, the villains had called it a day and were trying to sleep, granted it wasn't an easy task. They had no gear so they had to make do by the fire, hoping it wouldn't go out.

Sonata struggled to fall asleep herself, constantly moving to get comfortable. As she did so, she saw that Cozy Glow was struggling due to the cold. Feeling sorry for her, Sonata had laid next to the young pony, cuddling right next to her in hopes of keeping her warm through body heat.

During this, Shocker opened an eye, seeing Sonata trying to comfort Cozy Glow. He decided to ignore it, a feeling that didn't last long. He relented and stood up, making his way to Mysterio and picked up his neatly folded cape.

He trotted over and placed it over Sonata and Cozy Glow like a blanket, the siren looking surprised by the act of kindness.

"Thanks Hermie," Sonata said.

"Don't call me that. Anyway I'm just keeping you warm so that you and that girl don't freeze to death," Shocker said. "Then that's two less people helping us find this stupid bell."

"Okay, whatever you say," Sonata said, smirking to herself as she brought Cozy Glow closer to her, comfortably falling asleep next to the filly.

The following morning, Aunt May was seen making some breakfast while Mayday, Benjy, Starlight and Trixie sat around the table.

"Food's almost ready," Aunt May said, checking to see who was present. "Though it looks like we're missing about four mouths to feed."

"Oh yeah, Twilight is usually up by this hour," Trixie said.

"She is, but she was working on some notes and plans for the Center," Starlight said. "Some of the rooms need extra resources, such as more radios and some more sports gear. She's making a list."

"What about Peter?" Trixie asked. "Sleeping in?"

"Seems like it, but it's better that way," Starlight said. "Peter does not strike me as a morning pony."

"He certainly is not one for mornings," Aunt May said, adding some extra touches.

Starlight turned her attention to the sole filly of the table, "So, Mayday, got any plans today?"

"I'm seeing Frankie again," Mayday confirmed.

"That boy comes over so often, he might as well live here," Trixie said. "Like seriously, he visits almost every day."

"Hard to blame Franklin, Mayday's a really nice girl, it's nice that he's so devoted to seeing her," Starlight said.

"Frankie's very nice too," Mayday said, a slight blush on her face. "I really enjoy being around him, he's one of the only individuals I feel comfortable with."

"He certainly feels the same way," Trixie said. "His face always lights up when he sees you, Mayday."

"You two spent time at the Gala, didn't you?" Starlight asked. "Did anything special happen then?"

"Anything on the romance side?" Trixie asked, Mayday's face turning redder. "He gave you a pretty rose after all.”

"It's sweet that he gave you a rose," Starlight said. "You must be really special to him."

"He gives me flowers all the time, he's being nice," Mayday said.

"Boys only give flowers to girls if they like the girls," Trixie said. "That boy really likes you Mayday, perhaps there's love in the air."

"Love!?" Mayday quickly got off her seat. "Uh, I should be going now."

"Mayday wait, what about breakfast?" Aunt May asked.

"I'll be back for it later," Mayday said as she left. "Better yet, bring it to my lab!"

Starlight glanced at Mayday's direction a bit, before glancing back to Trixie, "I think you may have gotten her quite flustered."

"I call it like I see it," Trixie said. "Mayday definitely has a crush on that boy, it's so obvious at this point that she's probably the only one who doesn't know, aside from Franklin of course."

"Mayday's first crush, that's so exciting!" Starlight said.

"Technically it's her second, Rumble was her first," Trixie said.

"Rumble? "Starlight asked. "Wait, that was real?"

"I mean she did seem to like being around him, and she would gush over him to the point that she'd get jealous if any other girl got near him, especially the Cutie Mark Crusaders," Trixie said. "This is probably the first time she's liked a foal that's closer to her age."

"Tell me this, how well can she manage this crush?" Starlight asked.

"It depends," Trixie said. "You don't need me to remind you how socially awkward she is to the point that it gives her anxiety."

"Right, especially in crowds, or any place with loud noises," Starlight said.

"She's still learning the fundamentals of being a social pony," Trixie said. "That's not easy for girls like her."

"Is it because she's an introvert?" Starlight asked.

"That's only part of the reason, even an introvert can be socially adept, just like some extroverts can be socially awkward," Trixie said.

"How can an extrovert be socially awkward?" Starlight asked.

"You should know, you fit the bill," Trixie said. "You like being around ponies yet you're so weird when talking to them sometimes."

"Huh? No I'm not!" Starlight said.

"You tend to babble, like when talking about your love for kites," Trixie said. "You even once put a spell on Big Macintosh to make him more talkative."

"Yeah, Remy thought it was funny but Applejack and Cheerilee weren't happy," Starlight said. "At least Cheerilee was nicer about it, Applejack looked ready to destroy me."

"Just don't try that with Mayday," Trixie said.

"I would never," Starlight said. "Still, I guess I can see your point, but I think you might be exaggerating a bit."

"Like I said, I call it like I see it," Trixie said. "It's not a bad thing, everyone has flaws. Even I make a mistake or two."

"You? Make mistakes?" Starlight sarcastically commented. "Nooo...impossible."

"Oh haha, real funny," Trixie playfully mused. "At the very least you're fun to converse with."

"Still, I will admit, this whole introvert thing can be confusing for me too," Starlight said.

"Most Equestrians don't really understand the concept, Peter believes a lot of them have to 'put it aside' so to speak," Trixie said.

"Peter's introverted too, isn't he?" Starlight asked. "How can someone so charismatic be an introvert?"

"Like I said, introverts can be socially adept," Trixie said. "Peter just knows how to adapt."

Starlight curiously turned to the other woman in the room, "Aunt May, you raised Peter, can you verify his personality?"

"Of course," Aunt May said. "Peter has always been very much to himself, even as a young boy. If he wasn't doing his science experiments, he was in his room reading his comics."

"So he didn't like being social?" Starlight asked.

"Well, it was a bit confusing for him," Aunt May said. "I think he wanted to fit in and have friends, but a lot of the time, he decided against it in the end. He would come up with a lot of excuses not to go. Some of it may have been Spider-Man related but I always had a nagging feeling that he just didn't feel up to it. He might have had a fear of making a fool of himself."

"Peter hides it well but he usually gets nervous talking to others," Trixie said. "That's why he tells jokes, to lighten the mood, not just for others, but for himself."

"So, anytime he tells a joke, it means he's uncomfortable?" Starlight asked. "But, he's joked around with me! Does that mean that...I'm making him uncomfortable?"

"No, I mean maybe sometimes but it's not you, it's him," Trixie said. "Look, maybe I explained it wrong. Not all his jokes are from him being uncomfortable, sometimes he just likes goofing around."

"Peter likes your company Starlight, so don't worry about it," Aunt May said.

"Well, that's good, I like Peter's company too, I mean if not for him, I'd still be hanging around Loki," Starlight said. "I could have ended up in Asgard during that big fight."

"Good point," Trixie said. "Peter just saved you from Ragnarök."

"I saved who from Ragnarök?" Peter asked, the hero making his way into the kitchen.

"Peter!" Starlight rushed over and hugged the hero. "I always find more reasons to appreciate you, my friend."

"Uh, wow...that's cool," Peter said, feeling a bit awkward. "Glad I can be your Asgardian Angel."

Starlight's eyes widened and pulled away, "I made you uncomfortable, didn't I?"

"Huh? No you're good," Peter said.

"You told a joke though, you usually only do that when you're feeling awkward," Starlight said. "And I made you feel awkward! Was it the hug? Do introverts like hugs?"

"Introverts?" Peter turned to Trixie. "What's going on?"

"This is Starlight proving my point about her being an awkward extrovert," Trixie teased.

"Am I really that awkward?" Starlight wondered.

"You're fine," Peter said. "Still, what's this about introverts and stuff?"

"It's basically me making sure of some research I've been doing," Starlight explained. "Making sure I understand all that I can about certain ponies. Mayday and Luster Dawn have been eye openers for sure, if I want to be a good counselor, I have to understand all personality types."

"That's good to know, just remember, there are different kinds of introverts and extroverts," Peter said. "Introverts can be social too. Twilight loves being around ponies, but she also likes having time to herself. Meanwhile extroverts can be shy and don't always like being the center of attention."

"Right...honestly this might be hard to figure out," Starlight said. "How do I tell the shy introverts apart from the social ones?"

"Just focus on other things," Peter said. "Does the pony like being with others? Does the pony prefer solitude? Does the pony want attention? Stuff like that. Mayday prefers solitude, she's fine not talking to others. But, if she considers you a friend, then she's really close to you and enjoys your company."

"Right, I have noticed that," Starlight said. "How does that compare to you and Twilight?"

"Well, Twilight likes solitude, but she can get lonely after a while, that's why she either wants to spend time with her friends or she goes out and socializes with other ponies," Peter said. "Me, I'm a bit selective but I don't mind giving an effort when I need to. I will admit, I have gotten nervous about socializing when I was a teenager."

"A bit too much at times," Aunt May said.

"I know Aunt May," Peter said. "And I will say that my time as Spider-Man really helped. Back then it was easier to be more extroverted because I wore a mask, literally. Spider-Man wasn't just my suit, it was like another personality for me. Since then I've tried merging Peter Parker with Spider-Man, and I can be friendlier to others, but I do need my alone time as well."

"Alright, so it depends on how much alone time a pony wants," Starlight said.

"Even an extrovert might want some alone time, in my opinion, everyone needs time to themselves," Peter said. "Extroverts just have more fuel than introverts do."

"Alright, that makes sense," Starlight said. "Oh, and what about the hugging thing?"

"You're allowed to hug me, we're friends," Peter said. "Mayday might be bothered unless she really likes you. She doesn't mind hugging Luster Dawn, mainly since Luster knows not to hug too tightly, unlike Flurry who goes overboard. It doesn't hurt Mayday but it embarrasses her. Twilight likes hugs though."

"Gotta say, you, Twilight and Mayday are great examples of different introvert types," Starlight said. "Maybe I can see if I can learn about it from your friends."

"Well, you can probably take some cues from Logan, he's kind of like Mayday, not really a people person, but loyal to those he cares about," Peter said. "It's good that you're learning more about this stuff though, the more ponies understand each other, the better things will be."

"One step closer to total harmony," Starlight said.

"Close as you'll get," Peter said. "It's not that likely that everyone will get along, but we can do our best to encourage it to make things easier than they are now."

"It's the least everyone can do, after all," Aunt May said. "The best way to achieve peace is to always be as kind to others as possible."

"Fluttershy's element, a key factor to respect, especially among friends," Peter said. "Speaking of which, I gotta go meet up with them later to discuss the upcoming butt-kicking we're gonna deliver to Team Capcom."

Aunt May furrowed her brow at her nephew, "Seriously, Peter?"

"To be fair, the best way to earn Capcom's respect is to try and beat them up," Peter said.

"Capcom does love communicating with their fists," Trixie said.

"By the way, where's Mayday?" Peter asked.

"Oh, Starlight teased her about her crush on Franklin and she ran away embarrassed about it," Trixie said.

"Huh? That didn't happen! You're the one who wanted the details!" Starlight said.

"Ugh, Mayday's crush..." Peter lamented.

"What's wrong, son?" Aunt May asked.

"Don't get me wrong, I like Franklin, he's a good kid and I guess if Mayday had to like a boy, then he's a good pick," Peter said. "I just feel weird knowing that she's developing these feelings. She's growing up too fast sometimes and I'm worried that one day she's not gonna need me around."

"Oh come now Peter, you know that will never happen," Aunt May said. "I know how you feel though, I went through this when you were growing up. Honestly it still feels like not too long ago that I was changing your diaper."

"Really, in front of my friends?" Peter said, feeling embarrassed.

"They'll understand, they're good mares," Aunt May said.

"If it makes you feel better Peter, my dad used to call me 'Chipmunk Cheeks'," Starlight said. "Still did when I went to visit him a couple of months ago."

"Not to make it worse, but that is a cute nickname for you," Peter said.

"Aw, thanks," Starlight said, the girl blushing from the compliment.

"My point here Peter, is that I got just as worried as you're feeling now, because it was hard for me to see you grow up," Aunt May said. "But, I had to accept it because in the end, the job of a parent is to help their child become a well-rounded individual. I had to trust that when you got older, you'd be able to handle yourself."

"I couldn't though, I screwed up a few times," Peter said.

"And that's okay, son," Aunt May said. "Everyone makes mistakes, and I was still there for you when you did. Even now I'm here, aren't I?"

"Well yeah, I wanted you close to me," Peter said.

"Because we built that bond, I'm still part of your life, and you have two kids of your own," Aunt May said. "No matter how old Mayday gets, I know she'll always want you in her life. Your daughter loves you so much Peter, you're a hero to her, even without your costume you mean more to her than anything. When the day comes that she gets married, she's going to want you there, walking her down the aisle. The day she becomes a mother, she might need your tips, just like you needed them from me."

"You really helped me with some struggles," Peter said.

"Because that's what I am here for," Aunt May said. "I may not be your birth mother, but for all intents and purposes, you are my son, and I will be there for you, just like you will for your daughter."

"Heh, this is a little embarrassing," Peter admitted. "But, thanks Aunt May. I always considered you my mother, it's nice hearing the confirmation on your end."

"Any time, dear," Aunt May said.

"I guess I shouldn't worry too much, it's just gonna take some getting used to," Peter said. "Still, just the idea of her getting married, I mean she's only nine so she's years away from that, but I will be ready for her big day."

"Walking her down the aisle, like fathers usually do," Trixie said, thinking to herself. "Kind of sad considering Apple Bloom couldn't have that."

"Neither did Applejack," Peter said. "Or Pinkie Pie, her father was not happy about her marrying Wade at the time, thankfully he's lightened up a bit since then. Everyone else at least had their fathers present to 'give them away'."

"Makes me wonder how my father would react to me getting married?" Starlight said.

"You know, couldn't Big Macintosh give Apple Bloom away?" Trixie asked. "Or you?"

"We asked, she didn't want that because she was afraid it would make her cry that her parents weren't around," Peter said. "Honestly I'm surprised she held it together with those buttercup flowers in her mane. Those were her mom's favorite."

"Apple Bloom never knew her parents, didn't they pass on when she was just born?" Trixie asked.

"Yeah, just like what happened to my birth parents," Peter said. "Wonder how they'd feel about me?"

"Richard and Mary would be proud of you too, Peter." Aunt May reassured.

"Hey Trixie, what about you and your dad?" Starlight asked. "I hear he's working at Las Pegasus."

"You met your father, Trixie?" Aunt May asked.

"A couple of months ago, I spotted him in the crowd during a show of mine,” Trixie explained. “I didn't actually go and talk to him though. It would be too awkward."

"Oh come now Trixie, you should give it a chance," Aunt May said.

"I'll go with you if you'd like," Starlight said. "We can bring Autumn Blaze, or Sunburst, or Maud."

"Bring all three of them," Peter said.

"Even better idea," Starlight said.

"...I'll think about it," Trixie said. "Still, I'm quite happy with my life here, I'm not eager to bring up a part of my life that I don't have fond memories of."

"It's up to you then, whenever you're ready," Starlight said.

"Good morning," came Twilight's voice as she entered the kitchen alongside Spike and Janet. "Did I miss anything?"

"Sit down, we'll fill you in," Trixie said.

"Time to start from the beginning, one more time," Peter said to himself.

Later near the Friendship Center, Silverstream was seen making her way inside when she spotted her best friend, "Rumble!"

"Hey Silver," Rumble said, greeting the girl.

"Is Apple Bloom here?" Silverstream asked.

"She's at home with Cumie," Rumble explained. "Given what happened yesterday, she's not too keen on coming here for a bit."

"You mean when you two were caught...what's a nice way to say it..." Silverstream came up with something. "Proving your love."

"Yeah, that," Rumble said. "Honestly, I don't regret it, I enjoyed myself, and so did she, but it was still embarrassing. She and I are gonna take a break, I actually only came here because I wanted to tell you something."

"Oh really? What is it?" Silverstream asked.

"Apple Bloom and I are going to take our honeymoon to Mount Aris, we're leaving tonight actually," Rumble said. "We'll be gone for a couple of weeks."

"Stay as long as you want, just give me the details so I can tell Terramar and Skystar to help make accommodations," Silverstream said. "Still, so happy you're finally going."

"I really appreciate you helping us get that room," Rumble said.

"What about Cumie?" Silverstream asked. "Who's watching him?"

"Flitter is, she's already our babysitter after all," Rumble said. "But if you want to help, that would be great. I want our baby to know his Aunt Silverstream after all."

"Aw, I feel honored," Silverstream said. "It's like we're family."

"Well you're one of my best friends, and friends are the family you choose," Rumble said.

"That makes you family to me too," Silverstream said. "And families get hugs!"

Silverstream pulled Rumble into a tight hug, one that the stallion sheepishly returned. Though in the corner of his eye he could spot Gallus walking into the Friendship Center, Rumble suddenly feeling tense.

"Hey what's wrong?" Silverstream asked, noticing Rumble's change in demeanor. She looked aside and spotted the Griffon, her mood souring. "Oh, it's him."

"You haven't spoken with him much lately, that right?" Rumble asked.

"Not since the fight that was his fault, and not yours," Silverstream said.

"Look, I know he's annoying and he's got a lot of issues to work out, but he's still a friend of yours," Rumble said. "You've been close for the last couple of years, don't throw it all away just because of one incident."

"It wasn't just that," Silverstream said. "Since that whole situation with Cozy Glow, Gallus just showed such apathy towards it that it really bothered me. Plus, the mean things he's said about Peter and how he treated you. It got on my nerves."

"Did you ever talk to him about it?" Rumble asked.

"I tried to, but I'm not good at confrontation, especially with someone who's supposed to be my friend," Silverstream explained. "Then came that moment where he tried forcing an ultimatum, it just really ticked me off."

"Silver, it makes sense that you're upset, but I still think you need to work things out," Rumble said. "I don't think I want to be a major reason why you stopped being friends with him, and if anyone can turn a grump into a decent individual, it's you."

"I don't know, after the other day, it might be awkward," Silverstream said.

"Worth a try," Rumble said. "But I know how you feel. Things are still pretty rough with me and Wind Sprit, granted I didn't know her as long as you knew Gallus, but I still considered her a friend."

"Forgiveness is hard," Silverstream said.

"But worth it," Rumble said.

"I'll consider talking to Gallus, I still need some time away from him to think things over," Silverstream said. "As for Wind Sprint, I think I saw her playing Buckball recently with some others, maybe you can go and try to talk to her now, see how she's doing."

"I guess that's a start, let's go give it a try," Rumble said.

Not too far away, Sweetie Belle and Smolder were seen walking together as they got close to the Friendship Center. The unicorn girl had her eyes on several other ponies nearby, paying special attention to some of those that appeared to be romantically involved with one another.

"Smolder, how often do you think about getting married?" Sweetie Belle asked.

"I think about it sometimes, but it's kind of pointless since I don't even have a boyfriend," Smolder said.

"I shouldn't myself but, I still have Apple Bloom's wedding on my mind," Sweetie Belle said. "She and Rumble looked so happy that day."

"Do you feel jealous?" Smolder asked.

"Kind of, I know it's wrong but I just wish I had a boyfriend to love me," Sweetie Belle said. "It's just ridiculous, the two boys I really liked were ones I could never have. Well, I could have had Rumble, but I screwed that up big time."

"Wasn't there another guy?" Smolder asked.

"Doesn't count," Sweetie Belle was quick to dismiss. "Also, despite what rumors say, I did not get intimate with him. I may have...used my magic creatively and uttered some names...but anything he said was just him trying to tick off my sister."

"Still, that aside, you've been feeling this way for years, you really need to forget about Rumble and move on," Smolder said.

"It's hard to, I mean he started dating one of my best friends," Sweetie Belle said. "Honestly it's almost surprising how often I saw him considering he moved to Cloudsdale, but since that city's right above us and Rumble's really fast, I guess distance didn't matter. He just wanted to be with Apple Bloom."

"That is kind of sweet," Smolder said. "But I get what you're saying. Sounds like you're not over either guy."

"Peter's easier to accept that I can't be with him, since I was a filly when I fell for him and he was a stallion," Sweetie Belle said. "Rumble was actually closer to my age. So that just feels like an even harder failure for me."

"Take it from me, obsessing over the what-ifs is not good," Smolder said. "I never told anyone this but, I always had a thing for Sandbar. I was a bit bummed out he went with Ocellus, and I still am to an extent, but in the end there isn't much I can do. Either way, I am very happy for Ocellus, out of all my friends, I felt a special connection to her, and seeing her happy makes me happy too. It's bittersweet but the best I can do now is be a supportive friend, because her friendship is too precious for me to take for granted."

"You're so sweet," Sweetie Belle, nuzzling her friend's cheek. "A big softie under those hard scales."

"Knock it off, this is why everyone thinks that we're dating," Smolder said. "No offense to you, if I were a guy I probably would date you, but I don't need rumors spreading."

"Just ignore them, a lot of those rumors are probably from horny stallions who want to see two cute girls making out with each other," Sweetie Belle said.

"You're cute, I'm not," Smolder said.

"Don't give me that, I've seen how some boys look at you," Sweetie Belle said. "You know what, you and I are gonna go find some boys to date."

"Where?" Smolder asked.

"Where else? The Friendship Center," Sweetie Belle said. "Actually, let's go around back. Sometimes I see some athletic ponies playing outdoor games. Let's get ourselves some strong stallions."

"I don't think I want to date a jock," Smolder said.

"Not like we have anything to lose," Sweetie Belle said. "Let's hurry."

At the Buckball field, Rumble and Silverstream were passing through, taking note of the ponies practicing their moves.

"A lot of talent here," Rumble said. "One day you and I should do another big Buckball game, but this time we can be on the same team."

"We do make a good team," Silverstream said, glancing at the ponies. "Gotta say, some of these stallions are pretty cute."

"Hey if you want to go take a chance, I can talk to Wind Sprint alone," Rumble said.

"Eh, I'm kind of nervous doing that alone," Silverstream said.

"Alright, I'll help you out later then," Rumble said. "Actually, they might come to you, that's what stallions do after all, they go to the girl."

"Think they would come to me?" Silverstream asked.

"They'd have to be pretty dumb to not see that you're a very pretty hippogriff," Rumble said.

That got a blush on Silverstream's face, "Aw, thanks buddy."

"Don't mention it," Rumble said, then spotted who he was looking for. "Wind Sprint!"

"Huh?" Wind Sprint turned to spot her friend. "Rumble!?"

"Hey, been a while since we talked," Rumble said.

"Yeah...it's so nice to see you," Wind Sprint said, awkwardly floating down to the stallion. "So...how's Apple Bloom?"

"She's fine, we're going on our Honeymoon later," Rumble said.

"That's cute," Wind Sprint said, trying to think of more to say. "Is your son doing well?"

"Yeah, he's got a lot of energy for sure too," Rumble said. "We're hoping he slows it down but he definitely gets his excitement from me, though Apple Bloom would tell you she was hyper as a kid too, so maybe a combination."

"Yeah..." Wind Sprint said.

Rumble could tell she was feeling awkward, so he thought it best to just get this over with, "Look, Wind. I know things have been awkward for the last year, but I really don't want us being this way. When I met you, I instantly knew I wanted you as a friend. I know The Crusaders liked you too."

"What about Dinky?" Wind Sprint asked.

"Uh...well, she still needs some getting used to since she's not happy with what you did," Rumble said. "But we can work that out too. Fact is, a lot of other ponies went through this. Fluttershy had to learn to forgive Pinkie Pie, Johnny Storm and Bobby Drake had to settle their issues, even The Royal Sisters as well as Cap and Mr. Stark did their best to work things out. No reason we can't. I just want to really put this behind us."

"I want to as well but...I still can't get over it," Wind Sprint said. "When I came here, you were instantly nice to me and I still turned on you because of orders. I even ended up quitting The Wonderbolts because of that."

"Really wish you didn't," Rumble said. "You have amazing talent."

"I joined The Wonderbolts with you, not just because it was cool but because I wanted to hang out with my friend some more," Wind Sprint said. "Now I feel too guilty to do that."

"Wind Sprint," Silverstream said, getting her attention. "You remember me, right?"

"Yeah, Rumble's new best friend, the one who didn't betray him," Wind Sprint said.

"You shouldn't be so hard on yourself, like Rumble said, you made a mistake," Silverstream said. "He would have followed Mr. Stark and Spitfire no matter what at one point too. It took that mean lady hitting Apple Bloom to get him to realize that The Accords had faults. I know you made a mistake and you felt like you betrayed Rumble, but he cares enough to still want you as his friend, don't throw it away for guilt, just try again from the beginning."

"Silverstream and I had a really bad start," Rumble said. "Now she's a girl I would trust with my life. I think you and I can fix things too."

"Well..." Wind Sprint lightly kicked the ground. "I want to, but-"

"Watch out!"

BONK!

"OW!"

"Sweetie Belle!" Smolder shouted in worry.

"Sweetie Belle?" Rumble turned to see his unicorn friend keeled over in pain after a buckball hit her in the head. "Oh no!"

"Sweetie Belle!" Silverstream worriedly rushed over along with Wind Sprint.

"I'm really sorry!" an orange colt with blue hair insisted. "I didn't expect her to be there."

"Didn't expect her? What are you blind? Do you not pay attention when throwing your stupid ball!?" Smolder shouted, getting in the pony's face. "You hurt my friend!"

"I will make it up to you, I promise," the pony said.

"First Base, what's going on?" Wind Sprint asked the colt.

"I may have accidentally hit Sweetie Belle in the head with my ball," First Base said.

"Uh, 'may have'?" Smolder sarcastically asked. "You DID hit her! Now she's in pain!"

"Mistakes happen!" First Base insisted.

"I'm gonna make you regret what you did!" Smolder shouted, cracking her knuckles.

"Uh, Smolder, maybe don't start a fight," Rumble said. "Take it from me, you will earn Twilight's wrath."

"He said he's sorry, I don't think he would hurt Sweetie Belle on purpose," Silverstream said.

"I have a lot of respect for the Cutie Mark Crusaders, as do many of our old classmates and peers," First Base said.

"...Fine," Smolder said, gently stroking Sweetie Belle's head. "You better make this up to her!"

"I will, I promise," First Base insisted.

"Let's make sure it isn't too bad," Silverstream said. "She did take a blow to the head after all."

"Sweetie Belle..." Smolder lifted her chin up to check her face. She had a bruise on the side of her forehead and she looked very dizzy. She held up a couple of digits. "How many claws do you see?"

"Who's Sweetie Belle?" the girl said.

"Oh no! I think she has amnesia!" Silverstream said.

Smolder again glared at First Base, "You son of a-"

"Smolder!" Rumble shouted. "Please, don't lose your temper. Sweetie Belle will be okay, just...take some time to cool off."

"Alright fine," Smolder said, angrily stomping off.

Rumble lifted Sweetie Belle into his hooves, holding her bridal style. "I'm gonna get you to the nurse's office, alright Sweetie Belle?"

"Why is everything spinning?" Sweetie Belle said. "Am I on a carnival ride?"

"Geez First Base, how hard did you throw that ball?" Wind Sprint asked.

"I just threw it like normal," First Base insisted.

"She'll be fine, but we should let her sister and brother-in-law know," Rumble said.

First Base gulped in worry, "Isn't her brother-in-law that pony with the ice powers? He's not gonna turn me into an ice cube, is he?"

"Just explain what happened, Rarity is very understanding, and I doubt Bobby will get that mad," Silverstream said. "I'll go and find them, just try to maintain your composure."

"Yeah, sure," First Base said.

"I'll go find Princess Twilight," Wind Sprint said.

"We'll be right back, just try to stay out of Smolder's way for now" Rumble said, flying Sweetie Belle to the nurse's office.

"Yeah, sure," First Base said, the boy still feeling worried.

While this was going on, Adagio and her team had returned to Tartarus, courtesy of Discord's portal.

Meanwhile at Mount Everhoof, Adagio and her team finally spotted the bell in question, however it was guarded by powerful magic. When Sonata tried grabbing it, a powerful magic knocked her back. Electro tried touching it, and it ended up burning his hoof.

"That's some strong magic," Sonata said.

"Well this is just great, now how are we supposed to get it?" Electro asked.

Shocker tried blasting with his gauntlets, to no avail, "There's no way past this barrier."

"Doesn't Tirek absorb magic?" Cozy Glow asked. "Should we ask Discord to bring him here?"

"No, he mentioned that he could only take magic from living beings," Adagio said. “But if we combine all our resources, we might be able to blast through this barrier and get what we need.”

"Are we strong enough?" Aria asked.

"Let's find out, get ready for some high notes," Adagio said. The siren and her friends charged up some energy and let out a powerful banshee like screech, bothering the ears of the other villains.

Despite their yelling, the barrier did not disappear, only barely opening for a bit.

"This sucks, what now?" Aria asked.

"We need a bit more power," Adagio said. "Boys, any chance we could borrow some of your negative emotions?"

"...What's gonna happen to us?" Electro asked.

"You'll live, we won't steal your lifeforce," Adagio said. "We just need enough to pry open this gate."

"If it's negativity you need, then perhaps I can help," Martin said. "I can take all the negative emotions these gentlemen have and amplify it, giving you two more than enough negative energy."

"That sounds good, so long as they agree to it, and that it doesn't hurt them," Sonata said.

"Gentlemen?" Martin said, getting their attention.

"...Fine, get this over with," Shocker said. "You owe us one for this."

"What about Cozy Glow?" Mysterio asked.

"I'd rather she not be part of this,” Sonata said. "Go for it, Mr. Negative."

Using his powers, Martin enhanced the bad energy from within the three men, focusing on their disdain for Peter and Discord as the sirens felt the energy circulating through their bodies.

The Dazzlings fully absorbed the negative feelings and tried again, blasting the magical barrier. Just the sound of their high-pitched screeches made the men feel even more irritated as they just wanted this over with.

"It's working, keep it up!" Negative said, using some spare energy he had to attack the barrier as well.

A hole was opening but it still would be a while before the barrier was down. Not wanting to wait, Cozy Glow sped in to grab the bell. However her ears were ringing in pain and her body being exposed to the magic made things harder.

"Cozy!" Sonata called, surprising her allies as the sudden stop reactivated the magic, hitting Cozy hard and knocking her to the ground. "COZY GLOW!"

Sonata ran over to help the girl up, seeing some burn marks on her wings as the others gathered around the young pony.

"How are her wounds?" Mysterio asked.

"I see some burns," Shocker said.

"Look!" Electro said, gesturing nearby. "The kid actually grabbed the bell!"

"Great, now we can bring it to Discord!" Sonata said.

"Okay, but why should we exactly?" Electro asked. "We're the ones who worked for this thing, it should be ours!"

"You think Discord would actually let us have it?" Aria asked.

"We have the bell, let's just fight him ourselves," Shocker said.

"What about everyone else?" Sonata asked. "Like Tirek, or Chrysalis, or even Osborn."

"I bet they hate Discord too," Shocker said. "If we can convince them-"

Nearby Martin was seen chipping away at a nearby rock, much to everyone's confusion.

"Li, what the hell are you doing?" Electro asked.

"I've always wanted to do a little sculpting," Martin said.

"...Seriously? I know you mentioned having an art degree but now's not the time for it," Shocker said.

"Is it?" Martin said, showing off the shape. "Or is our true destiny, ringing?"

Adagio knew what he was doing, the mare smirking in satisfaction.

Meanwhile at the nurse’s office, Rumble had explained everything, the nurse leaving the room to get some supplies while Sweetie Belle laid on the bed.

"Wonder why she needed to leave to get this stuff? Shouldn't it be in the room already?" Rumble wondered. "Guess this place is still disorganized, it did just recently reopen."

"Uuuhhh," Sweetie Belle groaned in pain, holding an ice pack to her head. "It's all throbbing."

"Sweetie Belle?" Rumble said, getting her attention. "Are you feeling better? Do you recognize me?"

"...You're cute," Sweetie Belle said, earning a blush from Rumble.

"Uh, thanks," Rumble said, feeling awkward.

Sweetie Belle tossed the ice pack aside, glancing seductively at Rumble, making the boy feel even more strange.

"So, do you still not recognize anything or-" Rumble then felt himself pulled into a heated kiss by Sweetie Belle, the boy freaking out as he stumbled backwards, falling on the floor. "Sweetie Belle!"

"I want kiss," Sweetie Belle said, crawling over Rumble and locking him in another kiss, the boy nervously sweating from what was happening. He wanted to push her off, but he was afraid of aggravating her injury.

"Stay calm, think of a way to break away without hurting her...wow she's a good kisser," Rumble mentally slapped himself. "You're married dofus! You have a son too! Just pull away gently so that-"

"They should be in here," Wind Sprint said, opening the nurse's office, the full view of Sweetie Belle making out with Rumble being exposed to Twilight, Peter, Silverstream, Rarity, Bobby, Scootaloo, Smolder and First Base.

"Please tell me this is just a bad dream..." Rumble began to sweat hard as Sweetie Belle pulled away.

"Hey, this isn't a show!" Sweetie Belle said.

"...Rumble," Twilight said, rage seeping into her voice.

"I swear, I can explain," Rumble said. "Uh, Sweetie Belle, do you mind getting off me? This is very uncomfortable."

"You don't feel uncomfortable," Sweetie Belle said. "But I am feeling something else."

"Crap!" Rumble didn't care anymore, he flew away from the girl, the gust of wind knocking her back as he went behind the bed, the boy feeling very humiliated. "Dang it.”

"Sweetie Belle!" Smolder ran to check on her friend, who fortunately wasn't hurt but still a bit dizzy.

"Ugh, so much yelling," Sweetie Belle said. "Where's that ice pack I just had?"

"There it is," Smolder said, grabbing it to place on her friend's head. "Hey, are you getting back to normal?"

"What's normal?" Sweetie Belle asked.

Rarity knelt beside her sister, checking her bruise, "It isn't as bad as I feared but it is a terrible bump. Sweetie Belle should be brought home immediately and placed in bed."

"Well, the nurse did want to bring her some medicine first," Rumble said, earning some glares from Rarity, Smolder and Bobby.

"Mind explaining why you were making out with my sister-in-law?" Bobby asked.

"I'd like to know as well," Twilight said. "This is the second day in a row you let your passions run wild, only this time, with a girl that isn't your wife! Now why were you kissing Sweetie Belle!?"

"It was an accident!" Rumble said. "She came onto me!"

"She was leading the kiss," Silverstream pointed out. "So it stands to reason that she started this."

"Yeah, she just started kissing me for no reason," Rumble said.

"Well you didn't seem to be resisting," Twilight said.

"I was afraid of hurting her more, that's why!" Rumble said.

"Rumble, you expect me to believe that you couldn't get a mare off you without hurting her?" Twilight asked. "She wasn't even using her magic to keep you restrained."

"She's probably got a concussion, I didn't want to shove her away," Rumble said. "I mean, I guess I did because things just got too awkward but-"

"If we hadn't come in, and you felt 'awkward', would you still have moved?" Twilight asked.

"Of course, I don't want to do anything I'll regret," Rumble said.

"Rumble, two days ago you picked a fight with Gallus, yesterday you pulled Apple Bloom into a public changing room to rut her, and now I catch you making out Sweetie Belle in the nurse's office," Twilight said. "You are way past the point of regrets!"

"Princess, aren't you being too hard on Rumble?" Silverstream asked. "He made a few mistakes, it happens to the best of us."

"She's right," Peter said. "Twilight, you're being too judgmental."

"Peter, he cheated on Apple Bloom," Twilight said.

"He didn't cheat, Sweetie Belle kissed him," Peter said. "Believe me Twilight, I can tell the difference."

"I am fully aware that you know the difference, Peter," Twilight said, a hint of resentment in her voice.

Peter sensed the hostility but knew this wasn't the time or place to address it, "Look, we both know Rumble well, we practically raised him. Even when he stopped living with us, we were both there to guide him, to see him grow up, to watch his maturity into adulthood. We both know he wouldn't do anything like this on purpose. He loves Apple Bloom, if he says Sweetie Belle came onto him, I believe him, because clearly Sweetie Belle is not in the best state of mind."

"It's true, she even showed signs of amnesia," Silverstream said.

"Amnesia!?" Rarity shouted in worry. "Is our darling little Sweetie Belle gonna forget about us!? About me!?"

Bobby glared at First Base, "I'm so gonna kick your ass for this."

First Base freaked out and hid behind Silverstream, "I thought you said they'd be understanding."

"And they are, because Bobby isn't going to hurt you!" Peter said, glaring at the ice hero. "Are you Bobby?"

"Not making any promises," Bobby said.

"Dude, he made a mistake!" Peter said. "Like, holy crap, is making a mistake really that much of a taboo now? I'm worried about Sweetie Belle too but I'd like to think this kid wouldn't hurt her on purpose."

"He said he admired her," Silverstream said. "And all the Crusaders."

"Wait, really?" Scootaloo asked.

"Hey you girls are practically legends among our peers, given how well you mastered the concept of Cutie Marks," First Base said.

"We didn't master it, we just learned to understand them more, anyone can with the right focus," Scootaloo said.

"Still, you got your marks at the same time, that's super rare!" First Base said. "And they're all the same too! Plus you're one of the only kids who had the guts to stand up to Diamond Tiara, on top of that you're close friends with Princess Twilight and Spider-Mane. You're the envy of our classmates."

"Wow, I feel honored," Scootaloo said.

"Uh...by the way, are you dating anyone?" First Base asked.

"Heh, you're cute but I'm taken," Scootaloo said.

"Wait, really?" Peter asked. "By who?"

"You'd need to see it to believe it," Scootaloo said. "He's a good kid though, you've probably met him at least once, I'll introduce you later."

"I look forward to that," Peter said, then noticed First Base looking disappointed. "There's plenty of options kid. I've been turned down so I know how you feel."

"Pfft, who turned you down?" Wind Sprint asked. "You're the cutest superhero in Equestria!"

"Bullshit, everyone knows I'm the cutest," Bobby said, much to Rarity's annoyance.

"You wish," Wind Sprint said, then turned to Peter. "Seriously, lots of girls have had a crush on you...myself included."

"I'm flattered," Peter said. "But I've been turned down, it sucks but you just gotta pick yourself up and move on. Girls are lucky though, they're not expected to make the first move, so you don't have to worry about that too much."

"Didn't Twilight make the first move with you?" Bobby asked.

"I said they're not expected, not that they don't," Peter said. "Look, let's just keep Sweetie Belle comfortable."

"She sure was comfortable with Rumble," Wind Sprint said.

"Not funny!" Rumble said.

"How long are you gonna stay behind the bed? Did Sweetie Belle make you that hard?" Wind Sprint asked.

"Please don't word it like that," Rumble said. "I just want to move on from this. I still have my honeymoon to go on."

"Are you going to tell Apple Bloom?" Silverstream asked.

"...Should I? I mean, I don't want to keep secrets from her, but I don't think she needs unnecessary stress," Rumble said.

"She's gonna find out, girls have a way of finding out these things," Peter said. "That and the guilt might get to you. You're better off being honest with her, she might get mad, but she'll be even madder if she finds out on her own."

"...Scootaloo, you know Apple Bloom really well, how do you think I should go about this?" Rumble asked.

"Don’t worry, I’ll help you out," Scootaloo said.

"Yeah, alright," Rumble said. "Twilight, I'm sorry for upsetting you again."

"Just...try to behave yourself, I don't want this place getting shut down again," Twilight said.

Silverstream raised her eyebrow at her fellow Princess, a little bothered by that reply. "Princess Twilight, I seem to recall that when me and my friends made a mistake, you were quick to defend us from Neighsay, and you barely knew us at the time. So, I should hope that you know Rumble made a mistake, and he's family to you."

"I recall that day, Silversteam, you nearly got my school shut down," Twilight said. "Not that it mattered since it got shut down anyway."

"Alright, Twilight, come with me, now," Peter said, leaving the room.

"What could he want?" Twilight wondered as she followed her husband.

"Damn, Peter really grew a pair," Bobby jokingly stated.

"Bobby, not the time!" Rarity scolded. "Also, where is this nurse?"

The ice hero turned his attention to Rumble, "Yo perv, where'd you say the nurse went?"

"Bobby!" Rarity scolded. "Please stop being immature!"

"He was the one making out with Sweetie Belle," Bobby said. "Which doesn't leave this room by the way! Apple Bloom can find out because she's gotta know but I don't want this mucking up Sweetie Belle's reputation."

"You think I'll let that happen to my friend?" Scootaloo asked.

"Yeah, no one's gonna drag her name through the mud," Smolder said.

"Look, Rumble, just tell us where the nurse is," Bobby said.

"She left a while ago and hasn't returned, she's looking for supplies," Rumble said.

"What supplies? She should have everything here!" Rarity said, groaning in annoyance. "This is why Twilight needs to let us help more, she complains that Peter does everything alone yet wants total control over this place. Then stuff like this gets overlooked."

"Twilight thinks she can do everything herself, for better or worse, this shows why she's a match for Peter," Bobby said.

"Well, I'm going to find the nurse and hurry her along," Rarity said. "Bobby, please keep an eye on Sweetie Belle."

"I'll help too," Smolder said.

"Same, Sweetie Belle's my pal after all," Scootaloo said.

"We'll leave you to it then," Wind Sprint said. "Let's go Base."

"What about Sweetie Belle, can I do anything to help?" First Base asked.

"You've done enough," Rarity said, making her way out the room.

"I really thought she'd be more understanding than this," Silverstream said.

"Silverstream, her sister got whacked in the head with a buckball, and she got exploited by Rumble," Bobby said. "Of course she's not fine."

Silverstream furrowed her brow, "Can you please not say that? You know Rumble wouldn't do this on purpose."

"Whether he did or not, the kid did not handle this well,” Bobby said. “When he got married, I figured it meant him growing up, but that sure isn’t happening.”

"Even if Rumble's still got some growing up to do, he's at least trying his best," Scootaloo said. "He's got friends who care about him and he cares about them."

"Silverstream definitely seems to like him," Smolder said. "But I kind of agree with Bobby, he does do stupid things sometimes, and I'm worried it's going to drag Silverstream down."

"Geez, so that's how it's gonna be," Scootaloo said. "You know, you two can handle Sweetie Belle for now then, I'm gonna make sure Rumble's alright."

With Scootaloo gone, all that was left was Bobby and Smolder to take care of Sweetie Belle.

"This is not a good day, huh?" Smolder asked.

"Just a bump in the road," Bobby said, laughing to himself. "Get it, bump?"

"Not ready to laugh about that, I really got worried about her," Smolder said.

"She'll be fine," Bobby said. "Let's get her back in bed."

"Yeah, sure," Smolder said, helping Sweetie Belle back on.

"Anything I can do for her?" First Base asked.

"Just wait outside for Rarity," Bobby said.

"Sure, I will," First Base said.

"I'm gonna get back to my Buck Ball practice, keep me up to date on Sweetie Belle," Wind Sprint said.

"Sure thing, kid," Bobby said as Wind Sprint made her leave.

Outside Scootaloo was frustratingly making her way out of the center, "What an overreaction.”

"Hey Scootaloo," Tender Taps greeted, Laura right beside him. "Everything going well?"

"Not exactly, Sweetie Belle just got hurt, and both Bobby and Rarity are ticked off," Scootaloo said.

"She's hurt? What happened?" Tender Taps asked.

"She took a Buckball to the head," Scootaloo said. "She should be fine, she just needs time to recover."

"Wow, a Buckball to the head? That sucks," Laura said. "I heard you Crusader girls are pretty thick headed, so you should be fine."

"Not funny," Scootaloo said. "But she will be fine, once the nurse checks up on her."

"We'll be sure to check up on her ourselves soon," Tender Taps said.

"What do you mean 'we'?" Laura asked.

"Come on, be friendly," Tender Taps scolded.

"Oh fine," Laura said.

"Well I gotta talk to Rumble about something, see you later," Scootaloo said, making her leave.

Meanwhile in Twilight's office, Peter looked to be very disappointed in his wife, "Twilight, what was that about in there? You were being too hard on Rumble in there, and then that comment to Silverstream? Twilight, I know you're worried about the Center and all, but it's really messing with your head."

"I just want to make sure this place runs smoothly," Twilight said. "No troubles whatsoever, everything in order."

"I understand that you want that," Peter said. "But don't set unrealistic goals on yourself. You can't control everything and you can't prevent accidents. Everyone here is liable to mess up and what matters is addressing it properly after the fact. Now, what Rumble did looked bad, but I'd like to think he wouldn't do something that stupid on purpose."

"Do you really think so? He's shown that he isn't as well behaved when he was a kid," Twilight said. "Three days in a row he caused trouble."

"Two days ago, he punched someone who was quite honestly asking for it," Peter said. "Yesterday, I'll give you that, but it just means that Rumble really loves Apple Bloom. Today, I really do think Rumble didn't intend to do anything. Sweetie Belle's always been a bit weird with romance, and since she was out of it, she probably acted on instinct."

"I guess you're right," Twilight said. "Sorry, I know I shouldn't say such things, but given everything that's happened, plus trying to manage this place, I guess my judgement has been lacking."

"Are you overworking yourself?" Peter asked. "You are letting your friends help you with the planning, aren't you?"

"I am...a little," Twilight said.

"Twilight!" Peter scolded. "You know better than to overwork yourself!"

"I just want this place to be as perfect as possible, I need this place to be a success!" Twilight said.

"Twilight, this center is great and all but why are you so adamant on working yourself so overly hard for it?” Peter asked. “You haven't gotten this worked up since this place was still a school."

"Peter, I'm the Princess of Friendship, this place is what defines me in my title," Twilight said. "My School of Friendship failed, but my Friendship Center could be a success! Without it, how can I prove myself as The Princess of Friendship? Who would I be without this place?"

"You would be Twilight Sparkle, a mother of two beautiful children, the younger sister of a great stallion, the older sister of a kind dragon, and a dear friend to many different ponies," Peter said. "That's all that should matter. Nothing more. Ambition is great but not if you're overworking yourself just because of this Princess of Friendship stuff!"

"Stuff? Peter, this is a title and a duty given to me by Princess Celestia!" Twilight said.

"For what!? Why did Celestia give you this title? What is Celestia even planning for you!?" Peter asked. "When you first got this Princess of Friendship title, I thought it was cool at first, because it showed just how hard you worked. I barely understood it, but I respected what it meant to you. But now, it seems like it's just controlling your life and one big set-up for Celestia to use you for whatever grand scheme she had! For God's sake, she intended for you to just take over the country with little to no warning! That's just messed up, Twilight!"

"Celestia wouldn't do this without reason," Twilight said.

"Twilight, I know you respect Celestia, and for good reason, she is your mentor and she's the Princess," Peter said. "But once in a while, you have to think for yourself. It just seems like a lot of the time you just want to live up to Celestia's expectations, especially with this Center."

"What about Friendship and Harmony?" Twilight asked.

"Twilight, you weren't exactly showing either trait with Rumble," Peter said. "Again, I know he made mistakes but you're getting to a point where it just seems like you're quick to judge."

"Honestly, sometimes I do kind of feel a bit annoyed by his actions, ever since he got into that ridiculous rivalry with my ambassador students," Twilight said.

"Ambassador students?" Peter asked. "Twilight, it almost sounds like you value them just to have good relations with other countries, not fair to them individually. Plus Rumble put it behind him, now Silverstream's his best friend. It worked out."

"What if it didn't?" Twilight asked.

"Does it matter? Instead of worrying about what-ifs, just be grateful that things turned out alright," Peter said. "Twilight, you can't control everything that happens. What makes you a great leader isn't how much you dictate the actions of others, but how well you handle yourself whether things go right or wrong."

"Yeah, you're right," Twilight said. "I guess I overreacted too much. I probably should apologize to Rumble for how bad things have been between us. I just want everyone to be happy."

"Even if not everyone, try to do as much as possible in regard to the happiness," Peter said. "And know this, if you really like being Princess of Friendship, that's great. I'm not telling you to give that up, what I want is for you to make your own choices and be confident in it. Celestia probably has your life planned out, but it's still your life in the end. Shape your own destiny, don't let anyone else shape it for you."

"Of course, I will do just that," Twilight said. "Thanks for talking things out with me."

"I'm your husband, keeping an eye out for you is the least I can do," Peter said, giving his wife a kiss. "Come on, let's make sure Sweetie Belle's tended to properly."

"I should go see if Rarity found the nurse, you go on ahead," Twilight said, teleporting away.

"Sometimes I forget she can do that," Peter said, then heard some chuckling nearby, courtesy of a mare with white hair and red eyes.

"You're such a good husband," the mare took a bite out of an apple. "Princess Twilight is lucky."

"Uh, thanks, I guess?" Peter said. "How long was she here? I didn't even notice her."

"Good stallions are hard to find, what poor luck that the perfect stallion is taken," the mare said, making her exit. "Oh well, such is life."

Once she was gone, Peter scratched his head in confusion, "Weird, she doesn't set off my spider sense but I can't help but feel there's something odd about her. Maybe it's my imagination, I mean she looks like a regular pony, sounds like one too. No time to think, I gotta check on Sweetie Belle."

As Peter left, the pony had shifted back into her true form, Eris, the draconequess looking very satisfied. "This will be fun."

Meanwhile Rumble had left the Friendship Center, he was already on his way back to his home with both Silverstream and Scootaloo right beside him.

"So, need to practice what you're gonna say before you say it?" Scootaloo asked.

"That kind of thing never works," Rumble said. "I just gotta go in and be honest with her."

"Yeah, it should work out, the Apples value honesty above all," Silverstream said.

"Usually, but keep in mind that this is a pretty big thing to be honest about," Scootaloo said. "Just be careful how blunt or forward you are about it, otherwise you'll definitely tick off Apple Bloom."

"I think I got that," Rumble said, arriving at the front of his house. "Wait here, I'll talk to her alone first."

"Sure, we're with you buddy," Scootaloo said.

Taking a breath, Rumble had gone inside, spotting his wife cleaning some furniture with a feather duster. "Apple Bloom?"

"Hm? Apple Bloom turned around to spot her husband, "Oh, Rumble, glad yer here. Ah got something to tell ya."

"You do?" Rumble asked.

"Yeah, just promise you won't be too disappointed," Apple Bloom said.

"You could never disappoint me," Rumble said. "What's on your mind?"

"We might need to postpone our trip to Mount Aris," Apple Bloom said.

"Huh? What for?" Rumble asked.

"Well, Spring time is a very busy time fer us on the farm," Apple Bloom said. "We got a lot of orders to fill, so Applejack and Big Mac need me to help with the farmwork. Plus Remy heard about this tournament them Capcom folks wanted and Twilight's setting something big, so Big Mac figured we could make good business there, assuming Peter wants to do this."

"He might, it'd be awesome to see him fight in a Tournament," Rumble said.

"If it happens, it means more work, and the family's gonna need mah help," Apple Bloom said. "So yeah, gonna have to put a rain check."

"Hey, you do what you have to do," Rumble said. "And if you need help with it, you know I'm right there. I'm part of this family now too after all."

"Ah knew you'd understand, yer the best," Apple Bloom said, giving a nice kiss to her husband. "The day will come though, ah really look forward to it."

"Hey it's a Honeymoon with you wherever we are, I'm fine celebrating our love even here," Rumble said. "I'll make a nice dinner for us later."

"I'll make us dessert," Apple Bloom said. "So, how was it today at the Center?"

"Uh, awkward," Rumble said.

"Did um...you run into Twilight?" Apple Bloom asked. "Is she still mad about yesterday?"

"Yeah," Rumble said. "It's fine, she mostly just blames me."

"It's not fine, ah went along with it too," Apple Bloom said. "I got no regrets either, you were amazing. But of course you always are in bed."

"Only because it's you," Rumble said. "Which brings me to something else."

"What is it?" Apple Bloom asked.

"Today...Sweetie Belle got hurt," Rumble said, alarming his wife.

"Hurt? How? Is she okay now? Apple Bloom asked.

"She's fine, last I checked," Rumble said. "Seems like the place wasn't ready for her injury though, Rarity's pretty ticked about it."

"What happened to her?" Apple Bloom asked.

"One of the Center Goers hit her in the head with a Buckball," Rumble said. "Completely by accident of course. But he clonked her hard. I was able to get her to the nurse's office right afterwards. Though, she was really out of it when I got there."

"Ah can imagine, it must have hurt," Apple Bloom said. "Ah should go and check on her then, make sure she's alright."

"Wait..." Rumble said, wanting to talk more but the fear was getting to him. "The thing is..."

"Hm? What's wrong?" Apple Bloom asked.

Rumble couldn't do it, the fear of his wife's reaction got to him. He instead just pulled her in for a hug, "It's great kind and caring you are to others, especially your friends. I love you, and you mean the world to me because of who you are as a pony."

That confused Apple Bloom momentarily, the girl then slowly returning the bug, "Love ya too, sugar pie."

Rumble knew he could regret this, though hoped this never would need to be brought up. Not like anyone there was gonna talk, knowing this could negatively affect Sweetie Belle. Speaking of which, "Silverstream and Scootaloo are outside, I gotta say something to them quick."

"Sure, I'm gonna go and gather some things fer Sweetie Belle," Apple Bloom said. As Rumble went outside, Apple Bloom trotted to the kitchen, still thinking over Rumble's words. "Ah get the feeling there's more to this story, but Rumble can tell me when he's ready to."

Outside Rumble faced his two friends, "Yeah, I couldn't tell her." Immediately Scootaloo whacked him on the forehead, "Ow! What the heck was that for!?"

"She's gonna find out eventually!" Scootaloo scolded.

"Yeah, I know, but it's really not easy," Rumble said. "If you had a boyfriend, would you be happy that he kissed another girl?"

"If I understood the situation, I think I'd be able to play it cool," Scootaloo said.

"You say that until the raw emotion kicks in," Rumble said.

"Rumble, this is silly," Silverstream said. "Sweetie Belle kissed you, not the other way around. If you hide it like this, then it's going to make it seem like you took your own initiative."

"I'll try telling her later, but right now, I need a bit more time," Rumble said.

Scootaloo shook her head in annoyance, disliking how Rumble was handling this situation, "Fine, but don't take too long."

"I gotta help Apple Bloom with something, you two go and make sure Sweetie Belle's doing better," Rumble said, heading inside.

"Think this will come back to bite him?" Silverstream asked.

"Right in the flank," Scootaloo said. "For now, let's do what he asked and check on Sweetie Belle."

"Okay," Silverstream said, following Scootaloo.

Back in Taratrus, the villains had stepped through a portal that Discord made, finally leaving the snowy mountain and facing the chaos creature.

"So? How was it?" Discord asked.

"Fine," Adagio said. "But you would probably know that, seeing as you like to check in a lot."

"Well not exactly this time, I was so preoccupied by Goku Black and helping out Tirek," Discord said. "Also Osborn's been acting nuttier than usual."

"So, you don't know what happened?" Adagio asked.

"I trust you got the bell," Discord said. Martin tossed the item to him, Discord quickly inspecting it. "This is odd, there seems to be no magic."

"You told us to retrieve the bell, not make sure it works," Shocker said.

"Hm...maybe the magic's gone...or it's just a bit rusty," Discord said. "Well good work, go take a break now."

"Wait, Cozy Glow got hurt trying to get it," Sonata said, gesturing to the girl resting on her back. "Can you magic her better?"

"Sorry, no," Discord said. "I am not a healer type. I mean, I could try but I might accidentally turn her wings into hockey sticks."

"...That was the most random shit I've heard all day," Shocker said.

"Random's all part of the fun," Discord said. "Now I have some worlds to inspect, tootles."

Discord disappeared in an instant, leaving the villains behind for the moment, and Sonata looking furious.

"He's so useless," Sonata looked to Cozy. "We gotta heal her wings."

"She'll be fine," Adagio said, pulling out the real bell. "For now, we have our own bit of planning to do."

Back at the center, Sweetie Belle was doing much better, no longer dizzy or loopy. Thanks to proper treatment she was making her recovery, though needed to keep an ice pack to her head for the moment to quell the bump.

Apple Bloom had arrived with some treats, though the farmer filly couldn't help but notice that everyone seemed odd around her, though she didn't pay much mind at the moment.

As she talked things over in the nurse's office to Twilight, with Apple Bloom, Rarity and Smolder right beside her, Peter was outside talking with his friends.

"So, Marvel vs Capcom, you guys want part of that?" Peter asked.

"Little surprised they want another tournament," Johnny said. "I mean, I'm all for it but what do you think is really bringing it on?"

"From what they said, it's nothing competitive, they just want to do this for fun," Peter said. "It's like their way of bonding with us."

"As long as it's really friendly, and not them holding a grudge from years ago," Remy said.

"I'd like to give them more credit than that," Peter said. "They're really not so bad in my opinion, and they've made an effort to be better. Honestly, I think it's because of how crummy they were years ago that they're trying so hard. I think they just want a tournament for fun, like the old days."

"I will admit, taking part in their Street Fighter tournaments was entertaining," Logan said. "One of the few times the X-Men seemed to just enjoy themselves."

"Exactly, so I say we just go with it," Peter said. "It'd make them happy, and we get a little fighting in. Keep us sharp for any trouble."

"I'm good with that," Logan said.

"Totally," Johnny said.

"Yeah, bring it on!" Wade said.

"Let's remind them just how good we are," Janet said.

"I'm down with it." Bobby said.

"Should be fun," Remy said.

"Then it's agreed, let's find some heroes who want to take part," Peter said.

"Sounds like you're all ready to go," Came the voice of Sunset Shimmer. "Just when I was about to ask if you came to a decision."

"Hey Sunset, is Capcom around?" Peter asked.

"Not this time, I came by myself," Sunset explained. "But now I can relay them some good news. This is gonna be fun, I can tell."

Twilight poked her head out the door, "Sweetie Belle's recovering nicely. Peter, do you want to see her?"

"Sure do," Peter said, heading inside.

"Hey, wait up," Bobby said, following his friend.

Outside Twilight turned her attention to Sunset, "Good to see you here. Is this about The Tournament?"

"Yeah, everyone here seems to be in it, they just need to find some teammates," Sunset said. "Might help if you go to Earth, see if anyone wants to come."

"Think Tony will come?" Twilight asked.

"Don't count on it," Johnny said. "According to Reed, he's very much retired. He even got himself a successor."

"Really? Is Tony's successor any good?" Twilight asked.

"According to Reed...no, she's actually very annoying to be around," Johnny said. "She already thinks she's so much more amazing than Tony."

"Must be another 'punk-shit' as Spencer would say," Sunset stated. "I can see where he's coming from, I mean...these last few months I've gotten to know America Chavez, and Sweet Celestia she is such a pain! She acts like she's invincible and Stephen believes she's going to get herself killed. And if he or his wife try to reign her in, she's all like 'You ain't my parents' or whatever."

"Didn't her parents die because of some bee?" Johnny asked. "So dumb."

"Eh, wouldn't be surprised if she faked it, I mean no way that's possible," Sunset said.

"She freaked out when she saw that one bee from Sonic's world and nearly got some Asgardians stranded, I don't think she faked it," Johnny said.

"Regardless, it's kind of mean to mock what happened to her parents," Twilight said. "Let's try to be better than that."

"Yeah, I guess you're right," Sunset said. "Still, it really is weird."

"I still hope Tony comes, not as a fighter, but as a guest," Twilight said. "I kind of miss him. I know he caused trouble once but since then he's made things right. He seemed really bothered by what happened with Mayday."

"She's forgiven him, hasn't she?" Remy asked.

"Yes, she forgave everyone, aside from Carol Danvers," Twilight said. "But Tony just hates that he let that conflict get so carried away. It's not just because Mayday is Peter's daughter, he just never imagined he would be the reason a little girl would cry in fear."

"At least he knew when to stop," Logan said. "Should it have reached that point, no. But honestly, things could have been so much worse."

"Thankfully everyone came to their senses," Johnny said. "Even if I needed a little help from Rainbow Dash."

"A good wife watches out for her husband," Logan said. "Ironic though, it took Fluttershy a while to forgive Pinkie Pie."

"I didn't even know she could hold onto a grudge," Remy said. "She's so calm."

"Fluttershy is usually calm, but she tends to bottle up her frustrations," Logan said. "I tell her it's not good fer her health, but she just doesn't like being angry."

"Sounds a lot like Peter," Twilight said. "He's been dealing with...a lot lately, given his nightmares."

"What about?" Sunset asked.

"Well a lot of them seem to be about his old girlfriend, Gwen Stacy," Twilight said. "Then there's all the recent stress he's been dealing with because of Gallus, ponies being mean to Mayday, Cozy Glow. He even dreamt about that symbiote suit and his old regrets with Harry Osborn."

"The trauma is catching up to Peter, he's gotta deal with this now," Logan said.

"Don't worry, I have a plan, and it involves my trip to Earth," Twilight said. "Think any of you guys can help me?"

"For Peter? Hell yeah," Johnny said.

"You got my word," Logan said.

"Alright, good," Twilight said. "Sunset, tell Ryu the Tournament is on, I can have an arena ready in about five days."

"Sounds good to me," Sunset said, opening a portal. "See you later."

Once through, Twilight turned to the others, "Let's get to work."

"Twilight?" Came Rumble's voice, getting her attention.

"Oh, hi Rumble," Twilight said. "Everyone, give us a moment."

"Sure, let's go," Logan said, leading the group away.

"Hey, Twilight," Rumble said. "I just wanted to let you know that I'm really sorry for any trouble I've caused lately."

"It's fine, I'm sorry for acting the way I did," Twilight said. "I just want this place to go as smoothly as possible, but it's not worth it if I push you away."

"You could never do that, I want to be part of your life," Rumble said. "You're still like a mother to me, and I still want to be family to you too."

"You are honey," Twilight said, gently stroking his face. "Sometimes when I see you, I remember the adorable little colt who would look up to me, the colt who was a big brother to Mayday and still is to Benjy. I just want to make sure you're the best you can be."

"I will be, for you Twilight," Rumble said.

"Not just for me, do it for yourself," Twilight said. "You're very independent, try to stay that way. Value your friends and family, but always try to think for yourself."

"Yes Twilight," Rumble said, then received a kiss on the forehead from the mare.

"That's my precious guy," Twilight said. "Now, I need to talk to Peter's friends, if you want, go see Sweetie Belle. She's pretty much forgotten what happened so it's all good."

"...Gonna be embarrassing though," Rumble said.

"I know, but try to make peace with it," Twilight said. "It's good for you."

"I will," Rumble said, making his way inside the room.

Turning away, Twilight felt ashamed of herself, "It's so much easier to tell others to do this, than to do it myself. But if I can make anyone else better than me, then it's worth it."

At the top of Castle Doom, Tron is seen looking into the distance, holding a Servbot on her lap as she contemplated her future.

"Tron..." Came Wesker's voice. "The Prowler came back with some gear he needs you to inspect."

"He needs me?" Tron asked. "What about Eggman or Wily?"

"Those two are busy with their own plans, plus Prowler trusts you a tad bit more," Wesker said.

"Glad I'm still good for something then," Tron said, setting her robot down as she stood up.

"Did that statement have a deep purpose to it??" Wesker asked.

"I just feel like I don't really...belong...with guys like you," Tron said. "You have this ambition and will do anything you must to achieve it. I'm just a simple pirate, I'm fine with stealing valuables but I'm not that hardened of a warrior, at least compared to you, Juri and Vergil."

"Tron, you serve your purpose," Wesker said. "You build machines, you gather resources."

"But you have Eggman and Wily to build machines, and Prowler is a much more capable thief," Tron said. "What am I good for now?"

"Tron, I don't have time to discuss your existential crises," Wesker said. "So long as you are under my employment, you will do what I ask, no questions."

Feeling a bit disappointed in letting herself vent, Tron agreed to Wesker's demands, "Yes sir."

The young woman made her way to the lab, leaving only her Servbot behind. The little creature worked up the nerve to talk to Wesker, "I know you're the boss, but can't you be a little nicer to Miss Tron?"

"Are you speaking to me?" Wesker asked.

The Servbot gulped, knowing he could easily be crushed but he couldn't let what was basically his mother feel less than herself, "Miss Tron just wants to feel like she really is valuable to you. She really admires you Mr. Wesker. You're kind of like a father to her in a way."

"A father? That's just pushing it," Wesker said.

"Miss Tron's parents are gone, she only has her brothers," the Servbot said. "With you, well the reason she follows you and obeys you is because she just wants a parental figure, and she's afraid that if you find her useless, you will make her leave...or worse."

Wesker stared at the robot for a second, the man then chuckling to himself, "For a robot, you seem pretty adept at understanding human emotion. However, I do not have time for such ridiculous things. I employed Tron to build an arsenal for me, not because she wants a daddy to tell her that he's so proud of her. So long as she understands her position, she does not have to worry about losing her employment, or her life. Am I understood, Little Follower?"

"Yes..." the Servbot said.

"Go reunite with your brothers and make yourself useful," Wesker said. "Perhaps you can assist in the production of Victor's Doombots."

"Okay," the Servbot said, making his exit.

Wesker took a moment to let what Tron and her robot said to sink in, feeling a rare sense of confusion, "Why is she so worried about this now? How badly did Vergil get in her head?" The villain shook it off, "No matter, I have my own work to do."

Days passed by, the Tournament was underway. Everyone gathered in Canterlot, fully excited for what was to come.

It was a big arena, usually reserved for events like Wonderbolts racing, and the crowds were all in.

Merchandise was seen out front, and to no surprise, lines for Spider-Mane relate items were very long, many fans eager to show their support for Equestria's top hero.

Other things were available too, including merchandise for the other heroes, especially Johnny. A bunch of Human Torch merchandise was made at his request, and while it was profitable, it still paled compared to Peter's.

"Holy wow..." Apple Bloom said, the girl walking through the markets along with Rumble and her son. Joining them were The Cutie Mark Crusaders, along with Dinky. "Everypony's super excited for this."

"Yeah, I don't blame them," Rumble said. "This is a big event, about five years after the last Tournament."

"Peter's gonna do great, and so is Bobby," Sweetie Belle said. "My boys totally have this."

"Dang it, the Spider-Mane merchandise line is too long," Dinky said. "I kind of hoped to have something to wear."

"There's always stuff for Remy," Apple Bloom said.

"Yeah but Gambit's not as cool as Spider-Mane," Dinky said, much to Apple Bloom's annoyance.

"Ah shouldn't be mad because ah love Peter," Apple Bloom began. "But ah love Remy too, since he's mah sister's husband. So please refrain from wording things that way."

"Hey you're the one trying to generate hype for a member of your family," Dinky said.

"You'll understand why when you see Remy in action," Apple Bloom said.

"Oh hey, I can see Diamond Tiara and Silver Spoon," Sweetie Belle said. "Weird, they're selling Iron Stallion merchandise."

"I thought Tony wasn't fighting?" Scootaloo said.

"He isn't, guess they just wanted to go into business for themselves," Apple Bloom said.

"Hurry up Lily!" Came the voice of Carrot Crunch, the boy sporting a Captain Equestria shirt. "The seats are filling fast!"

"Coming!" Lily Longsocks said, the girl sporting a Spider-Mane shirt.

"Guess Lily's showing her support fer Peter," Apple Bloom noted.

"That's it, I'm getting in line," Dinky said. "I'll catch up with all of you later, make sure you hold my seat."

"Sure thing," Scootaloo said.

"Rumble!" Silverstream called, flying over to greet her friend. "Big day today, huh?"

"Yeah, you're in for a treat," Rumble said.

"I sure hope so, I couldn't see the last one because well, I didn't know about it," Silverstream said. "This time my aunt came by with several of her subjects."

"Oh yeah, ah heard some of the other Kingdoms are here," Apple Bloom said. "Like the Yaks, and The Changelings."

"Cool, so every nation can see Equestria's best heroes," Rumble said.

"Well technically they're Earth's best heroes," Scootaloo said.

"Yeah, but the best among them live in Equestria," Rumble said. "Especially Peter."

"Very excited for my aunt to see Peter fight," Silverstream said. "Let's hurry, Ocellus, Sandbar, Gabby and Smolder are waiting for us."

"Uh...is Gallus around?" Apple Bloom asked.

"I saw him with Yona, he's gonna be sitting with us but Yona made him promise not to talk to any of you," Silverstream said.

"Good, I need time before I can talk to Gallus without losing my cool," Rumble said. "Let's hurry then."

The arena was filling up, everyone was seen with their groups. The Apples all sat together, Apple Bloom greeting Babs, while Braeburn was seen chatting with Big Macintosh and Cheerilee, while Granny Smith looked ready for a showdown.

"Make'em bleed Spider-Mane!" the woman shouted, showing her Spider-Mane gear on full display.

"Granny, please, not so loud," Big Mac said.

"Beat'em up dad!" Oliver shouted, joined by his sister and cousin. "Leave them bruised!"

"Oh good grief, Granny's got Oliver all worked up too," Applejack lamented.

Sugar Belle made her way through the crowd with her three friends, the girl holding onto a special banner she made. "I hope Bucky can see this."

"He will, we'll help you out," Double Diamond said. "He's going to appreciate your support."

"I hope so," Sugar Belle said.

Soarin and Spitfire also made their way through the crowd, sitting not too far away from the many thrones for the royalty.

"This really is big, huh?" Spitfire said.

"It's huge, Marvel vs Capcom, again," Soarin said.

Fluttershy dusted off a seat for Rina, the girl joined shortly afterward by Thunderlane and Lightning Dust.

"Super excited for this," Lightning Dust said. "I hear this Tournament is bigger than the last one."

"I heard the same," Thunderlane said. "Peter's got his work cut out for him."

"He's got this," Lightning Dust said.

Celestia was sitting on her throne, beside Luna and in the company of other rulers like Queen Novo, King Thorax, Fire Lord Ember, Grandpa Gruff, Rain Shine and Prince Rutheford.

"Where is Thor?" Luna asked. "And Lady Sif?"

"Thor is fighting in the Tournament," Celestia explained. "As for Lady Sif, she had recently given birth and chose not to come."

"Oh, that's great," Luna said. "Is it a boy or a girl?"

"A girl, her name is Torunn," Celestia said.

"A great name," Luna said. "I shall take the time to bless his child with the sweetest of dreams in hopes that she grows into a fine young woman."

"Thor and Sif would appreciate that," Celestia said, noting someone else in the crowd. "Looks like Tony Stark is here."

Luna turned to see that Tony was indeed there, with his wife Pepper and his daughter Morgan. "He truly has no desire to fight. It is a shame to see a great man lose his will."

"So long as he is happy in his own right," Celestia said.

Tony looked up at the Royalty, specifically Luna, the man waving to his old ally as he sat with his family.

Mayday sat in the crowd alongside Luster Dawn, Twilight and the rest of her family, in addition to Autumn Blaze. Cadance was not there, she was prepping for her role as host. Mayday felt very uncomfortable being around so many ponies, something that Starlight was quick to notice.

"You okay, Mayday?" Starlight asked.

"I feel so uncomfortable, there's a lot of ponies," Mayday said. "What if it gets too loud?"

"It might, but don't worry," Starlight brought something out. "I got you some earmuffs, these should cancel out the noise."

"Oh, thank you Miss Glimmer," Mayday said.

"It's just 'Starlight' honey," the mare said, giving Mayday her earmuffs. "But you're welcome."

"I'll keep you safe too," Luster Dawn said, hugging Mayday.

"Me too," Flurry said, sandwiching her cousin.

"Thanks girls, you're the best," a shy Mayday said.

"That was thoughtful Starlight, thank you," Twilight said. "I was planning on creating a soundproof bubble, but this works too."

"Mayday!" called a familiar voice. Mayday turned to see Franklin, the boy running over.

"Frankie!" Mayday broke away from the other girls and greeted Franklin with a hug. "Are you here to sit with me?"

"If you want," Franklin said.

"Of course!" Mayday said. "You know I love...I mean, like your presence."

Luster Dawn and Flurry Heart began giggling, much to Mayday's annoyance.

"Neat. Oh, I got you something," Franklin said, holding out a box of chocolates. "Hope you like."

"Wow, thanks," Mayday said, popping one in her mouth. "Tasty."

"Aw, I want chocolate," Flurry said.

"Sorry, I didn't get any for you," Franklin said. "Unless Mayday wants to share with either of you.

"It's fine," Luster Dawn said. "You got those for Mayday, she should enjoy them."

"I don't mind sharing," Mayday said.

"You can do what you want, as long as you're happy," Franklin said.

"Wow, you're such a nice boy," Sunset said, making her way over. "If I may suggest something, next time, get Mayday some Honmei chocolate. She would love those, especially if they came from you."

"Sure, I'll keep that in mind," Franklin said.

"Bring enough for us," Flurry said.

"You might prefer Tomo-Choco. That's just my opinion though," Sunset said. "Wait, I think the girl is supposed to give the chocolate. Still, Mayday will appreciate it."

"Are you joining us?" Twilight asked.

"I'm actually gonna stay out here, kind of on guard duty," Sunset said.

"Huh? Guard duty?" Twilight asked.

"Peter's worried about the villains, so I brought some outside help," Sunset said.

Circling the arena were Cloud Strife, Tifa, Kratos, Master Chief, Goku, Vegeta, Terry Bogard, Paul Phoenix, Marshall Law, Akira Yuki, Jacky Bryant, Naruto, Mark Grayson and All Might.

"Oh, interesting," Twilight said. "I hope Celestia doesn't mind."

"Not sure why she would, I even kept it as minimal as possible, kind of wanted to bring more," Sunset said. "Still, there's a few less than I planned. Where's-"

Suddenly a blue blur appeared beside Sunset, startling her. "Hey, sorry I'm late."

"Sonic, for someone with superspeed how can you be late?" Sunset asked.

"Is Mayday here?" Sonic asked, Sunset gesturing to the girl. "Oh good, I stopped by the Big N to find someone who wants to see you." Sonic dashed off again, returning with a Pokémon. "You remember Jigglypuff?"

"Jiggly!" The Pokémon said.

Mayday's eyes widened in joy, "Jigglypuff!" Mayday took the Pokémon in her hooves. "I missed you!"

"Jiggly!" the Pokémon returned the affection.

"Oh, is that why you were late?" Sunset asked.

"Traversing that world isn't always easy, I have to dodge goombas, bokoblins, waddle dees and octarians," Sonic explained. "Even a few emblem loving dragons, but it's worth it to get Mayday her friend, figured she could use some extra good company."

"You're so thoughtful, thank you Sonic," Twilight said.

"It's nothing," Sonic said, then looked behind. "Here come my friends."

"Oh, Tails, Amy and Knuckles, excellent," Sunset said. "Sonic, I really do appreciate you playing guard. I know it's not your thing."

"Usually no, but I don't mind helping some friends," Sonic said.

"I owe you for this," Sunset said. "For a lot actually."

Sonic shook his head, "I don't hold debts to friends. If the situation were reversed, I know you'd do the same."

"And I am, I will help you find this Eggman guy," Sunset said. "Wily too, but for now, the Tournament is about to begin."

"Any second now," Twilight said, then noticed a group from the distance. "Oh! This way! Over here!"

"There she is," a mare said. "Harry, Flash, you boys ready?"

"Ready as I will be, MJ," Harry said.

"Yeah, let's do this!" Flash said, trotting over.

"Who are those three?" Luster Dawn asked.

"Meet some of Peter's old classmates," Twilight said. "Flash Thompson, Harry Osborn, and Mary-Jane Watson."

"Hello Princess, thanks for having us," MJ said. "Wow, Equestria. Been so long since I was around this much excitement."

"Twilight, you found Peter's old friends?" Sunset asked.

"Most of them," Twilight said. "I couldn't find Eddie Brock, and Liz Allen couldn't make it."

"She's with the kids," Flash said. "She sends her regards though."

"Isn't Eddie Brock an enemy of Peter?" Trixie asked.

"Yes, but I still figured he could make peace," Twilight said. "Still, this is a nice start."

"Which one is Peter's daughter?" Harry asked.

"Right here," Twilight said, gesturing to the young filly and her Pokémon. "Meet Mayday."

"...Is that what I think it is?" Flash asked.

"Multiverse is a big place," Twilight said. "It let Peter meet Luke Skywalker."

Harry chuckled to himself, "Wow, kind of wish I could have seen that."

"He even got to meet another 'Harry', quite a wizarding experience," Trixie said.

"...Wow," Harry said. "Well, it's still nice to meet you Mayday."

"Yeah, up top!" Flash said, holding his hoof out and startling Mayday, earning a glare from Franklin. "Uh...what happened?"

"She's very shy, so be gentle talking to her," Twilight said.

"Oh, sure," Flash focused again on Mayday. "Hi, I'm Eugene Thompson, call me Flash."

"Flash...isn't that the name of the guy who bullied my daddy!?" an annoyed Mayday asked.

"Well, this is awkward," Flash said. "Would you believe me if I told you that it was a misunderstanding?"

"Sorry mister, but I don't think I want to talk to you," Mayday said.

Twilight sighed in frustration, "Sorry about this, I should have considered what could have happened."

"It's fine, I don't blame her," Flash said. "We'll clear this up soon."

"Yo! Equetsria!" Rainbow Dash said, the girl on the stage.

"What is Rainbow Dash doing?" Twilight asked.

"Before the tournament starts, how about a little something to get us all excited!" Rainbow Dash said. "Specifically, a pre-tournament showdown!"

"A pre-tournament what!?" Twilight asked. "Rainbow Dash! Off the stage!"

"Come on Twi, this is a big opportunity for us, let's give everyone more of a show!" Rainbow Dash said. "I, on behalf of the Elements of Harmony, challenge any of you non-Capcom outworlders to a fight!"

"Oh Sweet Celestia..." Twilight lamented.

"I'm up for a fight!" Goku said.

"Same here! I wanna be Best in The Multiverse!" Paul shouted.

Rainbow Dash turned to the nearby hedgehog, "So, Sonic, up for a challenge?"

Sonic was about to turn it down when Mayday showed up, "Oh, are you gonna fight too, Sonic?"

"Uh...well, I didn't plan to," Sonic said.

"Too bad, kind of curious about your speed," Mayday said. "It's fine, guess you're like daddy, you don't fight unless you need to. Plus, I get the feeling you don't like large crowds either."

"Well..." Sonic said.

"Come on Sonic, that little girl wants to see you fight, you gonna let her down?" Rainbow Dash asked.

"Rainbow Dash!" Twilight scolded.

"It's fine, I'm used to trash talk," Sonic said.

"You should go and fight her," Knuckles said, getting Sonic's attention. "Make her shut her mouth."

Sonic looked back to Mayday, while she didn't really expect him to fight, part of him did want to look strong for her, if at least to show her that she can overcome her own shyness by putting himself in the ring. Plus, this was all done for fun and he didn't mind stretching his legs.

"Fine, you're on!" Sonic said, stepping into the ring, alongside Goku, Paul and Terry.

"Anyone else!?" Rainbow Dash asked. "We'll even throw Spike and Shining Armor in!"

"Hey!" Spike shouted in displeasure.

"Come on, look good for your wife who's waiting somewhere in the arena," Rainbow Dash said.

"Ugh, fine," Spike said.

"Sweet, we need eight now!" Rainbow Dash said. "Anyone else?"

"Come on Cloud," Tifa said, bringing the ex-Solider into the ring.

"I'll go and fight too," Tails said. "Sonic could use a buddy in there."

"Just one more," Rainbow Dash looked to Kratos. "How about you, big guy?"

"Go for it, Kratos!" Mark cheered.

"Go Beyond Plus Ultra!" All Might said.

Akira trotted over, "I can step in if you choose not to fight."

Kratos looked to the crowd where his son was sitting, "No, I will fight."

"Great! Now for all my friends to get their flanks in here!" Rainbow Dash said.

"Geez, alright, let's go in," Twilight said, warping herself and her friends and brothers into the ring.

"Good luck, Sonic!" Amy called. "You too Tails!"

"Go get'em, Sonic!" Jacky cheered.

"Show them your might, Paul!" Law said.

"Shining Armor, Spike, Girls, be ready," Twilight said. "This arena's about to change."

"Huh? How?" Applejack asked.

"Stephen had a spell ready, and it looks like he's about to cast it," Twilight said.

From the distance, Strange readied his magic, using it to transform everyone in the arena, save for the amazed members of the crowd.

"What in Equestria?" Ocellus asked.

"No way," Rumble said.

"Is this...their true form?" Queen Novo asked.

"Well how about that," Tony said.

In the arena, and around the ring, everyone had turned into humans, startling the Equestrians, a few of them losing their balance.

"Glad we got some clothes at least," Applejack said, trying to stand up straight.

"Sweet, I got legs," Rainbow Dash said, throwing air kicks.

"I didn't plan for this!" Rarity shouted in annoyance.

In the middle of the ring, Cadance, now human, was seen clearing her throat. "Guess we're doing it this way. Well, if both teams are ready, the warmup battle will begin!"

"Mind giving us a second here?" Applejack said. "Ah need to get mah legs ready."

From the back, Logan, also human with his team, was seen stretching his legs as everyone else looked ready for a fight.

"Didn't expect any of this," Logan said.

"Dashie's gonna kick ass!" Johnny said.

"I'm glad the spell worked," Strange said. "It won't stay for long, but it should last long enough."

"Glad you're with us," Janet said.

"Eh, I wasn't busy," Strange said. "Clea's watching over the Sanctum in my absence, as is Wong."

"It's fine, shouldn't take too long," Janet said. "I get the feeling that this is gonna be a good victory for us."

"Yeah, let's get hooked on that feeling!" Quill said, ready to battle. "I'm ready to show Equestria just what I got in store."

Team Capcom looked amazed as well.

"Wow, Sonic's actually gonna fight," Mega Man said. "Didn't think he would."

"Really want to see Spider-Man's wife fight," Ken said.

"Same here," Dante said. "This is gonna rule!"

Leon checked the crowd, an uneasy feeling taking over. "Weird seeing Changelings here."

"Don't worry, they're good ones," Chris said. "Nothing like the ones from that future."

"...I should check on that Sweetie Belle one day, make sure she's doing alright," Leon said.

"You'll get your chance," Chun-Li said. "For now, focus on the Tournament, have fun."

Near the entrance, Peter and Ryu were standing side by side, eagerly awaiting the showdown.

"Your wife is combat capable, correct?" Ryu asked.

"Yeah, I personally help with her training in that regard," Peter said.

"Will being human affect her?" Ryu asked.

"She fought as a human before, very well too," Peter said. "My wife's just that amazing."

"Your admiration is commendable," Ryu said. "Truth be told, I would not mind engaging with your wife in combat, just to see her skills."

"That would be kind of weird for me to see," Peter said. "It's all good though."

Unknown to them, Discord was seen scrolling through some portals in Tartarus, "Where is that dang witch? How has she avoided my sight for so many years? It's...hold on." Discord could also see the Tournament was happening. "Oh, Norman, Tirek!"

"What is it?" Goblin asked, making his way over with Tirek.

"A tournament is underway," Discord said.

"Seems to involve the heroes of other worlds," Tirek said.

"Pfft, big deal, they're just flexing their muscles," Goblin said. "I say let them beat each other up and later...huh?" He spotted a certain someone in the crowd, "Is that..."

Suddenly Goblin held his head in pain, a voice now crying out, "Harry! Oh it's been so long since I've seen him! Harry!"

"Shut up Norman, your brat son can't hear you!" Goblin shouted, alarming Tirek and Discord.

"I need to see my son! Send me out there!" Norman shouted.

"Ugh, great, now I gotta deal with this whiner," Goblin said. "Be right back."

Goblin left the two behind, Discord scratching his head, "What a weird guy, you'd think I'd be used to this considering I spent years as his captive."

"That never made sense to me, why are you teaming with someone who held you captive?" Tirek asked.

"Well for starters, lack of sense makes this fun," Discord said. "But if I'm being serious, I kind of admire his ambition, and he can still be useful to me." "That and this can all make for some marvelous payback."

"Eh, well I'm interested in seeing this Tournament, give us an idea of what to prepare for," Tirek said.

"I'm gonna get a front row seat, maybe even find a contestant or two myself," Discord said.

"Do you plan to strike now?" Tirek asked.

"Feels too soon, I want them to sweat a little more," Discord said.

"Works for me," Tirek said. "Do what you must." Discord disappeared, leaving Tirek to himself. "Hm...they appear to be human, should be impossible in Equestria, unless there's powerful magic afoot."

Back at the arena, Cadance held her hand up, "Well, both sides are ready, so begin!"

"Twilight Sparkle is mine!" Goku immediately powered into Super Saiyan and lunged after Twilight, the girl putting up a forcefield and flying upwards.

Rainbow Dash focused on Sonic, going in for a kick to knock the hedgehog back, taking him by surprise, "Alright, I see you, let's do this!"

Everyone else clashed with someone, finding their own opponent.

Cloud and Spike clashed their swords together, the larger Buster Sword slowly overtaking Spike's smaller sword as the dragon jumped back.

He breathed fire onto his sword and attacked again, with Cloud parrying and kicking Spike back, then sending a beam blade at the dragon as he dodged out of the way.

Spike spat fire at Cloud, but the buster sword made for some good cover as he powered through and knocked Spike back.

"This guy's tough, Sunset has some really strong friends," Spike went to attack again.

Meanwhile Applejack and Tifa were throwing hard strikes at each other, each one blocking the other. Tifa was amazed by Applejack's natural strength, more to this girl than she expected.

"Nice arm work," Tifa complimented.

"Thanks, but I'm more of a leg girl," Applejack parried Tifa's strike back and turned to buck kick Tifa in the stomach, sending her flying backwards. "Whoo, even as a human this works well."

Kratos rushed in to attack Shining Armor with a punch, the guard captain immediately putting up a giant magical shield that nearly stumbled him. Kratos punched again, sending Shining Armor skidding back.

"Wow he's strong," Shining Armor generated a magical spear. "But I won't back down!"

"Interesting," Kratos said, grabbing his Leviathan Axe. "This should be enough for now."

"Don't underestimate me! My daughter's here and she is not seeing her father looking weak!" Shining Armor said, lunging in to whack Kratos, the spartan quickly blocking with his shield.

"I doubt your daughter will see a weak man, today," Kratos parried Shining Armor away. "But I do not intend to look weak for my son either!"

Both men clashed again, trying to get the upper hand on one another.

Tails was seen battling Fluttershy, the girl moving much quicker than he expected, despite him flying around he had a hard time getting a strike in.

"Glad Laura's training is paying off, even in my human form," Fluttershy knocked Tails back. "I should be careful, don't want to hurt the cute little guy."

Rarity engaged in combat with Terry, keeping things just about even between the two, even surprising the lone wolf with her martial arts capabilities.

"Not just a pretty face, are you?" Terry asked, going for a kick that Rarity dodged.

"Try not to fall for me," Rarity said, getting a kick in. "I'm happily taken."

Terry kept his composure, smirking at the lady, "He's a lucky guy then." He continued his attack, trying to take her down.

For Paul he tried throwing punches to Pinkie Pie, who was very adept at dodging his strikes, to his confusion, "How are you so fast?"

"Pinkie Sense," the girl explained.

"Pinkie what?" Paul asked, then took a punch to the jaw. "Ow!"

"Stay focused," Pinkie said, rushing in for a flying martial arts kick that sent Paul flying back.

"Ow...this girl's good," Paul leapt back onto his feet. "But I can't be Best in the Multiverse if I don't give it my all! Come on girl, I'm not done with you!"

"Okie dokie then," Pinkie said, going to fight some more.

Sonic and Rainbow Dash continued fighting on the floor below, speeding across the ring and trading blows with one another.

"That all you got!?" Rainbow Dash taunted.

"You wish," Sonic said, going for a kick that Rainbow Dash dodged out of the way of and went for a kick that knocked Sonic back.

The hedgehog hit the floor and rolled through, spin dashing into Rainbow Dash and getting her in the stomach, then hitting an uppercut that knocked her into the air and then leapt up to kick her down.

"Wow, he's good," Rainbow Dash looked ready to continue, dodging a downward kick from Sonic as she sped in to attack again. Sonic managed to block and punched Rainbow Dash hard, following up with a powerful Homing Strike.

"Dashie! You okay!?" A nearby Pinkie Pie asked.

"You're open!" Paul shouted, hitting Pinkie Pie with a strike that knocked her near Rainbow Dash.

Above, Goku and Twilight continued their battle, Goku going for hard strikes while Twilight blocked with some magical forcefields. She then blasted Goku across the air, sending a beam that Goku deflected into the sky and sent a ki blast of his own that Twilight easily blocked.

She warped behind him, Goku sensing her presence and warping himself, trying to attack from behind but Twilight elbowed his stomach quickly and turned to magic blast him.

Goku powered up some more, kneeing Twilight in the stomach and kicking her away, sending some ki blasts after her, to which Twilight put up a magical barrier.

"He's fast, but I can be fast too!" Twilight used her magic to amplify her speed and hit Goku in the stomach with a knee strike and punched him aside, the two continuing their clash in the skies above.

"Wow, Twilight is amazing," Rarity said, then quick blocked a punch from Terry using defense magic.

"Focus on me," Terry swept Rarity's feet as she cartwheeled and went for a magical blast that her opponent quickly rushed in to parry. "Are you okay?"

"Huh?" Rarity asked. "I'm fine but why would you-"

"BUSTER WOLF!" Terry hit a power punch that blasted Rarity with fire, sending her flying back.

"That was rude," Rarity said, then slowly got back up, waving her hands. "I think I've had enough for now, I can't compete with this."

"Really? You're doing great," Terry said.

"Thanks, but I think I'm all worn out," Rarity said.

"Well, that's fine," Terry said. "Good fighting you, I can sense potential."

"Thank you," Rarity said, making her way out the ring.

"I'll warp you into the crowd," Sunset said. "Part of Stephen's spell is also a barrier to protect them from stray attacks."

"Thank you," Rarity said, getting warped back in to be with her daughter and parents. "That was an adventure."

In the ring, Tifa got a few punches in, finishing her combo with a somersault kick that sent Applejack flying outside.

"Ow..." Applejack stood up, dusting herself off. "Well ah guess I'm done."

"You did great!" Tifa said. "Almost had me too."

"Yer just saying that to be nice," Applejack said.

Tifa lifted part of her shirt up, "You left a really bad mark on my stomach with that kick, so don't underestimate yourself. Keep training, you'll get even stronger."

"Thanks sugarcube," Applejack said.

"By the way, love the hat you had on, I used to wear one too back in Nibelheim," Tifa said.

"Yeah, ah should go find it," Applejack said. "See ya later."

"See ya," Tifa said, then saw Spike get knocked past her.

Cloud charged in with a Cross Slash attack, knocking Spike's sword away and the boy flying out of the ring. "That's done."

"Couldn't you have taken it easier? You're already much stronger than him," Tifa said.

"He came after me, I gave him a fair fight," Cloud said, sensing the vibrations from Goku and Twilight fighting. "So noisy."

"Um, excuse me," Fluttershy said, gesturing to a downed Tails. "I think I hurt him."

"Whoa, you beat Tails?" Tifa asked. "He's much stronger and faster than he looks, you must be amazing."

"I don't know what happened, I got into the zone and then hit his pressure point, really hard," Fluttershy said. "I hope he's not dead."

"He’ll be fine," Tifa said, picking the fox boy up in her arms.

"I should leave," Fluttershy said flying away in embarrassment.

"She's too soft-hearted," Cloud said.

"Kind of like Aerith, right?" Tifa asked, Cloud sheepishly turning away.

Rainbow Dash and Pinkie Pie both rushed at Sonic and Paul, both sides engaging hard, though Sonic managed to zig zag around Rainbow Dash, the girl doing the same while Paul got a decent strike against Pinkie.

"It's over, take this!" Paul hit his Burning Fist attack, punching Pinkie Pie out of the ring.

Nearby, Rainbow Dash got some punches in on Sonic, knocking him back as she was about to deliver her finishing blow, but the hedgehog rolled and drifted around to punch Rainbow Dash near the edge.

Once she was struggling on her feet, Sonic charged up and hit a Homing Shot at the girl, sending ten energy orbs in and knocking her out of the ring.

"Nice moves," Paul said.

"Thanks, you too," Sonic said.

Rainbow Dash groaned in pain, "Dang, I had him! Should have used the Sonic Rainboom."

"You'll get him next time," Pinkie said.

"Rainbow Dash!" Sonic said, getting her attention as he delivered a thumbs up. "Great job."

Despite her bitter feelings, Rainbow Dash returned the gesture, "Thanks, you too."

"He's nice," Pinkie said.

"Yeah, not too bad," Rainbow Dash agreed.

Shining Armor his assault, trying to get the upper hand in battle, but Kratos successfully parried an oncoming strike, staggering Shining Armor back.

Kratos charged his axe and unleashed his Winter's Bite attack, massive ice sending Shining Armor flying back. The man stood back up, not ready to give up, but wasn't sure if he could continue.

Feeling some pity, Kratos placed his axe away, "We are done here."

"Huh? What for?" Shining Armor asked.

"I merely wanted to see what an Equestrian solider is capable of, I got my answer," Kratos said. "You fought well, what is your name?"

"Shining Armor," the Prince said. "Former Captain of The Royal Guard, Prince of the Crystal Empire. How shall I address you?"

"Simply as Kratos," the spartan said. "Well fought today."

"Thank you, Kratos," Shining Armor said, making his leave. "Kind of wish I had someone like you in my army."

"Hone your skills, and you will be what you hope to have," Kratos said, making his own leave.

"I hope so," Shining Armor said.

Above, Goku and Twilight were at their last stand, Goku powering into Super Saiyan Blue, "This will end it! KAMEHAME..."

"This attack, must be his favorite," Twilight said, ready to react.

"HAAAA!!!!" Goku sent his beam at Twilight, the girl immediately firing her own magic to counter the beam.

"Grrrr....KAIOKEN!" Goku shouted.

"Kaio-?" Twilight struggled to maintain the beam. "What's going on!"

Goku had begun showing a red aura, increasing the power of his beam. "Kaoiken times two!"

Twilight continued to struggle as Goku continued to increase the power of his Kaioken. "Looks like he learned a new trick, not sure if I can keep this up..."

Finding some last bits of motivation, Twilight charged up her magic and put everything she had into sending the beam back at Goku.

"She's strong..." Goku thought about continuing the Kaioken, but knew the risks if he tried. "Gotta think of another plan, fast!"

Twilight pushed harder, sending the beam flying fast and seemingly overtaking Goku, as the Saiyan was no longer where he was. "Wait, where did he...?"

Suddenly Goku appeared beside her via instant transmission and threw a Kaioken times five punch toward her face, stopping short an inch, startling the girl.

"Why did you stop?" Twilight asked.

"We both know what would happen if I connected," Goku said. "You're strong but...I get the feeling you weren't totally ready for this fight."

"Yeah, I didn't know I'd be fighting today." Twilight said.

"You should always be ready, you never know what could happen," Goku said.

"That's for sure," Twilight said. "I'll take the loss here."

"Figured as much," Goku said, powering down. "You still did great; you have a lot of raw talent. Keep getting stronger, so we can fight at your absolute best. Fully prepared, and hopefully not pregnant."

"Oh yeah, that was really dumb of me last time." Twilight said. "I got lectured on that a lot."

"If Chi-Chi fought pregnant, I'd be pretty unhappy too," Goku said. "Thanks for the good fight though."

"Sure," Twilight said.

From below, Cadance made the ruling, "Looks like Goku and his team wins!"

This garnered less than favorable reactions, many in the crowd pulling for Twilight and her friends.

"Everyone's mad," Peter said.

"Makes sense, they would want Twilight and her friends to win," Ryu said. "Which means they might boo me and my friends."

"Don't let it distract you, give us a good fight," Peter said.

Chuckling to himself, Ryu flashed a rare smile of confidence to Peter. "You really want my best? I've been training hard to defeat you. Even if this is for fun, I am not taking it easy on you out there."

"Fine by me," Peter said. "I need to be at my best, so come at me like you really want to hurt me."

"Sure, I will," Ryu said, then saw Peter holding out his fist.

"I'm holding you to this," Peter said. "Promise me a good fight."

Amazed by Peter's determination, Ryu nodded in agreement, "You have my word."

With that fist bump, the two were ready to reignite a rivalry, for at least one more battle. Equestria was about to be Taken for a Ride.

Author's Note

And just like that, long chapter, again. :ajbemused: Can't be helped, lot of characters to write for. Still, big showdown next chapter.

Marvel vs Capcom is back.

Marvel vs Capcom Tournament

The crowd was warmed up and ready for more. Twilight and her friends were back in the crowd while the other warriors had resumed their guard position.

"Your mom's really tough, Mayday," Franklin said.

"Just like when she fought here in Canterlot a year ago," Mayday said.

"I'd personally rather forget that your mom fought my mom," Flurry said.

"They made up at least," Luster Dawn said. "But I get that it wouldn't be pleasant to see."

"Regardless, mom just proved herself against a powerful warrior," Mayday said.

"Too bad she lost though," Franklin said.

"Goku is tough to beat, but my mom came close," Mayday said.

"I'm happy I got to see my daddy fight," Flurry said. "I don't know much about the guy he fought though, but he looked really strong."

"I think my daddy said he's a God of War or something," Mayday explained. "So yeah, Uncle Shining Armor is tough enough to go against a God."

"That should probably silence anyone who thinks my dad isn't a worthy guard," Flurry said. "In your face, Miss Danvers."

"I just wish Uncle Spike did better against Cloud," Mayday said. "At least everyone else fought well."

"I just wish I could have seen Rainbow Dash fighting that hedgehog," Luster Dawn said. "They moved way too fast to keep up with."

"I think a lot of ponies had trouble seeing most of that fight," Franklin said.

"It was still pretty cool," Luster Dawn said, her friends agreeing.

Nearby Autumn Blaze waved over her friend, "Octavia, I saved you a seat!"

"Much appreciated," Octavia said. "Didn't expect a fight before the Tournament, the excitement caused a bit of a scramble getting to the seats."

"No one expected it, but that's what made it fun," Autumn Blaze said. "The main Tournament's gonna start soon, so exciting. I heard the last one was entertaining."

"Quite so," Octavia said, taking her seat. "I'm ready for a good show."

"Same here," Autumn Blaze said, bringing out a snack. "Here's some popcorn."

"Thank you," Octavia said, grabbing a piece.

Nearby Rumble seemed very ecstatic for the upcoming tournament, especially after such a big prelude battle. The boy shared this excitement not only with Dinky, Scootaloo and Sweetie Belle, but also Gabby and Sandbar's group.

"So many great warriors. Twilight and her friends did great, but a lot of those other fighters were just as cool," Rumble said.

"This is exciting, seeing warriors from other worlds," Gabby said. "The perfect group to test the abilities of Princess Twilight and her friends."

"Mah sister certainly did against that girl, Tifa," Apple Bloom said, making her way over with her son as well as Babs. "Too bad she lost."

"Hey hon, glad you could join us," Rumble said. "And you brought Babs."

"Had to get the nieces and nephews settled," Apple Bloom said.

"Good fight with Applejack at least," Babs said.

"Tifa does look like a talented martial artist," Rumble said. "She's got a lot of muscles too, some even growing out her chest."

"Yeah, they looked big, like water balloons," Silverstream said.

"That guy that Rarity fought was kind of cute," Sweetie Belle said. "He's got nice, big muscles himself."

"He's about as big as the guy that Shining Armor fought," Dinky said. "And the guy Pinkie Pie fought."

"Wasn't too fond of that guy's mane," Sweetie Belle said.

"Hair, Sweetie Belle," Apple Bloom corrected. "Humans have hair."

"Hair, mane, same thing," Sweetie Belle said.

"I just wish that Rainbow Dash won her fight," Scootaloo said.

"She did her best," Apple Bloom said. "That hedgehog was just too fast."

"That one guy who fought Spike had a really big sword," Dinky said. "Like, how can he even hold that thing?"

"He looks cool, like the strong loner type," Gabby said.

"Yeah, that'd be Cloud Strife," Scootaloo said. "He's usually hanging around Sunset Shimmer."

"Also, did anyone notice that one guy changing his hair?" Silverstream asked.

"You mean Goku?" Rumble asked. "According to Peter, that's normal. He's a Saiyan, they can do stuff like that."

"So, they're not all humans?" Gabby asked. "Or is a Saiyan a type of human?"

"He's an alien to their world," Rumble said. "I think he's the only non-human there, aside from the bearded guy. From what Peter told me once, he's a God who fights evil Gods."

"Those guys all come from different worlds, correct?" Ocellus asked. "They're not all from Marvel and Capcom."

"Yeah, I don't know their worlds' names though," Rumble said. "But I think they're scattered across the multiverse."

"Anyone worried that Princess Twilight and her friends lost?" Sandbar asked. "The only winner was Fluttershy, surprisingly."

"They fought well, winning isn't everything after all," Rumble said. "Plus they weren't exactly prepared. Granted Rainbow Dash usually is, so are Spike and Shining Armor, but everyone else is basically a civilian. Aside from Twilight of course."

"It's no big deal anyway, they're just doing this fer fun," Apple Bloom said, holding her child up. "Soon our little Cumie's gonna see his Uncle Remy do battle too."

"And Peter," Rumble said. "Our son will get to see one of our favorite heroes in action."

"Why are they fighting anyway?" Gallus asked. "Shouldn't they be, you know, looking for villains and stuff? Especially Cozy Glow?"

"Don't call Cozy Glow a villain," Ocellus said.

"Also the heroes can afford a break, let them have a bit of fun," Silverstream said.

"Still, seems risky," Gallus said.

"No one's forcing you to stay," Scootaloo said. "If you're scared, you can go home."

"I'm not scared!" Gallus insisted.

"Try not to engage with him, Scootaloo," Apple Bloom said. "Don't want to risk another fight."

"I don't know, what if he's actually right?" Sweetie Belle said. "This does sound risky."

"If it makes you feel better, those Patroller Bots are still in the towns and scanning for information," Rumble said. "A few Wonderbolts not here are also in town and if they need help, they can contact Celestia, Twilight or anyone. The heroes here can be easily teleported to another town and deal with the problem."

"Even Rumble and I have radios to warn us of any danger," Silverstream said, picking hers up. "You can thank Tony Stark for helping this stuff get around, allow us to go one step further into this world's evolution.

"Exactly, now stop being such a downer and enjoy yourself, Gallus," Smolder said.

"I'm not being a downer, I'm being real!" Gallus said. "Last time a bunch of so-called heroes fought each other, we nearly got killed!"

"Dude, this is a sport," Babs said. "They don't got sports where you're from?"

"Not like this," Gallus said.

"Sad thing is that some ponies actually do believe Peter attracted danger," Apple Bloom said.

"Something my brother attributed to, which he regrets," Rumble said. "Some ponies are pretty ticked off about what happened last year with Mr. Negative."

"Which is dumb," Apple Bloom said. "Villains have invaded before Peter showed up to Equestria, like Nightmare Moon and Discord. Plus we live next to the Everfree Forest, lots of monsters have come out there well before Peter too. In fact, if it wasn't for Peter being summoned, our village would have been destroyed by a dragon."

"Why was a dragon burning your village?" Smolder asked.

"Discord told it to, ah think," Apple Bloom said. "Ah don't remember the full story, ah just remember nearly dying after getting trapped in Rarity's Boutique. She actually saved mah life, at the risk of her own."

"Thankfully Peter was there to save the day," Sweetie Belle said. "He always steps in when there's trouble and is one of the most reliable heroes in Equestria, which you're gonna see more of really soon with his technique."

Gallus shook his head, "I still don't think this is such a-"

"Bro, chill out," Sandbar said. "We're gonna be fine, just enjoy the show. If something bad happens we'll make a run for it."

"Fine, have it your way," Gallus said.

"Gallus, you know, smiling helps," Gabby said.

"Gabby, we're griffons, we don't smile," Gallus said, much to the disappointment of the other girl.

"When's the Tournament starting?" Smolder asked. “Kind of want to see those Capcom guys get their faces bashed in. If only my brother was here to see that."

"Your brother is here actually," Ocellus said, gesturing to Garble in the stands with a pair of friends.

"Huh? When did he..." Smolder shrugged it off. "I'll ask later."

While sitting in the crowd, Bon Bon was seen talking into a radio, "Keep the posts guarded, just in case any of those villains show up. Don't worry about engaging if it's too much, there are plenty in the arena who can help."

"Bon Bon, you told me you had the day off," Lyra said.

"You know I don't take days off," Bon Bon said. "I said I can make time but I'm always on duty. Someone's gotta keep Equestria safe."

"That's why we have heroes," Lyra said.

"Even heroes need backup," Bon Bon said. "You think any of them have days off either? Vigilance is the key to keeping us all safe."

"Heroes also spend time with their loved ones without talking into a radio," Lyra said. "I've never seen Peter do that when he's with Twilight."

"Oh what? Do you always know what their conversations are like?" Bon Bon asked. "Seriously, you're not goofing off with my spy equipment again, are you?"

"I only did that once!" Lyra said.

"If once is equivalent to about six times, then sure, you only did it once," Bon Bon sassed.

"Don't you give me that attitude, I just want to spend time with you and you're speaking into a dumb radio," Lyra said.

"I'm trying to keep you safe! Is that not enough for you?" Bon Bon asked.

"Ladies, if I may," Came the voice of Doctor Hooves, the stallion joining them alongside Derpy and their child. "Keep in mind that those Patroller Bots are still active, and I personally have access to their feed. We're all safe and you two can focus on enjoying the day together."

"Thanks Doc, I bet you give your wife a lot of attention," Lyra said.

"Lyra, I've worked with Doc, he spends more time away from Derpy than I do with you," Bon Bon said.

"It's not a competition," Derpy nervously said. "Lyra, you know Bon Bon cares, but she does have a job to do. A few seconds on the radio shouldn't matter."

"Plus, some of the Wonderbolts are a few seats down," Doc said, gesturing to Fleetfoot and some ponies, including her four new recruits. "They have this under control too."

"Alright, I'll put the radio down," Bon Bon said. "Sorry Lyra."

"It's fine, let's just focus on the entertainment," Lyra said. "It might not be a surprise, but I am totally rooting for Peter."

"Me too, he's going to do great," Derpy said, then gestured to the child on her back. "Can't wait for my little guy to see Peter fight."

"...That reminds me, Bonnie," Lyra said. "When are we-"

"Focus on the upcoming fight," Bon Bon was quick to dismiss.

Also in the crowd, Tony was waiting in anticipation, though the retired hero would soon find himself with company.

"Mr. Stark!" Sugarcoat said, getting his attention.

"Oh Sugarcoat, it's you," Tony said. "How are things?"

"Pretty boring in Canterlot since you left," Sugarcoat said. "Looks like you brought the whole family."

"Yeah, my wife Pepper and my daughter Morgan," Tony said, gesturing to his family.

"Good to see you," Pepper said.

"Likewise," Sugarcoat greeted. "Hey I came with Coco Pommel, I think she'd be happy to see you too."

"Well bring her over, I'd like to see how she's fairing as manager," Tony said.

"To be manager, must be fun," Sugarcoat said. "I could have had that, then it got torn away so tragically."

"I know you were expecting something big in Canterlot," Tony said. "The possibility is still there, but after all the drama last year, opening a new building could have been in poor taste. I nearly shut down my old building, but that would have put some ponies out of a job, plus it's good to help clean up the mess I left behind."

"Honestly, I don't think your rules were all that bad," Sugarcoat said.

"I appreciate that, but I can't deny I messed up," Tony said. "Go get Coco though, we'll talk."

"You got it," Sugarcoat said, going to find her friend.

"You know Tony, expanding your business here with a second building isn't such a bad idea," Pepper said. "Not like anyone holds a grudge from last year. I mean, aren't ponies generally more peaceful than humans?"

"You would think that, but according to Luna, not entirely," Tony said. "They're just as willing to judge you, they're just nicer about it."

"Sounds...unpleasant," Pepper said, wondering if that was a good enough term for it.

Also in the crowd were the trio of Kitty Pryde, Hisako and Jubilee.

"Wow, great seats," Kitty said. "Perfect view to see our friends in action."

"Remember to stay diligent," Hisako said. "There may be guards around but we must do what we can to keep the ponies safe."

"We got this," Jubilee said. "We can protect everyone and enjoy the show at the same time."

Around the ring, Tails, who had recovered from his fight, was circling around with the ninja Naruto.

"Feeling alright after that last fight?" Naruto asked.

"Yeah, I'm good," Tails said. "Didn't expect to be knocked out like that, that girl was tougher than I thought."

"Were you expecting an easy win? Naruto asked.

"Not exactly," Tails said. "She just fought a lot more fiercely than I expected. Not bad for a shy girl. Of course Cream can fight well too and she's pretty shy sometimes."

"Same with Hinata, wasn't much of a talker growing up, but boy could she hit hard," Naruto said, fondly thinking of the elder Hyuga daughter. "Sometimes it's not about strength, it's about precision. Hinata specializes in that, and I guess that Fluttershy girl does too."

"She's married to Wolverine, from what Sunset Shimmer says, he's trained in Japan and learned martial arts similar to what ninjas use," Tails said.

"Sounds awesome, maybe I can convince the Leaf Village into making him a Shinobi," Naruto joked.

"That'd be cool, but in all seriousness, I think he's content living here with his family," Tails said, then noticed Mayday in the stands. "Speaking of shy girls."

Naruto took note of Mayday as well, "That's Spider-Man's daughter, right?"

"Mayday Parker-Sparkle, a budding scientist with an impressive lab," Tails said. "That I personally added to."

"Is she wearing earmuffs?" Naruto asked. "Also what's that pink creature she's with? I think I've seen it before."

"That's Jigglypuff, a Pokémon from another world," Tails said. "Sonic brought her over to Mayday so she can keep her company and keep her from getting overwhelmed since she doesn't like crowds or loud noises."

"Oh yeah, Spider-Man scolded a bunch of ponies about that last year," Naruto said. "Something about them giving her a panic attack."

"The ponies didn't seem to understand what they did was wrong, from what I heard, some of them even dislike Peter over it, and consider Mayday a freak," Tails said.

"Ostracized by your own village, I can relate," Naruto said. "She should be fine; she's got a father who's ready to fight the world for her."

"Yeah, kind of hate that she feels this way, I mean I remember being a kid and being judged for my condition," Tails said, gesturing to his namesake. "It bugs me that it's happening to her."

"That's the thing, sometimes people will judge you for something that isn't even your fault," Naruto said. "You didn't ask for two tails, I didn't ask to be a Jinchuriki, and Mayday didn't ask to be this shy. No one wants to accept you for your faults and expect you to conform to their norm. Personally, I say screw that. If anyone, humans, mobians or ponies want to judge others to feel better about themselves, let them. It just helps you appreciate the good things you have even more."

"Right, Sonic helped me through my problem, and I have Amy, Knuckles and Cream as good friends too," Tails said. "You have all your ninja friends."

"Sasuke, Sakura, Hinata, just to name a few," Naruto said. "Mayday has friends of her own, doesn't she?"

"Yeah, she's got a couple, one of them even befriended her last year after all that," Tails said. "Ironically it was because her mother's school closed down."

"Oof, that thing she said to her mother," Naruto said. "Does she really not care about her daughter?"

"Twilight cares, but she's also a Princess of Friendship, and according to Sunset, it seems like she expects Mayday to act a certain way," Tails said. "I don't know the whole story, so I can't judge."

"Same here, but I might know what Mayday's going through," Naruto said. "Hinata felt the same pressure from her father. He cares about her but it's hard living up to certain expectations. My parents were a big deal but I didn't even know until a few years ago."

"It's funny, I thought a world of harmony was supposed to be a happy place," Tails said. "But from what I've heard and seen, this world seems to have its own share of negatives."

"We just need to see more, I mean it's too early to tell," Naruto said. "Maybe the ponies in that village are the exception, and that other places in Equestria are better."

"Yeah, you're right," Tails said. "I bet there's lots of other friendly ponies too."

Near the Royals, Blueblood was anxiously awaiting the competition, "A good old-fashioned Tournament, just what we all need to get our minds off of the trouble."

"This better be good," Novo said. "If I left my Kingdom to something so dull, you're not hearing the end of it."

"My lady, did you not see the prior battle?" Blueblood asked. "That is but a taste of what's to come."

"You'll definitely like seeing Peter in action," Thorax said. "He's the Amazing Spider-Mane for a reason."

"He is pretty tough, all the heroes are," Ember said. "I've seen firsthand how strong many of them were during the big conflict last year, it's a miracle no one was killed."

"Yeah, my brother got wrapped up in that, along with my niece," Novo said.

"Your niece is a Wonderbolt, correct?" Thorax asked.

"Yeah, she's really happy in that group, she made a good friend too," Novo said. "Kid's name is Rumble I think."

"Oh yeah, Smolder's mentioned him," Ember said. "Didn't get along too well at first. Though I don't blame him for getting off to a bad start with Smolder."

"She said her friends and his friends were rivals," Novo said.

"And now they're comrades," Thorax said. "Like Marvel and Capcom, but on a much smaller scale."

"Capcom's made their name through the Dragon Lair, especially those three that beat up some of the dragons there," Ember said. "But they were terrorizing some ponies, so we know Capcom has heroic tendencies of their own."

"Pfft, heroic?" Luna said, getting their attention. "They're just battle hungry, nothing more."

"Auntie, you know that's not true," Blueblood said. "They're decent people."

"They strong people," Prince Rutheford stated. "They fight! Good for soul!"

"And an entertaining fight too," Blueblood said.

"You better be right, sonny," Grandpa Gruff said. "I'm with Novo on this, if this tournament's a drag, you won't hear the end of it from me."

"It will entertain," Blueblood said. "Don't you agree Rain Shine?"

"I reserve my opinion," Rain Shine said.

"Well you won't have to for long, it looks like the battle is nearly underway," Blueblood said.

Everyone eagerly anticipated the arrival of the heroes, ready to see them all do battle before them, to see them settle a rivalry. A few minutes passed, and soon the moment was finally here.

Cadance returned to the center of the ring to announce the heroes' arrival, "Thank you for your patience, now for the moment you've all been waiting for! Tell me, what did you come to see?"

"Marvel vs Capcom!" The Crowd Cheered.

"That's right, Marvel vs Capcom, the next chapter!" Cadance said, some fireworks going off as music blared through the arena. Mayday kept her earmuffs tightened to drown out the noise, Franklin gently caressing her back to help keep her calm.

Suddenly a magical image of a giant comic book appeared overhead, opening to reveal what looked like the character select screen in a fighting game, showing images of many of the fighters in this tournament.

"The greatest heroes are all here to lay claim to their glorious victory! And to take you on a wild ride!" Cadance said. "Who will rise to the top? It all starts now everyone! Get ready for the fight of your life!"

"Wow Flurry, your mom seems really excited about this," Franklin said.

"She had fun doing this last time, so she's happy to do this again," Flurry said.

"Alright, let's start you off with the world of Marvel," Cadance said. "Many of your favorite heroes are on their way out here right now, now let's do it, to it!"

Sonic turned to Sunset, "Did you tell her about that?"

"...Maybe," Sunset said.

"I'm kind of excited," the nearby Mark said. "I mean, all these heroes? I'd sure love to learn a thing or two from them."

"So would I," All Might said.

"You? But you're already a legend in your world, aren't you?" Mark asked.

"Even those who've been around as long as I have still have something to learn," All Might said. "Always keep an open mind, Young Mark."

"Yes sir," Mark said.

The lights shined on the stage as one by one, Cadance introduced each of the heroes coming out.

"First up are two members from The Guardians of the Galaxy!" Cadance began. "Give it up for Star-Lord and Gamora!"

"Hey Equestria!" Quill greeted, making his way down while Gamora kept her eyes toward the ring. "Let's rock and roll all day and night!"

"I can already tell this is gonna be good," Ember said.

"Next up, members of New York City's Defenders, give it up for Luke Cage, Iron Fist and Daredevil!" Cadance greeted as the three made their way down.

"Oh, those guys are from Daddy's old home city," Mayday said. "Daredevil's a good friend of his too."

"Two of those guys patrolled Las Pegasus during The Accords," Trixie said. "They still do from time to time, they must have fans here."

"It's possible," Starlight said.

"Next up is The Sorcerer Supreme!" Cadance said. "Doctor Strange!"

The Sorcerer made his way down the ramp, briefly waving to some ponies but kept himself focused on the battle ahead.

"There's Doctor Strange, it will be great seeing him in combat," Twilight said. "I'm so eager for it."

"Doctor Strange..." Starswirl said, the man sitting with the pillars in the crowd. "How well adept is a human in regard to magic I wonder?"

"We're about to find out," Rockhoof said.

"Next up, the vigilante from Stamford, Connecticut," Cadance began. "Give it up for Night Thrasher!"

The hero immediately skated down toward the ring, grinding against the edge for a bit before hitting a turning kickflip, skating to the center.

"That was so awesome!" Scootaloo said. "Wonder how good he is on a scooter?"

"Go Dwayne! You got this!" Night Glider cheered, the hero giving her a thumbs up.

"Next up is the King of Wakanda, everyone show your respect for Black Panther!" Cadance introduced.

T'Challa made his way toward the ring as well amid the cheers, doing a Wakandan Salute once he reached the end. "Wakanda Forever!"

"Looks like we have Wakandan Royalty in our world," Luna said.

"First Thor, now this guy, how many Kings do these heroes know?" Novo wondered.

"Next up, a hero of Olympus, meet Hercules!" Cadance said as the Greek God made his way down.

"Greetings Equestria!" Hercules said, flexing his muscles.

"Alright! Go Hercules!" Ember cheered.

"Oh great, it's that guy," Garble lamented. "The dude that makes dragons like us look bad."

Both his lackeys seem to agree as Hercules stepped foot into the ring.

Sunset turned her attention to Kratos, "Hey, you're over this whole, 'Gods are Evil' thing? Right?"

"If I wasn't, I would not have joined you in your trip to New Asgard," Kratos reminded.

"Good point," Sunset said.

"So long as this Hercules has done nothing wrong, nor is a threat to me, my friends or family, I have no quarrels with him," Kratos said.

"Next up, meet America Chavez!" Cadance said. "One of Earth's newest heroes!"

"Boom!" Chavez said, appearing at the edge. "That's right! Fresh blood coming through!"

"Isn't that the annoying girl from a year ago whose parents died because of a bee?" Rumble asked.

"You could pretend to be sympathetic," Gallus said, Rumble rolling his eyes in annoyance but choosing not to indulge.

Mark turned to All Might, "She seems...energetic."

"She's got spunk, that's for sure," All Might said.

"Next up is Taskmaster!" Cadance said, gesturing to the now reformed villain as he made his way down the walkway.

"Wow, so he's really turned it around, huh?" Applejack said.

"He's gotten better, after all he did send you that apology for the time he injured you with his arrow," Cheerilee said.

"Yeah, really nice of the guy," Applejack said. "Now he's head of Canterlot's Royal Guard."

"I heard he whipped them into shape, real good," Cheerilee said. "It's great what positive motivation does for a person."

"Eeyup," Big Mac agreed.

"Next up, meet the X-Men!" Cadance said. "Cyclops, Jean Grey, Nightcrawler, X-23, Gambit, Iceman and Wolverine!"

The seven heroes stood at the edge together, garnering some cheers, especially aimed at locals like Logan, Remy and Bobby.

"They totally love us!" Bobby said. "We're like big stars to them!"

"Probably thanks to you, somehow you made a big name for yourself here," Jean said.

"Don't act surprised, we all knew I was the star of the X-Men," Bobby said. "After all, I am one of the originals. Group started with me in it."

"Yeah, yeah, we get it, dork," Laura said. "Let's just head down there and kick some ass."

"Remember, this is not super competitive," Logan said.

"Everything's competitive, even when it's 'For Fun' it's competitive," Laura said.

"Just try not to get carried away," Remy said.

"You got it, Remy," Laura said.

"There they are!" Kitty said, calling to them. "Scott! Jean! Logan!"

"Kitty's cheering for us," Cyclops said, waving to the girl.

"Wish she were fighting with us, she'd be so much better than Puerto Rico Chavez over there," Bobby said.

"I thought her first name was America?" Jean asked.

"Meanwhile she talks about Puerto Rico like it's her home," Bobby said. "That girl's such a poser."

As the group headed down, Ocellus could immediately spot her favorite of the bunch, "I see Kurt!"

"Wow, is that really his human form?" Sandbar asked.

"Doesn't look human, he looks like a monster," Gallus said.

"No he doesn't, he looks fine!" Ocellus hastily defended. "Kurt's just different, it doesn't make him a monster!"

"Alright, chill, I didn't mean anything by it," Gallus said.

"Kurt!" Ocellus called, getting his attention. "Good luck!"

"Danke mein freund!" Kurt greeted.

"Wait, what did he say?" Dinky asked.

"He was thanking me for the cheer," Ocellus said. "Kurt taught me a bit of his native language."

"That's nice of him," Scootaloo said.

"You got this Bobby!" Sweetie Belle called.

"Good luck my sweet!" Rarity said.

"I won't let you girls down!" Bobby insisted.

"Go get'em Remy!" Apple Bloom called.

"You got this Remy!" Applejack called.

"You can win, dad!" Oliver called.

"Show them the Ragin' Cajun, sonny boy!" Granny Smith cheered.

"Merci ma famille!" Remy said.

"Logan! Good luck dear!" Fluttershy called, getting a thumbs up from her husband.

Mark seemed impressed by the reaction, "A lot of love here from the crowd."

"Mostly aimed at the one called Wolverine," All Might said.

"Weird, he doesn't look friendly, yet people still like him," Mark said.

"Not all heroes act friendly, my cohort Endeavor can be a bit moody, but he's still a hero, that's all that matters," All Might said.

"Yeah I can totally believe that," Mark said.

"You can do this Laura!" Tender Taps called from the crowd, Laura offering a smirk to the stallion.

"This one's for you, Tappy!" Laura said.

"Did she say 'Tappy'?" Twilight asked. "That actually sounds kind of cute."

Tifa turned to Terry, "You don't think those guys are mad that we fought their wives, do you?"

"Nah, they seem cool about it," Terry said. "Not like they got hurt."

"Yeah, you're right," Tifa said.

"Next up, the Merc with a Mouth, Deadpool!" Cadance introduced.

Suddenly a bunch of fireworks went off, spelling out Deadpool's name as he appeared at the edge of the walkway, "It is I! The one, and only, DEADPOOL!"

"And there's our idiot brother-in-law," Limestone said from the crowd.

"Limey, don't call my husband an idiot," Pinkie said.

"He has such an ego though," Limestone said.

"He's just energetic, that's a good thing," Maud said.

"Yeah, it's why I love him," Pinkie said.

"Now, meet The Fantastic Four!" Cadance said. "Mr. Fantastic, The Invisible Woman, The Thing, and Wonderbolt Member, The Human Torch!"

The four appeared at the edge, Johnny immediately showing off, "What's up, Equestria!?"

"There's my family!" Franklin said.

"I love their matching uniforms! So stylish!" Flurry said.

"Go get'em, Johnny!" Rainbow Dash cheered.

"Daddy!" Firefly called.

"Kick some butt, Johnny!" Scootaloo cheered.

The four arrived in the ring, with Johnny still posing for everyone, much to the humor of Sonic. "Gotta respect that confidence."

"Next up, meet The Avengers!" Cadance said. "The Winter Solider, The Wasp, Ant Man, Black Widow, King Thor and Captain America!"

Cap led his team down the walkway, everyone cheering for the group of heroes.

"There's Captain America," Mark said. "Gotta say, he looks like the spitting definition of what a hero should be."

"He does look strong, and I know for a fact that he has stronger beliefs," All Might said. "He seeks true Freedom, and I will admit, his words might not settle so well with some higher ups I know, but I respect a man who is true to his ideals."

Meanwhile Sugar Belle looked to be preparing for something, but grew nervous about it.

"Hey, show off your banner," Double Diamond said.

"What if he doesn't like it?" Sugar Belle asked.

"He will," Double Diamond said. "Go on, I'm right here for you. We all are."

Sugar Belle nodded, using her magic, "Bucky!"

The hero turned to see Sugar Belle with a banner made in his honor. His hero name spelt in the colors of The American Flag, with his metal foreleg flexed on the bottom. "Great work! I appreciate that!"

"He likes it!" Sugar Belle said in relief. "Bucky really likes it!"

"Told you," Double Diamond said. "Remember to cheer him on."

"I will," Sugar Belle said. "You got this, Bucky!"

With The Avengers in the ring, Cadance held her microphone close, trying for some dramatic tension, "Last, but certainly not least. The hero known far and wide across Equestria, the boy from Queens who became the shining Symbol of Hope for those of us who needed a hero. Fillies and Gentlecolts, I present to you, Your Friendly Neighborhood, Spider-Man!"

Peter showed up to a roaring ovation from everyone in the audience. Despite being introduced as such, no one chanted his Earth name, but rather the Equestrian Version of it.

"Spider-Mane! Spider-Mane! Spider-Mane!"

"Guess I can't escape what they call me in this world," Peter said, the boy quickly making his way to the ring. "But so long as it gives them a sense of security, that's all that matters."

Mayday had her earmuffs in, doing her best to drown out the noise. Fortunately the Jigglypuff she was with was very tentative to the filly, doing her best to calm her down.

Despite this, Mayday was still happy to see her father, "Go get'em, daddy!"

"Good luck Peter!" Twilight said.

"You can do it!" Starlight cheered.

"Kick some butt, Peter!" Rumble called.

"We fully support you, Peter!" Luna encouraged.

"Yeah! Go spidey!" Lightning Dust shouted from the crowd.

"You got this buddy!" Thunderlane cheered.

Everyone continued to cheer, something that of course everyone guarding seemed amazed by.

"Everyone sure loves Spider-Man," Mark said.

"From the sounds of things, he's done so great as a hero," All Might said. "A hero not only stops crime and villainy, just the very presence is enough to let people know they're safe, and Spider-Man shows that with these Equestrians."

Peter continued waving to the crowd, feeling a bit awkward but kind of happy that so many were cheering him on.

"It's great how much everyone seems to love him," Amy said. "He must have changed so many lives since coming here."

"You can say that again," Sunset said. "Peter's helped me and so many others when we needed it the most. Sometimes being a hero just means being a good friend."

"Because Friendship is Magic," Amy said.

"No surprise that you understand that concept," Sunset stated.

"Peter!" Twilight called, getting her husband's attention.

"Hey Twi, how's it..." Peter took a moment to recognize some of the ponies she was with. "Wait, that girl looks like MJ. Is it?"

"Yo bro, you're the star of the show!" Johnny said, seeing that Peter looked distracted. "You alright?"

"Those ponies with Twilight, I think I know them," Peter said.

"Really?" Johnny asked, looking toward the crowd. "Yeah, one of them looks like Mary Jane Watson."

"I think the other two are Flash Thompson and Harry Osborn," Peter said. "Twilight told me she wanted to bring them to Equestria, did she actually go through with it?"

"Probably," Johnny said. "Man, this could be really cool, or really awkward."

As Peter looked on, MJ got Twilight's attention, "Seems like Peter might recognize me and the boys."

"Looks like it," Twilight said. "I hope this isn't a distraction."

"Yo! Peter!" Flash called. "You're looking great man!"

"This is so weird..." Peter commented. "But, it's fine, just focus."

"Man, all we need is Angel, and you have all your friends in one place," Bobby said.

"Wasn't she supposed to join us?" Johnny asked. "Who took her spot?"

"No one, she's on Earth right now, so she couldn't come," Peter said. "Probably won't stop her from coming by later."

After a few minutes, the cheering stopped long enough for Cadance to clearly speak again. "That was Team Marvel, who's ready for Team Capcom?" The boo from the audience did take Cadance by surprise, "Oh come now everyone, Capcom's got some amazing warriors too."

"Ha, they're getting booed," Smolder said.

"Smolder, be nice," Ocellus scolded.

"Sunset, why is everyone booing?" Terry asked.

"Capcom hasn't always gotten along with Marvel," Sunset said. "During the last tournament, they were being kind of rude."

"I heard about that," Paul said. "Something about them wanting to really beat up Spider-Man. That's what Ling Xiaoyu said at least."

"Was it really that bad though?" Goku asked.

"I mean, in hindsight, they were kind of mean but they've improved a lot since then," Sunset said. "I hope Equestria gives them a second chance but...well my home world is known for its natives holding pretty bad grudges."

"Alright, time to introduce Capcom's greatest warriors," Cadance said, gesturing to the top of the ramp. "First up, the duo of Viewtiful Joe and Sexy Sivlia!"

The hero couple appeared at the ramp, the one in red looking a bit nervous, "Wow, didn't expect them to be this unhappy to see us."

"Yeah, kind of weird to be the bad guy, but it's fine, just adds to the drama, right?" Silvia asked.

"Right, of course," Joe said. "I'm still gonna give it my all. Let's go."

"Such a cute couple," Cadance said. "Next up, two Darkstalkers. Morrigan and Felicia!"

The duo appeared at the top of the walkway, the succubus woman grinning in satisfaction, "I can't wait to put on a show for these ponies."

"I'd say the same but, they don't seem to like us," Felicia said.

"Don't let it bother you, kitty," Morrigan said. "If you really want, try singing one of your nice songs. I hear Equestrians love songs."

"I'll try to," Felicia said.

Twilight tapped her chin in confusion, "Weird how there's two cat girls named Felicia."

"Where is our Felicia?" Starlight asked.

"I was wondering too, she did participate last time," Trixie said.

"I have no idea where Felicia Hardy is, but hopefully it's as far away from here as possible," Twilight said.

"Next up is the Dinosaur Hunter, Regina!" Cadance said, gesturing to the redhead as she made her way down the walkway. "Right behind her is the Monster Hunter, Leia!" The young girl had also made her way down, a little more bothered by the boos than the woman before her.

"That one looks kind of young," Twilight said.

"Maybe she's small for her size, like Viewtiful Joe," Trixie theorized.

"Now pay respects to the Sun Goddess of Capcom, Amaterasu," Cadance said.

The divine wolf appeared at the edge of the stage, still subjected to some booing, to the dismay of the little artist on her head.

"What a bunch of ungrateful saps," Issun stated. "I tell you, they got no respect for a Goddess like you, or a fabulous artist like me!"

"That wolf is your Capcom counterpart so to speak, sister," Luna said.

"Yes, I recall her at the last tournament as well," Celestia said.

"Even she has no respect, what a shame," Thorax said.

"Next up, the Mayor of Metro City, Mike Haggar!" Cadance said, gesturing to the man himself as he made his way down the walkway.

"That's a mayor? He looks built!" Mark said.

"He has to be," Sunset explained from nearby. "He was a wrestler once after all. Plus. there's a lot of crime in his city, so he goes out to deal with it personally."

"Next, give it up for Captain Commando!" Cadance introduced.

The man in question walked down the walkway, paying little mind to the boos, and only focused on the task ahead.

"Next, give it up for the Bionic Commando, Nathan Spencer!" Cadance introduced.

Spencer came onto the walkway, smirking at some nearby ponies as they booed him, almost relishing the moment. "Like I've never been hated before, kind of my hobby half the time."

Mayday pouted in disappointment, "Everyone's booing Nathan, even though he's really nice."

"Of course you favor someone with a robot arm," Flurry teased.

"He came to my house once and he treated me and my mom really nice," Mayday said. "He's also one of the first Capcom warriors to be nice to my daddy, so that makes him extra great."

"Next up, the legendary ninja, Strider Hiryu," Cadance introduced.

Strider wasted no time making his way to the run, opting to run down the walkway and standing by his allies.

"Now, for a team created by science," Cadance began. "Give it up for Zero, Roll and The Super Fighting Robot, Mega Man!"

The three stood at the edge of the walkway, being greeted by boos, to the disappointment of Roll.

"Rock, didn't you help the ponies last year with something?" Roll asked. "Like that one guy who tried taking over Ponyville?"

"Guess they haven't forgotten about the initial invasion," Mega Man said.

"You weren't even a big part of that," Zero said. "You never actually went into Equestria until after the fact."

"I'm still Capcom though, guess we got lumped into the same category," Mega Man said. "It's fine, this is our chance to make a better impression. Especially with Mayday watching."

The girl in question was once again annoyed, "Stupid ponies, being mean to Rock."

"Don't worry about it, Mayday," Sonic reassured. "A little booing won't stop Rock, Roll or Zero."

"Go get'em Roll! You got this, girl!" Amy cheered.

"Too bad Protoman isn't here," Knuckles said. "Would have completed this trio."

"Sunset couldn't get everyone to come, but she sure got a lot," Sonic said.

"Alright, nearly at the end," Cadance said. "Next, give it up for the Devil May Cry mercenaries, Dante and Trish!"

The duo stood at the edge of the walkway, Dante mocking everyone booing him while Trish paid little mind.

"All these years and you still have a bad reputation here," Trish said.

"Yeah well, what can you do?" Dante said as he kept walking. "The fight's waiting for us. Let's Rock!"

"Next up, a quartet of Anti-B.O.W. agents, give it up for Chris Redfield, Jill Valentine, Rebecca Chambers and Leon Kennedy!" Cadance introduced.

The four stood at the edge of the stage, Chris leading everyone down the walkway. "Guess ponies still haven't forgotten what happened years ago."

"Seriously, what did you all even do?" Rebecca asked.

"Some dumb stuff," Chris said. "Sorry you're getting dragged into this.'"

"They're just getting into the competition," Jill said.

"I hope so, I'd like to think we made up for whatever happened back in the day," Leon said.

"Let's just show them why we should be respected," Chris said.

Thorax spotted Rebecca from his seat, "That's the nice lady who helped us out when the Changelings suffered from that ambush."

"No sign of who the attackers were yet?" Ember asked.

"Not quite, hopefully we'll get our answers soon," Thorax said.

With them in the ring, Cadance let some anticipation rise before she announced the last batch, "And now, last but not least, the martial arts stars of Capcom, meet the legendary-"

"What's up everyone!" Came Luke Sullivan, the arrogant fighter making his way down the walkway.

"Um, I didn't introduce you yet," Cadance said. "You were supposed to come out with your group."

"What for? I'm a star on my own!" the man said. "Name's Luke Sullivan, remember it, because I'm going to be my world's biggest star, and it starts with crushing you Marvel losers and squashing Spider-Man like the bug that he is!"

"Spiders aren't bugs!" Peter said. "We're arachnids! Totally different! Bugs have three body sections and arachnids have two!"

"Yeah whatever, point is I'm kicking your ass," Luke said, earning some boos.

"You're making everyone hate us more," Rock said.

"Let them, just a bunch of sissy ponies," Luke said.

"Uh, those 'sissy ponies' just brought the fight to guys like Paul Phoenix and Terry Bogard," Mega Man said. "Guys from worlds who also rivaled ours."

"And did you not see Princess Twilight fighting Goku?" Spencer asked. "These ponies are anything but 'sissies'."

"You sure talk up a nation that seems to hate you, talk about lack of self-respect," Luke said.

"...Seriously, who the hell invited this scumbag again?" Spencer asked.

"Let him stay, might get his ass kicked," Chris said. "That'll teach him humility."

"Man, this guy talks so much trash," Chavez said. "Can you imagine being around someone who thinks they're all that great?"

"Yeah, it's a real pain, America," Strange sarcastically remarked. "So lucky you aren't a thing like that."

"Aw, thanks Strange, you were always my favorite old guy," Chavez said, annoying Strange some more.

Cadance cleared her throat, ready to continue, "Well, that was Luke Sullivan, bet he was happy to have the spotlight to himself. But moving on, time to meet the Legendary World Warriors!" Cadance gestured to the edge of the walkway. "Makoto, Ibuki, Rashid, Rainbow Mika, Laura Matsuda, Sakura Kasugano, Ken Masters, Chun-Li, and the top warrior of their world, Ryu!"

One by one, each of the fighters came out, greeted by a harsh crowd, but they weren't bothered, they merely wanted to fight.

"Big moment," Ken said. "Laura, Rashid, you two nervous?"

"A little, but I'm also excited," Rashid said. "I heard stories about Marvel, being able to actually fight them is an honor."

"Same, I'm ready to go," Laura said.

Ryu stepped in front of them, gesturing to the ring, "Our battle is up ahead. Remember to fight with honor."

"And have fun, that's what this Tournament's about," Chun-Li said.

"I am so pumped for this!" Mika said. "Little bothered by the boos but it's fine."

"Time to do this," Ken said, everyone finally arriving in the ring.

“Here they are, you ready for this Vegeta?” Goku asked.

“They better not disappoint me,” Vegeta said.

“…Kind of hoped to see Arthur, see how he compares to the one I met,” Sonic said. “Oh well, maybe next time.”

"Alright, this is everyone on Team Marvel and Team Capcom!" Cadance said. "The Tournament is about to commence. Here are the rules. You fight until you are knocked out of the ring, or just can’t continue. Please avoid using any dirty tricks like eye poking or hitting below the belt."

"What about our gear?" Steve asked. "Last time we were not allowed to use anything aside from natural fighting abilities."

"Right...well the prefight did allow weapons, but that was impromptu," Cadance said. "Do you guys want to keep allowing it?"

"Hey if Cap wants to use his shield, let him," Dante said. "That also goes for Thor's hammer and whatever else there is."

"Alright then, you're allowed to use whatever gear you brought with you," Cadance said. "Just try to make sure no one dies out there."

"We won't cross that line," Chris said. "I'll limit what weapons I use."

"Same here," Dante said.

"Very well," Cadance said. "Now for the next part, the battle. Unlike last time where it was teams of three fighting until one remained, here you will all be fighting Battle Royale Style. Ten of you will start, each time someone gets knocked out, another teammate will come in as a replacement. No switching at will, if you leave the ring, that counts as a surrender. The fight goes on until every member of one team has been defeated. Now, any questions?"

"You single?" Luke asked.

"...I'm married," Cadance said.

"I won't tell if you won't," Luke said.

"Knock it off!" Dante scolded.

"What? Just a joke, chill," Luke said.

"Don't tell me to chill," Dante warned.

"Come on guys, we're supposed to be on the same team here," Chun-Li said.

“What kind of guy you married to anyway?” Chavez asked.

“The former Captain of the guard,” Cadance said, gesturing to Shining Armor.

“Oh, that guy who got his ass beat by the dude with the beard,” Chavez said. “You know, I bet you could do better. Ever consider dating a woman?”

“…No, I’m very much heterosexual,” Cadance said.

“Don’t knock it till you try it,” Chavez said.

“Is she serious?” Johnny asked. “I like girl-on-girl action as much as the next guy but now’s not the point.”

“Hey, we aren’t your fetish, gringo,” Chavez said.

“This coming from the false Latina,” Bobby said.

"Come on..." Spencer said. "Can we please stop talking about this crap and just get to the part where we beat the shit out of each other?"

"Honestly," Morrigan said.

"You look so revealing!" Chavez said. "Where's your shame girl?"

"I have no reason to be ashamed of my body, lass" Morrigan said, posing in a way to show off her breasts. "And the boys like it, so why fix what isn't broken?"

"Can't argue that," Scott said.

“Yo Spidey, don’t you have a little girl? You’re cool with her seeing this?” Chavez asked.

“Mayday’s a smart girl, she’s not going to get badly influenced,” Peter said.

“Eh, sounds like lazy parenting from the hero who’s slacked the last few years,” Chavez said.

"Can we replace this chick?” Johnny asked. "Seriously, where's Falcon? Or She-Hulk? Go find Sentry, Quake or Darkhawk.”

“At this point I'll take Felicia,” Peter said.

"I'm on Team Capcom," Felicia said.

"I mean the one from my world," Peter said. "Strange, is Wong available?"

"Hey if we're replacing people, let's replace Luke," Spencer said. "We can get Frank West or Phoenix Wright. I'd even take Dan Hibiki."

"That better be a joke, old man," Luke said.

"The only joke is your stupid hippie haircut," Spencer said.

"What was that!?" Luke shouted.

"I can totally see if Nero and V are available," Dante said. "Honestly I think V would like this place."

"Oh yeah, reading a book in the middle of a fight, so exciting," Luke mocked.

Cadance brought out a whistle and blew loudly, startling everyone. "We're getting off track, enough of the random banter. Let your fists do the talking."

"Fine by us," Peter said. "Come on everyone, let's decide who our first ten should be."

"We should decide as well," Ryu said.

"You have five minutes to prepare," Cadance said.

"We only need two," Peter said, huddling away with his team as Ryu did the same.

Before stepping out, Leon took notice of Ocellus, the agent curiously glancing at the girl.

"Something up, Leon?" Zero asked.

"It's nothing..." Leon said, stepping out the ring. "For now at least."

"That's a bit ominous," Zero commented. "But alright, you can fill me in later then."

Outside the ring, an embarrassed Sunset could not believe her ears, "How did Strange get stuck with that annoying girl?"

"She is very blunt in how she speaks," Kratos said. "Even a troll from my world spoke with much more tact, despite his vulgar language."

"This is pretty weird," Sonic said. "Even that blonde Capcom guy seemed to rub his teammates the wrong way."

"They speak with privilege, they have yet to truly taste true combat," Kratos said.

"Shouldn't they though?" Knuckles asked. "Aren't they heroes?"

"Any major villain on Earth is still brought down by capable heroes," Sunset stated. "At the moment though, a lot of those villains haven't been seen in a while, including Doctor Doom, Dormammu and Ultron. The last major threat was a guy named Zemo, and he was still brought down by Cap and his sidekicks. With Magneto, Sabretooth and Baron Mordo dead, and the aforementioned villains not around, plus Green Goblin being defeated, there really aren't many major villains to give these newer heroes a decent challenge."

"Is there anyone in space that could be a threat?" Sonic asked.

"A guy named Thanos, but with the Nova Corp along with The Inhumans, space is just fine," Sunset stated.

"There is also Loki," Kratos said.

"Right...he hasn't been heard from in a year," Sunset said. "I can't imagine he's done just yet, but next time, I'll make sure he stays defeated."

"Kratos, you had to deal with this stuff as well, regarding Thor and Loki. You even had to anticipate Ragnarök yourself," Sonic said. "How was it compared to Mavel's Asgard?"

"It was...complicated," Kratos said. "The Thor of my world cannot be compared to the one about to do battle. It is as if they are two different men. The contrasts are incredible."

"And Loki?" Sunset asked.

"Loki is a delicate subject, especially with my friends and family," Kratos said. "This journey was life changing for me, in many ways."

"Yeah, adventures can do that for a person," Sonic said. "Sometimes they can test your will as a person. I still remember my trip to Starfall Islands, had a lot of time to reflect on things, and my friends definitely did thanks to meeting some little creatures called Kocos."

"Were they cute?" Sunset asked.

"Yeah, but there were some things on that island that weren't so cute," Sonic said.

"How I'd love to be in both your shoes," Sunset said. "You two are really big adventurers, I'd love to experience what you did."

"I do not recommend my life, if you thought Ragnarök was bad, you would not handle the trials on Olympus well," Kratos said.

"I can't say my life has been a cake walk, especially the time I turned into a werehog," Sonic said.

"A what?" Sunset asked.

"Wolf like creature, it was weird," Sonic said. "It only happened at night though, so at least in the day I was still me."

"Well, you two still had fun adventures," Sunset said. "I'm glad I can go on adventures like that with Ryu and our friends."

With Team Marvel, the heroes were deciding on who went out first, Steve being the one making some decisions.

"I have no problem leading our team first," Steve said. "Who wishes to join me?"

"I will," Peter said. "I got your back."

"Don't leave me out," Johnny said.

"I'm up as well," Logan said.

"Alright that's four," Steve said. "Thor, Hercules, you two think you can endure?"

"It would be no trouble for me," Thor said.

"Nor I," Hercules added. "I dare say the two of us could probably defeat the other team on our own."

"Confidence is good, but don't underestimate our opponents, they're our top rivals for a reason," Steve said.

"Hey, if you need muscle, that's me," Chavez said. "I'm stronger than basically all of them, send me in too, I'll knock them out one by one."

"I think you should wait a bit," Steve said.

"Worried I'll upstage you? Worried I will remind you why I'm the new face of America?" Chavez asked.

"America!" Strange scolded.

"Hey it's true, he's hardly in his own country nowadays," Chavez said. "He's here getting his freak on with royalty."

"You watch your damn tone," Bucky warned. "Show Cap the respect he's earned."

"It's fine, if she wants to prove herself, this is her chance," Steve said. "America, you're up."

"Damn right I am," Chavez said.

"I can hang back, be your ace in the hole," Quill said. "Gamora could stand with you."

"Sounds good to me," Steve said. "You up for it, Gamora?"

"Of course," Gamora insisted.

"So that's eight," Steve said.

"Need me in?" Bucky asked.

"You'd be better saved for later, don't want too much pure power right now," Steve said. "Kurt, you're a great strategist, and Cyclops, you have great leadership, we could use you both."

"Of course, Captain America," Cyclops said.

"As you command, Captain," Kurt said.

"Good, now then," Steve faced the ring. "Team Marvel, Assemble!"

With that chosen, Capcom had to make their choices as well, Chun-Li being the head of that.

"I can start us off," Chun-Li stated. "Spencer, Hiryu, will you two join me?"

"Hell yeah," Spencer said.

"Of course, Chun-Li," Strider said, bowing to the woman.

"Amaterasu, we might need you as well," Chun-Li said.

"Ammy's got this," Issun said.

Chun-Li knelt to speak to the artist, "You probably should get off her head, you could get hurt."

"Ammy and I have gone against some tough enemies together, I'm not worried about getting hurt," Issun said.

"Send me in, Chun-Li," Mega Man said.

"Me too," Chris said.

"Same here," Dante said.

"Alright, you boys are in," Chun-Li said. "Morrigan, can I count on you as well?"

"You can always count on me, Chunny," Morrigan said, seductively winking at the girl.

"...Right," Chun-Li said, feeling a bit awkward. "That just leaves two more."

"One of them is me, right?" Luke asked. "It damn well better be me."

"Uh, don't you want to wait?" Chun-Li asked.

"Oh let him fight if he wants to," Spencer said. "Time for you to prove you're more than some punk-shit fighter."

"I'm so gonna outclass you, old man," Luke said.

"Good luck," Spencer sarcastically remarked.

"Now, Ryu," Chun-Li said. "Do you want to join us now? Or later?"

"I don't want to wait, send me in now," Ryu said.

"Alright, that's ten," Chun-Li said. "Now then, Let's get Ready, and Fight!"

Both teams were in the ring, Cadance about to begin the fight as everyone in the crowd and around the ring watched on in anticipation.

"Ready...and...FIGHT!" Cadance ordered.

"Spider-Man's mine!" Luke said, charging at the hero.

"I'm gonna knock out that karate guy!" Chavez said, rushing at Ryu.

Luke went for a punch that Peter easily dodged and hit Luke hard with an uppercut, knocking the daylights out of him and then hitting another punch that sent him flying out the ring, crashing against the magical barrier and knocking him out.

Meanwhile Chavez tried for a punch against Ryu, but he ducked and elbowed her stomach, knocking the wind out of her and then delivered a mighty kick that sent Chavez flying, herself hitting the barrier and knocking her unconscious.

"Well that didn't take long," Twilight said.

"Luke Sullivan and America Chavez have both been knocked out!" Cadance announced. "Both Marvel and Capcom must send in another teammate!"

"I know the perfect ones," Strange said, opening the portal. "With the kids out the way, let's allow some actual adults to fight."

Emerging from the portals were one extra Marvel Hero and one extra Capcom Warrior. Strange poofed Cadance a note, giving her something to announce.

"Alright, we have two surprise entrants!" Cadance said. "From Team Marvel, a member of the X-Men, Storm! And from Team Capcom, a Darkstalker fighter, Hsien-Ko!"

The wife of T'Challa and weather manipulator of the X-Men stood ready, same as the newly arrived Darkstalker.

"Alright, let the actual tournament begin!" Cadance said.

Kurt immediately teleported to attack Strider, the ninja narrowly dodging and going for a strike that Kurt dodged and kicked Strider back.

Spencer rushed to help, but Hercules stood in his path, the commando immediately rolling back, taking a moment to process the situation.

"Going against a literal God of Strength, gotta be smart about this," Hercules went for a punch but Spencer used his grapple to pull himself away. Fortunately Amaterasu wasn't too far away and used her magic to blast the Greek God. "Great work Ammy!"

Amaterasu continued her assault while Spencer went to look for another opponent to face.

Gamora went for a kick to Chun-Li, the Interpol agent quick to duck, but couldn’t stop a follow up kick that sent her flying near the edge of the ring.

"That was close," Chun-Li said, running back in for a diving kick that connected with Gamora. Wasting no time, Chun-Li followed up with some lightning kicks, hoping to wear out the God Slayer and ended with a kick to the air, sending Gamora flying.

The Guardian backflipped and landed on her feet and charged in to punch Chun-Li, knocking her into Cyclops, the hero turning around and attempting to blast the agent, but Chun-Li ducked, allowing the attack to hit Gamora.

Chun-Li used this to her advantage by elbowing Cyclops away, allowing Chris to tackle him while the Interpol Agent went to work.

Using her speed, Chun-Li hit her Spinning Bird Kick to knock Gamora into the air, then followed up with her Tenshoukyaku air kicks and then slammed her leg down on Gamora, knocking her out of the ring and out of the fight.

"Gamora of Team Marvel has been knocked out of the ring!" Cadance declared.

“Hyper Combo KO!” Sunset cheered.

"That was such a cool move!" Amy cheered.

"She calls it the Shichisei Ranka," Sunset said. "My Japanese is still a bit rusty, but I think it translates to Seven Stars."

"I thought she was Chinese," Knuckles said.

"She is, but she uses Japanese names for her moves," Sunset said. "She's spent some time in Japan, so she's come accustomed to their culture."

Meanwhile Quill looked annoyed, "Damn, didn't expect Gamora to go out first. Chun-Li's one tough chick."

"She's top fighter for a reason," Laura said. "So, who's next?"

"I'll go in," Susan said, entering the ring on behalf of her team.

Cyclops continued his attempts to bring down Chris, going for a few eye blasts that the BSAA member barely dodged.

"I can't underestimate this guy, still he does have a glaring weakness," Chris theorized. "He needs those visors to control his powers, if I could get them off him...actually, that might be dangerous, I don't want to risk anyone getting hurt. Plus he probably has ways of countering such an obvious maneuver."

"Don't hesitate too long," Cyclops warned. He then noticed Spencer coming, the X-Men leader leaping out of the way and zapping the commando.

Chris used this as his chance to shoulder ram Cyclops, going for some Combination Punches, striking Cyclops in the stomach a few times, then going for some strikes to the face.

"Scott!" Storm said, readying her abilities and sending some lightning strikes at Chris, careful not to use too much power as she knocked him back. Spencer however managed to grapple her arm and tried pulling her in for a punch, however Cyclops managed to blast the commando.

"Thanks Ororo," Cyclops said, turning to Chris. "Now for-"

"Flash!" Chris shouted, some nearby teammates covering their eyes a second as he threw a flash grenade, blinding anyone within a distance.

Cyclops was briefly bothered himself, and left himself open for a punch that knocked him to the edge of the ring and a haymaker that knocked him clean out.

"Cyclops of Team Marvel has been knocked out of the ring!" Cadance declared.

"Come on, that's two down for us!" Quill lamented.

"It ain't over yet," Luke Cage said, stepping into the ring. "Alright, who wants some!?"

Nearby Spencer was fighting away Kurt when he barely dodged a punch from Luke Cage, the commando rolling back.

"Nice try!" Spencer latched on and pulled himself in for a double kick to his chest.

"That all you got!?" Luke said, hardening his body.

"I'm just warming up!" Spencer said, going for more strikes.

Nearby Ryu and Dante were teaming up against Hercules, both men working to knock the Greek God out of the ring, however he proved to be very formidable, using his strength to send both flying back with a double palm strike.

"Bring me more!" Hercules said.

Mega Man charged up his Mega Buster and blasted Hercules, but the God took the attack head on. "He thinks he's invincible, but that's going to be his downfall."

"Who else wishes to test their abilities?" Hercules said, flexing his pecs.

"Oi, big man," Morrigan said, readying her Finishing Shower. "Dodge this!"

The succubus fired some missiles from her wings, Hercules putting his arms up and blocking the attack, smirking through his forelegs. "Is that all you-"

"SHINKUU! HADOUKEN!" Ryu shouted, sending a massive beam at Hercules.

"HYPER MEGA BUSTER!" Mega Man sent a large beam of his own at Hercules, pushing him closer to the edge.

Chun-Li got in close, readying her chi, "KIKOSHO!"

The large sphere of energy had blasted Hercules, sending him flying out of the ring.

"Hercules of Team Marvel has been knocked out of the ring!" Cadance declared.

"Ugh, Hercules is out already?" Ember lamented. "Those Capcom fighters are something else!"

"Awesome, Team Capcom is winning!" Sunset cheered.

"You rooting against Spider-Man's team?" Terry asked.

"Uh, well..." Sunset felt awkward. "I like Peter and all but, I have a soft spot for Ryu and company. I don't mind who wins really, but considering Marvel won last time, it wouldn't be the worst thing in the world if Capcom won this time around."

Quill looked a bit more annoyed, "Can we get someone from our side in there that won't suck!?"

"I'm not that surprised Capcom's winning," Bobby said. "They sent their top fighters in first, but in the end, they're gonna get worn out, then the heavy hitters on our side will take over."

"Until then," Remy said, stepping in. "I'm up."

"Yes, Remy's about to fight!" Apple Bloom cheered. "You got this Remy!"

"Be smart Remy, competition comes to them Capcom Warriors as Apple Bucking does to mon cherrie Appleack, be smart about this," Remy twirled his staff, ready to fight. "Come at me!"

Steve tossed his shield to whack Mega Man in the head, that same shield rebounding and whacking Morrigan. Spencer rushed in to attack but Steve grabbed his shield just in time to block the Bionic Punch.

"Gee, a little more force, and you might have dented it," Steve said.

"Can't tell if you're being serious or sarcastic," Spencer said.

"Hey, arm guy!" Luke said, stomping over. "I'm not done with you!"

He went to attack but Spencer rolled out the way, allowing Strider a chance to run over and kick him in the face. "Your quarrel is also with me."

Nearby Peter was dodging attacks from Amaterasu, the wolf trying her best to defeat Peter. She made attempts at headbutting and kicks, using her paint brush to assist.

"This pup's got moves, makes sense that she's the Goddess of her world," Peter leapt back and fired some web balls at Amaterasu, the wolf using her sword to block, then tried attacking with her beads.

Peter saw an opportunity to web the wolf and used his webs to pull her in for an uppercut into the air.

"Torch for the assistance!" Johnny said, flying by and blasting Amaterasu to the ground.

"Thanks Johnny!" Peter said, rushing and delivering a bunch of quick strikes. "CRAWLER ASSAULT!"

Amaterasu got knocked out of the ring, finally pushing momentum in Marvel's favor.

"Amaterasu of Team Capcom has been knocked out of the ring!" Cadance declared.

"Lucky shot," Issun commented.

"Whoa, Spider-Man actually beat Ammy," Ken said.

"He's no joke, that's for sure," Joe said, looking ready for a fight. "Well, I guess I should-"

"Joe, let me go first," Silvia said, opting to head in before her boyfriend.

"Uh, sure, you got it," Joe said. "Go Silvie!"

Silvia faced off against Susan, "I'll start with you!"

As the young hero leapt, Susan put up a forcefield that knocked her back and immediately used it for offense to send Silvia flying out of the ring.

"Sexy Silvia of Team Capcom has been knocked out of the ring!" Cadance announced.

"No! Silvie!" Joe stepped into the ring, ready for a fight. "I will avenge my true love! HENSHIN A GO-GO BABY!”

Viewtiful Joe immediately went for Susan, the girl again putting a forcefield in front of her. Joe used his Mach Speed to run around and kick Susan in the back, sending her stumbling forward.

"Fast little fellow," Susan said, focusing back on Joe, the hero fanboy looking ready for more.

"Just want to say, it is an honor to fight a member of The Fantastic Four, but I am not holding back on you or anyone here," Joe said. "Bring it on!"

"If that's what you want," Susan said, sending some forcefield blasts at Joe. The hero used his Slow Motion to dodge and quickly ran in to punch Susan in the stomach, deactivating fast and going for an uppercut to knock the girl back.

"That guy in red's pretty fast," Knuckles said.

"Viewtiful Joe's V-Watch gives him his suit and abilities," Sunset explained. "It's even been specially designed so that it can work in this dimension too, rather than just the movie dimension."

"He uses a watch to change clothes?" Goku asked. "Wow, just like my son when he turns into a superhero."

"What's interesting is that Joe admires the Marvel Heroes, but a lot of his mannerisms remind me of another dimension Ryu and his friends have been to, called Tatsunoko," Sunset said. "Marvel's heroes feel like they belong in Western Comics, while Tatsunoko have this anime appeal to them."

"Might be a big culture thing," Sonic said.

"I'd love to explore it more, something about how each dimension works is just so fascinating," Sunset stated. "It's like trying different video games, so many rules and styles. I really can't get enough of it."

"You love adventure, I respect that," Sonic said. "Glad you're having fun."

"Thanks, I'm glad I took a chance," Sunset said, the girl feeling a bit down. "Even if it nearly strained my friendships...though I'm not sure if they've completely healed."

"Uh, Sunset, are you...WHOA!" Sonic saw that Mega Man was flung toward his direction, though the robot was able to halt to a stop before falling out the ring.

"That was close, guess sneaking up on Thor was a poorly thought-out move," Mega Man said. "Hey Sonic, enjoying the show?"

"Yeah, looks like everyone's having fun," Sonic said. "Almost want to get back in the ring for another round."

"Next time, my world can fight yours," Mega Man said. "You've been avoiding us way too long."

"Funny, we were thinking the same thing," Sonic said, a coy smirk on his face.

"Rock! Don't stand so close to the edge!" Spencer called.

"Uh, right, gotta go," Mega Man said, running toward the center of the ring.

Logan was seen doing battle against Chun-Li, trying to connect with his strikes but the Interpol martial artist kept her distance and struck only when needed. Susan attempted to attack from behind, but was met with a blast from Mega Man.

"Chun-Li, duck!" The girl obliged as Mega Man got a clear blast to Logan's face, sending him back. "Got him!"

"Yer gonna regret that," Logan said, charging at Mega Man as he leapt back and continued firing his shots while Chun-Li went to confront Susan.

Luke Cage was busy going after Strider, trying to land a blow on the ninja, but his incredible speed made it difficult as Strider landed a kick on Luke's head, then rushed around, hitting each part of his body that he could to knock him off balance.

"I got this Hiryu!" Spencer called, with Strider moving out the way while Spence revved his arm. "BIONIC ARM!"

With one mighty punch, Luke Cage was sent flying out of the ring.

"Luke Cage of Team Marvel has been knocked out of the ring!" Cadance announced.

"Great work Hiryu," Spencer said, fist-bumping the ninja.

"It was a team effort," Strider said.

"Time for me to take over," Taskmaster said, stepping into the ring. "Who's ready to face me!?"

Hsien-Ko rushed in to attack, sending her arsenal of weapons at the reformed villain, who quickly blocked with his shield.

"Nice try!" Taskmaster kicked Hsien-Ko back then blocked a strike from Chris. "You do not wanna go against me."

"Wanna bet!?" Chris went for another punch but Taskmaster ducked and hit an uppercut to knock Chris back.

"I know your moves!" Taskmaster warned. "So you'se gonna have to do bettah than that!"

Dante then attempted to land a kick down on the guard captain, who fortunately dodged at the last second. "Do you know my moves? Think you can take me on, bone head?"

"Oh you got jokes, do ya?" Taskmaster asked, pulling out his sword. "Let's see how you do with that nail filer of yours."

"Bring it" Dante said, pulling his sword out just as Taskmaster went to strike with his own, the two clashing a bit.

Dante's skills proved to be a lot for Taskmaster but he wasn't going to give up so easily. Using his shield, he managed to parry Dante's sword away and went for a punch, one that didn't stun Dante much, though an oncoming blast from Storm's lightning did stumble the demon.

"Thanks, but I had him," Taskmaster insisted.

"Perhaps, but this is a team battle," Storm reminded. "We must fight together."

"How's this for teamwork!" Hsien-Ko extended her reach to strike Storm, the Goddess maneuvering away and creating a whirlwind that sent the girl flying back.

Dante jumped up and kicked Storm out of the air using the power of his Ifrit Gauntlet, allowing Chris to rush in and tackle Storm off the edge of the ring.

"Storm of Team Marvel has been knocked out of the ring!" Cadance confirmed.

Storm shook off the attack, turning to her husband, "Forgive me, T'Challa."

"You have nothing to be sorry for, my Queen," T'Challa said, focusing his attention to the ring. "Now it is my turn."

From the crowd, Starlight began to wonder about Team Marvel's chances, "Peters side lost more fighters so far than Ryu's."

"They're not behind by much, and Peter's had the odds stacked against him before, even in the last tournament," Twilight said. "He'll be fine."

In the ring, Susan was throwing punches at Ryu, trying to get the edge on him, but his precision in blocks and strikes had Susan a bit weary. She quickly turned invisible, hoping it would give her the advantage.

Susan went for another strike, but Ryu still managed to block her, taking her by surprise as he went for another kick that knocked Sue out of her invisibility.

"Why am I not surprised the master martial artist could fight an invisible opponent?" Susan said.

"No martial artist relies only on sight, the eyes can deceive after all," Ryu said.

"But pain can't!" Johnny shouted, flying in to punch Ryu, knocking him close to the edge. "You're done!"

He sent a blast that Ryu quickly rolled out the way from, retaliating with his own attack," HADOUKEN!"

Johnny blocked the attack with little effort, "Come on, I know you got more than that!"

Seconds later, Chun-Li came in with a kick to Johnny's head, landing gracefully afterward, "Looks like you weren't focusing." She went for another kick that sent Johnny flying, but Susan had put up a forcefield to stop his momentum.

"Thanks sis," Johnny said, readying his fire. "Ready to go, Tree Trunk Legs?"

"Excuse me!?" Chun-Li shouted, slightly offended. "Do you actually want to get hurt? I can make this worse!"

Susan was ready to take this opportunity to attack Chun-Li while distracted, but she got pulled in by Spencer's wire.

"Get over here!" Spencer then threw a punch that Susan blocked at the last second with her forcefield, though the power behind the punch still sent her flying towards Ryu, the warrior delivering a fierce kick to Susan's back, sending her flying forward.

"Sis!" Johnny flew to help but Spencer blocked his path, going for a punch that Johnny ducked as the hero hit an uppercut.

Johnny readied some fire, but Chun-Li kicked him from behind, allowing Spencer to whack him out of the way.

Susan stood back up, ready for more but Strider landed before the woman, "Accept your defeat."

"Gonna have to actually put the work in," Susan said, going for a punch that Strider parried as he spun around to kick Susan's head, allowing Ryu a chance to blast her with the Hadouken.

"Sue!" Peter shouted, running to help.

Ryu looked ready for a fight, but Strider stood in his path, "I will face him!" The ninja rushed in for a strike that Peter quickly blocked as the hero kicked him aside. Spencer rushed in for a punch that Peter sensed and dodged, kicking Spencer forward toward Strider.

Chun-Li went to attack but Johnny blasted her with his fire, sending her flying towards her friends.

"Allow me to take over," Thor said, stepping forward while holding his hammer.

"Check it out Chun-Li, it's your True Love," Spencer taunted.

"Oh shut up, if you're jealous of his looks then just admit it," Chun-Li said.

"Hey I got my own looks that I'm quite proud of," Spencer said.

"Stroke your ego later," Strider said. "Chun-Li, I should hope whatever admiration you have for His Majesty can wait."

"Of course, I'm ready to fight," Chun-Li said. "Come on, we'll do better fighting together, attack from all sides!"

The three were quick to charge at the King of Asgard, as Thor began channeling his Godly Power, "By Odin's Beard...MIGHTY TORNADO!"

The three were sucked into the attack and flung the three into the air, sending them flying and nearly hitting the ground hard. Fortunately Sunset was quick to catch the trio.

"That was close...but I think this means you're out," Sunset said.

"Chun-Li, Nathan Spencer and Strider Hiryu have all been defeated," Cadance declared.

"Guess we are," Chun-Li said, lamenting to herself. "Probably should have tried a different strategy."

"Not like it was life or death, don't worry about it," Spencer said.

"Crap, that isn't good," Dante commented. "Chun-Li was kind of our Team Leader."

"How will you manage now?" Came T'Challa's voice as he prepared for more of a fight.

"We'll figure something out," Dante said, charging to clash with T'Challa.

"Alright, I'll step in," Leon said.

"Me too," Zero said.

"Same, I'm ready for action," Trish said.

All three stepped in and were immediately met by Steve.

"Which one of you wants to take me on?" Steve said, welcoming a fight.

"Let me go first," Zero said, grabbing his laser sword. "You're going down, Cap."

Steve tossed his shield, and while Zero blocked the attack, he was still met with Cap's flurry of strikes, Zero fighting hard to block the attacks.

The futuristic robot kicked Steve back and blasted with his Z Buster, Steve being quick to roll out the way and send another shield toss, this time connecting with Zero's face as Steve rushed in for a kick.

Zero saw he was close to the edge and quickly leapt over Steve's head, landing on the other side of the First Avenger.

"Not gonna push me out!" Zero said.

"Still more than one way to beat you," Steve said, rushing in to fight some more.

"Should we help?" Trish asked.

Leon turned around, "We got our own fight."

Trish turned to face off against Remy, who was currently joined by Kurt.

"You ready for a fight?" Remy asked, twirling his bo-staff.

"This should be fun," Leon said. "I got Gambit, you can take Nightcrawler."

Kurt brought his sword out, "Ma'am, would you indulge me?"

"If you think you're tough enough,," Trish said, grabbing her Sparda Sword and immediately turning it into a scythe. "How fast are you?"

She immediately threw her weapon at Kurt, who immediately teleported behind her. Trish anticipated this and threw a backfist that Kurt was quick to block as she grabbed her returning weapon, then kneed Kurt in the stomach as she drew some power from the sword.

Kurt immediately teleported to kick her in the back, then teleported again for an uppercut, though the third time Trish managed to block a strike and kicked Kurt away from her. She then charged her fist with electricity and punched Kurt towards the edge of the ring, the mutant teleporting back in and trying for another punch that Trish blocked.

"Somehow this feels ironic to me," Trish said. "You're demon-like but you're a great guy who has a lot of faith in God. I'm more human in appearance yet I'm actually the demon here."

"The irony is not lost on me," Kurt said, leaping back. "Despite you being a demon, I can tell you too are a good person."

"Eh, I try to be, but I'm no saint," Trish said.

"God just cares if you try, you don't need to be perfect," Kurt said. "It is our imperfections that make us human."

"What does that make a demon?" Trish asked.

"A creature like any other, one who is just as capable of great good, and one who too should feel the rights of a human," Kurt said.

"...Funny, one thing I envy humans about is the fact that you're allowed to cry," Trish said. "Sometimes I wish we demons could, but Devils Never Cry. Tears are precious gifts only to humans, that's what Dante's father would say."

"With all due respect to Dante and his father, I think demons should cry if they need to, you have a right to sadness after all," Kurt said.

"I see your point..." Trish said, then shook it off. "Geez, what are we doing chatting? We're in the middle of a fight."

"Nothing wrong with mid-battle banter, I've seen heroes do such a thing," Kurt said.

"Dante does too, but he also fights when he talks," Trish said, aiming her sword. "So let's talk with our blades for a bit, then have a heart to heart later."

"I welcome that," Kurt said, going into battle.

Leon and Remy were battling themselves, the Cajun trying his hardest to whack Leon with his staff, but the agent was quick to dodge and got a kick to Remy's sides.

"You're fast," Rem said, then managed to whack Leon in the face. "But not fast enough mon ami."

"Leon!" Chris ran over to help but Remy turned his staff against the agent as Leon tried to attack from behind, taking a whack to the stomach in the process.

"Go Remy!" Apple Bloom cheered. "Nothing can take ya!"

Remy acknowledged the cheer with a thumbs up and went to attack again, however Steve got knocked into him, courtesy of Zero.

"It's over Cap!" Zero ran over with his sword, leaping into the air. "I'll show you what a true fighting robot can do! RAIKO-"

Just as Zero was about to attack, Steve grabbed his wrist and flipped him overhead and toward the edge of the ring.

"CHARGING STAR!" Steve rammed Zero with his shield to knock his opponent out of bounds.

"Zero of Team Capcom has been knocked out of the ring!" Cadance declared.

"Dammit!" Zero shouted.

"Looks like we lost another," Leon said.

"I'll avenge him!" Hsien-Ko shouted, going after Steve, but Peter appeared before her.

"Sup?" She tried to attack but Peter ducked and struck hard. "SPIDER STING!" Knocking her into the air, he jumped and knocked her back down, then used his webs to fling Hsien-Ko out of bounds.

"Hsien-Ko of Team Capcom has been thrown out of the ring!" Cadance declared.

"Sorry guys!" Hsien-Ko said.

"You did your best!" Chris reassured.

"Wasn't that a zombie or something? Surprised she's on a team with you," Peter said.

"Well technically she's a jiang shi, a bit different," Chris said. "It's a Chinese culture thing."

"Cool," Peter said, then found himself blasted by Trish.

"I'm not letting what you did slide," Trish said. However Remy had thrown some cards near the ground ,the dust blinding Trish long enough to allow Peter to run in and kick Trish far out of the ring.

"Trish of Team Capcom has been knocked out of bounds," Cadance declared.

"Can we please get some new fighters in!" Chris shouted. "We need three more!"

"Think we're losing here," Ken said. "I'll go in. Who's with me?"

"I'll go too!" Felicia said. "Leia, you want to help us fight?"

Leia nodded in agreement, the young Monster Hunter heading into the ring with her team.

Felicia ran in front and enter of the ring, "Who's up first?"

As she said that, Logan stepped in, the Best in the World extending his claws. "Think yer claws work well against mine?"

"She's not your opponent," Leon said, stepping forward. "I am!"

He immediately charged at Logan, but one sidestep allowed Logan to backhand Leon to the ground. Leia rushed to help with her sword but Logan blocked and kicked the giant blade away.

"I got your back!" Felicia said, spinning on the ground and dashing forward, landing a blow against Logan. "NEKO PUNCH!"

Sonic raised his eyebrow in surprise, "Was that a spindash?"

"Kind of looked like one," Sunset said.

Felicia once again began spinning, making her way around the ring, landing blows on Susan, T'Challa and Taskmaster. She appeared near the center, gently licking her paws, "Nyah!"

"That's actually kind of cute," Amy said.

"A little out of place though," Terry said. "Still, that girl's tough."

Susan went for a strike against Ken, but the warrior sidestepped and kicked her hard in the stomach. "Take this! SHIPPU JINRAIKYAKU!" Ken used the power of his enhanced Hurricane Kick to send Susan flying out of the ring.

"The Invisible Woman of Team Marvel has been defeated!" Cadance declared.

"Aw, mom lost..." Franklin lamented.

"She did her best," Mayday said. "What matters is that her whole team wins, and daddy will make sure of that. Besides your uncle's still in, and your dad's coming in next."

"Yeah, and Uncle Ben's here too, we still got this," Franklin said.

"Looks like it's my turn!" Deadpool said, stepping into the ring. "Alright, give me your best shot!"

Joe went in for a kick that Deadpool immediately sidestepped, then attacked with a quick chop to the back. Morrigan tried going for a kick as well, but Deadpool parried and went for a punch that knocked her away.

"Come on, enough of the filler, send me someone good!" Deadpool said.

"Take me on then!" Ken said, going for some punches that Deadpool was quick to block, then went for one of his own that Ken countered by judo flipping him over his shoulder.

"Not bad!" Deadpool said, getting back onto his feet. "Fitting a Street Fighter guy would be entertaining."

Ken went for a kick that Deadpool blocked, but the experienced fighter quickly switched stances and kicked from the other leg, knocking Deadpool aside.

"HADOUKEN!" Ken fired his blast at Deadpool to which he ducked and hit his opponent with a jumping kick.

Deadpool then grabbed his katana, whacking Ken with the safe side of his sword, "CHIMICHANGA!" He was ready to follow up when Mega Man showed up, trying to blast him.

"Whoa now, making this more interesting then?" Deadpool said. "Alright, bring it on!"

Nearby T'Challa tried his attempt at defeating Ryu, the martial artist effectively blocking the strikes and then hitting the King with a punch that lightly dazed him.

"SHORYUKEN!" Ryu hit his dragon uppercut, sending T'Challa flying as he followed up with a fiery Hadouken. "SHAKUNETSU!"

The fire was enough to send T'Challa flying out of the ring, taking him out of the fight.

"Black Panther has been knocked out of the ring!" Cadance declared.

"I'm heading in!" Bobby said, skidding into the ring and going after Morrigan. "Let's start with you."

"Do you think you can take me little man?" Morrigan teased.

"I'm no little man, I'm Iceman!" Bobby said, sending an ice blast that hit Morrigan's wing.

"SOUL FIST!" Morrigan sent a blast at Bobby but he quickly cartwheeled away and blasted Morrigan again, encasing her in ice as she went clean out of bounds.

"Morrigan of Team Capcom has been knocked out of the ring!" Cadance declared.

"Alright, strong start!" Bobby said.

"RED HOT KICK!" Joe shouted, kicking Bobby from behind. "Yeah! How'd you like that!?"

Bobby readied more ice and immediately blasted Joe hard, sending him flying against the outside walls, knocking him for a loop.

"Viewtiful Joe of Team Capcom has been knocked out!" Cadance declared.

"Two for two!" Bobby said. "Who's next!?"

"Neko Punch!" Felicia tried for her attack but Bobby froze her and kicked her away, the girl sliding off the ring.

"Felicia of Team Capcom has been knocked out of bounds!" Cadance declared.

"Go Bobby!" Rarity cheered. "That's my husband!"

"You rule Bobby!" Sweetie Belle cheered. "I knew he'd be the best one in there."

"Hell yeah, I bet I can take on Ryu!" Bobby shouted, turning to the martial arts master. "You hear that!? You're going-"

Ryu punched Bobby hard in the stomach, knocking the wind out of him and then charging up a strong attack, "METSU...HADOUKEN!"

One blast knocked Bobby across the ring, the hero out cold from the attack.

"Iceman of Team Marvel has been knocked out!" Cadance declared.

"Aw..." Sweetie Belle lamented.

"Hey he did pretty well for the short time he was in," Rumble said.

"Yeah, he did," Sweetie Belle said. "Good on you Bobby!"

"Well...so much for that," Rarity said. "Still, he got my heart racing with passion out of that display."

Laura M, Rashid and Mika all entered the ring to replace those who got knocked off while The Thing stepped in to replace Bobby.

"It's Clobberin' Time!" Ben said, slamming his fists together. "Who want some of this!?"

Nearby Taskmaster was fighting hard against Mega Man, though one mistake allowed the robot to strike the former villain in a way that knocked him off balance and then blasted him out of bounds.

"Taskmaster of Team Marvel has been knocked out of the ring!" Cadance declared.

"I'm going in next!" X-23 shouted, running into the ring with her claws out and ready. "Get ready to bleed!"

Logan was fighting off Dante, though the hero looked briefly distracted by Laura's appearance. "She seems too aggressive."

"Focus on me!" Dante said, going for a punch that Logan was quick to block, and then struck Dante hard with his forearm and hit an uppercut.

As this was happening, Laura K was fighting off Rashid, kicking the culture geek back while blocking a punch from Laura M.

"Too many Lauras in this fight," Laura M said.

"There's only room for one," Laura K said, turning and kicking the electric girl in the head. "Alright, who's next?"

"Take this!" Mika rushed over and hit Laura in the face using her butt, knocking the mutant girl back. "I call that my Shooting Peach."

"Huh, reminds me of Yuri Sakazaki," Terry pointed out.

"Weird name though," Sunset said.

"Believe it or not, Peach is another term used to describe someone's butt," Sonic said.

"...I'm gonna have so many questions when I return to the Mushroom Kingdom," Sunset said.

Meanwhile X-23 had kicked Mika in the head, knocking her over, "Gonna need more than your sexy ass to beat me!"

Laura M then tried grabbing Laura K from behind, "Here's a shocking new more for you!"

Before anything, Laura K slammed her rival down, "Shocking? Who are you, Blanka?"

Laura M got back up and kicked Laura K, "Well he's a fellow country boy of mine, two of Brazil's best!"

"Show me more then," Laura K urged.

"Laura!" Remy ran to the girl's side, "You look outnumbered."

"I'm fine, but thanks for coming by," Laura K said.

"Gambit!" Rashid said. "Perfect, an X-Men legend, now I shall show you the power of the Turbulent Wind!"

Rashid rushed to attack first but Laura K was quick to kick him in the head as Remy used his staff to whack Rashid aside. Laura M tried for a kick but both Laura and Remy grabbed her leg and kicked her in the stomach. Mika grabbed Remy to suplex him, but Laura pulled him away and kicked her back.

"I'm done with these three!" X-23 said, "Let's end this!"

Laura K focused on Laura M, using her speed to strike her at different angles and then kicked her out of the ring. She then focused on Mika and grabbed her by the arm to flip her over, then kicked her out of bounds as well.

Rashid attempted to intercept but Remy tripped him up and whacked him out of the ring with his staff, taking out the Street Fighter trio.

"Laura Matsuda, Rainbow Mika and Rashid of Team Capcom have all been knocked out of the ring!" Cadance declared.

"Dammit!" Chris lamented. "Things went downhill fast since Chun-Li got knocked out."

"We still have enough fighters left, don't lose hope," Ryu said.

"Ibuki, let's go!" Makoto said.

"You got it!" Ibuki said, following her friend into the ring.

"I should head in too," Jill said, stepping inside the ring.

"Now, who should I go for next?" Laura wondered.

"Respect the passion, just try not to go overboard," Remy said. "This is just for-"

"Ha!" Leia shouted up and whacked Remy aside with the safe part of her giant sword.

"You little brat!" Laura kicked the girl down, extending her claws, "You're going down!"

Leia placed her sword to block the strike and attempted to fight back against her opponent.

"Leia!" Leon called. "Don't worry about holding back too much against her, she's very durable!"

"Surprise attack!" Deadpool rushed to attack but Leon blocked and kicked him away.

Leia took Leon's advice, using more force in trying to fight Laura, swinging her sword around to do damage. However Laura was too fast and managed to knock the sword from her hands and kicked her back to the ground.

She leapt into the air, extending her claws and landed down knee first against Leia's stomach, keeping her extended claws close to her face.

"Still think you can take me?" Laura asked, Leia shaking her head. "Then run along now, little girl."

Laura stepped away, Leia crawling away from the girl and out of the ring, acknowledging her surrender.

"Leia of Team Capcom has forfeited," Cadance declared.

"Should have gotten Leo," Regina said, stepping into the ring. "Alright, I'm up! Though in the subject of hunters, kind of wish that woman they once mentioned was here, I believe her name was Elsa Bloodstone."

"Looking for Elsa?" Cap said, getting her attention. "She had business to attend to in the Savage Lands I'm afraid, but perhaps you can be acquainted with her soon enough."

"That sounds fun," Regina said. "Alright Cap, show me what you got."

"From my calculations, Capcom has only half their fighters left," Sunset stated. "Meanwhile Marvel's side only lost nine fighters."

"They started out behind but they climbed up really fast," Goku said.

"Capcom will be fine," Terry said. "The further they are in a corner, the harder they start to fight."

Ryu and Ken were fighting off Ben, double teaming the rock-based hero, and sending a dual punch to his stomach.

"That won't be enough!" Ben said, whacking both men back with his arm. He charged at the duo but a double Hadouken kept him at bay.

"TATSUMAKI!" Ryu shouted, hitting Ben in the face a few times.

"TATSUMAKI SENPUKYAKU!" Ken shouted, hitting a bit harder and with fire.

"Ben!" Johnny flew in to help his teammate but Mega Man blasted him from the sides, nearly sending him out of the ring.

This allowed Ryu and Ken more time to deliver one final dual blow that sent Ben flying out of the ring, hitting the wall really hard

"We did it!" Ken said, doing a thumbs up.

"The Thing of Team Marvel has been knocked out of the ring!" Cadance declared.

Next up was Iron Fist, the martial artist looking ready, "Alright, let's do this!"

Johnny looked frustrated at not being able to help his teammate, using that frustration to blast Mega Man hard, nearly sending him flying out of bounds himself, though fortunately he was able to halt his momentum.

Nearby he spotted Steve battling Regina, aiming his blaster to help but took a kick from behind, courtesy of Kurt.

"I cannot allow that," Kurt said. He was about to follow up but a surprise punch from Chris knocked him for a loop, followed by another punch that nearly knocked Kurt out of the ring, but the mutant teleported back in.

Mega Man however anticipated this and followed up with a Mega Buster blast that send Kurt flying out, this time hitting the wall and taking him out of the fight.

"Nightcrawler of Team Marvel has been knocked out of the ring!" Cadance declared.

"Aw...bummer," Ocellus lamented.

"He lasted pretty long, and did great," Silverstream said.

"Yeah, at least there's that," Ocellus said. "You did your best Kurt! I'm really proud of you!"

"I appreciate that!" Kurt said, offering a thumbs up.

"Alright, it's my turn now!" Quill said, using his boots to fly into the ring. "Who wants some first!?"

"Star-Lord," Mega Man readied his Mega Buster. "I got this one!"

"Be careful!" Chris said.

Nearby Iron Fist was battling against Jill, throwing quick punches in succession to the former S.T.A.R.S. member, then blocked an incoming strike from Leon and kicked away the former RPD officer.

Ken tried for a kick to his head, but Danny was quick to block and sent a powerful blow which knocked Leon away.

Ryu stepped in, firing a Hadouken attack that Danny punched through and then did another punch that sent him flying past Steve.

"Looks like Danny's doing well," Steve said, then took a kick from Regina, the girl now focusing her attention on Iron Fist.

"A hot shot huh? I'll show him some manners," Regina rushed to attack but Danny blocked her oncoming kick and threw a punch that sent her flying back towards Steve.

"I'm not done yet!" Regina stood up to keep fighting, but Steve blocked her path and kicked her in the sides and tossed his shield at her stomach and jumped to kick her out of the ring.

"Regina of Team Capcom has been knocked out of bounds," Cadance announced.

"My turn!" Sakura rushed into the ring, immediately targeting Danny. "You mine! SHUNPUKYAKU!"

Using her own version of the Tatsumaki, Sakura had struck Danny in the head, stunning him long enough for Jill to jump in and kick him out of the ring.

"Iron Fist of Team Marvel has been knocked out of the ring!" Cadance declared.

"My turn to shine," Natasha said, stepping into the ring and facing off against Jill. "Try your skills against me!"

Meanwhile Makoto had gone after Peter, the young girl hoping to bring down the legendary hero, "Don't think I forgot about our spar years ago! This time I'm stronger than before"!

"Yeah, you're definitely hitting harder," Peter said, blocking the strikes. "You're doing pretty great actually."

"Don't patronize me! I'm here to beat you!" Makoto struck harder, hitting Peter in the chest to stun him a moment, taking her opportunity. "ABARE TOSANAMI!"

With a quick combo, Peter was off his feet, taking him by surprise, "You were not joking about your strength."

"Rindo-Kan Karate is the greatest Karate of all!" Makoto said, going for another attack but Peter sidestepped and kicked her hard, sending her flying out of the ring.

"You're strong, but that's not enough to win a fight!" Peter said. "Don't get so carried away!"

"...Dammit..." Makoto lamented. "He beat me again."

"Makoto of Team Capcom has been knocked out of the ring!" Cadance declared.

"You'll get better!" Peter reassured. "Keep practicing! You got this!"

"And I got you!" Mega Man tried blasting Peter from behind but the hero leapt overhead and webbed the Super Fighting Robot.

"ULTIMATE WEB THROW!" Peter spun around a few times midair and sent Mega Man flying out of the ring.

"Mega Man of Team Capcom has been thrown out of bounds!" Cadance declared.

"Whoa! Spider-Man took Rock out of the fight!" Sonic shouted in surprise.

"Can't think of too many others who could have done that," Tails said. "Still, big loss for Team Capcom."

"I'm going in," Rebecca said, entering the fight.

"Right behind you," Haggar said, stepping in, cracking his knuckles.

"Good luck Rebecca!" Thorax called.

Natasha and Jill continued fighting, while the spy woman seemed to have the advantage, Jill had snuck in a kick to her leg and knocking her into Dante.

"Oh, sup gorgeous?" Dante teased.

Natasha went for a strike but Dante ducked and punched her hard, sending her flying out of the ring.

"Black Widow of Team Marvel has been knocked out!" Cadance declared.

"Dante, that was my opponent!" Jill said.

"Then keep better track of her," Dante said, then nearly found himself blocking a strike from Laura. "Geez, how come I never meet any nice girls?"

Laura tried another attack but Dante ducked and punched her hard in the stomach. Just as he was about to follow him, Jill jumped in and kicked Laura toward the edge, leaping up for one final strike. "Here's my Coup De Grace!"

That kick was enough to knock Laura out of the fight, much to her frustration. "Fuck!

"X-23 of Team Marvel has been-"

"I think everyone can see that!" Laura shouted, startling Cadance.

"Laura! Shake it off!" Logan warned, focusing back on the competition. "Looks like they're fighting harder, makes this all the more fun."

"I'm going in!" Janet said.

"Right behind you," Scott said, following her.

Deadpool tried attacking Haggar with a few punches, then jumped to deliver a kick to his head. "Time to drop the 'Mike'! Nyeh, get it?"

Just as Deadpool was going to deliver another blow, Haggar punched Deadpool in mid-air, knocking him down.

"Piledriver!" Haggar hit Deadpool with his signature move, stunning the hero "Kind of a blabbermouth, aren't you?"

"Take this!" Quill shouted, flying in and kicking Haggar in the face, stunning him briefly and then kicking him once more to send him flying out of the ring.

"Mike Haggar of Team Capcom has been knocked out of bounds!" Cadance declared.

Deadpool shook off his attack, "Wow, thanks for that."

"It's nothing," Quill insisted. "Let's keep fighting, we got-"

"HADOUKEN!" Both Ryu and Ken shouted, knocking Quill and Deadpool out of bounds respectively.

"Star-Lord and Deadpool of Team Marvel have both been knocked out of the ring!" Cadance declared.

"...Well, this sucks," Quill said.

"I never get enough screentime," Deadpool said.

"I'm up," Daredevil said, stepping into the ring.

"High time I entered as well," Strange said, floating in.

"There's Doctor Strange!" An excited Twilight stated. "This should be fun!"

"I'll go in too," Captain Commando said.

Goku began to rub his chin as he analyzed the situation, "I think I know where Team Capcom went wrong. It seems like they sent most of their best fighters in right off the bat, while Team Marvel kept some of their heavy hitters in for later. Capcom is scrapping the barrel while Marvel still has some strong guys remaining."

"Wow, that's a good point. Especially now that top fighters like Chun-Li and Mega Man are out," Paul said. "What do you think, Terry?"

"He ain't wrong," Terry said. "Nothing against the remaining guys but seeing Doctor Strange coming in now while their best guys are dwindling makes this worse for them."

"Akira, Jacky," Sonic said, getting their attention. "What are your takes on this?"

"I don't blame Capcom for going in strong, but it didn't work out well in the end," Jacky said. "I can't see them winning."

"But, if Marvel lets this get to their heads, they may slip up, thus giving Capcom the advantage," Akira said.

"It's easy sending your strongest in first," Vegeta said, finally speaking up. "But that runs a risk of exhausting your forces too fast."

"The fight is not over," Master Chief said. "Anything can happen."

"I fully agree," Kratos said. "Nothing is decided until the last person remains."

"I think we're in for plenty of surprises," Sunset said.

Ibuki went to battle against Wolverine, trying her best to defeat the X-Men veteran but Logan's speed was still above hers.

"I am not losing to you, Wolverine!" Ibuki shouted. "I will bring honor to Team Street Fighter after defeating the X-Men's top guy!"

"You got some guts kid, I respect that," Logan said, then punched her toward the edge, and once more to send her flying out. "But you still have a ways to go."

"No! Not again!" Ibuki groaned in annoyance.

"Ibuki of Team Capcom has been knocked out of the ring!" Cadance declared.

Roll looked around, seeing that no one else was left, "I guess it's my turn."

With Roll in the ring, the realization began to dawn for everyone and how this Tournament was going.

"Team Capcom is down to their last Ten Fighters, do they dare believe they can survive?" Cadance asked.

"Damn right we do!" Ken shouted. "Ryu, get fired up!"

"I will..." Ryu said, tightening his headband. "I refuse to give up so easily!"

Ant Man was targeting Dante, hitting him at various angles and trying to knock him off balance. "Time to bring this demon down! Take-"

Dante managed to catch Scott off guard, sending him flying far out the ring and against the wall.

"Ow..."

"Ant Man of Team Marvel has been knocked out of bounds!" Cadance declared.

"I'll go in next," Dwayne said, heading into the ring.

Ryu and Ken were working together to fight Thor, knowing just how tough the God could be, and hoping to avenge Chun-Li.

"Come on! We need this guy out!" Ken said.

"I'll come to assist!" Captain Commando said, going for a strike that got blocked by Thor, the God blasting the captain out.

"Captain Commando of Team Capcom has been knocked out of bounds," Cadance said.

"Dammit! We can't afford to lose anyone else!" Ken shouted. "We're down to nine!"

"Take this!" Roll shouted, rushing in and whacking Thor in the head with her broom. This barely phased the God but it did distract him long enough for Dante to hit a sneak attack, as he and Ryu delivered a mighty double punch to send Thor toward the edge, the two working with Ken to finally kick Thor out of bounds.

"King Thor of Team Marvel has been knocked out of bounds!" Cadance declared.

"My turn," Reed said, entering the ring.

"Team Marvel only has two on reserve," Leon said. "Come on, keep pushing!"

"Hey, isn't this just supposed to be for fun?" Sakura asked. "I mean winning is great but it's not the end of the world if we lose."

"She's right, let's just keep doing our best," Rebecca urged.

"Right...of course," Ryu said, focusing on his opponents. "It's all for fun..."

Sunset felt worried, "Ryu's looking stressed, I hope he's not letting this get to his head."

"Ryu's always taken things seriously, he's almost as stubborn as Kyo when it comes to fights," Terry said. "I can't talk, I like to win too, but Ryu and Kyo...they just get so single minded when it comes to victory."

Cloud seemed just as worried himself, hoping that Ryu wasn't going to get desperate. "Hey! Just do your best, Team Capcom! That's all that matters!"

"Wow...even Cloud Strife is offering us support," Jill said.

"That feels like a weird omen," Chris said. "Think it means anything?"

"Watch out!" Leon called as Daredevil went to strike. Chris was quick to block, allowing Jill to kick Matt away.

Leon went for a kick himself but Matt was able to block and whack Leon back, then fought away Jill and Chris.

"I got you!" Rebecca attacked from behind but Matt hit and uppercut and knocked her close to the edge. Moving fast, he ran in and kicked Rebecca clean out of bounds.

"Rebecca Chambers of Team Capcom has been knocked out of the ring!" Cadance declared.

"Great job buddy!" Peter said.

"You did it, Daredevil!" Mayday cheered.

Unfortunately for Matt, Jill had kicked him from behind, allowing Leon to do a follow up kick that sent Matt out of the ring.

"Daredevil of Team Marvel has been knocked out of bounds!" Cadance declared.

"I'll go in next," Jean said.

Dwayne went to attack Leon near the edge, but the agent blocked the attack and did a spin kick to the skater's stomach, allowing Chris to do a straight punch to knock Dwayne out of the ring.

"Night Thrasher of Team Marvel has been defeated!" Cadance said.

"Aw man..." Night Glider lamented.

"Guess I'm up now," Bucky said, being the last one to step inside.

"All the remaining fighters are present in the ring!" Cadance said. "It's Do or Die for both teams!"

"We're only down by two," Dante said. "We got this!"

"Don't get so overconfident!" Janet said, flying in and blasting Dante with her bio stingers, stunning the half-demon while Johnny flew in for a punch that sent him flying.

Ken was quick to kick Johnny out of the air, and focused his attention on Janet, "Think you can take me on!?"

"I know I can!" Janet said, going for some punches that Ken was quick to block and delivered a hard strike to her stomach.

"Take this, SHINRYUKEN!" With a fiery Shoryuken, Janet was sent flying out of bounds and unable to continue.

"The Wasp of Team Marvel has been knocked out!" Cadance declared.

"You did your best, Jan!" Spike called.

"Mommy did great!" Hope said.

"...I know they're just saying that but it's still sweet," Janet said.

Reed sent a stretch punch toward Ken, knocking him near the edge. He was about to attack again but Roll used her broom to trip him up, allowing Sakura to rush in with a kick to his back.

"My turn!" Dante ran in and punched Reed hard in the face, his neck stretching far and coming back hard with a headbutt to the half-demon. "Crap!"

Reed extended his fist and punched Dante hard, nearly sending him flying out but Sakura jumped to catch him and stop his momentum.

"Hang in there, demon boy," Sakura urged, then noticed trouble. "Watch out!"

She and Dante avoided an attack from Bucky, the hero slamming his metal fist down, then trying to get the two again.

"You got this, Bucky!" Sugar Belle cheered as The Winter Solider went after Dante.

"Nice arm, not as cool as Spencer's though," Dante said, delivering a punch to knock Bucky back. Suddenly he got hit by Cap's shield, the First Avenger running in to help but was left open for a surprise kick from Jill to his head.

"Wow, nice move," Steve said, then punched Jill with his shield, then tossed it again to stun her. "STARS AND STRIPES!"

One uppercut knocked Jill out, sending her right out of bounds.

"Jill Valentine of Team Capcom has been knocked out," Cadance declared.

"Jill!" Ken went to help but Strange appeared before him, using his magic to knock him away, then summoned his book and attacked with offensive spells.

"I don't think so, Strange!" Dante went for a strike but Strange put up a barrier and blasted Dante back while he focused on Ken.

"ASTRAL MAGIC!" Strange sent an astral being to surround Ken, trying him up and leaving him open for a magical beam from Strange's book, knocking Ken out of the fight.

"Ken Masters of Team Capcom has been knocked out," Cadance declared.

Ryu started to get worried, not only was his team outnumbered, but the only heavy hitter left was Dante. Chris was here too but there was only so much he could do without super abilities.

"Wow, that was impressive by Doctor Strange," Twilight said.

"Pfft, is that all he has?" Starswirl asked.

"To be fair, he might be holding back for the Tournament," Mage Meadowbrook said.

Bucky continued his attack, trying to land a blow on Sakura, fortunately Roll had shown up and whacked him from behind with her mop. Bucky managed to kick it out of her hands and then kicked her down.

"Stay out of this fight, little girl," Bucky said.

Roll's eyes widened in shock, and turned to anger, "Oh. No. You. DIDN'T!" She grabbed the brook and frantically swept the ground below, the friction creating fire and the spark hitting Bucky and causing some light fire on his backside.

"Hey, what in the world!?" Bucky quickly put it out, but left himself open for Sakura to attack.

"HARU RANMAN!" She kicked Bucky into the air and then jumped up to whack him to the ground below. As he struggle to stand, both Roll and Sakura knocked him clean out of the ring.

"The Winter Solider of Team Marvel has been knocked out of bounds!" Cadance declared.

"...I am so glad Sam wasn't here to see that," Bucky lamented.

"NO!" Sugar Belle shouted in annoyance. "Come on! That wasn't martial arts! That was just some weird hijinks!"

"Sugar Belle, please don't flip out," Double Diamond urged.

"Spider-Mane! Deal with those nutty girls!" Sugar Belle shouted, gesturing to Roll and Sakura.

"Who's she calling 'nutty'?" Sakura asked. "Anyway, did you see that Ryu-san!?"

"Yeah, great work," Ryu said. "Just focus on the fight ahead."

"Don't worry, we'll win," Roll said. "I'm fighting for my sweetheart, Rock!"

"Aw, she's using love as motivation!" Amy said. "So is Sakura, I bet she really likes Ryu."

Sunset huffed in annoyance but refused to speak about her feelings regarding the matter.

"We're still ahead by one fighter," Johnny said. "Come on, keep pushing."

"I got this," Jean said, readying her powers. Within seconds she created sparks of fire, sending them flying at Sakura and Roll, blasting the two out of the ring.

"Sakura Kasugano and Roll of Team Capcom have been eliminated!" Cadance declared.

"Aw...I wanted to keep fighting for Ryu-san!" Sakura said.

"So much for fighting for Rock's honor," Roll said.

"That's two," Jean focused on the remaining fighters. "Just four left."

"Shit, how are we gonna get past Jean Grey?" Leon asked.

"Won't be easy, Jean's one of the strongest X-Men after all," Dante said. "But, I'd say she's more of a glass cannon."

"Fine by me!" Dante rushed in for a kick to Jean, but she caught him midair with her telekinesis and slammed him down a couple of times.

"Dante!" Chris rushed to help but Remy had blocked him. Chris however kneed Remy in the stomach and punched him back, allowing Leon to run over with a kick, then knocked Logan away while he and Chris both work to knock Remy out of bounds.

"Gambit of Team Marvel has been defeated," Cadance declared.

"Dang it," Apple Bloom said. "At least he fought well."

Jean focused her attention on Chris, but he quickly threw a flash grenade in her face, blinding her for a bit.

"Jean!" Logan shouted, rushing at the two. Leon attempted to intercept but Logan hit an uppercut that briefly stunned Leon. "It's over bub. FATAL CLAW!" Leon was thrown from the ring, taking him out of the fight.

"Leon Kennedy has been knocked out of the ring," Cadance declared.

"Dammit!" Dante had enough and activated his Devil Trigger, focusing on the remaining opponents. "You're all going down!"

Steve was the first to attack but Dante's increased speed allowed him to get some quick strikes in, then fired some non-lethal magic bullets at the Captain.

"Jackpot!" One final blast sent Steve flying out of the ring.

"Captain America of Team Marvel has been defeated!" Cadance declared.

"Alright, who's next!?" Dante shouted, then found himself facing some Doctor Strange clones. "You gotta be kidding me."

"SPELL OF VISHANTI!" Strange's clones blasted Dante clear out of the ring.

"Dante of Team Capcom has been defeated!" Cadance declared.

"...That was impressive," Starswirl admitted.

"Wow, that looked like the Shadow Clone Jutsu," Naruto said.

Strange reunited, focusing his attention on Chris and Ryu.

"I'm not ready to give up," Chris said. "There's still only...five of them and between you and me, I think we can take them!"

Ryu had no immediate response, he was just glaring at his opponents.

"Ryu, are you with me?" Chris asked, seeing that his friend was getting super serious. Feeling worried, Chris tried to downplay the situation. "Hey take it easy. Look I got a little dramatic there, remember this is for fun. If we lose well then we tried our best. We took down a lot of their heavy hitters, that's good! Plus you learn more from losses than wins, it means we have more to improve. That is the way of the warrior after all."

Peter looked a bit worried himself, he could see Ryu was getting too serious about this, "Hey um, think we should call for a mercy rule?"

"This isn't baseball," Johnny said.

"Yeah I know but, there's only two left," Peter said.

"If we try ending the fight now, it's going to disrespect them," Logan said. "They don't want pity, they want a fight."

Chris stepped forward, ready for action, "Hey, whatever happens, you guys did great."

"Thanks, so did you," Peter said. "And hey, we can still do this again someday, our story is far from over."

"Yeah, got that right," Chris said. "One day our children may do Marvel vs Capcom."

"I can't see Mayday fighting, maybe my son Benjy if he wants but who knows," Peter said.

"I get that, this isn't a profession I would encourage my kids into either," Chris said. "Well, let's do this!"

Chris rushed in to attack, targeting Wolverine, getting some punches in to knock him toward the edge. Reed was about to use her powers when Ryu blasted him with a Hadouken, then went after Strange.

Chris got a few more punches in on Logan and then hit an uppercut to stun him. Jean sent some fire towards Chris as he dodged and tossed a grenade near Jean. She shielded her eyes thinking it was another flash grenade, but fire came out instead.

"Fire? How would that work against me?" Jean wondered, then took a strike to the back from an electric rod, Chris rolling aside and whacking her with the base of his empty shotgun and whacked again to knock her out of the ring.

"Jean Grey of Team Marvel has been defeated!" Cadance said.

"No way! Jean lost to Chris Redfield!?" Kitty shouted.

"She must have really let her guard down or something," Jubilee said. "That or Chris Redfield is a lot craftier than he appears."

"He made it this far after all," Hisako said.

"Good, that's another down," Chris said, turning around. "I just have to-" Reed then punched Chris out the ring, taking him by surprise.

"Chris Redfield has been knocked out of bounds," Cadance said. "Only one fighter remains on Team Capcom!"

The eliminated fighters from Team Capcom were starting to wonder if there was any hope for victory while those from Team Marvel felt this was a wrap.

Ryu continued fighting hard, but blows from Logan, Johnny and Strange made it hard for him to keep going. Ryu was nearly exhausted, the warrior wiping some sweat off his head.

"Ryu!" Peter said. "Hey, if you're done, just say so. No shame in surrendering after fighting so hard!"

"I...can't...surrender," Ryu said. "I will...never surrender!"

"Stubborn to the end, but that's what makes you a great fighter," Logan said. "You did well my friend, know that you lose with the honor of a hard-fought battle."

"I...can't...LOSE!" Ryu shouted, his eyes beginning to turn red as an evil energy started to take over.

"What's happening?" Strange asked.

"Oh no..." Sunset said in worry.

"Don't tell me," Terry said, equally worried.

Ryu's dark ki was rising, his teeth beginning to sharpen as his hair turned red, and a strange core appearing on his chest.

"Ryu! Fight it!" Cloud shouted.

"Don't succumb to the Satsui No Hado!" Sunset urged. "You're better than this! Don't turn into the monster that Akuma is!"

Ryu struggled to maintain control, but his desire to win took over as he punched the ground hard, sending everyone flying back.

One by one, Ryu fought away his opponents, first knocking Strange out of the ring, then Reed and finally Logan.

"Uh...Doctor Strange, Mr. Fantastic and Wolverine of Team Marvel have all been knocked out of bounds," Cadance declared. "All that's left is one fighter on each team."

Peter's spider-senses were going off like nuts, much to his annoyance, "I can see the danger spider sense, wish you'd shut up for once."

"Spider-Man..." Ryu said. "I will not lose to you again!"

"Ryu! Take it easy, it's just a-" Peter took a really bad punch to the stomach, knocking the wind out of him.

"Daddy!" Mayday shouted in worry.

Ryu relentlessly attacked Peter, getting in strike after strike, bruising Peter with each blow, blood emerging from Peter's face and mouth. One hard elbow strike to the back of a downed Peter knocked much more blood out of him.

"Ryu!" Chun-Li ran to the edge of the ring. "You have to stop!"

"Come on Ryu, this is not worth it!" Dante urged.

"Take control!" Mega Man called.

Ryu's assault continued, Peter being left bruised and bloody, to the terror of everyone in the audience.

"Fight back Peter!" Rumble called.

"Come on Peter!" Autumn Blaze encouraged.

"Dammit kid, you gotta counterattack!" Tony urged.

Luna had enough, "Cadance, stop the fight!"

"I can't stop it until there's a winner!" Cadance said.

"He's going to kill Peter at this rate!" Luna called. "I order you to..." Suddenly Luna's eyes widened in worry as an ominous magic began to take over. "The Nightmare..."

"Sister?" Celestia said.

"...Cadance, call the fight off now!" Luna said. "Hurry before-"

Suddenly as Ryu went for another punch, Peter had quickly caught it, Dark Energy surrounding the boy as his eyes began to turn an ominous shade of green.

"What's going on?" Goku asked. "Why is Peter's energy so sinister all of a sudden?"

"Sinister?" Sunset took a closer look, fear etched across her eyes. "No, not Peter too!"

Peter hit a mighty punch across Ryu's face, rushing in and continuing his assault, not relenting against his martial arts rival.

The Evil Ryu stumbled back, gleefully wiping some blood from his mouth, "Much better, now this is a fight!"

"You call this a fight? You must have a black belt in stupid if you think you can beat me," Peter said.

"Tch, I really hate spiders," Ryu said, the two clashing again, trading blow after blow, neither one holding back as both men ended up bruised.

"Yo! Peter! What's with you!?" Johnny shouted.

"This ain't good," Logan said. "Cadance, listen to Luna and call this!"

"R-right..." Cadance said, sensing that this has gotten bad. "Alright, that's enough! You two-"

Ryu sent a Hadouken while Peter fired a magical blast from his hands, Johnny quickly flying in to pull Cadance out of the way.

"I got you," Johnny reassured.

"Thanks," Cadance said. "I don't think they're going to listen."

"Beyond that...did Peter just do magic?" Johnny wondered. "Since when could he do that?"

"I...don't know," Cadance said. "Must be the Nightmare."

"Nightmare?" Johnny asked. "Like Nightmare Moon?

Ryu and Peter both readied their fists, charging up a lot of power and animosity.

"No don't! You'll risk killing each other!" Goku urgently shouted.

"Someone get in there and stop them!" Twilight called.

"DADDY!" Mayday shouted in worry.

Before anyone could react, both Ryu and Peter threw a punch so strong at each other, that the two were immediately knocked out of the ring at opposite ends, both unconscious.

"Wait...who just won?" Scootaloo asked.

"Is that what yer worried about?" Apple Bloom asked.

"Peter!" Twilight teleported over to her husband, lifting him up gently. "Peter, are you okay?"

"Ryu!" Sunset ran to check on her friend. "Ryu speak to me!"

Without further ado, Cadance grabbed the mic, "Both Ryu of Team Capcom and Spider-Man of Team Marvel have been knocked out of bounds, as it stands...this tournament is a draw."

The crowd wasn't concerned with that, only with the safety of the two fighters. After a few minutes, both Ryu and Peter were regaining consciousness, both having snapped out of their evil forms.

"Twilight, what's going on?" Peter asked.

"Oh thank goodness," Twilight said, hugging her husband. "I was so worried about you Peter! I thought you were gonna die!"

"Easy Twi, everyone's watching," an embarrassed Peter said.

"I don't care, I'm just happy you're safe!" Twilight said, the girl in tears over the fear. "You really need to stop making me worry so much."

"...I'm sorry, I really don't know what happened," Peter said.

"Well, it's fine," Twilight said. "You're safe and that's all I care about."

"So...who won?" Peter asked.

"I'd like to know myself," Ryu said, walking over. "Who won in the end."

"I don't think there was a winner," Twilight said. "Looks like it was a tie."

"That sucks," Dante said, making his way over with his team. "I mean, I'm glad Peter and Ryu are okay, but a tie?"

"Kind of hoped for a winner," Johnny said, his team also approaching.

"Well...think about it this way then," Twilight began. "Everyone wins, so everyone's happy!"

"BOO!" Team Capcom shouted.

"Boo!? It's a draw!" Twilight said. "This way you both win!"

"BOO!" Team Capcom shouted again.

"Seriously!?" Twilight said. "Isn't that enough for-"

"BOO!" Team Capcom repeated.

"Geez, you guys are a bunch of whiners!" Twilight said.

"This everyone wins thing sounds like participation trophy bullshit," Chris said.

"I'm kind of on their side," Bobby said. "A fight like that shouldn't end in a tie."

"Fine, we'll review the tapes, assuming there are any," Twilight said.

"I have a better idea," came the voice of Discord, the draconequess appearing in the center of the ring, adapting a human form. "Hello Princess."

"Discord!?" Twilight shouted.

"Why yes, it's-WHOA!" Discord eased back when the other warriors surrounded him. "Easy, I just came to make a peaceful solution."

"Don't try anything funny," Terry warned.

"Make one wrong move, and you're toast," Knuckles warned.

"Wow, you're all quick to violence," Discord said, then noticed two familiar guys. "Ah, Goku, Vegeta, how goes things?"

"Don't talk to me," Vegeta said, readying his ki. "I should destroy you right now."

"But, I have a surprise," Discord said. "Two new participants! Here's someone for Team Capcom."

Discord opened a portal, everyone anticipating the worst, wondering who Discord could have found.

Stepping through however, was the Movieland villain, Alastor, "Sup?"

"...Alastor?" Viewtiful Joe said. "What are you doing here?"

"Is that anyway to greet your mortal enemy!?" Alastor shouted.

"Right...we are enemies but um, I'm not feeling my usual hero self so sorry if I'm winging it," Joe said.

"What's this poser doing here?" Dante asked.

"Hey, I'm no poser! I am Alastor, the cool demon boy!" Alastor boasted.

"Yeah, I couldn't find Wesker or anyone impressive, so I stuck with him," Discord said.

"Hey!" Alastor shouted.

"Who'd you get for Team Marvel then? The Tinkerer?" Johnny jokingly asked.

"No, someone better, and someone who knows Peter well," Discord opened the portal. "Come on out, Eddie."

"Eddie!?" Peter said in confusion. Stepping through the portal was Peter's archrival, Venom. The symbiote suit villain glaring at his enemy.

"No...it's him..." Luna said, the Princess feeling anxious.

"Peter Parker, it's been too long," Venom said.

Peter could not believe his eyes, between his friends from Earth being in the crowd, and now Eddie, he began to wonder if his nightmares were turning into a premonition. "Eddie...how!? I mean...I thought...back on Earth...The Green Goblin...you..."

"Speechless?" Venom taunted. "We're here to finish what we started."

Sunset stood in his path, "I'm not letting you through, you guys are not welcome here."

"It's you, the girl who blindly followed Norman Osborn," Venom taunted. "You caused quite a bit of mischief yourself."

"I can bring that girl back, if you tempt me," Sunset warned.

"You're surrounded with no chance of victory," Goku warned. "I suggest you leave."

"Oh fine, it's no big deal anyway," Discord said. "I just wanted to suggest an alternate ending since Team Capcom so wanted another fight, and this just seemed like a golden opportunity to reveal my new recruits."

"Recruits? What are you planning?" Sunset asked. "Does this have to do with those villains at the Gala?"

"Perceptive, aren't you?" Discord said. "You are on the mark, but don't just take my word for it, take their's."

From nearby, another portal opened, The Dazzlings stepping through along with Shocker, Electro and Mysterio.

"Oh you have got to be kidding me," Trixie said. "Not that bowl head again."

"It's three of Peter's enemies," MJ said.

"Shocker..." Rumble said, recalling what he did years back, with the Crusaders looking just as worried.

"No way..." Lightning Dust said. "I can't believe Herman's here."

"Electro..." Luna said.

Starswirl seemed to be just as worried as everyone else, "It can't be! Not them!"

Adagio turned to the side, smirking at the Pillars, "Starswirl, it's been a while. Didn't think you'd see us again, did you?"

"Hey Princess Luna, remember me!?" Electro shouted.

"I wish I could forget you, of course I'm more displeased to see Venom more than anything," Luna said.

"What? Didn't like our power?" Venom taunted. "It's fine, we prefer Eddie Brock, he's not mentally weak like you are."

"What was that!?" Luna shouted.

The symbiote revealed Eddie's face, as he smirked at the Princess, "You couldn't handle this power. But it's back where it belongs, with me. This is the chance I needed to have revenge of Spider-Man for all the terrible things he's done!"

"Okay, you're pissing me off," Sunset said, getting in Eddie's face. "I don't want you bothering Peter."

"Or what little red head?" Adagio said, getting her attention. "You've become such a goody-two shoes, haven't you?"

"Don't act like you've known anything about me," Sunset said. "I'd also watch it if I were you, I mean you're not exactly in Canterlot High School, this is the real show."

"You met them once?" Goku asked.

"Briefly, it's complicated but I'll explain later," Sunset said.

"Listen, we just came here to deliver a message," Adagio said. "Now we intended to keep this a secret but recent events made that impossible, so now consider this a fair warning! Equestria, enjoy this time of peace while you can, because it's not going to last you much longer! Your end is near!"

"Your days are numbered!" Mysterio said. "In the coming weeks, all that you know and love will fall before you, and your heroes won't be able to save you."

"After all...can any of you trust a hero who has a dark side?" Venom said, gesturing to Peter.

"Peter Parker is not pure or innocent," Adagio said. "Of course, none of you are. You bunch of self-righteous ponies think you're the holiest beings in the multiverse, but you're all just a bunch of hypocritical fakers who are getting what's coming to you! When we're done, we're going to put Asgard's Ragnarök to shame! Every single nation in this world will die!"

"Then Earth is next," Electro said.

"ALL...The Earths," Aria said. "Marvel, Capcom, everyone else, watch your backs."

"The Multiverse Armageddon is coming," Mysterio said. "The end is near."

Everyone in the crowd wasn't sure what to make of this, many believed the heroes would just stop the villains like normal, some worried that this threat was no joke.

"That will all, enjoy the rest of your day," Adagio taunted as she and her friends began making their way through the portal."

"Where's Cozy Glow!?" Peter shouted, getting the attention of the villains. "You three! The Sirens! Cozy Glow was with you! Where is she!?"

"Somewhere you can never hurt her again!" Sonata said. "Not you, or your wife, or The Avengers, or The Princesses!"

"Give her back to me!" Peter demanded, stomping toward the villains. "I swear if you don't, I will-"

Eddie stood in Peter's path, glaring down at the boy, "You'll what?"

"Eddie, move, now," Peter warned.

"You know this guy's looking kind of weak," Alastor said. "Let's take him out now!"

"Alastor, wait!" Discord urged.

"Take this!" Just as he approached Peter, Akira Yuki stood in his path.

"DOPPO CHOUSHITSU!" Akira hit Alastor with a very powerful knee strike, that knocked the villain to the ground, aching in pain.

Venom immediately went after Akira, knocking him aside, this setting off the other heroes.

"Take them down!" Terry urged.

"Not good..." Discord said, using his magic to blast the heroes back. "Everyone retreat!"

"Wait, we can take Spider-Man out now!" Electro said, readying his electricity.

"Don't be stupid, we're outnumbered!" Adagio said. "We need to escape!"

"Hey!" Peter marched toward the group. "Don't think I forgot about you, I want-"

Suddenly Venom lifted Peter by his neck, "Still want that child you treat so horribly?"

"Daddy!" Mayday shouted.

"Starlight!" Rainbow Dash called. "Send us though the barrier!”

"Oh no you don't," a disguised Pharnyx said. "Changelings, attack!"

Several of the ponies in the ground transformed into evil Changelings and went on the attack, this catching Leon's attention.

"Shit, not them!" Leon loaded his guns. "Someone send me through the portal! I'll exterminate those pests!"

A few Changelings neared the Parker-Sparkle family, Starlight, Trixie and Shining Armor fending them off. Jigglypuff went to fight as well while Franklin stayed near Mayday to keep her safe from harm.

Even Tony had his Repulsor Blasts ready to protect his family.

"Come on, let's go!" Adagio said, just as Logan got close.

"You ain't leaving!" Logan warned.

Shocker and the Sirens emitted a loud shrieking vibration to distract everyone, though it wasn't enough to deter Logan, and had one unfortunate side effect.

"Knock it off!" Venom shouted, the villain feeling the effects of the vibrations.

"Just head through already!" Shocker said, gesturing everyone across the portal. Logan attempted to rush after them, but Venom had grabbed him with his tendrils.

"You're not escaping!" Venom warned.

"Eddie! Let's go!" Discord said, trying to keep the other heroes at bay, even allowing a few Changelings in to keep them distracted.

"You're not escaping me!" Cadance went after Discord, then suddenly felt her magic draining. "What's...going on?"

Discord turned around to see that Tirek was just at the edge of the portal, stealing Cadance's magic while Goblin appeared beside him.

"Let's end this with a blast!" Goblin threw some bombs from his end, causing massive destruction that disoriented all the heroes.

Peter himself couldn't believe what was happening. He hadn't fully gotten over his prior stress, and seeing all this other destruction just made things worse as he slipped back into his trauma, his spider-sense ringing in his head.

Venom saw this as a chance to finally destroy Peter, lunging at the hero.

"Peter!" Twilight rushed to help, everything seemed to be moving in slow motion. Twilight trying to reach Peter, Venom closing in while the heroes were distracted by all the Chaos.

Within seconds, a black and white flash emerged out of seemingly nowhere and kicked Venom away from Peter, landing right near Discord.

Acting quickly, Discord got Venom, Alastor, and all the Changelings back through his portal, with Adagio, Mysterio and their team jumping through as well, leaving no trace of the villains.

"Looks like we drove them off," Goku said.

"Weaklings," Vegeta said.

As Peter was laid in pain on the ground, he looked up and saw the woman who helped him, a lady in a black and white spider costume.

"Peter..." The girl said, gently stroking his face. "Don't worry, I'll protect you this time."

"Who are you?" Peter asked. "Why do you sound so familiar?"

"Gwen!" Came the voice of a red-haired woman, alerting the attention of the superpowered Gwen Stacy. "Don't dawdle, let's go!"

"I'll explain everything later," Gwen said. "But, know this. Discord's group is not the only one you need to worry about, be vigilant."

Gwen quickly made her way back through the portal, leaving Peter even more confused.

"Peter!" Johnny said, kneeling beside his friend. "Who was that girl? What was with that outfit?"

"I think...that was Gwen..." Peter said, then suddenly became dizzy. "Ugh..."

"You alright buddy? Hang in there, we're gonna get you home." Johnny called to his wife, "Yo Twilight!"

Peter wasn't sure what happened, but he expected big changes following this tournament. For now, all he could do was wait and see.

Author's Note

You know what, I'm glad this chapter was long. It deserves it! :rainbowwild: Marvel vs Capcom rules!

Airing Grievances

What started as a fun event turned into something Chaotic. The Tournament between Marvel and Capcom was an exciting venture for all those in the audience. The heroes and warriors showcasing their talents, and in their original forms no less.

Then everything changed when Discord's team attacked.

The villains had left their mark, ponies now wondering how the heroes could stop this in the future. This tournament showed that both Marvel and Capcom had formidable opponents, of course it remained a matter of who would be here to protect Equestria.

One such hero, Peter, was sitting in the nursing station, recovering from his fight with Ryu. He had resumed his pony form, as did everyone else once Doctor Strange's magic barrier had been taken down, though it did little to heal his injuries. Fortunately, his innate healing meant it wouldn't be long before he recovered. Right now he was joined by Twilight, the Princess overlooking her husband.

"Ryu wasn't kidding when he said he was training to beat me, he hit really hard," Peter said. "Of course he lost control towards the end, but still."

"That was concerning, but Ryu wasn't the only one who lost control in that fight," Twilight said. "Something happened to you out there."

"Yeah, one minute I'm fighting for my life, the next...I can't even say, that part of the fight felt like a blur," Peter said.

"You were just so different," Twilight said. "Your mannerisms and your eyes, even your magic looked familiar."

"Magic?" Peter asked.

"You did magic at one point in the fight," Twilight said.

"Uh, are you sure it was magic and not some type of Chi attack?" Peter asked.

"It was definitely magic Peter, you and Ryu attempted to attack Cadance," Twilight said. "Fortunately that last punch knocked some sense into both of you."

"This is really unusual," Peter said. "So many things happened at once. Ryu going demonic was just the start. Seems like Discord's just about ready to finally unleash his master plan."

"Yes, he even brought an old enemy of yours," Twilight said. "Well, he had several but you seemed the most shook up about Venom."

"Last time I saw Eddie was ten years ago, back when the Green Goblin was attacking New York," Peter said. "He was in pretty bad shape, I didn't think he'd be doing this again but, here he is now, teaming with Shocker, Electro, Mysterio and those Sirens."

"We know that The Green Goblin is with Discord, I'm ninety percent certain he was attacking as well from beyond one of those portals," Twilight said. "But what's weird is that Cadance felt some magic drained out of her. Discord must have more allies than we expected."

"Considering all the evil Changelings in the crowd, I would say so. I wouldn't be surprised if Chrysalis was among them," Peter said, images of the dystopian future flashing through his mind, the hero holding his head in pain.

"Peter?" Twilight was quick to check on him.

"I'm fine..." Peter insisted. "No time to worry, we need to double time on finding those villains."

"Fleetfoot already set some Wonderbolts to scout ahead, Taskmaster did the same for the Royal Guard," Twilight explained. "The other Nations are going to keep an eye out as well, especially Thorax."

"Was anyone hurt?" Peter asked.

"A few scrapes and bruises in the audience, but no casualties," Twilight said.

"That's good, at least things weren't too bad then," Peter said. "How's Ryu doing?"

"I haven't seen him, but I know he's resting in his room, Sunset and some of his friends went to check on him as well," Twilight said.

"What about Mayday? Is she doing alright?" Peter asked.

"She had a slight scare from what happened, but she said it wasn't too bad because Franklin was there," Twilight said. "He did his best to keep her safe and calm while the Changelings were around."

"Wow, that's brave of him," Peter said.

"Franklin really likes Mayday, and she really likes him," Twilight said. "I know you're worried about Mayday having a boyfriend but, she's going to express interest sooner or later, might as well be with a boy that we know is a good kid."

"Boyfriend and girlfriend still seems like too strong a term for me," Peter said. "Still, I won't get in the way of their love, if it's really there at least."

"I believe it is," Twilight said. "Flurry can agree, she's fully on board with the idea of those two dating."

"Of course Flurry is, she's all about romance," Peter said. "Just like her mother."

"Yeah...like her mother," Twilight said, feeling a bit of envy towards the mother-daughter duo.

"Where is everyone?" Peter asked. "Like our family and friends?"

"Mayday's outside with Trixie, Aunt May, Flurry, Benjy and Starlight," Twilight explained. "Spike and Janet took Logan and the others to help the other ponies and scout for the villains. The heroes from the other worlds are helping too."

"That's good," Peter said. "What about my other friends? The ones I saw in the crowd?"

"You mean Harry Osborn, Flash Thompson and Mary Jane Watson, correct?" Twilight asked.

"So, it really was them, I'm surprised you went and did it," Peter said.

"I've been thinking about it for a while, it's hard because I couldn't easily leave Equestria," Twilight said. "Johnny helped me a bit, he gave me a general idea of where to look so I wasn't scouring across New York City."

"I'm almost surprised you convinced them to come," Peter said.

"MJ wasn't hard to bring over, she said she missed you," Twilight said. "Since she and Harry were married then-"

"Whoa, hold on! Harry married MJ?" Peter asked.

"Oh right, there's a lot you need to catch up on," Twilight said. "But yeah, that's how I got those two. Flash came because Harry and MJ still had contact with him, and he seemed more than willing to come as well."

"That's nice and all, weird since he used to bully me," Peter said.

"Well we've all befriended a bully at one point or another," Twilight said. "Like our friends and Gilda."

"I still don't think Gilda actually was a bully, she told me she was just very annoyed because Pinkie Pie wouldn't leave her and Rainbow Dash alone for five minutes to catch up," Peter said. "Granted she admitted she could have handled that better, which I agree with, but calling her a 'bully' doesn't work. It was just a misunderstanding."

"Interesting choice of words," Twilight said. "I'll be back in a second."

As Twilight went to leave, Peter had one other surprise on his mind, "Was that really Gwen? Has she been alive after all these years? What was with that suit though, it looked like mine, only with a different color scheme."

"Daddy?" Came the voice of Mayday, the little filly making her way inside alongside Flurry Heart, Trixie, Aunt May and Starlight with Benjy on her back.

"Hey kiddo," Peter said as Mayday flew over to hug her father.

"I'm so glad you're okay, you really got hurt out there," Mayday said.

"Yeah, we were so worried about you," Flurry said, hugging her uncle.

"Nothing I can't handle," Peter said. "I've had worse beatings, like all the times I took on Rhino. That's one of my more Take Charge adversaries for sure, I don't always understand the guy but he's still great at getting his Point across regardless."

"Only you can joke at a time like this," Trixie said. "Seriously, that was some really scary stuff near the end."

"You mean the villains, or what happened to me and Ryu?" Peter asked.

"Both," Trixie said. "I don't know Ryu well enough to know if how he acted was normal or not, but I know you were definitely out of character."

"I honestly don't even remember much about what happened, it's like a blur," Peter said. "I've felt this before, but it's been so long."

"It's almost like you had some sort of defense mechanism," Starlight said. "And you said you felt this before."

"Last time I was really angry because of the Capcom Invasion," Peter said. "Everyone was on edge due to the stress of the worlds merging, and a few instances really ticked me off, especially involving that creep Vega."

Trixie shuddered a bit, "I can't stand the thought of that so-called warrior."

"Nothing's gotten you like this since then?" Starlight asked. "What about when me and Loki showed up?"

"What about Mysterio and Annihilus?" Trixie asked.

"Neither of those times did much to me," Peter said. "There was a sense of urgency but not enough to make me lose control."

"What about that Carol lady?" Mayday asked.

"Oh yeah, she was really mean," Flurry recalled.

"She ticked me off but again, I didn't feel that type of anger," Peter said. "Something about fighting Ryu, and seeing that evil form though, maybe it was just a subconscious thing?"

"Subconscious...?" Aunt May had thought of something. "Peter, compared to when the worlds started merging five years ago, to your other fights, how did you feel then?"

"Uh, what do you mean by that?" Peter asked.

"What was your emotional state?" Aunt May asked.

"My emotional state?" Peter asked. "Well, I remember being stressed out about some stuff."

"Was it that future you went to?" Aunt May asked. "I know it's bothered you for quite some time. Since then you've had those Changelings on your mind, and when those bad people showed up from the same world that Ryu did, you think it's possible any negative emotions you've had pent up began to seep its way out?"

"Huh...that could actually be possible," Peter said. "But that doesn't explain now."

"I think it does," Aunt May said. "You've been having trouble sleeping, haven't you?"

"Huh? How did you know?" Peter asked.

"Peter, like I said before, you're for all intents and purposes my son, and I am your mother," Aunt May said. "As such, I have that mother's intuition. I know when something's bothering you. I've noticed in your behavior recently, you seem a bit on edge at points. Plus I did find it curious that Twilight's been letting you sleep in some mornings, usually she has you out of bed very early."

"I only told Twilight about this," Peter said. "I didn't want anyone else to worry."

"It's understandable, your Uncle was like that too," Aunt May said. "I know how much you try to emulate him, but even Ben had to drop the tough guy act with me."

"Was it hard for him?" Peter asked.

"It takes getting used to, but your Uncle loved me so much, and he knew I loved him enough to feel he can be honest with me on a lot of things," Aunt May said. "Just like you are with Twilight."

"Aw, so romantic," Flurry said.

"Still, I'm amazed you knew all this time," Peter said. "Sorry if it worried you."

"I wasn't that worried, because you had Twilight," Aunt May said. "She's a good wife, and I know if you have a problem, she'll be the first to address it."

"Yeah, you're Twilight's problem now," Trixie said.

"Real funny," Peter said.

"Still, to my point, it sounds like something's bothering you again, that might be the reason you had that strange transformation," Aunt May said.

"Has something been bothering you, daddy?" Mayday asked.

"A little..." Peter said. "Sometimes I think about everyone I've known back on Earth, especially Gwen."

"Gwen?" Mayday asked. "Oh, she's a friend of yours from Earth...more than a friend actually."

"You know about this, Mayday?" Starlight asked.

"I have ways of finding out these things," Mayday said. "For starters, daddy should be careful where he leaves his memories."

Peter raised his eyebrow at his daughter, "You're not still looking through that are you? There's some stuff I'd rather you not see."

"Please, I've seen all your superhero battles, I'm not worried about violence," Mayday said.

"It's not just that it's..." Peter had more memories going through his head. "Just please be careful, alright? That's not some show you should be watching."

"Sorry, I just love seeing parts of your life, you're really cool daddy," Mayday said.

Peter bashfully rubbed his head, "Dang it, stop being so adorable. Your cute face might as well be Kryptonite for me."

"Ha! I'm an official weakness!" Mayday proudly declared.

"Am I cute too?" Flurry asked.

"Of course you are," Peter said, rubbing her head. "You're your own special brand of adorable."

"Double the cute, double the damage," Trixie teased.

"Oh Mayday, where are Franklin and Luster Dawn?" Peter asked.

"They're waiting outside with Miss Derpy," Mayday said. “Her husband along with Frankie's parents, as well as Uncle Johnny and his friend Ben to scour the area."

"I see, what about that Jigglypuff?" Peter asked.

"She went to help too," Mayday said.

"Wow, smart little Pokémon," Peter said.

"Uncle Peter, who was that guy with the black suit anyway?" Flurry asked. "Why did he hate you?"

"His name is Eddie Brock, and believe it or not, he was once my best friend," Peter said.

"Oh, was he from your old High School as well?" Starlight asked.

"No, when I was in High School, Eddie was already in college," Peter explained. "He was working at Empire State Labs, we did a lot of science experiments together. We wanted to change the world for the better. But a bunch of things happened, me and Eddie had a falling out and then got mixed up with an old mistake of mine."

"An old mistake?" Starlight asked. "Say, he mentioned something about that suit and Princess Luna, what did it mean?"

"That suit is alive since it's an alien species to our world, and it was bound to Luna," Peter said. "And me at one point."

"You had that suit?" Starlight asked.

"It was not a very pleasant time in my life," Peter said.

"Peter?" Came Twilight's voice.

"Oh, Twilight's back," Peter said. "Hey Twi, find what you needed?"

"Not what, who," Twilight said. "Three Whos to be exact."

"Oh that's why you took long, you went to Whoville," Peter joked.

"Haha, real cute," Twilight sarcastically stated. "Seriously, I got some people to introduce you to, or better said, re-introduce."

Coming into the room were Peter's three friends from Earth, conflicted feelings arising from within the hero.

"Peter, these are your old friends," Twilight said. "Harry Osborn, Flash Thompson and Mary Jane Watson."

"Hey Tiger, that was quite the fight you put on," MJ said.

"Yeah, you ruled in there," Flash said.

"Uh, thanks," Peter said. "Really did not expect to see you three."

"Hey I told you we'd meet up again," MJ said. "I was at your last tournament too, fitting I'd come back for this one."

"Wish I had gotten an invite, but then again, Liz and I were busy," Flash said.

"Liz? Like Liz Allen?" Peter asked. "Is she here too?"

"She wanted to come but someone had to babysit the kids," Flash said. "She said another time."

"Babysit? Kids?" Peter asked.

"Yeah, Liz and I tied the knot some years ago," Flash said. "Got a kid just a few years younger than your daughter."

"Wow, that's great," Peter said. "Uh, congrats on your family Flash."

"Yeah, guess we all lucked out," Flash said. "All of us from Midtown High finally grown up."

"Right...all of us," Peter said. "Does that include Gwen too now?"

"We got worried at the end of your fight, what happened out there?" MJ asked.

"Yeah, some of your old baddies showed up, like even in this world they seem to want you dead," Flash said.

"Flash!" MJ scolded, then turned back to Peter. "Still, seeing Mysterio, Shocker and Electro is one thing, but Venom?"

"I'm just as surprised," Peter said. "Well, more about Eddie, I had a feeling those other three were around."

"Also, who were those ladies?" Flash asked.

"They're sirens," Peter explained.

"Sirens? You mean like the ones in Greek Mythology?" MJ asked. "I shouldn't be surprised; I just saw Hercules out there."

"This world is full of mythology coming to life," Peter said. "Dragons, Hippogriffs, all that stuff."

"Those dragons aren't evil, right?" Flash asked.

"Not anymore," Peter said. "Some of them might be jerks but one of them is my brother-in-law, and he helps keep things smooth between Dragons and Ponies. Plus Ember, their Dragon Lord, is also friendly with ponies, so that's another bonus."

"Okay cool, at least we don't have to worry about evil dragons," Flash said. "Uh, what about all the other creatures in this world? It looks like it isn't just ponies."

"What were those shapeshifters?" MJ asked.

"Changelings, but not all of them are evil, most are good," Peter said. "The black ones with the green eyes, those are evil. The multicolored ones are good. One of them is even a good friend of mine, Ocellus."

"She credits Peter for saving her life since he's the one who pushed for peace between the Changelings and the Ponies," Starlight said.

"That's nice...um, I'm sorry, I don't remember getting your name," MJ said.

"Starlight Glimmer," the mare introduced. "For what it's worth, Peter saved me too. I used to rule over an old village where everyone had to conform to my ideals, I even stole their magic and any means they could have to fight back."

"Oh, you mean like the Sith?" MJ asked, coyly eyeing Peter.

"Starlight never told anyone to give into hate, but...wait, actually, you kind of did," Peter said. "You got them to basically hate Cutie Marks."

"Not hate them, more like give them away," Starlight said.

"Cutie Mark?" Flash asked.

"The mark on our flanks," Starlight said, gesturing to hers.

"Oh...yeah I was confused about that, but I didn't want to say anything since I was afraid someone would see me as..." Flash remembered there were kids present. "Uh...weird for focusing on...butts."

"Yeah...that's why we prefer flank," Twilight said. "I know it's unusual to a human but to put it simply, Cutie Marks represent a pony's natural talent. For most of us in this room, it's a type of magic. Peter's is for being Spider-Man."

"What about your daughter?" MJ asked. "What's her talent?"

"Being the best of both worlds," Peter said, rubbing her head. "Mayday has always been multitalented, that Cutie Mark showed up out of obligation."

"Daddy..." Mayday said, feeling flustered.

"There's a lot to tell you about Cutie Marks," Twilight said.

"But it would take so long," Trixie said.

"And we know you kids came to see Peter," Aunt May said.

"We'll still make time," MJ said. "The three of us should catch up with Peter though."

"Funny, you say three, yet only two of you seem to be talking," Peter said, focusing on Harry. "You haven't said a word since coming here."

"Well Flash and MJ seem very eager to catch up and ask questions, I didn't want to interrupt," Harry said.

"Harry honey, you know you can talk if needed," MJ said. "Peter is your friend too."

"You mean was," Harry said. "Peter hasn't seen us in years."

"And it's happening..." Peter lamented. "Well at least it's only Harry since Flash and MJ seem pretty cool."

"Harry, if there's anything you have to say to Peter, now's the time," MJ said.

"Say what? That he lied to us? Kept so many things secret from me? Including my father?" Harry asked.

"Harry, you know I couldn't tell you everything," Peter said. "Part of being a superhero means Secret Identity. If you knew, then you could be in danger."

"Lot of good that did, you didn't even want to tell me about my father!" Harry shouted. "I had to find out through other means."

"What was I supposed to say?" Peter asked. "Hey Harry, good to see you, by the way your father is a diabolical supervillain that's flying around and throwing pumpkin bombs to terrorize innocent people?"

"It was my right to know!" Harry said. "Then you run off to this place, never even bother to see any of us in the last ten years!"

"Hey to be fair, the first time I came to this world, one day here was like two weeks on Earth," Peter said. "Then Capcom did whatever and synced everything so time doesn't move differently. But when I came back and four years had passed, it was only three months for me."

"Still, you had the other six years to show up and you didn't," Harry said.

"Harry, you knew I went to Equestria five years ago, you could have come with me then," MJ said.

"What would it have mattered? He has a new life here after all," Harry said. "He doesn't need us."

"I swear, my dreams must have some sort of psychic abilities, either that or I just know Harry that well. I hope MJ isn't feeling the same," Peter said. "Harry, I'm sorry, I should have checked on you. I got so comfortable here, and I had such a bad reputation on Earth, I guess I didn't think it'd matter if I went back."

"Well nice that you got comfortable while the rest of us dealt with the consequences that you left behind," Harry said. "You've never been able to properly face your problems Peter, you just hide behind that mask."

"Excuse me, Harry," Twilight said. "When I invited you over, I figured you'd talk rationally to my husband, not berate him."

"You invited me so we can clear the air, I'm doing that right now," Harry said.

"Yes but that can be done without hostility," Twilight said.

"Uh, Twilight, remember what Applejack told Rarity at the Gala," Trixie said. "Sometimes boys need to talk with their fists, even if those punches are metaphorical."

"I know, but I don't want any fighting with my kids or niece here," Twilight said.

"Plus Harry, you know blaming Peter isn't the fair thing to do," MJ said. "He did a lot to protect us when he was Spider-Man."

"It's fine, really," Peter said. "If Harry feels like I let him down, then he should have the right to voice that opinion."

"Wow, you've really grown up Peter," Flash said. "I remember when you were always quick to pick a fight, especially with me."

"Uh, I didn't pick fights, I just stood up for myself," Peter said. "You did bully me a lot after all."

"Yeah, he did, didn't he daddy?" Mayday asked.

"Right, this issue," Flash said. "Peter, I didn't exactly bully you, I just needed to put you in your place."

"Huh!?" Peter said. "What does that mean!?"

"You used to be so snobby, you acted like you were so much better and never wanted anything to do with any of us," Flash said.

"Are you serious? Since I was in High School, all I've wanted to do was fit in with the rest of you!" Peter said.

"Really? Because we gave you plenty of chances," Flash said. "How many times did we invite you to a party or some type of outing and you came up with an excuse not to go?"

"Wow, this hits really close to home," Twilight felt.

"I had responsibilities!" Peter said.

"We all did, Peter, but we still made time for each other," Flash said. "Liz practically threw herself at you and you barely even noticed."

"He's always been dense around girls," Trixie said.

"Trixie! Whose side are you on!?" Peter asked.

"Sounds like your friend here knows what's up," Flash said.

"Did everyone forget that I was a superhero?" Peter asked. "I can't always go to some silly party, I'm too busy keeping everyone safe."

"Silly party?" Twilight recalled how she once said the same thing about Moon Dancer's party.

"Was it always Spider-Man? Because some days I don't even think he was patrolling, in fact you acted like this even before Spider-Man too, for as long as I can remember," Flash said.

"You got bitten by that spider on that field trip to the Science Exhibit," Harry said. "What were your excuses then?"

"Hey I made time for you, didn't I Harry?" Peter asked.

"You only made time to do what you wanted to do for the most part," Harry said. "Probably why you were more than eager to hang out with Eddie Brock, and look where that got him."

"Harry, that's not fair to Peter," MJ said, focusing on the hero. "Listen, Tiger. I know I didn't know you that well at the time, but I could always tell you were a nice person and whatever issues you might have; I want to be able to help. For your sake, and for Harry’s."

"Same," Flash said. "I don't mean to trash on you Peter, but you did hurt us, and I have to be honest about that. I don't want any animosity between us, I want to be your buddy. I didn't always get along with you, but I respected when you made a mistake and tried to make things right. I still haven't forgotten when you took the blame for that big fight we had in front of school.”

"Yeah, you didn't want anyone thinking I got the jump on you," Peter said.

"I know I said that, but honestly speaking, I just felt guilty because you trying to take the fall reminded me that you're a nice guy at heart and I wanted to do the right thing too," Flash said.

"Well, I do appreciate that," Peter said. "I'm really sorry for any trouble I've caused then, I didn't mean to make anyone miserable."

"Eh, a little exaggerated, I mean you bothered us but it's not like you actively hurt us," Flash said.

"Speak for yourself," Harry said.

"Dude, you really need to get over whatever bad feelings you have," Flash said.

"I don't need a lecture from some meathead," Harry said, turning to the entrance. "I'm leaving!"

"Harry! Don't just walk away from this!" MJ said.

"Watch me!" Harry said, storming outside and walking past Johnny Storm.

"Oh hey, it's Harry Osborn," Johnny greeted.

"Oh hey, it's the guy who traded his fancy penthouse for some horseshoes," Harry said, angrily trotting off.

Johnny curiously looked at his hoof, "I don't wear horseshoes bro! I don't think anyone in this world does!" The hero scratched his head in confusion, "What's got him all riled up?"

Inside the tent, MJ looked to be very embarrassed, "I'm sorry about Harry, he's a great guy but he's not always the best at admitting his emotions."

"Something we have in common," Peter said.

"Not his fault," Mayday said. "Sometimes, people and ponies are just too dumb to talk to anyway."

"Mayday, not appropriate," Twilight scolded.

"Looks like your daughter inherited a bit of your old snappy attitude," Flash said.

"Yeah, she's my little firecracker, and I love her for it," Peter said.

"Well, I'm sorry for what you felt before Flash, truthfully I'm no different than Peter," Twilight said. "I remember a friend of mine; she was always so shy, but we liked talking to each other. But the more Princess Celestia gave me attention, the snootier I got, and it got to a point that I blew off my friend's party. The one time she tried being outgoing and I wasn't there for her when she really needed me."

"Sounds like you've learned from that," MJ said. "Just like Peter will take this to heart and be better and even pass this on to his daughter."

"Assuming she hasn't done anything like this yet," Flash said.

"Hey!" Mayday shouted.

"Mayday isn't the most...outgoing girl," Peter said. "But she does have friends that she cares about and does her best to make them happy. It's just harder for her for many reasons."

"It has to do with her being an inter...intro..." Flurry couldn't remember the word.

"Introvert," Starlight said.

"Yeah that," Flurry said.

"Hey, why are you telling everyone my weakness like that!?" Mayday asked.

"Being an introvert isn't bad, Mayday," MJ said. “It just means you think differently.”

"I've been researching introversion, so I can better understand my counselor job," Starlight said.

"Daddy's an introvert too, consider that before getting mad that he didn't go to your silly parties," Mayday said.

“Heh, I like this kid, she’s snappy,” Flash said.

"Look, I don't want to make excuses," Peter said. "Well, I did but not anymore."

"Peter, it's fine if you were this shy dude, I respect that," Flash said. "The problem is that you don't always talk to us about how you're feeling, and when you do blow us off, you weren't exactly nice about it. If you just told us you were uncomfortable, we would have accommodated for you."

"I didn't want to be a bother," Peter said.

"Stop acting like you're some type of burden, dude," Flash said, then turned to the mares. "Is he always like this?"

"All the time, he's constantly beating himself up, mostly over guilt of whatever he's done," Twilight said.

"Man, everything's extreme with you Peter," Flash said. "If you're not extremely snobby, you're extremely worried. You need more middle ground."

"I try but...that's not my specialty I'm afraid," Peter said.

"We'll help you out then, might help your daughter understand herself more," Flash said. "As a father myself, I have some understanding about kids."

"I gotta say, your daughter's so beautiful Peter," MJ said.

Mayday turned her face away to hide her blush, "Thanks Miss."

"You can call me 'MJ'," the girl said.

Mayday turned back to MJ, a strange feeling emanating in the young girl, "You know, something about you feels so familiar to me."

"Well we've met before," MJ said. "Though you were only four so maybe you don't remember."

"It's not that, I just feel like you and I are family for some reason..." Mayday shook her head. "What am I saying? Forget any of that, it's weird."

"No, it's not weird," MJ insisted. "I feel similar. Something about you and Peter just makes me feel like a piece of my life was missing and I didn't even know it."

"Uh, what does that mean?" Twilight asked.

"I don't know, but I do feel the need to do whatever I can to help Peter and Mayday," MJ said.

"Right...you are happily married to Harry, aren't you?" Twilight asked.

"Twilight!" Aunt May scolded. "Young lady that was not a proper thing to ask."

"Uh...right, that was dumb, sorry MJ," Twilight said.

"It's fine, I did have a crush on Peter once so I don't blame you for being protective," MJ said.

"You had a crush on me?" Peter asked. "But you're a model! You're super hot! You think I can land a-" a feeling of despair ran through Peter's body when Twilight cast a side eye at him. "I mean, I can land a pretty girl for sure, just look at my wife."

"Oh yes, VERY pretty," MJ said, hoping to ease things as well.

"But seriously, if I met Twilight when she was a Princess, I wouldn't have thought she could like me either, I am just a simple guy after all," Peter said.

"You were also really nice, and cute," MJ said.

"And I would have dated you even if I was a Princess when we met Peter, you should know that," Twilight said. "I'm not exactly high profile, we live in a library after all."

"Right, most princesses get a castle, you get a library," Peter said. "But you love books so much that library might as well be a castle."

"It is my little slice of heaven," Twilight said. "I couldn't handle living in a castle anyway, I'm just not cut out for that fancy life. Even growing up in Canterlot, I was considered dorky. I nearly embarrassed Rarity at a party because of my weird dancing."

"There is nothing weird about your dancing," Peter said. "It's got personality, so it rules."

"You're sweet," Twilight said.

"That all sounds fun," Johnny said, the hero entering the room.

"Oh, Johnny, anything to report?" Twilight asked.

"Nothing, those villains made a clean escape," Johnny said.

"Well what matters is that the ponies are fine, plus our other guests," Twilight said.

"Some of them are worried though, since Discord did show off some of his allies for an invasion," Johnny said. "But personally, I say us heroes can handle him."

"Yes, I believe so too," Twilight said. "I'm still worried about some of the unknowns, I'm gonna have to plan for several possibilities."

"You do that, the rest of us are gonna get ready to sock some baddies," Johnny said.

"Hey if anyone's got this under control, it's The Fantastic Four," Flash said.

"Got that right," Johnny said. "Anyway, Peter, how you holding up?"

"Getting better," Peter said. "Is everyone worried about me?"

"I know my sister was, so was Logan, not that he'd admit it," Johnny said. "Janet and Spike are worried and want to be here to check on you but they want to search the perimeter first."

"When you can, get everyone in here," Peter said. "There's a lot to plan."

"I'll round them up," Johnny said, heading back out.

"Hey, Twilight, it was only Harry, Flash and MJ you brought over, right? No one else?" Peter asked.

"Yes, it was just those three, obviously Eddie Brock was the result of Discord," Twilight said. "Why do you ask?"

"Did you happen to see someone else there? A girl in a suit?" Peter asked.

"I think so..." Twilight said. "The explosions nearby made things a bit difficult but I do recall seeing a quick flash of white. Do you know this girl?"

"I think so, but it should be impossible," Peter said.

"Maybe it's someone Sunset knows," Twilight said. "So long as she's on our side, then I guess that's all we need to be happy with."

"Yeah, good point," Peter said, still feeling a bit concerned.

Meanwhile at Ryu's tent, the martial artist is himself trying to recover from what happened. He was joined by Sunset, Sakura and Roll.

"How are you feeling?" Sunset asked.

"Physically, I think I'll be fine," Ryu said. "I'm more worried about my mental state."

"Right, you nearly succumbed to the Satsui no Hado," Sunset said.

"Don't you usually have a better grip on that?" Sakura asked. "You weren't even fighting anyone dangerous, just Spider-Man."

"To be fair, Spider-Man can be dangerous to a villain," Sunset said.

Sakura raised her eyebrow at Sunset, "Well Ryu-san isn't a villain!"

Sunset furrowed her brow, "I never said he was, I'm just saying that Peter isn't weak."

"I didn't call Spider-Man weak! I just said he's not dangerous!" Sakura insisted.

"Come on, don't start arguing about this," Roll scolded, focusing on the martial artist. "What happened out there, Ryu? Do you know what caused your transformation?"

"I...really wanted to win," Ryu said. "I got desperate."

"But it was just a friendly competition," Sunset said. "You agreed to this before the fight."

"I know, and I should have maintained that mindset," Ryu said. "But I can't accept a loss, no matter how miniscule."

"I'm not too surprised, but Ryu-san, you have to remember that it's not worth it if you lose control," Sakura said. "Remember when you lost control against Sagat?"

"I didn't think he'd ever forgive me for leaving him with that scar," Ryu recalled.

"Ryu, it's good to be competitive, it's good to have that desire to win," Sunset said. "Just don't lost track of who you are as a person to achieve that."

"I'll do my best," Ryu said. "I just hope Peter's alright."

"Peter can take a punch, he'll be fine," Sunset said. "Knowing him, he's probably more worried about you."

"He should be in his own healing tent," Roll said.

"Hopefully the two of us can clear the air," Ryu said.

"Yeah, like that transformation he had," Sakura said. "We all saw his eyes turning green, didn't we?"

"Oh yeah, that was scary," Roll said.

"I think the first time I saw power like that was on Earth back when he was fighting The Green Goblin," Sunset recalled. "He got so angry when Goblin taunted him regarding the death of his old girlfriend, Gwen Stacy."

"So he has his own evil form?" Sakura asked. "That's a bit concerning."

"Don't say it like that," Roll said.

"But it's true, how long has Spider-Man been able to do that?" Sakura asked.

"I think I saw that myself once," Ryu said. "Years ago when The Crystal Empire was at the mercy of Vega, Shocker and Lightning Dust. Back when they had some mind-controlled Avengers fighting for them. He hit myself, Chris and Dante with a sucker punch though, so I don't remember everything."

"He knocked you out!?" Sakura asked.

"To be fair, at the time, I was asking for it," Ryu said. "If you recall, I wasn't always kind to Peter."

"Seems like no one in Equestria forgot," Sakura said.

"No kidding," Sunset said. "But like I said, everyone here can hold one hell of a grudge. I honestly never liked this place much, it's almost like a cult at times, and Celestia has been too paranoid about everything. Traveling the multiverse wasn't a bad thing, it was amazing and I grew so much more out there than I ever could in this world."

"You learn a lot when you travel, more so than staying in one place," Ryu said. "Though I do understand some are content where they are and that's nothing to be ashamed of. But traveling lets you experience many things."

"Different cultures, languages, beliefs," Sakura said. "And different types of food."

"It's fun seeing different perspectives on life, sometimes just reading or knowing about them isn't enough, seeing it firsthand makes a difference," Roll said.

"Seeing your world already showed me so many differences, especially compared to Peter's," Sunset said. "You're both Planet Earth but you're also so different in style. Peter's world feels like a comic book, your world feels like a video game. Given how much of a gamer I can be, it's easy to see why I feel partial to Capcom, not that Marvel isn't fun either, it's full of excitement as well."

"So our world is all video game like and Marvel is comic book like, is that what you got from your travels?" Sakura asked.

"Not entirely, but I did notice something kind of interesting regarding your powers," Sunset said. "Most of the Marvel Heroes got their powers through external means, like Peter and his spider bite, The Fantastic Four with their cosmic cloud, Captain America with the Super Solider Serum, even The Hulk with that Gamma Radiation accident. Tony had to build his suit to gain abilities and King T'Challa goes through some fancy ritual."

"Where are you going with this?" Sakura asked.

"That everyone's so strong because of some external source, almost like divine intervention," Sunset said. "Capcom feels like the opposite. Every Street Fighter I've seen got the powers they did because of training. Ryu, Ken, Chun-Li, even you Sakura, you all got these powers through training."

"Huh, so the Fantastic Four needed a cloud and all I had to do was a few push-ups," Sakura said. "Guess that makes me truly Fantastic."

"Pride comes before the fall, Sakura," Ryu reminded.

"Dante was born a half-demon but grew stronger over time with intense training," Sunset said. "Chris is still human but his own training puts him on par with so many great fighters. Morrigan, Felicia, Hsien-Ko, they're not humans and have these abilities normal to them, and still work to get stronger. That's the thing I noticed about all of you in Capcom, your abilities come from you rather than anything external."

"That's interesting, not sure if I thought of it like that," Roll said.

"It's not all one-to-one," Sunset said. "The X-Men were born with their abilities too, granted I don't know how they trained. Logan's powers were enhanced through other means though, he never wanted to go into it but he did tell me his metal skeleton wasn't normal. Plus some in Capcom got their powers externally, like Spencer's arm, which really isn't a power but you know what I mean. Though even he said that he only gets certain abilities after training with his arm. There’s also Viewtiful Joe's V-Watch, but again, some abilities come from experience."

"What about Mega Man?" Sakura asked.

"Well he was built to be strong, and a lot of his abilities were external since he takes powers from other robots," Sunset said. "Most of his development is him feeling less like a robot and more like a human I guess, but he's the closest to Marvel, while the closest Marvel probably has is maybe Iron Fist...Truth be told, I don't know everything yet but it is something I've kept in mind."

"So a majority of their world got abilities through external means, and a majority of our world is internal," Roll said.

"Exactly, it's something I keep an eye out in other worlds," Sunset said. "Goku's powers and abilities come from his own training. Cloud too, he started out normal and then got stronger."

"Cloud needed some Mako energy to achieve that power," Ryu said. "But given his friends, plus allies like Squall and Lightning, I do believe Cloud could have achieved his abilities regardless."

"How would you rank Sonic?" Roll asked.

"Definitely internal, Sonic told me he gets stronger and faster with every fight," Sunset said.

"And Kratos?" Sakura asked.

"His powers seem to be divine based, so external," Sunset said.

"If I may ask, what brought this about?" Ryu asked.

"I'm trying to see where I fit in, so I can get stronger," Sunset said. "If I'm like Capcom, that means I just need to train my body until I reach the desired strength. But if I'm like Marvel, the strength is there, it's just a matter of control. Peter's strong but he might be too strong for his liking."

"Too strong?" Sakura asked. "What are you trying to say?"

"I once asked Superman what it's like to have his powers, he told me it can be a burden because he has to be extra careful," Sunset said. "He feels like he lives in a world made out of cardboard. He has to manage his own strength before he destroys the world by accident."

"Where would you rank Superman then?" Roll asked.

"His strength feels...it's hard to say. Truth be told, I must keep in mind whether or not the person is a human," Sunset said. "Sonic I'm fine with because he is considered an abnormality among Mobians. Goku, similar, since Vegeta said not all Saiyans are capable fighters like him or Goku. I don't know enough about Superman's planet to decide if his powers are internal or external. He does rely on the sun though, maybe it's external."

"This is very enlightening," Ryu said. "Perhaps you should relay this to our friends. My world would find this very enlightening, you might be able to help Peter's world and this can allow this world we're in to understand the other worlds more."

"I plan to, I might even write a book about this stuff," Sunset said. "Twilight can put it on display at her library."

"I'd read that book," Roll said.

"I think many would," Ryu said, then noticed a new guest. "Tifa?"

Entering indeed was Tifa Lockhart, "Hey, I wanted to check on Ryu. His friends are worried, so is Cloud."

"They know they don't need to worry about me," Ryu said. "Nothing I can't shake off."

"Even so, I'd rather just put their minds at ease," Tifa said. "I'll be back later once everyone's done scouring the area."

As Tifa left, Ryu seemed to have a moment of realization, "Alastor was among those villains with Discord, correct?"

"Yeah, Joe seemed really surprised," Roll said.

"Do you think Discord may have recruited more from our world?" Ryu asked. "You mentioned once that you and Rock lost track of Doctor Wily."

Roll's eyes widened in worry, "That wouldn't be good. Teaming up with those other villains could spell trouble."

"Sunset, you seemed to know those girls," Sakura said. "Who are they?"

"I came across them in an alternate world, similar to Equestria, except everyone is human rather than pony," Sunset said. "So all of Twilight's friends for example are human girls."

"That's interesting, didn't expect there to be a world where they are human," Ryu said. "And it's connected to this world?"

"Seems like it," Sunset said. "Though there is one notable difference. On Earth, a human's skin tone ranges from light to dark. Like when I'm on Earth, my skin is light, similar to all of yours. In this particular world however, my skin tone matches my current fur."

"Wait, so you have bright yellow skin?" Sakura asked.

"Exactly," Sakura said. "Same goes for the others. Pinkie Pie for example has pink skin."

"So theoretically, my skin would match the color of my gi?" Ryu asked.

"I'm not sure, this may only affect Equestrians but I won't rule out the possibility," Sunset said.

"Well back to those girls," Roll said. "You met them there?"

"Oh yeah, apparently they tried using their powers to take over a High School," Sunset said. "I know it sounds weird but they needed strength, and that school does have hidden secrets. Twilight and her friends are all in this dimension, a bit different than they are here."

"Different how?" Ryu asked.

"Well for starters, some of her friends are really mean," Sunset said. "And Twilight? She is nowhere near as confident as she is here. I only saw her once in passing but that's it. I did give her a little pep talk right before their Friendship Games but I don't know if it stuck. I haven't seen these girls in nearly six years, and I don't know if time passes there the same way it does here so for all I know they could still be in High School or be much older."

"I can't imagine Twilight Sparkle being less than confident," Ryu said.

"Well in this world, she's never really had a chance to break out of anyone's shadow," Sunset said. "She didn't really think for herself much. Honestly she doesn't do that a lot here either, she can for the most part but when it comes to Celestia, she kind of takes everything she says at face value."

"You really think so?" Sakura asked.

"That's my observation," Sunset said. "Back to the Sirens, I don't know what they're planning, I helped stop them by helping the Rainbooms in a Battle of the Bands, I haven't seen them since."

"This is before you met us, right?" Roll asked.

"Yeah, before any of you came to Equestria," Sunset said. "I was exploring the realms even then. Cool, huh?"

"Very cool," Ryu said. "Well you should let Twilight know what you just told us."

"Yeah, I should," Sunset said.

Outside, many of the ponies looked a bit worried, some shaken up due to the villains arriving and the Changelings attacking. Wonderbolts in the area were quick to reassure the safety of the ponies, some flying around to ensure that everyone is together.

Among them were Rumble and Silverstream, the two flying over the stadium where the fight took place.

"Well this day went from exciting in a good way, to exciting in a not so good way," Rumble said.

"At least everyone's mostly safe," Silverstream said. "A few scrapes and bruises but the heroes did a great job at protecting everyone."

"For now, but those villains will be back," Rumble said.

"You seemed to know some of them," Silverstream said.

"Yeah, the guy in the red and yellow suit is Shocker," Rumble said. "He showed up to Ponyville some years back with a guy named Vega. They absolutely wrecked the place, even I took a hit."

"Sandbar did mention that once," Silverstream said. "He and his family were fine, but it was still a frightening situation for them."

"The guy with the bowl on his head is Mysterio," Rumble said. "He showed up in Ponyville with some other villains once, but Peter and his friends beat him quickly. He managed to return later, alongside some alien thing named Annihilus. He was defeated again, though not without causing trouble. This time around, Ponyville seemed better prepared since the heroes were there to protect the town."

"If I may ask, where were they the first time around?" Silverstream asked.

"In Manehattan, fighting Deadpool," Rumble said.

"Deadpool? Isn't he a hero too?" Silverstream asked.

"Yeah, but at the time he was a hired mercenary brought in by a guy named Albert Wesker to help with his invasion," Rumble said. "The heroes all went to stop him, leaving Ponyville mostly defenseless. Peter regretted not being there to help any of us, and personally went to deal with Vega and Shocker himself."

"Say, was this around the time Sweetie Belle was hanging out with some villains?" Silverstream asked. "And you kept that secret?"

"She said she met a cool guy and wanted to spend time with him, so I had to cover for her," Rumble said. "I didn't know it was the villains, but it took forever to earn everyone's forgiveness. Apple Bloom was the first to forgive me, she used to hang out with me to kind of ease my worries, even if Applejack seemed to hate it."

"The topic of forgiveness rises again," Silverstream said.

"Yeah, seems like forgiveness is dang near impossible sometimes," Rumble said. "It could be just me though."

"Well I had no problems forgiving you for what you did, and now we're best buddies," Silverstream said.

"Yeah, that makes me happy too," Rumble said.

"Also, what about electric guy?" Silverstream asked. "And those three girls."

"I don't know them as well," Rumble said. "I know Peter has a villain named Electro, and that Princess Luna banished him to the moon. I have no idea how he found his way back to Equestria. Those other girls, I've never heard of them, but they seemed to know Starswirl."

"Then there's those other two," Silverstream said. "Some short guy and a guy who knows Peter."

"I'm gonna go on a limb and say that short guy is an enemy of Viewtiful Joe," Rumble said. "They seemed to know each other, and they were dressed almost the same."

"I was just thinking that," Silverstream said.

"The other guy, I don't really know him either, but I know Peter once told me about a guy named Venom," Rumble said. "Apparently that suit used to belong to Peter, but it made him act so differently than usual."

"Different how?" Silverstream asked.

"He turned into a total jerk," Rumble said.

Silverstream couldn't help but feel confused by that, "A jerk? Peter? He's the nicest guy I know."

"He is, but that suit turned him opposite," Rumble said. "He's not the only one who wore it, Princess Luna did too and she went nuts with power."

"Luna wore it? Wow, this suit sounds kind of dangerous," Silverstream said. "Think it could be why that guy is evil?"

"Probably," Rumble said. "We should talk to Peter about this."

"Rumble! Silverstream!" Apple Bloom called, the girl with her two Crusader friends.

"It's your adorable wife," Silverstream said.

"Yeah, she is adorable," Rumble said, flying down to greet them. "Need something girls?"

"Peter's rallying everyone together, probably to address this whole villain thing," Apple Bloom said.

"He's near one of those medical tents," Scootaloo said.

"Sounds good, we'll be there," Rumble said. "Where's Cumie?"

"Gabby's watching over him, ah think yer brother was there too Silverstream," Apple Bloom said.

"Terramar? Hope he's not too freaked out by what happened," Silverstream said.

"No sign of the villains?" Scootaloo asked.

"None yet," Rumble said. "They just disappeared, no Changelings either."

"I can't believe some of Peter's villains just showed up like that," Sweetie Belle said. "Especially Shocker, I haven't seen him in years. I thought he was dead."

"Shocker coming back is bad, but at least it ain't Vega," Apple Bloom said.

"You think he might be alive too?" Scootaloo asked.

"No way, Peter tackled him out of a castle window, he's definitely dead," Sweetie Belle said.

"Oh right, I heard he might have killed one of the villains," Silverstream said.

"Look, whoever shows up, I'll keep all of you safe," Rumble said. "I give you my word."

"Wow, so brave," Sweetie Belle said, giving Rumble a flirty wink.

"Uh..." Rumble turned away in embarrassment, still not having forgotten that uncomfortable incident from the other day.

"Say um, how familiar are any of you with that one villain, Venom?" Silverstream asked, trying to direct the awkwardness away.

"We've heard of him, and saw him in Peter's memories, but that's it," Scootaloo said.

"Peter's memories?" Silverstream asked.

"Oh yeah, I heard Peter had a ball containing his memories," Rumble said. "Not sure if he still does or not."

"If he does, think he'd let us see it?" Silverstream asked.

"I'm not sure, it seems kind of private, so I'd feel weird asking," Rumble said.

"He probably won't mind," Apple Bloom said. "Come on."

Just as they left, Sweetie Belle stopped to rub her sides, confusing Scootaloo.

"What's the hold up?"

"I feel like something crawled on me," Sweetie Belle said.

"Maybe it's a spider, you're gonna become Peter's new sidekick," Scootaloo said.

"Oh ha-ha," Sweetie Belle said, making her exit, unaware that a piece of Venom's symbiote suit had latched onto her.

This whole thing did not go unnoticed by a nearby Gallus, who looked very confused. "Uh, wait, they knew those villains or something? I gotta find the others."

Also nearby Lightning Dust was flying around as well, feverishly trying to find Shocker, "Where the hell are you, Herman!?"

"Dust!" Thunderlane called.

"Huh?" Lightning Dust tuned to face her boyfriend. "Need something Thunder?"

"I think the search is being called off," Thunderlane said. "Everyone's gathered back down below."

"That's fine, they can do that, I'll keep searching," Lightning Dust said.

"Dust, I know this is freaky for you," Thunderlane began. "But don't go too nuts about this."

"Hey I gotta find Shocker, I can't just leave this alone," Lightning Dust said.

"We all want to find him and his team, but clearly he's not around," Thunderlane said. "All the Changelings were rounded up too, I don't think you'll be seeing anymore villains."

Lightning Dust grumbled to herself as she lowered down, "Alright."

Thunderlane went down with her too, patting the mare's back, "You seem so tense."

"I thought Shocker was dead, for him to just come back..." Lightning Dust shook her head. "It's not that I want to hang out like old times, I put all that behind me."

"I get it, you two were friends once, and you did some regretful things," Thunderlane said.

"I helped Wesker take over The Crystal Empire, I helped Shocker and Vega destroy Ponyville, I've done so many terrible things," Lightning Dust said. "Seeing Shocker again just reminds me of all that, and I figured that capturing him and his allies would be a step into making up for what I did."

"Dust, you have nothing to make up, everyone's moved on from that," Thunderlane said. "Now come on, Flitter's waiting for us, and so is Felicity."

"Ugh, what would she think of all this?" Lightning Dust asked.

"Hey, that girl only sees a mother when she sees you," Thunderlane said. "Even if you didn't birth her, that is what you are to her."

"I hope so," Lightning Dust said, following Thunderlane.

Nearby Yona had overheard this all too, "Teal Pegasus friends with bad guys? Should find friends."

Meanwhile in the Marvel World, both Eggman and Wily were seen showing off their models of robots to Dr. Doom.

"These robots here are what I like to call the first wave," Eggman said. "They march into battle, get the attention of the heroes, and a fight breaks out. We've equipped them with state-of-the-art weaponry, from lasers to cannons, some even shoot lava."

"The latter one was my personal touch," Wily said. "In addition we have a flying unit to attack from the air, perfect for those flying superheroes. They have sharp talons for close quarters combat, and can drop missiles to aid in attacks on the ground."

"We even have a defense unit," Eggman said, gesturing to some with shields. "It takes a lot to break through that! Even speed may not be enough."

"Or a Mega Buster," Wily said.

"And to top it all off, we have our ultimate weapon," Eggman said, showing off part of a giant robot. "This machine was modeled after one of my old Death Egg Robots, with Wily handling a lot of creative freedom on his part."

"I would say even your old buddy Reed Richards might struggle with this one," Wily said.

"So, what do you think Victor my buddy?" Eggman asked, though one glare did cause him to retract a bit. "I mean, what do you think, Doctor Doom?"

"I will admit, your work is impressive," Doom said. "You have both put a lot of thought into your designs."

"And this isn't even all of it, there's plenty of variety," Eggman said. "Wily and I are working on giant spider robots."

"Not only is it symbolic for our upcoming battle against Spider-Man, but it also serves as a way to draw ire and discomfort out of heroes from my world," Wily said. "Ryu, Chris Redfield and Dante in particular would not find pleasure in this."

"We're also working on burrowing machines," Eggman said. "We can strike from below the ground too! Perfect for getting past any defenses."

"Clever," Doom said. "Your work satisfies me so far, but what matters is the end result. If this can defeat our foes, then I will consider it a job well done."

"Why thank you my good man," Eggman said.

"We look forward to bringing more results," Wily said. "If you want, we can upgrade your Doom Bots."

"Tell Ultron we don't mind helping him with some upgrades," Eggman said.

"My Doom Bots will remain as is," Doom said. "As for Ultron, feel free to ask him but do not expect him to comply."

"Perfectly understandable," Wily said. "We still have much more to work on."

"Very well, I will leave you be," Doom said, making his exit.

"Gotta say, that guy seems like a man of very few words," Eggman said.

"Few words or not, he gets the job done here too, after all he rules over his country with a firm grip," Wily said.

"Reminds me of myself in an alternate dimension," Eggman said. "That version of me though, not very proactive. Don't get me wrong, he got the job done but I feel like he could have done more."

"There's always room for improvement," Wily said.

Meanwhile in another room, Tron is working furiously on her own designs, "I am not letting those old geezers get the better of me. They think their robots are so cool? Well wait until they get a load of what I've been working on."

As she worked, a Servbot got her attention, "Miss Tron, Mr. Prowler is here."

"It's just 'Prowler'," the villain said. "Saying 'Mr.' just sounds weird."

"Do you need something?" Tron asked.

"My gauntlets are malfunctioning," Prowler said, showing it off. "I was practicing out back for our invasion, I made one mistake and damaged them. Normally I'd get The Tinkerer to fix my stuff but you seem just as handy."

"Oh, you came to me? Rather than those geezers?" Tron asked. "Kind of flattered."

"Well they were busy anyway," Prowler said.

Tron furrowed her brow in annoyance, "So I'm the second choice?"

"At least I chose you, I could have just as easily gone back to my world," Prowler said.

"Okay fine, let me take a look at it," Tron said, taking the gauntlets. "This tech looks impressive. How'd you get it exactly?"

"I have my ways," The Prowler said.

"Right, I know what that means," Tron said, getting to work.

Prowler took a long look around the room, "You've been busy."

"Well yeah, we're about to invade a bunch of worlds, I want to be prepared," Tron said. "Wesker expects the best out of his allies, and I aim to go above and beyond."

"That so?" Prowler asked, checking on her Gustaff. "Tell me, how did you two meet?"

"He recruited me because he needed someone tech savvy on his side," Tron said. "It was me or Wily, and he chose me because he saw my potential."

"His teammates sure don't seem to have faith in you," Prowler said. "Or at least that one guy, Vergil, he doesn't hold you in high regard."

"He doesn't hold anyone in high regard, he's just the spoiled son of a great demon general," Tron said. "I'm surprised he's still working with Wesker, I figured he would have betrayed us by now given how much he hates humans. Wesker calls himself a God but I don't think Vergil believes him."

"Better watch out then," Prowler said, checking on some other machines.

"Wesker always says look over your shoulder," Tron said. "Everyone here certainly does. You walk by any of them, they immediately glance at you. Even I can barely trust anyone here."

"That include me?" Prowler asked.

"It's nothing personal, but when it comes down to it, thieves like us do anything we can to get ahead," Tron said.

"Yet, you're helping me by fixing my stuff," Prowler said. "Kind of ironic that we don't trust each other but we rely on each other."

"Alliances exist for a reason, you don't have to like the person, but that person still has use," Tron said. "I just want to be useful to Wesker."

"Why do you though?" Prowler asked.

"...It's embarrassing," Tron said.

"I'm not gonna laugh or judge," Prowler said.

"Still, admitting it is weird," Tron said. "It might also make others think I'm that much more unworthy."

"Just try me," Prowler said. "If I do start laughing, you have my permission to kick my ass."

"That's a dangerous bet, you see all my gadgets right?" Tron asked.

“Just tell me,” Prowler said.

"...Wesker is kind of like a father figure to me," Tron said. "Everything I do is so that he can be proud of me, like a father would be for his daughter. I admire Wesker, he wants something and he goes for it, and I want to be like that."

"Wow...gotta admit, that's kind of wholesome," Prowler said.

"You better not be patronizing me," Tron warned. "My gun's right here, I don't need a machine to beat you up."

"I'm not, because I get it," Prowler said. "Look, I know about family. I got a nephew that I really care about."

"Does he know you're a thief?" Tron asked.

"...Yeah, he does," Prowler said. "It caused a strain in our relationship."

"Is your nephew a big fan of the Spider-Man in your world in addition to all that?" Tron asked.

"Uh...you can say that," Prowler said.

"Sounds awkward," Tron said. "Why do you continue to be a thief then?"

"I have my reasons," Prowler said.

"Right, gotta pay the bills," Tron said. "Personally I just like having the riches."

"I'm sure you do," Prowler said.

Tron then presented him with his gauntlets, "Here you go, try to be careful with these."

"You work fast," Prowler said. "You know, you kind of remind me of the Tinkerer."

"Another old man?" Tron asked.

"Huh? Oh, in my world it's a young woman," Prowler said.

"Is that the only reason?" Tron asked.

"No, it's a little deeper than that," Prowler said. "Like, you're both in a lousy business but neither of you are that bad."

"Hey! I am bad!" Tron said. "I rob and pillages homes! I'm about to invade several worlds! I'm as bad as they come!"

"Alright, whatever you say," Prowler said, making his leave. "Thanks for the help, Miss Tron."

"Real funny, only my Servbots call me that!" Tron said as he left. "I swear..."

"Um, Miss Tron?" The Servbot asked.

"What is it now?" Tron asked. "I have work to do."

"Well, it's just that...do you really trust Mr. Wesker?" The Servbot asked.

"Of course I do!" Tron said. "Why would you think otherwise?"

"Because you said not to trust anyone," The Servbot said.

"I...well yeah but...oooh, don't put so much stock into what I said, I do what I do to earn trust," Tron said. "I know Wesker values me, I just need to keep proving it!"

"Okay...if you say so," The Serbvot said.

Outside, Prowler was passing through the halls, spotting Wesker speaking with Ultron and Kazuya regarding a matter. He took the moment to approach his boss, "Hey Wesker."

"Hm?" Wesker turned to The Prowler. "Do you need something?"

"Not really, just passing through," Prowler said. "I checked Tron Bonne's work area by the way, you should review her work sometime, she's taking a lot of initiative."

"As I would expect out of her," Wesker said.

"You got yourself a good worker there," Prowler said. "You should be proud."

"Proud?" Wesker asked.

"Yeah, she does this because she wants to serve you," Prowler said. "She seems happy to be in your service."

"If she's happy to work for me, that's all that matters, it means she will always obey me and I have less reason to get rid of her," Wesker said.

"What does that mean?" Prowler asked.

"So long as I have her admiration, she will provide endless work for me," Wesker said. "Funny how all I have to do is basically exist for her to want to serve me. Like a true disciple of a God."

"The more machines she makes, the better too," Ultron said. "Maybe she can build something a little better than those silly toys of hers."

"So, that's it then?" Prowler asked. "You know, if you told her that you were proud of her work, it might motivate her more."

"If she needs that type of motivation, then her usefulness would be at an end," Wesker said.

"This isn't a daycare, if she needs someone to pat her on the head, this is not the place for her," Kazuya said.

"I know but..." Prowler tried arguing.

"Listen, you let Tron do her job and you focus on yours, is that understood?" Wesker said.

Prowler groaned in annoyance, "Sure, whatever you say...'Master'."

The thief had made his exit, this causing a moment of concern for Ultron, "Should we be wary of him?"

"It's fine, if he proves to be trouble, I'll deal with him myself," Wesker said.

"Seems like your allies have questionable loyalty," Kazuya said. "Even Vergil has been acting strange lately."

"Vergil will stick by my side, I am one of the few he has some respect for. Besides, if any of my teammates were to act too far out of line," Wesker pulled out a vial. "There's always a quick fix."

"That reminds me, how far along are you with your Uroboros Project?" Ultron asked.

"It's just about ready, I might need some test subjects, perhaps a nearby town," Wesker said. "Or a nearby world, many possibilities after all."

"That there are," Kazuya said, grinning to himself.

Meanwhile in space, Tempest is seen staring out the window of Super Skrull's ship, watching the stars pass by. She saw Sephiroth pass by and called for his attention, "Master."

"Hm? Do you need something Tempest?" Sephiroth asked.

"Your mother came from space, correct?" Tempest asked. "Have you ever seen her world?"

"No, not yet," Sephiroth said. "One day, once I have my Earth as my vessel."

"Once this invasion is over, you plan to carry out that original plan of yours," Tempest said.

"Providing a lack of delay, yes," Sephiroth said. "What of you? Will you join me?"

"I have thought about it, but I still have plenty I want to do in Equestria," Tempest said. "The Storm King's former guards do need a new ruler after all."

"That they do," Sephiroth said. "You must follow your own destiny, Tempest. Whether it leads you to my world, or yours."

"I will," Tempest said. "After this plan is over, we'll all take what we want. Loki gets to settle his score with his brother, you defeat Cloud Strife and take your world, and I will build my legacy after putting the Alicorn Princesses out of power, along with Spider-Man."

"Remember, show no mercy on your foes, and strike them down hard," Sephiroth said. "That will bring you closer to your goals."

"Yes master," Tempest said. "I will."

Back in Equestria, all the citizens were gathered together, each of them talking among themselves. Rumble and The Crusaders had reunited with Wind Sprint and Dinky and they met up with Gabby, Terramar and Cumulon.

Thunderlane and Lightning Dust reunited with Flitter, Cloudchaser and Felicity.

Tony Stark, Pepper and Morgan were with Sugarcoat and Coco, the former Avenger still having his gauntlet equipped.

All of the Royalty were together, Novo looking displeased with what happened while Thorax looked ashamed due to the Changelings invading. Ember seemed concerned for the future of Equestria, and what this could mean for her dragons too.

Gallus had reunited with Yona, and the two were spotted with the rest of their friends. Sandbar was comforting Ocellus, the girl looking unhappy at seeing her former Changeling comrades return with such a vengeance.

Mayday was with Trixie and Starlight, the girl having Luster Dawn, Franklin and Flurry Heart keeping her company, alongside the Jigglypuff.

MJ, Harry and Flash were beside Aunt May, each of them curious as to how Peter would address this.

Peter had everyone gathered around with the Elements by his side, along with the heroes of Marvel and Capcom behind him, joined by Sunset and the heroes of other worlds. "Okay, I know you're all worried about what happened before!"

"You mean your enemies coming back and making our lives miserable? Again?" Gallus asked.

"And now we gotta deal with this whiner," Johnny lamented.

"This whole tournament was a mistake! You all flexing your egos made things worse for all of us!" Gallus said.

"No one forced you to come!" Johnny said. "Also, you're safe, and alive. Everyone is, so why are you mad?"

"Because we almost got hurt!" Gallus said. "Come on, anyone on my side here?"

Very few ponies seemed to agree, some even looked a bit annoyed. Though one seemed to speak up. "I have something to say!"

"Wallflower?" Peter asked. "When did you get here?"

"I've been here the whole time!" Wallflower said. "I was even sitting close to your family!"

Twilight shrugged at that, "I honestly did not see you."

"Why would anyone notice you? You're a civilian, not royalty," Johnny said. "Are you just desperate for attention or something?"

"Put a cork in it you stupid candle!" Wallflower shouted, immediately reeling back.

"Wow, okay. So like, next time you're in danger, don't expect me to save your ass," Johnny said.

"Johnny, don't say stuff like that," Twilight scolded.

"Look. I'm just thinking that Griffon there has a point," Wallflower said.

"Oh he does," Came the voice of Indigo Zapp. "I mean, while us Wonderbolts were scattered around trying to find their enemies, these so-called heroes thought it'd be fun to play games with those brutes from Capcom."

"Wow, brutes, so unique," Dante said, stepping to the stage. "Sorry you Wonderbolts were told to do your damn jobs."

"If I may say something," Doctor Hooves said. "I just explained this to another citizen myself but, we were all adequately prepared for the villains showing up anywhere, thanks to those Patroller Robots."

"Those stupid annoying things?" Gallus asked. "Probably gathering data on all of us without our consent."

"Uh, no, what makes you think that?" Doc asked. "That's a completely asinine statement."

"Yeah dude, you're dumb," Laura taunted.

"My point is that at no point did we leave anything to chance," Doc said. "We were prepared not only out there but here. Wonderbolts at the ready, heroes from other realms as guards, sure danger came but we were safe in the end."

"Even if some of those Wonderbolts are complaining now," Johnny said, gesturing to Indigo Zapp.

"Hey don't be jealous just because Fleetfoot sees more potential in me than you," Indigo Zapp.

"Yeah, probably because I'm not in bed with her giving her the time of her life like you probably are," Johnny said.

"What the hell did you just say to me!?" Indigo Zapp shouted.

"Sorry, do I need to slow it down for you?" Johnny taunted.

"Johnny, enough, don't make things worse," Twilight once again scolded.

"Why is everyone arguing about this anyway?" Lyra asked. "It's been said before, but no one got hurt."

"The point is, we could have gotten hurt," Gallus said.

"And like Johnny said, you didn't have to come!" Lyra said.

"Yeah, did you only come to have an excuse to whine to Spider-Mane?" Dinky asked.

"No, my friends made me come," Gallus said.

"No we didn't!" Ocellus shouted. "We asked you and you said 'yes'!"

"Yeah, don't make it seem like it's our fault!" Smolder said.

"Easy, no fighting," Sandbar said.

"What about the villains?" Wallflower said. "They knew and-"

"Everyone knew, but everyone still came, right?" Lyra asked. "There's always going to be danger, that doesn't mean no one can have fun. Why should the heroes always be on duty? They should be allowed to have fun too. If doing a Tournament with Capcom was fun for them, then let them. Plus, it was entertaining, wasn't it? Given all the weird stuff that happens to Equestria, don't we deserve a little time to enjoy ourselves and see something cool? Sometimes we need a break from all the stress in our daily lives, so we should be thankful to Marvel and Capcom for providing us some much-needed entertainment."

"It was a riveting show too, including the pre-battle," Doc said.

"Yeah, we got so see some cool other world fighters," Wind Spint said. "Like Cloud Strife, and that guy with the beard, and that hedgehog."

Sonic turned to Cloud and Kratos, "Looks like we're popular."

"Hmph..." Kratos responded.

"Gonna sign some autographs later?" Terry jokingly asked.

"Not interested," Cloud responded.

"Heh, classic Cloud," Sonic said.

"The point here is this," Trixie said, focusing attention on her. "You all know by now that Peter always prioritizes your safety, and today was no exception. You can complain about the danger but all of you being safe is proof that Peter follows through on his word."

"We have great heroes who will always protect us," Doc said.

"They always risk their lives," Derpy said.

"Peter does so much for us, even when he doesn't have to," Lyra said. "Yes there's danger but there's always going to be danger, Peter is the one who saves us, so shame on anyone who thinks all of this is his fault."

"The villains came after him though," Gallus said. "We'd be safer if he wasn't around."

"Okay kid, want some trivia?" Lyra asked, the mare five seconds away from punching the Griffon. "When Shining Armor and Princess Cadance got married, we got attacked by Changelings. Did anyone blame Shining Armor and Cadance? No, they didn't. They knew there was a potential threat but Shining Armor worked his hardest to protect Canterlot while Twilight and her friends fought off the Changelings."

Bon Bon whispered to Lyra, "How do you remember this? Weren't you and your friends Minuette and Twinkleshine being mind controlled by Chrysalis?"

"Pinkie Pie filled us in later," Lyra whispered back, then spoke aloud, mainly at Gallus. "My point here is that danger always happens. This wedding I mentioned, Peter wasn't even in Equestria yet. So yeah, Peter not being around doesn't mean we're going to be safe, so stop whining like a little brat about Peter already and grow the hell up already!"

"Wow, you're really rude," Gallus said.

"Okay, you know what!?" Lyra looked to ready her magic but Bon Bon was quick to stop her.

"Are you nuts? You could get in trouble for starting a fight!" the mare warned in a hushed tone.

"That kid does not take responsibility for shit, does he?" Bobby said. "He runs his mouth and expects no consequence."

"He can be like that sometimes," Kurt said. "But, he is just a very vocal boy. His concerns are valid too, I do not blame Peter for what happened but to the eyes of many, it can seem that way."

"I know you feel the need to defend him, Kurt, but you can't mean to tell me that this kid has any sense of morality," Bobby said. "What's worse is that he has others on his side."

"Gallus..." Rumble said. "You and I don't get along, this I know. But you really need to think before you speak."

"Hey at least I speak, you apparently didn't do squat when Sweetie Belle was hanging out with villains," Gallus said, this causing some widespread concern.

"Huh!?" Rumble asked. "Who told you about that!?"

"You did, gotta be careful who overhears," Gallus said.

"Rarity's sister hung out with villains?"

"How could she?"

"Is she a traitor?"

"I knew she was suspicious!"

Sweetie Belle started to feel nervous as she slowly backed away, "I...gotta go!"

"Sweetie Belle, wait!" Peter called. Too late, she was long gone. This was terrible, after the Sweetie Belle incident, he did his best to take the fault off her. Thanks to Gallus now, ponies are now suspicious of her.

"What the hell is the matter with you!?" Rumble shouted.

"Oh you stupid asshole, son of a bitch!" Bobby shouted, getting in Gallus's face. "You did NOT just start shit about my little sister!"

"Pretty sure she's your wife's sister, not yours," Gallus said. "Also, I just spoke the truth. Element of Harmony after all."

"This punk-ass little shit!" Spencer said.

"Who the hell does he think he is!?" Chris said.

"Probably some privileged loser," Dante said.

"Doesn't seem that bad to me," Luke said.

"Shut the fuck up, Luke!" Spencer, Chris and Dante said.

"Spider-Mane, what's with this revelation?" Wallflower asked. "Did you know about this?"

"Kind of," Peter said. "I swear it's just a misunderstanding."

"It was!" Bobby said, taking the stage. "Sweetie Belle got tricked by some villains, she never willingly joined for evil."

"Unlike Lightning Dust!" Gallus said.

Lightning Dust's pupils shrank while Thunderlane glared at Gallus, "Someone get that dickhead out of here!"

"No, let him stay, he's being honest," Wallflower said.

"Yeah heroes, hate the truth so much?" Indigo Zapp asked.

"Hey go back to sticking your muzzle up Fleetfoot's ass," Johnny said.

"Oh real mature, Human Jackass," Indigo Zapp said.

"The nerve of this chick," Laura said.

"I respect a woman who speaks her mind," Chavez said.

"Shut the fuck up, Chavez!" Johnny, Bobby and Laura shouted.

"I can tell this girl is a Carol Danvers fangirl," Scootaloo said. "Just like that other girl who's just a discount Mr. Fantastic."

"Burn," Dinky said, hoof-bumping Scootaloo.

"Spider-Mane's even buddies with a guy who started a war between heroes!" Gallus said, gesturing to Steve, the hero merely brushing it off.

"Kid, yer really starting to tick everyone off," Logan warned.

"Seriously, it just sounds like you hate everyone and everything," Wade said. "Who hurt you?"

"You heroes did when you prioritized your grudge over our safety," Gallus said.

"That's bullshit and you know it," Wade said. "None of us are obligated to help you, be grateful that we do. Because you're the type of person who talks shit about someone like Peter, then has the nerve to expect him to save you when you call for help. The worse part? He would save you because he's just that nice of a guy. You know that, and that's why you take advantage. You're just a selfish individual."

"I'm not taking crap from a guy who's a total nutjob," Gallus said.

"Wow, you always have a snarky response, huh kid?" Wade said.

Twilight started to feel some tension in the crowd, a lot of anxiety building up among them. "Uh, listen, everyone..."

"Who else has secrets to hide?" Gallus asked. "Maybe Apple Bloom does? Or Trixie? How about you Autum Blaze, no bad tempers?"

"Excuse me!?" Autumn Blaze asked.

"Don't cross any lines!" Peter warned.

"Sorry, if anyone has a bad temper, it's you and that karate guy," Gallus said.

"Do you have something to say to me?" Ryu asked, stepping forward. "I'm right here."

"I hear you guys beat up Smolder's brother, probably for no reason," Gallus said.

"H-hey! Don't tell everyone my family's business!" Smolder said.

"Hey you're the one who wanted to see them suffer," Gallus said.

"Still..." Smolder responded.

"Personally, I'm done with all of this!" Gallus said. "Spider-Mane! We demand change! You are not protecting us the way you could be!"

"Literally, no one got hurt!" Johnny said.

"I bumped my leg trying to run, so I got hurt," Gallus said.

"Cry me a freaking river then!" Johnny shouted. "Listen, we're the ones risking our lives so you can have the freedom to talk shit like you are now!"

"Exactly, don't you dare blame Spider-Mane or his friends for any of this!" Lyra said.

"Quiet, I bet you got some secrets too! I got good hearing after all," Gallus said.

Bon Bon spoke to a radio, "Hey, how quickly can you launch an attack in Griffonstone? Specifically one person's house...what do you mean it's not in the budget? We're at risk of a breach here!"

"I say those of us tired of relying on the heroes gather together, we'll start our own brigade and protect this land our way! Who's with me!" Gallus said.

"Me," Yona said.

"Me too," Wallflower said.

"I'll talk to Fleetfoot about it," Indigo Zapp said.

A few others began to raise their hooves, even Garble and his friends agreed to join.

"Uh, where were all of you when I tried starting the Equestrian Avengers initiative?" Tony asked, getting everyone’s attention. "Like seriously, my main recruits were a baker mare, a skier, a party planner and a girl who basically just became a Wonderbolt."

"They trust me more, because my plans won't ruin Equestria like you tried to," Gallus said.

"Whelp, good luck getting yourself killed then," Tony said.

"Yeah, the rest of you are dumb too," Sugarcoat said.

"Shouldn't you be on our side? You hate Spider-Mane, don't you?" Indigo Zapp asked.

"I never said that, I said he's kind of dumb but that doesn't mean he's a bad hero," Sugarcoat said.

"...Is that an insult or a compliment?" Peter wondered. "Is it a...complesult?"

"Yo, Gallus," Thunderlane said. "I tried this once, it didn't work."

"It'll work for me, I'm smarter," Gallus said, then focused his attention on the rest of his friends. "What about you?"

"No way! I'm not joining," Silverstream said. "You're being cruel to Rumble and I don't respect that."

"Me neither. Even if Garble's joining, I'm not. Especially after the way you embarrassed Sweetie Belle," Smolder said.

"This is silly, I am not taking your side on this," Ocellus said. "Peter saved my life, I am not betraying him."

"If Ocellus says 'no', then I gotta stick by her," Sandbar said.

"Fine, we'll handle this alone for now," Gallus said. "As for the rest of you, mark my words that in time, I will-"

"Shut the fuck up Gallus!" Rumble, Scootaloo and Dinky shouted.

"Seriously, buzz off already," Apple Bloom said.

"No one even likes you!" Mayday said.

"This coming from the girl who cries when someone tries having a civil conversation with her," Gallus said. "No one likes you anymore than they like your useless father you little imp!"

"The hell did you just say to my daughter!?" Peter shouted.

"I'm gonna break your wings!" Rumble warned.

"Let's roll!" Gallus said, leaving with his team. “I hope Cumie's first word is a bad one!"

"Seriously, screw that kid, I'm done being nice to him," Peter said, looking toward his daughter.

Mayday looked very angry at Gallus, but also a bit hurt. She already figured ponies didn't like her, hearing it made her feel worse.

"He really is dumb, isn't he?" Franklin asked, gently rubbing her back. "Don't worry, he won't make it far with this plan. In the end, ponies need your father."

"I know...it still ticks me off though," Mayday said.

"Don't let him get to you, alright?" Franklin said, getting her to look at him. "Even if he doesn't like you, I do. You're very pretty, and I enjoy being around you."

Mayday started blushing again, turning away to hide her face, "I like you too, Frankie."

Peter seemed relieved that Franklin was caring for Mayday. He would be sure to give her a nice hug later himself but for now he had something to address.

"Everyone! I promise that I will find out more about Discord's villains, I will bring them to justice! If you can trust me, I can make it happen!"

"We trust you!" Lily Longsocks shouted, the girl feeling shy afterwards.

"Thanks kid, I appreciate that," Peter said.

"Y-you're welcome," Lily said.

"She's right, Peter!" Sugar Belle said. "Everyone here still believes in you!"

"Those others don't know what they're doing, but you do!" Tender Taps said.

"We got your back, Spider-Mane!" Vinyl Scratch said.

"You can count on us, bro!" Thunderlane said.

Many others vocalized their support, cheering loudly for Peter. Franklin saw that this was bothering Mayday and quickly brought her somewhere private, not without signaling Peter first that he was moving his daughter, to which the hero was fine with.

"Why does Mayday get luck with the guys?" Laura lamented, then focused on Tender Taps. "Maybe I should take a chance myself."

Meanwhile Janet was seen nudging Bucky, "Cute huh? Mayday really likes that boy, just like a certain mare likes you."

"Don't start," Bucky said. "I know how Sugar Belle feels, but-"

"No buts, she's nice, she deserves a date," Janet said. "Seriously, romance is fickle, when you see something good, take it. I see potential in you two."

"I guess..." Bucky said, still feeling a bit insecure deep down.

Steve took center stage as well, "Thank you all for attending, and we're glad you're unharmed. We will continue to be diligent. The villains shall be brought to justice!"

"We'll do everything we can to ensure that!" Logan said.

"All of us will," Cyclops said, gesturing to the visiting heroes. "We can't spend too much time in Equestria, Earth needs us too."

"But we will make it work," Reed said.

"There's nowhere in the multiverse those villains can hide," Strange said. "I will help bring them to justice as well."

"Now, we'll each personally ensure all of you get home safely, as far as Marvel goes," Peter said. "If Capcom or anyone else wants to help, they're more than welcome to."

"We will," Ryu said.

"I am all in for that," All Might said.

"Totally," Mark agreed. "I'll help too!"

"I'll stick with you a bit longer," Master Chief said.

"As will I," Kratos said.

"I don't mind helping out either," Sonic said.

"Just say the word, we'll keep everyone safe and get them home," Goku reassured.

"Thanks everyone," Peter said. "Let's get to it."

Just as they were leaving, Celestia caught the attention of Team Capcom, "A word, please?"

"What is it?" Chris asked.

"I mean no ill will, even if I cannot speak for my sister," Celestia said. "But, I do need to warn you. After today, you may have less faith from many in this world, including my sister and my old mentor. In light of this, it might be better if you limit your interaction with this world."

"Seriously?" Dante asked. "Is it because Ryu nearly lost it?"

"I'm afraid so, it doesn't help that Discord seems to have access to your world as well," Celestia said. "The Capcom Invasion hasn't been forgotten, and your actions at the time still have not been fully forgiven."

"Then give them a chance," Sunset said, getting Celestia's attention. "Don't tell them not to come, help them make amends. You're the one teaching unicorns like me and Twilight about how Friendship is Magic, show it to my friends here! Or are there limits to your teachings!?"

"I don't want there to be, but I know it's difficult when it comes to beings outside this world," Celestia said.

"That's total bullshit!" Sunset said. "Why should this only be in our world!?"

"Try not to lose your patience," Ryu said, then focused on Celestia. "We'll do as you ask then, for now at least."

"I appreciate that," Celestia said, then made her leave.

"Ugh, I hate this so much!" Sunset said. "Between what Celestia just said, and the nonsense of that stupid Griffon, this is why I hate Equestria sometimes."

"Hate's a strong word," Felicia said.

"You can still make things better," Mega Man said.

"Just don't give up," Viewtiful Joe said.

"Yeah, we're still going to help regardless, Peter could use it," Dante said.

"We're here for you," Chris said.

"Stand strong and fight for your beliefs," Ryu said.

"It got you this far," Chun-Li said.

"It will get you further," Spencer said.

"Yeah, you're right," Sunset said. "Thanks, you're all great friends."

"Cause Friendship is Magic," Dante said in a mocking tone.

"Don't even, it sounds so weird when you say it," Sunset jokingly said.

"Kind of hungry, think Thor will let us go back to Asgard when we're done here?" Spencer asked.

"Ooh! I wanna go to Asgard!" Felicia said.

"Me too," Joe said. "But...I also think I should be looking for Alastor."

"We'll find him," Chun-Li said. "For now, let's help Peter out."

In the distance, while Peter was rounding everyone up, Gwen was observing from a nearby building.

"Sounds like you have a lot of trouble Peter," Gwen said. "Don't worry, I'll make sure you lighten your load."

"Don't take all the credit," came a voice. Turning around, Gwen spotted Miles Morales, along with Miguel O'Hara and Peni Parker. "Madame Web wanted all of us for this job."

"We're the ones who ran into Albert Wesker and his allies," Miguel said.

"It's up to us to make sure he and his team don't disrupt the balance," Peni said.

"Yeah, you're right," Gwen said. "Still, when we meet Peter, let me have a little time with him first."

"Totally, we know he means a lot to you," Miles said.

"Just remember, regardless of what happened in his world, or yours, this Peter Parker is married," Miguel said.

"I know," Gwen said.

"It might be some time before we have to take action, so we're all heading back to our worlds until we're ready," Miles said. "If you want to stick around, clear it with Madame Web."

"Yeah, I will," Gwen said. "Alright, let's head off."

Not too far away in town, Franklin was seen checking on Mayday, "You feeling alright?"

"Yeah, better, thanks," Mayday said, glancing up at Franklin. "You're the best."

"It's nothing, really," Franklin said.

"It is, you're always there for me and you watch over me," Mayday said, nuzzling his muzzle. "I feel so lucky to have you."

"Yeah, I feel lucky too," Franklin admitted, blushing a bit. "I...really like you. A lot."

"Me too," Mayday said, making direct eye contact. "You're the best."

Franklin couldn't resist, her face was so cute and adorable that it drove him wild. In a quick instance, he pulled Mayday in for a kiss, taking her by surprise.

Despite how confused Mayday was, she allowed herself to be lost in the kiss, feelings of pure bliss emanating through her body.

Franklin broke away after a few seconds. "Be my girlfriend?"

"Sure thing, boyfriend," Mayday said, returning Franklin's kiss, signifying their alliance.

Their moment of passion did not go unnoticed by Luster Dawn, who was joined by Flurry Heart, "Finally! I was waiting a whole year for this."

"A year? I've been waiting like five," Flurry said. "About time the two kissed. Now I can plan their wedding."

"Wedding?" Luster Dawn said. "But, they're kids."

"Never too early for that, let's go," Flurry said, using her magic to drag away Luster Dawn.

In Tartarus, the villains were recovering from their brief showdown in Canterlot, each of them looking annoyed.

"Didn't expect that to happen," Shocker said. "Bad enough we have Marvel, Capcom and Equestria, we got all these other worlds."

"Discord better have plans for them," Adagio said.

"He says he has something in mind," Electro said.

"He's got Goku Black, doesn't he?" Aria asked.

"Where the hell is Goku Black anyway?" Shocker asked. "If he's on our side, why don't we see him?"

"Looking for Black?" Discord asked, getting their attention. "He's right here."

He showed a portal of the evil God destroying some buildings, with Annihilus by his side.

"So, he's just blowing stuff up," Aria said. "How helpful."

"He's completing his plan, and will soon help with ours," Discord said. "Now, I gotta get Eddie and Alastor settled in."

"Peace out," Alastor said, flying off.

Venom turned his attention to Discord, "Is there a reason you unleashed those monsters on those civilians?"

"Monsters? Oh no, those are Changelings, and I promise there's a very good reason," Discord said.

"We came to help because we were told this world was corrupted by Spider-Man, but I do not intend to attack any innocent people," Venom said.

"Oh I would never harm innocents for no reason," Discord nervously insisted. "Some of them are magic and are quite dangerous. I mean, this same world cast out Adagio and her friends when they just needed food."

"Got that right," Adagio said. "Equestria sucks."

"I just aim to kind of fix things," Discord said.

"What of that Goku Black person?" Venom asked. "And those buildings?

"Him? Oh don't mind those buildings they're empty," Discord insisted. "He just wants to fix his world and make it better. He just needs to clear all the useless stuff out. Before creation comes destruction, that's what Lord Beerus would say."

"Who?" Venom asked.

"Never mind," Discord said. "Still, trust me."

"...We will, for now," Venom said, making his leave.

"Bringing him might have been a mistake," Discord commented.

"What was that!?" Adagio shouted.

"Uh, nothing, tootles!" Discord disappeared.

"Pain in the ass," Adagio said, then noticed Cozy Glow nearby. "Need something kid?"

"Hey, that was quite a party," Cozy Glow said. "I saw from my own portal that Discord had for me."

"It was extravagant indeed," Mysterio said.

"You'll get a chance to join us next time." Sonata said.

"That's good," Cozy Glow said. "One thing though...none of you saw Sandy, right?"

"Uh, no, sorry," Sonata said.

"That's okay, I'll see him again soon," Cozy Glow said. "I hope so."

"You will, we promise," Sonata said, then turned to her friends. "Come on, let's go relay everything to the rest of our allies."

"Yeah, sure," Shocker said as everyone left.

Cozy Glow then pulled out a picture, one of her hugging Sandbar by his hindlegs. It was a cute moment that Jubilee happened to catch on camera. A nice moment where the two of them were very happy together.

"I miss you so much Sandy," Cozy Glow said, placing the picture away. "We'll reunite soon."

She left to make her own plans, Equestria would soon be conquered.

Author's Note

Link to the above picture. My Friend Sandbar Very talented artist.

A Needed Change

After a long and very busy day, Peter was back home and sleeping. All the excitement that day had really worn him out, but unfortunately, a good night's rest wasn't in his future.

Peter was laying in bed, once again haunted by his dreams. He was standing in the same dark room, once again in his human form, seeing nothing but a void as he frantically turned around.

"No, not this again..." Peter lamented. "Hey! Anyone there!? Hello!?"

"Peter..." Gwen said, the woman suddenly appearing behind him. "Looking for me?"

"Looking for anyone nearby," Peter said.

"You're still so confused, poor Peter," Gwen said, almost mocking the boy.

"Gwen, why am I still here?" Peter asked. "Aren't things getting better? I saw Harry, Flash and MJ today, I should be on my way to putting this behind me."

"You think it's that easy?" Gwen asked. "Harry wasn't so excited to see you, was he? You know that, it was that moment you realized that everything you worried about was coming true."

"No way, MJ was happy to see me, and so was Flash!" Peter said.

"For how long?" Gwen asked. "Were they truly happy? Or was Harry the only one honest? He may have said what they wanted to say for all you know."

"That can't be," Peter said. "You're lying to me!"

"You say that, but deep down, you fear it to be true," Gwen said. "That's why I'm still here after all, because you know that this will never end. How can you atone for your own sins when you've left nothing but scars behind?"

"I can atone! I will! I have to!" Peter said.

"No Peter, you can't change your mistakes," Gwen said. "People have died because of you. People like your uncle, the man who raised you like a son. Because of you, he's gone, forever. Your aunt must be so lonely."

"She's not, she has us!" Peter said.

"Yes, the little ingrate who got her husband killed over something as petty as money," Gwen said. "And that's only the start."

"Yeah, don't forget about us, Peter," Came the voice of Rainbow Dash, only she had a metal wing and looked much older. She was joined by a version of Applejack, Dinky Do and Trixie. "You couldn't save us either, could you?"

"Oh wow, you're actually here, and here I thought you forgot about me," Peter sarcastically lamented.

"That future existed because you weren't there to save anyone," Future Applejack said. "You and yer little time travel games."

"Going back in time didn't exactly change anything, did it," Future Trixie said. "We all suffered, and that can never change."

"No matter how much you try to help, someone pays the price," Gwen said. "Just ask Betty Brant."

Peter turned to the side, seeing an image of his Daily Bugle Co-Worker with her dying bother, "Please! Someone help! He's been shot!"

"Betty?" Peter asked.

Betty angrily turned to the hero, "It's your fault Spider-Man! You did this to him!"

"Betty, I'm sorry!" Peter said. "I wanted to save him!"

As he stepped forward, he stumbled over something. He turned to see the body of a very familiar woman, one that twisted his stomach.

"Ch-charlie?" Peter asked, the hero once again panicking. "No! That was an accident!"

"Doesn't change what you did to her," Gwen said. "You took her life Peter, you can never undo that."

"No amount of Time Travel will fix your mistakes," Future Rainbow Dash said.

"Ugh! That's enough!" Peter shouted. "I'm done with this! Just get out of my head!"

"Losing it already, Spider-Man?" Came the voice of the Green Goblin, his presence replacing everyone else. "Even in this world, everyone hates you. Your presence is bringing trouble after all."

"You!" Peter shouted, lunging to attack, but the villain disappeared. Soon more began to surround him.

"The end is near, Spider-Man," Aria said.

"Your life will come to a pitiful end," Mysterio said.

"We're going to destroy everything you hold dear," Electro said.

"The Armageddon is coming," Adagio warned.

Venom then grabbed Peter by the head, lifting him up, "You knew our return was inevitable, no amount of running will keep you from us!"

"Get off!" Peter shouted, throwing a punch, only for everyone to disappear. He turned around until he came face to face with Wallflower Blush.

"You could have gotten us killed today! It's only a matter of time before it happens!"

"I would never let that happen!" Peter said.

"It will, because you're nothing but a plague," Wallflower said. "We're better off without you in Equestria."

As she too disappeared, Peter spotted Ryu in the distance, the fighter looking distressed,. "Ryu!? What's wrong!?"

Suddenly the fighter turned demonic, glaring at the hero, "Bring him out."

"Huh? Bring who out?" Peter asked.

"You know who! Bring out your true form!" Evil Ryu shouted.

"I don't get-" Suddenly Peter started to feel dizzy, then felt like his body was about to burst. The hero keeled over, holding his stomach as something began to emerge from his back, bursting out of him and stepping onto the ground, leaving Peter panting and gasping for air.

He turned around and spotted an evil version of him, blood trickling down his body as his eyes glowed demonically.

"This power...it's incredible!" the evil Peter said, holding his hands out. "I can do anything I want! I can destroy all those who oppose me, the world could be mine! Everyone will suffer hell's wrath and I burn the world and shape it into my image."

"You can't!" Peter said. "That's not how we use our power! We must-"

The evil Peter grabbed his good counterpart by the throat, lifting him into the air as the symbiote overtook his body, "You've been a nice guy for far too long, Peter Parker. Why are you still holding back? You have the strength to kill those who oppose you! Let their blood stand the lands as you stand triumphant over their rotting corpses! You know they deserve it! Why are you living as a servant in a world you should be King of!? Wasting your power on pitiful responsibility, when you know that power can be used for so much more."

"N-no! We can't!" Peter struggled to say.

"If you refuse to listen to reason," the evil Peter reeled back. "Then you've outlived your usefulness."

"No! NO!" Peter struggled to escape.

"I'll see you in hell, Peter Parker," the evil Peter said, about to strike when suddenly, everything disappeared, and nothing but white light remained.

Peter was back in his pony form, feeling a bit relieved, "Is it over?"

"It is," Came Luna's voice, the mare flying over to Peter. "Your dreams still haunt you."

"It's the same thing, it starts with Gwen and then...things just spiral," Peter said. "It's so weird, today I thought I saw Gwen too, I don't know if this is messing with my reality, or if I took that bad of a beating from Ryu. Though that Gwen was too nice to be the one in my dream."

"I understand you're still feeling confused, things were very stressful today and it seems like you still have not fully registered what happened," Luna said.

"I don't think anyone has," Peter said. "It feels like we're losing control. First Ryu acts weird, then those villains led by Discord showed up, and now that kid Gallus is trying to be Nick Fury."

"You leave that to me, if he acts out of line, I can easily have him arrested, just like Thunderlane," Luna said.

"I'd feel bad if that happened though," Peter said. "Hopefully he realizes he's being dumb and calls this off, same with his followers."

"The followers part is a bit troubling, I do not appreciate that some of them are Wonderbolts," Luna said. "I must also speak with Ember about Garble, if he causes more trouble, I will not have mercy."

"Maybe I can try reasoning with them one more time," Peter said. "Still, this stuff gives me such a headache."

"It's understandable," Luna said, gently caressing Peter's face. "Just know that I am here for you, and I will always be there when you need me."

"Thanks, I really appreciate that Luna," Peter said. "You're one of the first friends I made here, so I'm glad I haven't screwed that up yet."

"I can say the same," Luna said. "Let us talk for a bit, it might put your mind at ease."

"Sounds good to me," Peter said.

Meanwhile Twilight, who was woken up by Peter's constant stirring, was seen rubbing her husband's head. "I think he's calmed down, still this gets me so worried. I hope I didn't add to his stress by bringing his friends." Twilight shook her head. "No, he needs this, he needs the closure."

The following morning, Twilight was getting her breakfast along with Peter, Aunt May having made a special omelet with spinach and cheese.

"Good to have some protein to start the day," Peter said.

"That mixed with some coffee can help," Twilight said, grabbing a cup.

"Oh wow, it's your first of many cups today," Peter teased.

"Hey, I don't drink that much coffee," Twilight insisted. "Maybe two or three cups, but that's it."

"Coffee's so counterproductive anyway, plus if you're not careful, you're going to develop an addiction," Peter warned. "Then again, that ship may have sailed."

"I told you, it's not an addiction!" Twilight insisted. "Now stop being a pain."

"Twilight, maybe Peter's right, you should drink more tea," Starlight said. "Tea always works out well."

"Starlight, you spend half your day drinking Hot Cocoa," Twilight pointed out.

"It's not for me, it's for anyone that comes into my office," Starlight said. "Most ponies tend to prefer hot cocoa over tea."

"Such silly bickering," Trixie pointed out, then noticed Mayday flying over and grabbing some breakfast. What seemed unusual was the harmonious smile on her face, mixed with some humming. "Someone's in a good mood."

Mayday placed her breakfast down, happily pouring some juice, then grabbing her toast on the side as she sang aloud, "Come on everypony, smile, smile, smile, fill my heart up with sunshine, sunshine..."

"Uh...that's new, Mayday normally doesn't sing aloud," Peter said.

"Well she is a pony, maybe it finally clicked that bursting into a song at random moments is a key part of the culture," Trixie said.

"All these years and I never fully understood that," Peter said. "It can be infectious though."

"So, Mayday..." Starlight said, getting her attention. "You seem quite happy this morning."

"Hard not to be, life's pretty amazing," Mayday said. "Especially when it's such a nice day outside, you can hear the birds whistling a pretty tune as the cool breeze graces all of Ponyville."

Peter immediately raised his eyebrow, "Who are you and what have you done to my daughter?"

"I'm still me, daddy," Mayday said. "Just with a better lease on life."

"Alright, spill it, what's going on with you?" Trixie asked. "Your happiness doesn't seem like your typical nature. The most I've seen you happy is when you have a new experiment to work on. But this is a different happy."

"I don't suppose this has to do with Franklin Richards, does it?" Starlight asked, Mayday immediately blushing upon hearing his name. "Yeah, something tells me it is."

"We want details," Trixie said.

"Details?" Came Janet's voice as she walked in with Spike and Hope. "What's happening?"

"It's nothing, really," Mayday insisted.

"Oh come on Mayday, I thought I was your favorite Auntie," Trixie teased. "You know you can tell me anything, especially when it comes to Franklin Richards."

"Hey, I'm her favorite Auntie," Janet said as Spike placed Hope on her chair next to Benjy. "But seriously Mayday, what's going on?"

"Girls, enough, don't bug Mayday about this," Peter said. "Granted it is kind of curious that she's acting this way. Thinking about it, she was in a great mood yesterday, kind of surprising considering what happened."

"Come on, was yesterday really that bad?" Janet asked. "So you and Ryu turned into monsters and tried to kill each other, so a bunch of villains showed up and tried causing trouble, so a bunch of ungrateful dickwads decided to rebel against you despite the fact that you're the one who's been saving their lives for the last ten years, but I guess that doesn't matter since you haven't done anything lately to maintain that respect. It's just another day of the week for us Spidey, Mayday knows that, and she's not going to let it affect her good mood."

"Yeah...her very good mood," Trixie said.

"Wow, you girls really are relentless in your pursuit of knowledge," Spike said. "Still, I do like seeing Mayday happy, the more the better."

"Yes, personally I think that's more than enough," Twilight said.

"But we still want to know the details," Trixie said. "We know it's about Franklin Richards too."

"Weren't you and Franklin alone together for a bit?" Starlight asked. "Did anything happen?"

"...It's kind of embarrassing to talk about," Mayday said.

"We won't laugh," Janet said. "Come on, tell us."

"...Alright, I'll just say it," Mayday said, then blurted out really fast. "FrankieandIaredating!"

Peter's eyes widened in disbelief, "You and Franklin are WHAT!?"

"You understood that?" Trixie asked.

"I'm from New York, I'm used to hearing people turn several words into one," Peter said. "Mayday, you're dating Franklin?"

"Dating!?" Janet asked as she, Starlight and Trixie surrounded Mayday. "You two are dating now!?"

"Does this mean you're boyfriend and girlfriend?" Starlight asked.

"Did you two kiss?" Trixie asked.

The three girls continued bombarding Mayday with questions, the girl placing her hooves to her ears as she closed her eyes in a panic, "Too much! Too much! Please stop talking!"

"Girls! Enough!" Peter scolded. "You're making her uncomfortable!"

All three sheepishly backed away, regretting their actions and hoping they didn't go too far.

"Looks like we got too carried away there," Janet said. "Are you alright?"

"Just give me a few seconds," Mayday said, taking some breaths to calm herself down. Once it passed, she opened her eyes. "Alright, I think I'm good."

"We're really sorry," Starlight said, gently rubbing Mayday's mane. "We just got a bit excited."

"Yeah, we'll dial it back," Trixie said, doing the same.

"Thanks, I'm good," Mayday insisted.

"I must admit though," Aunt May said, bringing attention onto her. "Hearing that little Mayday has a boyfriend is rather surprising."

"Yeah totally," Peter said. "I can't believe you two want to date."

"Is that weird?" Mayday asked.

"It's not weird honey," Twilight said. "It's just a bit surprising. Well maybe not too surprising since you do like Franklin's company. Still, to hear that you have a boyfriend at your age."

"How did it happen exactly?" Peter asked.

"He pulled me aside, made sure my feelings weren't too hurt, told me he liked me and then..." Mayday's face turned bright red before admitting this next part. "Then...he kissed me."

Peter nearly keeled over from the shock, fortunately Twilight was there to make sure he didn't stumble too much, even if she had to hold back her shock.

"Oh, so you two did kiss," Trixie said.

"He actually kissed you?" Peter asked.

"Just a bit," Mayday said. "It was really nice."

"That sounds so adorable," Starlight said. "You're a lucky little girl, Mayday."

"Yeah...so lucky," Peter said, feeling awkward. "Still can't believe he actually kissed you."

"Huh? Is it that weird?" Mayday asked. "I'm not too ugly to kiss, am I?"

Peter immediately shook his head, "No way! You're the prettiest girl in the world. Franklin's lucky he got to kiss you. I'm just surprised he actually had the guts to do it."

"Same here, he seems like a pretty shy kid," Spike said. "Must have taken him a lot of courage to kiss Mayday."

"Well, it sounds like they're dating now," Trixie said. "How do you feel about this, Peter?"

"Honestly, I can't say I'm entirely confident about this," Peter admitted. "But, if it makes Mayday happy, then I'm fine with her being Franklin's girlfriend...or marefriend, whatever it's called."

"You mean it daddy? Frankie can be my boyfriend?" Mayday asked.

"Yes, he can," Peter said. "BUT...I want to set some rules. For starters, kissing is fine, but limit it to three seconds, and no cheating the system by breaking the kiss just to resume it. Second...limit it only to kisses, maybe hugs, but that's it. Third...you know what, I'll just relay everything to Franklin. For now, just play it safe."

"Sure thing, daddy," Mayday said.

Twilight checked the time, "Oh, I'd love to hear more about Mayday and her new boyfriend, but I really need to go." She grabbed her breakfast and rushed out. "Bye everyone!"

"I'll meet you later, Twilight!" Starlight called, making her way back in. "She was in quite the hurry."

"Given what happened yesterday, I think she wants to check up on the attendees," Trixie said. "Make sure there's no bitterness or anything."

"Seems a bit silly, not like she's responsible for their personal feelings," Starlight said.

"Well she is the Princess of Friendship," Trixie reminded. "It's kind of her job to worry."

"Twilight is very dedicated to her role," Peter said. "She does take on too much responsibility with it though, she can't act like she's personally responsible for every pony in Equestria."

"You do the same thing," Trixie said.

"Uh, do I?" Peter asked.

"Yes, you act like the saving grace of Equestria, that if you do nothing, then everyone will die." Trixie said.

"Well yeah, if I don't act, others die, not something I can leave to chance," Peter said. "Look, this isn't about me, it's about Twilight."

"Just keep an eye on things, and they'll be fine, Peter," Aunt May said.

"Will do," Peter said.

"And also, if you see Franklin, try not to turn into an overprotective father," Aunt May said. "It's good that you watch over your daughter, but you have to trust that she made a good choice, and we both know that Franklin Richards is a good boy. His parents raised him well after all."

"Uh, yeah, I suppose he is," Peter said, though still looked visibly worried. "Franklin's a good kid, I just hate seeing Mayday growing up so fast."

"And don't worry about your daughter growing up too fast, she's still going to be your little girl, just like you're still my little boy," Aunt May said.

Peter raised his eyebrow in confusion, "Did she read my mind or something? Hey, May! Babble, babble, babble!"

Aunt May saw that Peter was making intense faces as he tried to communicate with her telepathically, "Peter? Everything alright with you?"

"Yeah, you're being weirder than normal," Trixie said.

Peter shook it off, "Never mind it. Thinking about it, maybe I should check on the citizens in town, make sure they aren't too shook up."

"Sure thing Peter," Starlight said.

"I'll be back soon," Peter said, making his own exit.

Spike had finished setting down some food for Hope, "Janet, I gotta go see Ember later, and I don't know how long my meeting will take so I might not be home until later tonight."

"That's fine, do you need me to go with you though?" Janet asked.

"It's probably going to be boring, and I know how much you hate that stuff," Spike said. "Thinking about it, you can use this time to go see Hank."

"Huh? I'd rather you were there with me for that," Janet said.

"I think you can handle it," Spike said, handing over a radio. "If things get too awkward, call me."

"Uh, sure," Janet said. "Thanks Spike."

At her Friendship Center, things looked normal for Twilight, the girl grateful that there wasn't much of a commotion. She checked to see what classes were going on. Tender Taps and the cheerleaders, Shimmy Shake and Lighthoof were doing a class together. The culinary class was coming along great too, as was the sewing and yoga.

In an indoor gym, she could spot Sugar Belle and Double Diamond speaking with the still visiting MJ and Harry while Flash was lifting some weights alongside Bulk Biceps.

"So you two tried joining The Avengers?" MJ asked.

"Yeah, just like Tony Stark mentioned yesterday, how he started the initative, but not many seemed interested in joining," Sugar Belle said. "I stayed because I wanted to be stronger."

"That and you developed a crush on Bucky Barnes," Double Diamond said.

"H-hey! Be nice!" Sugar Belle said.

"It's fine, nothing wrong with crushes," MJ said. "So, not a lot of other recruits?"

"There were recruits, but the training was too much," Double Diamond said.

"Being a hero is not easy," MJ said.

"Yeah, especially not for Peter," Sugar Belle said.

"It's never been easy, but Peter never gave up, that's what makes him admirable," MJ said.

"What was he like on Earth?" Sugar Belle asked.

"Awkward, jittery, good natured, occasionally snappy, but all in all, a good guy," MJ said.

"Yeah, sure," Harry sarcastically commented.

"Be nice Harry," MJ said. "Now, what was I saying?"

Twilight let the group be as she went about her business. She remembered the first time she met Peter, he was very awkward and full of puns, but had that sadness in him due to the tragic moments in his life.

She wished to be there for him then, even more when he went to that future, he came back feeling even more stressed out for a bit, and full of regret.

"If everypony knew how much Peter sacrificed, maybe they'd be more understanding of him," Twilight felt. As she thought more, she couldn't help but remember Strange's warning. This Peter may not be her Peter, especially due to the time travel. Twilight did not believe it, she was sure this was her Peter, though had some doubts. "If this wasn't my Peter? Then where did he go? No, this is definitely my Peter, it has to be. His memories and mine are the same, everything adds up. Strange doesn't know what he's talking about. It was just stress from Ragnarök, that's all. This Peter is mine, and that will never change."

Outside Peter was trotting through town, keeping a close eye on everything. The citizens seemed to be going about their own business, even those who were at the event.

"Either everyone really is cool with this, or they're just good at hiding their worry," Peter mentally noted.

As he passed by Sugarcube Corner, he caught the attention of a pair of couples.

"Hey! Peter!" Lyra said, the mare being joined by Bon Bon, the two having just left the store with Doc and Derpy.

"Oh, good to see you four," Peter said.

"Good to see you to, Peter," Derpy said. "How are you feeling?"

"I'm fine," Peter insisted. "Mostly." "How about you?"

"We're doing great," Doc said. "We just finished grabbing some snacks. Muffins here really wanted her...muffin."

"I love my muffins," Derpy said.

"I got myself some coffee," Bon Bon said, holding a cup.

"Coffee? Weird, I don't remember this place selling coffee," Peter said.

"It does go great with the pastries," Lyra said.

"Still, you're really doing good? You're not bothered by yesterday?" Peter asked. "With the whole me losing control, Ryu losing control, then those others who wanted to rally against me?"

"Just seems like another day of the week," Bon Bon said. "Listen, there's a reason most of us side with you Peter. When things get bad, you're the one everypony trusts to save them. I'd like to think ponies aren't dumb enough to take heroes for granted."

"You'd be surprised how often that happens to heroes back home at times, especially me," Peter said. "A guy made money off of slandering me."

"Yeah, we've heard about that," Lyra said. "Twilight's mentioned it a few times."

"You don't have to worry about that here," Doc said. "The good ponies in town respect what you've done for us. Some of us took longer than others I will admit, but the end result is the same."

"If me, Doc, Vinyl and even Thunderlane can admit we screwed up in thinking the worst of you, then there' a chance for others," Bon Bon said. "You're a great guy Peter, maybe you're not perfect but you do a lot more than anyone else does to keep everyone safe."

"Well their safety is all that matters," Peter said. "Anyway, I gotta go check out the rest of town, make sure everyone else is fine."

Peter trotted off, leaving the four to themselves for a moment.

"Think Peter will be alright?" Derpy asked.

"I think so, but something tells me he's a bit bothered by Gallus and the others," Lyra said.

"I got some 'friends' around to make sure that nothing happens," Bon Bon said. "For now let's just continue showing Peter we support him."

The four made their leave just as Apple Bloom, her son and Scootaloo passed by.

"Sounds like Peter was just here," Scootaloo said.

"It also sounds like he's bothered by what happened," Apple Bloom said.

"This is Gallus's fault, why did he have to be such a jerk to Peter and the other heroes?" Scootaloo asked. "They risked their lives to save everyone and he still found something to complain about? Then he wants to blame the heroes, the ones actually keeping us safe."

"Some folks do see the heroes as public servants, which is absolutely terrible," Apple Bloom said, stepping inside. "Ah don't understand Equestria sometimes."

"Tell me about it, we're supposed to be friendly, not judgmental," Scootaloo said, following Apple Bloom.

Inside Sugarcube Corner was Sugarcoat, the mare drinking some coffee with some pastries nearby. Lily Longsocks and Carrot Crunch were there, eating some cookies and enjoying a milkshake, chocolate for Lily and strawberry for Carrot.

At the counter, Wade was seen cleaning the tables with help from Pound and Pumpkin, before noticing the Crusaders.

"Oh hey, good to see you two," Wade greeted.

"Howdy Wade," Apple Bloom greeted. "Howdy to you too, Pound and Pumkin."

"Hi," the twins greeted.

"So, what are you here for this time?" Deapdool asked. "Cookies? Donuts? A large catering thing for your family?"
Just some crepes, three of them," Apple Bloom said.

"Three? Is your son gonna eat a whole one by himself?" Wade asked.

"Of course not, the third is fer Sweetie Belle," Apple Bloom said.

"Oh, yeah that makes more sense," Deadpool said. "I just realized she's not with you."

"Yeah, ah went by her house this morning, she said she ain't feeling well," Apple Bloom said. "Plus, given what happened yesterday, ah don't think she wants to be in public right now."

"Oh yeah, when that big secret of her hanging out with villains became public knowledge," Wade said. "But I don't think a lot of them blame Sweetie Belle, she was young when it happened and she clearly didn't know any better."

"They did take over the Crystal Empire while she was with them, so that type of association does hurt her image," Scootaloo said. "Still, she is not in the best mood."

"Ah hate what Gallus did, it was so petty," Apple Bloom said.

"Well that's life, some people are so miserable they only feel better when others are miserable too," Deadpool said. "That way they can be miserable together and never deal with their problems."

"You think ponies will turn against Peter?" Scootaloo asked.

"I doubt it, if New York can stick by Spider-Man despite the Daily Bugle slandering him, then Ponyville can stick by Peter," Deadpool said. "If Thunderlane couldn't get a lot of ponies on his side, Gallus won't have much luck."

"Well, he did have Yona, those dragons, and some Wonderbolts," Scootaloo said. "Plus some other random ponies."

"Look, stop worrying so much, Peter will be fine," Wade said. "When duty calls, he'll be there, saving lives like he always does. On top of that, he'll have me and the other heroes as backup."

"Ah don't doubt that, but ah wish he wouldn't be taken fer granted," Apple Bloom said. "It's almost like some ponies would be happy if Peter left and never came back."

"Can't control what others think, but you can control yourself," Wade said. "Seriously, ignore the jerkwads and focus on what's important. If I know Spidey, he's already feeling kind of down about this. You can help by just being happy. Keep up that smile and it will give him the sense of security that he needs."

"Smiles always help," Pinkie Pie said, bringing out some food for display. "It turns away the dark, stormy clouds that rain sadness in your heart."

"There you have it," Wade said, focusing back on the Crusaders. "If a bunch of background characters want to make a fuss, that's on them. Just keep being happy and Peter will be happy."

"Yeah, we will," Apple Bloom said. "Now, about those crepes?"

"I'll get right on it," Pinkie said.

This conversation did not go unnoticed by Sugarcoat as she continued reading a newspaper. "Spider-Mane, always on ponies' minds. Quite the interesting guy."

Even Lily seemed a bit worried when she overheard the conversation, something Carrot immediately noticed.

"Hey, if you're worried about Spider-Mane, then don't," Carrot said. "He's never let anyone bring him down."

"I know..." Lily said. "Still..."

"Just keep supporting him, it makes him happy," Carrot said.

"I will," Lily said.

Back outside, Peter passed by the house he was having built for the quarter of Silverstream, Ocellus, Gabby and Smolder, the latter two standing just outside.

"It looks about ready," Gabby said. "Think we can move in soon?"

"If we see Peter then..." Smolder then noticed the hero. "Oh wow, he's actually here."

"Hi Peter!" Gabby greeted.

"Hey girls, curious about the house?" Peter asked, inspecting it. "It might be ready as early as tomorrow."

"That's so great! I'll go pack my things then!" Gabby said. "Smolder, you should do the same."

"Yeah, the sooner the better," Smolder said. "Being back home is too tense, especially after Garble decided to 'rebel' or whatever."

"Sorry your brother got dragged into that," Peter said.

"Despite what anyone says, you didn't do anything wrong, Peter," Smolder said. "Garble made his own choice."

"Oh yeah, I'm really sorry about Gallus acting the way he did," Gabby said. "He's supposed to be an ambassador to the Griffons, and...yeah, this happened."

"Like I said, I don't believe in the Ambassador stuff," Peter said. "Smolder and her friends came to enjoy Ponyville, not be political representatives. Save that type of stuff for your village leaders."

"Still, Gallus may not realize this, but this is why Griffons have a bad reputation," Gabby said. "My village is known for being mean spirited and selfish, and what Gallus did isn't helping."

"I know you're worried, but this is why it's important for ponies to know that one Griffon's personality is not symbolic of an entire village," Peter said. "You can help though, Gabby. Keep being you, the kind, generous and loving Griffon who likes putting a smile on the faces of others."

"Peter, you're flattering me too much," a now flustered Gabby said.

"Sorry, I know how awkward compliments can be, I just want you to feel better about all this," Peter said.

"You're the one we should be trying to make feel better though," Smolder said. "Gallus said those mean things about you, and worse, he upset your daughter."

"Mayday will be fine, she's a tough girl," Peter said. "And don't worry about me, I've been slandered before. It's no big deal."

"But Peter..." Smolder insisted.

"I'm fine, I really am," Peter said. "I gotta check on the rest of town, see you girls later."

"Bye Peter," Gabby said. "We look forward to participating in so many great Ponyville things, like the songs!"

"Oh right...the songs," Peter said as he trotted off. "I still can't get used to that, not sure if my friends have. Heh, imagine someone like Johnny bursting out into song, he has the ego for it."

In the Wonderbolts Academy Room, many of the cadets were seen gathered around a piano, one that Rainbow Dash was laying on, cheering while Johnny played the instrument, singing a song for them.

"You shake my nerves and you rattle my brain! Too much love drives a man insane," Johnny sang. "You broke my will, but what a thrill."

Rainbow Dash held her hoof up to signal to the others, "Goodness gracious, Great Balls of Fire!"

Fleetfoot came into the room as the singing continued, the mare looking slightly displeased.

"I laughed at love, cause I thought it was funny. You came along and you moved me honey," Johnny continued. "I've changed my mind, this love is fine!"

"Goodness gracious, Great Balls of Fire!"

Indigo Zapp and her team followed shortly after, all of them curiously glancing at Johnny.

"Kiss me, baby," Johnny said, getting a kiss from Rainbow Dash while still jamming on the piano. "Ooh, feels good. Hold me, baby!"

While everyone kept singing, Sam Wilson had walked into the room to join Fleetfoot and company. "Whoa, seems like a party. Is this normal?"

"Not really, only when Johnny Storm is around," Fleetfoot said. "We take our Wonderbolts job very seriously."

"Hey nothing wrong with trying to have a good time, and this song is pretty fire...no pun intended," Sam said. "Plus isn't Equestria all about the whole bursting into song thing?"

"Not in The Wonderbolts, it's important for us to stay levelheaded," Fleetfoot said.

"I agree that's important out in the field, but off duty, having a bit of fun isn't a bad thing," Sam said. "Even Cap and I liked to goof around a bit during The Avengers. Like seriously, say 'On your Left' to him and see how he reacts."

"Uh, sure," Fleetfoot said.

"Goodness gracious, Great Balls of Fire!"

Everyone started laughing out loud, from Cloudchaser, to Sky Stinger and Vapor Trails, to Angel Wings, to even Rumble and Silverstream.

Johnny took note of the oncoming Avenger, "Yo! Falcon! Didn't expect to see you here!"

"Fleetfoot invited me, asked me if I wanted to join her little club," Sam said.

"That's surprising, didn't think you'd want to join after everything with The Accords," Johnny said.

"Well Soarin got me into the idea before he retired, plus things are all fixed up now so it shouldn't be too bad this time around," Sam said.

"It's gotten better for sure," Rainbow Dash said. "Still, it'd be great if you joined."

"Yeah, you always were pretty cool," Johnny said. "Could have used your skills during the Marvel vs Capcom Tournament."

"Hey someone had to keep Crossbones from trying to demolish downtown Manhattan while you were away," Sam playfully stated. "Besides, it sounds like you did fine without me there."

"Yeah, but it would have gone much smoother," Johnny said. "Of course all our teammates were pretty great."

"Except America Chavez," Rainbow Dash said.

"Yeah screw her, seems like Capcom has their own pain in the ass with that doofus Luke Sullivan," Johnny said. "Are heroes really getting worse in both worlds?"

"I'm afraid so, but I'm there to keep them in line," Sam said. "Not without help from others, like Black Widow, Hawkeye and She-Hulk. Quake's been helping too, and Darkhawk's really stepped up lately himself, everyone trying to fill a void."

"Not like The Avengers don't go back to Earth when needed," Rainbow Dash said.

"Got that right, I guarantee if someone like Ultron shows his face, everyone will be ready to go fight him," Sam said. "Of course no one's heard from him in forever but we won't be any less ready."

"Got that right," Johnny said, trotting over. "So...Indigo, kind of surprised to see you here. I thought you'd be off with your 'new' group."

"New group?" Sam asked.

"After the tournament, some villains led by Discord showed up to boast," Johnny said. "They caused a ruckus but the heroes kept the attendees safe."

"That wasn't enough apparently, a few of the bystanders blamed Peter for all this, mainly since some of them were his regular villains," Rainbow Dash said. "Which included a creep called Venom."

"So because of that, one griffon dude named Gallus decided to rally everyone against Peter, including some of these mares here," Johnny said, gesturing to Indigo and her team.

Sam turned to the four, "Is this correct?"

"Well, that griffon had a point," Fleetfoot said.

"What point did he have? Blame the heroes when things go south? That's really backwards logic," Sam said.

"He's still mad about the thing with the Accords, so he blamed Tony Stark and Steve Rogers too," Rainbow Dash said.

"Wait, this kid was talking shit about Steve?" Sam asked, then turned to Indigo. "And you backed that up!?"

"H-hey, I have nothing against Steve Rogers, he's a cool guy," Indigo nervously insisted. "If it makes you feel better, that whole thing was Tony Stark's fault."

"Don't give me that," Sam said, then turned to Fleetfoot. "I don't like what I'm hearing here."

"I assure you that I will not allow any of my cadets to fall into vigilantism," Fleetfoot said. "And I certainly will not allow any slander to come to Spider-Mane's name."

"Better not, Peter's a good kid, and always does his best to help everyone," Sam said. "He ain't perfect, but no one is. Still more effort than most people give. If the heroes kept everyone safe, that's all that matters. Anyone ungrateful for that better check themselves in the mirror."

"Yes, of course sir, we would never approve of Spider-Mane slander," Fleetfoot insisted.

"Amazing how quick she is to say whatever she needs to say just to look good," Johnny mentally criticized.

"In any case, when I checked with Celestia this morning, she gave me fair warning about this too, so you have some backup in that regard," Fleetfoot said.

"What would you have said if Celestia didn't care then?" Rainbow Dash wondered.

"Regardless, I'm not entirely turned away from this idea," Sam said. "I don't mind lending my assistance to The Wonderbolts."

"Are you really joining us?" Came the voice of Silverstream, the girl joined by Rumble.

"Sure am," Sam said. "I don't plan on doing any shows but I don't mind giving tips when I can. I may not be a Griffon normally, but I can still fly back home. They call me 'Falcon' for a reason after all."

"This is cool, you're the closest we have to a Griffon Wonderbolt," Silverstream said. "I don't think we've had one before."

"Well technically Gilda was an honorary Wonderbolt, she could totally join full-time if she wanted to," Rainbow Dash said.

"I wonder if Gabby would want to join?" Silverstream said. "Having some more non-pony Wonderbolts could be interesting."

"Give them the opportunity, but don't just start picking any of them just to fill out some checklist," Sam said. "Skill matters most after all."

"Oh yeah, Johnny did tell me something similar," Silverstream said.

"Nothing wrong with being proud of where you're from, just remember that you're not defined by what you are, but rather who you are," Sam said.

"I can say with confidence that Silverstream really earned her place in the Wonderbolts," Rumble said. "If more Hippogriffs join, that's great. But to me, Silverstream will be more than just the first Wonderbolt Hippogriff, she's going to be one of the best Wonderbolts in history."

"Aw, you're so sweet," Silverstream said, placing her foreleg around Rumble. "I have you to thank for that too, you're one of the reasons I try so hard, so I can keep up with an amazing flyer like you."

"You two seem pretty close," Sam said.

"Yeah, Silverstream's my best friend, almost like a big sister to me," Rumble said. "Weird because I used to dislike her."

"Take it from me, someone you once found super annoying can turn into your best friend just like that," Johnny said.

"I like the comradery here, even more reason to stick around," Sam said. "So, any other grand flyers I should know about?"

"Angel Wings is pretty cool," Johnny said, then called to the girl. "Yo! Angel! Come meet Sam!"

"Sky Stinger! Vapor Trail! Wanna meet an Avenger?" Rainbow Dash asked. "At least one that isn't trying to fight you?"

"Hey! CC!" Rumble called to Cloudchaser. "Come meet Falcon!"

Back down below, Susan was in front of the Parker-Sparkle home with an eager Franklin by her side. "You seem happy."

"Uh, well yeah, I'm always happy to see Mayday," Susan said.

"I bet you are, especially after hearing how close you've gotten with Mayday," Susan said.

Franklin blushed at hearing that, "Mooooom..."

"It's fine Franklin, I think it's sweet that you and Mayday feel this way about each other," Susan said, knocking on the door. "Just treat each other nicely. Girls can be delicate, but I'd like to think I raised you well enough to know how to treat one."

"Just love and care for her, right?" Franklin asked.

"That's the basics, promise you'll come to me if you have any questions," Susan said.

"I will," Franklin said.

Starlight had opened the door to see the two, "Oh, hello. Good to see you both."

"Good to see you too, Starlight," Susan said.

"Hey, Starlight, is Mayday around?" Franklin asked.

Starlight nodded, "Yeah, I can go-"

"Frankie!" Mayday shouted, flying over and immediately locking herself into a kiss with Franklin. "Mwwwwaaah!"

"Whoa..." Franklin said, a bit amazed by the affection. "That was nice."

"Well she certainly isn't shy about her feelings," Starlight said. "Might change if she's somewhere public."

"Let's go on a date!" Mayday said.

"Where?" Franklin asked.

"Anywhere," Mayday said, pulling her boyfriend. "Come on! Let's-"

"Mayday, wait up," Starlight said. "You know your father wouldn't be comfortable with you going off by yourself."

"I'm not, I have my dear, sweet Frankie with me," Mayday said.

"Still, you need a chaperone," Starlight said. "Fortunately, I'm up for the task."

"Good, then hurry up so I can date my boyfriend!" Mayday said.

"Mayday, that wasn't polite," Franklin scolded. "I am very willing to take you on a date, just be a little patient and I will properly reward you."

"Yeah, alright," Mayday said, the girl doing her best to stand still, but was feeling quite fidgety.

Starlight couldn't help but find this adorable, seeing Mayday barely able to contain her excitement was precious to her, "Just give me a minute."

"I should go see Aunt May," Susan said. "You two wait out here for a second."

"Oh I am not going anywhere, I'm too drawn to this hunk of a boy," Mayday said, glancing affectionately at Franklin.

"Wow...it's like she turned into a whole different filly," Starlight said.

"Honeymoon phase," Susan said, then whispered. "Plus, given how reserved she is, being excited is quite stimulating for her, so she might be a bit unlike herself."

"Is that an introvert thing?" Starlight asked.

"I'm no expert despite being married to one, but Reed can be similar at times when he's excited about something," Susan said.

Outside Mayday's loving gaze toward Franklin intensified, "Anyone ever tell you that you have a really nice-looking mane?"

"I think Sweetie Belle did once," Franklin said.

"Well, I like it more," Mayday said. "I also like your eyes, and your smile."

"I like yours too," Franklin said. "You also have a-"

Mayday quickly cut him off with a surprise kiss, "Heh, got ya."

"Oh yeah, you sure did," Franklin said.

"I'll be taking quite a number of kisses from you, so be prepared," Mayday said.

"I'll avoid eating anything that gives me bad breath then," Franklin said.

"So...I believe you were still complimenting me," Mayday said.

As the two were talking, a pair of ponies from the Friendship Center walked by.

"Oh lookie, the daughter of Spider-Mane," one said.

"Is that her boyfriend? Didn't know boys could be into little weirdos," another pony said.

This did not go unheard by either Franklin or Mayday, the young girl looking bothered by the statements while the boy looked ready to get back at them.

Just before however, Susan opened the door, the mother of two now joined by both Starlight and Trixie. "Alright, we're ready."

"Those jerks lucked out, but next time..." Franklin looked to Mayday, seeing his girlfriend looking sad bothered him. He lifted her by the chin and gave her a kiss to make her feel better. "You're the best."

Mayday slowly started to smile, "Thanks Frankie."

"Well how about that, Mayday has a boyfriend at her age, and I'm still single," Trixie said.

"Didn't you say you didn't care?" Starlight said.

"Well I don't, but it's just weird that not many stallions have tried to court me," Trixie said.

"Tender Taps did, and you turned him down," Starlight said. "He's a younger guy too, I think you should have gone for him."

"He's too young, I'm not that desperate," Trixie said, then shook her head. "I mean, I'm not desperate at all! Now are we escorting these two or not?"

"Sure, while we're at it, let's see if either of us get lucky," Starlight teased.

"Hey if you want to date, then ask out Sunburst," Trixie said.

"Uh...we're just friends," Starlight nervously insisted.

"Love is confusing at any age it seems," Susan quipped.

At this point, Fluttershy was seen flying over to Thunderlane's house, joined by Laura.

"Now remember, we're just here to see Lightning Dust, don't swear revenge on Gallus or anything," Fluttershy said.

"Why must you ruin my fun?" Laura asked.

"Because I don't want you getting into trouble, young lady," Fluttershy warned. "If you retaliate with violence, you're going to make your world look worse. You need to be bigger than Gallus is."

"Unfortunately size doesn't favor my genetics," Laura teased.

Fluttershy glared at Laura, "Do I need to take you back home?"

"Uh...no," Laura said, nervously looking away.

"Good," Fluttershy said, knocking on the door.

Thunderlane answered it, pleasantly surprised by his company, "Fluttershy, Laura, what's up?"

"Hello Thunderlane, we're here to see Lightning Dust," Fluttershy said.

"She should be in the living room, talking with her Washout buddies," Thunderlane said. "Come with me."

Inside Lightning Dust is seen bragging to her teammates Rolling Thunder and Short Fuse. "I'm totally good with weights on my back. Remember when I told you about how I flew Laura through the cold Tundra to fight Loki?"

"The one he conveniently escaped from?" Rolling Thunder asked.

"He knew we would thrash him," Lightning Dust said. "He's lucky Peter got to him first when he showed up in Canterlot last year."

"Dust, Fluttershy and Laura are here to see you," Thunderlane said, gesturing to the mares.

"Hey, what's up!" Lightning Dust hugged them both. "Laura, I was just telling these two about the time we went to go fight Loki."

"Is that true? I'm having doubts," Short Fuse said.

"It's very true, Laura said. "Loki got caught, then somehow escaped."

"It still feels like hogwash to me," Rolling Thunder said.

"Suit yourself, but even Spider-Mane himself will tell you of my brave exploits," Lightning Dust said.

"Speaking of him, how are things with you after that punk Gallus blabbed to the world about you being friends with villains?" Laura asked.

"Most ponies already know that, I really don't care what he has to say," Lightning Dust said. "I made my mistakes, and they're behind me."

"Still, what he said yesterday, it really, REALLY pissed me off," Laura said.

"Laura, mind your anger," Fluttershy warned, then turned to Lightning Dust. "I just hope you know that no matter what happens, you will always have a family that loves you."

"Yeah, I know," Lightning Dust said. "I got you two, I got Logan, I got Rina. I even got these two knuckleheads."

"Hey! Who are you calling 'knuckleheads'!" Short Fuse asked.

"I especially have my main squeeze Thunderlane," Lightning Dust said. "And his daughter, who's pretty much my daughter now. She actually calls me 'mama', it's freaking adorable."

"Mama!" Came Felicity as she trotted over to Lightning Dust.

"Ha, told ya," Lightning Dust said, picking up the girl. "I didn't squeeze this girl out of me but that doesn't change the fact that she's basically my daughter now. I'm gonna teach her to be as awesome as her mama is."

"This is cute, I'm happy you found a good guy," Laura said, then turned to Thunderlane. "And the best part is that since you didn't break her heart, I won't have to torture you."

"...Wow, what a sense of humor," Thunderlane nervously said.

"I like this one," Rolling Thunder said.

"Save the compliments for when I actually do something cool," Laura said. "Which won't take long."

"As long as you're fine, and we don't have to worry," Fluttershy said.

"Yeah, you're good," Lightning Dust said. "I appreciate it though, and even though he's not here, I bet Logan was just as worried."

"You know Logan, he cares but can be too embarrassed to show it," Fluttershy said.

"Sounds like a big softie under that hard exterior," Rolling Thunder said.

"You nailed it," Laura said. "Still, Thunderlane. What do you think is gonna happen to Gallus?"

"Well if he doesn't cut this crap out, he's going to get arrested," Thunderlane said. "Same with anyone by his side."

"Hey if Indigo Zapp and her team get fired from the Wonderbolts because of this, I just might consider letting them join The Washouts," Lightning Dust said.

"Start them on the bottom, make them clean our gear," Rolling Thunder said.

"Give them a hundred laps each morning," Short Fuse said.

"Pfft, they're Wonderbolts, a hundred is nothing," Rolling Thunder said. "Five hundred might be better."

"Make it a whole thousand," Laura said.

"I'll figure it all out," Lightning Dust said. "Since you're here, stick around for some drinks. We got some root beer."

"I don't think I'm a soda type of girl," Fluttershy said.

"Pfft, you so are," Laura said. "We can stick around for a bit."

"I'll make sure Logan gets some too," Lighting Dust said. "Alright, let's whip it out."

Also at this time, First Base was seen making his way up to the Carousel Boutique, holding a bouquet of flowers. Nervously he knocked on the door. "Alright, just give the flowers, and-"

Bobby was the one to answer, the hero looking unhappy, "Oh it's you, what is it?"

"Hey Bobby, right?" First Base asked. "I'm here to see Sweetie Belle."

"She's at her parents' house, and she's not feeling well," Bobby said.

"Oh...it's not that bump, is it?" First Base asked.

"Fortunately for you, it isn't," Bobby said. "Don't think I forgot that though."

"I'm really sorry for everything that happened that day," First Base said. "I know Sweetie Belle probably means a lot to you."

"Uh, 'probably'?" Bobby rhetorically asked. "She's my wife's little sister, I love her like if she's my own sister, of course she means a lot to me. I'm a family-oriented guy."

"Yes, of course, I bet you learned great family traits from your own family on Earth," First Base said.

"Do not talk about my family on Earth," Bobby warned.

"Right, of course," First Base said.

"Bobby, what's going on?" Rarity asked, seeing that First Base was here. "Oh, you're First Base."

"Yes, I came to see your sister because I want to formally apologize for what happened," First Base said. "Plus, I did hear unsettling rumors about her."

"Yes, very unsettling," Rarity said. "I don't know if my husband told you but she's not here."

"Yeah, he said she's at your parents' house," First Base said. "And that she's not feeling well. I hope she's alright."

"She'll be fine, my parents will be going away again soon so she'll be coming by tomorrow," Rarity said. "They were going to leave sooner but my mother was too worried about Sweetie Belle's injury."

"If I were you, I wouldn't go near her dad," Bobby said. "You think I'm ticked off? Her dad may be normally chill but that goes out the window the moment either of his little girls is hurt."

"Bobby, please be nice, First Base did not mean any harm," Rarity said, then took the flowers. "I'll give these to her, but come by again tomorrow and see if she's feeling better."

"I will, thanks ma'am," First Base said, then made his leave.

"You're way to nice sometimes," Bobby said to Rarity. "That kid did more than just hurt Sweetie Belle after all."

"What happened afterward was an accident, I do not blame First Base, or Rumble for that matter," Rarity said. "Things just happen. Everyone makes mistakes, like we did fighting our friends."

"Oh yeah, one more thing that punk Gallus whined about," Bobby said. "I bet he and Puerto Rico Chavez would get along great in the privilege department."

"Bobby, my dear," Rarity said, gently stroking his face. "You clearly have a strong love for your family and friends, and that's one of the reasons I fell for you. But please don't let this anger plague your heart. Just keep doing right by those you love and everything will work out."

Bobby returned the affection, gently stroking Rarity's face as he brought her in for a kiss, "I'll do my best."

Meanwhile in the Capcom World, Sunset was seen angrily striking some punching bags at their base's gym, the girl was not relenting and was more than eager to bring pain.

Chris and Dante could not believe this girl's intensity. While she's always been determined to get better, it seemed like she was outright angry this time.

"Man, you think she's still mad about yesterday?" Dante asked.

"Given that Celestia basically wanted us to stay away from her world, I wouldn't doubt it," Chris said. "Didn't help that those others rallied against Peter."

"What happened was just ridiculous, when things go wrong, you don't blame the ones that are trying to keep you safe," Dante said.

"I can understand their worry though, part of a hero's job is to prevent a crisis before it happens," Chris said. "But that's just not always possible."

"Kind of glad I'm not a hero," Dante said. "I don't want to deal with that type of pressure. I have enough responsibilities from my pops, I don't need to add to it."

"Well, many do look to you as a hero," Chris said.

"If they want to call me one that's fine, but I'm not going to outright be one," Dante said. "Anything I do is for my own self-interest more than others. Out of the two of us, you're more of a hero since you actively go around keeping everyone safe from B.O.W.s."

"I don't want others to suffer like I had to when my friends were killed by monsters, or the citizens of a town that did not deserve what Umbrella did to them," Chris said. "You however, I'd like to think you don't want anyone to suffer like you did when your mother was killed by Mundus."

"Eh, I guess I wouldn't want to just do nothing, but again, I'm not a hero, I'm a mercenary," Dante said. "Pay me to kill a demon, and that's what I'm gonna do."

"SHORYUKEN!" Sunset shouted, punching the bag hard enough to break it.

"Does she really need to shout that every time she does an uppercut?" Dante asked. "That's not how Ryu's move works."

"Let her have some fun," Chris said.

Sunset wiped some sweat of her head, "That was great." She grabbed a water bottle and chugged most of it down, using the last bit of it to dump on her head to cool herself off. "Hey boys, either of you want to spar?"

"Whoa, you're still a long way from being a match for me," Dante said. "You can probably take Chris on though."

"Real funny," Chris said, then focused back on Sunset. "Hey, are you feeling alright? You seemed really intense there."

"Just really getting into the workout," Sunset said.

"Still, you were pretty upset," Chris said.

"Is it about Celestia?" Dante asked.

"There isn't a problem I can't handle without my fists, just like you guys," Sunset said. "If you can push feelings aside, then I know I can too."

"Sunset, we've told you before, we're not good role models for dealing with grief," Chris said.

"It's not even a big deal anyway, so Celestia said something stupid, so Starswirl is a total dickhead, so those whiney bitches decided to complain about Peter," Sunset listed, both Chris and Dante amazed by her choice of words. "I'm good. Anyway, I'm gonna hit the shower, catch you two later."

As Sunset left, a concerned Chris turned his attention to Dante, "This is starting to worry me."

"Yeah, she's acting so much differently these days," Dante said. "But, is that really a bad thing? She's toughening up. Not bad considering how so-called peaceful her world's supposed to be."

"I'm all for her sticking by her beliefs, I just hope she's not getting carried away," Chris said. "Still, this proves that we're not the best role models."

"Leave the role model stuff to the superheroes, Sunset's old enough to decide who she wants to be on her own," Dante said. "What we need to focus on now is finding out more about why Alastor was with Discord, and if this relates to Wily and that Eggman guy."

"That and see if we find Wesker and your brother," Chris said. "Come on."

In the main monitor room, Chun-Li is going over a plan, "I've been searching through portals in Equestria, wherever I can, hoping to find any sign of Discord and his team. Alastor joining him may be proof that he's coming to our world to recruit."

"Which means that this problem affects us too," Leon said.

"Exactly, given that Albert Wesker, Vergil, Tron Bonne and Juri Han were seen escaping a detainment facility not too long ago, and haven't been seen since, it's possible they may have aligned with Discord," Chun-Li said.

"Would they really?" Mega Man asked. "Wesker seems too proud to do that."

"We can't count that out," Chun-Li said. "To make matters worse, some reports we have indicate that Urien is collaborating with Sigma, and Sigma did have contact with Doctor Wily. Given that he and Doctor Eggman from Sonic's world have also disappeared, they too may be involved in this alliance."

"We still don't know for sure how this lines up," Zero said. "This could all just be one massive coincidence."

"Until we know for sure, we want to continue doing sweeps of this world, Marvel and Equestria," Chun-Li said. "We've contacted Nick Fury and he is sending out who he can to keep an eye on things. I've even asked Crimson Viper to assist as well and-"

"Wait, hold on," Spencer said. "You talked to Crimson Viper? I thought you hated her."

"I don't 'hate' her, I just disagree with her on a lot of things," Chun-Li said. "in any case, Strider Hiryu did most of the talking."

"More like all of it," Strider said.

"My point is that we just need to contact Equestria next, and I do believe Celestia is taking initiative," Chun-Li said. "The problem is, she might kind of mistrust us because of...you know, reasons."

"Reasons like our friend Ryu nearly losing control at the tournament?" Morrigan pointed out, gesturing to the martial artist.

"Was that really necessary to say?" Chun-Li asked.

"I know it's harsh but pretending that it isn't a problem is counterproductive," Morrigan said. "I trust Ryu, but it's understandable that others don't."

"Wow, didn't expect Morrigan to be the voice of reason here," Spencer said.

"Hey, just because I'm a succubus doesn't mean I'm unintelligent," Morrigan said.

"Yeah, she's good with her brain-smarts," Felicia admitted.

"I suppose she is," Chun-Li said. "And she does have a point, things did get bad for Ryu."

"And Spider-Man too," Spencer said.

"I can't explain Spider-Man but yes, it did get bad for him," Chun-Li said. "Still, we know both of them are willing to help. Not to mention we have our allies from the other worlds, including three of our top representatives. Cloud Strife, Kratos and Sonic the Hedgehog."

"Hey there," Sonic said, joined by the other two.

"What about our other allies?" Hiryu asked. "From worlds like Namco and SNK?"

"Don't you worry about them, Terry Bogard is willing to help, as are Ling Xiaoyu and Paul Phoenix," Chun-Li said. "If anything we can bring back heroes like Lloyd Irving and Yuri Lowell."

"Oh yeah, thanks to Sunset, we got plenty more allies during Ragnarök," Spencer said. "Even if Doctor Strange worried about it, I say it worked out in the end."

"I can always get some friends too," Sonic said. "And I think Kratos knows that electric guy."

"You are speaking about Cole MacGrath, correct?" Kratos asked. "I may convince him to join our side with relative ease given his own loyalty to Sunset Shimmer."

"Didn't take long for Sunset to make friends, the power of being Equestrian," Sonic said.

"What about All Might, and that kid who calls himself 'Invincible'?" Cloud asked.

"We'll get them too," Chun-Li said. "But I do agree with Strange that too much could be risky, so let's start small."

"Everyone in this room is a great start," Viewtiful Joe said. "Capcom's already top of the multiverse when it comes to power. Uh, no offence to our three guests here."

"Not a competition with me," Sonic said.

"I am not bothered," Kratos said.

"I couldn't care less either," Cloud said.

"We'll get as many allies as we can get," Chun-Li said. "I will contact other warriors like Zangief, Honda and Karin."

"Keep the newbies on standby too," Spencer said. "Rashid and Laura proved themselves at the Tournament for sure."

"Just try not to invite Luke," Mega Man said.

"I know he's a pain but if he can be of help then I might have to consider it," Chun-Li said.

"I can contact Claire," Leon said. "Maybe Sherry and Jake too."

"I'll contact Nero and V," Trish said.

"Morrigan, are you gonna ask your sister to come?" Felicia asked.

"I'm not sure if she'd want to," Morrigan said.

"At least get Hsien-Ko again," Viewtiful Joe said. "I'll let Silvie know about this plan too."

"Cloud, I trust you'll relay this to Tifa and Barrett," Chun-Li said.

"Sure," Cloud said.

"I'll get Tails, Amy and Knuckles," Sonic said. "Maybe I'll invite Sally too, she's good with planning."

"That's good," Chun-Li said. "Say Kratos, do you know anyone who can help?"

"I know a few, I will see if any of them are available," Kratos said.

"What about your son?" Leon asked.

"...I am unsure," Kratos said. "Atreus is skilled, but I do not know if I will be comfortable sending my son into danger."

"That's fine, I won't ask you to do that," Chun-Li said. "He's still young right? He shouldn't have to fight."

"My advice, let's find Goku," Spencer said. "Getting to his world is simple enough."

"Is he still here?" Leon asked. "Or did he go back home."

"He went to another world to train," Chun-Li said, checking the monitor and showing a portal. "There he is, with that boy Naruto."

Near the edge of Konoha, Naruto is seen running at Goku, "Let's check your senses. Shadow Clone Jutsu!"

Naruto created several clones and rushed a Goku, the Saiyan standing with his eyes closed. Using his reflexes, he dashed through the clones and hit the real Naruto, destroying the clones instantly as the young man got sent flying back.

"Ow, that kind of hurt," Naruto said. "Still, this is good training. Getting used to newer types of opponents will help me hone my skills better."

"That trick was really neat, my friend Tien can do something like that too," Goku said. "He might benefit from training here himself."

"I'm all for seeing more of your friends," Naruto said. "Come on, I'm not done yet."

Back in the Capcom monitor room, Leons seemed to be slightly impressed, "Those two are at a whole different level."

"Got that right," Chun-Li said. "The multiverse is full of people with incredible skills. That's why we travel, to learn new ways to fight and new ways to live."

"Sunset Shimmer certainly is taking that to heart," Spencer said.

"Is she getting better?" Trish asked. "Dante said she's still got a ways to go."

"She's improving at a modest rate, but it's gonna take her years to be a master," Spencer said. "Right now, she just has her magic."

"We'll of course keep her part of this operation," Leon said. "For now, let's start planning."

Time had passed by, it was getting late. Rumble was seen having flown back to the farm alongside Silverstream while Apple Bloom was seen speaking with Scootaloo. Surprisingly they were joined by Laura, Tender Taps, Smolder, Gabby, Lily and Carrot.

"Little party going on here?" Rumble asked.

"Hey Rumble, we were just talking about stuff," Apple Bloom said. "Things related to Peter, the drama from yesterday, and Sweetie Belle."

"I spoke to Lightning Dust, she's cool with the bullshit she went through," Laura said. "I'm still not happy about it."

"I don't blame you," Rumble said. "Well Gallus lost some allies, no way Fleetfoot is letting those Wonderbolts join him."

"Good, less trouble fer us," Apple Bloom said.

"It really sucks though, Peter doesn't deserve this," Smolder said.

"Got that right, but convincing everyone is hard," Silverstream said. "We gotta figure out a way to really help Peter. He deals with a lot, he doesn't need this on top of that."

"I'm never forgiving Gallus for this," Silverstream said. "He's a terrible friend."

"Don't give up hope, my brother saw the light, maybe Gallus can too," Rumble said.

"I'd like to think so too, too bad he had a terrible idea," Gabby said. "Trying to act like we can do the heroes' jobs."

"Actually, the idea itself isn't bad, just the execution," Rumble said.

"What does that mean?" Scootaloo asked.

"Gallus is doing this to spite Peter, he wants to defame him," Rumble said. "But, he is not totally wrong about the fact that it did get dangerous and ponies could have gotten hurt."

"Uh, did you just agree with Gallus?" Smolder asked.

"I'm not gonna be ungrateful to the heroes or anything, they did step up and save everyone, but everyone was clearly scared, so anger is understandable, but Gallus is continuing to instill fear that heroes are useless," Rumble said. "What he wants to do is go vigilante, and if he fails, then it's going to destroy hope. One way or another, the heroes look bad."

"Do you have a way to fix this?" Apple Bloom asked.

"Yes, I'm going to start my own group, and try to be a hero too," Rumble said. "Not a Wonderbolt, a proactive hero who goes out to stop crime and stuff."

"...So you want to do what Gallus did," Smolder said.

"Yes, but differently," Rumble said. "I want to show everyone that the heroes aren't a curse, that they're an inspiration. Peter is a big reason why I want to be a better pony, he inspired me from a young age to always pursue when things are tough. I want to show him that even now with these villains coming, I haven't lost faith, and that I am going to do what I can to keep my friends and family safe. I am going to become a true hero, not to spite Peter, but because I respect him enough to follow his example."

"That is a great idea," Silverstream said. "Showing the heroes that they've inspired others to become heroes is a great way to preserve their legacy and to instill proper belief in others."

"That's a neat idea," Scootaloo said. "I'm actually down to try that."

"Yeah, me too," Gabby said.

"I'm game," Smolder said.

"Wow, you got some followers," Silverstream said. "Or should I say, we got some followers. You know I would fly with you into a fight."

"I can always count on my best friend," Rumble said.

"Well, this plan sounds nuts, which is why I want to be part of it," Laura said. "You'll need someone with experience."

"Um..." Lily got their attention. "I can...I'm not for fighting. But I can help in my own way."

"You're really strong, aren't you?" Scootaloo asked. "I bet we can find use for your powers."

"It doesn't even need to involve fighting," Rumble said.

"That sounds great," Lily said.

"Well it sounds like y'all need to plan," Apple Bloom said. "Why don't you stop by Rumble's house. Ah gotta pick Cumie up from the farm."

"Think you can get Remy to join us?" Scootaloo asked.

"I'll see if he's willing to give pointers," Apple Bloom said.

"Can't wait to see how Sweetie Belle responds to his," Smolder said.

"Yeah, she'd be surprised," Rumble said, thinking of the girl. "I hope she's okay."

In her house, Sweetie Belle was laying in bed, trying to rest but she felt so much worse than before, like if her body was changing. "What's happening? Why do I feel this way?" She sat up, checking her head, "I feel so hot too, am I wearing something hot? I don't remember putting anything on before going to bed." She took off her covers and to her shock, she found the black symbiote suit growing on her body. "Wh-what's happening!"

She immediately freaked out and fell out of the bed, panicking as she felt like she was being overtaken.

"Sweetie Belle, are you alright up there?" Cookie Crumbles asked.

"Uh, yeah, I think so!" Sweetie Belle said, still panicking.

"Well let me know if you need something," Cookie Crumbles said.

Sweetie Belle checked a mirror, seeing the suit still growing on her, "This looks familiar, where have I seen it? Is it going to eat me?"

"There is no danger..." a voice was heard saying in her head.

"Wh...what's happening?" Sweetie Belle asked. "Wait...this suit, it looks like what I saw yesterday, that guy who was hurting Peter."

"What you have now is derived from there, after the fight, a piece of that fell off, and latched onto you for safety," the voice said. "This is not life threatening, and no harm will fall onto you. If you accept this presence, then you can have all you desire. You are now the master, I shall obey your commands."

"New master...?" Sweetie Belle asked, the girl intrigued by the idea. "So, I can do what I want with this suit then?"

"Anything you desire," the voice reassured.

"Well...it does look nice, can I style you how I want to?" Sweetie Belle asked.

"That is more than possible, visualize your style and it shall take hold," the voice said.

Sweetie Belle imagined her look, the suit covering her entire upper body, leaving her lower body completely uncovered as part of the suit turned into boot-like shoes for her. When she was done, she checked the mirror, posing almost seductively, proudly showing off her flank as the black suit complimented her soft features.

"I like this look, I actually look sexier than Felicia Hardy," Sweetie Belle said. "I would love to show Peter and Rumble soon."

"Be weary of Peter Parker," the voice said. "He is not always one to be-"

"Hey! Don't you start!" Sweetie Belle scolded. "Peter is a sweet boy, I won't let anyone, not even this new suit slander him. If you want to stay with me, you're gonna have to appreciate Peter, is that understood!?"

"Uh...yes, of course," the voice said.

"Glad to know," Sweetie Belle said. "Now, I do like this suit, but I do have a few rules to set in place. For starters, come off during the night. You can stay on during the day, so long as you don't bother anyone. Also try not to freak out my friends, and another thing-"

The suit started to wonder if latching onto Sweetie Belle was a good idea, but for now, there was very little choice in the matter.

Elsewhere, Sandbar is laying in bed in his room while Ocellus seductively crawled over him, the Changeling girl looking down at him.

"Are you ready for some fun, my sweet little Sandbar?" Ocellus asked.

"Got that right, I've been looking forward to this all day," Sandbar said.

"Oh good, because I want to make this night extra special for you," Ocellus said, taking Sandbar in a kiss.

Sandbar broke away a second, gently stroking her face, "I feel so lucky to have you."

"As do I," Ocellus said, taking Sandbar in for another kiss as the stallion groped all over Ocellus's body.

Outside, Gallus was flying up while Yona looked around, the girl worried about getting caught.

"You sure we should be here?" Yona asked.

"For the last time, yes! Now stop worrying already!" Gallus said, heading to the bedroom window. "I just gotta talk to Sandbar and..." Upon looking inside, his eyes widened in shock as a blush appeared on his face. "Whoa..."

In his room, as Sandbar got ready to take things to the next level, he noticed Gallus staring inside, the stallion freaking out. "What in the world!?"

"Huh? What's wrong, did I hurt you?" Ocellus asked. "I wasn't stealing your magic by mistake, was I?"

"No, it's...it's..." Sandbar pointed to the window, Ocellus turning around to spot Gallus.

"Uh, you two look busy, so I'll come back later," Gallus nervously said. It did not alleviate the anger Ocellus was feeling. "Crap..."

"Gallus!" Ocellus flew outside, grabbing him by the chest. "What...were you DOING, peaking into Sandbar's window like that!?"

"I swear, I didn't know you were in there, I would never watch you two make-out," Gallus said. "I have standards after all."

"I am going to destroy you for this!" Ocellus shouted.

"Whoa, all this time and I've never seen you this angry," Gallus said.

"Why wouldn't I be? Do you know how embarrassing this is!?" Ocellus shouted. "How much of me did you see."

"No more than usual," Gallus said.

"Ocellus!" Sandbar called. "Please try not to hurt Gallus, he didn't mean to do something so dumb!"

"What he said," Gallus nervously insisted. "I just needed to speak to Sandbar, after that, he's all yours."

"...Fine," Ocellus let go. "You have five minutes, then I want him back."

"Duly noted," Gallus said, flying down.

"Why Ocellus in your house? You two dating?" Yona asked.

"Y-yeah, dating," Sandbar shyly admitted.

"But don't dates happen in food places?" Yona asked.

"Uh...well..." Sandbar saw Gallus coming down. "Yo, Gallus, did you need something?"

"Well, kind of," Gallus said. "So my plan to prove that I can do better than the heroes is going well. We haven't stopped any villains but you can't expect progress so soon."

"Yeah, sure, I guess," Sandbar said.

"I was curious though, we don't have a lot of places to stay, so if we needed to, could we crash in your place?" Gallus asked.

"Tonight? I have company over," Sandbar said.

"I mean other nights, not even full time, can't stay in one place too long after all," Gallus said. "Flower Wall is letting us stay at her place too but it gets boring there pretty fast."

"You mean Wallflower?" Sandbar asked.

"Isn't that what I said?" Gallus asked.

"No, you said Flower Wall and...never mind, if you want to stay here once in a while that's fine, but don't drag me into your group, I made my stance clear on that," Sandbar said.

"You're good on that, I know you're not that strong anyway," Gallus said.

"Dude, don't be a jerk," Sandbar said.

"Eh, sorry, too harsh," Gallus said. "Still, I appreciate this, bro."

"Hey, are you sure this is a good idea? I don't want you getting into trouble," Sandbar said.

"Don't worry, we got this," Gallus said.

"How sure are you?" Sandbar asked.

"Dude, trust me," Gallus said, flying off. "Well I'll leave you to your romance."

"Bye Sandbar," Yona said, making her leave.

"...That was weird," Sandbar said.

"Is he gone!?" Ocellus asked.

"Yeah, he is!" Sandbar said.

"Good, now hurry up and rut me!" Ocellus said, heading inside.

"...She's so weird when she gets like this, but even transformed, Changelings do get starved for love," Sandbar said as he went inside. "Tomorrow she'll be back to normal."

Meanwhile Peter was on his way home. Though as he trotted, he could have sworn someone was nearby. He checked around. "Someone there?" No immediate response, "My Spider-Sense usually warns me of danger, if it's those villains I would know. Then again, Eddie is with them, and that suit tends to avoid my Spider-Sense. I gotta be extra careful."

As he continued to trot, he heard someone land nearby and got into a stance. "Discord, if this is you, show yourself!"

"Not Discord..." came a feminine voice. Stepping out was the familiar girl in the white spider suit. "It's me."

"Huh? Wait, I remember you," Peter said. "You were at the tournament. Who are you though?"

"If I tell you, promise you won't freak out," his fellow spider said.

"That's a bit ominous, but sure," Peter said.

Slowly, Spider-Gwen removed her mask and pushed her hood back, revealing her true identity to her alternate dimension friend. "Hi Peter."

Peter squinted his eyes for a second, "Gwen? No, it can't be you, can it? There's just no way, I mean, you're supposed to be-"

"Dead?" Gwen interrupted. "Yeah, in your universe at least."

"My universe?" Peter asked. "What's going on?"

"Do you remember that over ten years ago, you went on a multi-dimensional trip?" Gwen asked. "Where you ran into other Spider-Men? Including one named Miguel O'Hara?"

"Yeah, I remember that," Peter said. "Wait...are you from a universe where you're Spider-Man? Er, Spider-Woman?"

"Technically I go by Ghost Spider," Gwen said. "Anyone who knows my secret just calls me 'Spider-Gwen'."

"Ghost Spider? Does Ghost Rider know you took his name?" Peter asked. "Better hope he doesn't challenge you to a staring contest."

"I'm not worried," Gwen said. "But still, I've missed you Peter. It's been so long."

"Well, I missed you too," Peter said. "How and why are you here? This is all so confusing."

"You can thank Madame Web," Gwen said.

"Oh, that old lady? Haven't seen her in years," Peter said.

"Actually, it's a successor," Gwen said. "Her name's Julia, and she...well she can tell you her story."

"Another Madame Web?" Peter asked. "Wow, how some things change. Wait, if you're here, are there other Spider-Men? Or Spider-Women?"

"You'll see them later, probably," Gwen said.

"Well I still have a million questions, for starters, what did you mean when you said there's more than Discord to worry about?" Peter asked.

"I'm going to assume you know a guy named, Albert Wesker," Gwen said.

"Wesker? What does he have to do with this?" Peter asked.

Before Gwen could answer, a voice was called out, "Peter?"

The hero turned around and spotted his wife, "Oh, hey Twilight."

Twilight took note of Gwen, "Who is she? Wait, weren't you at the tournament?"

"Yeah, that's me," Gwen said. "Peter, who is this?"

"My wife, Twilight Sparkle," Peter said. "Twilight...this is Gwen Stacy."

"Hello, nice to meet you," Gwen said.

Twilight could not believe her eyes and ears, the girl was so surprised she ended up fainting from the shock, much to Peter's worry.

"Twilight!?" Peter shouted as he checked on her.

"Holy crap, I did not expect this," Gwen said, checking as well.

"Uh...this is so awkward," Peter said, lifting her up. "Can we take a rain check on this?"

"Sure, I'll head back to see Madame Web, I'll see you tomorrow I guess?" Gwen asked.

"Yeah, sounds nice, probably," Peter said, making his leave. "See you later."

Gwen groaned in frustration, "Well that was awkward." She made her own leave, knowing that this feeling wasn't going away. "Didn't even get to finish telling him about Wesker, hope that guy isn't causing too much trouble, same with Discord.

In Tartarus, Discord is seen flipping around, still frantically searching for something, "That Maximoff girl really knows how to evade someone's sight for several years. Something's suspicious about this."

"Discord," Adagio said, making her way over with her group.

"What is it?" Discord asked. "I'm busy."

"Since Spider-Man knows about us, shouldn't we be doing something?" Adagio asked. "I kind of want to start this invasion."

"We mustn't keep the audience waiting too long after teasing the grand show," Mysterio said.

"Uh...yeah, soon, I guess," Discord said, searching around.

"Amazing how you can just flip through dimensions," Shocker said.

"It's kind of cool actually," Cozy Glow said. "Oh! Can you see what Sandbar's doing?"

"Of course I can," Discord said, showing off his location. "See he's..."

The moment Cozy Glow saw what was happening, the girl immediately fainted.

"Cozy!" Sonata shouted in worry. "My poor little baby!"

"The hell?" Electro asked.

"Damn Discord, she wanted to see what he was doing, not who," Shocker said.

"How was I supposed to know?" Discord asked. "Look, I need to find someone, but everywhere I look, I just find something useless. Like this Rumble boy here, talking with his little friends, and there's Peter...looks like Twilight fainted too. And there's...is that a white suit? Eh, it's probably nothing."

"Can you see other worlds?" Electro asked.

"Of course, that's how I keep tabs of Goku Black, see?" Discord said, showing an image.

Trunks was clashing with Goku Black, trying to strike him with his sword but the mighty being was dodging with almost little effort.

Forge tried blasting from the side but Black z-vanished and appeared beside his opponent, kicking him toward a building.

"Hey you bastard!" Cable shouted, the man standing beside Bishop. "Eat this!"

Both men opened fire, but black had blocked the bullets and sent a blast their way. He focused back on Trunks, catching Domino beside him.

"I got your back," Domino said, aiming her gun. "We'll take this punk out."

Psylocke appeared behind Black, her psionic blade out, ready to fight as well. "Your tyranny ends now."

"Impressive technique," Black said, showing off his own blade. "Nothing compared to me of course."

Trunks huffed a bit before noticing something at the corner of his eye, "What the? Is that some monstrous horse?"

Discord flipped again, showing other parts of the multiverse, including Sunset Shimmer speaking with Sakura and Roll about something.

"So I charged up my power and..." Sunset felt strange. "Wait, did a dimensional portal just open?"

Discord flipped once again, showing more portals across the multiverse. "See, infinite possibilities. Like here in Marvel space. There's The Guardians, there's the Nova Corp, there's Loki."

"Loki?" Adagio asked, seeing the God of Mischief alongside Tempest and Sephiroth.

In his ship, Loki took note of his observers, "Don't look now, but I do believe we have an audience."

Tempest and Sephiroth did look, just stealthily.

"Shall we do something about them?" Sephiroth asked.

"Perhaps, but soon," Loki said. "Some of them look Equestrian, so we know where they are."

"Equestrian?" Tempest asked, the lady looking interested. "That's good."

"Um, Discord?" Adagio said. "Can they see us?"

"I doubt it, this particular ball is to show a one-way look, not an actual portal," Discord said. "It'd be so embarrassing if I used the wrong spell, wouldn't it?"

"Uh...why are you saying it like that?" Adagio asked.

"Like what?" Discord asked, flipping the ball again. "You always sound so suspicious; don't you think you can try trusting me just a little bit more?" The ball landed and showed a vision into Castle Doom. "After all, we're going to be working together a lot."

"Is that Discord?" Vergil asked, who was standing beside Wesker, Ultron, Vomi, Kazuya, Eggman, Wily and Doom.

"Um...Discord?" Aria said.

"The fact that we aim to take over not only Equestria in a matter of days, but the entire multiverse, at least immediate since the multiverse is infinite, yet you still don't trust me," Discord said. "Here I thought you were better than the others."

"Hey, Discord," Shocker tried to warn.

"I could have gone with Doctor Doom or Albert Wesker, but I stuck with you, didn't I?" Discord asked. "I could have easily controlled them, I just had to play to their egos, since they're so big."

"Excuse me, Discord!" Mysterio said, taking note of the increased annoyance on the other side.

"I mean, I hear they want to show up a year after the invasion, because they know what would happen if they showed up now," Discord said. "They'd lose."

"DISCORD!" Adagio shouted.

"Hm? What is it?" Discord asked, seeing everyone point behind him, noting that Wesker and his allies have spotted them. "You know, I may have used the wrong spell after all, how strange."

"Why are you saying it so casually!?" Electro sked.

Discord gestured to Wesker and company, "You're dreaming this." Then immediately turned off the portal.

Wesker turned to his team, "Find them."

"Well I should be off, good-bye," Discord said, making his leave.

"...Is this going to go badly for us?" Electro asked.

"That's a strong possibility," Adagio said. "We need to come up with a plan and fast."

"Not like they know exactly where we are," Sonata said.

Suddenly the portal began reopening, courtesy of a device Doctor Doom had, the sinister sorcerer glaring at his foes.

"Did you think you could escape us!?" Doom said.

"Shit! Close it!" Electro shouted.

"How?" Adagio asked.

Seconds later, Martin came by and blasted Doom's machine, shutting down the portal.

"Not sure where you came from, but glad you came," Electro said.

"You could have done that too," Martin reminded.

"Oh, right, guess I panicked," Electro said. "Well as long as-"

Suddenly the portal opened again, courtesy of Dormammu, the Dreadful villain sinisterly glaring at the group, "Found you."

"We gotta run," Shocker said, sending some blasts alongside Aria and Electro to keep the rival villains at bay.

"Where do we go?" Sonata asked, carrying Cozy Glow.

Suddenly Eris popped by, "Hey, having trouble?"

"Get us somewhere safe!" Shocker said.

"Sure, there you go," Eris said, opening up a portal.

"Wait, where does that lead?" Electro asked.

"Who cares, just run!" Adagio said, everyone hopping through.

"I'll round everyone else up," Eris said as the other villains began making their way over. "Sorry I can't stay, but I will see you around later."

"Don't even think about-" Vergil called but too late, Eris disappeared. "Who was that wench? Is that the same species as Discord?"

"Never mind that, keep on their trail," Wesker said as the rest of his allies followed. "They won't escape."

"Equestria is ours!" Tron said. "So are the other worlds!"

"I ain't letting anyone step on our turf," Prowler said.

"Time for some fun," Juri sinisterly commented.

While the heroes continued to deal with their own problems, the villains had problems of their own. It was a rivalry to decide who gets to rule.

Facing Struggles

It was the following morning in the Parker-Sparkle home. Peter, despite having some sleep troubles as normal lately, still tried to put that aside. He had more important things to worry about as his problems just kept piling on and on.

The hero had stepped into his kitchen, joining Aunt May, Trixie and Starlight as the hero plopped himself on the chair and took a deep breath. "Another day, another headache."

"Someone's grumpy," Trixie said, getting Peter's attention. "But I don't blame you. After all, you have a lot on your plate."

"Tell me about it, I still gotta figure this Discord thing out, along with seeing Eddie, my other enemies and even those sirens," Peter said. "That's on top of trying to figure out Cozy Glow's connection. Then there's those civilians going rogue, and some big reveals last night."

"Twilight came home practically unconscious," Starlight said. "If I recall, you mentioned that she saw or heard something distressing."

"Kind of," Peter said. "Something happened that neither of us could believe."

"Quite the understatement, Peter," Twilight said, the mare making her presence known as she stepped into the kitchen.

"Hey Twi, you're up and at'em," Peter said. "Did you sleep well enough?"

"I did my best," Twilight said.

"I can relate," Peter said.

"What does that mean?" Starlight asked, causing some worry out of Peter.

"Uh well...I just remember the first time I went to sleep without one of Aunt May's bedtime stories, it really screwed me up," Peter said, this earning a confused reaction from his aunt. "Never mind me though, this is about last night."

"Well, mind explaining what happened then?" Starlight asked.

"For starters...I met another friend of mine from my past," Peter said.

"Another one?" Trixie asked. "Did Twilight bring this friend over?"

"No, Twilight had no idea about this friend," Peter said. "Because we thought she was dead."

"Dead!?" Starlight asked, Trixie looking just as weirded out. "Wait, did she come back to life?"

"No, she's not from my dimension, she's from another world," Peter said.

"Gonna need to do a lot of explaining," Trixie said.

"Yeah, what dimension is this girl from?" Starlight asked. "It's not like Capcom or anything."

"No, Capcom is completely separate from my reality," Peter said. "Let me put it like this. My world has a lot of different versions of it, like copies. This isn't another realm like Asgard, or another reality like Capcom, there are whole other timelines."

"What's the difference?" Starlight asked.

"Look, Sunset's probably an expert on this by now, so we can ask her later," Peter said. "Point is this, years ago I met other Spider-Men. One guy was kind of like me, except he had a personality like an old detective. You've read some of those mystery books that Twilight has, right?"

"Oh yes, I believe I have," Starlight said.

"You've seen ones where there is some grizzled old detective doing his best to fight the troubles of the criminal underworld," Peter said. "Like this guy is basically if I had Batman's personality."

"Batman...he's the guy who's dressed like a bat, right?" Starlight asked.

"Right...I guess you don't know Batman too well, I should rectify that somehow," Peter said. "Point is, he's a version of me that's less punny and more like he’s seen too much."

"A better way to put it is basically Peter swapping personalities with Wolverine then," Trixie said.

"Yeah, wow that would have been so much easier to explain," Peter said, shaking his head. "I still feel so scatterbrained."

"Just take your time, Peter," Aunt May suggested.

"Yeah, of course," Peter said. "Aside from him, there were more versions, like me with that symbiote suit that Venom had, and a cartoon pig named Peter Porker."

"...A what?" Starlight asked.

"Yeah, it's as silly as it sounds," Peter said. "Among them was a guy named Miguel O'Hara, a Spider-Man from the year 2099. He and I are kind of opposites, he sees justice one way, I see it another. He probably would have sided with Tony Stark and The Accords."

"Oh yeah, that's a definite opposite," Trixie said.

"So other versions of you exist, or at least other Spider-Men," Starlight said.

"Yes, now this friend of mine says in her world, she's the one with the spider powers," Peter said. "She uses the alias, Ghost Spider."

"Sounds spooky," Starlight said.

"It's clever, even if it's similar to another hero I know," Peter said. "The thing is, this girl is actually an alternate version of a friend of mine, Gwen Stacy."

Trixie's eyes widened in disbelief, "Gwen Stacy? You mean your first girlfriend?"

"First girlfriend?" Starlight asked.

"I'm not sure if I told you this, Starlight, but I dated a girl before I met Twilight," Peter explained.

"I may have heard this in passing," Starlight said. "And you said she's...dead?"

"Yes, thanks to an enemy of mine, The Green Goblin," Peter said.

"Green Goblin?" Starlight asked, feeling a bit of a headache. "That's terrible."

"It was a really hard time in Peter's life," Twilight said. "In fact, when I brought him to Equestria, he was still grieving her loss."

"It was very recent at the time," Peter said.

"Thinking about it, the term Ghost Spider is kind of cruel with this type of context, but I'll keep that to myself for now," Trixie mentally noted.

"So now this girl is back? And with spider powers of her own?" Starlight asked.

"I don't know what's happening, or why it's happening," Peter said. "I do know that everyone else needs to be made aware of it."

"Where is she?" Aunt May asked.

"I don't know, after Twilight fainted, I immediately brought her home," Peter explained. "I'm guessing she'll pop up again later."

"That she will," came the voice of Julia Carpenter, her sudden appearance startling everyone present.

"Geez! Who are you and where did you even come from!?" Peter shouted.

"Sorry, force of habit," Julia said.

"Wait, are you human?" Starlight asked.

"Yes, it would appear so," Julia said, flexing her hand as she took a seat nearby. "I suppose you want an explanation for all this, don't you Peter?"

"How do you know my name?" Peter asked. "You also haven't told me who you were."

"Right, I suppose introductions are in order," the woman said. "I'm Julia Carpenter, you may refer to me as Madame Web."

"Madame Web?" Peter asked. "Wait, the Madame Web I know is an old lady."

"I'm her successor," Julia confirmed. "My predecessor is unfortunately no longer with us. She transferred her powers to me before her death."

"Oh...sorry to hear," Peter said. "That lady was nutty but I'd be lying if I said I wouldn't miss her. It must be hard on you too so I'm sorry about the loss."

"No use dwelling on the past," Julia said. "Peter, as you may already know, a war is coming. The multiverse is in danger."

"Is this related to Discord's team?" Peter asked. "Or does it have to do with Albert Wesker?"

"Both," Julia said. "Discord has been messing around the multiverse, as has Wesker and his team. Last year, they crossed into other dimensions of other spider powered individuals. The one you call Wesker had a brief encounter with Ghost Spider, or Gwen Stacy as you know her."

"What did Wesker want with her?" Peter asked.

"I have not deduced that," Julia said. "The way Gwen made it sound, he was just there to practice."

"Practice? To fight me?" Peter asked. "Man, he really wants to avenge his loss, doesn't he?"

"You mentioned other spiders too," Twilight said.

"Yes, one of whom Peter is familiar with," Julia said. "Spider-Man 2099."

"Oh, you mean Miguel?" Peter asked. "Did someone try messing with Nueva York?"

"I believe her name is Juri Han," Julia explained. "She is also from the Capcom world."

"Juri Han...I think I heard Chun-Li mention her once," Peter said. "I don't suppose a guy named Vergil and a girl named Tron Bonne were there too?"

"Yes, each battling their own spider," Julia said. "It all related back to you. Wesker has grand ambitions, which include defeating you."

"So, bad enough Discord's team just threatened this whole Multiverse Armageddon as they call it, but now we need to worry about Albert Wesker?" Trixie asked. "I miss the days when all our problems were limited to one universe."

"That all went out the window the moment I got transported to Equestria," Peter said.

"Actually, it started with Norman Osborn when he tried stealing Discord's power," Julia said. "That's why you were sent here Peter, to stop Discord and Osborn."

"Uh, pretty sure I'm here because of a spell Twilight cast," Peter said.

"My spell was to bring the greatest hero in the multiverse to Equestria," Twilight said.

"Greatest Hero?" Julia asked. "Weird, that's not what Cassandra said...was it?"

"Well things just got even more confusing," Trixie said. “Is Peter meant to be the greatest in the Multiverse?"

"That is very hard to decipher, the multiverse is infinite after all," Julia said. "There may be even greater heroes than Peter."

"That's fine with me, I don't want that type of pressure," Peter said. "What I do want are more answers."

"I can get you them, but first, it would be a good idea to reunite you with Gwen," Julia said, using her abilities to summon the girl to Equestria.

Spider-Gwen had appeared in costume before the Parker-Sparkle family, the girl pulling her mask off to reveal her face. "Hey everyone."

A stunned silence fell across the room. Trixie knew enough of Peter's past to know how big of a deal this was. Starlight, while not knowing as much, still felt some tension in the air by this girl's presence. Aunt May looked in awe at the sight of the young girl who once dated her nephew, or at least a version of her. Twilight was grateful she wasn't fainting, but that didn't make this moment any easier for her.

Out of all of them, Peter was the most amazed. He had seen her last night, he had spoken to her, but to see this again is a big reminder that this is very real.

"Gwen...it's good to see you again," Peter said.

"Yeah, likewise," Gwen said.

Silence fell on the room once again, as no one really knew what to say at this point. Peter had so many questions for Gwen, he just couldn't think of one to start with. Gwen was feeling similar, but also had a nagging sense of worry.

The tension broke when Mayday stepped into the room, the girl noticing the guests, "Huh? What's going on?"

"Mayday?" Peter said, turning to the side and spotting his daughter.

"Dad, who are these ladies, and why does one look human?" Mayday asked.

"Dad?" Gwen asked. "Peter, is that your daughter?"

"Uh yeah, this is Mayday," Peter introduced. "Mayday, this is a friend of mine."

"Hi," the girl greeted. "My name is Gwen Stacy."

That introduction was very confusing to the young girl, "Gwen Stacy? As in...THE Gwen Stacy?"

"I take it your dad's mentioned me," Gwen said.

"I've heard your name but...I thought you were...well..." Mayday wasn't sure how to word this. "Not alive..."

Gwen looked a bit weirded out hearing that, though she had heard about what happened to an alternate version of herself. "Yeah, I suppose you're confused. I'll explain everything."

"That might help," Peter said, trotting over to the girl, placing his hoof on her shoulder. "Still, I'm really happy to see you, Gwen."

"Yeah...me too," Gwen said, bringing Peter in for a hug, really holding the hero close, and not wanting to let him go.

"Uh, wow...hope the other me doesn't get jealous," Peter joked.

"...Right, other you..." Gwen lamented.

"Ahem..." Twilight said, getting their attention. "Gwen, you should focus on what you're going to say, but it won't only be with me. Everyone else should know too. Mayday, is your uncle Spike awake?"

"I think so," Mayday said.

"Trixie, go check on him, and Benjy too while you're at it, I need to round up some friends," Twilight said, immediately disappearing.

"Whoa, where did she go?" Gwen asked.

"She teleported," Peter said. "Sounds like she's getting some friends of ours."

"Let's go meet up in the living room," Trixie suggested.

"But I'm hungry," Mayday said.

"I have some food for you dear," Aunt May said. "I'll bring it with me to the other room for you."

"Thanks Aunt May," Mayday said.

In the Capcom World, Sunset had finished eating breakfast and had just entered the personal gym of their main HQ. Immediately she could see that she wasn't alone, several other warriors were gathered by machines.

These of course included Laura, Makoto, Ibuki and Viewtiful Joe, the latter looking extra determined as of late.

"One of these days, I gotta be the first one here," Sunset said. "I can only imagine how early some of these fighters wake up, assuming they went to sleep at all."

"Even warriors need sleep," Ryu said, walking up beside her. "The body cannot function without rest, no matter how strong a person is."

"Or without a good meal too," Dante said, also walking up.

"Is that why you constantly eat pizza?" Chris teased, having joined his friends.

"Hey, I don't eat pizza that much," Dante said. "Even if I did, it's my choice on the matter."

"Variety helps," Ryu said. "Make sure you balance your diet with plenty of greens and meat."

"That I've definitely had to learn," Sunset said. "The greens are no trouble, but I did struggle to eat meat."

"Is it bad for you?" Chris asked.

"Not necessarily, an Equestrian's biology isn't exactly like the biology of ponies found in human realms," Sunset explained. "If that were the case, I couldn't eat chocolate."

"Not that you need chocolate," Ryu said.

"I know I don't 'need' it, but it's a nice treat to have," Sunset said. "Besides, Chun-Li eats sweets too, she says it gives her energy."

"Chun-Li is very wise for the most part, but that is one of her more flawed ways of thinking," Ryu said. "It's a good way to end up with a sugar crash."

"Pretty sure it's also the reason she's got such huge legs," Dante said. "All the sugar from that candy she eats went straight to her thighs."

"It's a miracle she turned that into pure muscle," Chris said. "Guess it works for her but it's still risky."

"Maybe it can work differently for ponies too," Sunset theorized. "Pinkie Pie certainly doesn't let all the sweets she eats affect her."

"Pinkie Pie is very...unique in some aspects," Ryu said. "Of course I do not know her well so I won't make brash generalizations. But, given her recent spar with Paul Phoenix, she has definitely shown signs of unpredictability."

"That girl's a wildcard for sure," Dante said.

"You should see her human counterpart, just as whacky," Sunset said.

"Human? Oh, is this related to those sirens?" Dante asked. "They seemed to know you."

"Yeah, sometime after I first met Peter, I went traveling the multiverse and ended up spending time in a world where Twilight and her friends were High School students at Canterlot High. Twilight recently transferred from Crystal Prep because the principal there was such a bitch," Sunset explained. "While at Canterlot High, she formed a band with her friends called The Rainbooms, and one of their biggest threats were those Sirens, they called themselves The Dazzlings. I helped defeat them and free the school from their tyranny."

"Sounds like quite an adventure," Dante said.

"Sure was, come on, let's talk more by the weights," Sunset said.

As the group passed a Butterfly Machine, Cloud, who was the one using it, was quick to get their attention. "Hey guys."

"Oh Cloud, you're here early," Ryu said.

"I got bored," Cloud said. "Plus I need to keep up my strength, so here I am."

"Working on your upper body?" Sunset asked.

"Yeah, gotta keep up the strength," Cloud said, then gestured to his weapon. "Otherwise I can't use my sword."

"Oh yeah, this thing," Chris said, kneeling beside it. "You mentioned it was heavy."

"Heavy is an understatement," Cloud said.

"I tried using something like this once," Sunset said, gripping the sword and trying to lift it. "But yeah, it's a lot heavier than it looks."

Dante grabbed it with one arm, "Doesn't seem so bad to me."

"Show-off," Chris said. "Anyway, I'll just stick to what I know."

"You sure you don't want to try and lift it? "Cloud asked. "Not confident in your muscles?"

"Cute," Chris sarcastically stated. "What good is a weapon if you can't effectively use it?"

"He's got a point," Ryu said. "Of course I do not fight with weapons but if I needed one, I'd pick one I could effectively use, not one just because it's strong."

"Well if you could effectively use a strong weapon, that's an advantage," Dante said, swinging the sword around. "Still, this looks pretty badass. You got yourself a nice sword Cloud."

"Your sword's pretty cool too," Cloud said. "It was a gift from your father, right?"

"Yeah, not his only sword either," Dante said, placing the Buster Sword down. "Of course I use more than one type of sword. I don't even limit it to swords. Guns and gauntlets work just as fine for me."

"I just stick to different types of guns," Chris said. "I would not be able to use a sword. But I can probably use a bow and arrow. I am the top marksman here, so I should be able to handle anything like that."

"Pretty sure Chun-Li is top marksman," Dante said.

"Chun-Li? She doesn't even use guns," Chris said. "Even so I doubt she's better than me."

"Don't be jealous now," Dante teased.

"It's not jealousy, I'm spitting facts," Chris said. "Go get Chun-Li right now and I'll prove that I'm better!"

"Chris, don't start," Ryu said.

"Yeah, I think you're pretty great," Sunset said. "I'm sure you're as awesome as you think you are."

"No offense Sunset, but it sounds like you're patronizing me," Chris pointed out.

"Hey if you're really gonna do a marksman competition, let me know," Dante said. "I'll call Nero and see if he wants to take part of it."

"Bring it, I'll take him on as well," Chris said.

"Then later we can do a best swordsman competition," Dante said, then turned his attention to Cloud. "Think you can handle that, 1st Class soldier?"

"First off, it's SOLDIER 1st Class," Cloud corrected. "Second, I would say I'm not interested, but I wouldn’t mind putting my skills to practice against you."

"This is why I love this world, you guys are always up for a challenge," Sunset said. "Makes me want to prove myself as well...I bet if I work on my magic, I can outshine Doctor Strange!"

"Ambition, you really are one of us, Sunset," Dante said.

"I'll feel like it when I get my skills up to par with you guys," Sunset said. "That's why I gotta keep working my body."

"Don't forget mind and spirit," Ryu said. "Have you practiced your meditation?"

"...I've tried to but it's so boring," Sunset lamented. "I need something more exciting."

"Sunset, if you can't balance body and mind, you will not achieve your goals," Ryu said. "Martial arts is not just about physical prowess, it's mental as well."

"I guess..." Sunset said. "Still, how do I just sit still for so long?"

"It takes practice, just like anything else," Ryu said. "Mastering your mind is arguably harder than your body. But I believe you can pull it off. You're already good with magic, and that took a lot of studying, so you can focus when you need to. The basics are very important, every strong monument needs a good foundation to stand on."

"Alright, I'll try meditating later then," Sunset said, then spotted a couple of newcomers. "Oh, I can see two of Sonic's friends."

"Hello," came the voice of Amy Rose, the girl joined by Knuckles.

"Here to use the gym?" Ryu asked.

"Yeah, Knuckles and I are gonna try some boxercise together," Amy said, throwing some jabs.

"I don't think you need my help, Amy. You're strong enough already," Knuckles said.

"Maybe, but if I'm gonna keep up my skills, I gotta train with the strongest guy I know," Amy said. "Plus I gotta make sure you're up to par too."

"I'm always up to par," Knuckles said, flexing his muscles. "If I competed in that exhibition bout prior to the Marvel vs Capcom Tournament, I bet I could have taken out all those Equestrians by myself."

"Someone's cocky," Dante said.

"Honestly, it should have been me in there, and not Tails," Knuckles said. "He really made us look bad by losing."

"Tails did his best, that Fluttershy girl was just tougher than she looked," Amy said. "But I kind of wanted to fight myself."

"Hey there will be more tournaments," Dante said. "Next time, we'll do Team Battles."

"As long as I get to team with Sonic," Amy said, holding out her hammer. "Our love will demolish the competition!"

"I keep forgetting you can pull that hammer out of nowhere," Sunset said. "I'm amazed it does so much damage, it looks like a toy."

"It looks cute, but my Piko-Piko hammer is nothing to scoff at," Amy said.

"What is 'Piko' anyway?" Sunset asked.

"It's the sound a toy hammer makes when you hit something with it," Ryu said.

"...So it is a toy?" Sunset asked.

"I'm fairly certain it's not," Ryu said.

"Hm...Amy, could I borrow that hammer?" Sunset asked.

"Uh, are you sure? It's kind of heavy," Amy said.

"It can't be that bad," Sunset said, grabbing the hammer and immediately falling over. "OW!"

"Sunset!" Ryu helped her up, "Are you alright?"

"Geez, that hammer's REALLY heavy!" Sunset said.

"Is it really?" Chris asked, gripping the hammer and trying to lift. Unfortunately for him, he could not lift it. "What the hell is this thing made of!?"

"Not easy to lift, is it?" Knuckles said. "Amy here is MUCH stronger than she looks."

"It's nothing, really," Amy bashfully stated.

Dante lifted the hammer up, with much more ease than his allies, "To think something like this could be so hard to lift."

"Again, you're a show-off," Chris said.

"How the hell am I a show-off? All I did was pick it up," Dante said. "Hey why don't you just build up some more muscle then!?"

"Boys, knock it off," Sunset said. "Chris, Dante wasn't trying to show-off. Dante, you have been bragging recently so it's understandable that Chris considers you a show-off. Now no more arguing, be better."

"Whoa...she really laid down the law," Cloud said.

"That shows trust," Amy said. "Sometimes I have to reign Sonic and Knuckles in."

"When!?" Knuckles asked.

"All the time, you two bicker a lot," Amy said. "You're probably the only person Sonic really bickers with."

"What's that supposed to mean!?" Knuckles asked.

"Nothing Knuckles, just that you two have moments, but I guess it's fine, it's a boy thing after all," Amy said. "I don't mean that in a bad way, personally I think it's kind of cute that you and Sonic have that type of bond."

"Hey! I'm not cute!" Knuckles insisted while flexing his muscles. "Do these muscles look cute?"

"Yes, they do," Amy said, grinning at the Echidna, much to his annoyance.

"You're something else sometimes," Knuckles said.

"Heh, I like that girl," Dante said. "She's got that badass feminine thing going."

"She kind of reminds me of Aerith," Cloud pointed out.

"Who's Aerith?" Knuckles asked.

"She's...an old friend of mine," Cloud said, a hint of sadness in his voice.

Amy immediately detected the tone, "Are you alright?"

"I'm fine..." Cloud insisted. "Don't worry about me."

"Well...if you need someone to talk to, I'm here for you," Amy said.

"Seriously, I can feel that sweetness from here," Dante said. "Kind of reminds me of my mother."

"Whoa, that's quite the comparison," Chris said.

"Well what can I say, I lost my mom when I was young, and most women I met later weren't exactly...super nurturing," Dante said. "Except maybe Trish, but she's still pretty tomboyish."

"Hey my sister's a bit of tomboy but she's got that nurturing nature to her," Chris said. "You can ask Sherry Birkin just how much of a caring big sister Claire was during the Raccoon City incident. Claire even acts like a big sister to me, and I'm actually the older sibling."

"Oh yeah, she would go to Raccoon to check on you," Sunset said.

"I can't cook worth a damn, so Claire would come to the city at times and cook my meals for me so I wouldn't spend so much money at a restaurant," Chris said. "Thankfully I have Jill now, she's a damn good cook, but I do like my sister's style as well."

"Never heard you two go into such depth about this," Sunset said.

"Here's an important lesson for you, Sunset," Chris said. "No matter what anyone says, there's nothing wrong with being feminine."

"Why would there be?" Sunset asked.

"Most girls think they need to act tough like guys to earn respect, especially in this type of hobby or profession," Dante said. "I admit, it is hard for a girl to become a respectable martial artist, women aren't naturally built for fighting. Not a bad thing in my mind, women have plenty of talents that men struggle with."

"That won't stop some women, but at least they work hard for it, "Chris said. "Chun-Li worked hard to become a police officer, and a martial artist, and we respect her for that because she didn't take shortcuts and she earned our respect."

"Some women, like that Chavez woman, act like they're entitled to that type of respect, and act like life's so hard," Dante said. "Men have to work hard too, just like women. But she took shortcuts and now she's considered a joke."

"From what Strange has said, there's others like her in his world," Chris said. "Sad to say that it's becoming a problem here. Not just women, all types of entitlement from the younger generations."

"And from what I can see, it's going to be a problem in Equestria," Sunset said. "Where did all this entitlement even come from?"

"It's always been there," Ryu said. "At one point however, it was considered a bad thing and those who acted that way were properly disciplined. Nowadays, that behavior is being nurtured and enabled."

"You got all these people acting like they can take on the world, and higher ups who don't give a damn," Chris said.

"It's so ridiculous," Cloud said, then turned to Amy and Knuckles. "Make sure this crap doesn't happen in your world."

"No promises, I see some entitlement coming," Knuckles said.

Ryu focused on his Equestrian friend, "This is why I urge you to practice hard, and respect the foundations, Sunset. I don't want you to feel that entitlement that others are plagued with."

"Oh I promise I will never act like Luke Sullivan or America Chavez," Sunset said.

"Given that shit with that griffon in Equestria, it makes me worried that someone in this world or Marvel will try that same crap," Chris said. "Luke already tried getting some of the newcomers on his side, especially the new Monster Hunters, Leo and Leia."

"Nero and V are keeping an eye on them," Dante said. "So is Rashid. If anyone's going to be the future, it's him. He actually respects everyone who came before him and is getting by on his own laurels."

"So it's not all lost hope then," Sunset said.

"As long as there's at least one person to speak out against the injustice, then there is hope," Ryu said. "Newcomers are a good thing, so long as they understand that they are not entitled to anything. I have no doubt that this world along with Marvel, Square, Sega and Equestria have its fair share of that."

"Yeah...I think so too," Sunset said, thinking over those who have a bright future in Equestria.

Within that particular world, Rumble was seen entering the newly opened house of his best friend Silverstream, one she shared with Smolder, Ocellus and Gabby. He was joined by Scootaloo, Dinky, his wife Apple Bloom and his son Cumulon.

Sandbar was also there in support of his girlfriend Ocellus, the stallion marveling at the house and happy that the girl of his dreams was living close by.

"This is such a nice place, Silver," Rumble said. "Peter really had this built for you?"

"Yeah, it was super sweet of him," Silverstream said. "But it's hardly a surprise, I guess. Peter's just that nice of a guy."

"Well, he is a superhero, they have to set an example," Rumble said. "But knowing Peter, he sees it as less of a hero thing, and more of a 'Doing the Right Thing' kind of deal."

"Just some friendly hospitality," Apple Bloom said.

"Whoa! There's a sauna in here!" Smolder called from another room. She ran back to the center of the house. "It goes pretty high too!"

"Oh yes, Peter mentioned that to me, he told me it was a surprise for you," Silverstream said. "He figured it'd make you less homesick. But he also warned you to be careful with how much of it you use."

"I'll be good," Smolder said.

"He also added hoops to the backyard," Gabby said. "So Silverstream and I can practice our flying tricks."

"Gonna join the Wonerbolts for real there, Gabby?" Rumble teased.

"Of course, this way I can fly with my friends," Gabby said. "I just hope I can pull it off."

"Well remember, it takes a lot of practice," Rumble said. "You have to be dedicated, not just anyone can join The Wonderbolts."

"Yeah, I'm aware," Gabby said. "I'll still try my best."

"I know you will," Rumble said. "Now then, we all know why we're here."

"Yeah, to throw a housewarming party for our friends," Scootaloo said.

"Well that, and to further our plans," Rumble said. "Equestria needs more superheroes after all."

"Oh boy..." Sandbar lamented.

"Hm? Something wrong?" Rumble asked.

"I still don't know what you or Gallus are thinking when it comes to this," Sandbar said. "What's with this sudden desire to form more superheroes?"

"You remember the Tournament, those villains showed up and said they were gonna destroy the multiverse," Rumble said. "We can't just sit around and let Peter do all the work. We need to do our part to help him and everyone we love."

"You really think you can handle those guys?" Sandbar asked.

"I can't promise we can, but it's worth trying," Rumble said. "I want to be a superhero, it's the main reason I joined The Wonderbolts. I didn't really get to live my dream that much since I was just either patrolling or trying to capture other heroes. But this is my second chance, I want to be the hero I know I can be."

"So do I," Silverstream said. "We owe it to this world to do our best."

"And show those villains they can't mess with us," Scootaloo said.

"Yeah but...it still seems risky," Sandbar said. "The other heroes will figure this out eventually."

"I know they will, I have confidence that they can save the world," Rumble said. "But I'm still not going to just sit aside and do nothing. Peter does so much for us, he risks everything to keep us safe. But while he's fighting for our freedom, he's sacrificing his own. That's not fair to him, why should he have to give up everything for us?"

"Because it's his job, I guess?" Sandbar asked.

"It ain't his job, Peter isn't obligated to do anything fer us," Apple Bloom said. "He chose to be a hero because it's the right thing to do."

"Well if he chose it, why are you so worried?" Sandbar asked.

"Did you really just ask that? Like did you even learn anything at The School of Friendship?" Rumble asked.

"Of course I did," Sandbar said. "I learned plenty."

"Prove it then," Rumble said. "Tell me, Peter being a superhero, what Element do you attribute to that?"

"Um..." Sandbar scratched his head. "Loyalty? Like he's doing his job."

"Again, not a job. That said, I don't entirely disagree with the Loyalty thing, because Peter exemplifies Loyalty to not only those he loves, but to any place he vows to protect," Rumble said. "But a better answer is Kindness. Peter and his friends are heroes out of Kindness. They don't have to save the world, but they do it anyway. They do good just for the sake of doing good."

"Be good for goodness sake," Ocellus said, earning a confused reaction. "I've heard Kurt say that. It's from a Christmas song, but he also says there's Christian truth to it."

"Peter believes that With Great Power, comes Great Responsibility," Rumble said. "That's why he's a hero, he's got the power to protect people and he does. He doesn't need to but he does it anyway. That's where I'm coming from. I want to do it because I know it's the right thing. Peter is my inspiration, and it would be an honor for me to uphold his beliefs and make sure they get passed on to future generations. My son will grow up with lessons we've learned from Peter and the other superheroes, and I will be damned if anyone tries to destroy the good legacy that the heroes worked so hard to build."

"Huh...wow..." Sandbar said. "You're really passionate about this, aren't you?"

"Got that right," Rumble said. "If I can make it so that Peter has even one extra second to spend with his family, I will take that chance. Not just Peter either, I want to ensure everyone has that chance, because this burden should not be Peter's alone. Heroes aren't a curse, they're a gift."

"Well, I can respect your reasoning I guess," Sandbar said. "But, haven't you tried being a hero even before being a Wonderbolt? Like with Magneto, and that Weapon X team."

"I have, and I admit I haven't had the best results so far," Rumble said. "But Peter wouldn't give up, Johnny wouldn't, Logan wouldn't, so I won't either."

"Wow...this is super inspiring!" Gabby said. "You really make me want to try my hardest Rumble! You're just like Peter already!"

"Eh, not yet," Rumble said. "Peter's good at talking but it means nothing without action, which Peter does well too. He's the type who will back up what he's saying and I need to do the same."

"You got it under control, Sugar Pie," Apple Bloom said.

"Thanks hon," Rumble said, focusing back on Sandbar. "Now you see where I'm coming from, don't you?"

"Yeah...one more thing though," Sandbar said. "Do you really believe that the Heroes are a good thing? And not a curse? Like, Gallus did have a point that a lot of problems started because of them."

"Sandbar, you want to know something that not many ponies do?" Rumble asked. "Peter's been to another timeline, and you know what happened in that timeline?"

"Uh, no," Sandbar said.

"It's a complete and utter wasteland," Rumble said. "Ponyville looks like trash, actually all of Equestria does. It's been turned into a wasteland, everyone either dead or prisoners. Peter told me how Apple Bloom didn't make it, and it broke his heart because he loves her."

"Ah felt more terrible fer that version of Applejack," Apple Bloom said.

"Scootaloo's gone, Mayday's done, Twilight's gone, everyone has suffered from this villain," Rumble said. "You know which villain it was? Do you know where the villain came from?"

"Uh...not exactly," Sandbar said.

"It was Chrysalis, Queen of the Changelings," Rumble said. "Someone from our world."

"Chrysalis?" Sandbar asked, briefly glancing at Ocellus. "Wait, she destroyed the future?"

"Yes, no superheroes around either, Peter was but that version of him was gone too," Rumble said. "Chrysalis destroyed Equestria."

"I had no idea," Sandbar said. "Is it really true?"

"Ah can verify that it was," Apple Bloom said.

"Same, we've seen the evidence," Scootaloo said. "Sweetie Belle too. You can ask her when you see her again."

"You can also ask Logan, or Twilight, or even Chun-Li and Leon Kennedy," Apple Bloom said. "There are ways to access that future."

"Point is that an enemy from this world destroyed this world, so no, the heroes are not to blame for everything," Rumble said. "Yes there are threats from outside Equestria but that doesn't mean Equestria itself is free from harm. Without the heroes, we'd probably be dead, and Ocellus would still be under Chrysalis's control. There's always going to be danger, pinning the blame on the heroes is not only false, but also cruel because they’re the ones who risk their lives to protect us!"

"So you can understand why what Gallus said was very insensitive, right?" Scootaloo asked. "Imagine volunteering to do something nice for someone, and that person complains."

"It don't have to be heroing either," Apple Bloom said. "You could take time out of yer day to buy somepony something with bits you earned. You give it to that pony and instead of being thanked, yer told something like 'I didn't want Vanilla Ice Cream, I wanted Chocolate Ice Cream'."

"That was kind of specific, did that happen to you?" Sandbar asked.

"Once with Diamond Tiara, she wasn't feeling too well so ah surprised her with a snack, then she complained about it because it wasn't to her liking," Apple Bloom said. "Ah would have been fine if she just told me that it wasn't her favorite flavor but she appreciated what ah did, not that ah messed up when ah didn't even have to be nice to her in the first place."

"Did she apologize for that?" Gabby asked.

"Eventually, her daddy found out and scolded her," Apple Bloom said. "Ah forgave her of course, but it still bothered me. Imagine that fer Peter, but ten times worse because he's risking his life, and some ponies have the nerve to act like this is all his fault when it's not."

"It's just super ridiculous that not only does Gallus have the nerve to say those things, but others believe him," Dinky said. "What's become of this world in that heroes aren't appreciated? It's like they forgot how many times Peter saved the world. He and his friends."

"Guess if it ain't recent, it don't count," Apple Bloom said. "What a load of horse apples."

"When you put it like this, I guess I can see your point of view," Sandbar said. "It'd suck to live in a world like that future."

"You know what's really amazing?" Rumble asked. "Instead of 'striking first', Peter decided to offer the Changelings peace instead of war. He gave them a chance to do the right thing, and it paid off. That's why Ocellus is here right now."

"I owe Peter my life, I will always stand by him," Ocellus said. "That's why I too want to be part of Rumble's plan."

"Hey, someone of your ability would prove very useful, you'd be a cool shapeshifting superhero," Rumble said.

"That reminds me, are there any other shapeshifting heroes?" Dinky asked.

"...No, actually most of them are villains I think," Rumble said.

"Well, I'm honored to break that mold," Ocellus said.

"Excellent, now let's get down to business," Rumble said.

"Wait, what about Sweetie Belle?" Gabby asked. "Is she still not coming?"

"I did ask Laura to get her if she's feeling well," Rumble said. "Laura knows where this house is so-"

Suddenly there was a knock on the door.

"Wow...if that's Laura then that's REALLY good timing," Apple Bloom said.

"I'll get it," Gabby said, heading to the door.

"Hey Rumble, you think The Wonderbolts are okay with us doing this superhero thing?" Silverstream asked.

"Johnny and Rainbow Dash can be heroes separately," Rumble said. "If I get fired for it, well I'm willing to take that chance. If you don't want to take it, then I won't hold you to it."

"No, I'll risk it too," Silverstream said. "Doing the right thing matters more after all."

"Exactly," Rumble said. "Gabby, needs to keep that in mind too."

"At least I have no real risk," Scootaloo said.

Seconds later, Gabby had entered the room alongside a very concerned Laura.

"Yo, Rumble, we got ourselves a problem," Laura said.

"Hm? What is it?" Rumble asked as Sweetie Belle stepped into the room.

"Hi everyone, like my new look?" Sweetie Belle asked, showing off her symbiote suit.

"Uh...that looks similar to what Venom had," Rumble said.

"Oh yeah, it was a part of the suit that came off," Sweetie Belle said, turning around some more, really showing it off. "Really looks good on me, doesn't it?"

"...We should let Peter know," Rumble said.

At the Parker-Sparkle home, Twilight had gathered her Element Friends along with their husbands, also joined by Spike, Janet, Franklin and Susan. Trixie, Starlight and Aunt May were there as well with Mayday and Hope. In addition, MJ, Harry and Flash having also been invited.

"Thank you all for agreeing to come here on such short notice," Twilight said.

"Well you made it sound really urgent," Johnny said.

"Does this have to do with Discord?" Logan asked.

"It might," Twilight said, then called to the kitchen. "Bring her in, Peter!"

Seconds later, Peter came into the room, joined by Gwen Stacy, the girl fully dressed in her hero suit.

"Uh, who's this?" Johnny asked. "You recruit someone new Peter?"

"Sort of, she came to me," Peter said.

"Her suit's like yours," Bobby said. "Only black and white...and less webs."

"We also have the same powers," Peter said, turning to Gwen. "Show them."

"Uh, alright," Gwen said, leaping up and latching onto the ceiling with one hoof, surprising those present. "See?"

"Hm...I might believe you more if you crawled around," Bobby said.

"No," Gwen said, leaping down. "You believe it, or you don't."

"Geez, it was just a suggestion," Bobby said.

"She's funny," MJ pointed out.

"What's going on, Peter?" Applejack asked. "Who is this girl?"

"Okay...so is anyone familiar with the story of me meeting other Spider-Men?" Peter asked.

"This again?" Logan asked. "Yeah Parker, we're all familiar by now."

"Mostly," Bobby said.

"Wait, there's more?" Flash asked.

"Quick recap," Peter said. "I was fighting Mysterio, then Madame Web sent me to another Dimension, then things happened, I met other versions of Spider-Man. This girl is also a Spider-Man, except she's a woman."

"That I am," the girl then removed her mask. "Hi, I'm Gwen Stacy, nice to meet you all."

Once again there was a stunned silence in the room, everyone glaring in disbelief at this girl's claims.

"Gwen Stacy?" Johnny asked. "As in...THE Gwen Stacy?"

"Funny, Mayday said the same thing," Gwen said.

"That I did," Mayday confirmed.

"Gwen..." MJ trotted over in disbelief. "Is that really you?"

"Yeah...wait, are you Mary Jane Watson?" Gwen asked.

"I am, it's so great to see you again," MJ said.

"Pleasure's mine too...wow you seem a bit nicer than the Mary Jane I know," Gwen said.

"Oh, are we not friends?" MJ asked.

"We are, sort off," Gwen said. "We're bandmates. I'm your drummer."

"That's amazing," MJ asked. "Wow, me in a band."

"Uh, this is great and all, but what's going on?" Johnny asked.

"Yeah, the only Gwen Stacy we knew about was...you know...not alive," Rainbow Dash said.

"Hey, Mayday said that too," Gwen said.

"That I did," Mayday again confirmed.

"Yeah, Peter let me know. He said something about The Green Goblin," Gwen Stacy said.

"It was a big deal at the time, a lot of people lost faith in Peter because he couldn't save you," Johnny said.

"Uh, Johnny, maybe don't be that honest," Rainbow Dash said.

"It's fine, he's not wrong," Peter said. "The public already hated me after letting Captain Stacy die, Gwen dying did me even less favors."

"Wait, you didn't tell me my father died too," Gwen said.

"Oh right, I guess I didn't bring that up," Peter sheepishly said. "If it's any consolation, he died a hero."

"Well...that's good," Gwen said, still feeling a bit unhappy. "Sort of, I still hate the idea of my dad dying but at least he did something good. Now I kind of want to go home and give my own dad a hug."

"So, how did you get your powers?" Remy asked. "Mon ami Peter said he once got bitten by a spider during a school trip."

"That happened to me too," Gwen said. "I guess in that dimension, the spider bit me instead of Peter. Then I got my powers and boom, here I am."

"Wait, so could that mean that in another reality, I got bitten by a spider?" Flash asked.

"It's very possible that reality exists," Gwen said.

"Awesome, I bet I was an awesome Spider-Man," Flash proudly stated.

Johnny turned his attention to Bobby, "Five bucks says he sucked."

"I wouldn't bet against that," Bobby said, the two chuckling a bit.

"Boys, focus," Rarity scolded.

"So, if you're like Peter, does that mean you're just as strong and fast?" Rainbow Dash asked.

"I guess so," Gwen said.

"So...wanna go outside and prove it?" Rainbow Dash asked, the girl flashing a confident grin.

"Rainbow Dash, now isn't the time," Twilight said.

"Hey come on, another hero with Peter's powers! I gotta see how she measures up to him," Rainbow Dash said.

"I'd be more than happy to demonstrate another time," Gwen said.

"I'm holding you to that," Rainbow Dash said.

"Rainbow Dash, knock it off already," Applejack said, trotting over to Gwen, getting a good look at her. "Still...seeing yer face though."

"Hm?" Gwen got a look at Applejack. "Come to think of it, looking at you is almost like looking in a mirror."

"Just what ah was thinking," Applejack said. "Peter said the same thing to me once."

"It was an uncanny resemblance," Peter said.

"Well it's nice to meet you," Gwen said.

"Name's Applejack," the mare said, then gestured to the stallion behind her. "That's Remy LeBeau, mah husband."

"Most folk call me, Gambit," Remy said, holding up a card while flashing glowing eyes.

"Whoa, how did you do that?" Gwen asked. "You have powers too?"

"I'm a mutant, born and raised in New Orleans," Remy said.

"A mutant, cool," Gwen said.

"We'll introduce the rest of our friends. You already met most of them at least," Twilight said. "Meet Rainbow Dash, Rarity, Fluttershy and Pinkie Pie."

"Also meet their husbands, in order of those Twilight named," Peter said. "Johnny Storm, Bobby Drake, Logan and Wade Wilson."

"People call me The Human Torch," Johnny said.

"Iceman," Bobby said.

"Wolverine," Logan said.

"And I'm Deadpool," Wade confirmed.

Twilight gestured to another mother in the room. "That's Susan Storm."

"The Invisible Woman," Susan confirmed.

"There's Harry Osborn and Flash Thompson," Peter said.

"And of course you know mine and Peter's daughter Mayday, and her cousin Hope," Twilight said. "This is their friend, Franklin."

"Correction, he's my boyfriend," Mayday said, nuzzling his cheek. "And I love him very much."

"Love's a... REALLY strong word Mayday," Peter nervously said.

"I know it is, that's why I said it," Mayday said, earning a blush from Franklin.

"Mayday and Franklin, sitting in a tree," Bobby teased. "K-I-S-S-I-N-G."

"Put a cork in it you repugnant buffoon!" Mayday shouted.

"...Repugnant?" Bobby asked. "Kid, I know you're smart but using big fancy words doesn't prove your intelligence, it just makes you seem like a try-hard."

"She gets that from her mother, it's like Twilight is a walking Thesaurus," Trixie said.

"Hey! No I'm not!" Twilight said.

"Yeah...she's more like a Dictionary, as Scootaloo would say," Peter joked.

"Peter!" Twilight scolded.

"Ahem!" Logan said, getting their attention. "Focus, if this is linked to Discord, we need to stay on topic."

"Logan's right, stopping Discord is our top priority after all," Peter said. "Same with Wesker."

"Wesker?" Johnny asked.

"Yeah, I ran into Albert Wesker some time back," Gwen said. "He's not alone, he's got friends helping him out. Somehow he's able to travel across dimensions, doing who knows what."

"That explains why Chun-Li and her team had a hard time tracking him down after he broke free," Johnny said.

"According to Miguel O'Hara, he's left some traces of travel behind, his multiverse traveling definitely went beyond what you call Marvel and Capcom."

"Miguel O'Hara is another Spider-Man, correct?" Logan asked.

"Yes, at present there are two others on our side, since we're the ones who had direct contact with Wesker and his group," Gwen said.

"Variations of Peter?" Johnny asked.

"No, different ones," Gwen said. "One of them is a boy named Miles Morales. Unlike me, he didn't get bitten in place of Peter, rather he got bitten afterwards."

"So both of us exist in that world?" Peter asked.

"Yeah, he can explain it better," Gwen said. "Miles is a bit newer in his role, but he's a good kid who wants to do the right thing. You set a good example for him in that timeline."

"That's good to know," Peter said. "Who did he come into contact with?"

"Someone named Vergil," Gwen said, Fluttershy suddenly feeling uncomfortable.

"Dante's twin brother," Logan said, the hero unsheathing his claws. "I'd be more than happy to put him in his place."

"Sounds like this Miles kid handled himself well," Peter said. "Wonder if he exists in my Earth too?"

"Maybe, he's from Brooklyn so you can see for yourself one day, but Miguel says the odds of him having been bitten in your world is low," Gwen said.

"If he was, I would have known," Peter said. "But I guess the next time I visit Brooklyn I'll have an answer."

"Who else is there?" Logan asked.

"A girl named Peni Parker, who commands her suit, SP//dr," Gwen said. "Her powers are a bit different, she doesn't have natural super strength, just a psychic link with the spider that bit her. It lives in her suit."

"Oh, so another female Spider," Peter said. "Is she from New York too?"

"Well she was born in Japan, but she lives in New York nowadays," Gwen said.

"Japanese huh? Does she know English?" Peter asked.

"Yeah, she's fluent in both English and Japanese," Gwen said.

"Just like Capcom's warriors," Johnny said.

"Who or what exactly is Capcom?" Gwen asked. "I know it's where Wesker is from apparently but what is it exactly?"

"A world parallel to ours," Peter said. "Just replace the heroes with warriors."

"Like something out of a video game," Flash said.

"Ryu is one of their strongest martial artists, he might be familiar with the girl who fought Miguel," Peter said.

"Dante, a mercenary half demon, is the twin brother of the guy who attacked your friend Miles," Logan said.

"Hm...so who would know about Tron Bonne?" Gwen asked. "She's the one who fought Peni."

"She's one of Mega Man's enemies...or one of them at least. Volnutt I think," Peter said. "Mega Man also has variations of himself, so this whole thing is not exclusive to you or me."

"Then there's Chris Redfield, a former cop turned Anti-B.O.W. agent," Twilight said. "He knows all about Albert Wesker."

"Well then, it sounds like we need to get into contact with Capcom," Gwen said.

"We should let Julia know," Peter said.

"I heard everything," Julia said, suddenly appearing beside Peter and the others, startling them.

"DON'T! DO THAT!" Peter scolded.

"Seriously, where'd you even come from?" Bobby asked.

"I will relay this message to Capcom," Julia said.

"Do you know how to get there?" Peter asked.

"I should have little difficulty," Julia said. "Meanwhile you should all make a plan of attack."

"Yeah, good idea," Peter said.

"I have some ideas, want to run by them together, Peter?" Gwen asked.

"Sure, that sounds good," Peter said, then turned to his wife. "Twilight, you and Spike should send a letter to Celestia, let her know things are being taken care of regarding the villains."

"Uh...sure," Twilight said.

"Good luck with your planning," Julia said, making her leave.

"Lets go Peter," Gwen said, leading the boy away into the kitchen.

Twilight seemed a bit uncomfortable, the reality dawning on her that her husband's first love has returned to life. "Shake it off Twilight, it's just Peter and Gwen being friends. Peter loves me, not her. I'm the only girl he feels anything special toward. Of course there was the time he cheated on me with Future Sweetie Belle, so...wait, what am I thinking? He didn't mean to do that, he was just in a really bad place. I need to be understanding of that. Peter loves me, only me. That will never change."

"Twilight?" Johnny said, getting her attention. "You alright here?"

"Y-yeah, I'm fine," Twilight said. "Quite a day, huh?"

"Yeah..." Johnny said. "So...Gwen Stacy."

"Uh-huh...surprising, isn't it?"

"And you're sure you're feeling okay?" Johnny asked.

"It's no big deal, really," Twilight insisted.

"Well, just so you know, it's alright if it is," Johnny said. "I get this is kind of strange, even a well adjusted girl like you might freak out a bit. I'm here if you need someone to chat with about it."

"I'll keep that in mind," Twilight said, hugging Johnny. "Thanks for being there for me."

"It's my thing," Johnny said.

"Well now, aren't you all mature now, huh Johnny?" Susan teased. "Comforting a girl without having to ask her out."

"Come on sis, I'm married," Johnny said. "Even if I wasn't, Twilight comes across more like a little sister than a potential girlfriend. Not saying you can't be a good girl for me Twi."

"I get what you mean, and I'm flattered nonetheless," Twilight said, then heard some loud knocking on her door.

"Peter! Twilight! It's me Rumble! Open up!"

"Rumble?" Twilight asked as the knocking grew loud. "Geez, that boy's gonna break the door down."

She used her magic to open the door as Rumble flew inside, "Peter! Twilight! Where are you!?"

"I'm over here, Rumble," Twilight said. "What's with the commotion?"

"This is bad, like really bad!" Rumble said.

"Is it Discord?" Johnny asked.

"It's certainly related to him!" Rumble said, calling to the door. "Sweetie Belle!"

Stepping inside was a confused Sweetie Belle, "Rumble, why'd you drag me here?"

"Yeah why did..." Twilight noticed the symbiote around her body, as did Johnny and Susan. It wasn't long before everyone noticed and freaked out.

"Oh...crap..." Harry said.

Peter stepped out of the kitchen, with Gwen right by his side. "Hey what's going on out-"

"Hi Peter!" Sweetie Belle said, getting his attention.

Peter's eyes widened in worry upon seeing what he did, "...Applesauce."

Unbeknownst to them, Discord had appeared in Equestria, not too far from the Everfree Forest. "Well things are going bad in that wasteland, and it seems like our heroes are trying to move forward. If they catch us off guard, well then the fun's over. But fret not, I know just what to do." With a snap of a finger, he had fully activated some magic. "I hoped these things would have grown on their own by now, guess all the magical interference and what-not prevented it. But it's fine, one little bit of mischief before the grand finale is just what this world needs."

Discord snapped away as black vines began to emerge from the Everfree Forest, gaining strength as it prepares to strike an unsuspecting Ponyville.

Back in the Capcom World, Chun-Li was in the main monitor room, joined by Leon, Jill, Mega Man, Roll, Squall, Kratos, Sonic and the newly arrived Sally Acorn.

"As you can see, tears have appeared across the multiverse," Chun-Li said. "No doubt Wesker is behind a lot of this."

"But not all, even he can't do this much on his own," Leon said.

"Right, Discord may be just as much to blame," Chun-Li said.

"The way Sonic made it sound, Discord is quite the threat," Sally said.

"I don't know him too well myself, but the fact that everyone freaked out at the Tournament has me worried," Sonic said. "Especially those villains who just kind of asserted their dominance."

"And you believe that there's a possibility that Eggman and Wily are part of this too," Sally said.

"I can't confirm it," Sonic said. "But considering Eggman hasn't been seen in my world and Wily hasn't been seen in Rock's, there's a strong possibility they might be part of this."

"What about Wesker?" Mega Man asked. "Could he be part of this too? No one's seen him in a long time."

"This is going from bad to worse," Roll said.

"Don't worry, we won't let it escalate," Chun-Li said.

"At the risk of causing more stress, I do feel the need to mention something of importance," Kratos said. "That being Loki."

"Loki...he's got Sephiroth by his side, doesn't he?" Squall asked. "If those two strike out of nowhere, then we're even more screwed."

"That I am fully aware of," Chun-Li said. "Three threats from three different angles. We're going to need to cover a lot of ground.

"Doctor Strange is watching over things, isn't he?" Sonic asked.

"Yes. He, Clea and Wong are keeping a close eye out, even The Guardians are searching Marvel Space for any sign of Loki," Chun-Li said. "Quill hasn't contacted me in a while about it though."

"Space is massive, one group isn't going to be enough" Jill said.

"The Nova Corp should be aware as well," Chun-Li said. "One member, Richard Rider, is personally on it. He's one of their best too. I believe Black Bolt and The Inhumans are also keeping a close eye out."

"But we still need more allies," Jill said. "We have Spider-Man at least, he and his wife are dedicated to protecting Equestria."

"Of course this is going beyond Equestria, hence why all of us need to be prepared," Leon said. "We need to accept help from anywhere."

"And swallow your pride, right Chun-Li?" Came the voice of Crimson Viper, the woman making her way over with both All Might and Mark Grayson by her side.

"Viper..." Chun-Li said.

"So you made it, and I see you met some friends of ours," Leon said.

"Yes, the big brute here and a shrimpy kid," Viper said.

"I'm not shrimpy," Mark said.

"You're fine, my friend," All Might said. "But this lady could stand to be a little more considerate when talking to others."

"Or he can grow some thicker skin," Viper said.

"Geez, what a pain," Mark said.

"Invincible, glad you could make it," Chun-Li said. "You too All Might."

"Who are these guys? Are they from Marvel?" Viper asked.

"No, they're from their own unique dimensions," Chun-Li said.

"We know Marvel Heroes, like Spider-Man," Mark said. "If I had to say, he's probably my favorite of the bunch. He has that relatability to him."

"I like him as well, he's young but determined," All Might said. "Speaking of youth. Kratos, I think your son is around. He said he brought a friend."

"Goku should be with them now," Mark said. "Also...are you aware that your friend is a talking head?"

"Obviously," Kratos said.

"That's...kind of weird," Mark said.

"My world has weirder," Kratos said.

"Well...I guess mine does too," Mark said. "Wonder what they could be talking about?"

Meanwhile

"So, you look human, but you're not," Mimir said, Atreus holding him up. "And you can power up by yelling and turning golden."

"Yeah, something like that," Goku said.

"Hm...you know that would explain why Kratos yells a lot as well," Mimir said.

"Well he does admit to using Rage to power-up," Atreus said.

"Rage is how I achieved Super Saiyan," Goku said.

"Father says anger can be a weapon if used properly," Atreus said.

"That it can, lad," Mimir said. "So, tell me more about Saiyans, this is absolutely fascinating."

"Vegeta might know more, he's kind of like Kratos, only Kratos is a bit calmer," Goku said.

"Given how tense Kratos can be at times, him being calmer compared to someone else is quite telling," Mimir said. "But of course, he's mostly at peace nowadays, which speaks volumes considering he was a solider under the service of a cruel God."

"Wow, and Vegeta was under the service of a cruel Emperor," Goku said.

"Think dad and Vegeta can be best friends?" Atreus asked.

"Oh laddie...somehow I doubt it," Mimir said.

"Maybe Princess Twilight can figure it out," Goku said.

"Princess who?" Mimir asked.

"Oh right, I have a lot to tell you about Equestria," Goku said.

Back in the control room

"Atreus seems fine, you can speak to him later," All Might said. "Still, your friend Mimir, quite the talker."

"Very much so," Kratos said.

"Sounds like my Sonic," Sally said. "Which I don't hate but I do appreciate how much quieter this Sonic is."

"Am I really that quiet?" Sonic asked.

"Most of us are," Squall said.

"Anyway we still need to focus on finding our targets," Chun-Li said.

"Perhaps I can help," Julia said, suddenly entering the room and startling everyone as many brought out their weapons.

"Where the hell did you come from!?" Leon asked.

"I have a message regarding Albert Wesker, and a potential link to Discord," Julia said.

"Wesker? Wait who are you exactly?" Jill asked.

"Call me Madame Web, it's my duty to watch over the Web of Life," Julia said.

"Madame Web?" Mega Man asked. "Are you associated with Spider-Man?"

"Yes, him and all his variations," Julia said.

"Um..." Leon looked a bit awkward. "Does this include a female version?"

"You met Patricia?" Julia asked.

"Yeah, long story," Leon said.

"You can talk about it later," Sally said, focusing on the lady. "Madame Web was it? What do you have to say to us?"

Meanwhile in another realm, The Dazzlings in their human form were doing their best to shake off the pursuit led by Doom and Wesker, the trio joined by Shocker, Electro, Mysterio and Cozy Glow, the latter still trying to get used to her human form.

They were still traveling through the wastelands of an unknown dimension, and for the moment, were on their own.

"We've been running pretty much all night," Aria lamented. "Those guys are ruthless."

"Yeah, and we got separated from our teammates," Shocker said. "If we get found here, we're screwed."

"Then let’s try not to get found, not until we run into one of our stronger allies at least," Adagio said.

"Or at least Eris," Shocker said. "That girl's more reliable than Discord. The moment things looked bad he bailed."

"On top of that, it's his fault this even happened in the first place," Aria said.

"Things may not be a total loss," Mysterio said. "We do have that bell, don't we?"

"...Not on us, Martin had it last," Adagio said. "Which means finding him is a top priority."

"Can we take a break though?" Sonata said. "All this running is exhausting and none of us really slept well last night."

"Toughen up," Electro said. "This ain't running from heroes after all, we're running from villains. Most heroes are at least nice enough to just try and arrest you. These villains, they'll absolutely wreck us if we're not careful."

"Way to add the pressure," Aria said. "But you got a point, we need to keep moving, otherwise we're screwed."

"Keep pushing forward, and watch out for any sign of the enemy," Adagio said.

"Better yet, let's try to keep an eye out for any of our allies," Electro said. "Assuming any of them give a damn about trying to find us."

"Let's have a bit of faith, I mean we've known each other for years by this point, so maybe we developed a bond," Sonata said. "I mean, you three are friends now, and you like us."

"Will you stop with that?" Electro said. "I never once said I was friends with any of you."

"You spend time with us," Sonata pointed out.

"Out of boredom maybe," Electro said, though this did not waiver Sonata's gaze. "Look I'm serious, I do not consider you one of my friends, I never will."

"If that's what you want to believe," Sonata teased. "But consider this, you haven't tried to ditch us."

"Maybe I just need someone to take a hit for me, ever think...WATCH OUT!" Electro pushed Sonata aside just before a large fireball hit them.

Everyone looked aside and spotted Dormammu nearby, "Isn't this nice? You're all such good friends with each other, aren't you?"

"Dammit, of all the people to find us first...though I don't suppose it matters," Shocker said. "Not like we'd be any better off with Doom or Wesker. Hell this guy's worse than those two."

"Who is he anyway?" Aria asked.

"He is the Dread Dormammu, ruler of the Dark Dimension," Mysterio said. "One of Doctor Strange's most powerful foes."

"Uh, isn't Doctor Strange like, super strong himself?" Sonata asked as Aria helped her up. "And this guy rivals him?"

"Calling me a rival is an insult, I far exceed Strange," Dormammu said, generating his power. "And I will be more than happy to show you why."

"Should we try and fight him?" Aria asked.

"What are you stupid? He'll kill us!" Shocker said. "We gotta run!"

"Do you think you can escape me?" Dormammu asked. Just before he attacked, multiples of the group before him began to appear. "What is this?"

"My illusions should keep him occupied, but our window is very short, run!" Mysterio said as his illusions ran at Dormammu.

"Foolish," Dormammu said, leveling the area with ease, the shockwave knocking everyone away and into a nearby ditch. The moment they could move, they scurried on, hoping to put a lot of distance between them and the Dark Dimension's ruler.

"Golly, he's strong, isn't he?" Cozy Glow asked.

"Yeah no shit, did you not hear what Shocker said about that guy rivalling Doctor Strange!?" Electro said. "This is why we didn't want Discord getting him. No way he could have controlled someone like that."

"Makes me wonder why he's working with Doom and Wesker," Shocker said.

"Probably out of convenience," Electro said. "That and Doom is pretty strong too. Can't say the same about Wesker, guy really isn't that great but somehow he convinced Doom he was a worthy ally."

"Herman, you knew Wesker, what do you think he's up to?" Sonata asked.

"Last time he went to Equestria, he had two goals," Shocker said. "Capture or kill Spider-Man, and take over that country. He wanted to use the magic to further his goals to becoming a God. His first step was conquering the Crystal Empire and planned to utilize the Crystal Heart. Honestly it wasn't the best plan, it's not like he can use magic anyway, but that's probably why he had that swordsman Vergil with him."

"I don't suppose you know any weaknesses?" Adagio asked.

"Well Wesker has an ego for sure," Shocker said, as he and the others slowly climbed out of their ditch. "I wouldn't worry about him, he's someone we could probably take in a fight. It's Doom that has me worried."

"As you should be, vermin," Came the voice of Doom, the villain standing beside Ultron.

"What do we have here? Some street level thugs, colorful girls and a little brat," Ultron said.

"Shit...Doom and Ultron, just our luck," Electro said, looking ready for a fight.

"Hey listen, we have no issues with you, so I don't know why you're trying to hunt us down," Shocker said. "If Discord pissed you off, go after him!"

"I have reason to destroy you as well, Shocker," Doom said. "You were part of the failure that was the Invasion of Equestria."

"Hey I did my fair share, I helped Wesker conquer a Kingdom!" Shocker said.

"You lost that same Kingdom, did you not!?" Doom said.

"That's because Wesker was screwing around elsewhere while I had to deal with a pissed off Spider-Man!" Shocker said.

"Screwing around, was I?" Came Wesker's voice, a new villain in the fray and joined by Vergil.

"...You have got to be freaking kidding right now," Shocker lamented. "Wesker...remember that I was a very loyal henchman to you?"

"You, Vega and Lightning Dust started to go rogue toward the end, did you not?" Wesker rhetorically asked. "That didn't seem very loyal."

"I knew getting someone like Shocker was a bad idea," Vergil said, aiming his sword. "Time to correct that mistake."

"Wow...I'm sensing a lot of negativity in you," Adagio said, the girl licking her lips. "It's kind of tasty."

"Don't get any foolish ideas, siren," Vergil warned. "Or I will kill you first."

"Well now what?" Aria asked.

"Let me try," Cozy Glow said, walking over to Vergil. The girl then looked up at Vergil with big, sparkly eyes. "Any chance you could let us go, mister? We would weally, WEALLY appreciate it."

Vergil raised his eyebrow at the girl, "Is this supposed to be cute? Because it's not."

Cozy Glow furrowed her brow, "You big jerk!" She then kicked Vergil in the knee, irritating the half-demon.

"You little brat!" Vergil whacked Cozy Glow to the ground. He was about to strike her again when he took a kick to the head from the oncoming Wizard.

"Run!" Wizard ordered, going after Vergil.

"I don't think so," Wesker was about to go after Wizard when Shocker blasted him from behind. He and Electro then teamed up to blast back Doom and Ultron.

"Nice work, now let's scram!" Adagio said, leading her team away, Sonata quickly grabbing Cozy Glow in the process.

"After them!" Doom said, flying after the group with Ultron by his side.

"I won't let you!" Wizard went for the assist but Wesker kneed his back, sending him flying forward.

"I'll finish him off," Vergil said, unsheathing his sword. Seconds later, Doctor Octopus landed in front of him. "What is-"

Octavius grabbed Vergil by the throat and slammed him down a few times, this mostly just enraging the half-demon as he grabbed his sword and cut off one of the tentacle arms while Wesker sped over and kicked Octavius away.

"That man is Doctor Octopus," Vergil pointed out. "One of Spider-Man's greatest foes."

"Seems like Discord's been busy in his recruitment process," Wesker said.

"Got that right, boys," Came the voice of The Green Goblin, as he hovered above while holding some pumpkin bombs. "Now let's have some fun!"

He threw bombs at the two, both dodging at the last second, and seemingly annoyed.

"Time to destroy this nuisance," Vergil said, leaping up to attack, Goblin parrying the sword strike and punching Vergil aside.

He then extended some blades out of his gear and sped at Wesker, the former Captain blocking, "Don't think it will be that easy, Norman."

"I don't expect easy," Goblin said, reeling back and throwing another bomb that Wesker dodged.

As Vergil tried to stand, he felt a presence approaching him, that of Lord Tirek. "So...you've finally returned."

"Who are you?" Vergil asked, taking a moment to remember. "Oh, that's right. You're that withered old centaur. Here in a pitiful attempt to do damage?"

"You're brimming with magic, aren't you?" Tirek asked.

"What of-" suddenly Tirek started absorbing Vergil's magic.

"Yes, I can feel the power coursing through me already!" Tirek shouted as he buffed up. "Such a powerful young man you are."

"Too powerful for you!" Vergil shouted, grabbing his sword and attempting to slash Tirek, the centaur teleporting away. "Like a mosquito feeding off of an elephant."

"No matter, I can get magic from elsewhere too," Tirek said, making his leave.

"You're not leaving here alive after that stunt!" Vergil shouted, giving chase to Tirek.

Back with Adagio and her team, they were still trying to outrun Doom and Ultron, both villains trying to blast their rivals from the air.

"Escaping is futile," Doom said, zapping at their feet. "Give up."

"You get the feeling that guy is just toying with us?" Aria asked.

"Wouldn't put it past him," Shocker said, then spotted someone up ahead. "Is that Eris?"

"Hey! over here!" Eris said. "Don't worry, I got you covered!"

"It's that woman again," Ultron said.

"She is proving to be a nuisance, kill her," Doom said, the two attempting to blast Eris. She managed to dodge the attacks as she opened a portal.

"Go raise hell, Black!" Eris ordered.

"Do not order me around," Goku Black said, stepping through the portal. "I am here out of my own volition."

"Who is this supposed to be?" Doom wondered.

"Good to have someone powerful on our side," Shocker said. "Can he handle Doom though?"

"You doubt my power? Feeble mortal," Black said, stepping over to the duo of Doom and Ultron. "I can handle this man and his machine."

"You speak with confidence," Doom said. "What makes you believe you can face off against Doom?"

"Doom? Is that supposed to be your name?" Black asked. "Pitiful mortals. You would do well to bow before a God."

"You're a God?" Doom asked. "Is that all?"

"What do you mean 'Is that all?'?" Black asked. "Do you not understand the power of a God?"

"I do...such a concept is beneath me," Doom said.

"You cocky mortal!" Black shouted, throwing a bunch that Doom blocked, the sorcerer retaliating with his own punch that sent Black flying back, the God coming to a stop on his own. "Why you...!"

"Calm yourself, my counterpart," came the voice of another God from his realm, that being Zamasu. "Control your anger, do not let it control you."

"Another one?" Ultron asked.

"You are correct my counterpart," Black said, getting into a stance. "Let us destroy those two, together!"

Both sides clashed once again, Adagio taking a look around. "We gotta make a run for it."

"I don't think so!" Came the voice of Eggman, the scientist landing down in a giant mech. "Get a load of this!"

"Who the hell is this supposed to be?" Shocker asked.

"Call me, Doctor Eggman," the scientist introduced.

"Uh...because you look like an egg?" Electro asked. "Or because your machines-"

Suddenly another robot landed nearby, "And I am Doctor Wily!"

"A lot of evil Doctors today," Cozy Glow said.

"Now then, tremble in fear as my partner and I do away with you bunch of low lives," Eggman said, about to blast them when Venom landed on his machine. "What in the world!?"

"Another mad scientist," Venom yanked Eggman out of his pod. "I will destroy you!"

"Gah! What is this creature!?" Eggman shouted.

"Do not worry, Ivo!" Wily said, blasting Venom from behind with his laser. This just enraged the anti-hero as he tossed Eggman aside and landed on Wily's pod. "Probably didn't think this through."

Vomi then flew in and kicked Venom away, "That was close."

"Wait, you can fly?" Wily asked.

"Hm? Yeah, I can," Vomi said, then focused on Adagio and friends. "As for you seven..."

Vomi was then tackled by Annihilus, the beast engaging in battle with the scientist.

"That was close," Adagio said.

"Not close enough," Prowler said, making his way over.

"...Hobie? Is that you?" Shocker asked.

"Who the hell is Hobie?" Prowler asked, getting into a fight stance. "Wait, some of you look familiar."

"It's us, Shocker, Electro and Mysterio," Herman said.

"Ah, makes sense," Prowler said. "Still, just because I know you doesn't mean you aren't my enemy."

"Bring it, we can take you," Adagio said.

"What about us?" Tron asked, walking over with Kazuya. "Think you can take us?"

"Seven against three," Adagio said.

"Whoa, I don't want to fight," Cozy Glow said. "I'm too cute to fight anyone."

"Says the girl who kicked Vergil in the knee," Adagio said.

"You struck Vergil?" Kazuya asked. "It's a miracle you still draw breath. Of course that will not last much longer."

"Might as well give up, oh and hand over any valuables you might have," Tron said.

"Get ready to fight," Adagio said.

"Don't worry!" Alastor said, landing down between the two sides. "I shall protect you!"

"...Alastor?" Tron asked. "What are you doing here?"

"You and Wesker refused to give my due respect, so I joined Discord's team," Alastor said. "I bet you totally regret not having me and my awesome-"

Kazuya kicked the wannabe villain away with little effort, "What a pain."

"Well that happened," Prowler said. "Now for the rest of you-"

"Watch out!" Tron warned as Martin Li came out of nowhere and nearly impaled Prowler with his Naginata.

"So close," Martin said.

"Mr. Negative?" Prowler said in disbelief. "Damn, this team is stacked."

"You're not worried, are you?" Came the voice of Bison, the villain sinisterly walking over.

"Hell no," Prowler said, ready to fight again.

"You should be," Martin said, bringing out the bell and amplifying his powers to send a blast, knocking the other villains away.

"Great work," Adagio said. "Now we just need to-"

Suddenly Juri showed up and kicked Martin, causing him to drop the bell, "Don't think for a second you're getting the drop on us."

The bell landed near Wesker's foot, the man picking it up, "What's this?"

"Grogar's Bell!" Sonata shouted in worry.

"Don't tell him!" Adagio scolded. "Though I guess it doesn't matter, he won't know how to use it."

"We can figure it out," Juri said. "Well Albert, what say we-"

Wesker then blasted Juri with 'his' magic. Curiously everyone turned to Wesker as 'he' transformed into a human looking Chrysalis.

"So this is the bell Discord sent the eight of you to find?" Chrysalis asked.

"...Guess the secret's out," Adagio said. "We were gonna keep it for ourselves, and anyone who wanted to join us in properly taking over Equestria."

"Very understandable," Chrysalis said. "How does it work?"

"There's a lot of magic in there," Martin said. "With proper control, it can be quite beneficial to us."

"Let's figure it out quick, before things get bad," Adagio said, ducking as an explosion went off.

"I think it's already getting bad," Sonata said, seeing several of her teammates getting thrown their direction, courtesy of the opposing team.

The real Wesker stood beside Doom and the rest of his allies while Discord's team stood on the other side.

Discord himself and Eris watched from above, the two worried about how things will play out.

"Equestria is ours to rule!" Adagio said. "Along with The Multiverse!"

"Apologies, but it's not yours to conquer," Doom said.

Both sides charged at each other, everyone engaging in combat with one another. Adagio battled against Tron while Black did battle with Doom. Juri fought against Chrysalis while Vergil went against Martin Li. Vomi fought Annihilus while Wesker battled against The Green Goblin.

"This is not what I had in mind," Discord said.

"What will you do now?" Eris asked.

"...It's possible our fun just might be over," Discord said. "And after all that planning too. Oh well, there are some that didn't end up in this realm...I think. Might be a miniscule amount but I can always rebuild."

"Hey whoever's alive after all this can join," Eris said.

"...Actually, I might need to do away with them, too much drama," Discord said, generating his magic. "Alas, I knew them all well, but it's time for them to disappear."

"Right, best to get rid of that other team too," Eris said, ready to assist. "To a clean slate then."

Wesker got knocked back, with Goblin knocked to the other side, both men glaring at each other.

"Osborn...!" Wesker shouted, his glowing red eyes glaring from behind his sunglasses.

"Wesker...!" Goblin shouted, his eyes glowing bright yellow as his teeth sharpened.

Vergil aimed his sword, "Prepare to die!"

"You first!" Martin shouted.

The villain sides clashed again when a barrier was placed between them, courtesy of Loki, the God having arrived with Tempest, Sephiroth, Akuma and Super Skrull.

"Who is this?" Black asked.

"Loki...?" Doom asked. "What are you doing here?"

"The God of Mischief," Vergil said. "He's got Akuma with him too."

"Hey, what's going on?" Adagio asked.

Loki gestured up at Discord and Eris, "Beware the treachery."

"Oh boy...' Discord said as all eyes were on him.

"You!" Martin grabbed the bell from Chrysalis and blasted Discord, stealing his magic.

"Hey, I was gonna do that!" Tirek said. "Also how did you even do that!?"

Discord had fallen hard to the ground, looking up in disbelief, "Wait, you had the bell all this time!?"

"For someone who plans a lot of possibilities, I'm surprised you didn't see this coming," Shocker said. "Or did you think we weren't smart enough to consider this idea?"

"You egotistical son of a bitch," Adagio said.

"On top of that, it seems like he was ready to kill you too," Loki said. "Some leader."

"Not kill, more like...remove from this plane of existence?" Discord said, backing away.

"Oh man, I've been waiting TOO LONG for this!" Electro shouted, readying his electricity. "You're about to die now!"

"Wait! Hold on! This isn't necessary!" Discord said. "Come on, I brought you all together, didn't I?"

"For your little game," Aria said.

"But now we're taking control," Adagio said.

"And doing things our way," Shocker said.

"Much apologies Discord, but we cannot afford treachery," Chrysalis said.

"So...finally bit off more than you can chew?" Vergil asked.

"He sure has," Martin said, holding his Naginata. "Time to die, Discord."

The human draconequess winced just before the final blow, but was saved when Eris teleported him away.

"Huh?" Shocker looked up. "Shit, we forgot about her!"

"Get her!" Adagio shouted. Just before either Martin or Tirek could steal her magic, she too escaped.

"She may be a problem," Loki said. "But I can find her."

"No, we will," Doom said. "We'll destroy her ourselves."

"She's our target!" Tirek said. "Get your own enemy."

"Do not tempt your fate," Wesker warned.

"My friends...why are you all fighting?" Loki asked. "Would it not be easier to work together?"

"You want us to team up?" Adagio asked.

"All of you have similar goals, you want conquest, you want to rule, build the world in your image," Loki said. "Destroying each other will not gain you that goal, rather...it will only damper your chances."

"The multiverse is a big place, strong as many of you are, this is not a goal you can achieve on your own," Tempest said.

"Our enemies will be aligned, so must those who oppose them," Super Skrull said.

"This is your chance, to remove the adversity and create the perfect world," Loki said. "Where only the strong endure, and those who have felt cast out can have a chance to reach great ambitions! What do you say?"

Wesker and Goblin glared at each other, unsure what to think. The trust was not fully there, but the opportunity was. They knew the best thing to do would be to align for now and dispose of their enemies. From there they would see where their paths go.

With one firm decision, Wesker and Goblin shook hands, signifying their alliance.

"And thus, a new alliance is born!" Loki said. "We shall mend the mistakes of those who have brought the worlds to ruin, and create a better society in its place! Our time has come, and our destiny shall be realized!"

"What should we call ourselves?" Sonata asked. "I don't think we really had a name, aside from Sinister Squadron."

"I fancied the name Malefactor," Vergil said.

"I got it! The Malefactor Squadron," Goblin said. "Ready to unleash a Multiverse Armageddon!"

"I suppose it works, not that it matters. A name is like the sunglasses I wear, mere decoration," Wesker said, removing the accessory for a second, flashing a sinister smile as his eyes glowed red. "We will do as we please."

"Yay! One step closer to our goal!" Cozy Glow said. "And since we're all gonna be friends, it's important that we get to know each other. So give us your name, where you're from and your favorite hobby."

"...Who is this lost child?" Doom asked, much to Cozy Glow's annoyance.

"Hey! I'm not a child, metal head!" Cozy Glow shouted, to Doom's annoyance.

"...Okay for real, who's babysitting?" Prowler asked.

"Why is she here? She looks far too young," Sephiroth said.

"Yeah, she should be somewhere safe," Tempest said.

"We don't want her getting hurt after all," Juri said.

"Uh, excuse me!?" Cozy shouted. "When did I turn into a charity case!? I'm a villain just like all of you!"

"Villain?" Venom asked, making his way over. "We're not villains, we're the saviors, protecting the worlds from the real villains. Spider-Man and his annoying friends."

"Huh?" Cozy Glow asked. "Pretty sure we're evil."

"To be fair, we're in this position because society screwed us over," Electro said.

"Yeah, society is the true villain here," Juri said. "Which is why we're going to destroy it so it can build anew!"

"Like a phoenix from the ashes!" Eggman said. "There the world will realize just how great we truly are!"

"My mission is one of justice, so I suppose this makes me the true hero," Black said.

"Exactly, and now we have allies who understand our vision," Zamasu said. "The Gods made a mistake with mortals and we shall correct that mistake."

"By replacing them with robots, correct?" Ultron asked.

"Eh, if they're all robots, it makes it boring," Eggman said. "Don't get me wrong, robots are so much better than sentient lifeforms but being worshiped is much more satisfying when it's not programmed."

"Good point," Ultron said.

"Yes, being worshiped does have its kinks," Black said.

"Gods deserve to be worshiped," Loki said. "And in a way, we soon shall be Gods to the fine folks of the multiverse."

"I too wish to restore humanity to its former glory, by removing those who stole the planet away from the rightful rulers," Sephiroth said. "Rulers such as my ancestors, the Cetra."

"It's nothing personal against some mortals too, I mean...sacrifices must be made unfortunately, but it's for a better cause," Super Skrull said. "Their own God still loves them after all."

"So, what are we waiting for?" Adagio asked. "Let's fix the multiverse!"

"Who's with us!" Shocker shouted, earning a large round of applause. "Hell yeah! Let's get to it!"

"For justice!" Black shouted.

"And order!" Eggman shouted.

"Maybe some tacos too!" Sonata shouted, earning some confusion initially before the cheered again.

Cozy Glow scratched her head, "Adults are weird." She turned to Martin, the man looking at the bell. "What's up, Marty?"

"Discord had something else he was worried about, but I don't recall what it was," Martin said.

"It's probably nothing, come on, let's plan the downfall of our enemies!" Cozy Glow said, taking Martin by the wrist and dragging him along, with even Venom himself feeling confused.

"What is going in with this group anyway? We're getting mixed vibes from them," Venom cautiously followed his allies.

Unaware to them, Martin's worries were developing.

Off a Pear Farm in Vanhoover, Wanda Maximoff was sitting on a fence, watching some kids playing, a proud smile etched on her face. At the moment she felt nothing but peace and happiness as the boys played with a soccer ball.

"Wanda?" Her brother Pietro said, getting her attention. Suddenly the boys had disappeared, much to her annoyance.

"Don't startle me like that, now I gotta start over," Wanda said.

"Wanda, be careful with this reality manipulating thing you're doing," Pietro said. "You don't want to draw too much attention."

"It's fine, I'm keeping it limited to here," Wanda said. "I'm not gonna put a hex on the world or anything."

"Why are you doing this anyway?" Pietro asked. "Why create fakes?"

"Well obviously I'm having a hard time doing it the old-fashioned way," Wanda said. "The only man I've fallen in love with is an Android, so it's not like he can help me either."

"You know you can try dating," Pietro said.

"I can't see anyone falling for me," Wanda said. "Look, I know this looks unusual but it keeps me happy. You can respect that, right?"

"Of course, but I want more for you," Pietro said. "You deserve better than this fake family."

"If I see it as real, then it becomes real," Wanda said.

"...Maybe you should see Twilight again," Pietro said.

"What is she supposed to play matchmaker?" Wanda asked. "For that I'll find her sister-in-law. Though I wouldn't mind a visit, I do miss Twilight. I kind of feel bad that I haven't seen her in a while, she must be worried about me."

"Let's make plans, we'll get the guys too" Pietro said.

"Yeah sure," Wanda said.

"Actually, even Grand Pear has been itching to go to Ponyville for some reason," Pietro said. "So it works out."

"Yeah, sounds good," Wanda said. "Catch you later, Pietro."

Pietro sped off, leaving Wanda to herself. She generated an image of Peter and Twilight, feeling a sense of happiness mixed with regret.

"I hope you two are doing well, I promise to see you again," Wanda said, then generated an image of Mayday. "I hope your daughter is doing well too. I can't wait to see her actual smile with my own eyes."

While heroes were planning a counterattack against the villains, their enemies were getting stronger and ready to strike, all the while trouble was still growing in the Everfree Forest.

Everfree Trouble

It has continued to be a very strange set of events for Peter. From new enemies, to Gwen's return, and now he can add meeting a new Madame Web to that list.

Unfortunately, he was currently faced with a new problem, for standing in his house at the moment was Sweetie Belle. The girl on her own wasn't the issue of course, rather what she was wearing. Seeing her with the symbiote on did not alleviate any of Peter's worries.

He wasn't alone in this either, all his friends and family seemed concerned, along with Rumble who had arrived alongside Silverstream and the remaining two Crusaders.

"So...Sweetie Belle..." Peter began. "That's a...really interesting suit you got."

"Yeah, it's looks great, doesn't it?" Sweetie Belle said, showing it off. "The black really brings out my natural fur color, doesn't it?"

"Yeah, it does," Peter nervously said. "You've got quite the eye for fashion."

"I may have learned a thing or two from Rarity," Sweetie Belle said, gesturing to her very concerned sister.

"Truth be told, it does go well with her soft tone," Bobby pointed out.

"I can't believe I'm saying this, but Bobby, now is not the time to talk about fashion," Rarity said. "We have got bigger issues."

"Hey she seems fine," Bobby said, then turned to his sister-in-law. "You are feeling fine, aren't you Sweetie Belle?"

"Yeah, I feel fine, why do you...oooohhhh." It didn't take long for Sweetie Belle to realize the situation. "You're worried about the suit itself, aren't you?"

"Honestly, yeah, I am," Peter said.

"I don't blame you, I know you've had issues with this suit, especially after Venom showed up the other day," Sweetie Belle said. "But it's fine, I talked things over with the suit and we agreed that this would not lead to any trouble."

"That's great Sweetie Belle, but it's not that simple," Peter said. "I thought I could handle the suit and it nearly took over my mind. It can do the same to you."

"Told you he couldn't be trusted..." the suit said to Sweetie Belle.

"Not now..." Sweetie Belle scolded, then focused on Peter. "It's great that you're looking after me, but I think I have this under control. Plus I really like this suit, I feel strong wearing it. I can even be like a sidekick to you."

"I really don't know about this Sweetie Belle," Peter said.

"Give it a chance," Sweetie Belle said. "I know I can get this suit under control. But I wouldn't mind having your help too, maybe you and the suit can be friends again."

"It will never happen," the suit said.

Sweetie Belle ignored her suit, focusing on Peter. "What do you say?"

"Excuse me, Sweetie Belle, you're asking the wrong pony," Rarity said. "Peter may be nicer about this, but I'm not. You need to think this over!"

"I did Rarity, I thought it over and I want to keep the suit on," Sweetie Belle said. "If there's going to be a fight soon, I want to do my part to help Peter. It'd be like I was a superhero!"

"Sweetie Belle, this is not a game," Rarity said. "Being a superhero is very dangerous, just ask Bobby."

"Hey Sweetie Belle can probably pull it off, the issue is more her suit than her abilities," Bobby said.

"Who's side are you on here!?" Rarity asked. "Are you really telling me you're okay with Sweetie Belle wearing that...thing!"

"It's a symbiote," Sweetie Belle said.

"Klyntar," the suit corrected.

"I mean Klyntar," Sweetie Belle said.

"Whatever it's called, I don't think it's a good idea for you to wear it, so I demand that you remove it at once," Rarity said.

"Huh? You can't 'demand' anything from me, you're not my mom," Sweetie Belle said.

"Well when our parents aren't around, I am the authority," Rarity said.

"I'm nineteen! I'm basically a grown mare!" Sweetie Belle said.

"She's got a point," Bobby said.

"Bobby!" Rarity scolded.

"Look, I know you're worried, but I think we should give Sweetie Belle a chance with this," Bobby said. "She's a clever kid after all."

"Bobby, did you forget the last time she was 'charmed' by a villain?" Rarity asked.

"Hey, that was a long time ago, I'm not gonna make the same mistake twice," Sweetie Belle interjected. "I even set up some rules for my suit to follow, so we got this under control."

"This is not up for debate, Sweetie Belle," Rarity said. "Take that suit off, immediately."

"I'm not doing that," Sweetie Belle defied. "I like this suit."

"Too bad, I don't like it," Rarity said. "Now do as I say, and don't make me repeat myself!"

"You can't order me around!" Sweetie Belle shouted, this making everyone in the room a bit uncomfortable.

"Uh, ladies..." Peter tried to interject. "Maybe you should-"

"I can and will!" Rarity said, paying little mind to Peter. "You will obey your big sister!"

"No!" Sweetie Belle said, sticking her tongue out at Rarity.

"Sweetie Belle, I won't tell you again!" Rarity warned.

"Rares, chill," Bobby said. "I know you're worried but ordering Sweetie Belle around like this isn't helping."

"You can't mean to tell me you're okay with this!" Rarity said. "She has an evil alien suit on her! The same alien suit that turned Peter into such a brute!"

"Harsh, but true," Peter said.

"Well, maybe it will work differently with Sweetie Belle," Bobby said.

"Honestly though," Johnny began. "Rarity might have a good reason to worry. The fact that Sweetie Belle got this suit not long after Venom showed up is probably a bad sign."

"Oh yeah, it could be sent to spy on us or something," Rainbow Dash said.

"It's not," Sweetie Belle said. "Part of the suit just came off during that scuffle at the end."

"You're too naive sometimes, Sweetie Belle," Rarity said, trotting over while readying her magic. "Now enough of this, if you don't remove that suit, then I will!"

"Back off!" Sweetie Belle warned, taking a step back.

"Don't make this difficult, young lady!" Rarity said.

"Sweetie Belle, it might be better if you took that suit off, it could corrupt your mind," Twilight said.

"You too, Twilight!?" Sweetie Belle asked.

"It's for your own good," Twilight said, then turned to the fire hero. "Johnny, mind using your fire?"

"You got it," Johnny said, generating some fire in his hoof. "Alright, Sweetie Belle, stand still and this will be a lot easier."

"Johnny, get away from me," Sweetie Belle warned, backing away to the door.

"I'm just gonna scare it off, you'll be fine," Johnny said.

"Get back!" Sweetie Belle shouted, generating some magic. "I said get back!"

She then sent off a magical shockwave that knocked everyone back, save for the kids as Peter was able to pull them away from danger.

"Sweetie Belle!" Rarity shouted in anger.

"We will not surrender to the likes of you!" Sweetie Belle shouted, her eyes glowing and her voice echoing a bit. Suddenly Sweetie Belle's head began hurting. "N-no! This is not...part of our deal!"

"Sweetie Belle! Don't lose yourself!" Peter urged. "You're in control here, not the suit!"

Doing her best to resist, Sweetie Belle shook off the control her suit had on her at the moment, her rage immediately being replaced by regret as she saw what she had done. "Oh no..."

Feeling ashamed, Sweetie Belle made a dash out of the house, despite Peter trying to call out to her. "Sweetie Belle! Wait up!"

"Sweetie Belle!" Rumble called as well. Despite his worry, he like everyone else was a bit shaken up by what had just happened.

"Well that happened," Johnny said. "How the hell did she get that suit?"

"This could be troublesome for us," Twilight said. "But I am a bit more worried about Sweetie Belle."

"I'll go and have a word with her," Rarity said, about to leave.

"No, let me," Bobby said. "If you try talking to her, one or both of you are gonna get angry again."

"Excuse me?" Rarity said. "Are you trying to imply something?"

"Rarity, you just bossed her around a second ago, clearly you're not thinking straight," Bobby said. "Let me have a word with Sweetie Belle."

"...Fine, you go on ahead," Rarity said.

"I'll be right back everyone," Bobby said, hurrying out the door.

Gwen looked around awkwardly, "So...what does this mean for us now? Is she top priority or are we still going to discuss this whole 'Villains want to endanger the multiverse' deal?"

"We should get on that, I'll trust Bobby to help out Sweetie Belle," Peter said, then focused on Gwen. "You and I should get back to what we were doing."

"Sounds good to me," Gwen said, trotting into the kitchen with Peter.

"I guess I should work on that letter with Spike," Twilight said, trotting away.

Johnny rubbed his chin in concern, "I can tell things are going to be a lot more stressful now, I gotta make sure I keep an eye on Peter and Gwen, for Twilight's sake. I know Peter wouldn't try anything stupid but sometimes people need a bit of reassurance."

Rumble himself looked to be at a loss, "Well this is going to put a damper on my plans."

"What plans?" Rainbow Dash asked.

"Forming a superhero group to help Peter out," Rumble said. "I have my group, but now I'm worried about Sweetie Belle, and I know her friends are too."

"You shouldn't let that worry you, just focus on what you're doing," Rainbow Dash said. "I trust you're doing this for the right reasons."

"Of course, to protect Equestria, and to lighten the load for Peter," Rumble said. "All of you too. I imagine you and Johnny would rather spend more time with each other and your daughter than fight villains."

"Hey, fighting villains is kind of fun," Rainbow Dash said. "But, yeah, you're not wrong about me, Johnny and Firefly. Actually Johnny and I talked about having another baby. So once this is settled, we might go for it."

"Wow, that'd be great," Rumble said. "Speaking of kids, I should probably head back to Silver's place, let the others know about Sweetie Belle."

"You do that, we'll keep an eye on things here," Rainbow Dash said.

"Before I go, I gotta ask," Rumble said. "Why was everypony gathered here? And who was that girl with the white suit?"

"That's Gwen, she's a spider from another universe," Rainbow Dash said.

"Gwen? Doesn't Peter know someone named Gwen?" Rumble asked.

"His first girlfriend, who in his universe, was killed by The Green Goblin," Rainbow Dash said.

"Oh right, I remember now, her name was Gwen Stacy," Rumble said, recalling the story. "Wait, hold on. So this Gwen is from another universe? And she has powers instead of Peter?"

"That's the story," Rainbow Dash said. "There's other types of spiders too, Peter isn’t the spider hero in those universes, someone else is. There are all types of Spider-Men."

"Well that's cool, a bit weird though," Rumble said. "I've always associated the Spider-Man and Spider-Mane name with Peter Parker. I don't think I can call anyone other than Peter by either name. It'd be like calling someone else by Johnny's hero name, or even Cap's hero name."

"Hey, there were five ponies dressed as Mare-Do-Well, at the same time too," Rainbow Dash said.

"Does that even count? My brother said it's because you were being obnoxious," Rumble said.

"I wasn't obnoxious, I was saving ponies!" Rainbow Dash insisted, then pulled back. "But, I'll admit, I let the glory get to my head. Heroes don't do that, their priority is the safety of others."

"I don't blame you, I was pretty arrogant myself recently," Rumble said. "Making friends with Silverstream helped get rid of that developing ego."

"Friendship is Magic, little buddy, that's a constant fact in our world," Rainbow Dash said.

"Seems like other worlds understand that too," Rumble said, then extended his wings. "I really should be going now. Catch you later."

Rumble immediately flew off, leaving Rainbow Dash to herself. "Rumble's a good kid. But I really do hope he knows what he's doing. He's always been too eager."

"Worried about Rumble?" Pinkie Pie asked.

"Hm? Yeah, a little," Rainbow Dash said. "He wants to be a hero."

"That's great, so long as it's for the right reasons," Pinkie said.

"I think they are, he wants to be a hero for our sake," Rainbow Dash said. "Help us have more free time to be with our families and stuff. I say that's a great sign of being a hero."

"That is sweet of him, but he has to remember that he has a family of his own," Pinkie said. "So that's more reason he can't be so reckless in this plan of his."

"Oh yeah, you got a point," Rainbow Dash said. "Guess the rest of us shouldn't get too relaxed."

"Let's focus on helping each other out, in addition to everypony else," Pinkie said.

"Oh totally," Rainbow Dash said.

In the kitchen, Peter and Gwen were still going over plans, though the boy seemed very distracted.

"You alright Peter?" Gwen asked. "Are you still worried about that girl?"

"A little," Peter said. "That suit is no joke, it caused me a lot of trouble back in the day."

"I can imagine," Gwen said. "I know that suit can be a pain too."

"Did you have to deal with it?" Peter asked.

"Yeah, it started after I lost my powers briefly, so I had to cut a deal with Matt Murdock," Gwen said.

"Oh you know Matt?" Peter asked.

"Yeah I'm familiar with The Kingpin," Gwen said.

Peter's eyes widened in disbelief, "I'm sorry, he's what!?"

"Is he not The Kingpin in your world?" Gwen asked.

"No, he's a lawyer," Peter said. "He's also Daredevil but I should keep that to myself for now."

"Oh right, different possibilities," Gwen said. "Miguel said he's also Daredevil in another realm, but I probably shouldn't mention that right now."

"But still, if you had experience with the suit, you know why I'm worried," Peter said.

"I know but, the suit just brings out our desires more than anything, and so long as her intentions really are pure, she should be fine," Gwen said.

"Sweetie Belle's a good kid, and definitely does not have my emotional baggage," Peter said. "Still, she has some desires, I'm afraid the suit will make her act on it."

"Well, also consider that when I had the suit, I was mostly alone," Gwen said. "I take it you were alone too."

"Yeah, I had a tendency to keep people at arm's length," Peter said. "Even more when I had the suit."

"That could be another thing," Gwen said. "Make sure she's willing to keep others close, maybe it will negate things."

"I plan to keep her close, and I trust that Bobby and her sister will too," Peter said. "I just really hope she doesn't end up like Eddie Brock."

"She won't," Gwen said. "And I'll be there to help, as much as I can."

"Thanks Gwen..." Peter started chuckling to himself. "Man, I can't believe that I'm actually talking to you again. There's so much I wanted to say. Probably doesn't matter since this is a different you so a lot I have to say might be pointless."

"I get it, you really miss my other self," Gwen said.

"For years I thought it was my fault that you died, that I didn't rescue you properly," Peter said, thinking over that night. "The Green Goblin threw you off of a bridge, and I tried catching you with my web. That was dumb, and it's why I thought you died. Of course the whiplash would have killed you."

"You were just trying to help," Gwen said.

"I got you killed," Peter said. "Sorry, not you. A version of you."

"I get what you mean," Gwen said.

"Later I found out you were already dead when Goblin threw you, he just made it seem like it was my fault," Peter said. "Actually, he didn't even know I blamed myself, hence why he confessed. He wanted me to know he was the reason for my pain."

"What a sick bastard," Gwen said.

"Regardless, you should not have been in danger, so the blame still falls partially on me," Peter said. "I failed you, just like I failed your father, and my Uncle Ben."

"Peter...I know I'm not that Gwen, and I can't speak for my father or your uncle, but if it's any consolation, I would not have blamed you," Gwen said. "You came to rescue me, but I know from experience that sometimes, no matter how hard you try, you can't save everyone. I had to learn that the hard way too."

"You did?" Peter asked.

"I never told you what happened to you in my universe," Gwen said. "But...you died. In my arms."

Peter's eyes widened in disbelief, "I...I died? How?"

"You were a great mind Peter, but you weren't always respected, and you wanted to feel special," Gwen said. "So you created a serum that would turn you into a lizard creature."

"Wait, I was The Lizard in your universe?" Peter asked.

"You know The Lizard? Who is he in yours?" Gwen asked.

"Doctor Curt Connors," Peter said. "He's not dead though, actually he's been working on turning over a new leaf. He's gaining control of his powers."

"Wow, so Curt Connors is the Lizard huh? Interesting," Gwen said. "But, back to what I was saying. You became the Lizard, but it was too much for your body to handle, and in the end, the transformation killed you. I was devastated because, well...you meant a lot to me. You were my best friend, and I thought one day, we could be more."

"...Gwen, I'm so sorry to hear that," Peter said, taking her by her hoof. "I know it's not easy, but that's why we have to keep trying, so we can prevent the bad things from happening to other people. It's what drives me. I never want anyone to feel the pain I felt when I lost my uncle, or when I lost you."

"I don't want anyone to feel that way either," Gwen said, gripping Peter's hoof. "So, I'm gonna try hard not to let it happen."

"I'll be there to help," Peter said. "Plus, it sounds like we both could use this second chance. I couldn't protect my Gwen Stacy, but I'll have your back."

"I couldn't protect my Peter Parker, but I won't fail again," Gwen said. "Especially for the sake of your family."

Peter could almost tell her heart churned a bit after saying that, "Gwen, remember this. If something is concerning you, don't be shy to admit it. Can you promise me that?"

"Yeah, I'll try," Gwen said.

"Just do your best," Peter said. "You can also try talking to Twilight, she's great with others."

"She's...really pretty," Gwen said. "And your daughter, she's beautiful."

"She gets it from her mother," Peter said. "Wanna come see my son?"

"I'd like that," Gwen said. "I bet he's as handsome as his father."

"Eh, his looks probably came from Twilight too," Peter said. "Clearly she's the source of this family's beauty."

"Don't sell yourself short, Peter," Gwen teased.

"Eh, story of my life," Peter said.

Meanwhile a bit further away, Sweetie Belle was seen scolding her suit, "I told you to keep things under control! If you do something like that again, I'll get rid of you myself!"

"We only wished to protect you," The suit said.

"I don't need to be protected from my sister!" Sweetie Belle shouted. "I could have handled talking to her alone!"

"We did not intend to cause any trouble," the suit said.

"Just...don't do that again. I like having you on but I need you to not endanger my friends or family, especially my sister, my brother-in-law and Peter. And don't even think about doing something that might endanger my niece!" Sweetie Belle said. "Please, can you do that for me?"

"We shall try," the suit said.

"Yo, Sweetie Belle!" Bobby called, getting her attention.

"Bobby?" Sweetie Belle said, seeing her sister's husband gliding over on his ice bridge.

"Hey squirt," Bobby said, stopping just before her. "You feeling alright?"

"I'm fine, thanks," Sweetie Belle said. "I'm really sorry about what happened, I didn't mean to cause any trouble."

"Hey no one's hurt, and that's all that matters," Bobby said. "Still, you did give us quite a scare."

"I had it under control, then Rarity startled me and...I lost control of myself," Sweetie Belle said. "The suit was just trying to protect me, but I let it know not to do something like that."

"Do you really think you can control this suit?" Bobby asked. "Remember, it messed with Peter before, and it messed with Luna too."

"I know it did, but I want to trust it," Sweetie Belle said. "Plus, if I can use it's power well, I can go along with Rumble's superhero plan. I can protect ponies just like you and Peter do."

"You seem adamant about this," Bobby said. "I respect that. Honestly, I think you can pull it off, you just need to be careful and practice the proper control."

"You really think I can?" Sweetie Belle asked. "You're not just saying that to make me feel better, are you?"

"Eh, maybe a little, only because I know how bad that suit can be," Bobby said. "But, Peter did mention that he was going through some hard times back when he first wore the suit. Seems like it happened with Luna too, she was like lonely or something."

"Luna's had troubles in the past, ponies find her creepy or they still remember Nightmare Moon," Sweetie Belle said. "But we all know that ponies here are incapable of letting go of a grudge."

"Some of them definitely are," Bobby said. "Still, you're pretty pure hearted, at least compared to Peter and Luna."

"Kind of weird to say," Sweetie Belle said. "Luna's not so bad, she's even helped me out in my dreams. Plus Peter's one of the nicest boys I know."

"No disrespect to them, mostly Peter, but they have their issues," Bobby said. "The most that's probably happened to you was you running around with those villains, especially that creep Vega. So maybe you can handle the symbiote better, just remember to stay focused."

"I will, thanks for being there for me Bobby," Sweetie Belle said, giving a hug to the ice hero. "I love you."

"Love you too, sis," Bobby said, returning the hug. After breaking off, Bobby had one more thing to wonder, "Say...no one's been giving you trouble because of Gallus, have they?"

"Not that I know off, after I got home from the Tournament, I spent time in bed, mainly because the suit was bonding with me or something," Sweetie Belle said. "I haven't been out in public much."

"Well...if anyone tries talking shit, let me know, and I will set that pony straight," Bobby said. "I'm not letting you take any heat over a mistake you made when you were younger."

"I'll be fine," Sweetie Belle said. "Anyway, I should head home."

"Your parents' home? Or with me and Rarity?" Bobby asked.

"Well, I was going to my actual room," Sweetie Belle said. "Should I go to my sister's Boutique?"

"For now, she might want to see you later," Bobby said. "I'll make sure she cools off first."

"Alright, sure," Sweetie Belle said.

"See you in a bit," Bobby said, gliding back to the Golden Oaks Library.

"See you then," Sweetie Belle said as she made her way to the Boutique. "It should be fine, I hope."

As she got close, she spotted a familiar pony, that being First Base as he was knocking on the door to the Boutique. "Hello? Anyone inside?"

"First Base?" Sweetie Belle asked, getting his attention.

"Oh, Sweetie Belle, just the pony I wanted to see," First Base said, then noticed something unusual. "Nice suit, is that new?"

"Oh this?" Sweetie Belle asked. "Yeah, it's a long story."

"It looks nice," First Base said.

"Thanks, so why did you want to see me?" Sweetie Belle asked.

"To say 'sorry'," First Base said. "I did injure you the other day with that Buckball."

"Oh that? It was an accident, I'm not even mad," Sweetie Belle said.

"I know you weren't," First Base said. "Your sister seemed disappointed though. But your brother-in-law, oh boy..."

"Bobby's just protective of me," Sweetie Belle said.

"Super protective," First Base said. "But that's understandable, you're family to him after all. It's good that he looks out for you."

"Yeah, I love him a lot," Sweetie Belle said. "Anyway, do you want to come inside for a bit?"

"Me? In there?" First Base asked.

"Yeah, you came all the way here, might as well make yourself comfortable," Sweetie Belle said.

"I'm okay with it, but would your sister be?" First Base asked.

"She's all about Generosity," Sweetie Belle said. "Plus I do live here, some of the time at least. I switch between here and my parents' house."

"That's neat," First Base said.

"Bobby wants me to wait here for a bit," Sweetie Belle said. "So you can join me. I never really got to know you despite going to the same school as you. You seem like a nice colt too."

"I appreciate that," First Base said. "If you're really okay with it, and your sister, or brother-in-law, won't be mad, then that's fine with me."

"Excellent," Sweetie Belle said, leading the boy inside. "Come on in."

"Right behind you," First Base said, following the girl.

Meanwhile Rumble had arrived back at Silverstream's house, quickly heading inside to greet his friends. "Hey! I'm back!"

"Oh good, did ya tell Peter about Sweetie Belle?" Apple Bloom asked.

"Yeah, turns out everyone was there too," Rumble said. "Your sister, her friends, and their husbands."

"Ah take it that includes Rarity?" Apple Bloom asked.

"Yeah, she was not happy," Rumble said. "She did not want Sweetie Belle wearing the suit and...let's just say Sweetie Belle stood her ground and things could have gotten bad. Thankfully Peter was there to keep the situation under control.

"That's good," Apple Bloom said.

"How is she doing?" Smolder asked.

"She ran off after an argument with Rarity," Rumble said. "Bobby went to calm her down, I think I saw them on the way here, so he's got this under control."

"So he's not totally useless then," Smolder said.

"Smolder..." Silverstream scolded.

"But I did see someone else at the Parker-Sparkle place," Rumble said. "Another spider!"

"What do you mean, another spider?" Apple Bloom asked.

"I saw another Spider-Man, except this was a girl," Rumble said. "She's from another dimension where she got powers instead of Peter."

"There's more?" Scootaloo asked.

"Not too surprising, remember that story Peter told us once? About how he saw some other spider powered folks?" Apple Bloom said.

"Uh...I think so," Scootaloo said.

"This is kind of confusing, when you say other worlds, what does that mean?" Dinky asked. "Like Capcom? Or other planets?"

"It is kind of confusing, ain't it?" Apple Bloom said. "But according to Peter, they're just alternate realities of his world."

Gabby turned to Laura, "Are you familiar with this stuff?"

"A little, I don't dabble with multiverse shenanigans too much though," Laura said. "Unless you count Time Travel, even then that's something Logan's experienced more than me. But I can confirm our world has various versions of itself."

"Does that mean Equestria has alternate realities?" Dinky asked.

"Probably," Rumble said. "Who knows, in some realities, maybe one of us is Spider-Mane. Or Spider-Mare."

"That would be awesome," Scootaloo said.

"Maybe in one reality, I get to live a normal life without having been a lab experiment," Laura said. "But that's just me reaching."

"Hey yer life here is pretty normal," Apple Bloom said.

"Normal as it can get," Laura said.

"Normal's boring," Scootaloo said. "People and ponies need excitement in their lives."

"I'm good without the excitement," Sandbar said. "I prefer things to be chill."

"To each their own," Scootaloo said. "But aside from that, what do we do now?"

"Well, we continue our superhero plans," Rumble said. "There's a lot to go over, like...should we have hero names? Or maybe uniforms. Either individual looking or a matching group. Also we should decide on a base of operations, either here, my place, or somewhere else."

"Ah would suggest the old Crusaders Treehouse, but ah don't think we can fit," Apple Bloom said.

"Come on, we're not that much bigger, are we?" Scootaloo asked. "The pony number shouldn't be a big deal either, I used to host the Rainbow Dash fan club there. Actually, I still do from time to time."

"Scootaloo, that works for colts and fillies, but fact is, we ain't little no more," Apple Bloom said. "We're all fully grown now."

"Your carefree days as a kid are long gone," Laura said. "Welcome to adulthood, main task, Responsibility."

"Peter's specialty," Dinky said.

"Man...where did the time go?" Scootaloo wondered.

"Being an adult aint so bad," Apple Bloom said. "Yer still independent too. Rumble and I are the ones who are married and have a kid."

"Which is awesome by the way," Rumble said. "Being married to your true love is like heaven after all."

"Well ain't you sweet," Apple Bloom said, kissing Rumble on the cheek. "Mah precious Sugar Pie."

Rumble bashfully looked away, "Geez hon, way to make me feel awkward."

"Hey it's just us, you know we won't judge," Dinky said.

"You're both pretty lucky, I'm still looking for a guy," Laura said.

"Weren't you eyeing Tender Taps?" Scootaloo asked.

"I've thought about it, and he is handsome, but he also seems too nervous for me to date," Laura said.

"Give him a chance, just keep throwing hints and he'll look yer way," Apple Bloom said.

"Wasn't he asking mares out at the Gala?" Dinky asked.

"Yeah, he asked me out too, but stupidly I turned him away," Laura said, rubbing her head. "Guess I'm the nervous one here. I have a lot of...emotional baggage on me and I'm afraid to burden Tender Taps with it."

"Ah get it, Rumble and ah have our own baggage, but we support each other nonetheless," Apple Bloom said. "Ah bet he's great at handling it, and can make you feel happy."

"I'm just not good at being emotionally vulnerable, I don't know how other girls do it," Laura said. "It just isn't natural to me."

"Of course it is, you're a girl after all," Dinky said. "We girls specialize in that. It helps attract the guys who just want to make us feel loved and in return, we give that love."

Laura turned to Rumble, "How did it work for you two? Either of you nervous?"

"I was, because I had three girls crushing on me," Rumble said.

"Oh yeah, you had Scootaloo and Sweetie Belle eyeing you too," Silverstream said.

"I'm surprised you're all still friends," Laura said.

"Well yeah, me and mah friends love each other enough not to let a boy ruin it, even a sweetheart like Rumble," Apple Bloom said.

"And he did give each of us a fair chance, it stung at first that he chose Apple Bloom but I got over it," Scootaloo said. "In hindsight, it makes sense. Apple Bloom was nicer to him longer than me or Sweetie Belle. Plus I just wanted to make out with Rumble more than anything, not a good reason to date somepony."

"Seems good enough to me," Dinky said.

"So...what did you two do when you dated?" Laura asked.

"Well...we spent time with each other, saw movies, went to the park, bucked apples...made out," Rumble blushed at the last part. "Then one day...we got blessed with a little guy."

"Rumble was pretty forward with the last part," Apple Bloom said, earning a blush from her husband.

"I didn't intend to get her pregnant, I just...you know..." Rumble said. "I wanted to be with her physically. That's what love is, you feel that attracted to someone that you just want to be close."

"Of course that's just one way of being close," Apple Bloom said. "Remember our emotional baggage? Well Rumble and ah were orphaned really young, that's an unfortunate common ground fer us but we were there when either of us felt too sad."

"I totally get the orphaned part, partially at least," Laura said. "Obviously my father's alive. My mother...still not easy for me to talk about."

"Which we get," Rumble said. "When my parents died, I was in denial for a bit. I didn't want to be sad or cry because I wanted to be strong like Thunderlane was. But because he held so much bitterness inside, he began to lash out, and it's why he used to trash talk Peter and just be a jerk to others for no reason. When he hooked up with Felicia, he told me that he spilled his heart out to her and it helped him feel better."

"Um...hate to be that girl but, didn't Felicia end up dumping him?" Scootaloo asked.

"Yeah, she 'came out' or some crap," Rumble said. "My brother was heartbroken, the only reason he hadn't become bitter again is because of his daughter. Much as he wished he had a mare to call his own, just being a father made him feel happy again. My brother loves his daughter more than anything, she's his whole world and is the main reason he wants to be a better stallion."

"That's such a touching story," Silverstream said.

"It all worked out, he's with Lightning Dust and they're happy together," Rumble said.

"Where is Felicia?" Laura asked.

"I have no idea," Rumble said. "Not that it matters, she's always been way too troubled for our liking."

"She walks around with a skintight suit and acts like a cat," Laura said. "Of course she's troubling. Honestly I wouldn't be surprised if she started screwing around with other stallions, especially if they paid her."

"That sounds a little mean to say," Scootaloo said.

"Can you blame me for thinking that? She already acts like a whore, might as well live up to it," Laura said.

"Dang, that's brutal," Scootaloo said.

"Whatever," Laura turned to Sandbar and Ocellus. "What about you two?"

"Well like Rumble, I had the eye of a few girls," Sandbar said, nervously glancing at Smolder. "I ended up with Ocellus obviously."

"It was surprising too, I didn't think we'd get that close," Ocellus said. "Our mutual friendship helped us get close."

"Mutual friendship?" Silverstream asked. "Wait...do you mean Cozy Glow?"

Sandbar nodded his head, "Yeah...spending time with her let us spend time with each other."

"It helped us realize that we were in love with each other," Ocellus said. "But, I get the feeling that Cozy Glow was another love rival for me."

"That incident at the Gala probably confirmed it, she saw me with Ocellus and it probably broke her heart," Sandbar said.

"I can imagine how bad that must have been for her," Rumble said. "I do feel kind of bad for Cozy Glow. I know she was a villain, but she was pretty young. Not hard to believe she was manipulated."

"I think so too," Sandbar said. "I just know Cozy Glow has good in her, I never understood why the Princesses seemingly gave up on her. Just because she was with Martin Li? Wasn't Counselor Starlight working with that Loki guy?"

"Peter's brought this up, as have I," Rumble said. "There's some weird crap going on with the Princesses it looks like, that's one thing we're going to figure out though."

"I'll be there too," Sandbar said. "I still care a lot about her. No matter what I do, I can't just let her go."

"Same here, I loved Cozy Glow, even now I still do," Ocellus said. "I just want to give her a nice hug."

"Same, she needs somepony to love her and remind her that she is loved," Sandbar said. "That could help her a lot."

"Just be careful, she might twist that love into a desire she can't have," Scootaloo said. "It could make her even more unhinged."

"Even so, I gotta try something," Sandbar said.

"Gonna be her hero?" Rumble asked.

"Yeah, I'll try to," Sandbar said.

"Good on you," Rumble said. "We'll be there to help."

"I appreciate that," Sandbar said.

In the Everfree Forest, Zecora was brewing up some potions as per normal, carefully picking out her ingredients, unaware of what was happening outside. Vines began growing at an alarming pace, slowly and surely overtaking the area.

As Zecora was stirring, she spotted the anomaly from her window, curiosity raising in the zebra mare. "What could be rising? This looks quite surprising."

She stepped outside, seeing the vines spreading everywhere, some even noticing her presence and started going for her. "If Ponyville doesn't want to meet its untimely end, I must warn Spider-Mane and his amazing friends!"

She dashed through the forest doing her best to avoid all the vines that were lashing out at her. She got in close to the edge and leapt out of the forest, just narrowly dodging the vines.

"I made it outside, I just barely saved my own hide," Zecora said as she ran into town.

Slowly following behind her were the vines as they started emerging from the ground near some of the buildings. In one, Lyra was busy trying to cook something for her and Bon Bon, the latter sitting on a couch and reading the paper.

She started to smell something burning, and turned her attention to her wife, "Lyra, is the stove too high again?"

"I can't help it!" Lyra said, Bon Bon hearing sounds of struggling.

"What do you mean you can't control it?" Bon Bon asked, then saw Lyra's horn acting up. "Hey, what's going on?"

"I don't know!" Laura said, trying to control her magic, but to no avail. "Uh, Bonnie, something weird is happening!"

Lyra's horn started zapping everywhere, Bon Bon immediately taking cover, "Lyra! Control yourself!"

"Don't you think I'm trying!?" Lyra shouted as weird crystals started forming on her horn, blocking her magic. A terrified Lyra turned to her wife, "I think there's a problem here."

"Come with me, we'll tell Peter and Twilight," Bon Bon said, leading Lyra out of the house.

The moment they stepped outside, they saw a terrible sight. The vines were growing all over Ponyville, terrorizing the residents.

Lily Valley was being dangled upside down while her friends were freaking out below, Filthy Rich was trying to pull his nagging wife away from the vines, Octavia was running for her life, Amethyst was having similar problems with her horn that Lyra did. It was nothing but pure chaos.

"This looks troubling," Bon Bon said, then spoke into a watch. "Steve! Come in!"

In Canterlot, while Steve was overlooking the city, his watch came off, hearing Bon Bon's voice. He was quick to answer, "That you Sweetie Drops?"

"Yeah, big problem in Ponyville," Bon Bon said. "Some weird vines started showing up and is causing trouble. It's capturing ponies and somehow disrupting their magic."

"Vines?" Steve asked. "And they're disrupting magic?"

Bon Bon looked up in the sky, "Uh, looks like that's not the only thing being messed with." From above, some black clouds were shooting lightning at the ground, terrifying ponies even more. "It's chaos down here! Send some assistance!"

"You got it," Steve said, then called down below. "Taskmaster! Get some soldiers ready! We're going to Ponyville!"

"Sure thing Cap!" Taskmaster said, then turned to some soliders he was training. "You heard the man! Get moving!"

As Steve was about to leave, Celestia called out to him, "I'll join you Steve."

"You're not too busy?" Steve asked.

"I just got a letter from Twilight, it seems like another interesting development is happening in Ponyville," Celestia said.

"Another? Seems like those villains might be on the move," Steve said. "Let's hurry!"

Back in Ponyville, all the heroes emerged from the Golden Oaks Library, seeing all the damage that was taking place in town.

"What the hell is all this?" Wade asked.

"Not sure," Peter said. "That's a lot of black vines though."

"Those clouds look pretty bad too," Applejack said, gesturing to a storm cloud.

"Rainbow Dash, can you get rid of that thing?" Peter asked.

"No problem!" Rainbow Dash said, flying up to kick the clouds. Unfortunately it was very stubborn and zapped her, knocking her to the ground.

"Dash!" Johnny said, rushing to check on his wife. He looked up at the cloud, generating some fire. "Wanna go bro!? Eat fire!"

Johnny blasted the cloud into nothing, the hero satisfied with the result.

"Peter Parker!" Zecora called, running over. "I am relieved to see you and your friends well, something strange is happening that we must all quell!"

"You wouldn't happen know what these are, would you Zecora?" Peter asked.

"I am afraid I do not know, but these vines have got to go!" Zecora said.

"That's an understatement," Twilight said. "We gotta figure out how to destroy these things!"

"First, let's try to evacuate as many ponies as we can!" Peter said, then turned to his Earth friends. "Can you three help Aunt May watch over the kids?"

"Of course," Mary Jane said, holding Mayday close to her. "I'll keep your kids safe."

"We'll all do it," Flash said, Harry simply nodding.

"Speaking of kids, I must head to my parents' house, and quicky!" Rarity said. "They might be in danger, same with my precious little filly!"

"Ah should head to mah farm," Applejack said.

"Alright, all the mothers head home to make sure your kids are safe, all the fathers get ready to save ponies!" Peter said. "Bring them to the bottom of the Ghastly Gorge!"

"Oh right! We can bring them to where Maud lives, she totally won't mind!" Pinkie said.

"I'll go let her know," Trixie said, making a run for it.

"I'll cover you!" Starlight said, following Trixie.

"Should we go too, Peter?" Mary Jane asked.

"Yeah, get my aunt as well," Peter said.

"I'll get her," Susan said, heading inside. "Franklin! Stay with MJ!"

"Okay mom!" Franklin said.

"Um...I'm not a mother, and I'm a girl so I'm clearly not a father either," Gwen said. "What should I do?"

"You come with me," Peter said, placing his mask on, Gwen doing the same. "Twilight! Let Celestia know what's happening!"

"Wait up!" Twilight said, but Peter had already swung away with Gwen. "And he's on the move..."

"Twilight, I still have a quill and paper," Spike said.

"Right...write a letter to Celestia and let her know what's happening here," Twilight said, taking off. "I'm going to take action myself."

"Uh, sure," Spike said, writing a letter.

Logan was seen cutting a bunch of vines, freeing the flower ponies from their crisis. "Quick! Get to the bottom of the Ghastly Gorge! Run and don't stop!"

"Don't have to tell us twice, thanks Timber-Wolverine!" Daisy said, making a run with her friends.

"Just call me 'Logan'!" the mutant called. "Sorry Pinkie Pie, but that name just ain't clever." As he continued cutting the vines, he saw that they were quick to grow back, making this much more difficult. "What the hell are these things made out of?"

"Logan!" Lighting Dust called as she flew by. "What's happening to this town!?"

"Not sure, but these things just won't die!" Logan said, cutting more. "Where's Thunderlane? And yer kid?"

"Thunderlane flew Felicity away from the house the moment things got bad, I came to find you, Laura or Fluttershy," Lightning Dust said.

"We're fine, just try to get them to the Ghastly Gorge, where Maud Pie lives,” Logan said.

"I'll let Thunderlane know, then come back to help," Lightning Dust said, flying off.

Logan sliced through more vines as they continued to grow, "This is starting to piss me off a bit."

At Sweet Apple Acres, Applejack is seen evacuating her family away, "This way everypony!"

"Mama, what's wrong?" Oliver asked as Cheerilee placed him on his mother's back.

"Just a little problem, sweetheart, nothing your mama can't handle," Applejack said.

“Don’t like the look of them vines, brings back some very unpleasant memories,” Granny Smith said, keeping a close eye out for her family.

"You and me both, Granny. Now let’s hurry, we gotta get a move on to Ghastly Gorge," Applejack said as Cheerilee got her son on her back. The mare was feeling very worried, these vines reminding her of the day her parents died. “Get a grip AJ, you got this. It ain’t gonna happen again.”

One vine got too close to Sugar Belle as she was carrying Becca. Fortunately he was quick to try and stomp it, though it immediately retreated into the ground, then came back up and knocked him over. "Ow..."

"You alright Big Macintosh?" Sugar Belle asked.

"It's nothing," Big Mac said, standing up. "Just making sure you and mah niece are alright."

One tried coming from the other side, but Sugar Belle was quick to blast it. It began growing back fast however. "Guess we should get moving."

"This way!" Applejack said, keeping the family close as they trotted to the edge of town.

"Applejack, where's Apple Bloom?" Cheerilee asked.

"And where's Remy?" Sugar Belle asked.

"Apple Bloom's with Rumble, ah imagine he's keeping her safe," Applejack said. "Remy's in town protecting pony folk, I'll be joining him once this is all over."

"Is papa gonna save ponies?" Oliver asked.

"You know it little fella," Applejack said. "You got a strong papa, he ain't afraid of nothin'."

True to Applejack's word, Remy was fending off some vines in town, using his cards to destroy a bunch while keeping some ponies safe, "Quick! Run for it!"

"Thank you Gambit!" Golden Harvest said as she ran off with some ponies while Remy continued whacking the vines away.

"Dem vines are tough," Remy said, keeping his distance. "Hoping Twilight can figure something out soon. Eh, she got dis. She ain't princess for nothing."

"Help!" Came the voice of Octavia, Remy seeing that the vines finally caught her, as she was being dragged away.

"Hang tight, mon ami! Gambit gon' get you to safety!" Remy called as he charged in to save Octavia.

Not too far away, Doctor Hooves was blasting away some vines with a little laser while protecting Derpy and their son.

"These blasted things won't stay gone!" Doc said.

"I'm getting worried, there's too many of them," Derpy said.

"We'll be fine, my dear, just stay close to me," Doc said, zapping some away. Suddenly a bunch were frozen, and then destroyed. "Ice? Oh, is Icemane nearby?"

Bobby slid in, "Just Iceman dude, or Bobby."

"Ah, good to see you my friend, I take it Peter and the rest of your Amazing Friends are handling this mess too," Doc said.

"Yeah, totally," Bobby said, a bit annoyed at the Amazing Friends part. "Nice gizmo you got."

"Thanks, one of my many inventions," Doc said, then took note of Janet blasting some vines. "Greetings Miss Van Dyne!"

"Sup Doc!" Janet said, blasting the vines. "Hey, try to get to the Ghastly Gorge! Everyone's meeting there."

"Sounds like a plan!" Doc said.

"Need me to escort you?" Bobby asked.

"That would be great," Derpy said.

"I can handle that," Janet said. "Bobby ,you should find Rarity and your daughter."

"I'll do that then," Bobby said.

"Also, how's Sweetie Belle doing?" Janet asked.

"She's fine, I managed to calm the situation," Bobby said. "I hope this doesn't stress her out though. I told her to head to the Boutique too."

"I'll try to find her, just get Doc and his family to Maud Pie's place," Janet said.

"Sure, you got it," Bobby said as Janet flew off. He turned to the couple. "Alright, let’s move."

Meanwhile Pinkie was escorting the Cakes and their kids away, the girl trying to keep them away from the vines. Pinkie had her twins on her back while Pound and Pumpkin were with their mother and father respectively on each back.

"These things are tricky, keep an extra eye out," Pinkie said.

"Why is this happening?" Cup Cake asked.

"Wish I knew," Pinkie said. "But Twilight will figure something out, she usually does. Just try to avoid these vines, they do not look friendly."

Unfortunately a couple of vines did take the family by surprise, grabbing both Pound and Pumpkin, as their mother and father were each quick to try and pull their kids back.

"Oh no!" Pinkie said, she went to help but found herself trapped by a vine grabbing her hind leg. "Hey, get off!"

Fortunately Wade had shown up nearby, "Get the hell away from my family!" Using his swords he cut the vines, freeing his wife and the Cake Twins.

"That was close," Pinkie said. "Nice work Wadey!"

"Papa! Papa!" Elanor said while Lil' Cheese did some motion slices mimicking a sword.

"Anything for you and the Cakes," Wade said, focusing on the twins. "You kids alright?"

"We are," Pound Cake said.

"Thanks for saving us, Uncle Wade," Pumpkin said.

"It's nothing," Wade said, then saw some weird development on Pumpkin's horn. "Hurry and get these kids to Maud's place!"

"On it! Lets go!" Pinkie said, escorting the Cakes away as some vines came after Deadpool.

"Come and get me, bitches!" Wade said, fighting off the vines.

Johnny flew above, keeping an eye out for anyone who needed help. He also kept an eye out just in case Rainbow Dash needed protection too. "Hope The Wonderbolts take notice of what's happening."

"Johnny!" Came the voice of Angel Wings.

"Well how about that," Johnny said, then focused on his fellow Wonderbolt. "Hey Angel, did this reach Wonderbolt HQ?"

"Yeah. I think they're sending some down," Angel Wings said. "I just came to check on you and Rainbow Dash."

"Rainbow Dash is saving her parents and our daughter, I'm keeping the civilians safe," Johnny said.

"That's good, backup is coming at least," Johnny said, then heard some yelling nearby. He turned to see Cherry Berry on her hot air balloon as it was grabbed by vines. "I'll go save her, go meet with the others."

"You got it," Angel Wings said, flying off.

Below, Peter and Gwen were rescuing ponies by the loads, pulling them out of tight spots and getting them somewhere safe for them to run.

"Get as far away from here as possible!" Peter said to the Rich Family.

"Of course, thank you for your help," Filthy Rich said as he trotted off. "Come family!"

"I better not find out this is somehow your fault!" Spoiled Rich warned.

"Mom! Stop being ungrateful to Spider-Mane!" Diamond Tiara scolded as she escorted her mother away. "Thanks Peter!"

"You got it Diamond!" Peter said.

"So...Spider-Mane?" Gwen asked.

"Pinkie Pie came up with it, just like she came up with Peter Pony Parker," the hero explained.

"Wow, that's...clever," Gwen said. "You have some interesting friends, especially that zebra girl. Does she always rhyme when she speaks?"

"Yeah, I'm convinced she eats Green Eggs and Ham every morning," Peter joked, getting a chuckle out of Gwen.

"Quite the jester, aren't you?" Gwen said. "Still, that lady from a second ago. Why was she blaming you?"

"Lots of ponies do, some even blame me for the villains that showed up at the Marvel vs Capcom tournament," Peter said.

"Ouch," Gwen said. "That's harsh."

"Yeah well, some villains did come here because of me, I don't blame ponies for getting upset," Peter said.

"Still, you're the one saving them, and it's not like you invited them over," Gwen said. "They chose to endanger others to get to you."

"Even so, I can see where they're coming from, which is why I have to be diligent so they have less reason to be afraid," Peter said.

"You're doing good so far," Gwen said.

"Oh, there you are Peter!" Came a voice. Peter looked up as saw Autumn Blaze dangling nearby.

"Autumn?" Peter asked.

"That's me, Autumn Blaze," The Kirin said, then noticed Gwen. "Oh, I see that you have a new friend."

"Hi, I'm Ghost Spider," Gwen introduced.

"Oooh, sounds spooky, I like it!" Autumn Blaze said.

"Autumn, you know I'm always happy to see you but...what exactly are you doing here?" Peter asked.

"Well I know you went through some drama the other day so I figured I'd come by to see you," Autumn Blaze said. "I was gonna come yesterday but Rain Shine insisted I waited a bit and give you space to breath. I wanted to wait longer but I really missed you and I wanted to see for my own eyes that you were okay. So I came by and well...I got into this mess."

Peter leapt up and broke the vine to see Autmn, gently setting her down, "There you go."

"Thanks for that, all the blood was rushing to my head," Autumn Blaze said, shaking it off.

"I'm sorry this happened because of me," Peter said.

"What? No, it's not your fault, it's these dumb vines that are at fault," Autumn Blaze said, waving one off. "Shoo! Go away!"

"Still, I didn't mean to make you worry," Peter said.

"You're my friend, if I worry it's because I care," Autumn Blaze said. "I know if the situation was reversed, you'd be on the first train to Kirin Grove."

"Sounds like you really value Peter," Gwen said.

"Totally, when I came to Ponyville for the first time last year, he was so quick to be my tour guide," Autumn Blaze said. "Then I befriended him, Trixie and Starlight and it made me super happy! I'm proud to be friends with Peter Parker."

"Geez, this is kind of embarrassing," Peter awkwardly said.

"But it's sweet, she really cares about you," Gwen said.

"I fought in a war for Peter," Autumn Blaze said.

"...You did what now?" Gwen asked.

"Tell you later," Peter said. "Autumn, come with me, I'll personally take you to Ghastly Gorge, you'll be safe there."

"Aw, see, you're looking out for me too, such a sweetheart," Autumn Blaze said, lifting Peter's mask up slightly and kissing his cheek.

"H-hey! Come on!" Peter said as he recoiled, the sound of Gwen's chuckling not helping.

"Sorry, couldn't resist," Autumn Blaze said.

"Just...follow me," Peter said, escorting Autumn Blaze away. "Gwen, keep up the pace."

"You got it," Gwen said, swinging away.

At the edge of town, Gallus was seen leading his team into town, "Alright everyone, we got some ponies to save! Let's show those heroes how it's done!"

"Yeah, sounds great..." Wallflower Blush said. "How do we do that though?"

"Can't be too hard, just find a pony, get that pony out of town and boom, saved," Gallus said.

"Leave it to us," Indigo Zapp said, flying up with her team. "We in The Wonderbolts specialize in rescuing."

"Sweet," Gallus turned to Garble. "You and your friends, start burning stuff."

"Sounds fun," Garble said. "Come on guys, let's cause some mayhem!"

"Um, you mean be heroes, that's our whole thing," Gallus said.

"Yeah sure," Garble said, then burnt some vines.

"What I should do?" Yona asked.

"Carry ponies," Gallus said. "And beat up these vines if you can. Now, let's head into it!"

"Charge!" Wallflower Blush said, leading some ponies to battle.

Elsewhere, Rumble and his friends were also out and facing the vines. Ocellus transformed into various animals while keeping Sandbar safe, especially since he was carrying Cumulon.

"This feels weird, I should be protecting Ocellus, not the other way around," Sandbar said.

"Think of it like this," Dinky said, zapping a few. "It just means she cares enough to protect you."

"Still..." Sandbar lamented.

"Also, you got a baby with you," Scootaloo said. "So she's also protecting him, and you can do the same."

"Yeah, it's the right thing to do," Sandbar said.

Dinky kept zapping, but felt strange, "Ugh, these vines are starting to block my magic."

"Keep trying," Apple Bloom said, kicking some vines away.

Rumble was in the air, taking a look around, "Geez, these vines are taking over the whole town."

"I see the heroes fighting them off though," Silverstream said, taking note of them. "Some are even saving civilian ponies."

"That's what we should be doing," Rumble said. "If we focus on keeping ponies safe, the heroes can figure out what's going on."

"Or, we can figure it out while they're saving ponies," Silverstream said.

"That too, but I don't know where to start," Rumble said.

Gabby flew up as well, keeping an eye on the vines and following their path, "You think they're coming out of that forest?"

"Wouldn't surprise me, the Everfree Forest has always had some weird stuff," Rumble said. "I'll go check it out. Maybe figure out the problem."

"What will you do then?" Gabby asked.

"I'll try to stop it," Rumble said.

"Are you sure about that?" Silverstream asked. "You might be out of your league."

"If I can't stop it, I'll find Peter and Twilight," Rumble said. "But I gotta see what I can do from my end."

"Well if you're going, I'm going with you," Silverstream said.

"Alright, you're with me," Rumble said, then turned to the griffon beside him. "Gabby, work with the others to save ponies, and try to rendezvous with Peter or any of the other heroes."

"You got it," Gabby said, flying back down.

"Let's go Silver!" Rumble said, flying toward the forest with Silverstream.

Down below, Laura had gone on her own to cut down some of the vines, then heard some familiar cries for help, "I'm stuck! Help! Somepony!"

"Sounds like Tender Taps," Laura said. Sniffing him out, she found him and pulled him out of the vines, "Got ya."

"Laura!" Tender Taps immediately hugged her. "Thank you so much! I owe you big time!"

"He owes me huh?" Laura had some thoughts but shook them away. "Eh...don't worry about it, it's a hero thing to do, I guess."

"Still, I appreciate it," Tender Taps said.

"Just...let me get you to safety so you don't get caught again," Laura said. "Stick close to me."

"Sure thing," Tender Taps said, following the mare out of the town.

Twilight blasted a bunch of the vines, keeping them away from her house while Spike blasted them with fire. Twilight however started to feel pain in her horn, "Geez, this feels like some of the Crystal Empire's dark magic."

"You feeling alright?" Spike asked.

"I'm fine, don't worry about me," Twilight said, blasting the other vines. "I'm more worried about the other ponies."

"I wouldn't worry too much, Peter's good at saving others," Spike said. "He's got Gwen too, so-"

Twilight let out an angry blast, startling Spike, and giving herself a headache in the process, "Ow..."

"Uh, are you alright Twilight?" Spike asked.

"Yeah...I'm fine," Twilight said, blasting the vines. "Never mind me, just keep going!"

"Uh, alright," Spike said, burning the vines.

From the distance, they could spot Scott Lang emerging in size with a bunch of ponies on his back as he lead them out of town, doing his best to break away from the vines, but not without the help of some visiting Wonderbolts, and a few other Pegasus ponies.

"Hey I see Soarin, guess he stepped out of retirement for the moment," Spike said. "Good on him."

"Yeah, really great," Twilight said.

"Too bad Spitfire can't help, but she is pregnant, no one's foolish enough to do work like this while pregnant," Spike said, catching a glare from Twilight. "Uh, no offense."

Twilight shook it off, "Sorry, I don't know why I got mad just now. Guess I still feel kind of stupid for what I did years ago when fighting Goku. Sometimes I wonder if Peter thinks I'm crazy for doing that, if that makes me a bad wife."

"You just got worried for Peter, and your baby was protected," Spike said. "I know you made a mistake but you learned from it and didn't try it again at least."

"I know but still..." Twilight said.

"You gotta stop worrying, forgive yourself and move on, it's what you tell Peter, and he's done a lot of things he regrets," Spike said.

"That's for sure," Twilight said, still feeling bitter. "Geez, I really gotta move past this. I gotta focus!"

Suddenly a portal opened nearby, Sunset Shimmer stepping through with Julia.

"Alright, so we talk to Peter and..." Sunset saw the commotion. "What in the world!?"

"Oh, Sunset," Twilight said. "Weird timing."

"What's going on?" Julia asked. "These vines weren't here when I left."

"Yeah, a lot can happen in five minutes, can't they?" Twilight asked.

"Pretty sure it's been more than five minutes," Spike said, earning a slight glare from Twilight.

"What is all this?" Sunset asked.

"I don't know, but it's very dangerous," Twilight said, blasting the vines. "Right now we're trying to evacuate ponies."

"I don't suppose a few of your friends can help with that?" Spike asked. "

"That won't be a problem," Sunset said, then called inside. "Ponyville needs help! I need about ten of you to come!"

One by one, Ryu, Chris, Dante, Chun-Li, Leon, Cloud, Morrigan, Sonic, Kratos and Mega Man emerged from the portal.

"That should be plenty," Twilight said.

Dante scratched his head in confusion, "What the hell is this? Did the Qliphoth reach Equestria or something?"

"I was about to say this reminds me of Plant 42, just on a larger scale," Chris said.

"Regardless, ponies need help," Chun-Li called inside the portal. "Amy! Please ask Viper and Sally to keep an eye on things here!"

"You got it!" Amy called.

"If there's trouble, contact Doctor Strange! Use that portal device to come to Equestria too if need be!" Chun-Li said.

"You can count on me!" Amy called.

"Jill's there too if you need any assistance, same with Tifa!" Chun-Li said.

"Also, do not let Atreus use any dangerous facilities while I am away!" Kratos said. "Even under Mimir's guidance!"

"I'll make sure, sir!" Amy called. "I'll keep everything else under control!"

"We'll be back soon!" Chun-Li said, closing the portal. "Alright, let's save ponies."

"I'm on it," Sonic said, speeding into town.

"Hey don't start without us," Dante said, following Sonic alongside Cloud.

"Ha, eager for justice! Admirable," All Might said. "Let us go, Invincible!"

"Yes sir!" Mark said, joining All Might.

"Tell ponies you save to go to the Ghastly Gorge!" Twilight called.

"Eager bunch," Ryu said, then turned to Twilight. "So, any idea what happened here?"

"No, it's a mystery," Twilight said. "But I would guess that our enemies are behind this. Dante seemed familiar, he mentioned a name too."

"Qliphoth, a tree from the demon realm," Ryu said. "I can't say for sure this is the reason however. But it's a possibility. Especially if Vergil's involved."

"Chris mentioned something as well, a Plant 42," Twilight said.

"The T-Virus that created those zombies affect other living things, including plants," Ryu said. "One such caused trouble for Chris and his friends back when they first encountered B.O.W.s."

"That virus affects plants? That means if Wesker has a version of the virus, it could affect anything," Twilight said.

"Exactly, anything is susceptible," Leon said. "I can only imagine what the demon tree or the T-Virus could do to a place like this."

"Let us not worry her," Kratos said. "She needs our assistance, we must rescue the ponies that are in danger."

"Lets get to it then," Chun-Li said, leading everyone into town, save for Sunset.

"Should we get Goku for this? He can sense energy after all," Sunset said.

"If it's just rescuing, then sure, you can go find him too," Twilight said. "We also need to find the source of the problem, and that lies in The Everfree Forest."

"That might be troubling," Sunset said. "I'll go and find Goku then, be back in a bit."

Sunset created a portal and left, while Julia entered town.

"I'll make myself useful and save some ponies too," Julia said.

"Glad things are working out," Twilight said. "Spike, keep at it!"

"Yes ma'am!" Spike said.

At the Ghastly Gorge, Peter had just dropped off Autumn Blaze with a bunch of others that were already gathered, "Stay here, I'm gonna head back."

"Sure thing," Autumn Blaze said.

"Daddy!" Mayday called. "How many more do you have to go?"

"I'm not sure, but we're not stopping until everyone's safe," Peter said, then turned to Pinkie's sister. "Sorry for dropping all this on you Maud."

"Don't be," Maud said. "I don't mind sharing my personal space for the greater good."

"Still, I owe you," Peter said. "I gotta go rescue more."

"That's our Spider-Mane, always willing to save the day," Doc said.

"We appreciate you very much," Octavia said, with Vinyl verbally agreeing, along with several ponies, a good chunk keeping their opinions to themselves.

"It's nothing, just please stay safe here," Peter said, swinging away.

Mayday furrowed her brow at some of the ponies, doing her best to stay out of everyone's way, something Franklin noticed.

"What's wrong?" Franklin asked.

"I hate being here, too many ponies," Mayday said. "I bet some of them are judging daddy too."

"Mayday, I know you don't like large crowds, but you shouldn't be so quick to assume things," Franklin said.

"Well, ponies are dumb, and annoying too," Mayday said. "They probably don't even like me, so why should I like them?"

"Mayday, I'm sorry you feel this way, but if you keep acting like this, you're just giving them more reason to dislike you," Franklin said. "Your dad never lets naysayers get him down, you should follow that example."

"It does bother him, he just doesn't show it," Mayday said.

"Because he knows it will make things worse," Franklin said. "Please, just try to smile a bit. You look cute when you're mad, but prettier when you smile."

Mayday blushed upon hearing that, "Okay Frankie, I'll try."

Franklin left a kiss on her cheek, further keeping Mayday calmer in this situation. "Wonder if I can use my powers...no, too risky. I don't want to accidentally ruin anything. I'll just trust Spider-Man."

Peter had arrived in town, just in time to see that help had arrived, "Didn't expect Capcom and company to be here. Then again, Julia did go to their world."

Chun-Li blasted a vine, then noticed the hero nearby, "Oh, hey Peter! We met your friend, Madame Web. She said you had trouble."

"It wasn't this but we appreciate you helping anyway," Peter said. "I gotta head into town and save more ponies. If you see anyone, send them to the Ghastly Gorge!"

"Twilight let us know. Don't worry about me though, I got things under control here!" Chun-Li said, destroying more vines as Peter left. One pony she freed was Button Mash, the young stallion looking elated.

"Finally! Free! Thanks Capcom lady!" Button said. "By the way, has anyone ever told you that you fight like a character from a video game?"

"A few times," Chun-Li said.

"Most ponies love the Marvel Heroes, and I respect them, but I always found Capcom to be so much cooler!" Button Mash said.

"Tell that to my friends, they'll appreciate that," Chun-Li said. "Now hurry to the Ghastly Gorge."

"You got it," Button Mash said, making his leave.

In town Peter was looking for Gwen, "Now where is..."

"Help!" Came the voice of a familiar mare.

"Wallflower?" Peter said, running over to Wallflower Blush and pulling her to safety. "There, you're safe."

"Spider-Mane!?" Wallflower said, then immediately shook it off. "I...totally didn't need your help, I would have saved myself."

"Uh...sure, whatever you say," Peter said. "Head to the Ghastly Gorge, do you need me to escort you?"

"No! Go away!" Wallflower said, the girl feeling mixed emotions as she trotted away. "I can keep myself safe!"

"Okay then..." Peter said. "I should check on her later, just to be safe."

A vine tried to attack Peter, the hero just about ready to dodge when a familiar friend came to help. Sweetie Belle showed up and destroyed the vine with her magic, then destroyed a few more. A few came at her again, but she was quick to generate some claws on her suit and destroyed them with ease.

"Wow, that was fun," Sweetie Belle said.

"Whoa..." Peter said. "Sweetie Belle?"

"Oh, hey Peter!" Sweetie Belle said. "Sorry I ran off earlier."

"It's fine, but wow, you're really kicking butt," Peter said.

"Thanks, I feel like the suit's really bonded with me now," Sweetie Belle said. "I feel unstoppable."

"Just be careful, you could still get hurt," Peter said.

"I'll be fine, nothing's hurt me yet," Sweetie Belle said, unaware of a vine about to attack. Peter was quick to web the vine away and kick a few others away as well.

"Just try to be careful," Peter said.

"Uh, thanks," a somewhat embarrassed Sweetie Belle said. "I'll stay focused."

"Mind sticking with me? I can give you some tips," Peter said.

"I'd love to!" Sweetie Belle said, getting into a stance. "What's my first lesson, Master?"

"First lesson, don't call me 'Master'," Peter said. "Now, let's move."

"Yes sir," Sweetie Belle, following Peter.

"Don't call me 'sir' either," Peter said.

"Sorry sensei," Sweetie Belle said.

"I'm not Japanese!" Peter groaned. "Ugh, whatever, just focus."

"You got it Peter," Sweetie Belle said, Peter facepalming but continuing on.

Above the Everfree Forest, Rumble and Silverstream noticed some trouble brewing below as the vines continued to grow more and more.

"I don't think there's a feasible way to end this, not unless we get a really good weeding tool," Rumble said.

"There's gotta be something we can do," Silverstream said.

"Nothing really to tell Twilight about either," Rumble said, then noticed something in the distance. "Clouds!"

"Huh?" Silverstream saw some clouds approaching fast. "Oh boy."

"Duck!" Rumble said, the two flying below into a ditch of sorts, still hovering in the air.

"That was close," Silverstream said. "But, now we're kind of trapped here. Those clouds aren't going to make it easy to escape."

"We'll find another way," Rumble said. Let's hide in that cave for now and think of a plan.

"Sure," Silverstream said, following Rumble.

As he tried thinking of a plan, Rumble noticed something strange in the distance. "Huh? What's that?"

Silverstream noticed it as well, "That looks like a tree, but it's in really bad shape."

"It's so different than the other trees," Silverstream said. "The middle part looks familiar."

"Yeah...it kind of reminds me of Twilight's Cutie Mark," Rumble said. "Hard to really tell though, all those vines have the tree surrounded."

"It's almost like they're taking life from the tree or something," Silverstream said. "Like, really focused on it."

Rumble flew in close, carefully examining the tree, "I feel like there's something about this tree that's important. Kind of want to show Twilight."

"Might be hard, those vines won't let us through so easily," Silverstream said.

"Then we cut through," Rumble said, readying his wings. "Come on, I'm not letting this stop me and neither should you!"

"You got it," Silverstream said. Seconds later, the two dashed out of the cavern, up to the forest, which was blocked by vines.

"This won't be easy," Silverstream said.

"Being a hero never is," Rumble said. "Let's go!"

The two blasted through, not letting anything stop them. Rumble got tangled a few times, but Silverstream was quick to free him with her talons. They headed up with Rumble kicking the clouds away, both quick to exit the Everfree Forest, away from the danger.

Both looked back, keeping a distance from the vines, and relieved to have gotten away for the moment.

"We made it," Silverstream said, wiping some sweat away.

"Come on, lets see if Twilight's home," Rumble said. "Hopefully she's okay."

Twilight continued blasting vines, this time she was joined by a team from Canterlot consisting of Steve, Sam, Bucky, Double Diamond, Starswirl, Taskmaster and Celestia.

"I'm so happy you all made it," Twilight said.

"Thanks to you and Agent Sweetie Drops," Steve said.

"When your letter described the vines, they seemed so familiar," Celestia said. "That's when I remembered. Discord used these once, they're called Plunderseeds."

"So this is Discord's doing," Twilight said. "Should have figured."

"Discord's really getting started on his evil plan, isn't he?" Double Diamond said, battling with a makeshift shield, similar to Steve's, along with a spear.

"Sure seems like it," Twilight said.

"Princess!" Bon Bon said, galloping over. "The heroes got a lot of the ponies out but there's still a few unaccounted for!"

"We gotta try harder!" Taskmaster said, using his sword to take out some vines. "I'll head in myself, grab some slaggers!"

"Don't worry," Sunset said, showing up with Goku. "I brought help."

"Wow, that's a lot of vines," Goku said. "And I thought weeding my farm was a lot of work. But good training when you put your mind to it."

"This is no time to think about fighting!" Starswirl said.

"Technically we're fighting vines," Bucky pointed out, to Starswirl's annoyance.

"We just need you to locate some ponies using your ki sense," Sunset said.

"Sure, I can do that," Goku said, taking a moment to focus. "Alright, I think I spotted some. Be right back."

Goku used his Instant Transmission to teleport away, leaving the others behind for the moment.

"I'll go in too," Sunset said.

Just as she was about to do so, Rumble was calling out, "Twilight!"

Twilight turned to see him and Silverstream flying over. "I'm so glad you two are safe."

"Twilight, both Silver and I saw something strange in the Everfree Forest," Rumble said.

"It looked like some weird tree, and it had your Cutie Mark on it," Silverstream said.

"My Cutie Mark?" Twilight asked.

"This tree," Celestia interjected. "Was it in a cavern?"

"Yeah, looked like it," Rumble said. "Do you know what it is Princess?"

"I think I do," Celestia said. "Twilight, find and gather your friends, we will meet near this tree."

"Um, okay," Twilight said.

"I must return to Canterlot for a moment," Celestia said. "Steve, hold your ground until I get back."

"Will do," Steve said, keeping the vines away.

"We'll help," Sam said.

"Alright, I'm off," Twilight said, flying through town.

"Wonder what's happening?" Sunset was obviously intrigued but she had a job to do.

Within minutes, Twilight had found and rounded up all of her friends, all of them standing near the entrance to the forest alongside Rumble and Silverstream. The group was also joined by Laura, whom Rumble asked to help through the forest.

"That's everyone, right?" Rumble asked.

"Yeah, we're all here," Rainbow Dash said.

"Your families are safe, right?" Twilight asked.

"Sure are," Pinkie said. "Maud's watching over them right now."

"I can verify that Rina is safe and sound with her grandparents," Laura said.

"Now, we just have to wait for Princess Celestia," Twilight said.

"There you are," Celestia said, flying over, joined by Steve, Starswirl and Bon Bon. She had a brown sack currently equipped with her as well "Come on, through here."

Using her magic, Celestia kept all the vines away, with assistance from Twilight and Rarity as they traveled through the forest.

"This place gives me the creeps," Bon Bon said.

"It won't take us too long," Steve said.

As they trotted through, they got closer to the cavern, Rumble gesturing below, "The tree's down there."

"Follow me," Celestia said, using her magic to teleport everyone below, a few of them dizzy. "Hurry."

"You heard her," Twilight said, escorting everyone inside the cavern. That's when they spotted the tree, still covered in the Plunderseed vines.

"Whoa, what is that?" Rainbow Dash asked.

"That is the Tree of Harmony, it's where the Elements of Harmony originated from," Celestia said, using her magic to take the elements out of her sack and levitating it to each holder.

"So...this is where the Elements came from?" Rainbow Dash asked.

"A thousand years ago, Luna and I needed the power to imprison Discord and end his reign of terror," Celestia said. "This tree protected Equestria, and the Everfree Forest. Without its magic, it's become vulnerable."

"That was risky, Celestia," Starswirl said. "The Elements are vitally important to the Tree of Harmony. But perhaps I should have spoken up sooner."

"I knew I should have returned them," Celestia said. "However, I've held onto the Elements for years, as they have proven to be useful time and again for our benefit, but now, it is time to return them to where they belong."

"You want us to give the Elements back?" Twilight asked. "But, don't we need them?"

"Yeah, they came in handy when we had to save Stygian," Rainbow Dash said.

"They might come in handy again," Pinkie said.

"You don't need the Elements, you have each other," Celestia said. "If you don't return the elements however, the Plunderseeds may spread across Equestria."

"...She's right, we have to stop this here and now," Twilight said, placing her element on the tree. Reluctantly, her friends did the same, restoring power to the tree bit by bit.

Once it was complete, the magic cultivated and started spreading across the forest, slowly climbing up the vines from the Plunderseed. Within a few seconds, the entire town was hit with a magic that targeted only the vines, destroying them on sight and rescuing any remaining stragglers.

"Whoa..." Remy said, amazed by the magic.

Zecora, who had went to rescue ponies herself, seemed relieved, "The curse is no more, but my legs are feeling sore."

Gallus, who was struggling to escape the vines that captured him, was suddenly on the ground, confused, "Wait, what happened? Did I win?"

Sonic and Mega Man saw everything disappear as well, the two looking relieved.

"It's finally done," Mega Man said, then held his fist out to Sonic. "Great work saving everyone, Sonic."

"Same to you, Rock," Sonic said, fist bumping Mega Man. "And to the other heroes."

"Especially to whoever destroyed those vines," Mega Man said.

Peter along with Sweetie Belle, Johnny, Gwen, Logan, Chun-Li and Leon all seemed relieved where they were as well.

"Sweet, Twilight must have pulled something off," Peter said.

"Your wife did this?" Gwen asked.

"She's the only one Amazing enough to do so," Peter said. "She and her friends."

"That's our Twilight," Johnny said.

Back in the Forest, the Tree of Harmony glowed radiantly, everyone relieved to have pulled this all off.

"Thank goodness, it's all over," Fluttershy said.

"Yes, balance has been restored," Celestia said.

Rumble trotted toward the tree, placing his hoof on it, "Wow...it's really pretty."

"Who would have guessed something like this was in The Everfree Forest?" Silverstream said.

"Even the darkest places sometimes have beauty in them," Celestia said.

"Sounds poetic," Rumble said. "So, now what?"

"Now, we get everything back to normal," Twilight said, then patted Rumble's head. "Great work, you did very well today."

"It's nothing," Rumble bashfully said. "Silverstream helped too."

"I just followed your lead," Silverstream said.

"Yeah but you helped me out a few times," Rumble said, placing his foreleg around the hippogriff. "So we did it."

"Yeah, we did," Silverstream said, returning the gesture.

"You two did great, be proud of yourselves," Steve said. "Everyone who helped should be proud."

"Yeah, we did great, but the job isn't over," Rainbow Dash said. "We still gotta find Discord, and thrash him!"

"If we can find him," Twilight said as she and her friends left. "Who knows where he could be?"

Unknown to them, Discord was near the edge of town, the being was powerless and a bit worried. Fortunately he wasn't alone.

"I don't know Eris, after everything that happened, especially the Plunderseeds, will they even trust me?" Discord asked.

"There isn't much choice," Eris said. "Those villains are going to destroy the multiverse, we have to make sure the heroes are ready!"

"Still, it's my fault those villains gathered up," Discord said. "I just don't know if-"

"Discord, I know you're worried, but those fears need to be put aside," Eris said. "One of the ponies must be willing to listen."

"Perhaps, there is one who specializes in forgiving Kindness," Discord said. "But I am a bit terrified of her husband, and I am pretty vulnerable."

"Here," Eris placed a bit of magic in Discord. "It's not much, but it should leave you at least able to fly."

Discord floated in the air a bit, feeling relieved, "That's one problem. Alright, I'll do what I can."

The Plunderseed threat was done, but a bigger evil lay in wait.

The Struggle of Forgiveness

Within the town of Ponyville, the citizens were being rounded up to the center of town, which gave Twilight as well as Mayor Mare a chance to ensure everyone was okay.

In addition to the heroes helping round everyone up, the other worldly warriors were also assisting, albeit with some suspicion from the ponies.

"Everyone keep moving to the center of town!" Johnny ordered, the hero flying above. "The sooner you do this, the sooner Twilight can verify everyone's safe! Then you can all go home!"

"This has been such a weird day," Daisy said.

"I know, but stuff like this happens a lot, so I'm kind of used to it," Roseluck said.

"At least we had Spider-Mane around to save the day, lucky us," Lily Valley said.

"Oh right..." Daisy said, feeling a bit unsure.

"What's wrong?" Roseluck asked.

"Well...bad things do tend to happen when he's around," Daisy said, causing both her friends to gasp in disbelief.

"How could you say something like that!?" Roseluck said.

"Yeah, he risked his life for us, you shouldn't be so ungrateful," Lily Valley said.

"I don't mean to be, but bad things tend to happen because he's around," Daisy said.

"Bad things always happen, if anything Spider-Mane keeps us much safer," Lily Valley said.

"Imagine if he wasn't here," Roseluck said.

"Oh the horror! A world without Spider-Mane to save us is a world where we truly fall to evil's power!" Daisy dramatically emphasized. "The horror of it all!"

Johnny, who was flying by, shook his head at the trio, "Those girls can be so dramatic. But given what happened they've earned a pass."

"This way folks!" Peter called. "Let's hurry through this!"

"This town took quite a bit of damage from all them vines," Applejack said. "We're gonna have to figure out a way to fix everything, and soon."

"We'll get it done," Peter said. "Good thing this town has Superhero Insurance, courtesy of Princess Celestia."

"Yeah, but it comes out of their taxes," Bon Bon said, getting Peter's attention. "With all the damage being done, imagine how high taxes can be."

"Oof, I do not want to deal with Equestria's version of the IRS," Peter said. "But me and the wife have some bits and we'll donate what we can."

"Same, our family's making good bits lately, we’ll fund whatever needs our support," Applejack said.

Sunset led a few ponies toward the center, looking back to see if there were any more, "Alright, I think we're almost done."

"Good," Dante said, walking by. "I'm itching to get back."

"Huh? What for?" Sunset asked.

"Everywhere I go, these ponies keep glaring, like they can't trust me," Dante said. "It's not just me either, it's happening to everyone from my world, along with people from the other worlds you brought over."

True to Dante’s word, ponies were seen glaring at helpers like Sonic, Kratos and even All Might, the latter able to tell and feeling a bit awkward. Even Mark was hesitant to go near any of the ponies.

"Figures, guess they still don't trust you," Sunset lamented. "We'll be done soon. But remember, we need to check in with Peter regarding what Madame Web said."

"Oh right," Dante said. "Alright, I'll let the others know."

Once everyone was gathered, Twilight did one final head count with Mayor Mare, the two coming to a concerning conclusion.

"A few ponies are missing," Twilight said. "Peter! Did you or your friends notice any stragglers?"

"I'm afraid not," Peter said. "Do you know who might be missing?"

"Uh...Royal Pin, Comet Tail, Berry Punch and...Lily Longsocks," Twilight said.

"Alright, everyone split up and find the stragglers!" Peter ordered to the heroes, each of them heading in different directions.

"Twilight, should I help too?" Rumble asked.

"If you want," Twilight said. "Try not to get lost yourself."

"Me and my team have this," Rumble said, turning to his squad. "Let's get to it, Rumblers."

"...What did you call us?" Smolder asked.

"Rumblers, that's our hero team name," Rumble said.

"Screw that, it's a dumb name," Scootaloo said.

"Yeah, I'm not going by that name," Smolder said.

"No one said anything against it," Rumble said.

"Because we didn't know until now!" Scootaloo said.

"Ahem," Twilight said, getting their attention. "Part of being heroes is urgency."

"Uh, right, sorry Twilight," Rumble said. "Look, talk team names later, let's go protect the others."

Rumble was quick to spread out with his team. Unknown to him, Gallus was listening in, the Griffon talking to his own squad. "Alright, that vine thing was a bust, but we can still save face by finding those stragglers. Who's with me?"

"Yeah, let's do it!" Wallflower Blush said.

"And remember, we're trying to find them unharmed...Garble!" Gallus said.

"What? I didn't hurt anyone, now did I?" Garble said.

"Well you could have," Gallus said. "Please focus, your sister likes this town so at least do it for her."

"H-hey, don't get sappy!" Garble said. "Ugh, fine, let’s go boys."

"We go save ponies!" Yona said as they began to split up.

"Excuse me!" Mayor Mare said, getting their attention. "Where do you think you're going?"

"To find the missing ponies," Gallus said. "You know, hero business."

"Hero? But you're not heroes," Mayor Mare said.

"Not yet, but soon, this town will be known as the home...of The Gallants!" Gallus said.

"...That name sucks, we should be called the Garbarians," Garble said.

"But I'm the leader, so we're the Gallants," Gallus said.

"Garbarians!" Garble insisted.

"I don't mind being called the Wallflowers," Wallflower Blush said, her suggestion going unheard by the bickering duo.

"Um..." Mayor Mare tried getting their attention. "Shouldn't you-"

"Not now!" Gallus and Garble said, the two resuming their argument.

Applejack looked in in disbelief, "Good grief."

"Seems like young heroes are too worried about looking or sounding cool," Big Macintosh said. "Rumble nearly fell into this trap but he got himself out of it again."

"That's his specialty, learning from his mistakes," Applejack said. "That's a lesson everyone should learn, no matter where yer from."

"Well Gallus has potential to be better, anyone does," Big Macintosh said. "Just keep an open mind and have a little faith."

"Wise words, big brother," Applejack said. "Let's not stand around, Peter called the heroes to help but we can do our share."

"Ah don't mind lending mah two in-laws a helping hoof, let's gallop," Big Macintosh said as he and his sister went to assist.

In their newly established base at Castle Doom, with a Skrull Ship having made its home on the side, the villains had begun to gather.

The ones formally stationed in Tartarus gazed up in amazement at the sight of the structure that overlooked the vast lands of Latveria.

"Wow...big castle," Sonata said.

"This is Doomstadt," Ultron said. "This will be your new base of operations."

"Be grateful, I do not allow just anyone into my castle," Doom said. "Be on your best behavior while here, I do not tolerate rambunctious behavior."

"Well, since we're villains, doesn't that mean our best behavior is our worst behavior?" Cozy Glow coyly asked. One glare from Doom startled the girl into hiding behind Sonata.

"Do not believe for a second that being a child will spare you from my wrath," Doom warned.

"Easy Victor," Otto said, trying to calm the situation. "A man such as you should not think about bringing harm onto a child."

"Why does everyone keep calling me a kid? I'm not just some kid!" Cozy Glow said.

"Hey if you want to tick off the scary guy with the green cape, then by all means, you do you," Aria said.

"Enough dawdling, keep moving," Doom ordered.

"Try not to fall behind," Wesker said, walking ahead.

Sonata turned to the young girl beside her, "Just stay close to me, and try not to talk to anyone."

"Oh fine," Cozy Glow said, reluctantly obeying. "Still, why are we coming here? What about Tartarus?"

"You'd really rather stay in your world's version of hell over a large castle where we can at least have more personal space?" Electro asked.

"Well, when you put it that way..." Cozy Glow said.

"Plus, the only reason Tartarus worked out is because of Discord's illusion spell," Shocker said.

"You stayed in Tartarus this whole time?" Tron asked, getting their attention.

"Of course, nowhere else we could go," Shocker said. "Even when the higher ups caught onto our plans, they could never check Tartarus because Discord's spell basically turned the place into a maze."

"Really came in handy when a certain someone blew our cover," Aria said, gesturing to Cozy Glow.

"Easy mistake, and it worked out, didn't it?" Cozy Glow said.

"By pure luck, things could have gone really bad for us," Aria said.

"Yeah, we nearly got caught by Spider-Man," Shocker said.

"How is Spider-Man these days? Still being a goody two shoes superhero?" Tron asked.

"Pretty much," Shocker said. "At least according to Cozy Glow here."

"He was very busy during my time as one of Discord's spies," Cozy Glow said. "His wife opened a big fancy school to teach everyone about Friendship."

"Wow really? Fitting for ponies I guess," Tron said.

"And then all the superheroes started beating each other up," Cozy Glow said.

"...They did what now?" Tron asked.

"Oh yeah, a big fight broke out," Shocker said. "All because Iron Man and Captain America had a few disagreements or something."

"Iron Man tried enforcing too many rules, so Captain America rebelled against him," Cozy Glow said, turning around. "Isn't that right, Marty?"

"Yes, and while the heroes were waging war with one another, I took to taking over the town of Ponyville, hoping to use Princess Twilight's school against her," Martin Li said. "Unfortunately my plans were ruined once Spider-Man returned home."

"Starlight Glimmer certainly didn't make things any easier," Cozy Glow said.

"Starlight Glimmer? Isn't she with Discord?" Tron asked.

"She switched sides after she and Loki tried taking over The Crystal Empire," Adagio said.

"Still, I am curious about the fact that superheroes fought each other," Tron said.

"Hey we can tell you everything you need to know," Shocker said. "Once we head inside the castle at least."

It wasn't long before the gates to the castle opened, Doom leading everyone inside as they passed through the halls. The Tartarus Villains were gazing at all the unique furniture and home designs, including some knight armor statues, chandeliers and fancy curtains.

"Wow, this place is not what I was expecting," Cozy Glow said. "I thought it'd be shiny, like Celestia's castle."

"You think that place is shiny? Have you seen the Crystal Empire's castle?" Shocker asked. "That's even shinier."

"The Castles in Equestria seem to have a bit of an Arabian Flavor to them," Tron said. "Maybe Russian."

"No way, Russian Castles look like giant desserts," Shocker said. "Nothing tasty looking about those Equestrian Castles."

"Still, isn't Equestria this European like place? Wouldn't they have European type castles like this one?" Electro asked.

"Equestria seems to be a mixed world of many cultures," Mysterio said. "Plus I can't imagine those ponies living in a place like this."

"You should see my castle," Wily said, the man appearing nearby. "It has state of the art security."

"I have a few castles myself, some of them have ghosts though," Eggman said.

"...Why the hell do you have haunted castles?" Electro asked.

"Hey, it works for the Koopa Kingdom," Eggman said.

"The who now?" Electro asked.

"H-h-haunted?" Cozy Glow began to freak out. "This place doesn't have any weird stuff like that, does it? Like ghosts or anything?"

Wesker stopped in his tracks, glancing behind him at the now startled girl, "My dear...there are no ghosts around this castle, that I promise you."

"Oh...good," Cozy Glow said.

"But...I can't say the same about zombies," Wesker taunted, freaking Cozy Glow out.

"Z-z-zombies?" Cozy Glow latched onto Sonata.

"And even worse, the demons," Wesker said. "Tell me, do demons frighten you?"

"Uh....they can't be so bad...can they?" Cozy Glow asked.

"Don't be so sure, little one," came Vergil's voice, the villain stepping over from behind while glaring with a flash of red eyes. "You never know when one of my kind can pop up."

"Yes young child," Wesker said, removing his sunglasses, freaking Cozy out with his own red glowing eyes. "Many dangers lay afoot."

"Uh..." Cozy Glow was shaking while holding onto Sonata for dear life.

"Hey, knock it off, you're going to scare her," Sonata said.

"Who? Us? Scare this 'brave' little girl?" Vergil asked as he walked right past them. "Preposterous."

"R-right, it is pre...whatever you said because I'm not scared," Cozy Glow insisted. "I'm just...holding onto Sonata just in case she's scared."

"Aw, you're so sweet," Sonata said, rubbing Cozy Glow's head.

"Pretty sure she's making that up, that kid was ready to piss in her skirt," Shocker said.

"Oh what do you know, Hermie!?" Cozy Glow shouted.

"Enough with the 'Hermie' crap! It's not intimidating!" Shocker said.

"You call yourself 'Shocker', is that supposed to be any better?" Vergil asked.

"Better than Vergil, that sounds like the name of a good little boy," Shocker said, almost regretting it the moment Vergil glared at him.

"Brave words, " Vergil said, keeping his hand on his sword. "Do be careful, they just might be your last."

"Hey easy, it's just a joke after all," Sonata said, hoping to ease the situation.

"I am not one for comedy," Vergil said, releasing his sword. "Save your jokes for your little playdates."

Shocker furrowed his brow at the demonic being, then focused on Sonata and Cozy Glow. "Let's just try to treat carefully here."

"Yeah, we'll be fine," Sonata said.

"Seriously though, are there monsters here?" Cozy Glow asked.

"Kid, you've handled Tartarus just fine," Shocker said.

"And if there are any zombies or ghosts, I'll destroy them, no problem," Sonata insisted.

"You're confident," Tron said. "Still, that girl right there, how old is she?"

"Does it matter?" Cozy Glow asked. "I may be a teenager but I can still do things."

"Not saying you can't, when I was fourteen I was already robbing cities blind," Tron said. "It's just rare to see another young girl like you going about. Even more amazing that you were in Tartarus. Isn't that place for like the worst creatures?"

"Well Celestia wasn't happy that me or Marty there took over town," Cozy Glow said, gesturing to Martin Li. "Princess Twilight also wasn't happy that I ruined her School of Friendship."

"School of Friendship?" Tron asked, this catching the attention of some of the other villains. "What's that?"

"It's a school where everyone learns how to make friends or something," Cozy Glow said. "Honestly, it wasn't that great of a place. A lot of the ponies were straight up jerks, some had their little friendship groups and omitted anyone they didn't like. My group of friends barely even liked me, the only ones who did were my true love Sandbar, and a girl who I thought was my best friend, Ocellus."

"Uh, let me guess...love drama?" Tron asked.

"Exactly! Ocellus took my sweet Sandy away from me!" A saddened Cozy Glow said, that sadness quickly turning into rage. "Which is why I'm going to crush her the next time I see her, and take my Sandy for myself!"

"Makes sense, you see something you like, you take it," Tron said. "But love can be tricky, I've had my share of drama."

"Oh really now? Did you like the boy or did he like you?" Cozy asked.

"It's hard to say, I think he liked me, he acted all sweet and charming, probably just to throw me off my game," Tron said. "I still remember the first time I really got to speak to him, he saved me from a viscous dog."

"A dog? Was it going to bite you?" Sonata asked.

"Probably, dogs are scary and unpredictable!" Tron said.

"Tron Bonne is the type of person who wets her pants at the sight of a chihuahua," Vergil commented.

"Hey! They're aggressive dogs despite their size!" Tron shouted.

"She's not wrong, the littlest animals often show the biggest bravado," Wesker said.

"See, Wesker's on my side!" Tron said.

"Still, being afraid of a dog is very shameful, last thing I need during a mission is you hiding in your Gustaff because you don't want to come out and face such a relatively harmless creature," Wesker said.

"...They're not that harmless," Tron said.

"Honestly, throw a treat and even the Mighty Cerberus will react all playfully," Shocker said.

"Sounds like the Cerberus of your world is a total joke," Vergil said. "Of course the one in mine lost a fight to my brother."

"Really don't want to think about there being multiple versions of Cerberus," Tron lamented. "Still, to my point from earlier. The Mega Man I know was quite the charmer, got me all frazzled, but that boy could not commit. By the time he did commit, instead of coming to me, like a smart person would, he picked someone else."

"Big oof," Sonata said, earning an eyebrow raise from Shocker.

"Big oof? What kind of phrase is that?" Shocker asked.

"A phrase begetting drama," Tron said.

"So...who was the girl? Do you know her?" Cozy Glow asked.

"Her name's Roll, and I was almost certain that she was his sister, unless he just wanted to keep it in the family," Tron said.

Cozy grimaced at the thought, "Ew, that's gross!"

"They weren't related by blood," Wesker said. "Roll's grandfather took in that Mega Man but that's it."

"Still, they were practically siblings!" Tron said. "I lost the love of my life to a girl that's basically his sister!"

"Stop whining," Vergil said. "What's done is done, either get over it or take revenge."

"I'm planning on both!" Tron shouted. "No one crosses Tron Bonne and the Bonne family!"

Vergil turned his attention to Wesker, speaking directly to him, "Please remind me why she's on our side? We have more than enough scientists, just cut her loose, or end her life."

"For the last time Vergil, Tron still has some use to her, at least until this invasion starts," Wesker said. "Even a chess team needs pawns."

"Well some pawns are more expendable than others," Vergil said.

It wasn't long before they arrived at a large dining room, Doom getting everyone's attention once he was near the head on the table. "Take your seats."

"Is there enough room?" Shocker asked.

"Cozy Glow can sit with me," Sonata said.

"What? On your lap? She's not a little girl," Shocker said.

Doom summoned some robots of his, "Fetch me some chairs, and extend the table space if you have to."

The robots did as commanded, getting chairs for each of the villains present, resulting in a bit of a tight squeeze but manageable for everyone to sit together.

"So...is there food coming? I'm kind of hungry," Sonata said.

"Of course, you are guests here after all," Doom said, snapping his fingers. "Robots, bring us a feast." The robots did as commanded, heading into the kitchen to prepare some food for the villains present. "Give it some time, you will have your feast soon."

"Aw thanks, you're a lot friendlier than you look," Sonata said. "Funny since you nearly killed us before."

"Don't jinx your luck," Shocker said.

Loki took it upon himself to sit on the other side of the table, directly parallel from Doom's position. "This is a nice hall you have, Victor. Doomstadt is quite a fascinating place, almost as regal as the halls of Asgard."

"Asgard...didn't Discord say it got destroyed?" Sonata asked.

"Yes, Ragnarök proved too much, even for me and my team," Loki said. "Despite my efforts, Sutur destroyed my rightful place of rule. I will have my revenge for that soon."

"At least most of them are still alive in Equestria, Thor built a New Asgard there," Cozy Glow said. "You can take that over instead."

"That's good to know," Loki said. "I will finally crush my brother, and perhaps Sunset Shimmer."

"Hm? What do you want with her?" Adagio asked.

"She was present at Asgard, her constant meddling of the multiverse made things much more complicated than they needed to be," Loki said. "Summoning Gods, Superheroes and Wizards, anything she could to get the upper hand."

"Wow, that girl really loves her multiverse travels," Adagio said.

"You speak so familiar regarding her, what is your connection?" Loki asked.

"Years ago, me and my girls tried stealing magic from a High School in a human equivalent of Equestria," Sunset said. "So she and the Elements of that Universe thwarted our plans, and messed up our voices in the process. Me and my girls can't sing as well now."

"You're worried about singing?" Vergil asked. "This isn't a talent competition."

"We're sirens, genius," Adagio snapped. "Me and my girls use our songs to hypnotize and control others, and steal their negative energy. Of course we can still feast on negativity but the singing is done."

"So, you're sirens?" Tempest asked. "I've heard stories of you, but I didn't expect you to be real."

"We were banished centuries ago by Starswirl the Bearded," Adagio said. "We're the last of our kind too, we don't know if there's any others, but I wouldn't be surprised if they got wiped out."

"It's possible," Chrysalis said. "Celestia acts righteous but she would absolutely do whatever she needed to do to ensure peace."

"If I may ask, who exactly are you?" Vergil asked.

"Chrysalis, Queen of the Changelings," the woman said. "At least I was before Twilight Sparkle and her do-gooder husband ruined everything for me."

"Peter ruined it?" Wesker asked.

"Yes, Peter Parker tried giving me and my Changelings a peace offering," Chrysalis began. "But it was a trap, we were ambushed by an unknown party in an attempt to have me killed. Of course those in power feign innocence. Sad to say that their plan worked to an extent, many of my Changelings joined their side, likely out of fear."

"So you lost a good chunk of your army?" Tempest asked.

"I still have some followers, I lost contact with them when we got chased into that wasteland of a realm," Chrysalis said. "Pharnyx is watching over them, so I'm not too worried."

"Oh right, some of our allies are still in Tartarus," Shocker said. "We should check on them soon."

"We have some allies as well that are not present, including a nice surprise," Wesker said. "When Vergil, Tron, Juri and I went to New York City in Marvel Earth, we uncovered a great shadowy secret that could prove to be useful to us and our invasion."

"Well that's cryptic," Adagio said. "But we'll go with it for now."

"Sounds like you were quite busy after your failed invasion years back," Goblin said, getting Wesker's attention. "But at least you've done more than lick your wounds."

"Of course, I always make good use of my time," Wesker said. "How about you? How have you prepared for this invasion?"

"Tirek should have everything," Goblin said.

"We worked it out with Discord before cutting ties with him," Tirek said. "We're going to attack key parts of Equestria, destroying the foundation of the country before taking Canterlot."

"Key parts?" Wesker asked.

"Yes, like The Crystal Empire, and Ponyville," Tirek said. "Two of the strongest cities there."

"Probably shouldn't stop at Equestrian Cities," Cozy Glow said. "Keep in mind they have allies outside of Equestria. You know, like Mount Aris and Yakyakistan for example."

"Yes, I have not forgotten those," Tirek said. "With our extra numbers, we can afford to hit those locations, and many more."

"If Asgard is there, that's one more thing to concern yourself with," Loki said. "But, myself and my team will deal with them."

"So we just gotta plan on who attacks where," Adagio said.

"One thing to keep in mind is what hero normally patrols what city," Martin Li said. "A year ago, Tony Stark created something known as The Earth/Equestria Alliance Accords to locate heroes in certain parts of Equestria and beyond. Granted that ran into some troubles, after resolving it they continued to locate heroes but were a bit more flexible with their rules."

"Flexible?" Vergil asked. "What are these accords exactly? Why did they exist?"

"Due to several invasions, including an attack our friend Loki here led," Martin Li said, gesturing to the God. "Tony Stark created The Accords, likely to appease to Celestia."

"Oh yeah, apparently if the hero disobeyed the rules, that hero gets banished," Cozy Glow said.

"Stark even meant to establish a prison in Tartarus for those who stepped out of line," Martin Li said.

"Iron Man did that?" Loki asked in surprise. "Well how about that, guess he's got more cruelty in him than I expected."

"The meanest was a lady who called herself 'Captain Marvel'," Cozy Glow said. "She wanted total control and was really bossy about it."

“And this is what led to that conflict you mentioned earlier, is that right?” Tron asked.

"Yes, the Accords created so much tension, Captain America broke away and rounded up some heroes to do battle with Iron Man," Martin Li said. "A civil war broke out between both sides, that is when Cozy Glow and myself launched our invasion of Ponyville."

"I always knew Tony Stark was a megalomaniac," Green Goblin said. "And everyone said I was the corrupt businessman."

"This whole thing did cause Tony Stark to retire, with Iron Man being no more," Martin Li said.

"That's baloney, he was clearly fighting at the Canterlot Arena," Adagio said. "Maybe not in a full suit but he still fought against The Changelings."

"Well he's not active at least," Martin Li said. "He stepped down, along with the Wonderbolts Captain, Spitfire."

"Oh yeah, that's when Fleetfoot took over, at least according to Discord," Cozy Glow said. "Don't really know her but good to have this information."

"Did any of those heroes kill each other?" Tron asked.

"No, they actually agreed to stop fighting before it got bad," Martin Li said. "What's even more surprising is that a few former villains took part in the conflict. Taskmaster, The Lizard and Sandman."

"That's a surprise," Mysterio said. "Well maybe not Sandman, he's teamed with The Avengers before."

"Didn't we see Taskmaster at the Marvel vs Capcom Tournament?" Electro asked. "I think he's on their side now."

"Must have paid him more money," Martin Li said.

"What about those other two guys?" Aria asked.

"Hard to say," Mysterio said.

"Regardless, Taskmaster is now our enemy," Doctor Doom said. "If Sandman and Lizard choose to fight alongside Spider-Man and his friends, he is our enemy too."

"Martin Li," Venom said, getting his attention. "If we may ask, what did Spider-Man do during these Accords? Was he supportive?"

"He was since he admires Iron Man," Martin Li said. "I did hear rumors that he switched sides."

"Peter has been a little outspoken about The Accords, and several things in Equestria," Cozy Glow said. "Even Princess Celestia."

"Was he now?" Wesker asked.

"I don't even think he liked The School of Friendship, he found it pointless," Cozy Glow said. "He worried that Equestria was too focused on Friendship and that ponies used it selfishly or something. Kind of like what I did."

"Interesting..." Venom said.

"I will admit, I agree with Spider-Man," Tempest said. "Friendship is an illusion, Equestria is not as pure as everyone thinks it is. It's a disease-ridden land that spreads false happiness, but the moment you step out of line, or just can't keep up, you get left behind."

"Sounds like you've had it rough," Electro said.

Tempest placed her hand over her scar, "You have no idea. When I got crippled as a child by that Ursa Minor, my so-called friends wasted no time in ditching me. From then, I realized it was better to be alone."

"Wow, Equestria just is not nice to kids," Cozy Glow said. "I mean, Celestia threw me in Tartarus so I'm not surprised. Peter, despite saying he cared, did pretty much nothing to get me out."

"Yeah, he even claims to have 'looked into it'," Sonata said. "He had a year to figure this out."

"Your first mistake was relying on him to actually care," Venom said. "Spider-Man is much more selfish than he lets on."

"All superheroes are selfish," Shocker said. "Those ponies are too."

"That's why we must change the world, to improve it," Ultron said.

"We'll change all the worlds, especially mine," Eggman said. "Make certain pests realize they're getting in the way of progress!"

"We'll carry out true justice," Goku Black said. "Rid the many worlds of their sinful impurities, and replace it with beauty and divinity."

"Hey, what's your story?" Tempest asked, getting Black's attention. "Why do you look like that Saiyan, Goku?"

"It's a choice I made," Black said, then gestured to Zamasu. "This is my counterpart from my timeline's future. This is what I originally looked like."

"We Kais have time rings," Zamasu said, gesturing to it. "They can only travel to the future and back, for the most part at least."

"My mentor was a fool who believed mortals had worth, so I had to kill him and take the ring to carry out my plans," Black said. "I had to rid the multiverse of the mortals who do nothing but lay waste to their homes, their planets. I even chose the body of a mortal who thought he could outclass the gods, the body of Son Goku!"

"With this, we remove the impurities from the world and replace it with harmony," Zamasu said. "Creating the civilization we know the worlds can be."

"Exactly my plan, personally I would go with robots," Ultron said.

"Mostly, having some humans to worship you feels more rewarding," Eggman said.

"I would take some of those humans and evolve them into something better," Wesker said. "Create a truly strong society."

"I say get rid of humans and let the demons run the world," Vergil said.

"Seems we all have different interpretations of the same idea, perhaps it would be wise to discuss a reasonable compromise," Black said.

"Do what you must, so long as you don't hurt any genuinely innocent people," Venom said. "Not every human is bad, they just have bad protectors."

"We will my friend, we want justice and harmony just like you do," Black insisted.

Venom couldn't help but feel some uncertainty in his voice, "Right..."

"At the very least, spare the children, teach them better," Doctor Octopus said. "Children are our future, something Princess Celestia does not seem to understand."

"I second that," Juri said. "I'd rather not have to hurt a kid."

"Such soft hearts," Vergil commented.

"I got something to say," Prowler said, getting everyone's attention. "We're all talking about Equestria, but what about all these other worlds? One of those ponies knows how to open portals and shit, right? What's to stop her or any other pony from doing that?"

"That is going to be troubling," Wesker said.

"It might be wise to start our plans by weakening those worlds," Black said. "I will assist how I can in that."

"You do have impressive power," Adagio said. "You can go and tear up Marvel Earth."

"Not alone," Dormammu said, getting everyone's attention. "Some of these worlds may be too powerful, even for you. Plus you will need assistance navigating, unless you want to end up someplace like my realm."

"I can help with my world," Bison said.

"Same with mine," Kazuya said. "Navigation is tricky but doable."

"I will assist with mine," Sephiroth said. "Perhaps you can even help me with a goal of mine too."

"What about your world?" Aria asked. "Anything to worry about?"

"I am not concerned about Trunks or that X-Force group he's with," Black said.

"X-Force?" Tron asked.

"A group from Marvel Earth arrived in that future, led by a man who calls himself Cable," Black said. "He and his allies tried to destroy me, but they proved useless."

"So, you ran into some of the X-Men's friends, interesting development," Bison said.

"Speaking of the X-Men, wasn't there a lady who was with you?" Cozy Glow asked. "She's a shapeshifter I think."

"If you mean Mystique, she's dead," Loki said. "She perished in Ragnarök along with The Storm King and my sons."

"Mystique is dead?" Bison asked. "Well this is a surprise."

"Apparently, Sabretooth and Magneto are also dead," Shocker said. "Basically anyone who was a serious contender for the X-Men is done."

"Not all of them," Doom said. "Apocalypse and Mister Sinister still draw breath."

"Oh yeah, nearly forgot about those two," Shocker said.

"I am surprised to hear of Magneto's defeat however," Doom said.

"He was killed by his daughter, The Scarlet Witch," Electro said. "According to Discord, she's still in Equestria."

"That may be troubling ,but I am not too concerned," Doom said.

"Didn't she also kill that Baron Mordo guy?" Aria asked. "Isn't he strong like Doctor Strange?"

"Strange is a prodigy, but destroying Baron Mordo is quite the feat," Dormammu said. "If Scarlet Witch is in Equestria, extra caution must be taken."

"I can handle her if need be," Black said.

"Just be careful, power can only get you so far, you need to think strategically," Martin Li said.

"I am quite capable of that, my friend," Black said.

"You have handled yourself well in that future," Vomi said, getting Black's attention. "Trunks is no easy feat."

"You speak about him with familiarity," Black said.

"I never met him, but I am familiar with his father, Vegeta," Vomi explained. "I'm a scientist from The Red Ribbon Army, where my late husband worked to create world destroying Androids, including his most prized possession, Cell."

"Androids?" Black asked. "Funny, Trunks had to deal with a pair of them if I'm correct."

"Technically, Lapis and Lazuli were Cyborgs, models Seventeen and Eighteen," Vomi said. "It's easy to get the two terms mixed up, and it was much easier to just say 'Androids', or 'Artificial Humans'."

"Those two left a mark in Trunks's future, and your husband created them?" Black asked.

"He did, he kidnapped some twins and forced them into his research, turning then into monsters," Vomi said.

"Well that's just demented," Juri commented.

"I concur with that statement," Doctor Octopus said.

"Well it can't be undone, not even by Shenron," Vomi said. "It's no wonder they killed him in the end. Seems like the ones in your timeline have fulfilled their own purpose."

"They have indeed, Trunks had already long defeated them by the time I showed up," Black said. "Saved me a bit of trouble, not that they would have been hard to kill."

"What of the ones in your timeline? Are they alive? Would they join us?" Green Goblin asked.

"They're alive, but they're not evil, they're civilians now," Vomi said. "Don't expect them to side with us."

"Worth asking," Goblin said. "At least we still have more than enough power on our side."

"No one can stop us if we use our strength wisely," Doom said. "Cooperation is key."

"You are correct Doom," Super Skrull said, getting attention on him. "It's not just the numbers, it's how you use them. Between my army of Skrulls, your army of Doombots, and whatever other surprises our guests have, I say we're in good hands."

"We do have quite the army already, so I say that we're good," Adagio said. "Unless you think we could use more. You mentioned two of the X-Men's enemies, think they'd work for us?"

"I can ask but I make no promises," Doom said.

"I don't think we need to go that big, Peter always says Quality over Quantity," Cozy Glow said.

"What does he know? Send in everyone we can!" Adagio gestured to Dormammu. "Like, you fire-head guy, know anyone?"

"My name is Dormammu," the Dark Lord corrected. "And I do know of Shuma Gorath of the Chaos Dimension, I do not recommend him however."

"Yeah, we don't need more Chaos guys," Shocker said. "Spider-Man's got some other enemies, we can find Hydro Man or The Beetle."

"We still need to find Urien," Juri said. "But Sigma's coming, isn't he?"

"I can contact Sigma, he will be there," Ultron said.

"What about other worlds?" Cozy Glow asked. "Anyone have any ideas?"

"I know Discord wanted to go to the Justice League's world, he mentioned guys like Lex Luthor and The Joker," Shocker said.

"The Joker is out of the question, he can't be trusted," Doctor Octopus said. "Luthor is a maybe."

"Well we thought Dormammu couldn't be trusted, and he's a team player," Shocker said. "We even have Annihilus."

"Loki, you mentioned that Sunset Shimmer brought in a lot of allies," Adagio said. "Do you know where they're from?"

"I do not," Loki said. "I do remember that Superman was there. I also remember a boy with a wand, a man with a laser sword, a large muscular blonde hero, a scrawny hero in yellow, and an elf with bow and arrows."

"I think I saw...human sized turtles too," Tempest said.

"Any chance you saw a plumber or a pointy eared swordsman?" Eggman asked.

"Or a woman in orange armor?" Wily asked.

"Possibly," Tempest said.

"Still, laser sword? Did you see a Jedi or something?" Venom asked.

"Come to think of it, I think I saw this person in Ponyville," Martin Li said. "I do not know if he was a Jedi, I honestly thought they weren't real."

"In the multiverse, what seems fictional can be reality," Wesker said.

"That certainly was the case with Superman," Doom said, then thought to himself. "...Wonder if the Starship Enterprise exists somewhere out there?"

"Many thought I too was merely mythology," Loki said. "Seems like the multiverse has plenty of surprises."

"Okay but let’s say Jedi really do exist," Electro said. "Now I'm no geek but aren't they like really strong?"

"Whatever a 'Jedi' is, with our power, I believe we can take one in a fight, so I do not understand your concerns," Black said.

"Seems as if we have much more to educate ourselves on," Doom said. "This Sunset Shimmer woman seems to have opened many opportunities for us."

"Sir...food is ready," a robot said, as robots brought in dishes of different salads, fruits, steak, mashed potatoes and chicken along with drinks such as water and fine wine.

"Yes! Chow time!" Sonata said.

"Let us feast, we will discuss more later," Doom said.

Back in Ponyville, the heroes had begun to return with the stragglers, Johnny and Rainbow Dash leading Comet Tail back into town.

"Thanks for finding me," Comet Tail said.

"You got it bro, but next time, don't hide in a barrel, that's not as safe as it looks," Johnny said.

"Coming through!" Deadpool said, escorting Royal Pin. "Found this guy in Town Hall, hiding behind some balloons! Until they popped."

"It happens all the time too," Royal Pin said.

"Gotta watch that horn," Johnny said.

The two stallions were brought to town, Twilight calling out for more, "Anyone else!?"

"I see Peter," Starlight said, gesturing to the distance, Peter walking over with a shy looking Lily Longsocks.

"I know what happened was scary, and it's easy to panic, but you can't just run off on your own, it's not safe," Peter said.

"I'm sorry," Lily lamented.

"It's fine, I'm just glad you're safe," Peter said, rubbing her head.

"Thanks to you," Lily said, nuzzling against Peter. "You're my hero."

"It's nothing, really," A now flustered Peter said.

"Aw, how sweet," Gwen said, trotting over. "Found this girl okay?"

"Yeah, she's fine," Peter said. "I found her close to Sweet Apple Acres. Guess Applejack must have just missed her."

"Well welcome back to town, kid," Gwen said. "Now I think there's one more."

"Berry, get a grip," came Rumble's voice as he escorted the drunk mare. "Geez, where'd you get these drinks?"

"I always keep some extra Apple Cider stored away for emergencies like this one," Berry said.

"But...Applejack doesn't put alcohol in her cider," Rumble said. "That's just a big misunderstanding."

"It's there, you just gotta find it..." Berry said, stumbling a bit and falling over.

"For the love of..." Rumble lamented.

"Oh good, that's the last of the missing ponies," Twilight said, using her magic to levitate Berry Punch onto a bench. "Still, Applejack really doesn't put alcohol in her cider, I'm not sure what this mare means."

"Where is my sister-in-law?" Rumble asked.

"I'll get her attention," Starlight said, firing a magic beam into the sky, acting as a type of flare. "That should get everyone else's attention too."

"Fast too, here they come," Trixie said, gesturing to the returning heroes.

"These heroes are amazingly alert," Doc said. "That type of discipline is admirable."

"Doc, did your Patroller Robots get damaged?" Lyra asked.

"My patroller robots? A few that were here might have but it isn't anything I can't fix," Doc said. "With any luck, one of them may have picked up on what caused this."

"Is this everyone, Twilight?" Johnny asked.

"Yes, everypony in town is accounted for," Twilight said. "Thanks for your help."

"You know it's no trouble for a guy like me," Johnny insisted, placing his foreleg around Rainbow Dash. "Especially when I got the best wife by my side."

"Heh, you're too nice Johnny," Rainbow Dash said.

Peter took to the stage, "How is everypony doing? No one's hurt, right?"

"Uh...a few of us are," Octavia said, gesturing to her scraped hoof. "But it's nothing that a little medical treatment can't fix."

"Yeah, we're all still alive at least," Golden Harvest said.

"Well you're all safe and sound, that's all that matters," Peter said.

"Yes, we're clearly alive, now you owe us an explanation," Spoiled Rich said, to the dismay of her daughter. "What were those...THINGS!?"

"Twilight might be able to explain it better," Peter said, gesturing to his wife. "Take it away, hon."

"According to Celestia, these vines are called Plunderseeds, part of Discord's magic," Twilight explained.

"Discord!?" Lyra asked.

"My word, so he's enacting his plan," Octavia worried.

"I can't deal with Discord again!" Cherry Berry said.

"Yeah, last time he made Ponyville all weird," Caramel said.

"Discord has indeed made a move, just like he promised back at the Tournament," Twilight said. "But that will not mean the end of Equestria. My husband and I will fight alongside our friends to keep you safe."

"I can't promise it will be an easy fight, and it may get dangerous in the near future, but this is why I implore all of you to take extreme caution," Peter said. "My friends and I may have to increase security until Discord's found, assuming that's okay with all of you."

"Increase how?" Diamond Tiara asked.

"Nothing too extreme, I don't want to repeat whatever screw ups The Accords originally had," Peter said. "But I can't promise total freedom either. We'll compromise."

"Do what you must, in an emergency it is very understandable that you have to take extra measures," Octavia said. "We will trust you and your friends to keep us safe."

"We who?" Spoiled Rich asked. "This is happening because of Spider-Mane and his friends."

"I would hardly blame Peter for the Plunderseeds," Octavia said ."This is not the first time Discord has caused trouble for Equestria, if anything we're better off because Peter is here to save us."

"Seriously mom, you're as annoying as Thunderlane was a few years ago," Diamond Tiara said.

"Hey!" Thunderlane shouted in annoyance.

"Let's not point fingers," Peter said. "Figuratively speaking of course."

"We just need you all to cooperate, that's all," Johnny said. "You make it easy for us to save you, we make sure life goes back to normal for all of you."

"Normal!?" Came Gallus's voice as he stepped in with Yona by his side. "Things have been anything BUT normal since you so-called heroes showed up!"

"Not this shit again," Johnny lamented. "Kid, don't you have anything better to do than whine?"

"Easy Johnny, be the bigger man," Peter urged, then focused on Gallus. "If you don't feel safe in Ponyville, you're not obligated to be here. You should be where you do feel safe until we figure this out."

"Nowhere is safe, all of Equestria is doomed," Gallus said.

"You heroes have been slacking lately," Wallflower said. "How did none of you even notice Discord was amounting an army? You let so many things happen right under your noses!"

"...Who are you?" Johnny asked.

'WALLFLOWER BLUSH!" the mare shouted. "I voiced my opinion to you the other day!"

"Oh...right..." Johnny turned to Peter. "I really don't remember her."

Peter did a quick shrug before addressing Wallflower, "We never intended for harm to come to Ponyville."

"Didn't stop it from happening," Wallflower said.

"Uh...what's with this chick?" Gwen asked.

"Wallflower Blush, she's had some unfortunate encounters with Peter over the last few days," Starlight explained.

"Excuse me," Twilight said. "Gallus, Wallflower, everypony. I know you're all worried but please go easy on Peter."

"Easy? If we don't crack down on him, he's going to allow harm to fall onto everypony in Equestria," Gallus said. "Believe me that I'm voicing my opinions not just out of concern for everyone else, but for you too Princess. You're great at your role and it would suck if your legacy got tarnished over these so-called heroes."

"Um, I appreciate that Gallus, and I'm happy that you have such respect for my status" Twilight said. "But I do have to side with my husband."

"I know you do, but that's why I have to say something, to keep him on his hooves and make your job easier," Gallus said.

"Who decided you were in charge of that?" Lyra asked.

"Someone has to, no one else was willing to speak out," Gallus said. "Except Thunderlane, but he made poor choices and gave into the hive mind. I'm not so easily swayed."

Thunderlane glanced at Lightning Dust while gesturing to Gallus, "He's so full of himself."

"And this guy was a student at the School of Friendship," Lightning Dust said. "No wonder Peter thought it was a waste of time."

"And now he's talking trash to Peter, that's just not okay," Thunderlane said.

"You know I can hear you two," Gallus said, glancing at the couple.

"Wow, didn't think you could hear anything other than the sound of your own voice," Thunderlane said. "It really is like looking into the past. I can't believe I was like you once, being this ungrateful to a hero like Peter who risks his life and asks for nothing in return."

"I'm so tired of that sob story we get all the time about the heroes 'trying' and whatnot," Gallus said. "If they did their jobs better, there wouldn't need to be any worry about trying."

"Think he's right?" Cherry Berry asked.

"Hard to say," Caramel said.

"No way, he's just being ignorant," Golden Harvest said.

"But he's not totally off," Shoeshine said.

Many of the ponies in the crowd were muttering to themselves, trying to decide if Gallus was correct or if he was out of line.

"Being a hero isn't easy," Thunderlane said. "I mean you wanted to be a hero, didn't you? Why weren't you saving anyone from these vines?"

"I did! Well, I tried to at least, but I still was brave enough to take on the danger," Gallus said. "I even went to look for survivors."

"After you spent like five minutes deciding a team name," Thunderlane said.

"So did your brother!" Gallus said.

"Gallus..." Yona tried to speak but felt unconfident to do so.

"Rumble got his act together immediately, because he knows what being a hero is about," Thunderlane said. "To you, being a hero is just to satisfy your own inflated ego."

"Don't you talk to me about egos!" Gallus shouted. "I have half a mind to-"

"That's enough!" Peter interrupted, getting their attention. "Look, Gallus. I'm sorry, alright? I'm sorry I'm not better than I am, and I'm sorry that I've let these bad things happen. Alright? Are you satisfied?"

"It's a start..." Gallus said.

"Why is Peter apologizing? He didn't do anything wrong!" Octavia said.

"This is bogus, he just saved everyone and they wanna act like this?" Vinyl pointed out.

"Such cruelty from this Griffon," Doc said.

Wallflower could feel tension surrounding her, seeing that many in the crowd were growing impatiently furious with Gallus.

Team Capcom and their allies however leaned on the furious side, not too thrilled at the lack of respect aimed at Peter.

"Would it be bad if we just, you know, punched that guy really hard?" Dante asked. "Just to knock some sense into him?"

"You know it would be bad," Chris said. "Yes he's being irritating but we're not thugs, we can't just beat someone up."

"Well what if we challenged him to a fight?" Dante asked.

"Does he look man enough to accept that challenge?" Chris asked. "Just endure, fighting him will just make Peter look bad."

Sunset was glancing at Celestia, feeling annoyed that so far, the leader of this country hadn't said anything, "Of course you're just standing around. Let everyone else do the work for you while you have the nerve to act so surprised by how bad things get later."

Gwen grumbled in annoyance, the girl finally having enough. "Time for me to step up." Gwen leapt onto the stage, quick to get everyone's attention. "Yo! Pony Town!"

"It's 'Ponyville'," Peter quietly corrected.

"Pony Town, Ponyville, whatever you call yourselves, listen up," Gwen said. "Heroes aren't perfect, sometimes we make mistakes. After all, outside of our powers, we're just as ordinary as you. We have our own problems, our own worries, our own lives. You can't just blame Peter here for what happened, it's not his fault."

"He knew about Discord! That's the issue!" Gallus said.

"And what was he supposed to do to prevent this from happening?" Gwen asked. "Is he supposed to predict the future? Is he supposed to snap his currently non-existent fingers to make the problem go away? Because from what I'm seeing, you're just using Peter as a scapegoat for your problems. Peter is not responsible for your safety, none of these heroes are. This isn't a job, it's a bunch of good people trying to help others. They could be selfish and leave you to yourselves, but they're not. So stop acting like they owe you anything, because they don't."

"Then why are they here?" Gallus asked, Yona glancing at him in confusion. "Why aren't they back in their world and leaving their problems there?"

“This is why every creature hates Griffons,” Gabby lamented.

"Tell me, are you from around here?" Gwen asked. "Do you live in this town?"

"No, but I have friends here," Gallus said. "Plus I live in this world and-"

"Just stop, you're digging yourself into a hole," Gwen said. "Honestly, I barely even know you, and I can tell you're full of shit just by how entitled you're acting."

"Entitled?" Gallus asked. "Hey I grew up without a good home and-"

"Spare me your sob story, it doesn't justify you acting like an asshole," Gwen said, leaving Gallus flabbergasted. "Same with your friends there."

"Hey!" Wallflower shouted.

"Like, do you believe that Equestria would be better without the heroes around?" Gwen asked. "Is that what you're saying?"

"...Yes," Gallus admitted. "I do! I know a lot of ponies feel the same way about it!"

"Wow..." Bobby said. "All the times we saved his ass and he says that?"

"Maybe we should leave then, see how long these ponies last without us the moment Discord comes back," Janet said.

"Let's not say things like that," Remy said. "It's not fair to the ponies who don't have any ill will towards anyone."

"Still, that guy just pisses me off," Bobby said.

"Not alone there buddy," Wade said.

"So, you want Peter to leave?" Gwen asked.

"Yes!" Gallus said, this getting Yona uncomfortable.

"Dude, you have so many issues, I suggest getting a therapist or something because this is not okay," Gwen said. "Peter has no reason to leave, if you hate it here, then you leave. Don't come into Peter's town and start bossing him around."

"How long before this affects where I'm from?" Gallus asked.

Gwen furrowed her brow, "Wow, you have a response for everything, don't you? Sorry to break it to you, but bad things happen. What isn't smart is pushing away those who fight back against the bad things, and considering you did such a poor job protecting anyone today, you're in no room to lecture others how to do their job. Everyone here owes their lives to the heroes and-Shut up! I'm not done talking!" Gwen warned just as Gallus was about to interrupt. "You can be worried, because this was a troubling situation, but you're directing your anger and frustration at the wrong person! Take all that frustration and focus more on finding a solution than blaming others for their problems! And no, your friends here aren't much of a solution if you still feel that insecure to blame the problem on everyone except yourself! For everyone's sake here, you need to grow up!"

"You go girl," Janet praised.

"She's already good in my book," Remy said.

“She’s so cool,” Gabby said.

Gallus grumbled in annoyance, he did not want to back down just yet, "You want to know something about your friend Peter?"

"Not really but you're probably gonna tell me anyway," Gwen said. "Get it over with."

"Did you know he's a terrible father?" Gallus asked, gesturing to Mayday, the girl facing the ground to avoid the gazes while Franklin held her close. "His daughter is no angel, he made sure of that."

"Is he serious?" Wade commented.

"Wow, you will cross any line, won't you?" Gwen asked.

"I mean it, his daughter said some terrible things about me, my friends and even her own mother," Gallus said, this beginning to irritate Peter and embarrass Twilight. "Meanwhile her daddy does nothing but console her."

"So a little girl hurt your feelings? Is that what you're trying to say?" Gwen asked. "You're such a pussy."

"Oh damn!" Dante said, laughing to himself.

"You're gonna make excuses for her too?" Gallus asked.

"I don't know what she did but she's like, nine years old, she's gonna do stupid things," Gwen turned to the girl. "No offence kiddo."

Mayday just waved it off, not wanting to speak up.

"She's really shy, especially in big crowds," Peter explained.

"Last year, a bunch of ponies caused an anxiety attack for her," Johnny said.

"Oh wow, that's just messed up," Gwen turned to Gallus. "And you still want to say these terrible things?" Gwen leapt off the stage, glaring at the Griffon. "I should beat the shit out of you, right now!"

Before things could escalate, Peter leapt down as well, "Gwen, don't. That's not gonna solve anything."

"You're way too nice Peter, after everything this guy said too," Gwen said.

"I admit, he ticks me off, but I don't wish harm on him," Peter said. "He's still a citizen of this world and I do consider it my duty to keep them all safe if I can."

This took Gwen by surprise, while she understood this was a different Peter, seeing him so confident and letting nothing bother him was still surreal to her. This Peter was very mature, but at the same time, she could see the worry and self-doubt in his eyes. A mixed feeling of pride in his maturity and the fear of how much he can endure clashed in her mind.

Mayday huffed in annoyance, "I wish daddy would let that jerk get beat up."

"I don't blame you but like he said, that won't solve the issue," Franklin said. "Being nice is the best way to go about it. Peter isn't a bad guy and anyone with common sense knows it."

"But Uncle Wade says common sense is rare," Mayday said.

"He's probably just joking," Franklin said. "Look, maybe try to be like your dad is and just be nice, even if he's being mean. Show that he's wrong about you."

"I don't want to," Mayday said.

"You should, at least do it for your family," Franklin said.

"...Ugh, don't make this tough for me," Mayday said.

"I'm only doing this because I care about you and I want ponies to know you're nicer than they think you are," Franklin said.

Mayday's face started turning red, "And now I'm blushing. Why do you have to be so cute, Frankie?"

"Uh..." It was now Franklin's turn to blush. "Not like I'm trying to be."

Peter focused his attention on Gallus, "Listen, I believe in free speech. You are well within your right to criticize, but it needs to be reasonable. You can say what you want about me, but please...PLEASE, do not talk about my daughter. I know she was rude to you, and I will admit that I need to be harder on her, but that's on me to deal with. Grow up and stop making a fuss over what a little girl says."

"Peter is right, Gallus," Yona said, finally speaking up. "Mayday did make mistake, that true. But we all make mistakes. I am clumsy yak, I break things and I say things I shouldn't, but it's okay because it happens to many. You make mistake too, but we friends forgive, and ponies can forgive too. You must forgive Peter, and Mayday. After all, Peter is one who will save us from bad things. He a good pony."

"So is Rumble," Silverstream said, flying over to the Griffon. "He said mean things to you but he's sorry. He's apologized, yet you still hold this grudge. He was mean to me during Wonderbolt training, but now we're best friends. He realized he was being a jerk and worked hard to make up for it. You have to be a bit more forgiving of Rumble, Peter and Mayday."

"...I can't just back down from this, last thing I want is one of these 'mistakes' hurting the few that I care about," Gallus said. "Sorry, but I gotta speak my mind."

"Gallus..." Mayday said, nervously trotting over with Franklin by her side. All eyes were once again on her, the girl sweating up a storm. "Already regretting this."

"I'm here for you," Franklin said, holding her hoof. "Go on, it'll make you feel better."

Mayday nodded and focused on the Griffon. "Listen...if I said something mean to you...I'm sorry. I...did not mean to upset you. I was just...I was jealous because I thought my mom liked you and your friends more than she liked me."

"Hold on, what?" Johnny turned to Twilight. "Why does she think that?"

"I have no idea," a very surprised Twilight said.

"Poor Mayday," Gwen empathized. "Really wanna give her a hug, but in a bit. Let’s see how this turns out."

"I got mad, and I said mean things, I'm sorry," Mayday said.

"Aw...we did not know you felt like that," Yona said. "Your mommy loves you though."

"Yeah, she would never pick us over you," Silverstream said.

"I hope not," Mayday said, the girl wiping a tear from her eye. "Sorry, thinking about it hurts my chest."

"Hey, no crying," Silverstream wiped her tear. "Come on, you look prettier when you smile."

"See, told you smiles are cuter on you," Franklin said, making Mayday blush.

"Thank you for being kind to my daughter, it means a lot," Peter said. "And Mayday, thank you for apologizing, you did the right thing. I know it's not easy to admit mistakes but that was a very grown up choice you made."

"Lets give her a round of applause!" Wade said.

"Please don't! You're gonna startle her!" Peter insisted. "The gratitude and forgiveness is enough."

"Yona, Silverstream, I don't know if I said it before but I'm sorry to all of you too," Mayday said.

"It's cool, I'm over it," Silverstream said. "It never really bothered me much, if anything you inspired me to be better. So I took it as tough love."

"We all forgive you," Sandbar said, gesturing to Ocellus and Smolder. "Plus it's hard to stay mad, you remind me a lot of my sister. She's made mistakes too so I can understand where you're coming from."

"I heard that!" Coral Currents shouted.

"Sorry sis!" Sandbar said.

"Point is, we just want to move on from this," Silverstream said. "As we can see, we have bigger issues, lets put this behind us and focus on what's actually important."

"But, this is important," Wallflower said. "Our country, no, our world is falling apart, and the only thing holding us together are Spider-Mane and his friends. They're just not doing a good job of it. They don't even respect our world or its cultures."

"What are you going on about now, lady?" Wade asked, stepping forward. "What are we doing that's so bad? Is it because we're different? Like what differences do you see? Are we not singing enough? Are we not talking enough about Friendship? Because none of you seem to do so much these days."

"That's because you and your friends got the School of Friendship shut down!" Wallflower said. "All because of your stupid power struggle from The Accords!"

"Lady, the Accords sucked but we fixed them, move on!" Wade said. "Also the School is back up, just as a recreational center. You can do the exact same thing you were doing last year! You can't learn Friendship in a freaking school! You learn from society!"

"Everyone was just happy, they all found their groups, meanwhile I never got mine," Wallflower said.

"Groups huh? Wow, real friendly, this just proves that Friendship isn't something that can be forced, it's gonna happen naturally regardless," Wade said. "Twilight didn't make her friends in a school after all, she made them out of school. On her own."

Peter glanced briefly at his wife and her friends, some thoughts of doubt creeping around, "So it seems."

"You're just ignorant, that's all!" Wallflower said.

"Call it what you want, things are never gonna get better until you learn to change for the better," Wade said. "Stop blaming others for your problems!"

"My problems come from others!" Wallflower said.

"Come on, this so silly," Yona said. "Gallus, accept Mayday's apology so we can go."

"Eh...is she really sorry though?" Gallus asked. "She's probably just saying it just to make her and her father look good."

"Are you fucking serious right now!?" Wade shouted, Peter and Gwen instinctively covering the ears of Mayday and Franklin respectively. "You know what, at this point, it's clear you just want to whine and complain about shit because of your trashy childhood! If that's all you're gonna do, then you need to leave! You're not wanted!"

"Hey you can't just kick me out!" Gallus shouted.

"Too bad..." Came the voice of Flash, the former high school jock trotting over with MJ by his side. "I don't appreciate what you said about Peter and his daughter, and I'm not nice like these heroes are trying to be. So if you don't leave, I'll personally make you!"

Gallus took a step back, "Alright fine, but I'm leaving because I'm tired of being here, that and you're clearly too stubborn to change."

"Look who's talking!" Lyra said. "Take a hike already!"

Many in the crowd began to gather around, nearly intimidating Gallus, not that he wanted to show fear. "You bunch of suck-ups! I'm off!"

The Griffon flew off alone for the moment, leaving his team behind.

"Wow...you ponies are bullies," Garble taunted.

Peter sighed in annoyance, "I'm not even gonna bother humoring that notion."

"Well...he's not wrong!" Wallflower said, fury in her eyes. "You just ran that poor Griffon out of town."

"You know, for a 'Wallflower', you're very outspoken," Wade said. "But that's why you're acting like this, right? You just want ponies to notice you, even if you have to be negative. Believe me when I say, it's not worth it."

"You know, if you want, I can help you find a good friend," Peter said. "Or maybe Twilight can."

"She tried, and you ruined it!" Wallflower said, the pony looking to be on the verge of tears. "This is your fault!"

"Alright, I've had it!" Mayday flew up to get in Wallflower's face. "Leave my daddy alone, already! He didn't mean to hurt you! Why are you acting like he's one of those villains!?"

"Because he might as well be, that's why!" Wallflower said.

"Saying things like that makes it harder for somepony to be your friend," Mayday said.

"What do you know about friendship you little brat!?" Wallflower shouted. "It's your fault the school closed down too, all because you're a failure of a pony! I HATE YOU!"

Immediately after those words left her mouth, Wallflower felt immediate regret. Many in the crowd amazed that she would say such a thing, something even she herself couldn't believe she said. "Did...I actually just..."

Mayday shut her eyes, trying not to show emotion, though her slight sniffles did not help her much. All those watching could not believe what they had just heard. Wallflower began to panic, she could feel anger aimed at her, she could see the frustration building up in not only Peter, but also Twilight and many of their friends.

"M-Mayday, I..." Wallflower struggled to speak. "I didn't mean...I'm sorry! Please, can we move on from this!?"

Mayday had no immediate response just some tears streaming down her eyes despite her attempts to hide her emotions.

Wallflower nervously backed off, she knew she had messed up and she couldn't stick around. Quickly she ran off, hoping to put distance between her and the heroes, the ones she knew who's trust she completely destroyed.

Peter could only watch as Wallflower left, nothing but anger in his heart. Despite his disappointment in Wallflower, and how much he wanted to tear into her, he knew it would be wiser to wait.

Unfortunately his friends did not seem like they wanted to wait, they were ready to take action.

"So, anyone up for weeding out a wallflower?" Johnny asked.

"Sign me up," Wade said.

"Starlight can tell us where she lives!" Janet said.

"Why me?" Starlight asked.

"Aren't you an old guidance counselor?" Janet asked. "Don't you have her address?"

"Hold it!" Peter said. "Let's try not to-"

"You want her, you gotta go through us!" Garble said, cracking his knuckles.

"Wow bro, didn't expect you to stand up for a pony," Smolder said.

"Hey, any excuse to wail on some of these so-called heroes is good in my book," Garble said.

"Dude, now is NOT the time!" Peter said.

"Quiet Spider-Dork, you're up first!" Garble said. Suddenly he was being lifted into the air, Hey, what-"

He was then blasted off, everyone turning to see that Sunset Shimmer was the cause of the magic, "That guy's so damn annoying."

"Please don't do that to my brother, I could have calmed him down," Smolder said.

"Whatever, I doubt anyone was gonna get through to him," Sunset said.

"Hey! You can't do that to Garble!" A lackey dragon said.

"Let's get her!" the other dragon said.

The two lunged at Sunset, but Ryu, Chris and Dante were quick to stand in front of her, the trio glaring at the dragons.

"Oh crap, it's those guys from years ago!" one dragon said.

"They're looking meaner than ever, let's bail!" the other dragon said as the two flew off.

"You better run," Dante taunted. "Geez, here I thought dragons were tough."

Smolder huffed in annoyance, "You guys again."

"Hm? It's you," Ryu said.

"Yeah, it's me, the little sister of that red dragon you beat up years ago," Smolder said.

"That explains your anger toward us," Ryu said. "We're sorry for hurting your brother, but we were left with little choice."

"I'll say," Doc interjected. "Myself along with Derpy and Dinky were being terrorized by those dragons when these fine gentlemen saved us."

"Good to see you doing well," Chris said.

"Thanks to you," Doc said. "You men were heroes to us that day."

"It's nothing, just doing our part," Chris said, then saw the foal on Derpy's back. "Is that your child?"

"Cute isn't she? Takes after her mother," Doc said. "We call her Mirai."

"Mirai?" Ryu asked. "Like the Japanese word for 'future'?"

"Time travel is fascinating to me," Doc said. "As for the word, I think I heard Peter mention it, from a thing called 'anime'."

Ryu turned to Peter, the hero comforting his distressed daughter. "Clever choice."

"Ahem..." Smolder said, getting their attention. "I guess you had your reasons for hurting my brother, doesn't mean I like those reasons. You still hurt him!"

"Smolder, you gotta learn to forgive," Silverstream said. "Seriously, every creature needs to learn about forgiveness. Why is it such a complicated topic?"

"Because forgiveness is the hardest thing anyone can do," Ryu said. "It takes a lot of will and courage to do so."

"You're right Ryu, forgiveness is hard, but it's something we must learn," Peter said.

Trixie scoffed in annoyance, "Forgiveness isn't the problem, the problem is that ponies just don't want to forget and still choose to judge."

"Come on Trixie, don't give up hope," Starlight said. "It's not easy but it can work. I managed to make it work with my own problems."

Luna took her chance to get the attention of all the ponies in town, "Drama aside, since you are all well, I urge you to take to a designated part of the town while my sister calls in guards to clean up the mess left here."

"This way everyone!" Cap said, getting everyone to the next part of town.

As they did so, Peter gestured Mayday toward Twilight, "Go with your mom, I'm gonna find that mare."

"Okay..." Mayday said, obeying her father's command.

"Going after Wallflower?" Johnny asked, trotting over with Bobby, Wade and Janet. "Need us to come too?"

"No, I'll handle it on my own," Peter said.

"Are you sure?" Janet asked. "We can help with the intimidation factor."

"I don't want that, I just want to fix this problem the right way," Peter said. "Just go help the others, and make sure everyone stays as harmonious as possible, I'd rather there not be anymore fighting."

"Alright, we got this for you, Peter," Johnny said, leading the others away. "Let's go!"

Mayday trotted over to Twilight, the mare currently speaking with Luna. "Mom?"

Twilight turned to her daughter, "Sweetheart." She rubbed her mane, "Sorry you had to go through that."

"It's fine," Mayday said.

"It's alright if it's not," Luna said. "That mare was out of line."

"Mayday...what did you mean when you said I cared more about Sandbar and his friends than I did about you?" Twilight asked.

"...You were always nice to them, even when I disagreed, you always took their side," Mayday said. "I thought you just didn't care about me, or my feelings."

"That would explain her outburst last year," Twilight recalled. "Mayday, I'm sorry if I made you feel that way, but I do love you, please know that."

"I hope so," Mayday said.

"Geez, she's really torn up, I should do something for her," Twilight thought to herself, the mare smitten with regret.

"Princess Twilight," Mayor Mare said, getting her attention. "I require your attention, the Rich Family's shop was destroyed and Spoiled Rich is none too happy."

"That mare...I'll see if I can resolve the situation," Twilight said, then turned to Mayday. "I'll be right back honey."

Twilight flew off, leaving Mayday behind with Luna, the mare rubbing her Goddaughter's head, "Things will be alright."

"Mayday!" Came Luster Dawn's voice, the girl running up with Franklin beside her to bring Mayday into a hug. "I'm so sorry I wasn't here earlier! This whole vine thing was weird, and my parents were a little shaken up but it's fine because Mr. Lang's talking things over with them. Still, I was so worried about you!"

"I'm fine, thanks for wanting to look out for me," Mayday said.

"Franklin told me some jerks were picking on you! Tell me who and I'll beat them up!" Luster Dawn said. "I've been working on my magic, I bet I can-"

"It's fine, really, daddy's handling it," Mayday said.

"He's got this under control," Gwen said, trotting over.

"Hm? Who's this? Why is she wearing a suit similar to your dad's?" Luster Dawn asked.

"Is it really that similar? His has more webs," Gwen said. "But if you must know, my name is Gwen Stacy, I'm kind of a friend of Mayday's dad."

"She's from another dimension," Mayday said. "The Gwen dad knew is not this one."

"Uh...right..." Luster Dawn said.

"I know it's confusing without context," Mayday said.

"I can fill in the blanks, why don't you kids join me?" Gwen asked.

"Sure, that'd be great," Mayday said.

"Hop on my back, Mayday," Gwen said. "I'll give you a ride."

"Uh...sure," Mayday said. She hopped onto the girl's back, resting comfortably. "Thanks."

"Sure thing, any daughter of Peter is a friend of mine," Gwen said, then turned to the kids. "So, the boy is Franklin, but who's this girl?"

"I'm Luster Dawn, Mayday's best friend," the filly greeted.

"Well, you sure seemed that way a second ago," Gwen said. "That was quite a hug."

"Mayday normally doesn't like hugs, but she makes an exception for me," Luster Dawn said. "That's why I love Mayday, she's very precious to me and I always want to be there for her."

Mayday ducked her face to hide her blush, "Geez, don't lay it on so thick."

"Aw, it's cute, she really cares about you," Gwen said.

"So do I, she is my girlfriend, and she means the world to me," Franklin said.

"Aw...I wish I had a guy tell me that," Gwen said, rubbing Franklin's head. "You got yourself a keeper, May."

"Yeah, yeah. Can we move on from this please?" Mayday said. "This is getting embarrassing."

"At least Flurry Heart isn't here right now, her love for you tries to put ours to shame," Luster Dawn said.

"See, ponies love you May, so don't let some bad apples ruin things for you," Gwen said.

"Speaking of Apples, I hope Auntie Apple Bloom is doing okay with all this," Mayday said.

"She's fine, she's over there talking with Rumble after all," Luster Dawn said, gesturing to the two. "Their baby seems fine too."

"Speaking of babies, where's my brother?" Mayday asked.

"He's right there," Gwen said. "Looks like MJ has him."

Mayday turned to see that Mary Jane did indeed have Benjy on her back while talking things over with Flash and Aunt May. "Cool."

"MJ looks natural with a kid," Gwen said.

"Makes sense, she said she's married to Harry Osborn," Mayday said. "Personally I think he's a little mean, he dislikes daddy like Gallus does."

"Oof, Peter just can't catch a break, can he?" Gwen asked. "How has he handled things, emotionally I mean?"

"Pretty well, when he's sad, mom tries to cheer him up," Mayday said. "If not her, then one of her friends, or daddy's hero friends. Even Aunt Trixie, Rumble, Miss Glimmer and Autumn Blaze try to help."

"Who is Autumn Blaze?" Gwen asked.

"That's her right there," Mayday said, gesturing to the Kirin as she chatted with Trixie and Starlight. "Those three, they're daddy's closest non-hero friends. Autumn Blaze is fun to be around, and she's smart when it comes to emotions and how to process anger. I like her, she's friendly. Miss Glimmer is my mom's protégé but she's also loyal to my daddy since he saved her from Loki. She's really nice too, and she looks after me. Aunt Trixie is basically like a sister to my mom, and my daddy's closest friend. She's even like a second mother to me, and I love her a lot."

"It's so nice hearing you talk, you have such a pretty voice," Gwen said.

"Uh...thanks," Mayday said clamming up. "Let's just go now."

"Sorry, didn't mean to embarrass you, you're just so adorable," Gwen said.

"She is, isn't she?" Luster Dawn asked.

"The voice of an angel," Franklin said.

"...You're all just teasing now, aren't you?" Mayday lamented as Gwen trotted off.

Sunset checked around town, the girl looking very worried about all that had transpired. "What caused this anyway?"

"Didn't Peter mention it was that Discord guy?" Dante asked. "Looks like he's starting his plan."

"Which means we need to be around," Chris said.

"I'm a bit worried for Peter, he's got this on his mind, then this talk of Wesker's return," Sunset said. "Plus, Loki's still out there."

"Hey, let him come," Dante said. "We still owe him for what he did to our friends. Chun-Li won't say it, but Cammy's death really got to her."

"Jill is still bummed out about Carlos," Chris said.

"And Cloud's just as bothered by his group of friends," Ryu said.

"...You think they're actually alive somewhere?" Sunset asked. "Like maybe-"

"We saw them die, Asgard blew up, they're gone Sunset," Chris said. "I hate it but that's the sad reality."

"...Well, there's still the Dragon Balls," Sunset said. "Goku said they can revive the dead."

"Don't those things have limitations?" Dante asked. "Besides, if I know Cammy and Guile, I don't think they would want to mess with fate like this."

"Thinking about it, seeing them again likely isn't too unlikely," Ryu said. "Thor did say those who die while fighting for Asgard go to Valhalla."

"Pretty sure that's just the Asgardian way of saying the Afterlife," Dante said.

"Well according to mythology, Odin could go to Valhalla," Chris said. "Thor's King now, he can likely go there too."

"How do you know this?" Dante asked.

"I researched Norse Mythology before we went to Asgard for Ragnarök last year," Chris said. "Granted the mythology differed from reality, but I wanted a basic idea."

"I did some research myself," Sunset said. "Not just Norse Mythology, all types, including Greek and Japanese stuff. It helps me understand certain things better, not just on Earth but Equestria as well."

"You studied diligently for those," Ryu said. "Good to train your mind along with your body, that will help bring you closer to true enlightenment."

"Back to what Chris said about Valhalla, is that really possible?" Sunset asked. "Could Thor go?"

"I'm not sure if he can yet, I feel like he would have revived his brother and friends if he could," Chris said. "Unless they too did not want to be revived."

"At the very least, we can talk to Cammy and see if she wants to be resurrected, same with the others," Sunset said. "This way, it doesn't feel like anyone died for nothing."

"They fought for what they believed in, and their deaths were honorable," Ryu said. "They did not die for nothing."

"Even so..." Sunset said, glancing at Ryu with a look of sadness mixed with desperation in her eyes. "I just...really need to see them again."

Ryu could feel the sadness emanating off of Sunset, "I...completely understand. Anyway, we should be going now, Peter's got a lot on his plate, we'll discuss villain troubles later."

"Besides the glaring is getting irritating," Dante said, glancing at some of the ponies. A few turned away and kept walking, acting like they weren't staring. "Like you always Sunset, these ponies hold one hell of a grudge."

"A few of them seemed mistrusting of Peter, no one wanted to say anything, at least not too loudly, but if this keeps up, this grudge could affect him too," Chris said.

"For their sake, I hope not," Sunset said. "Peter's the one saving their worthless asses, if they turn against him that will cement the idiocy of this world."

"Man, you do not hold back, do you?" Dante said.

"And why should I?" Sunset asked. "I was a good student, I studied hard for Celestia, but I was the bad guy for disagreeing with her a few times? Then she acts like multiverse travel is bad because bullshit reasons. You guys are proof that the multiverse has great things."

"If they do, Miss Shimmer..." Came the voice of Starswirl, Sunset immediately looking like she wanted to slam her head against a wall. "Why has there been so much trouble?"

"Gee I don't know, maybe because trouble exists everywhere? Long before Peter came to Equestria? Long before my friends here did?" Sunset said. "Seriously, the amount of scapegoating is amazing."

"Do you deny the truth before your eyes?" Starswirl asked.

"Hey, Keep in mind the Sirens that showed up the other day existed in THIS world before. If I recall, you were the one responsible and what did you do? That's right, banish them to another realm, let them become that realm's problems!" Sunset pointed out. "Don't complain about the multiverse to me when you are more than willing to use it for your own fucking advantage!"

"You watch your tone with me, keep in mind you can still be banished yourself," Starswirl said. "You and your friends can stay in their own dimension."

"Just try to banish us, see what happens," Sunset said.

"Alright easy, don't let him get under your skin," Chris said. "Follow Peter's example and be better than your critics."

"You speak as if that's possible," Starswirl said.

"It is, I wholeheartedly believe it's good to be the better person," Chris said. "I believe that Sunset has it in her."

"Well, if you want to be the responsible one, keep this Little Pony under control then," Starswirl said.

"Gee, can we do that? We're 'brutes' after all," Dante said. "That's what you and Luna like to say."

"And I will say that your world has caused more than enough trouble," Starswirl said. "Celestia and Luna told me of your brother and his allies trying to bring this world to ruin."

"That's not the fault of my friends!" Sunset said. "Doctor Doom is the one who brought them here, and this connection only exists because of Discord and The Green Goblin! My friends here came to help, even now they came to help!"

"Well they've overstayed their welcome," Starswirl said.

"And this is why I wanted to leave," Dante said.

"Don't let me keep you," Starswirl said, turning away. "Make sure you don't break anything on the way out."

"...You're lucky I don't have fingers in this form, dickhead," Sunset said as she angrily trotted off.

Ryu turned to the demon in the group, "Dante...have you been teaching her these words?"

"The hell is that supposed to mean?" Dante asked.

"She's been using uncouth language," Ryu said.

"So? She's feeling a little pissed off right now, she's allowed to vocalize it," Dante said. "I know you have that Japanese politeness to you but not everyone's going to manage their anger like you seem to."

"Let’s round up our friends," Chris said, calling out to the Saiyan of the group. "Hey! Goku! You around!?"

"You called?" Goku asked, flying over.

"Mind finding our allies?" Chris asked. "We're leaving."

"Sure," Goku said, using his instant transmission to teleport away.

"You know, good thing that Starswirl guy didn't talk shit in front of Kratos or something," Dante said. "That guy would have destroyed him."

"Don't undersell Kratos, he's reasonably calm," Ryu said.

"Yeah, if anything I'd be more afraid for him if Amy Rose were here," Chris said. "That girl doesn't look like she takes crap from anyone."

"Love that chick, she's got spunk," Dante said.

Meanwhile with Peter, he had found Wallflower under a tree in Ponyville Park. From the look of things, the girl had regret in her eyes, likely feeling terrible for what she said about Mayday. Peter was disappointed in this mare, but if he could handle things peacefully, that's all that matters.

"Wallflower Blush?" Peter said, getting her attention.

"Spider-Mane?" Wallflower asked.

"Just 'Peter' is fine," the hero said. "I came to have a word with you."

"If this is about what I said to your daughter, then just say what you have to, I know I deserve it," Wallflower said.

"I just want to know, why would you say that?" Peter asked. "Did my daughter really upset you that much?"

"A little...I know she hated the school, and I felt like you both were the reason it shut down," Wallflower said. "I really liked that place."

"But it's up again, just not called a 'School'," Peter said. "I know it's hard to make friends, I'm no good at it either."

"You? You're the most popular hero in Equestria, everypony wants to be your friend," Wallflower said.

"First off, I wasn't always popular, when I was on Earth, people didn't pay any mind to me, I was a wallflower, just like you," Peter said. "And even now, I don't want ponies friends with me because I'm a hero. I want them to be my friend because of me. Everyone loves Spider-Man, but not everyone likes Peter Parker."

"Aren't you one in the same?" Wallflower asked.

"Spider-Man is what I do, not who I am," Peter said. "It's just a mask I wear. Outside the suit, I'm an ordinary guy. Well, I know I'm married to a princess but still, I have my hobbies, my strengths, my weaknesses. Plus you know full well not everyone loves my superhero persona. It's not new to Equestria, a lot of people on Earth hated Spider-Man too."

"If they hated you, why are you still a hero?" Wallflower asked. "How come you never gave up?"

"My uncle always told me that With Great Power, there must also come Great Responsibility," Peter said. "I can never turn away from anyone who needs me, no matter what that person might say."

"Even someone like me? Or Gallus? Or anyone else?" Wallflower asked.

"I saved you, didn't I?" Peter asked.

"Yes...I couldn't understand why, I didn't even like you," Wallflower said.

"You needed help, that's why," Peter said. "That's what heroes do, they help those who need it. Honestly, it doesn't even have to be a superhero thing, it just needs to be a person or pony thing. Help someone for the sake of helping someone."

"I tried to today...I failed," Wallflower said.

"Then try again, it doesn't even have to be grand, little things count too," Peter said. "Look, you and your friends want to be heroes, right?"

"Well...kind of," Wallflower said.

"If you truly feel that way, then know your strengths and weaknesses," Peter said. "Anyone has the potential to be a hero, it just starts with being a good person, or pony."

Wallflower furrowed her brow at the hero before her, "Just curious, why are you being so nice all of a sudden?"

"Hm?" Peter asked. "Uh...is there a problem?"

"I just said something terrible to your daughter, after Gallus and I criticized you in front of town, why are you being nice to me?" Wallflower asked.

"You want me to be mean?" Peter asked.

"I...well....maybe you should," Wallflower said. "Being nice like this, it's kind of cruel. Don't you care about your daughter? You should be furious with me!"

"Don't get me wrong, you really got me seeing red after you said that to my little girl," Peter admitted. "But...I can tell you didn't mean it, and that you're really sorry. But, I also feel like you should apologize to my daughter before I can fully forgive you. Friendly as I'm trying to be right now, I will always prioritize my daughter before anyone."

"...I just don't get you," Wallflower said.

"Don't worry about it," Peter said. "Look, if you want to hate me or not trust me, that's fine. That won't stop me from trying to save your life if you need help. All I ask is that you're kind to my friends and family. Any anger you feel toward me is for me only, not anyone I love or care about."

Despite her initial mistrust, Wallflower could not see any deception in Peter's eyes. He was being genuine and it showed. "Alright Peter."

"Mind coming with me?" Peter asked.

"Sure..." Wallflower said.

Everything in town was getting cleaned up, ponies were slowly returning to their homes. Sunset had rounded up her entire team and was ready to return to her portal.

"Twilight, we'll let you finish here," Sunset said. "Tomorrow, me and my friends will contact you and Peter about what Madame Web had to say."

"Sure thing, sorry about all this drama," Twilight said.

"You have nothing to be sorry for," Sunset insisted. "We're always happy to help."

"That's right, don't hesitate to call us if you need anything," All Might said. "We'll be here!"

"And, sorry that your husband went through all that," Mark said. "He's a nice guy who cares about everyone, like genuinely cares. Seeing him get talked to like that, it's kind of messed up."

"Yeah, it is," Twilight said. "But he'll pull through, so long as I'm by his side at least."

"Even the strongest of men need support," Kratos said. "Never waiver on that, Princess Twilight."

"I won't sir," Twilight said. "I love Peter, he's everything to me."

"Talk about commitment," Cloud said. "Spider-Man found quite the mare."

"He's a lucky guy for sure," Sonic said. "And we all know that when it comes down to it, he'll still be the hero this town needs."

"But certainly doesn't deserve," Sunset commented.

"Sunset..." Ryu scolded.

"I'll see you later, Twilight," Sunset said as everyone stepped through the portal.

Twilight waved everyone off and focused back on the town, taking a look around to see what else she could do. She spotted MJ with Benjy, surprised to see the woman feeding him a bottle.

"Mary Jane?" Twilight asked.

"Hm?" MJ looked up. "Oh hey Twi, Benjy seemed hungry so I prepared him a bottle. Don't worry, May helped me out, turns out formula for baby ponies isn't too different from humans."

"Well, thanks, I appreciate you feeding my baby," Twilight said.

"Guess it's my maternal instinct, Harry and I do have a son," MJ said. "I really miss him, I might head back tonight. Maybe I can bring him tomorrow, he can meet his Uncle Peter."

"That would be great," Twilight said, feeling strange that this lady she didn't really know was feeding her baby. "Is it really that weird? Trixie and Starlight have fed Benjy. Even Janet has offered to on occasion. Just because this was Peter's old crush...who admits feeling a special attachment to my kids for some reason...ugh, don't let it get to you, Twilight."

"Hey Twilight," Gwen said, getting her attention.

"Hi Gwen," Twilight said, seeing Mayday standing right next to her. "Oh Mayday, sorry I was so busy."

"It's fine, Gwen kept me company, she's really cool," Mayday said.

"Yeah, your daughter's such a neat kid," Gwen said, rubbing her mane. "Almost wish she were mine."

Twilight's pupils dilated, "Is that right?"

"Yeah, I'm so jealous of you," Gwen said. "Cute kids, handsome husband, but some girls are just luckier than I am."

"You'll find someone soon, Gwen," MJ said. "There's single guys here I think, someone's bound to catch your eye."

"If I'm lucky," Gwen said. “I’m gonna be thirty in a few years.”

“You’re still young, you got time,” MJ said.

"Where are Luster Dawn and Franklin, weren't they with you Mayday?" Twilight asked.

"Luster Dawn had to go see her parents, Frankie went with his mom," Mayday said.

"It is getting late," MJ said. "Long day, huh?"

"I've had longer," Twilight said, then noticed her husband coming. "Peter!"

"Hey Twi," Peter said, trotting over with Wallflower beside him. "Our friend here has something to say to Mayday."

Mayday turned away from the mare, Gwen quick to comfort her, "I'm here for you, kid. Don't worry."

"That's my line..." Twilight bitterly thought to herself.

"Mayday, I know you're mad and you have a right to be, but please listen to Wallflower," Peter said, turning to the mare. "You're up."

Wallflower nodded and awkwardly trotted to Mayday, "Listen...Mayday. I...I'm really sorry about earlier. It was terrible of me to say such a thing to a girl your age, and I should have known better. I don't blame you for the school closing, I'm just frustrated with my life so far and taking those frustrations out on the world."

"Twilight, I think Wallflower could use your Friendship guidance," Peter said. "Think you can make time for her?"

"Of course, it is my duty as the Princess of Friendship," Twilight said.

Peter nodded and focused back on his daughter, "Well Mayday? Do you accept Wallflower's apology?"

Mayday still looked annoyed, but begrudgingly agreed, "Yes..."

"It's fine if you don't forgive me yet, you were trying to be nice earlier and I threw it back in your face," Wallflower said. "If you never forgive me, then that's my burden, but I just wanted to get it off my chest."

"Just...let me think about it," Mayday said.

"Of course," Wallflower said, then turned to the hero. "And thanks Peter, you're really kind. I wish I saw that sooner."

"Don't worry about it, just focus on being the best pony you can be," Peter said. "And if you see Gallus, tell him that he's always welcome in this town. I don't want any animosity, I just want everyone to be at peace with each other."

"Will do," Wallflower said, making her leave. "Have a good night."

Peter was relieved, even if this wasn't fully settled, it's a start. "Mayday, how are you feeling?"

"Alright, I guess," Mayday said. "It was...nice of her to say 'sorry'."

"It was nice," Peter said.

"Daddy...is forgiveness really that hard?" Mayday asked.

"Yeah, sometimes," Peter said. "But it's always good to forgive. You don't do it because you want someone to feel better, you do it because it's a weight off your chest. It's a tricky subject though, you don't want to be too forgiving, otherwise people walk all over you. But if you don't forgive, you can't let anyone in."

"I think I want to forgive her, but I still feel kind of mad," Mayday said.

"Remember what Autumn taught you, being mad is okay, just don't hurt others with that anger," Peter said.

"Peter," Rumble said, getting the hero's attention. "I'm gonna head home, Apple Bloom's pretty tired."

"Seems like everyone's calling it a day," Peter said.

Rumble bent down to kiss Mayday's head, "Stay strong May.”

"Thanks Rumble," Mayday said, blushing a bit.

"See you Twilight, and...you two other mares," Rumble said.

"I'm Mary Jane."

"I'm Gwen."

"Right, Mary Jane, Gwen," Rumble said, waving good-bye. "See ya."

"Sunset mentioned talking things over tomorrow, we should bring all our friends to that, and that includes our up and coming hero, Rumble," Twilight said.

"Sounds good to me," Peter said.

"I'll bring the other spiders," Gwen said.

"Oh cool, I'd love to see Miguel again, I just hope he's lightened up over the years," Peter said.

"He has, he said you left quite the influence on him, and he almost hates for you for it," Gwen said. "Not sure what you did but I'm glad you did it."

"I knew he had it in him," Peter said. "He's a Spider-Man after all."

"Let's get some rest," Twilight said. "See you tomorrow girls."

"See ya Tiger," MJ said, hugging Peter before handing Benjy over to Twilight.

"Bye Pete," Gwen said, kissing his cheek before trotting off.

Peter was a little surprised by the show of affection, meanwhile Twilight looked a bit livid.

"Tiger? Kisses? Seriously!?" Twilight gritted her teeth. "What next!?"

"Peter," Luna said, flying over to the boy. "I will be returning to Canterlot shortly, I do have to raise the moon. My sister may stick around longer but don't let her stay up too late."

"Sure thing, Luna," Peter said.

"Let me know if you're still having your nightly troubles," Luna said. "Or rather, I'll see for myself."

"Yeah, of course," Peter said. "Catch you later, Luna."

"You too," Luna said, flying off.

"...Things are so weird now," Peter said. "The seeds, Gallus, Capcom Villains, Discord's villains, and Sweetie Belle's suit."

"Oh right, I hope Rarity's handling it better," Twilight said.

Meanwhile as Sweetie Belle was on her way to her parents' house, Rarity was still pestering her about the suit. "How about you keep it, but instead of actually wearing it, it's more of a pet?"

"Rarity, drop it!" Sweetie Belle said. "I told you this suit is good! He helped me earlier today."

"He? It's a suit!" Rarity shouted.

"This suit has feelings, I can tell because I'm feeling them right now!" Sweetie Belle shouted, her horn briefly glowing in anger.

"Sweetie Belle, chill," Bobby said. "You too Rarity."

"Bobby, that suit is going to hurt my sister!" Rarity said.

"You don't know that, just trust Sweetie Belle, alright?" Bobby said.

"Seriously, Bobby trusts me, why don't you?" Sweetie Belle asked.

"Because, sister, you don't often think before you do things!" Rarity said. "It's why you ended up tagging along with that creep Vega and all those other villains."

"Sweet Celestia, that was like five years ago, move on already!" Sweetie Belle said.

"You watch your tone, I am your older sister!" Rarity said.

"I really don't give a crap," Sweetie Belle said. "Bobby, do me a favor, take my sister home, I think she needs to get laid or something."

"Sweetie Belle!" Rarity shouted in disbelief.

"Damn girl!" Bobby said.

"Just drop it, already," Sweetie Belle said. "I'm going home, I know you need to come to pick up Snow Gem but after that, kindly take a hike. I don't want to deal with your nonsense."

"Why you..." Rarity seethed in anger.

"Rares, maybe you should head home, I'll pick our little girl up," Bobby said. "Take a nice hot bath too, you need to destress. I can see wrinkles forming."

"GAH!" Rarity checked a nearby mirror. "Stress marks! Ooooh, I'll get my revenge on your suit for this Sweetie Belle! Ugh, I need cream!"

Rarity trotted away while Sweetie Belle grumbled in annoyance, "Freaking Rarity and her drama."

"She's just worried kid," Bobby said.

"I don't need her to worry, I need her to stop acting like such a pain!" Sweetie Belle said.

"You know Rarity just worries," Bobby said. "That suit's been trouble, you're gonna have to prove to her that you can handle it."

"I saved people today!" Sweetie Belle said.

"That's not enough, you need more," Bobby said. "Give it time, alright kid?"

"...Alright Bobby," Sweetie Belle said, then kissed his cheek. "Thanks for looking out for me."

"Anything for my little sis," Bobby said. "Let's hurry, your parents might be worried. Do they know about the suit?"

"They don't know it's an alien," Sweetie Belle said.

"Uh...you should clue them in, if Rarity tells them, they're gonna freak out," Bobby said.

"Yeah ,you're right," Sweetie Belle said. "Can we tell them together?"

"You bet," Bobby said. "Let's get moving."

As Fluttershy got home, she first checked on her daughter, making sure she was alright and unharmed. Thankfully she was in good hooves thanks to Laura's quick thinking.

With that settled, she opted to make some dinner for everyone. Logan and Laura weren't home yet, as they were still out helping other ponies, so Fluttershy thought to surprise them with something tasty.

"What would Logan like? I know he likes steak but I haven't been to Earth lately to pick any up," Fluttershy said. "He's not too picky, or he tries not to be, but I do want him to have something I know he'll enjoy. But, knowing him, he'll just say anything I cook is special enough, which really makes me want to cook something that much nicer."

As she thought things over, she heard a knock on her door.

"Who could that be?" Fluttershy trotted over and came across a rather unusual surprise.

"Hi Fluttershy, it's nice to see you," Discord said, the powerless being standing in front of her house.

"..." Fluttershy let out a massive scream of worry and slammed the door on the Draconequess.

"Fluttershy! Wait!" Discord urged.

"Ahem..." Discord turned around and saw an angry Logan with his claws out. "What the hell do you think you're doing here, bub!?"

"Did you know you're a lot faster than you look?" Discord asked. "I could have sworn-"

"TALK!" Logan shouted.

"Easy, easy, I come in peace!" Discord urged.

"Well yer about to leave in pieces," Logan warned.

"Logan! What's wrong!?" Laura shouted as she ran over. She was quick to spot Discord and immediately extended her own claws. "Great, first the seeds, now this!?"

"I swear it's not what you think. I don't mean any harm, I'm powerless," Discord said, snapping his fingers. "I can't even do a cheap trick!"

"...Powerless huh?" Logan asked. "What's to stop me from killing you right now then?"

"I know you can kill me, but I beg of you to give me a chance," Discord said, groveling on the ground. "I know I don't deserve it, but can you find mercy in your heart?"

Logan seemed unsure but one voice convinced him otherwise, "Let's hear him out."

"Huh?" Logan saw that Fluttershy opened the door.

"Are you sure about that, Shy?" Laura asked.

"I just...I feel like we can trust him," Fluttershy said. "Let's hear what he has to say."

"...Alright," Logan said, glaring at the chaos deity. "I'm warning you bub, you try anything stupid, and yer dead."

"Noted," Discord said, turning around to go inside the house with both Logan and Laura cautiously following.

There were a lot of conflicts remaining, the concept of forgiveness being among them. Once that barrier is broken, new opportunities arise.

Working Toward Goals

The heroes had explained everything to one another. Peter went into further detail regarding some of his villains, Capcom explaining the villains on their end while the Spiders had finished explaining their own situations.

"We're sorry you spiders had to deal with our enemies," Chun-Li said, bowing toward Miguel and company.

"It's fine, I deal with threats like this on occasion, it was just another day of work for me," Miguel insisted. "Besides, that Juri woman wasn't that menacing, not to me."

"Juri is a very capable martial artist, and the experimentation done to her has greatly increased her abilities. But I suppose she's nothing against a spider," Chun-LI said.

"Lucky you Miguel, I had to deal with that freak with a sword," Miles said. "Not an easy fight."

"Kudos to you for being able to last against my brother," Dante said. "That's no easy feat considering he and I are half demon."

"Well...I suppose it's just another day for the great hero, Spider-Man," Miles playfully boasted.

"Yeah, um...gonna be hard for me to call you, or anyone else 'Spider-Man'," Dante said. "That's an honor I have reserved for Peter."

"Same, when we think Spider-Man, we think of Peter," Chun-Li said.

"Appreciate that, but Miguel is just as capable of being Spider-Man," Peter said. "And if Miles really is using his power wisely to protect his home, he deserves the Spider-Man name just as much too."

"I really appreciate that, Peter," Miles said. "I know I have big shoes to fill, you're a a local legend back home."

"Where I'm from, you're considered one of history's greatest heroes," Miguel said.

"Guys, come on, it's no big deal," Peter insisted.

"I concur, I don't quite understand the hype behind Spider-Man," Viper said. "Can someone explain it to me? Is he the strongest hero in Marvel?"

"Well, no he's not. I'd say Thor is probably the strongest, or The Hulk," Chun-Li said. "But Peter's got a lot of heart and for many of us, sets the example of what a superhero should be."

"I'm not perfect," Peter said.

"We know, no one is," Chun-Li said. "We respect you, but we understand that you have flaws just like everyone else."

"For starters, you're too nice sometimes," Spencer said. "Good to show humility but you really gotta stand up for yourself more, you did a piss poor job back when Ryu, Chris and Dante treated you like dirt."

"To be fair, Spider-Man did call us out when we acted like assholes to him, and was not afraid to fight back if we pushed him too hard," Chris said.

"...Why were you treating him like dirt exactly?" A now very unhappy Gwen asked.

"Our pride got the better of us a few times, plus we just felt so angry at the time," Dante said. "Personally, I won't make excuses for being such a dick."

"Same here, we'll own up to our mistakes a thousand times before we make them again," Chris said.

"I'm holding you to that," Gwen said.

Peter started sensing some tension building, and was quick to put a damper on it. "Alright, let's not dwell on the past. I've made peace with Ryu, Chris and Dante. They're friends now, let's leave it at that."

"Good man, Peter," Logan said. "Let's keep this going."

"Peni Parker, you went against Tron Bonne," Mega Man said. "How would you rank her abilities compared to yours?"

"I will admit, she's very crafty with that suit of hers," Peni said. "Her mech piloting skills are pretty top notch."

"That's not all she can pilot," Volnutt interjected. "I've had my run ins with Tron, plenty of them in fact. She's quite a crafty fighter if I do say so myself, and her piloting skills are nothing to brush off."

"She's piloted bigger machines too," Spencer said.

"That's cute, but I can pilot big machines too," Peni said. "If she's not careful, I daresay I could hack into her mainframe and turn her robots against her."

"You seem confident, I respect that," Dante said.

"She has reason to be, Peni Parker is a very intelligent young woman," Julia said. "Her technological prowess is not to be underestimated."

Tails tapped his chin in curiosity, "Now she's piqued my interests."

"Same here," Donatello said.

"So, girl spider..." Chris said, gesturing to Gwen. "Sorry, I don't think I caught your hero name. Is it Spider-Woman?"

"Some call me that, others call me Ghost Spider," Gwen said. "It's pretty badass."

"Right, Ghost Spider..." Chris scratched his head. "That name seems familiar somehow."

"Of course, it sounds like Ghost Rider," Dante said, glancing at Gwen. "Did you take his name or is it by pure chance that your names sound similar."

"I can neither confirm, nor deny that possibility," Gwen said.

Dante raised his eyebrow in confusion, "What the hell does that mean?"

"It means let's focus on the topic at hand," Gwen insisted.

"Uh, sure," Chris said. "So, you did battle with Wesker, right? Did he happen to mention what he was planning?"

"He didn't say, he just said he had his reasons for being there," Gwen said. "Then he just bailed."

"None of them really said what they were up to," Miles added. "Just something about practice, guessing it's for Peter."

"I feel flattered that Wesker and his buddies wanted to practice for a rematch," Peter said. "If I'm being honest, I'm not worried about Wesker. I'd say Vergil would give me more of a fight."

"Yeah, you'd be right, Peter," Dante said. "To this day, I can't imagine why my brother would take orders from Wesker. He's strong, but not stronger than my brother."

"What brought those villains together in the first place?" Twilight asked.

"We've wondered this many times," Spencer said. "The fact that Wesker could amount so many allies is concerning."

"It all started when he teamed up with Doctor Doom, and it looks like he wants to do so again," Chris said. "Given that he's aligned with those Tartarus villains, that's going to make this much more difficult."

"I'm still processing the fact that Dormammu might show up," Strange said. "His magic is dangerously powerful, they don't call him 'Dread' for nothing."

"Then we got Ultron to worry about," Janet said. "Hank's big mistake is once again rearing its ugly head."

"We just need to learn all we can about our opponents," Twilight said. "Ryu, you seemed to recognize this Kazuya fellow, what's he like?"

"He is a dangerous martial artist with a devil gene on par with the Satsui no Hado," Ryu said, glancing at Xiaoyu. "Of course, our friend here can explain it better since Kazuya is from her home in Namco."

"He's the father of someone very dear to me," Xiaoyu said. "I don't suppose any of you remember Jin Kazama?"

Twilight scratched her head, "Sorry, I can't say I remember exactly."

"Years ago I came here for the Marvel vs Capcom Tournament," Xiaoyu said. "I also came with a guy, one who wasn't too talkative."

"I think ah remember, moody fellow," Applejack said. "So, he's the son of this Kazuya guy?"

"Yes, Kazuya more than anything wants to take over world using his company, G Corp," Xiaoyu said. "His only rival was the Mishima Zaibatsu, which was founded by his father, Heihachi."

"Let it be known that Kazuya's father is also a creep," Dante said. "It's a miracle Jin didn't turn out worse."

"Alright, so an evil martial artist," Peter said. "And you mentioned a devil gene, is that right?"

"Yes, it gives him demonic abilities," Ryu said. "He is not a man to take lightly."

"Alright, I also heard a Doctor Eggman I believe," Twilight said.

"I know him, he's a mad scientist who's tried taking over the world I live in," Sonic said. "He would kidnap little critters and use them as batteries for his robots."

Fluttershy's eyes widened in terror, "That's awful, how could someone treat an animal that way!?"

"Eggman is not a nice man, that's why," Sonic said. "He's so dangerous, he once blew up half of a moon just to threaten the world into submission."

"That's...just insane," Peter said.

"Do not take Eggman lightly," Tails said. "He acts goofy at times, but he's a dangerous threat."

"Sounds just like Doctor Wily," Mega Man said. "To think it took this long for him to align with Wesker."

"Any reason they wouldn't before?" Twilight asked.

"Ego, I doubt Wily and Wesker could have gotten along," Mega Man said. "I don't know how they worked things out, but I can't imagine it's a stable relationship."

"Well there's that," Peter said. "What about The Prowler? Miles seemed to recognize the name. The only Prowler I know is Hobie Brown."

"Hobie's The Prowler in your world?" Miles asked. "In another dimension, he's Spider-Man too. Well, Spider-Punk but still."

"Right, multiverse rules," Peter said. "Still, Miles, mind elaborating on The Prowler?"

"Well, it may be biased to say, but I don't consider my uncle to be a bad guy," Miles said. "He's just made some bad choices. Not easy living in New York City sometimes. I know it's not an excuse to break the law but, I just consider my uncle desperate."

"I know it can be hard, Miles," Miguel said. "Unfortunately, your uncle is potentially assisting in something much grander than being a simple thief."

"Yeah, I know," Miles said.

"Then there's Goku Black, but we don't know much about him," Twilight said. "Still, an evil Goku? That's very concerning."

"Yeah...how did he get the name 'Goku Black' anyway?" Goku wondered. "Is he really me from another timeline?"

"That is a strong possibility," Julia said.

"Is there anything else Discord's mentioned?" Johnny asked.

"I've told you everything he told me," Fluttershy said.

"Where is he?" Peter asked.

"In my house, resting," Fluttershy said. "He got hurt pretty badly when Grogar's Bell stole his magic. I feel so bad for him."

"You feel bad for the guy who pretty much assembled all of these villains together?" Rainbow Dash asked. "Anything bad that happens is his fault! We have a big multiversal crises all because he thought it'd be funny to bring everyone together!"

"And now he's lost control of his minions for them to wreak havoc," Strange said.

"I know he did something bad, but I just can't help feeling sorry for him," Flutterhsy said.

"And I thought Spider-Man was soft-hearted," Spencer said. "Still, if he told us all this, then at least we can prepare. Those punks lost the element of surprise."

"Hold on a second," Bobby said. "Why are we trusting Discord, what if he's lying?"

"Yeah, that's a good point!" Rainbow Dash said. "Discord's all about deceit, he's pretended to be our ally before, hasn't he?"

"That is true," Twilight said. "Discord just may be setting us up for a trap."

"I don't think he was lying though," Fluttershy said. "It really did seem like something bad happened."

"Hey if he's good at deceit, then he might have easily faked it," Johnny said. "Probably why he went to you since you're clearly the nicest among The Elements of Harmony. You're literally the embodiment of Kindness."

"You make a good point Torch, Discord would want to use Fluttershy's Kindness to his advantage," Logan said. "But, I gotta go with 'Shy here, somehow I don't think he was pulling one over on us."

"Should we go and see him ourselves?" Twilight asked. "That might help out quite a bit."

"I'd like some personal answers," Peter said.

"That might be smart," Steve said, Celestia nodding in agreement. "We want to be sure Discord isn't planning anything dangerous."

"Alright, you all do that," Miguel said. "I'm going to help Madame Web look further into this multiverse level threat."

"What should I do?" Miles asked.

"Stand by and be ready for a fight," Miguel said. "You too Peni."

"She can come to our side if she wants," Chun-Li said. "We have plenty of tech she can work with."

"I'd like to see firsthand what she can make," Tails said.

"Sure, if Miguel's alright with it," Peni said.

"Fine by me, just keep an ear out just in case I need you," Miguel said.

"Will do," Peni said, heading through the portal, briefly taking the form of a Unicorn.

"That was a fast transformation, usually some humans take a while," Twilight said.

"We came by before, just for a bit and just to adapt to our pony forms," Miguel said.

"And to keep an eye on Gwen," Miles added.

"That all adds up," Twilight said.

"Well since we're making plans, I should stay in Equestria for a bit, just to make sure things run smoothly here," Gwen said, stepping through the portal as well.

"That's fine, you can stay here while Twilight and I go find Discord," Peter said.

"Wait, let us come too," Chris said. "We have some questions for him as well."

"You, Dante and Ryu can come," Twilight said. "Everyone else stay there."

"What about me?" Sunset asked.

"I suppose you should come too," Twilight said. "If you all have anything further to discuss, now's the time."

"We can handle anything else from here, Twilight," Steve reassured.

"Very well, I leave you to it," Twilight said.

"Alright, let's go," Peter said, about to make his leave.

"Daddy!?" Came Mayday's voice, the girl still upstairs and getting his attention.

"Oh, hey Mayday, glad you could grace us with your presence," Peter said.

"Right, I just overheard something about you leaving, where are you going?" Mayday asked.

"I'm going to Fluttershy's house to figure something out," Peter said. "Stay here, if you need anything, call Starlight, Trixie or Aunt May."

"That's your daughter, right Peter?" Miguel asked.

"Yeah, that's my little girl, Mayday Parker-Sparkle," Peter said.

Miguel rubbed his chin, "Never seen a version with hair like that."

"Version?" Mayday asked.

"Oh right, Julia's let me peak into the Multiverse," Miguel said. "I've seen other versions of you, though usually you have brown hair like your father's."

"Me? With brown hair?" Mayday asked, checking her mane. "That's sure something. Didn't expect there to be versions of me, the multiverse is a strange and confusing topic."

"It can be explained, we just need some cookies," Goku said.

"Cookies?" Twilight asked.

"I used cookies to explain the multiverse to him once," Strange said. "How places like Marvel are chocolate chip cookies, Capcom is Oreos, and Equestria are sugar cookies. Some worlds are the same, and some are different, just like cookies."

"Why is Capcom Oreos? Why can't we be Oreos?" Peter asked, earning some confused glares from his fellow Marvel Earthlings.

"When you tell the story, you can be Fig Newtons for all I care," Strange said. "I'm just using examples."

"Why does the multiverse exist?" Rumble asked.

"That is quite the question," Miguel said. "There are many reasons, the biggest one is branching. You see, within a universe, several rules are set, and those rules usually make up the multiverse. Marvel's rules are in what's unique to it. Things like the X-Gene, places like Wakanda, people like you and me, Peter. Not everything exists in other worlds, because they have their own rules."

"Chi may be more common in places like Capcom, while Magic is more prevalent in parts of Namco," Strange said. "Sometimes it's specific magic too. The magic you'd find in Square is not like what you'd find in our world."

"That's one facet of the multiverse, the different designs," Miguel said. "The other facets are the different timelines."

"How are those made?" Mayday asked.

"Like I said earlier, Branching," Miguel said, showing off some nodes that circled around the library lobby. "These here are more for the Spiders in the multiverse, a mere tiny example of the ever-growing multiverse."

"So...it's like a Spider-Verse?" Mayday asked.

"Sure, if that's what you want to call it," Miguel said, much to Miles's confusion.

"Excuse me, when I called it a Spider-Verse, you told me it sounded stupid," Miles said.

"Only when it comes out of your mouth," Miguel said, smirking at the kid.

"Again, you're just cruel," Miles lamented, Gwen playfully patting his back.

"The actual term is Arachno-Humanoid-Poly-Multiverse," Miguel said. "But, I know that's a dumb name too."

"I like it, sounds sciencey," Mayday said.

"You got a smart kid, Peter," Miguel said, Mayday sheepishly rubbing her head.

"Tell me something I don't know," Peter said.

"Point is, these here are different spots of the multiverse, and all the spiders that inhabit it," Miguel said. "Different worlds, and all of our homes. My home, in Nueva York. Miles in his version of Brooklyn. Peni's world, Gwen's world. Other spiders too, like Pavitr Prabhakar from Mumbattan, India."

"A Spider-Man from India?" Chun-Li asked.

"Wow, just like Master Dhalsim," Sunset said. "But, I don't remember a Mumbattan."

"It's only in this world, a combination of Mumbai, India and Manhattan, New York. The multiverse can be strange like that," Miguel said.

"So even within these 'Chocolate Chip cookies', not everything is the same?" Peter asked.

"Just think of it as...some of those chocolate chip cookies having M&Ms in them," Strange said. "This Pavtir kid's world is one of those types of cookies."

"Wait...how come he gets the M&Ms?" Peter asked.

"Does it really matter!?" Strange asked in annoyance. "Point is that even some of these cookies aren't that identical, despite being the same thing. Some have different brands of itself."

"Can we be Chips Ahoy?" Peter asked.

"Yes, Peter, you can be Chips Ahoy..." Strange said. "Now please focus and stop asking these dumb questions. Better yet, weren't you going to find that Discord guy?"

"Sorry, got sidetracked by this multiverse stuff, it's kind of cool," Peter said.

"How about I wrap up the explanation? Saves time," Miguel said.

"Hey, do what you want, doesn’t affect me," Strange said.

"Man, and people say I'm grumpy," Miguel joked, much to Strange's annoyance. "Still, one key thing in the multiverse is something called a Vital Point."

"Vital Point? What is that?" Twilight asked.

"Parts of the multiverse that pretty much have to happen, sometimes they can't be avoided," Miguel said.

"In comic book terms, it's like the 'Canon' stuff that makes the story," Miles said.

"Oh, can we call them 'Canon Events'?" Gwen asked.

"No, because that would be idiotic," Miguel said. "Save that talk for your comics, not for something in our universe."

"Now who's being moody?" Strange quipped.

Now it was Miguel's turn to shake his head in annoyance, "My point being that there are Vital Points in someone's life that need to happen. In a lot of multiverses, Peter gains his powers through a radioactive spider bite."

"Wait, that's how you got your powers, Spider-Man?" Strider asked.

"Oh right, not everyone knows that," Peter said.

"I knew," Dante said. "So did Ryu, Chris, Chun-Li, Leon and Spencer."

"Be careful where you keep your memories," Chris said.

"Yeah, noted," Peter said. "Already learned that from Mayday."

"I got curious," Mayday said.

"Oof...wait, how far did you get?" Dante asked.

"Talk about that later, please," Peter said. "Miguel, mind continuing?"

"Right, so Peter in many universes gets bitten," Miguel said. "However sometimes the Vital Point can break, hence why in some worlds, Gwen is the one bitten instead of Peter. That causes a change that branches into its own true multiverse where things are much different than say a few 'What-If' situations."

"So, me getting bitten is a Vital Point, what else about my life is like that?" Peter asked.

"A lot of things, including your key battles," Miguel said. "One Vital Point is your interaction with the Symbiote."

"Of course," Peter said, earning a side eye from Sweetie Belle's suit.

"He didn't mean anything bad," Sweetie Belle reassured.

"Yeah, yeah," Serum said.

"I can list all the Vital Points, but that would take some time," Miguel said. "You get the idea, don't you?"

"I think so, so does that mean me coming to Equestria is a Vital Point?" Peter asked.

"Actually, no, this part of your life is a big break away compared to where things were going for you," Miguel said.

"Wait, so daddy was never meant to be here?" Mayday asked.

"Not quite, it's no big deal if a Vital Point didn't happen, it just creates a new part of the multiverse," Miguel said. "It's not world ending, it's not going to cause some type of incursion, it just means that a new branch was created. Even that branch has leaves of its own, since this isn't the only multiverse in which Peter is summoned to Equestria. So even if it's not common, it has a place in the Web of Life."

"Oh, so me being born wasn't some type of anomaly?" Mayday asked.

"No, you are just as legit as the other Maydays," Miguel said.

"I guess you'd have to be, since there are other versions of you," Rumble said.

"Well...not all of them have the same mothers," Miguel said.

"Uh, Miguel, maybe don't go into that," Peter nervously insisted while glancing at a now unhappy Twilight.

"Right, I don't think that was a smart thing to say," Miguel admitted. "But you get what I mean, don't you?"

"Basically," Peter said. "I gotta know, can some of these realms be merged? Like a half Chocolate Chip and half Sugar Cookie?"

"Yes, that's possible," Miguel said. "There are universes where Marvel and Capcom are one for example. Just recently I spotted a universe with many of your worlds together. You and Twilight are happily married there too, and you're childhood friends with a pink hedgehog and that cop woman who survived Raccoon City."

"Amy and Jill?" Dante asked. "That's interesting."

"I like that world," Amy said.

"Same, I don't mind it," Jill admitted.

"I don't know all the details, but it does also related to that man there, the blonde buff guy," Miguel said.

"Who, me?" All Might asked, the man pointing to himself. "Wait, how much do you know about me?"

"Not a lot, but anything I do know I'll keep to myself," Miguel said. "Not like it needs to be said anyway."

"Uh, right, thank you," All Might said.

"Is that guy hiding something?" Rainbow Dash asked.

"He is a superhero, they usually have secret identities as I can personally attest to," Peter said. "It's just something personal most likely, no reason not to trust him."

"He does give off that heroic vibe, so alright," Rainbow Dash said.

"That was close, much appreciated Spider-Man," All Might thought to himself.

"Another good way to create a multiverse is usually through altering time," Miguel said. "Time travel is a tricky concept, very rarely can the past actually be altered, what you instead do is just create another future."

"A friend of mine did that," Goku said. "He went back in time to save the lives of myself and everyone I knew. But it didn't change his past, only our future."

"I've been guilty of time travel once," Peter said.

"Same, mostly by accident," Donatello said.

"How do you accidentally travel time?" Chris asked.

"It can happen," Peter said. "My result was because I was checking out some of Starswirl the Bearded's old spells. That old dude understood time travel."

"Well that's concerning, suppose with that grudge, he time travels to make sure none of us ever show up in Equestria?" Dante asked.

"I doubt he'd mess with time like that," Peter said. "Point is that's how I ended up in that Dystopian Future."

"I ended up in one myself, it was terrible," Donatello said. "A lot of my friends were dead, along with my father, two of my brothers hated each other, my goofball brother was all serious, and a good friend of mine became a resistance leader. I hope she's doing alright in that timeline, if it still exists. Everyone else perished to defeat our foe."

"...Wow, something like that happened to me too," Peter said.

"Did you also fight an evil mechanical samurai version of your greatest enemy?" Donatello asked.

"Uh...no, I fought a Changeling Queen," Peter said.

"I can vouch for that, I've been to that timeline Peter's mentioned," Leon said.

"Still, the similarities are quite remarkable, how long were you in that timeline Spider-Man?" Donatello asked. "How did you get back?"

"I was there...honestly I don't remember, it all feels so hazy," Peter said. "I'm gonna say about a couple of days maybe? I got back thanks to some magic that brought be back to the exact point I left."

Strange shook his head, knowing this was not a possibility, something Twilight noticed but refused to pay any mind to.

"Sounds like really fortunate magic," Miguel said.

"You're strong for sure, I was in my realm quite a while too, it was not pleasant, but I was relieved when I got wooshed back into my dimension," Donatello said.

Strange rubbed his chin, glancing at Donatello and comparing the two stories.

"In the multiverse, it's not uncommon for two people to share a similar adventure, nothing is the exact same but similarities are common," Miguel said. "That was quite the time travel story."

"Sonic's got some Time Travel stories too," Tails said. "One of our friends is from the future."

"My time travel stories are a bit too complicated to explain right now," Sonic said. "Except maybe one that happened around one of my birthdays, I met a younger version of myself and we had to stop two versions of Doctor Eggman."

"My father's done time traveled too," Atreus said.

"Yes, I have," Kratos said. "The Sisters of Fate in my world attempted to erase my existence to protect Zeus, they failed."

"They deemed you a threat to Zeus?" Miguel asked. "I take it you're quite the foe."

"My past with the Gods of Olympus is filled with pain and triumph," Kratos said.

"That reminds me of something else," Peter said. "This big dude met not only Zeus, but his new world contains Asgardian Gods. Thor, Odin, all that stuff. But our world also has versions of Zeus and Odin."

"Some realms will share the commonality," Miguel said. "Just like New York exists in many realms from Marvel to Capcom, so can key figures. Every realm has probably heard the same stories about Christianity and other religions. Greek and Norse Gods are probably no different."

"That would explain why Marvel and Capcom celebrate Christmas," Sunset said. "Plus other places too."

"The Thor you know, he's a good guy, right?" Atreus asked.

"Yes, he's a proud Avenger," Steve said. "And a good personal friend of mine."

"Why is he good here, but in my world he's...well, maybe not evil, but kind of..." Atreus tried thinking of a good word.

"A fat drunk who follows orders to destroy from Odin without second thought," Mimir finished.

"Yeah, that..." Atreus said.

"Sometimes personalities shift across dimensions," Miguel said. "It could depend on the environment. I don't suppose anyone has personal examples?"

"Well, the Sonic in my world is not like this Sonic," Sally said. "He's got an ego, while this one's a bit humbler. But we did grow up trying to survive an evil dictator who controlled the planet, filling most of it with pollution because of his factories. We spent weeks destroying them just to clear the air."

"Sounds like you'd make a great fit at Avalanche," Cloud commented. "As for me, I know a kid who's seen a version of myself. He's also got a different upbringing, and from what I hear, is even more anti-social than I am."

"Like Mayday then?" Bobby asked.

"Hey!" Mayday shouted.

"I would classify Mayday as Asocial, not anti-social," Chun-Li said. "There's a difference, the simplest way I can explain it is that asocial means you're not good around others. Anti-social means you intentionally avoid social interaction."

"Well I guess he's anti-social and I'm asocial, that's our difference," Cloud said.

"I met versions of Twilight's friends who are much different, but of course they were teenagers in High School," Sunset said. "Rarity was very full of herself, Rainbow Dash was a stereotypical jock, and Twilight was a total introvert, almost as shy as Fluttershy."

"Wow...I can't imagine Twilight being like that," Peter said. "I've personally seen other versions of myself. Miguel remembers that story."

"Oh yeah, fond memories," Miguel said. "Even when the dimensions got shattered, nothing stopped Spider-Man, regardless of the realm."

"One question too, similar topic," Sally said. "What about worlds where there are evil counterparts? Like evil versions of any of us?"

"That again goes to the upbringing thing," Miguel said. "Villains aren't born villains, something happens. It's likely there are worlds where I'm evil, or Peter, or Twilight, or any of us. We just heard about Goku's evil doppelgänger after all."

"I'm just worried, if Goku's can come, what's to stop other versions of us?" Sally asked. "I've met an evil version of myself and Sonic, they were not easy foes to deal with."

"I've personally seen a world where I lost my heart rather than my hands," Strange said. "That's a path I'd like to avoid."

"I can't make promises, but we can do our best to make sure that evil doesn't come to pass," Miguel said.

"Does this also mean some versions of these villains are good?" Bobby asked. "Imagine having a good Doctor Doom on our side."

"Or a good Wesker," Peter said.

"I can't even imagine that anymore," Chris said. "Well maybe a little. I imagine a good Wesker would still be a normal human rather than superhuman."

"I'd like to think that at least one version of my brother is good," Dante said. "Maybe my mom's still alive too."

"Gee, I'm wondering about Uncle Ben now," Peter turned to Miguel. "My uncle dying, is that one of those Vital Points?"

"Unfortunately, it seems to be Peter," Miguel said. "Your uncle dying is a big part of your path."

"...So my uncle has to die, regardless?" Peter asked.

"No," Julia interjected. "Versions of you have saved your uncle, I know it means little for this world, but I hope it further proves that these Vital Points aren't as permanent as they may be."

"Yes, they're hard to break, but not impossible," Miguel said.

"Do new Vital Points form when the timeline diverges?" Twilight asked.

"That does seem to be the case, it might depend on the timeline too," Miguel said. "Truth be told, there's plenty more I still want to learn."

"The multiverse is still a big mystery, and cannot be predicted," Julia added.

"Just be mindful of it, and don't treat it like a game, as opposed to...some others," Strange said, glancing at Sunset.

"Lay off Doc," Dante said. "Sunset's been behaving, stop holding her mistakes over her head."

"Given what happened in Asgard... " Strange began.

"She's learned from it, move on," Ryu said. "Now, I do believe we should go and see Discord now."

"Right," Peter turned to Miguel. "Thanks for explaining everything, I really appreciate it."

"Remember, I may not be totally right about everything, treat what I told you as a suggestion book not the finalized blueprints," Miguel said.

"I'll take a step in the right direction over being totally clueless," Peter said, then turned to his friends. "Logan, Fluttershy, mind leading the way?"

"On it," Logan said, he along with Fluttershy escorting Peter and Twilight to their home, along with Sunset, Ryu, Dante and Chris.

"Excuse me, Mr. Miguel sir?" Mayday said.

"You don't need to be formal, you can just call me by my first name," Miguel said.

"Um, okay, Miguel," Mayday began. "So, these Vital Points, do they talk about marriage?"

"Well, sometimes," Miguel said. "Is this about your parents? I didn't worry you with anything, did I?"

"No, you didn't worry me, I'm asking more for...a friend," Mayday said, twiddling her mane. "She really likes this boy and wants to make sure he's with her forever. She wants to marry him one day, and probably would like a hint that it's possible."

"I see..." Miguel said, rubbing his chin. "So this friend of yours wants concrete evidence?"

"Yeah, if it's possible at least," Mayday said. "I...I mean, my friend can wait."

"Well, tell your friend that she can make her own future," Miguel said. "Don't worry about Vital Points, if she really wants something, she can make it happen. It requires hard work but every good thing in life has to be earned. Hard work pays off."

"Okay, thank you sir, this makes me...I mean, my friend happy, bye now," Mayday said, running back into her room.

"Cute kid," Miguel said.

"Takes after Peter," Gwen commented. "So, is there a gameplan to find these guys?"

"It will require some searching but-" Chun-Li's explanation was cut short when an alarm went off. "Huh?"

"What's wrong?" Gwen asked.

"Give me a second," Chun-Li said as she checked the computers.

In the middle of all this, Celestia was quietly observing, something Steve noticed, "You've been pretty quiet today."

"Yes, I suppose I have," Celestia said. "You've taken a backseat yourself."

"I suppose it's better to let Peter lead most of this since he knows this stuff a little better than I do," Steve said. "Still, what do you make of all this?"

"It's all so surreal, I almost miss the simple days when it was just Equestria and Marvel Earth, or rather, just Earth as I knew it at the time," Celestia said.

"It takes a lot of getting used to," Steve said. "Soon it will feel normal."

"It's been five years, I thought I'd be used to it, and I was until more and more started to show up," Celestia said. "Such a wide array of worlds, it's baffling."

"Yes, it is," Steve said. "Some information is not meant for others, mortals or otherwise. But we make the best we can out of it."

"How do we make the best out of this?" Celestia asked.

"Give it time, hope usually finds a way to make itself known," Steve said.

Chun-Li had returned to her friends, "There seems to be trouble brewing near Metro City. Can a few of you handle it?"

"Hiryu and I got this," Spencer said.

"Of course," Strider said.

"Mayor Haggar is probably on it as well, Cody and Guy should hopefully be there too," Chun-Li said.

"So they've got a head start, let's kick it up then," Spencer said.

Spencer and Strider made their way to a teleporting table, warping to Metro City.

"Hey, Chun-Li, that's not the only danger," Viper said, checking some monitors. "I think there's trouble in the other worlds."

"Really?" Chun-Li checked through her monitors, each one showing parts of the multiverse. "I see it. Sonic, I think there's trouble on Angel Island in your world."

"Angel Island? But that's where Knuckles is!" Amy said.

"He might need our help," Sonic said. "Alright, Amy and Tails are with me. Sally, you can stay and help Chun-Li out with whatever else she might need."

"Of course, good luck, and be careful," Sally said.

Sonic offered a thumbs up before heading through the portal with his friends.

"Xiaoyu, I think there's trouble in the Mishima Zaibatsu," Chun-Li said.

"Jin needs help?" Xiaoyu asked. "Any chance you can contact anyone from your end?"

"Um...I think I can let Paul Phoenix and Marshall Law know," Chun-Li said, grabbing a pad to send a message. "You should hurry though."

"Right, of course," Xiaoyu said, heading through her portal.

Chun-Li saw one more bit of trouble, "Cloud, it's your world, specifically Squall's section."

"Squall?" Cloud asked.

"Sounds like he needs help," Barrett said. "Guess we're gonna have to cut our part of the meeting short."

"...This is concerning, so many things happening at once," Tifa said. "What if it's the villains? What if it's Sephiroth?"

"If it is, then we fight," Cloud said. "Come on."

Cloud jumped through his portal with his team.

A worried Chun-Li rubbed her chin, thinking everything over. "Could this be the villains?"

"It might be," Donatello said. "Maybe some of these friends could use a bit of backup."

"Yes, I'll see what I can do," Chun-Li said.

"What about us?" Johnny asked, stepping toward the portal with the Fantastic Four. "Doom might be involved, good enough reason for me and the family here to step in."

"Victor is very dangerous, as you yourself may remember," Reed said.

"If he's here, I'll let you know," Chun-Li said. "If I start scattering you all around now, it's going to be hectic."

"Take this," Mega Man said, presenting Reed with a walkie-talkie. "It works across universes, we can contact you if we spot Doctor Doom."

"The rest of you should take a few," Chun-Li said, passing some out to Steve, Celestia, Shining Armor and Spike. "See to it that Peter has a radio, same with Wolverine."

"I can give Peter his," Spike said.

"I don't think I know how to use this thing though," Shining Armor said.

"I can teach you," Steve reassured.

"You do that, I'll go reunite with Miguel and Miles," Julia said, flying over to the other portal. "We'll observe what we can from there."

"Perfect, do you have a radio too?" Chun-Li asked.

"Yes, and a spare for Miguel," Julia reassured.

Miguel grabbed his radio, "I will keep in touch with you, Chun-Li."

"Thank you," Chun-LI said. "Everyone, it's been great seeing you, I hope that next time it will be with better results."

Chun-Li shut down the portal to her world, disconnecting from Equestria.

"Same here, we'll stop this mess one way or another," Miguel said, shutting down on his end too.

"Guess we should be planning too," Bobby said.

"Or at least be ready in case someone needs us," Rainbow Dash said. "I'm waiting and eager to stop some bad guys."

In the Capcom World, Goku himself was ready to make his leave, "I'm gonna let my friends know about Trunks, and Goku Black."

"Sounds good, Goku," Chun-Li said. "Be careful yourself."

"I'll be fine," Goku said, heading through a portal.

Peni looked a bit disappointed, "Kind of hoped I could work with that little kitsune."

"Kitsune?" Donatello. "You mean fox?"

"Yeah, the one with the two tails, he's cute," Peni said.

"You mean Tails?" Sally asked.

"Yeah, is that his actual name though?" Peni asked.

"No, his actual name is Miles Prower," Sally said.

"Oh, kind of sounds like 'Miles Per Hour'," Peni said. "Looks like I have a chance to befriend another Miles."

"You'll get your chance, Peni," Chun-Li said.

"I had more to ask him, like can he grow more tails?" Peni asked.

"No, it's just the two," Sally said.

"I don't think he's an actual kitsune of legend, it's just part of how he was born," All Might said. "Kind of like a quirk."

"Or a mutation as my world would put it," Strange said.

"You know, speaking of the multiverse, should we call Batman or something?" Donatello asked.

"If we need to, we do have easy access to his world," Chun-Li said, then heard some more alarms. "Ugh, what is going on?"

"Something is definitely happening," Sally said. "We might need to contact your friends who just left."

"Aren't they getting answers from that Discord guy?" Viewtiful Joe asked.

"We can give them some time, that information could be useful," Chun-Li said. "Still, other dangers seem to exist in this world."

"And others," Morrigan pointed out. "I think the world where Terry Bogard lives is facing danger."

"Terry's? But why there? Are Geese Howard or Iori Yagami part of this?" Chun-Li wondered.

"Maybe the villains want the Orochi power," Morrigan suggested. "If that's so, things may get complicated."

"I should hope they don't know about it," Chun-Li said.

"I can go and check on Terry, I'll bring Felicia and the new guy with me," Morrigan said.

"I'm not a 'new guy', I'm Rashid of the Turbulent Wind!" the newer fighter said.

"Still, it might be good for you to go to Terry's world, see our rivals outside of Marvel," Morrigan said.

"Yeah that sounds fun," Rashid said. "Man, what an exciting adventure! It's like being in a movie!"

"Someone's excited," Donatello said.

"Rashid's big into movies and stuff," Chun-Li said. "Just like Viewtiful Joe."

"My brother Mikey too," Donatello said. "Speaking of brothers, should I get mine? They might be able to help."

"I'd hate to inconvenience you guys though," Chun-Li said.

"It's not, my brothers love helping others," Donatello said. "Leo is always ready to fight for justice, Raph loves having an excuse to beat up bad guys, and Mikey like your friend here, loves adventure. If you want, I can even see if my father, Master Splinter wants to come. Oh and our friend Casey can help too. He's not a ninja but he's great at vigilante work."

"Does he have powers?" Rashid asked.

"No, he's just a regular guy, but he's still good at what he does," Donatello said. "But, he is married and has a kid, he may be hesitant to travel the multiverse."

"If he can't then don't worry about it," Chun-Li said. "Go get your brothers and father if you want, just be careful."

"Wait, does your world have anyone we should be worried about?" Viper asked. "If the villains find out about your involvement, they may recruit from your world to even the odds."

"Right, me and my brothers have dealt with quite the number of foes," Donatello said. "The biggest one being Oroku Saki, The Shredder."

"Well with a name like that, I'm guessing he's not the friendliest guy," Viper said.

"He's a megalomaniac, and very cold hearted," Donatello said. "He will do anything to get power, even vanquishing his foes without hesitation. Something my father's sensei found out the hard way."

"I'm sorry to hear about that," Chun-Li said, recalling memories of her own father. "Listen, I don't want to risk danger for you or your brothers so-"

"It's fine, really!" Donatello said. "Listen, I'm not just gonna be able to ignore when bad things are happening. If I can make a difference, that's all that matters to me. Besides this threat may come to my world anyway, if I can stop it now then that's better than being ambushed later."

"In hindsight, it might help to let the other worlds know," Viewtiful Joe said. "Guys like Spawn, John Rambo and even Luke Skywalker might need to be aware. Loki probably remembers them all from Ragnarök and wants revenge."

"That's something I consider myself, as does young Mark here," All Might said.

"I wanna stop Loki, so I can ensure my world's future," Mark said. "I just...recently got with someone I care about, and I want to make sure she and I can have a good future together."

"It's not that one girl who gave you a hard time because you didn't tell her your secret identity sooner, is it?" Chun-Li asked.

"No, I broke it off with her," Mark said. "I hooked up with someone else, one who already knew my identity since she's a superhero too."

"Really now? You didn't tell me any of this you sly little sneak," All Might playfully jabbed.

"Sorry, I didn't want to brag," Mark said.

"Who's the girl?" Donatello asked.

"She's called Atom Eve, her powers are amazing," Mark said. "She can use her imagination to create just about anything."

"Sounds like how Mikey described a Green Lantern," Donatello said.

"So, is she a reality warper?" Chun-Li asked.

"That's one way to put it," Mark said.

"Well I'm happy for you," Chun-Li said.

"We all are, I don't suppose you can ask this girl for help if she's this strong?" Trish asked.

"Um...well..." Mark rubbed his head. "It might be dangerous, I don't know if I want to bring her into that. I know she's strong but..."

"Don't ask Mark for something like that," Chun-Li said.

"It's fine, she might find out on her own anyway," Mark said. "Thing is, our world still needs heroes to protect it. We're dealing with some troubles, some more personal than others. I can help how I can but I still need to be mindful and make sure my world doesn't fall apart."

"Same here, my world is at peace, but I don't know how long that will last," All Might said. "As it stands, I am on a mission to entrust a suitable successor should the day come where I have to retire."

"I wish you luck on that," Chun-Li said. "Now, if that's all-"

"Wait up," Atreus said. "Is there anything I can do?"

"I don't think so, you and your father can return home for now," Chun-Li said.

"Are you sure? Maybe I can help you with one of these emergencies," Atreus suggested.

"Atreus," Kratos warned.

"Come on father, I know you want to help too," Atreus said. "Besides, Loki might be around."

"Huh? You want to find Loki?" Chun-Li asked.

"I have to, for personal reasons," Atreus said.

"Lad, I thought this was behind you?" Mimir said.

"I am, at least in my world," Atreus said. "But I'm still curious. I have to know more about this Loki, so we can understand our own family."

"There is nothing to understand, this Loki is not connected to us in any way," Kratos said. "Do not worry yourself on this matter."

"I'm not gonna worry, I'm just curious," Atreus said.

"No offense laddie, but keep in mind that your curiosity has landed you in quite a bit of trouble over the years," Mimir said.

"You should listen to that...talking head," Strange said, a little bothered by Mimir but not dwelling on it. "Kid, I don't know what's going on in your world, but I can tell you that Loki is a very dangerous God. He's the reason many in Capcom lost some good friends, he along with his allies."

"I still haven't forgiven what he did to Cammy," Chun-Li said.

"Or Carlos," Jill added.

"Or what he and Mystique did to Jin and Hayato," Viewtiful Joe said.

"Plus, I do feel a little guilty that Akuma, a warrior from my world, is the reason Thor's brother, his good brother, is gone too," Chun-Li said. "I know it's not my problem directly, but Baldur did not deserve what happened to him."

"Shame about Baldur, guess those Vital Points that Miguel guy mentioned truly does affect the multiverse," Mimir said.

"I know you're all worried, but I still need to know," Atreus said. "I have to know why Loki turned out how he did."

"Wasn't this Loki raised by Odin?" Mimir asked. "Is it any wonder he turned out to be such a monster?"

"You shouldn't say that, Odin wasn't some terrible father," Chun-Li said. "Not the Marvel Odin at least."

"Actually, while Thor doesn't go too deep into it, I think he mentioned that the Asgardians have had a troubled past, and Odin wasn't as nice as he was in his final days," Strange said. "It may be harsh to say, but Odin may be a reason this Loki turned out how he did."

"He did mention it himself," Mega Man said. "Granted he could have been lying, but we don't know the full story ourselves."

"For that, we'd need to ask Thor," Morrigan said.

"That's a better idea," Mimir said. "Atreus, if you have questions, ask Thor. This Thor, the one that isn't a drunk."

"Mimir..." Kratos scolded.

"Right, sorry," Mimir said. "Seems as though I have my own issues to work out. A few days does not make up for hundreds of years of unpleasantries."

"Understandable," Kratos said.

"I can send you both to Asgard," Strange said. "Meanwhile I should get Ryu and the others."

"I'll go get my brothers," Donatello said.

"And I'll do what I have to do on my end," Chun-Li said. "Alright, everyone spread out."

Rewinding time a bit, shortly after Mayday had asked Miguel about her future, the girl had gone into her room, a massive blush on her face.

"So...what's happening out there?" Luster Dawn asked.

"And why is your face red?" Flurry asked. "Oooh! Something happened, didn't it?"

"Everything seems fine, daddy and the heroes are doing what they need to do to keep us all safe," Mayday said. "Seems like Discord got betrayed though."

"Ha, serves him right, Flurry said. "But, what about the villains? How is Uncle Peter going to stop them?"

"He'll figure it out," Mayday said, the girl feeling worried. "I hope."

"That doesn't explain the blush," Luster Dawn said.

"You're not sick, are you?" Franklin asked, placing his hoof on her forehead.

"I am...I'm lovesick," Mayday said.

"Huh?" Franklin asked.

"Miguel told me to work hard for what I want in life," Mayday said, stepping closer to Franklin, her nose inches away from his. "You're what I want in life. One day, you and I are getting married. No power in any world will stop that."

"Uh, wow..." Franklin said, feeling awkward.

Mayday leaned in closer, love still filling her heart when she eventually remembered that she wasn't alone. She looked to see her cousin and friends just staring. Feeling self-conscious, Mayday backed away.

"Mind giving Frankie and me some privacy?" Mayday asked.

"No way, I wanna see you two make-out," Flurry said, earning a confused reaction from Luster Dawn.

"That's very weird to say," Luster Dawn said, dragging Flurry away. "Let's go."

"Wait, no! I'm not ready!" Flurry said as she got dragged out. "Take some pictures!"

Once the door was closed, Mayday focused right back on Franklin. "So, where were we?"

"Uh...talks of marriage?" Franklin said.

"Right...I know it sounds early but, I can't imagine myself with anyone other than you," Mayday said. "I'm not saying we need to get married now, we're only kids. But I hope we can be together in the future. I want to get married and have a family."

"Wow, you are looking into the future, aren't you?" Franklin asked. "I feel kind of special, given how much you like your alone time, I'm amazed I'm one of the very few you like to spend time with."

"Well you opened my eyes a bit," Mayday said. "You and Luster Dawn have been so nice to me, Flurry too. All three of you make me feel special in different ways, so I don't feel like that much of an outcast. Three friends seem like too little for a lot of ponies, but to me, it's plentiful."

"Right, Quality over Quantity, just like your dad says," Franklin said.

"Well, when it comes to your company, quality and quantity are basically the same thing," Mayday said. "The more time I spend with you, the happier I am."

"Geez, you're gonna make me blush," Franklin said, sheepishly rubbing his head as he turned away.

"Wow, usually you fluster me, nice to be on the other end of it," Mayday said, turning the boy to face her. "You're the best, Frankie."

"So are you, May," Franklin said.

Mayday leaned in for a kiss, one Franklin was quick to return. As they held onto their moment of passion, Flurry peeked into the room, excited to see the kiss.

"Just gotta get my camera ready," Flurry said, holding it up.

"Where did you even get that?" Luster Dawn asked.

"Uncle Peter gave it to me once as a birthday present, I think he used to be a photographer or something before he was a superhero," Flurry said. "Now...smile."

The click of the camera alerted Mayday's senses as she broke away from the kiss, glaring at Flurry. "What the hell are you doing!?"

"Oh boy, she's mad," Luster Dawn said.

"I regret nothing!" Flurry said, teleporting away.

Mayday angrily gritted her teeth as her face turned red, this time from anger. "FLURRY!"

Down below, many heard Mayday's outburst, which took them all by surprise.

"I'll go calm her down," Trixie said.

"I'll help of course," Starlight said,

"Ooh! Can I help too!? I'm good with anger management," Autumn Blaze said.

"Sure, Mayday does like your presence so it might help," Trixie said, the three mares heading upstairs.

Meanwhile Harry was sitting down next to Flash, completely bored out of his mind. "So...how long before we go back?"

"Twilight sends us back, but she's busy right now," Flash said. "Still, how can you be so calm? Especially given what we heard about those villains."

"Let the heroes handle it," Harry said.

Flash grumbled in annoyance, "You know, I get that you're upset. I don't blame you. But acting like you are right now, isn't making you sympathetic. Whatever issues you have with Peter, you need to drop!"

"You don't get to judge me, you used to bully him for years and now you think you know what's best for him?" Harry asked.

"Listen, I know I messed up. Peter was a jerk but can any of us say we were better?" Flash asked. "Two wrongs don't exactly make a right you know. At least Peter admits he screwed up and he's trying to be better."

"Took him long enough, still would he have come to us if his wife didn't get us?" Harry asked.

"You're being petty, just be happy we're getting this chance," Flash said.

"By luck," Harry said. "Face it, despite his hero persona, Peter's just selfish. Couldn't even be honest with me about my father."

"You know, I feel like most of your anger is directed at your pops, and Peter is just the one receiving that anger," Flash said. "That's not fair to him."

"What's not fair is being abandoned by a friend so he can make new friends and forget about us while I have to deal with the crap I did after finding out about my father!" Harry shouted. "You have no idea what he put me through."

"He didn't put you through anything, you're the one who chose to be an addict," Flash said.

Harry's eyes widened in disbelief for a second, that shock then turning into rage. "You think I wanted to be!?"

"If you didn't want to be, then you shouldn't have made that choice!" Flash shouted. "Look, I know you were struggling but even if Peter wasn't around, there were other ways to deal with it! It's not Peter's fault you chose the wrong path!"

This yelling did attract attention from ponies nearby, including Cadance whose curiosity was piquing.

"...This is bullshit, I'm getting MJ, we're going home," Harry said. "Where is she anyway?"

"Over there," Flash said, gesturing to MJ sitting on the couch and feeding Benjy a bottle.

"What the hell is she doing?" Harry stomped over to her.

As she continued to feed Benjy, MJ looked up at her husband, "Oh Harry, what's wrong?"

"What are you doing?" Harry asked.

"...Feeding Benjy?" MJ said.

"Why? He's not your kid, let Peter handle it," Harry said.

"Well he and his wife are busy," MJ said.

"What about his aunt?" Harry asked. "Or those unicorn girls?"

"Aunt May went to prepare some food and I offered to look after Benjy," MJ said as Benjy finished his bottle. The girl positioned him so she could pat his back. "I don't mind helping out either, Peter's kids are adorable."

"We have a kid of our own," Harry said.

"That doesn't mean I can't be like an aunt to Benjy," MJ said, then got a burp out of the baby. "That was a big one." She held the boy up, "You must have been really hungry, huh sweetheart?"

That got a giggle out of Benjy while Harry rolled his eyes in annoyance, "You seem to be having fun."

"Look, Peter trusts me to look after his kids, he's still our friend so I want to be of help to him," MJ said. "Besides, this can be a good thing. Benjy's a good boy, I bet he and Normie would be great friends."

"I do not want our son dealing with the shit I had to go through by being friends with a Parker!" Harry said.

"Watch your mouth, I don't want Benjy saying words like that," MJ scolded.

"Who gives a crap!? He's not our son!" Harry shouted, startling the baby and making him sniffle.

"Great, you scared him," MJ placed Benjy on her back and left. "Listen, go see if you can go home if you want, Peter needs me, and I want to do what I can for him."

"MJ!" Harry called, the boy feeling like scum. "Great...what else can go wrong?"

"Don't tempt fate," Cadance said, getting Harry's attention.

"Huh? Who are you?" Harry asked.

"My name is Cadance, my husband is the older brother of Peter's wife," Cadance said.

"So you're an in-law?" Harry asked.

"Yes...now listen Harry, I don't know you and I know you don't know me, but we both know Peter," Cadance said. "I can tell you're struggling because of your past Friendship with him."

"If you can call it that," Harry said.

"Harry, look deep inside yourself. Do you honestly believe Peter would intentionally hurt you?" Cadance asked. "Do you really believe everything you knew about him was a lie?"

"Given all the secrets he kept from me over the years..." Harry lamented.

"What? Being Spider-Man? That's just what he does, it's not who he is," Cadance said. "It was a hard life for him, and I think deep down, he didn't like thinking about it more than he needed to. Did you want to be friends with Peter Parker? Or Spider-Man?"

"He should have trusted me," Harry said.

"Well maybe he didn't want you getting hurt," Cadance said. "Peter kept his secret here too for a while, not because he didn't trust anyone, but because he didn't want them to share his burden. Peter is selfless to a fault, and I do agree he needs to be more open. But if you act the way you to, it's just going to make Peter feel he's right to keep the secrets he does, because he's afraid of how others are going to react."

"But...my father..." Harry said, the man looking a little distraught. "How could he keep that from me!?"

"What was he supposed to do? If you were in his position, would you have handled it any better?" Cadance asked.

"Even so, there are those other times," Harry said. "How he shut us out after our Gwen died, and how he just abandoned us, and-"

"Here's the thing, you're caught up in how you feel, yet have you ever wondered how Peter feels?" Cadance asked. "Seems to me that you're being just as selfish as you think he is. I'm sorry about your father, but to use Gwen Stacy as an excuse? You have no idea how much that hurt Peter. Weren't you his friend? Don't you remember how much he loved her?"

"He...he should have let us in!" Harry said.

"You keep saying what he should have done, what about what you should have done!?" Cadance asked. "I heard what your friend said about you being an addict. I am not too familiar with it, but if I had to guess, it's like a unicorn being corrupted by dark magic. You think you have it under control but it's actually controlling you."

"Wow, didn't expect a pretty pony like you to know about what humans struggle with," Harry said.

"And now you're being a smart mouth," Cadance said, the mare feeling slightly ashamed. "Harry, despite how you're acting, I know you have love in your heart. You need to give more power to that than your negative feelings. I'm not saying it will be easy, but like we all heard from Miguel O'Hara, you gotta work hard to get what you want."

"...It's not just hard, it feels impossible," Harry said.

"Nothing's impossible," Cadance said. "It seems like you still need a lot of counseling. Just remember, we're here for you if you need it."

"Why help me? You don't even know me," Harry said.

"You're one of Peter's friends, and no, it's not the bad thing you've come to believe it is," Cadance said. "Besides, helping others is an innate thing for me and Twilight. Even if you weren't one of Peter's old friends, this isn't something I can just turn away from."

"...Alright," Harry trotted off, not wanting to say more.

As Cadance let her thoughts run through her mind, Matt trotted up beside her. "You did great Princess."

"Hm?" Cadance turned to the side. "Oh, Matt Murdock."

"It's troubling hearing all this about Peter, he's a great guy too," Matt said. "But, he's made his mistake. It's fine, we all make mistakes, I just hope Peter doesn't continue to define himself with those shortcomings."

"Same could be said about all of us," Cadance said. "I just hope we maintain that strong foundation among us, otherwise we'll fall apart long before the villains even arrive."

"We won't, because I've come to believe that Friendship is Magic," Matt said.

"And we've come to more than appreciate the justice that the heroes fight for in this world," Cadance said.

"Justice that we all must strive for," Matt said.

Meanwhile Peter and the others arrived in front of Fluttershy's house, the mare heading inside.

"I'll let Discord know you're here," Fluttershy said as she entered the home.

Logan turned to the side, spotting some trouble with the animals. "Fluttershy's critters look worried, wonder if they can tell there's danger coming?"

"Possibly," Twilight said, leaning against the fence as Angel Bunny did his best to calm the others. "I do need to let the other Kingdoms know about this."

"Fluttershy and I can help," Logan said, leaning on the space next to her. "She's got a good relationship with the Breezies, especially their leader Seabreeze."

"Oh yeah, you all met the Breezies once," Twilight said.

"Yeah, they tried freeloading here, not as bad as Fluttershy's brother on some days, but still a pain," Logan said. "At least Seabreeze whipped them into shape."

"How is he doing?" Twilight asked.

"He's fine, still got a temper," Logan said. "Still never figured out why Breezies seem to speak Swedish though."

"It's not Swedish, but it's similar," Twilight said. "Guess it's just a natural similarity."

"Maybe," Logan said.

While they were talking, Peter got the attention of the Capcom guys. "Hey...guys. I'm sorry that you might be dealing with trouble from my home world and this one."

"Why are you apologizing?" Chris asked.

"I didn't do a good job of keeping an eye on things here, I should have known something screwy was happening," Peter said. "Now you might be dealing with all of these threats, including my own enemies."

"Peter, we're the ones who should be apologizing to you," Dante said. "Remember, our enemies came here first."

"Besides, guys like Doom already had their eyes on Capcom," Chris said.

"But what about The Sirens?" Peter asked. "I'm a Prince here, I have to-"

"Peter, don't start taking more blame than you need to," Ryu said. "It's not healthy."

"You're strong but you're only human," Chris said.

"No one thinks it's your fault," Sunset said.

"Gallus does," Peter said.

"...Let me rephrase that, no one with common sense thinks it's your fault," Sunset said.

"I know he's a pain but he's not totally wrong," Peter said. "A lot of this is my fault, the villains came here for me. If I didn't live in Equestria-"

"Peter by that logic, you can't live anywhere," Chris said. "It's not your fault evil people are coming after you, that's their fault. You have just as much of a right to enjoy life, and if being in Equestria with your family makes you happy, then do it."

"You can't stop all evil, it's going to exist one way or another," Dante said. "Living a life full of fear because of that evil? That's a good way to let the bad guys win."

"He's right, all you're doing is welcoming them to destroy everything you love," Ryu said. "If you show you can live your life to its fullest, that's less power they have over you."

"Don't let anyone threaten your freedom, it's your right as a person to be happy," Chris said. "No one should ever take that away from you or anyone."

"Wow, you guys are good with pep talks," Peter said. "Thanks, I appreciate it."

"They're awesome, aren’t they?" Sunset said.

Fluttershy opened the door, "Alright, he's ready."

Everyone walked into the house, Peter taking a quick look around, "Where's Rina?"

"With my parents," Fluttershy said.

"We promised them they could spend time with her," Logan said. "Might need to keep her there longer."

In the living room, Discord was enjoying some tea, then spotted Peter and the others. "Ah, Peter, Twilight, good to see you all."

"Discord, how's it going?" Peter asked, albiet cautiously.

"Going well, thank you for asking," Discord said.

"Alright, the pleasantries are out of the way, now start talking," Dante said, pulling his sword out and freaking Discord out. "What's this about my brother?"

"Dante, please put that sword away, I don't want you holding that in my house," Fluttershy warned.

"You can't expect me to..." Dante reeled back once Fluttershy glared at him. "Geez, you can look scary when you want to. Fine."

Dante placed his sword away as Chris spoke up, "To Dante's point though, what's this about Vergil, Wesker and all these other villains, including some evil version of Goku?"

"Right, I suppose you would be curious," Discord said. "I confess, I did assemble a group of villains, but I meant no harm, I just wanted to have a little fun."

"Fun? What kind of fun is this!?" Sunset asked.

"I just wanted to see heroes and villains fight each other," Discord said. "And you must admit, it's a win-win. I recruit villains so you heroes can defeat those villains and keep the realms safe."

"Some of those villains were in Tartarus, so they were already detained," Twilight said.

"Please, they ruled the place, and they would have found a way out," Discord said. "Plus, more than anything, I know you and Peter really do anything you can to prove yourselves. Peter here especially has such low self-esteem, I merely hoped to generate a grand battle so he can feel like the hero he truly is. Aren't I a nice guy?"

"I don't believe this," Sunset said. "Do you really mean this shit or are you covering up because you're vulnerable now?"

"Even I could take you at this point," Chris said.

"But you won't," Fluttershy said. "You wouldn't hurt a defenseless creature, would you?"

"Yeah, would you?" Discord asked, doing a mock cute face.

"Don't make me shoot you," Chris warned.

"Ahem..." Fluttershy said, glaring at Chris.

"Fine then," Chris said. "Look, regardless you really caused a lot of trouble for us now."

"What's this about these villains working together!?" Sunset asked.

"Well it's like I told Fluttershy, I assembled some villains together, then Wesker's team came along to attack us," Discord said. "Everyone fought for a bit, then Loki showed up and made everyone get along. Then they stole my magic and now they want to annihilate the multiverse."

"Why did Wesker attack you?" Chris asked.

"He wanted to get rid of the competition," Discord said. "So this whole multiverse thing isn't totally my fault, Wesker didn't want to be on my side."

"You still assembled those other villains," Dante said.

"Including enemies of Peter," Twilight said.

"Yes, I suppose so," Discord said, counting with his paws. "Shocker, Electro, Mysterio, Scorpion, they seemed like small time enough. It's not like with The Green Goblin and-"

"Green Goblin?" Peter asked, the hero feeling a surge of despair. "So, he really is back."

"He's alive huh? Fine by us," Dante said. "I'll kill him myself."

"Who else?" Peter asked. "I know you got Eddie, any other symbiotes?"

"Well...we did get into contact with the home planet..." Discord said.

"You WHAT!?" Peter asked. "Did you want to invade this world with those...Klyntar things!? I can only imagine who you got..."

"You don't want to," Discord said. "There were surprises I didn't even tell my men about. I've been quite busy traveling the multiverse after all, who knows who might show up soon?"

"I need a list, who did you get!?" Peter asked.

"I...don't remember off the top of my head who said 'yes' or was undecided," Discord said, then saw Dante reaching for his sword while Chris reached for his guns. "Ah-ah, no weapons."

"Don't test us, Discord!" Chris warned.

"Look, I do know that Wesker went to New York for something, specifically the area where Peter fought King Sombra," Discord said. "I'd keep an eye out there."

"King Sombra?" Twilight asked.

"And also, Peter...I suggest you and any spider powered person you know watch out, I did run into someone who seems to have it out for you 'Totems'," Discord said.

"Wow, can you be any vaguer?" Peter asked.

"I swear, if you get people killed, no power on Earth or any other world will save you from us!" Chris warned.

"Uh...noted," Discord said. "Look, I'll give you some tips. One, watch out for Grogar's Bell, it can seal away magic. It's too strong to be destroyed however, but the effects can be reversed. Two, everyone was interested in not only the Crystal Heart, but Queen Novo's Pearl. Also keep an eye out for the Alicorn Amulet, it's a real power booster. Loki had an army of Skrulls while The Changelings still exist, keep an eye out and be careful who you trust. Watch out especially for the combined abilities of Martin Li and The Dazzlings."

"...Alright, this helps, hopefully we can plan for it," Peter said.

"And also, I do apologize for those Plunderseeds, I do hope you got all of them, they can be a real pain," Discord said.

"Wait...that was you!?" Twilight asked.

"You're the one who tried exposing Ponyville to your brand of Hentai!?" Peter asked.

"You were the one..." Sunset stopped a moment, glaring at Peter alongside Team Capcom. "What did you just call it?"

"Sorry, I see vines and tentacles, I think hentai," Peter said.

"You think they're perverts?" Ryu asked.

"No, hentai," Peter said.

"Yes, that means 'pervert'," Ryu said.

"Oh, makes sense," Peter replied.

"Wait, did you watch Hentai videos as a kid?" Dante asked.

"...Maybe..." Peter awkwardly admitted, getting weird stares. "Don't you judge me!"

"No, I'm gonna judge you, weirdo," Dante said.

"And we're talking about this, because...?" Twilight said. "Focus on what's important and not whatever weird fantasies you might have."

"I can only imagine what weird fantasies you have with your wife," Dante said.

"I hardly think that's any of your business," Peter said.

"Good God, can we please move on from this?" Logan asked.

"Right, sorry," Peter said. "Now, Discord. Is there anything else you can tell us?"

"Tell you what, keep me on standby, and I will guide you through this, hopefully with as minimal damage as possible," Discord said. "It's up to you to save the multiverse after all, no pressure."

"Well considering you're the scumbag that put me in this position, you have a lot of nerve saying that," Peter said.

"Not like yer alone, Parker," Logan said. "You got us."

"Yes, we will help you Peter," Ryu said.

"We will save every world," Sunset said.

"Thanks, I appreciate that," Peter said, then saw a portal opening, with Strange emerging from the other side. "Hey Strange, need something?"

"Ryu, Chris, Dante, there's more trouble in your world, you need to hurry back," Strange said.

"Shit, what's wrong now?" Chris asked.

"I don't have the details but Chun-Li is spreading help out not only across your world, but others," Strange said.

"Does that include Marvel Earth?" Twilight asked.

"Possibly, which means I need to be ready," Strange said. "Thankfully some heroes are there."

"New or old?" Sunset asked.

"Both," Strange said. "Don't worry, we'll keep the young ones under control."

"What's wrong with the younger heroes?" Peter asked.

"Think Kamala, but with more," Sunset said.

"They're talented but lack common sense," Strange said. "Which reminds me, I gotta check on Chavez and make sure she doesn't get hurt."

"Ugh, we're not gonna have to deal with her, are we?" Sunset asked. "Why did you even let her move into your Sanctum?"

"Someone's gotta mentor these kids, plus I just don't like the idea of someone getting hurt when I could have helped that person," Strange said.

"She doesn't even appreciate what you do for her," Sunset said.

"Even if she doesn't, it's the right thing to do," Strange said. "Being a decent person is often a thankless job but an important one nonetheless. Something you understand well, don't you Peter?"

"Of course," Peter said.

"Fine, but if she ticks me off, I'm going to punch her," Sunset said.

"Noted..." Strange said, opening the portal. "Peter, we'll keep in contact."

"Wait, can I help?" Peter asked.

"Stay here for now, if the villains show up, you're going to need to protect everyone," Strange said.

"Yeah, of course," Peter said as Sunset and the Capcom Trio left with Strange.

"Peter, you should head home and get everyone ready," Logan said.

"Oh yeah, hope everyone's okay," Peter said. "Maybe we can check in with Miguel too."

"Ah, so the other spiders are here, correct?" Discord asked. "I've been wondering when they would show up."

"You knew?" Peter asked.

"I've kept an eye on them, especially Gwen Stacy, your old flame," Discord said, much to Twilight's annoyance.

"Uh, she's not my Gwen," Peter said.

"I know...but she's so similar, isn't she?" Discord asked.

"I suppose, though my Gwen didn't have spider powers," Peter said.

"She's still the same pretty girl from before, it must be amazing catching up with someone like that," Discord said.

"Yes, amazing, truly amazing," Twilight said. "Now let's go!"

"Alright, I'm coming," Peter said, waving good-bye to the Howletts. "See you later!"

Once Peter left, Logan turned his attention to Discord, "So...what the hell was that about exactly?"

"Just curiosity at its finest," Discord said.

"Curiosity can be a dangerous thing, bub," Discord said with a SNIKT of his claws. "I suggest you watch yerself."

"Logan, put those claws away," Fluttershy scolded, before glaring at the Chaos being. "And Discord, behave."

"Yes dear," Logan said, unsheathing his claws.

"Of course, Fluttershy," Discord said, relenting on his humor.

"Wait, where's Eris? Wasn't she just here?" Fluttershy asked.

"She left to see if she could find those villains, and put a stop to them herself," Discord said. "I wish her luck."

Meanwhile outside, while Peter and Twilight weren't aware, The Dazzlings along with Cozy Glow and Martin Li were not too far away.

"I can sense jealousy coming from Twilight," Adagio said. "Maybe we can use one of Discord's old plans to our advantage."

"We just need those plunderseeds, right?" Aria asked.

"And I have plenty," Cozy Glow said, gesturing to a bag on her back. "Twilight won't know what hit her."

"Nor will Spider-Man," Martin said. "How could a man face his wife after all?"

"Gotta say...Spider-Man's still super cute up close," Sonata said.

"Oh shut up," Adagio said, moving forward. "Let's go."

Peter and Twilight continued to walk home, Peter feeling awkward regarding what happened a second ago with Discord. "So...I hope you weren't too bothered back in Fluttershy's place."

"I'm fine, don't worry about it," Twilight said.

"Yeah, sure, if you say so," Peter said. "But if you're not fine, that's okay, and you can tell me everything that's bothering you."

"Never mind it Peter," Twilight said.

"But Twi, remember what you said to me about opening up," Peter reminded. "You said that-"

"PETER!" Twilight shouted. "Just...drop it. I want to focus on what's important."

"But, how you're feeling is important," Peter insisted. "Isn't that what you told me?"

"Peter, you have more emotional baggage than I do, meanwhile I'm better at controlling my personal problems while in the past, you've let your personal problems control you," Twilight said.

"Harsh," Peter said.

"I'm harsh because I love you, now let's stay focused," Twilight said, feeling a surge of anger. "Something feels wrong with me."

Adagio and the others continued to sneak around. She along with Martin working together to fuel Twilight's anger.

As they got close to the house, Twilight started feeling pain, the girl grabbing her head in anguish.

"Hey, what's wrong?" Peter asked, quickly taking his wife by her hoof. "Do you need an aspirin?"

"I'm fine, just a lot on my mind," Twilight insisted.

Peter's Spider-Sense started ringing, he could tell something was off. The hero frantically looked around, "This isn't normal...something's going wrong."

Rumble opened the door, getting the attention of the two. "Hey! Peter! Twilight! Done with Discord!?"

"Yeah, for now," Peter said. "There seems to be trouble in the other worlds."

"Trouble?" Gwen asked, peeking her head out, the mere sight of her upsetting Twilight. "What kind of trouble?"

"Might be the villains," Peter said. "We'll need another quick meeting but, I am a bit worried. I can't help but feel like we're in immediate danger."

"Well that's ominous," Rumble said. "What should we do?"

"Rumble, can you and your friends round up the whole town and get them into The Friendship Center?" Peter asked.

"Oh you bet!" Rumble called inside. "Yo! Rumblers! We got a job to do!"

"We're not using that name!" Scootaloo shouted.

"Yeah, pick something else!" Smolder demanded.

Rumble furrowed his brow, "Look, everyone on my side, come with me! We gotta get the civilians into the Friendship Center!"

"You got it," Silverstream said. "Gabby and I can take the skies, while everyone else splits up across the ground."

"This way we get things done faster!" Gabby said.

"Smolder and I can take the West," Ocellus said.

"Sounds good to me," Smolder said.

"Sweetie Belle and I can search the East," Scootaloo said.

"Yeah, let's go Serum!" Sweetie Belle said.

"Lead the way," Serum said.

"I'll keep an eye out for danger," Laura said.

"Same, I'll patrol with you Laura," Rumble said. "Let's go team!"

Rumble's squad headed out to do what they needed to do, leaving everyone else behind for now.

"Apple Bloom, you should head to the Center as well," Peter said.

"Actually, I'd rather head home and personally warn my family," Apple Bloom said. "Plus ah want to check on mah little colt."

"I can go with you," Sugar Belle said.

"Not alone," Bucky offered. "Come on."

"Thanks," Apple Bloom said as she ran off with the duo.

"We should get the kids there as well of course," Twilight said, still feeling pain.

"Don't worry, I got Benjy," MJ said, trotting with the baby on her back. "Also, I fed him, and I even just finished changing him."

"Whoa, you changed his diaper?" Peter asked.

"It's no trouble, he's a sweet little guy," MJ said as Benjy hugged her from behind. "Auntie MJ has him under my watchful gaze."

"Ma Ja!" Benjy said, Twilight's ears twitching from the sound.

"Uh...did he say...'Mama'?" Twilight asked.

"No, I think he said 'Ma Ja'," Peter said. "It sounds like's trying to say 'MJ'."

"Aw, he recognizes me already, I feel so lucky," MJ said, trotting off. "I can't wait to introduce him to my little boy, I can tell they'll get along well, like brothers."

"Brothers, how nice..." Twilight said, her eye twitching.

"You alright, Twi?" Peter asked.

"Sure, never better..." Twilight spoke angrily through her teeth.

"Uh...well let's just get Mayday," Peter said.

"Don't worry, I got her," Gwen said, trotting over with Mayday on her back. "The moment you started rounding everyone up, I figured I'd get this cool little gal to safety as well."

"Heh, she thinks I'm cool," Mayday said.

"You are cool, I wish you were my daughter," Gwen said, Twilight's ears again perking. "Of course I could never take you away from your daddy."

"Or her mother...right!?" Twilight asked.

"Hm? Sure, you too of course," Gwen said. "Uh, you look kind of mad."

"Me? Mad? Nonsense, I'm very calm," Twilight insisted.

Gwen looked in closely, "Are you sure that-"

"I'M COMPLETELY CALM!" Twilight shouted, startling everyone nearby.

"Uh...okay, if you say so," Gwen said, awkwardly trotting away. "Come on kid."

From the distance, Laura called to catch Twilight's attention, "You are the definition of calm there, Sugar Queen!"

"Laura!" Rumble awkwardly pulled her away. "She's joking Twi! Please don't come after us in a fight of rage!"

"Dude!" Peter said.

"Uh, ignore that! Not the joking part, the fit of rage part!" Rumble said. "Because you look just fine! Not angry at all!"

"Just go!" Peter ordered.

"Going!" Rumble said, flying off with Laura laughing right behind him.

From the distance, Gwen looked back at Twilight, feeling worried. "Mayday, does your mom stress out a lot?"

"Yeah, it gets really bad sometimes," Mayday said. "She gets freaked out, then she starts worrying. Fortunately daddy knows how to keep her calm."

"Right..." Gwen said. "I hope she's not bothered by my presence. I get the feeling she doesn't like me."

"Why wouldn't she? You're a nice lady," Mayday said.

"Well, I do resemble your father's old girlfriend," Gwen said. "Actually, I am her, just another version."

"Even so, you're not that Gwen, plus it's not like you're gonna take daddy away from mom," Mayday said. "At least I don't think you are."

"Of course not," Gwen said. "I hope she doesn't think that way."

"Mom's not that paranoid, things should be fine," Mayday said.

"...I may have bothered her with that daughter line, I should watch what I say," Gwen said.

"You're not the first, Autumn Blaze says it to me too, and so does Uncle Johnny," Mayday said. "I guess I'm that lovable."

"Speaking of lovable, you were getting really chummy with that boy," Gwen said.

"Yeah...he's nice," Mayday said, glancing over at Franklin, who was currently being escorted by his mother.

"You'll have your alone time again, just give it a few minutes," Gwen said.

"Sure thing," Mayday replied.

Back with Twilight, the mare still felt some anger and rage as the nearby villains continued amplifying her negative emotions.

"Hey, Twilight..." Starlight said, trotting over. "Are you feeling alright?"

"I'm fine..." Twilight insisted, feeling rage. "So, fine...nothing...to worry about."

Peter shook his head, "No, you're not fine. I gotta get you to bed, you need some rest."

"I can't...danger," Twilight said, the girl sweating profusely as she tried controlling herself. "My...my children need me."

"They'll be fine, I'll keep an eye on them," Peter said. "Plus MJ and Gwen are helping too so-"

Twilight's eyes turned green with rage, "NO! I don't want those harlots anywhere near my kids! They are my children, and I...AM...THEIR...MOTHER!"

An explosion of rage consumed Twilight, startling not only Peter but anyone who could see, including all of Peter's friends and several neighbors.

"Is that Twilight!?" Rainbow Dash asked.

Johnny's pupils dilated, "Yeah, I recognize that angry scream anywhere. Twilight's sounds beyond pissed off."

"Twilight! What's wrong!?" Peter asked. "Why are you doing this!?"

"Rage is a terrible thing, isn't it Peter?" Came Martin's voice, the villain standing nearby with Cozy Glow and The Dazzlings.

"Martin Li!?" Peter asked. "Cozy Glow? The Sirens!?"

"Surprised to see us?" Adagio asked. "I told you we'd be back."

"What did you do to Twilight!?" Starlight shouted.

"We didn't really do much, she was already pretty mad, we just nudged her so that all that anger would spill out," Adagio said. "Not good to keep bad emotions bottled in."

"You..." Starlight threatened, about to blast them when she was lifted up by magic. "Twilight, wait-"

Twilight flung Starlight away as more rage consumed her, rage The Dazzlings started to absorb into their bodies.

"That's some amazing power!" Adagio said.

"I can make her feel more rage," Martin said, using his abilities.

"Martin! Stop!" Peter called, then took a triple Siren Blast from the Dazzlings.

"Don't interrupt the man while he's at work," Adagio said, then turned to Cozy Glow. "You're up kid."

"Some seeds to further help our plans grow," Cozy Glow said, throwing the plunder seeds near Twilight. "And for some growing pains too, heroes!"

Twilight and the Plunderseeds started to merge in power as the vines returned, once again overtaking Ponyville. This time, it was much more destructive as several homes were destroyed, with Rumble's friends doing their best to escort the ponies away.

"Hurry! To the Friendship Center!" Rumble said, taking note of his mother figure. "Twilight, what’s happening to you?"

"No..." Peter lamented as his wife took a new form.

"I am, Twivine, Queen of Darkness!" Twilight said, as dark magic emanated from her. "Bow before me, my subjects."

Meanwhile in the Capcom World, many of the fighters were taking portals to access worlds and locations that were in danger.

"Kratos, I will take you to Asgard shortly, for now I need to stop by my Sanctum and talk to a girl," Strange said. "I just hope she listens."

"Which girl? That one who sasses you?" Mimir asked. "Take us with you, we'll straighten her out."

"I would not mind," Kratos said. "The young must learn respect after all."

"Sure...what about your son?" Strange asked.

Kratos turned to Sally, "Chipmunk!"

"I have a name," the girl said. "It's Sally."

"Sally," Kratos corrected. "Please keep an eye on my son."

"I'll do my best, but I am multitasking quite a bit," Sally said. “Crimson Viper shouldn’t be too far away though.”

"To be fair, I don't need a babysitter," Atreus said.

"Very well, but if trouble brews, contact me at once!" Kratos said, turning to Strange. "Let us go."

"Sure," Strange said, opening the portal.

"Um, Atreus right? Keep yourself entertained, I gotta manage things for Chun-Li," Sally said.

"Sure thing Sally," Atreus said, making his leave.

"Geez...seems like they're everywhere at once, I hope everyone's alright," Sally said, still working the controls.

Atreus sat alone, thinking aloud to himself, "Loki...I heard him addressed as Thor's brother. Is that how things were with him? What was he like among the giants compared to mom? How much does he know about Jotunheim? What's it like in his world? Man, I really want to ask him some stuff, but how do I contact him?"

Suddenly the room changed, Atreus quickly standing up to look around in panic.

"Hey, what's going on!?" Atreus asked. "Father!? Mimir!? Sally!? Doctor Strange!?"

"Do not panic..." Came Loki's voice, the God getting the boy's attention. "You wished to speak to me, did you not?"

"Uh...yeah?" Atreus asked. "Loki?"

"That's my name...one that I know you are quite familiar with," Loki said. "I promise not to hurt you, I just want to learn from you, and teach you what I know."

"Uh, alright," Atreus said.

"Good, now tell me all about yourself Atreus," Loki said. "In turn, I will teach you much regarding my culture, and any key differences."

"Right...okay," Atreus said. Despite the danger, the boy felt confident to get himself out of it if need be. "I'm ready!"

Goku had returned to his world, flying toward Capsule Corporation. He sensed energy from Vegeta, but he sensed more than that. "Seems like Beerus an Whis are here, along with some powers I don't recognize. Then there's one that's faintly familiar."

He landed in the backyard, his presence being immediately noticed by his childhood friend, Bulma. "Oh, Goku! You're here!"

"Hey Bulma, I have something to tell you," Goku said, then spotted a group of people. "Wait, who are these guys?"

"You're Goku?" The leader walked over to the Saiyan. "Call me Cable. This is my X-Force. Forge, Bishop, Psylocke and Domino."

"Uh...hi?" Goku said, then quickly bowed. "Nice to meet you."

"Goku, these guys are from Marvel Earth," Bulma said.

"Oh, so do you know Spider-Man?" Goku asked.

"Sure do," Forge said. "We've had our interactions."

"But we're mostly associated with The X-Men," Psylocke said.

"Like Wolverine?" Goku asked.

"Yeah, like him," Forge said. "A friend of yours is here to see you."

"Really? Who?" Goku asked.

Looking ahead, he spotted Vegeta standing near Mai, and two boys of the same name. One boy, short and wearing yellow. The other was wearing a blue jacket, and equipped with a sword.

That boy was Trunks of course, and was quick to notice the Saiyan before him. "Goku..."

"Trunks?" Goku asked.

"Yeah, it's me," Trunks said. Something about seeing Goku was uneasy at first, Trunks needed to calm himself mentally. "It's not Black, it's just Goku. The real Goku. Not that fake." Upon taking some breaths, Trunks focused back on Goku. "I have something I need to tell you."

"Is it about Goku Black?" Goku asked.

"Huh!?" Trunks replied, the X-Force looking just as surprised. "How did you know?"

"Long story, but it has to do with someone named Discord, a creature from Equestria," Goku said.

"Tsk, Discord again..." Vegeta lamented. "Getting tired of that creature."

"First, Trunks, tell me everything you can about Goku Black," Goku requested.

"Sure, I'll start from the beginning," Trunks said.

On Angel Island in the world of Sega, Knuckles was engaged in combat with Goku Black near the Master Emerald's altar, under the watchful gaze of Zamasu and Doctor Eggman.

"Wow, he's quite the fighter, isn't he?" Eggman asked.

"Very much so, he's spent many months perfecting his style, and is still growing," Zamasu said.

Knuckles sent a flurry of punches in Black's direction, the villain blocking the strikes and kicking Knuckles back. "Is that all you have, Echidna?"

Knuckles stood up, dusting himself off, "Not even close!"

"Remember to come to me if you feel overwhelmed," Zamasu said. "I shall help you maintain your peak physical form."

"I will be fine," Black said, then saw more begin to arrive, that being Sonic, Tails and Amy.

"Sonic!?" Eggman shouted in irritation.

"Long time no see, Eggman. Up to no good again?" Sonic asked.

"Of course you'd be here, figured it'd be a matter of time," Eggman said.

"Knuckles!" Amy ran to check on him. "Are you hurt!?"

"I'm fine, nothing I can't handle," Knuckles said, getting back into position.

Amy glared a hole through Black, "You bully! What did you do!?"

"Looks like Eggman's found himself some new friends," Tails said.

"Great, he brought Tails and Amy too," Eggman said.

"Friends? No matter, you prepared for this," Zamasu said.

"Indeed I have," Eggman said, pressing a button and summoning some robots. "An army for you to command my friend!"

"How delightful," Black said. "But I shall enjoy the fight just as much myself."

"Who is this guy?" Tails asked.

"He looks like Goku, this must be Goku Black," Sonic said.

"Heard of that name, have you? From whom I wonder?" Black said, getting into position. "No matter, I shall crush you all just the same!"

"Be careful, they're no slouches," Eggman said.

"Alright, let's show this creep what happens when he messes with our friends!" Sonic said.

"Right!" The other three said as they collided with their foe.

In the world of Namco at the Mishima Zaibatsu, as Jin Kazama sat at his desk, he sensed a dark presence looming. "How strangely familiar."

He heard some scuffles outside, seconds later a guard was thrown through the double doors, courtesy of Kazuya Mishima.

"Jin..." Kazuya greeted his estranged son.

"Oh it's you, haven't seen you in a while," Jin said, standing up. "Come for a hopeless fight? Will I be given the honor of finally being rid of you?"

"Don't get too far ahead of yourself, I'm here to offer you a chance to surrender," Kazuya said.

"You've gone mad," Jin said, knocking his desk out of the way. "Why would I surrender to you?"

"The Mishima Zaibatsu is not yours to control, you will lead it to the ground," Kazuya said. "I am here to save the family business. Consider this a merger with G Corporation."

"Think I'll let you?" Jin asked, running in to attack. Shortly before an attack landed, Venom appeared and blocked the strike. "What!?"

"Not so fast there," Venom taunted, kicking Jin back.

"Who is this?" Jin asked, taking note of the insignia. "Something about this creature reminds me of Spider-Man."

"We go back," Venom said.

"So, another henchman Kazuya? One you went to the Marvel world to get?" Jin asked.

"Not quite, more like an opportune alliance," Kazuya said. "Venom, Jin is mine, I want you to keep away any unwanted guests."

"Fools..." Jin's eyes began glowing red. "I'll kill you both where you stand."

"Whoa, what's with him?" Venom asked.

"The Devil gene, very dangerous when controlled by someone with Jin's lack of restraint," Kazuya said.

"This guy seems dangerous, are you sure you want to fight him alone?" Venom asked.

"If things get bad, you know what to do," Kazuya said.

"Yeah sure..." Venom glanced uneasily at Jin. "We can just feel the evil from this guy, he looks tough too. This won't be an easy fight."

Kazuya and Jin clashed against one another, both of them seemingly even for the time being as Venom observed in amazement.

"Whoa..." Venom commented.

"Jin!" Came Xiaoyu's voice as she ran up.

Venom blocked her path, "Sorry girly, we can't let you through here."

"Out of my way, I gotta help my friend!" Xiaoyu said.

"The one with the creepy devil powers? I don't think so," Venom said.

"Move, or I will make you move!" Xiaoyu warned.

"You mean 'we'!" Paul said, the man running over with Law.

"I remember that guy, he was at the Marvel vs Capcom Tournament in Equestria," Law said.

"Oh yeah, one of Spider-Man's buddies," Paul said, cracking his knuckles. "Any enemy of Spider-Man is an enemy of mine, time to face The Best in the Universe, pal!"

"Wow you have an ego, I'll gladly knock you down a peg," Venom said, clashing with his foes.

In the Square world, Sephiroth is clashing against Squall in the fields not too far away from Balamb Garden.

The SeeD mercenary got knocked back, dusting himself off as he looked around. Many of his allies were hurt, the only ones still able to stand being Zell Dincht and Selphie Tilmitt, but only barely.

Tempest was observing nearby with some Storm Guards that were still alive and willing to serve, a smile on her face in seeing her master in action. She took note of an opening portal, spotting the three members of Avalanche. "Master! You have guests!"

Sephiroth turned his attention to the trio, "Cloud, you're just in time."

"Shall I take him, Master?" Tempest asked.

"I appreciate the offer, but I will fight him instead," Sephiroth said. "You can handle that other boy; he bores me now."

"What was that!?" Squall shouted.

Cloud stepped over, aiming his Buster Sword. "How many times must we do this?"

"As many times as needed," Sephiroth said. "You will never be rid of me after all."

"Don't count on it," Cloud said, taking a stance. "I can defeat you; I just need to keep working hard at it."

"All that work will amount to nothing," Sephiroth said.

"We'll see!" Cloud said, clashing against Sephiroth.

In the SNK World near South Town, Terry is seen fending off Juri Han, the woman joined by Vergil as he toyed with the nearby Athena, Andy and Mai.

"Weak humans!" Vergil taunted.

"Calling my friends weak!?" Terry ran to engage but Juri blocked his path.

"Don't you ignore me!" Juri went in for a strike, trying to bring down Terry.

Morrigan arrived through a portal seconds later with Felicia and Rashid, each of them taking a quick glance.

"It's Vergil!" Felicia pointed out, seeing Vergil knocking Andy back.

The half-demon noticed the extra guests, "Juri, looks like we're not the only Capcom Warriors invading."

"Huh?" Juri kicked Terry away. "Oh sweet, Morrigan and Felicia, so great to see you." She took note of their breasts. "All of you..."

"Even I don't want any part of that," Morrigan commented.

"Me neither," Felicia said, the girl covering up.

"Juri Han!" Rashid said, getting her attention. "Face me!"

"...Who the hell are you?"

"Huh? I'm Rashid! You gotta remember me!" Rashid said.

"Eh, some of you fighters are a dime a dozen," Juri said.

"That's it, prepare to face the wrath of the turbulent wind!" Rashid said, getting into a stance.

"Fine, I can use some more entertainment," Juri said.

Vergil aimed his sword at Morrigan, "Same here. Come at me succubus."

"Now there's someone I want to get to know better," Morrigan said, seductively grinning at Vergil. "Let's get closer."

In Metro City within Capcom, Shocker along with Electro and Mysterio were causing trouble, with members of the Mad Gear Gang joining in for fun.

"Didn't expect the back up, but it's more than welcome," Electro said, destroying some property.

"Hoodlums!" Haggar shouted, the man joined by Cody and Guy. "This ends now!"

"Who the hell is this guy?" Shocker asked. "Wait, I think he was at the Marvel vs Capcom Tournament."

"You have disgraced us with your actions, prepare to face punishment," Guy said.

"Mayor!" Spencer said, running in with Strider. "Hey, Chun-Li sent us!"

"Great. Any chance you know these guys?" Haggar asked, gesturing to the trio.

"Some of Spider-Man's enemies. Shocker, Electro and Mysterio," Spencer explained.

"We will not allow them to continue this travesty," Strider said. "Let us attack!"

"Mad Gear, kick ass!" Shocker instructed, sending the gangsters after the heroes.

Other parts of the world faced trouble, Dormammu wreaking havoc in a Residential Area that the Temen-ni-gru once emerged from, to which Devil May Cry mercenaries Nero and V did battle, now joined by Trish and Ken.

"Wow this guy's strong," Nero said. "Who is he exactly?"

"Dark Lord from the Marvel Dimension," Trish explained. "One of Doctor Strange's enemies."

"Something about you two boys is really familiar," Dormammu said, gesturing to Nero and V. "You each remind me the one called Vergil."

"Well, how about that?" V said in a taunting manner. "That makes this even more fun."

"Keep attacking!" Ken said, rushing in.

In Aoharu City, Japan, Mega Man and Viewtiful Joe are helping Batsu fend off Alastor and Wily.

"Thanks for coming," Batsu said.

"No trouble at all," Mega Man said, blasting the robots away.

"It's over Mega Man, your end is near!" Wily taunted.

Lastly in Beijing, China, Chun-Li walked by a Marketplace she would often visit, for shopping or fighting. She was joined by Jill Valentine as well as all four Teenage Mutant Ninja Turtles.

"Stay close, this place is abandoned, that means there was trouble here," Chun-Li said.

"We'll be ready," Leo reassured.

"Sorry we couldn't get more to come," Donnie said.

"It's fine, better that your sensei keep watch over his world," Chun-Li said.

"Not alone, he's got Casey and April watching his back," Raph said. "Don't worry ma'am, we four are plenty."

As they passed through, they came across what looked like Hunters with the trio of Albert Wesker, Tron Bonne and The Prowler nearby.

"Wesker!" Jill called.

Wesker focused his attention on the girl, "Jill, you came. And you brought friends."

"That's one of the leaders, right?" Donnie asked.

"Yeah, the sinister Albert Wesker," Chun-Li said. "So, come to cause trouble?"

"Just a warning, the Multiverse Armageddon is approaching, it will reshape not only this world, but all worlds," Wesker said.

"Soon we'll be living like Kings and Queens," Tron said. "All the riches will be ours."

"The power too," Prowler said.

"Who's the guy with the purple?" Mikey asked. "Seems like he's stepping in on Donnie's style."

"You can call me 'The Prowler'," the thief said.

"The Prowler? You're the one that a Spider-Man referred to as uncle," Chun-Li said.

Prowler's eyes widened for a second, "How the hell do you know about that!?"

"I had a chance to see him, he seems like a nice boy, heartbroken that his uncle turned to a life of crime," Chun-Li said.

"You gonna judge me now?" Prowler asked. "In life, you do what you gotta do, I ain't taking crap from no one!"

"Is this really what you want!?" Chun-Li asked. "Don't you want better than this!?"

"Don't mind her, she's trying to confuse you," Wesker said.

"You stay out of this!" Chun-Li warned.

"Seriously, turning a man against his nephew," Raph said. "I just met this guy and I already hate him."

"Wesker didn't make The Prowler do anything he didn't already decide for himself," Tron said. "Also, who are you four anyway? Are you giant turtles?"

"Yes, I am quite curious by these four," Wesker said. "What world are you from?"

"Think we'd tell you?" Raph taunted.

"What matters is bringing you down and stopping your reign of terror," Leo said, aiming his sword. "Which one of you wants to go first!?"

Wesker snapped his fingers, alerting his hunters. "Let's see if you survive these little fellows."

"Pfft, is this all?" Jill asked. "I know you're better than this Wesker."

"Please, remind me," Wesker said as the hunters went to attack.

Even in Marvel Earth, Ultron and his drones were descending down toward New York City, ready to unleash his part of the plan.

"My minions will crush this world and bring it to its knees," Ultron said.

"Not alone," Came the voice of Sigma with his own robots. "We will destroy it, together."

"And perhaps meet my 'father' again," Ultron said, glaring down. "Prepare yourself, Doctor Pym."

While everything was happening, Doom was on standby, keeping an eye out.

"All is going according to plan," Doom turned to the remaining villains. "All of you, prepare to fight if need be. We will slowly overwhelm them."

"Fine by us," Chrysalis said.

"Don't take too long," Wizard said.

"I look forward to it," Doc Ock said.

Bison seemed the most eager, "So long as some of us get to choose where to go."

"That is fine by me," Doom said.

The multiverse faced its struggles, as phase one of the Multiverse Armageddon was underway.

Multi-Consequence

Inside her house, Twilight was laid comfortably on her bed. She had lost a lot of energy from her emotions having been negatively tampered with, something Peter was visibly concerned about.

That wasn't all of course, he was of course concerned about the sudden arrival of Mr. Negative, Cozy Glow and The Dazzlings. The five did quite a bit of damage in a short amount of time.

What's worse is some of the damage that was done. The homes that were under construction from a day prior had all their work undone, at least for a few.

That damage can be fixed, but there has been other damage done that cannot be reversed, including loss of life. While not Twilight's fault, he did feel guilty about anyone who had gotten hurt, or in this situation, killed.

With that taken care of, Peter had returned to the main lobby of the family library. Unsurprisingly, he was met with an audience, specifically The Elements, his fellow Ponyville Heroes as well as Rumble's group.

Gwen and Miles were also present, both likely just as confused as Peter was feeling, and worried for the safety of the town.

Rumble had it bad, the boy's wing was notably damaged. Apple Bloom was comforting him of course, but the boy was clearly distressed, and while he appreciated his wife's concern, it just made him feel worse.

Peter took a quick breath, ready to face what could likely be an awkward conversation. "So...first and foremost, I'm glad everyone's alive, that's important of course."

"Probably shouldn't bring that topic up right now," Scootaloo said, gesturing out the window to a depressed Smolder, the dragon currently being tended to by Sweetie Belle.

"Yeah...true," Peter said.

"Plus, we don't know if there were other possible casualties," Johnny said. "Scott's checking the town along with Spike, Shining Armor, Cadance, Cap, Bon Bon and those four ponies."

“Trixie, Starlight and Lightning Dust went to help,” Applejack said. “With any luck, maybe Sam and Bucky can come by soon to assist.”

"I really hope there weren't any casualties," Peter said, the hero looking back upstairs. "I don't think Twilight's conscious could handle that."

"Whatever happened was not Twilight's fault," Gwen said.

"Yeah, that falls on Martin Li, Cozy Glow and those sirens," Bobby said. "They're the ones who got Twilight all nutty."

"Twilight is still going to feel terrible," Peter said. "Keep in mind, Martin Li doesn't turn you evil, he takes existing feelings that were already inside you and twists them around. A lot of Twilight's feelings during that fight were pretty genuine."

"That aside, Martin Li still put her in that condition," Johnny said. "Same with those sirens of course, given what we know about them at least."

"Was it only those six baddies in town?" Pinkie asked. "No one else?"

"So far no," Peter said. "But this does support the fact that the villains have begun their invasion. According to what Discord told me, a large group of these villains formed an alliance. Wesker, Vergil, Green Goblin, Doctor Doom, Loki and Chrysalis have formed an alliance, and are planning to wipe out the multiverse."

"You think any other spot in Equestria could be in danger?" Applejack asked.

"It's not just Equestria I'm worried about," Peter said. "There's also the other realms and dimensions. Earlier Sunset had to leave with Ryu, Chris and Dante because of something that Doctor Strange said, that other areas were under attack."

"Should we do something?" Bobby asked.

"I want to, but I wouldn't even know where to start, the multiverse is massive," Peter said, thoughts of uncertainty flashing through his head. "But...I just get the feeling that things are going badly right now. I'm really worried."

"I can get into contact with Miguel, maybe he knows what's happening," Gwen suggested. "Or I can call Julia."

"I'm here actually," Julia said, popping in and startling everyone in the room.

"Can you not do that!?" Miles shouted. "You're gonna give everyone a heart attack!"

"Don't be so dramatic," Julia said, then focused on the others. "I already sensed trouble in the other dimensions. Miguel went to one in particular, a place I am a bit unfamiliar with, but he did seem to recognize one of the villains attacking."

"Do you know who was there?" Peter asked.

"I'm not sure, I do remember seeing a glimpse of a muscular blonde hair man," Julia said.

"Ken?" Bobby asked.

"He wore a hat," Julia said, earning an eyebrow raise from Rarity.

"...Ken with a hat?" Bobby asked, earning everyone's confusion.

"What the hell dude? That sounded so dumb," Johnny said.

"Hey give me a break, I don't know a blonde hair muscular guy with a hat," Bobby said.

"Dude, I'm pretty sure she's describing Terry Bogard," Peter said.

Bobby scratched his head, "And he is...?"

"Wait, I recognize that name," Rainbow Dash said. "Wasn't he the one who fought Rarity in that big fight before the Marvel vs Capcom Tournament?"

Rarity's eyes widened in realization, "That's right, I knew Julia's description seemed familiar! Quite the trickster that one was."

"Trickster? How?" Peter asked.

"First he asked if I was okay, which I thought was sweet, a man should check on a lady, even during a martial arts fight," Rarity said. "Then he shouted 'Buster Wolf' and tried to cheap shot me!"

"Oh yeah, that scumbag," Bobby said.

"I don't know that guy personally, so I can't explain why he would do that," Peter said. "Still, his world might be in danger, it's only right that we go to help if we can."

"I don't suppose you caught glimpses of the other worlds, have you?" Johnny asked.

"I've seen a few, including Capcom," Julia said. "It was a lot to keep track of, even for me. But there is definitely trouble brewing."

"We gotta do something," Peter said. "I say we round everyone up and-"

"Slow down, Peter," Logan said. "I know yer worried about the others, but let's make sure everyone here is safe. We don't know if those villains are really gone."

"Then I'll go on my own just to make sure everyone's alright," Peter said.

"You just had to rescue your wife from some evil mind control, dial it back dude," Johnny urged.

"But Johnny," Peter insisted.

"Look, just let us handle it," Johnny said, then turned to Julia. "Think you can find spots for us to handle?"

"I will do my best," Julia said. "Anyone who wishes to help, come with me."

"Fluttershy, you stay and help," Logan said. "Yer friends should do the same, Ponyville needs you."

"Of course," Fluttershy said.

"Pfft, forget that, I want to be out in the multiverse too!" Rainbow Dash boasted.

"This ain't a game, Rainbow Dash," Applejack said. "Keep that ego of yers in check."

"What ego!?" Rainbow Dash shouted in disbelief. "If there's trouble, I need to be out there and stopping it! Out of all of us, I am the most qualified to handle a threat after all."

"She's not wrong," Rarity said. "She has remarkable combat experience."

"Well she needs to remember, she's going out there as a human," Applejack said. "A form she ain't exactly used to."

"Hey, I fought while in a human body," Rainbow Dash said. "Remember my tournament match against Sonic?"

"Yeah, you lost," Applejack said.

"I did my best, besides you lost too!" Rainbow Dash said.

"Hey, ah ain't the one itching to go out there," Applejack pointed out.

"Enough!" Logan interrupted. "Rainbow Dash, if you want to help, that's fine. Just stick with yer husband."

"Hey I'm totally good with that," Rainbow Dash said.

"Everyone, come with me then," Julia said, leading the volunteers out of the house. "Gwen, Miles, are you two coming as well?"

"Um..." Gwen turned her attention to Peter. "I'll stay behind for now."

"I can go then," Miles said, following the others. "We'll be back soon."

Peter waved them off, the hero still lamenting the situation, to which Gwen trotted over to pat his back, "Hey, it'll be alright, you got friends with you."

"Yeah, just tell us what we need to do," Applejack offered.

"Uh, for now, go help Cap and see if anyone's gotten hurt. You too Gwen, I got something to take care of," Peter said, focusing his attention on Rumble and the others.

"If you want me to," Gwen said, slowly making her way outside as Peter turned his attention to the younger heroes. "Don't take on too much by yourself, Peter."

Bobby was the last to leave, the hero trotting over to Peter to whisper something in his friend's ear, "We have a lot to talk about later, regarding some things that Twilight said."

Peter grew worried, knowing that Twilight did reveal a lot of hidden secrets. "Yeah, of course."

Bobby wasted no time catching up with his allies. With the heroes out and about, Peter trotted over to Rumble, the boy still in pain from what had happened to him, courtesy of Martin Li and Aria Blaze.

"Rumble..." Peter said, getting his attention. "How's your wing?"

"Come on Peter, you don't need me to tell you..." Rumble said, unable to flutter his wings. Doing so caused him pain, a feeling visibly demonstrated through his face as several sharp pains flowed through. "My wing's a wreck. There's no way I'll be able to fly after this."

"Hey come on, you're just hurt," Peter said.

"Half of my wing is barely attached to my body, Peter!" Rumble shouted in frustration, gesturing to the terrible cut that Martin Li gave him. The wing was partially detached from his body. "My other wing is crushed too, I can't use either!"

"It will heal," Peter said. "You just need a little time to recover. Things will be alright."

Rumble shook his head in frustration, "Peter, you're not getting it! I can't fly! My wings are totally busted! Do you have any idea what it's like being a Pegasus who can't fly!?"

Peter briefly glanced at Scootaloo, the girl looking a little bothered, but not enough to speak up about it.

"Rumble, listen..." Peter said, though Rumble was still too frustrated to pay attention.

"What am I without my wings!? My whole life all I've done was try to be the best at flying as possible!" Rumble continued. "Now look at me! I'm practically crippled!"

"Rumble..." Peter again tried to get his attention.

"I'm screwed, like I'm totally screwed," Rumble lamented, tears coming to the boy's eyes. "If I can't fly, how can I be a Wonderbolt? I trained so long and so hard for it! Being a Wonderbolt didn't just mean flying with the best, it was my chance to be a hero. I was living my dream." Rumble wiped the tears from his eyes. "I wasn't ready to give that all up."

"Rumble, you need to listen," Peter again tried to say.

"How am I going to continue my career now? How am I going to be a leader?" Rumble asked, gesturing to his friends. "I just formed this team. We were going to be the best heroes of Equestria! We were going to keep everyone safe! And what happened? I get injured. Just soon after I get my big start as a leader, my big chance, and I get injured! How am I going to prove myself to everyone if I can't-"

"RUMBLE!" Peter shouted, startling the boy. "That's enough of the self-pity!"

Despite his frustrations still lingering, Rumble did his best to calm himself down, "I'm sorry..."

"Rumble, listen," Peter said, making the boy face him. "I'm sorry this happened, but you need to stop being so hard on yourself. I know this isn't what you wanted, and I know you feel like you messed up. I know that feeling well. Please, don't wallow in self-pity, it's not worth it."

"But Peter...without my wings, how will I keep my job?" Rumble asked. "It's not even just about being a Wonderbolt or being a hero. I've got a wife and kid now; I have to be the one to provide for them."

Peter of course empathized with Rumble, being a father and husband himself, he knows the importance of providing for a family. "I get your frustrations, but you're not alone here. Twilight and I will be there to help you. It's not like you're going to get fired over an injury. You got that injury fending off some villains."

"Barely, I couldn't do anything against them, just like before..." Rumble lamented. "Every time I go to fight, I end up getting hurt. I train to get better, but no matter what I do, it's never enough! For Celestia's sake, I couldn't even..." Rumble glanced over at his dragon ally, who was currently sitting in the corner as tears stained her face all the while Sweetie Belle did her best to comfort the dragon. "I couldn't protect Smolder's brother."

Peter glanced at the young girl as well. Despite his issues with Garble, he wouldn't wish the loss of a family member on anyone else. "Rumble, why don't you take some alone time. Try to clear your head. We'll talk more later."

"Alright..." Rumble said.

Peter turned to the boy's friends, "Can at least one of you go with Rumble?"

"I'll go," Silverstream immediately said, going over to assist the boy. "I got you, buddy."

The Hippogriff led Rumble upstairs, leaving Peter with the others. "How are the rest of you?"

"We're fine, a few bumps and bruises, but nothing we can't handle," Scootaloo bragged. "We're pretty badass after all."

"I really don't think now is a good time to brag," Gabby said.

"Hey I'm trying to maintain positive energy, something you yourself excel at," Scootaloo pointed out.

"I know, but there's a time and place for something like that," Gabby said. "I don't think this is either."

"I'm with Gabby on this one," Ocellus said, "From where I'm standing, I don't think we have much to be proud of."

"You girls faced danger without a second thought to keep others safe, that is something to be proud of," Peter said. "No one starts off great. Sometimes you'll take a few losses. I've gotten smacked around a few times, but the important thing is getting back up and learning from your mistakes. Sometimes what we perceive as failure is just another life lesson. I know the cost was high, but instead of feeling like you're useless, let it motivate you to be better."

"Hey, if anyone knows what it's like to turn sadness into motivation, it's this flightless Pegasus standing in front of you," Scootaloo said, gesturing to herself.

"If you can, try to see if you can transfer that positive energy onto Rumble," Peter said.

"Uh, I doubt it will work," Scootaloo said. "I'm used to not flying, but Rumble isn't. What I never had in the first place was taken by force from Rumble."

"Still, just give it a shot, he'll at least appreciate the gesture," Peter said, taking another look around. "Also, where's Laura?"

"She went to join the other heroes in checking out the town," Scootaloo said. "Maybe we should do that too."

"Check on the Friendship Center," Peter said. "Make sure everyone is safe."

"On it," Scootaloo said, turning to her friends. "Alright Scooters, let's get moving!"

"Uh...Scooters?" Ocellus asked. "I thought we were The Rumblers?"

"Didn't we dislike the name though?" Gabby asked. "Well personally I don't mind it but-"

"Girls, figure the name thing out later," Peter said.

"Right, sorry," Scootaloo said, turning back to her friends. "Let's just go do what we gotta do."

As the girls left, Peter trotted over to Smolder, who was still being comforted by Sweetie Belle.

"I'm here for you," Sweetie Belle reassured, hugging her friend while gently rubbing her head.

"Girls," Peter said, getting their attention.

"Oh hi Peter, how's Twilight doing?" Sweetie Belle asked, her symbiote suit briefly feeling irritation.

"She's getting some rest," Peter said, kneeling beside the dragon. "Smolder?"

Smolder did not face Peter, the girl did her best to keep her face obscured, not wanting the hero to see her so emotionally vulnerable. "Uh, hi Spider-Man."

"I suppose I don't need to ask how you're feeling," Peter said, gently placing his hoof on her back. "I already know that feeling."

Smolder peeked her head up, glancing at Peter. "What's that supposed to mean? I'm fine, I don't need to be coddled."

"Come on Smolder, open up a little," Sweetie Belle said. "You do it for me."

"You're the exception, not that I need it anyway," Smolder said, her sobbing betraying her words.

"Smolder, I know your pain. I've lost people close to me too," Peter said. "I know that's not really something you want to empathize with. I personally hate that you lost your brother. I know he didn't really like me, but I'm sure he loved you."

"Garble...he wasn't perfect," Smolder said, turning her head away to hide her tears from Peter. "But he was my brother. And...and I..."

Peter brought Smolder in for a hug, hoping to calm her down a bit. Despite seemingly disliking the contact, Smolder couldn't deny how nice it felt. "I know, you loved him too. But losing someone doesn't mean the love is gone."

"Yeah, the last thing Garble did before he died was keep you safe after all," Sweetie Belle said, gently caressing Smolder's wrist. "If anything, we could have done more to protect him. But those villains were tougher than we thought."

"I don't blame you, I blame my brother for rushing in without a plan," Smolder's bitterness started taking over. "I don't understand why he has to be such an idiot sometimes! All because Gallus got in his head!" The girl held her claws out in frustration. "I just want to find that jerk and...and..." Smolder shut her eyes, trying to stop the tears. "I just..."

"Smolder, come on," Sweetie Belle said. "Don't be like this, now isn't the time to start getting angry."

"No, let her," Peter said, gently caressing the girl. "Smolder shouldn't be holding anything in right now, it's not healthy for her."

"But Peter..." Sweetie Belle said.

Peter turned Smolder to face him, "Listen, take all the time you need to process this. My door's open if you need someone to talk to. If for whatever reason I can't, then talk to your friends. They love you as well." He gestured to the nearby unicorn, "Especially Sweetie Belle. I know she loves you very much."

"Yeah, Smolder means everything to me after all," Sweetie Belle said. "Just like anyone I call a friend."

That did put Smolder at ease for a bit. It did not erase the pain but having Sweetie Belle around was oddly reassuring. "Uh, thanks."

"Anything for you, bestie," Sweetie Belle said, nuzzling Smolder's cheek, getting a blush from the dragon.

"Hey, ease up on the physical affection, I don't want to look all girly," Smolder said.

"What's wrong with looking girly?" Peter asked. "A pretty dragon like you shouldn't be ashamed."

Smolder's face turned ten times redder hearing that, "H-hey, knock it off! I'm not pretty! Dragons aren't supposed to be pretty!"

"Well, you just broke a few rules then," Peter said, winking at the girl.

Smolder turned away in annoyance, "Whatever, if that's all you have to say then take a hike."

"Alright, I'll leave you be," Peter said, standing up. "Seriously, come to us if you need anything. My door is always open."

"Uh, yeah, thanks I guess," Smolder said as Peter trotted off.

"Peter's such a sweetheart," Sweetie Belle said.

"Is he really?" Serum asked.

"Oh hush!" Sweetie Belle replied.

"Ugh, damn spider. He got me all flustered," Smolder said, still feeling overwhelmed by Peter's kindness. "How can a pony be that charming?"

"I've been asking myself that for years," Sweetie Belle said. "Aside from Rumble, no other pony got me feeling that way."

"What about First Base?" Smolder asked.

"Yes, what of him?" Serum added.

Sweetie Belle grumbled in annoyance at her suit, but chose to answer her friend, "I will admit that First Base is very attractive. I just don't feel strongly for him yet. I don't want to lead him on if I feel like it's going to go nowhere."

"I don't know much about romance, but isn't this why ponies date?" Smolder asked. "It's not really leading him on if you date, you're taking time to get to know each other. Leading him on is you acting like you like him when you don't."

"Guess I'm too nervous," Sweetie Belle said. "I hate to say it, but I really envy Apple Bloom. She married a great stallion, and sometimes I do wish it were me instead that Rumble picked. I tried to be supportive of them because that's what friends do, but my mind is stuck on 'What-ifs'."

"Have you ever talked to your sister about this?" Smolder asked.

"No, I thought it would make me seem immature in her eyes," Sweetie Belle said. "But, I suppose I should try. I don't like feeling like this."

"I hope you figure this out soon, I hate knowing you're feeling like this," Smolder said.

"Hey, I'm more worried about you," Sweetie Belle said. "My problems are nothing compared to yours."

"Still, I want to help you as well, might be a good distraction from...you know," Smolder said.

"I might know a way to help," Serum said.

"Not now," Sweetie Belle replied.

"You'll want to hear this, it will satisfy any curious urges you may have," Serum said.

"I said, not now," Sweetie Belle replied, glaring down at her suit.

"Hey, you alright?" Smolder asked. "You look irritated."

"It's my suit, he's trying to talk to me," Sweetie Belle said.

"Oh right, I keep forgetting that thing is alive," Smolder said.

The suit generated a head to speak to Smolder, "Please refrain from calling us, 'A thing'. We are Venom...I mean, Serum."

"Hey, go easy on Smolder, she just lost her brother," Sweetie Belle said.

"It doesn't excuse rudeness," Serum said.

Sweetie Belle groaned in annoyance, "Can you give me five minutes? I will be right back, hopefully alone."

"It's fine, don't worry about it," Smolder reassured. "Dragons are made of sturdy stuff after all. But I do like seeing your pretty face, so don't keep me waiting too long."

Sweetie Belle giggled to herself, "The feeling's mutual." She stood up and left, "Be right back."

Smolder waved her friend off, before feeling sorrow once again, "Ugh, I still feel like crap. Probably should take Peter's advice. But I hate having to open up to others, aside from Sweetie Belle. Well, I can probably talk to Sandbar, or Ocellus. They're very good listeners. I just gotta take a chance."

Outside Sweetie Belle had her chance to speak to her suit, but not without some frustration, "Okay, what is so dang important that you're bugging me about dumb stuff?"

"You desire Rumble, do you not?" Serum asked. "If so, why don't you just be with him?"

"He's married, doofus, I can't date a married stallion, it's not socially acceptable," Sweetie Belle said. "Plus, it's rude to my friend."

"Hey if she's your friend, she should be willing to share," Serum said. "Why should she have that boy all to herself?"

"I don't know how things work on your planet, but in Equestria, and Earth for that matter, ponies and people don't typically share their husbands or wives," Sweetie Belle said. "I'm not asking Apple Bloom for a spare dress or some extra ingredients to make a meal. That's her husband. She's not going to share."

"Fine, then don't tell her," Serum said. "Just have your time with Rumble, no one else needs to know."

"Serum! That is NOT okay!" Sweetie Belle said. "I would never even dream of doing that to our friends."

"Are you quite certain of that?" Serum asked. "Remember, you and I share a bond. I have a very good idea of what you truly want."

"Watch it, if you're going to be a problem, I will get rid of you right now!" Sweetie Belle warned. "Remember my terms for letting me be your host. You can stick around, but only if it benefits my friends, not to hurt any of them. So drop it!"

"...Very well, but you will need to figure this out," Serum said. "Remember, I want what's best for you. It is my duty to keep my host happy."

"Think of a better idea then, I am not sleeping with Rumble," Sweetie Belle said.

"Funny, I never said anything specific about what to do with Rumble," Serum said.

"SERUM!" Sweetie Belle shouted.

"Okay, I'll cease my chatter," Serum said, returning to his suit form.

Sweetie Belle groaned in annoyance, "Maybe I need a break from this suit."

"We're linked, remember?" Serum replied.

Sweetie Belle's eyes widened in anger, "SERUM!"

All across the multiverse, the damage had been done by the villains, with cities and towns in ruins, and heroes fallen.

A portal opened in the Marvel world, Janet having stepped through, immediately taking in the sight of New York City, or rather what was left of it. "No..."

Many of the buildings were destroyed, the town was a wreck. Fires were everywhere, streets were cracked. It was a nightmare to behold.

"It's like hell on Earth..." Janet commented.

"Janet?" Came Clint's voice, the man limping over while assisted by Kate.

"Clint? Kate?" Janet checked on the two archers. "What's going on? Who did this!? What did this!?"

"We got a nice little visit from Doctor Doom," Clint confirmed. "He wasn't alone, he had some friends too. I doubt they were from this world."

"One of them called himself Sigma," Kate said. "The other Clint said was some Changeling Queen."

"Chrysalis?" Janet asked.

"That's her, the one Spider-Man tried making friends with," Clint said. "Guess she's definitely not interested in that."

Janet looked around some more, the damage looking worse and worse by the second, "My God..."

"You think seeing the aftermath is bad, be glad you weren't here to see it actually happening," Clint said. "There must be hundreds if not thousands of casualties. Including some allies."

"Allies?" Janet asked.

"We lost Echo," Clint confirmed. "Not just her, we lost Hulkling and Patriot as well."

"Eli's gone? But, wasn't he that boy Cap was training?" Janet asked.

"Yeah, and I know he's not going to like this," Clint said, the man holding his sides.

Janet noticed something concerning Clint's physical health, "You're bleeding!"

"Just a scratch," Clint insisted.

"That does not look like a scratch!" Janet checked on her friend. "God, you need an ambulance."

"I'm fine, worry about the others!" Clint shouted, the man still in visible pain.

"Please Clint, just get yourself patched up," Kate pleaded.

"I'll patch myself up after I make sure everyone else is safe," Clint said.

"Clint, you're a strong guy, but you're only human, don't push yourself too hard," Janet said, going to check on her friend. "Please, at least do it for Kate, she looks really worried."

"I do not want to have to tell your family you died out here," Kate said. "Please, we need you, but you need to take care of yourself. I don't want to lose you either."

"...I hate being useless," Clint said.

"You worked your ass off fighting those guys, if anyone calls you useless, I'll shoot an arrow up their ass," Kate reassured.

"Heh, you're feisty," Clint joked. His expression soured when he saw some paramedics with another deceased hero, one he hadn't mentioned yet. "Janet...there was one other casualty."

"Huh?" Janet turned around, immediately spotting who Clint was talking about. Being strapped for transport was the recently deceased Hank Pym, tears welling in Janet's eyes. "Hank?"

"I know this is hard," Clint said. "But you need to-"

"HANK!" Janet ran over to the man she was one married to, startling the paramedics near her. Despite their split, Janet at least still considered Hank a good friend. "Hank! Wake up! Please!"

"Janet!" Clint went to walk over but he keeled over in pain. "Son of a bitch..."

"Just stay there, please," Kate urged as she went to check on the grieving hero. "Janet! Get a hold of yourself."

"No! I can't lose him! I just...we just made amends!" Janet cried as she was still desperately trying to wake the fallen hero. "We were going to start over as friends! We were..."

"Janet!" Kate hugged the grieving hero, while also tearing up. "I'm sorry, he's gone."

"NO! I can't just give up!" Janet angrily punched the ground. "Hank! You promised me things would get better! Why did you leave me again!?"

"He didn't mean to," Kate said, still calming Janet down. "Things just happened..."

Janet wiped away her tears, nothing but rage in her eyes. "Who did this!? Was it Doom!? Chrysalis!? That Sigma creep!? Who!?"

"There was...a fourth villain here," Clint said, getting Janet's attention. "Someone you both know well."

"Skip the fucking dramatics, Clint," Janet snapped. "Who did this!?"

"Ultron...he was here too, and he was fighting Hank," Clint confirmed.

Janet's eyes widened in disbelief before fury took over her being, "Ultron..." She angrily blasted the side of a wall, again startling the Paramedics. "Ultron!"

"Hey easy," Kate urged. "I know you're mad but don't cause more unnecessary damage."

"Fine...I'll save it for that failure of a robot then," Janet said, angrily standing up. "Listen, this world wasn't the only one attacked. We just had a problem in Equestria, and chances are other worlds are in danger."

"Wait, what's happening?" Kate asked. "Other worlds?"

"Clint, did you tell Kate about Equestria? And Capcom?" Janet asked.

"A little, I don't think she fully understood the concept," Clint said.

"Fine, guess we're going to have to show her," Janet said. "Kate, let's go."

"Uh, where?" Kate asked.

"To Equestria, we're going to have a word with Spider-Man," Janet said.

"Wait, now?" Kate asked. "What about Clint? I can't leave him behind."

"I'll catch up," Clint reassured. "Don't worry, I won't leave you alone on this."

"...Alright, just promise me you'll patch yourself up," Kate said. "I'll never forgive you if you die on me."

"Noted," Clint said.

"Let's go, newbie," Janet said, leading Kate away as some paramedics went to check on Clint.

Elsewhere in town, Tony was checking the ruined streets of the city, seeing many civilians being checked up by paramedics, a few grieving over the loss of a friend or family member. The destruction was immense, and he was fortunate that he along with his wife and daughter were able to escape.

As of now, the two were with some paramedics as well, giving Tony a chance to check out the damage for himself. He could see other Avengers and Heroes in general around, such as Darkhawk, Quake, Kamala and Natasha checking the damage.

As he traveled, he spotted two more familiar people, that being Doctor Strange and America Chavez. They seemed to be checking on someone, and Tony curiously went to approach them.

"He's gone..." Strange lamented. "That final attack got him."

"At least he saved those people," Chavez said. "Still, big loss for the hero world."

"Stephen," Tony said, greeting the doctor.

"Ahem..." Chavez said.

"And...uh...America right?" Tony asked.

"Yeah, not hard to forget, it's the same name as your country," Chavez said.

"America, enough!" Strange scolded. Chavez was about to argue back, but Strange wasn't having it, the man's patience finally wearing thin. "Don't argue with me! Just keep your mouth, shut!"

She wouldn't admit it, but Chavez was slightly intimidated by Strange. She knew he was stronger and truthfully, did not want to upset him, so kept her comments to herself.

"Sorry about that," Strange said, regaining his composure as he focused on Tony.

"I've got a daughter, I know how kids can be," Tony said. "How bad is the damage?"

"Very bad...um..." Strange began to feel awkward. "Tony, there's something you need to see."

Strange stepped aside to reveal a terrible sight to Tony. Lying on the ground before him was his best friend and hero partner, Rhodey.

"No..." Tony fell to his knees, checking on the hero known as War Machine. Tony could not believe his eyes, his best friend for many years was laying dead right before him. Tears welled up on Ton's face, the man angrily clenching his fist. "Rhodey..."

"I'm sorry Tony, I know you two were close," Strange said. "He gave his life to protect everyone."

"I should have been here..." Tony stood up, anger still building inside him. "Rhodey...I'm sorry."

"These things happen, I know that's a harsh reality, and I really do pity your loss, but you must not blame yourself," Strange said.

"No, I have no excuse," Tony said. "Ever since the Civil War incident in Equestria, instead of owning up to my mistakes, I chose to give up being Iron Man. I thought I had lost the right to be a hero the moment my damn laws caused so much infighting. It took a little girl's tears to make me realize what a fool I've become. I shouldn't have stopped though, I needed to make it better."

"You didn't abandon your responsibilities, you fixed your mistakes, did you not?" Strange pointed out.

"That's not enough..." Tony checked his wrist, seeing part of his hand blaster. "A hero doesn't just give up. Peter wouldn't."

"Peter?" Strange asked.

"That boy could have his ass kicked, both physically by villains, and verbally by by the press, and he still gets up and keeps fighting," Tony said. "Growing up, he followed the example I had to set as a hero. Guess now it's my turn."

"We're right there with you," Strange said.

"What do you mean-" Chavez again shut her mouth the moment Strange glared at her. "I mean...yeah, sure."

"Come on," Tony said, leading the two away.

In front of the Daily Bugle, or what was left of it, an irritated J Jonah Jameson looked to be in a foul mood. "Well crap..."

"I'm so sorry about this sir," one of his attendants Betty Brant said.

"Eh, given what just happened, what matters is that we're still alive," Jameson said. "But damn, this would have been a great story."

"What should we do now?" Betty asked.

"What else? We adapt to the new trends!" Jameson said. "Now I have more of a reason to start that podcast."

"Podcast sir?" Betty asked.

"Why yes, I'll call it 'Just the Facts' with J Jonah Jameson," the man said. "It's going to be a hit! It's mostly audio, but in time, I'll do that thing that youngsters are doing nowadays. What's it called again? Sounds like a river."

"You mean streaming?" Betty asked.

"Yeah that! Most youngsters waste their time streaming those damn video games, wasting their lives away," Jameson said. "But me, I'll show the world what it should be used for. Spreading cold, hard facts! Oho, I'm going to make a fortune off this! Best part is that I don't have to hire that many employees, if any at all! Just think of how much I'll be saving compared to how much I'll be making! God I love this country!"

"Uh, that's great sir," Betty said.

"Well, let's hop to it! We need details on what happened," Jameson said. "Maybe as a bonus, we can find out if Spider-Man had anything to do with this."

"Sir, he moved, he doesn't live in this dimension," Betty said. "Also, I thought you were past slandering Peter?"

"Sorry, that's a force of habit, but hey, who says I'll slander him?" Jameson asked. "For all I know, he can be this big hero! You know, I kind of miss the kid. I should go say 'hello'. Where does he live again?"

"I think it's called Equestria," Betty said.

"Right, where that weirdo girlfriend of his was from," Jameson said.

"Actually, I think they're married now, at least according to what Mary Jane Watson said when she visited," Betty said.

"Mary Jane Watson? She's been there? Why wasn't I told about this?" Jameson asked.

"You were too busy working, sir," Betty said.

"Well make time for this stuff!" Jameson shouted, grabbing a cigar. "I need a smoke."

"Didn't you quit?" Betty asked.

"...Dammit!" Jameson shouted, throwing his cigar away. "I'll just grab some pretzels."

"What about your sugar levels?" Betty asked.

"Dammit Betty, I don't want to hear problems! Give me solutions!" Jameson shouted. "Ugh, never mind, I'll ask Robby."

"He retired," Betty said, again irritating Jameson.

"For crying out loud!"

In the world of Sega, Goku Black was seen terrorizing Green Hill, blasting as many creatures as possible. This did not come without resistance as a few began to fight back, firing blasters at the villain.

"You all seemed rather prepared, used to war, are you?" Black asked, obliterating a group of Mobians in his path. "Fools."

"Something about these creatures remind me of the mortals from Universe Nine," Zamasu said. "Only much shorter."

"But just as irritating, just like any other mortal," Black said, blasting some more.

"Be careful not to damage the scenery, this planet does look rather beautiful after all," Zamasu said. "It just may make for a good vacation spot."

"Of course," Black said.

"And remember to keep some of those creatures alive, we could use a few servants," Zamasu said.

"Of course my brother," Black said, destroying more of the planet.

Once they were finished with Green Hill, they flew to find more places to eradicate. However Black sensed oncoming danger and saw the ninja detective Espio the Chameleon coming towards him with a kick.

Black was quick to block, knocking the Chameleon back as he landed alongside his allies Vector the Crocodile and Charmy Bee.

"Evil scum, why are you terrorizing our planet?" Espio asked.

"It's nothing personal, I just wish to give it a new makeover," Black said.

"Who are you to decide something like that?" Espio asked.

"Consider us your new Gods," Zamasu said. "We will deem who is worthy to remain in our good grace, and who will be given the mercy of death."

"Funny, I don't recall anyone agreeing to having new Gods," Vector said.

"Yeah, go find another planet to destroy!" Charmy shouted.

"Better yet, surrender your evil days now, and I won't have to exterminate you," Espio said, bringing out some shuriken.

"Someone's cocky," Black said. "Do the three of you truly believe you can stop us?"

"We didn't come alone," Vector said, gesturing to some more rebels, including the rookie hero, Gadget the Wolf, along with Mighty the Armadillo and Ray the Flying Squirrel.

"Well this should be interesting," Black said. "Something tells me you will put up more of a fight. Of course your powers pale in comparison to that blue hedgehog."

"He met Sonic?" Charmy asked. "Did he beat him?"

"Right now, the one you call Doctor Eggman is getting reacquainted with that hedgehog Sonic," Black said. "Which means you're on your own against me."

"Sonic can handle Eggman, he's done so before," Mighty said. "Right now, you're the one in danger, so prepare yourself."

"Such arrogance," Black said, powering up yet again. "Fall by my hand!"

Black and Zamasu clashed with the Mobians, a fight being put up on both sides.

Meanwhile on Angel Island, Annihilus was still doing battle against his foes, keeping the martial artists back, but barely holding off Bayonetta.

"If only your fighting skills matched how hideous you look," Bayonetta said, kicking the monster back. "Then you might actually have a chance against me."

"I won't let you get the upper hand!" Eggman said, about to blast Bayonetta when Sonic hit him with a homing attack.

"That's no way to treat a lady," Sonic taunted, the hero still in his super form.

"You blue rat!" Eggman sent some blasts at Sonic, with the blue hedgehog effortlessly dodging, then blasting Eggman with a Homing Shot to severely damage the mech.

"My turn!" Knuckles rushed in to punch the mech into the air, sending Eggman flying, much to the doctor's annoyance.

"I won't give up so easily!" Eggman said. Suddenly a portal nearly opened, confusing the doctor. "Huh? What's this?"

Emerging from the portal was Rainbow Dash, the girl flying in and kicking the mech, nearly sending it spiraling.

"What in the world!?" Eggman shouted, glaring at the girl. "Wait, who is this!?"

"Rainbow Dash?" Sonic asked.

Rainbow Dash glanced at Sonic, the girl raising her eyebrow. "Sonic? Wait aren't you normally blue?"

"I had a power boost," Sonic said.

"Is it like that Super Saiyan form that Goku has?" Rainbow Dash asked.

"Close," Sonic said.

"This is proving to be trouble, might be better to retreat," Eggman dropped the excess gear as he opened a portal with a ring. "Annihilus, let's go!"

"Annihilus!?" Rainbow Dash glared at the monster from the Negative Zone. "You!"

The beast knocked Bayonetta, then blocked an oncoming strike from Rainbow Dash. "I know you, the girl that The Human Torch is quite fond of."

"I'm his wife!" Rainbow Dash said.

"Cute, I'd love to kill you, if to bring him pain, but I'm on a tight schedule," Annihilus grabbed Rainbow Dash by the leg and used her to whack Bayonetta.

This stunned both girls long enough to fly through the portal, despite Tails firing at the two with an arm cannon.

"Great, they got away," Tails lamented.

"We'll get them next time," Sonic said, then turned to Rainbow Dash. "You alright?"

"I'm fine," Rainbow Dash said.

"Who was that guy, he seemed to know you," Tails said.

"Annihilus, leader of the Negative Zone, a very dangerous place," Rainbow Dash said. "He is not an easy foe; it took me and Johnny teaming up to stop him."

"Glad we fended him off, but things are getting worse," Sonic said. "Right now, I think we should meet up with Sally and let her know what happened."

"Yeah let's...wait, something feels wrong," Amy said, looking down at the planet.

"I can feel it too, I don't think our fight is over," Knuckles said.

"I'll check it out, "Sonic said, flying down below.

"Sonic, wait!" Amy called.

"Too late, he's off," Knuckles said.

"I'll go with him," Rainbow Dash said, following Sonic, to the protest of a few.

"She's fast," Jacky commented.

"Well, what should we do?" Tails asked. "Should we go talk to Sally?"

"I'll go with Sonic, the rest of you head to that portal room," Knuckles said, running and flying off Angel Island.

"I hope they'll be alright," Sarah said.

"They'll be fine, Sonic and Knuckles are two of the strongest guys on the planet," Amy said. "And that Rainbow Dash girl looks pretty tough too."

"Still, perhaps I should check in on those boys, and that young lady as well," Bayonetta said, sprouting butterfly wings and flying off.

"I'll go with her, the rest of you go talk to Sally," Rouge ordered, following Bayonetta.

"Well, you heard the lady," Jacky said. "Tails, got the ring?"

"Yeah," Tails said, using the warp ring to open the portal. "Come on."

Everyone followed Tails through, hoping to explain the situation.

Down below, Black and Zamasu were triumphing over their foes, leaving nothing but destruction along their path. The rebels fought hard, but one by one, they fell to the might of the two Gods.

"I had hoped for a better fight, a lot of them didn't even last long," Black said.

One rebel tried standing, then took a blast from Zamasu, ending his existence, "Such a pitiful shame."

Nearby Charmy was coughing up smoke, holding his sides in pain, "How are they so strong?"

"One more it seems..." Black said, aiming his palm. "Time to die."

Fortunately for Charmy, a hedgehog had arrived and kicked Black away, taking Zamasu by surprise. "What is the meaning of-"

The hedgehog kicked him away as well, Black looking surprised. "Sonic?" Upon shaking the cobwebs, he noticed something different. "No, you're not Sonic."

Standing before them was Shadow the Hedgehog, "I don't know who you are, but you picked the wrong planet to destroy."

"Interesting, your power rivals that of Sonic," Black observed. "You must be one powerful little hedgehog."

"Nothing we cannot handle," Zamasu said. "So I suggest-"

Suddenly he took a blast to the face, courtesy of E-123 Omega. "Must eradicate enemy forces."

"He brought a friend?" Black asked. "No matter, I shall-"

Shadow pulled out a Green Chaos Emerald, "Chaos, Control!" He stopped time for a moment and kicked Black in the head, sending him flying as he charged another attack. "Chaos Spear!"

He sent some projectiles toward Black, piercing through his foe, much to his irritation, "Not bad. You're quite powerful." Black flew in to clash with Shadow, the two seemingly matched. "Something tells me, you have a lot more power stored away."

"I can say the same about you, but you won't live to show it," Shadow said, punching Black. He went for another strike, but Black blocked the attack and kicked Shadow away.

Just as he was going to attack again, Sonic reappeared, kicking Black into Zamasu, knocking them both over. "That's enough out of you."

Rainbow Dash landed as well, immediately noticing Black, "Who's that guy? He looks like Goku."

"It's Sonic again, he may have gotten past Eggman," Black said.

"Or that so-called Doctor gave up too easily," Zamasu said. "Though, I do believe this means we should retreat ourselves. He seems to have brought another ally."

"I sense high energy from her as well. Very well, we shall retreat for now," Black placed his fingers on his head, all while glaring at Sonic. "I will be back for this world. Soon everyone will end up like your friends."

Sonic flew to stop them but the two had already left via Instant Transmission, with Sonic grumbling in annoyance, "Damn."

"And they got away," Rainbow Dash lamented. "Guess they knew I'd beat the tar out of them."

Knuckles had landed, with Bayonetta and Rouge not too far away as The Echidna took in the damage, "That's not good."

"Sonic?" Came Charmy's voice, getting Sonic's attention.

"Charmy!" Sonic powered out of his super form and checked on the bee. "Hey, are you alright little buddy?"

"I am...but Vector, and Espio..." Charmy gestured nearby.

Sonic could see it clear as day. Many had fallen against Goku Black and Zamasu, and among them he could see what were shuriken, a golden necklace, and a wispon.

"No..." Sonic lamented.

Rainbow Dash looked remorseful herself. Seeing this damage reminded her of the damage she's seen in her world. "I don't know what's happening, but we gotta fix this."

Rouge checked on Mighty and Ray, both of them were miraculously still moving, "We got more survivors, let's get them some medical treatment."

Even Bayonetta looked remorseful of what had happened, "How terrible."

"These guys weren't kidding about a Multiversal Armageddon," Sonic said. "We're in for a big fight now."

"...No use standing around and regretting what happened when we can still do something to rectify this," Knuckles said.

"You're right, right now let's just help our friend, then we'll meet up with Sally," Sonic said.

In Sega's Japan, Super Skrull had led his invasion, completely decimating the city. Some of course fought back against The Skrulls, such as Ryo and Kiyru, though the fight was far from easy.

A group of Skrulls were at one point seen chasing some civilians, then found themselves beings transported to a weird dimension.

"What is happening?" a skrull asked.

"Phantom Thieves!" Came the voice of Morgana, the cat seen alongside his allies. "Show them some brutality!"

Joker led his allies of Skull, Panther, Fox and Noir to completely destroy his foes.

"Great work everyone!" Came the voice of their support, Oracle. "The fight's not over yet, keep it going!"

"Phantom Thieves, with me!" Joker said, leading his allies to find more Skrulls.

From his ship, Super Skrull was commanding the assault, seeing his allies fight all over the world, going against the vigilantes of Wood Oak City, the heroes of Basel City, and the Sky Pirate Vyse.

"There's a lot more resistance than I expected," Super Skrull noted.

Appearing in front of his ship, was a surprise appearance from Johnny Storm. "Yo! Super Skrull!"

"Huh?" Super Skrull looked down, spotting the Human Torch, "What in the galaxies is he doing here!?"

"Got tired of getting your ass kicked on my Earth, did you?" Johnny asked. "Thought you could just terrorize another dimension? No way dude, I'm not letting you hurt anyone!"

"Little miscreant!" Super Skrull sent some blasters at Johnny, the hero avoiding them and blasting his ships, destroying a few as he began working his way to the main one.

"Impudent pest!" Super Skrull attacked again but Johnny hit his ship with a direct blast, damaging the engines. "Didn't take long for that fool to ruin my plans!"

Suddenly, Black appeared in the ship with Zamasu. "Kl'rt, how are things?"

"Bad, one of the heroes from my world showed up," Super Skrull said. "I Will destroy him, just-"

"No, let us regroup for now," Black said. "We came to deal damage but there is only so much any of us can do alone. We were to weaken the foundation after all, not quite destroy it yet."

"Precisely, our foes' allies are handicapped, send one final coup de grace on this world and make your exit," Zamasu said.

"Very well then," Super Skrull said, pressing a button that fired several missiles at the cities across Japan.

As he left, Johnny frantically went to destroy as many bombs as he could, but unfortunately, he missed a couple, and the impact was devastating. "NO!"

One missile hit a region in Tokyo, completely devastating it, to the dismay of many citizens, including the Graffiti Gang.

"Oh damn..." Beat lamented. "What just happened?"

Joker and his allies had to take cover as the blast was not too far from their current location. Joker peaked his head out, spotting the destruction caused. "That's not good."

Morgana also peaked his head out, the cat in disbelief, "How could this happen?"

Johnny landed nearby, the hero dreading the situation, "Crap, I wasn't fast enough..."

"Wow, he's cute, wonder who that is?" Ann asked.

"I'm not sure, he doesn't seem to be from Japan though, I think he's American" Ryuji said. "Yo Ann, you speak English better than any of us, do you wanna talk to him?"

"Yeah, sure," Ann said, getting his attention. "Excuse me?"

"Huh?" Johnny noticed the group of kids, each of them wearing their Phantom Thieves clothing. "Damn, nice gear. Are you local superheroes?"

"Uh, sort of," Ann said. "Do you know what happened?"

"Yeah, sit back and I'll tell you," Johnny said.

In South Town in the SNK Dimension, while Terry continued fighting The Wizard, Miguel kept up his clash with Vergil.

"Didn't think I'd meet a Spider-Man more irritating than Peter Parker," Vergil said.

"Unfortunately for you, I'm not as nice as him either," Miguel said, clawing Vergil across the face, drawing some blood from the half-demon."

"Fool..." Vergil said, figuring his plan out. "I hate to admit it, but he's quite powerful. His suit can even take the impact of my sword. I can't lose to a human though, even if he is superpowered."

"Struggling, Vergy?" Juri taunted.

"Do NOT call me that!" Vergil shouted as another portal opened. "What now!?"

Emerging from the portal was Miles Morales, the boy looking a bit amazed by the fighting. "Whoa, big battle here."

"It's that other spider," Vergil commented.

Miles recognized Vergil, "Oh hey, I know you. You're that edgy anime looking guy."

"And you look like a Comic Book character parody!" Vergil insulted.

"What's that supposed to mean?" Miles asked, then blocked a strike from Juri. "Whoa!"

"I hope a skinny kid like you can put up a fight," Juri said.

"Oh come on! Why does everyone keep calling me 'skinny'!?" Miles shouted, throwing a punch at Juri.

Urien and Rashid continued to do battle, the latter doing his best to keep up, "You're stronger than I expected, I can only imagine how much more powerful Gill must be."

"Are you implying that I am second to my brother!?" Urien shouted, punching Rashid hard in the stomach.

"Oof, sore spot," Rashid commented, then continued his fight.

"POWER GEYSER!" Terry punched the ground hard enough to cause an eruption of energy that knocked The Wizard back.

"You are much stronger than I expected," Wizard said, clashing again with Terry.

"I got some tricks up my sleeve," Terry said. "Plus, I gotta pay you and your buddies back for what you did to my brother and his girl!"

Miguel went for another attack on Vergil, but he side stepped and kicked the Spider toward Terry. "I'm done with this!" Vergil activated his Devil Trigger and sent a barrage of Spiral Swords to attack everyone.

While many of them were able to avoid a fatal injury, some like Terry took some bad hits that left parts of his body covered in cuts, blood already seeping out.

"This is taking too long," Juri said, kicking Miles away. "We told Wesker we'd be in and out."

"That we did, and truth be told, I grow bored of this," Vergil said. turning to open a portal. "You'll be happy to know that you get to live. For now."

"Hey, where are you going!? You still gotta answer for what Mr. Negative and those Sirens did to Twilight Sparkle!" Miles went to attack but Vergil cut him across his chest, injuring the boy. "Damn!"

"Sounds like Martin Li and those girls had fun," Juri said. "Let's meet up with them."

"What a shame, I had only just arrived," Urien said. "But, I will comply, for now at least."

"No!" Terry went to stop them, despite his bleeding, but they got away. "Of course..."

Rashid stumbled over to Miles, "Hey, um...Spider-Man looking guy, what's happening?"

"I'm not a Spider-Man looking guy, I am Spider-Man, at least in my world," Miles said. "But besides that, the villains are attacking the multiverse, including Equestria."

"I heard them mention Martin Li, I take it he was just there?" Miguel asked.

"I'll explain it more in the portal room, but first, let's get you all patched up," Miles said.

"What about you?" Rashid asked. "You took a really bad hit."

"Nothing I can't handle," Miles said. "I got accelerated healing, because you know, I'm Spider-Man."

"No one likes a show-off kid, just get your ass in gear," Miguel said, activating a portal. "Come on."

Miles groaned in annoyance, "Always something with him."

In Namco, Kazuya was feeling a bit exhausted from his fight, as was Jin, the two nearly at the end all while Venom fought away Paul, Law and Xiaoyu.

"You guys are getting worn out," Venom taunted. "Meanwhile we still have plenty of fight left."

"What's this 'we' stuff anyway? You're only one person!" Paul shouted.

"So it seems," Venom said, punching Paul through a door. "Who's next?"

"You," coming from the side was Remy, the Cajun whacking Venom in the head. "Should have expected to see you here."

Venom shook off the attack, glaring at Remy. "We know you, that shady X-Men guy."

"Me? Shady? How hurtful," Remy taunted, holding out a card. "I'd like to think I'm bursting with excitement."

Remy threw a card that knocked Venom back, the anti-hero looking irritated. "Wow, and we thought Spider-Man had bad quips. Of course you regularly hang out with that menace from what we've heard."

"Peter is close to my wife's family, he's practically a brother to them," Remy said, holding out more cards. "So I would appreciate it if you cease the slander. He gets enough of that 'menace' talk from The Daily Bugle."

"Hey make no mistake, Jameson runs his mouth too much," Venom said. "But he's not far off about Spider-Man. That guy's much more selfish than he acts. He's not even here to stop us himself, he sent you to do his dirty work."

"No my friend, I am here to help out a brother," Remy said. "That includes keeping him and his family safe from the likes of you!"

As Remy and Venom clashed again, Kazuya kicked Jin toward his friends, the man looking very irritated. "This isn't going like planned."

Emerging from another nearby portal was the villain Scorpion, "Hey, that Researcher Lady sent me. How are things here?"

"About as well as you can imagine," Kazuya said. "I may need to retreat."

"Can't win them all," Scorpion said, taking note of a beaten Jin. "Still, looks like you put up quite a fight. That guy can barely stand."

"It should not have taken this long, I expect this challenge from my disgrace of a father, not my failure of a son!" Kazuya said.

"...You got issues," Scorpion said.

Jin ran to attack, kicking Scorpion out the way, and turning to strike Kazuya, but he took a demon blast that sent him flying out of the Mishima Zaibatsu.

"Brock! We're leaving!" Kazuya called.

"Give us a sec, we gotta deal with this thug," Venom said, knocking Remy back.

"Ex-thug to you," Remy said.

"Pfft, once a crook, always a crook, anyone who runs with Spider-Man is nothing but trouble!" Venom shouted, punching Remy into Paul, Law and Xiaoyu.

"Let's go!" Kazuya ordered, heading through the portal.

"Yeah, yeah," Venom passed Scorpion. "Get your ass up, Gargan."

"Don't you boss me around, Brock," Scorpion said, following his allies as they escaped.

"Damn, they got away," Remy lamented, as he helped everyone up. "You all okay?"

"I'm fine, but Jin..." Xiaoyu said.

"Hey if we know Jin, he'll be up and about again," Paul said. "But for now, we should go and check on him."

"You two go ahead, I'll talk to our friend here," Law said. Paul and Xiaoyu went to find Jin as Law turned to get some answers. "So, what's going on exactly?"

"A lot of trouble, mon ami," Remy said.

In another part of Namco, Lloyd Irving and his team of Genis, Colette, Raine, Zelos, Sheena, Regal and Presea were fending off Bison's Dolls, led by the villainous Decapre.

"Come on now, is this the best you can do?" The woman taunted, kicking Sheena back.

The ninja girl rolled through, pulling out some cards, "I'm not ready to give up!"

She attacked using Earth style, Decapre dodging the strikes, but left open for a Fireball attack from Genis.

"Got you!" Genis taunted. A doll tried to attack from behind but Presea was quick to whack her away using her axe. "Wow, thanks Presea."

"Please stay focused, you don't want to get hurt," Presea urged.

Regal kicked away all who came at him, then came face to face with Bison. "Those who threaten our world, do not deserve any mercy!"

"Those are some powerful kicks you have, you would do well as one of those Street Fighters," Bison taunted.

"Allow me to demonstrate my abilities!" Regal rushed in, throwing a flurry of kicks at his opponent.

Zelos continued to fight th dolls, the man feeling some degree of regret, "Damn, so many cute hunnies. Fighting them kind of hurts."

"Are you serious right now!?" Sheena shouted, freaking Zelos out.

"But they're nothing compared to your beauty," Zelos insisted.

"Oh save it," Sheena said, placing a card on a doll's face and electrocuting her. "Where are these freaks even coming from?"

"They might be with Loki," Lloyd said, fighting one off.

"Revenge for Ragnarök, perhaps?" Raine asked, then blocked a strike from Decapre.

"I would focus if I were you," the woman said as a portal opened behind her. "What is this?"

Suddenly she was frozen in ice, courtesy of Bobby, "Lady, you need to chill."

"Huh?" Colette took notice of Bobby. "Who are you?"

"Bobby Drake, I'm a friend of Sunset Shimmer," Bobby introduced.

"Oh, you're one of those heroes, like that Spider-Man guy," Lloyd said.

"Yeah, he's my bro," Bobby said, then turned to Bison. "Yo, blank eyes, remember me?"

"Unfortunately," Bison said, charging up some power. "PSYCHO CRUSHER!"

Bison immediately knocked Bobby back, just as Regal ran to attack.

"That's enough of your villainy!" Regal tried for a kick, but Bison punched him hard in the stomach, then sent another strike to his chest, damaging his internals before whacking him away, sending him miles across the fields of Sylverant.

"Regal!" Lloyd ran to impale Bison with his swords, landing a direct hit. "Got you!"

Bison looked astounded, but slowly began to smile despite what happened, "You have spirit, young man." He then kicked Lloyd away and pulled both swords out.

"This guy's unstoppable," Genis said.

"No, he can be brought down, just think of the days where we fought Cruxius," Presea said.

"This guy's about as strong as their elites, that's for sure," Genis said. "I just hope he's not stronger than Yggdrasil."

"Let's hope that...Genis, watch out!" Presea moved the boy out the way just as a laser pierced through her.

"Presea!" Colette shouted, getting everyone's attention as Vomi stepped into view.

"Bison, are you done yet? It shouldn't have taken you this long," Vomi said. "At this point, you probably could have gone to Terca Lumireis or Rieze Maxia."

"That's Yuri's dimension and Jude's dimension," Lloyd said. "Hey! What are you planning!?"

"Quiet," Vomi sent another laser, but fortunately, Lloyd was quick to put up a forcefield of mana, but still got knocked back.

"Whoa, hold on there, hunny, let's not have any pointless battles," Zelos said, slowly approaching Vomi while slowly building up some mana. "After all...THUNDER BLADE!"

An electric sword came down at Vomi, the woman dodging and ready to attack Zelos, but Bobby glided over and blasted the woman. He then blasted Bison and froze the rest of the dolls. "That's enough out of you!"

"Gotta say, those powers are handy," Zelos said, the man feeling uncertain. "I'm not too crazy about it being ice though, but so long as he's here to help, I can't complain."

"Let's help him stop those...those..." Sheena fell over. "My mana...what's happening?"

"Hey ,you alright babe?" Zelos asked, then felt his mana starting to drain. "What's...going on?"

Everyone else began to feel their power diminishing, including Bobby as Tirek made his presence known.

"Ah yes, perfect," Tirek said, absorbing the power as his muscles began to grow. "So much energy."

"Who the hell?" Bobby asked, quickly blasting Tirek, ceasing his magic stealing. "That ain't happening pal! Just who the hell are you anyway!?"

"Call me, Lord Tirek, and when you get back to Equestria, tell Princess Celestia that I look forward to meeting her again!" Tirek said, the centaur sinisterly cackling.

"Tell her yourself! I'm taking you-" Bobby quickly erected an ice wall just as Vomi blasted him, shielding him from the attack, but barely.

"Come on, we're on a schedule," Vomi said, leaving with Bison and Tirek, who used his magic to grab Decapre and a handful of the Dolls.

"Shit, they got away," Bobby lamented, taking a look around. "Hey, is anyone hurt? Any civilians?"

"We're miles away from our hometown," Colette reassured, then turned to where Presea was. "But...one of our friends looks hurt."

Presea laid on the ground, the girl bleeding from the attack as Genis checked on her. "Come on Presea, you gotta shake this off!"

"Sorry, she got me good," Presea said, checking her wound.

"Uh...Zelos! Sis! One of you use First Aid!" Genis urged.

"That guy took my mana, I can't even cast a Fireball," Zelos lamented.

"I'm afraid he's drained me as well," Raine said. "But, I think she can still be saved. We just need to act fast."

"Please, we can't let Presea die," Genis urged, tearfully checking on the girl. "Rita already died for me, I can't lose another friend because I was careless!"

"It's fine Genis, even if I die, I won't blame you, after all, you're worth saving," Presea said, the girl gently caressing Genis's face. "Besides, I'll at least be able to see my sister again."

"Sorry Presea, but we're not giving up on you," Lloyd said.

Sheena took a look around, "Where's Regal?"

Lloyd's eyes widened in worry, "Crap! That's right! We gotta find him!"

Bobby picked Presea up, "I think I can get this girl some medical help, but we gotta move fast."

"We can find Jude, he's not in this dimension but we have Rheairds," Genis said. "He's good with medicine, he can cure Presea."

"Alright, lead the way," Bobby said.

The Square Dimension faired no better. In the midst of everyone fighting the Storm Guards, Sephiroth was overpowering Cloud, even with Dante's help, he proved to be too much just as Sunset struggled against Tempest.

"I expected more out of you, I'm disappointed," Tempest taunted.

"I'm not done yet!" Sunset rushed in, throwing strike after strike, trying to mix up different styles from her teachers, from Chun-Li's kicks, to Guile's knees, to Knuckles's punches, even the magic she learned from Sylverant.

Tempest however proved to be very quick and agile, avoiding Sunset's attacks and taking her down quickly.

"You know a lot of styles, but that doesn't mean much if you can't connect them well enough. Your style is too sloppy," Tempest said. "If your plan was to throw me off through confusion, then I'm sorry, but you failed."

"I'm not done yet!" Sunset went for another attack, but Tempest grabbed her arm and flipped her over.

"You're too predictable, you still have a long way to go," Tempest said. "I've been training from a very young age, and I've only gotten better thanks to Master Sephiroth. My advice, focus less on Quantity, and more on Quality."

"I got your back!" Zell ran over and went for some martial arts strikes of his own. "Want a master, you can face-"

Tempest blasted him with electricity and then kicked him aside. "You still gotta be strong enough to fight me."

Tifa ran in for a punch herself, but Tempest was quick to elbow her stomach and then knee her in the face.

Ignis rushed in for an attack himself with his daggers, but Tempest was quick to disarm him and kick him aside.

"My, she is quite talented," Doc Ock said.

"Your fight's right us!" Gladious ran at Doc, striking with his Giant Sword, but Doc Ock was quick to knock it away, then knocked back an oncoming Yuna.

"How bothersome," Doc Ock then blocked an oncoming strike from Noctis, the force knocking him back a little.

"You're not so tough," Noctis then sent out a magical fireball that Octavius barely dodged.

"Not bad boy, but not enough!" Doc Ock whacked Noctis away, continuing his assault.

Dante and Cloud got knocked toward Sunset, the girl still recovering from Tempest's attacks.

"This isn't going so well," Dante said. "That guy definitely got stronger."

"Sephiroth has a way of coming back even stronger than before, the guy just doesn't want to stay dead," Cloud said.

"He's damn determined, that's for sure," Dante commented.

"Figuring that out now?" Sephiroth asked, charging some power. "I had hoped to drag things out a little longer, but I suppose I do have a plan to not stray from. So I will end this now, once and for all."

"I don't freaking think so!" Came the voice of Deadpool, the man stepping through a portal. "Sephiroth!"

Sephiroth looked momentarily confused, "Do I know you?"

"You should, we met once before," Wade said. "Remember, you were descending from the sky while I was desperately trying to get back home?"

"...I do not recall," Sephiroth said.

"Oh, I get it, you think you're too cool to remember me, huh?" Wade asked. "That's just like you types, you have no sense of decency!"

"Pardon me?" Sephiroth asked.

"You're the type of guy who spends most of the time all mysterious like, then when we actually do get to fight, you pull out this random transformation that makes so little sense, but hey, gotta get that 'This isn't even my final form' crap out of the way!" Wade ranted. "Then, despite your broken mechanics of having a health bar for each part of your body that you can heal and restore at will, we manage to finally beat you, only for boss music to still be playing, making everyone wonder why as you descend even stronger than last time and realizing you're screwed because you used all your healing items in the last fight, then you pull off this bullshit final attack that takes like five minutes to connect, and even if you survive, you end up with this weird effect making the fight harder than it needs to be as you constantly spam that same overpowered attack and making people rage quit at the very end of the game! Then even if we just miraculously win, you still have the nerve to come back for more after barely getting out of the arena where we fought and finally ending it for good, just for you to keep coming back in later sequels and spin-offs! That's the type of guy that you are, Sephiroth!"

Everyone present just stared in disbelief, unable to make out what Wade just ranted about. Even the other villains present found this very strange and slightly concerning, including Sephiroth himself.

"Are you done?" Sephiroth asked, barely in the mood.

"Oh I have plenty more to rant about, but right now..." Wade pulled his gun out, about to shoot when Sephiroth blasted him with a light Flare attack.

"We're done here, let's go," Sephiroth ordered.

"Think again," Came another voice. Emerging from a portal was a young girl with a red hat and a staff.

"Veronica?" Sunset asked. "This isn't your part of Square."

"No, but some lady with red hair warned me and my friends, apparently she wasn't fond of the assistance she sent," Veronica said.

"Well screw her too!" Deadpool said.

"So, she called for The Luminary and his allies," Veronica said, gesturing to Eleven, Erik, Sareena, Sylvando and Jade. "Well most of them. Business in Heliador took priority."

"That's fine, so long as we get a little payback for Ragnarök," Erik said, readying his blade.

"Guards, destroy them!" Tempest ordered, sending the Storm Guards at the Luminary's companions.

While this was happening, Sephiroth noticed a new companion to the sinister group, known only as the Cloud of Darkness. "Have you decided to join us?"

"For now, if it means ruling the domain, I suppose I can put up with a little teamwork," CoD said. "Besides, I trust you at least."

"Are you sure that's wise?" Sephiroth teased.

Tempest seemed a bit unhappy by this exchange, "Master, who is this?"

"A friend," Sephiroth said. "Just before Loki decided to trust Discord, I reached out to this world, should he need more allies. Seems like we're all part of something bigger."

"Kefka and Seifer have offered to join too," CoD said.

"Still alive, are they?" Sephiroth asked. "Or perhaps, it is the advantage of the multiverse? Though, I suppose it hardly matters. Let us be off."

Tempest still didn't trust the Cloud of Darkness, but withheld her opinion, "Octavius, let's go!"

Doc Ock joined in the exit, leaving a handful of guards to keep fighting, but they would soon be overwhelmed.

As the final Storm Guard tried to attack Cloud, it took a gunshot from behind. "That was close." He looked ahead, expecting to find someone like Barret, Prompto, or even Sazh, but found someone even more surprising. "Vincent!?"

Standing across was the warrior thought to be dead, Vincent Valentine, "Greetings Cloud."

"No way!" Tifa ran over to the man. "Vincent, is it really you!?"

"Vincent?" Lightning turned her attention to Barrett. "I thought he died in Ragnarök?"

"So did I," Barrett said.

"Wow...glad an ally of ours is as good at escaping death as Sephiroth," Cloud said.

"By pure luck," Vincent said. "Loki was powerful, but what he did was not enough to kill me."

"How did you escape?" Tifa asked. "Were you the only one?"

"Any chance Cid or Yuffie survived?" Cloud asked.

Vincent shook his head, "No, they're gone."

Cloud sighed in disappointment, "Figures."

Sunset also lamented the situation, still regretful of what had happened. She's glad that Vincent was alive, but that's only one of many. "Were there any other survivors? Any at all."

"Just one...she's on her way to the Capcom world," Vincent said.

"Wait really?" Sunset asked. "Who is it!?"

Lastly The Green Goblin continued attacking the downtown area, keeping his opponents at bay.

"It's hard getting a shot in on the guy," Raphael said, clutching his sais. "You get close and he throws one of those freaking bombs!"

Chris opened fire, but Goblin moved around too much, "I can't even land a clean shot!"

"You fools are no match for the Green Goblin!" The villain continued to rain down attacks. "You will all die by my hands!"

"Does Spider-Man really deal with this guy on a daily basis!?" Michaelangelo asked.

"Unfortunately, he does," Ryu said. "But, we can take him too!"

Ryu stepped out and fired a Hadouken that destroyed the glider as the Goblin landed on his feet.

"Nice one, but it's hard to fight and rescue!" Goblin started destroying buildings, the fire and collapsing rubble endangering some nearby civilians.

"He's insane!" Donatello shouted.

"Quick, we must save them!" Peni said, rushing to the rescue.

"AHAHAHA! Hurry now, don't want to 'crush' the hopes of these innocent people!" Goblin shouted as some debris fell toward a group of civilians. Fortunately Chun-Li shielded them with a Kikoken attack on the Debris while Jill escorted them to safety. "Wow, you move fast, don't you?"

"That's enough!" Leonardo went to attack but he took a punch from the Goblin that knocked him away. "Anyone else!?"

Ryu was about to attack when a mysterious stranger in a cloak showed up in front of him. "Allow me my friend."

This was a woman who spoke in a way familiar to Ryu, "Wait, do I know you?"

"Perhaps," the woman said. "I hope you haven't forgotten, a year isn't that long to lose memory, something I myself had dealt with."

Ryu's eyes widened as he now knew who this woman was, "It can't be..."

The woman dashed at Goblin, ready to strike, "LOCK ON!" She dashed in and hit a powerful Drill Kick to Goblin, knocking him through a nearby wall. The woman then tossed off her cloak, taking everyone present by surprise, especially Chun-LI.

"It's...it's you!" Chun-Li said, tears of relief coming to her eyes as the familiar blonde woman stood nearby. "Cammy!"

Indeed it was Cammy White, wearing a tank top and black jeans, as opposed to her usual green leotard.

Goblin stood up, glancing at the woman, analyzing her, "You seem familiar. But the woman I may be thinking off should have died a year ago."

"I've always been a cat person, and like cats, I guess you can say that I have nine lives," Cammy taunted.

"Bison will want to know about this," Goblin said, pulling out some bombs. "Time for me to go out, with a bang!"

As he leapt into a portal, he tossed two more bombs that Cammy kicked into the air, keeping the explosion away.

"Not quite," Cammy said, then turned to face the others. "Is everyone alright?"

Before they could answer, Chun-Li ran over and pulled her friend into a hug, "Cammy! It's really you! You're alive!"

"Uh..." Cammy's face started to turn red. "Chun-Li?"

"It's a miracle, I really thought you were gone forever! I've missed you so much," Chun-Li said, the woman in tears. "You can't imagine how I feel right now, I never want to let you go!"

"Uh, Chun-Li?" Chris said.

"How did you even survive!? Sunset made it seem like you were gone for good," Chun-Li said. "Then Asgard exploded and-"

"Chun-Li!" Ryu shouted, startling the woman. "Get a hold of yourself!"

Chun-Li realized she was hugging Cammy really hard, the woman getting more and more embarrassed as she was quick to let go. "Sorry about that."

"Wow, you're usually never like that," Cammy said. "Been hanging around those ponies a lot?"

Chun-Li sheepishly rubbed her head as she nervously chuckled, "I suppose Equestria has rubbed off on me a little."

"Still, we do share her excitement and curiosity," Chris said. "Sunset told us that Loki stabbed you with a dagger."

"Yes," Cammy lifted her shirt up to show the scar. "He got me good too."

"How did you survive?" Jill asked.

"Luck," Cammy said. "Fortunately he missed any vital organs. Of course I thought I was doomed when that fire monster showed up. Thankfully I ran into Vincent Valentine and by some miracle, we found a leftover portal that Sunset Shimmer opened."

"Where did it take you?" Ryu asked.

"Believe it or not, we ended up in Metropolis," Cammy said.

"Metropolis?" Michaelangelo asked. "You mean where Superman's from!?"

"That same one," Cammy said. "I went to a nearby hospital where they patched me up."

"But why were you gone for so long?" Chun-Li asked. "Why didn't you come back right away?"

"I wanted to, but I personally got distracted," Cammy said. "When I fully healed, it just so happened that there was a robbery of sorts. I couldn't ignore it, so I leapt into action with Vincent. Superman noticed, he seemed to recognize us."

"Come to think of it, we haven't seen Superman since Ragnarök," Chris said.

"Yes, so you would not have known either of us survived," Cammy said. "It was quite exciting, I was made an honorary member of The Justice League, and I assisted them in many dangerous missions. It really helped me grow as a fighter and a person."

"That sounds fun," Leonardo said.

"During our travels, we heard about some multiverse trouble, and thanks to some assistance from Batman, we were able to return to our own dimensions," Cammy said. "It sounds like Doctor Doom and Albert Wesker are at it again."

"Which means we need to get back to HQ," Chun-Li said, taking a look around. "After we clean this all up."

Seconds later, another portal opened, with Logan stepping through, "Huh, am I too late?"

"Wolverine?" Chun-Li asked.

"The one and only," Logan said, gesturing to the damage. "Who did this?"

"The Green Goblin," Chun-Li explained.

"Figures," Logan lamented, then took note of Cammy. "You look familiar."

"It's me, Cammy White," the girl said.

"Thought I recognized yer scent," Logan said, that phrasing freaking Cammy out a bit.

"My scent?" Cammy asked.

"Never mind that, last I heard, you were dead," Logan said.

"Everyone did, I'll explain everything," Cammy said.

In the villain HQ, everyone had returned to the Castle, some later than others. Wesker was waiting at a table with Tron and Prowler.

Doom was standing somewhat patiently near an archway while Chrysalis leaned against a wall.

Bit by bit, the villains began to gather, including the team that was just recently in Equestria. Vergil was quick to notice Cozy's condition. "What happened to her?"

"Some scumbag Griffon tried to blind her," Sonata said, comforting Cozy.

"She probably lost an eye," Aria said.

"ARIA!" Sonata shouted.

"...Is she crying?" Vergil asked.

"Hey, it hurts, don't be too hard on her," Sonata said.

"No, unacceptable," Vergil said. "If she's going to cry over something as miniscule as that-"

"How the hell is that miniscule!? Are you stupid or something!?" Sonata asked.

Vergil unsheathed his sword, "Watch your tongue, or you'll lose more than an eye."

"Enough, we cannot start infighting, not when our ball is rolling," Wesker said. "I do concur with Vergil, if Cozy Glow cannot handle this, then she does not belong with us."

"Just...let me take care of her," Sonata said.

"Actually, allow me to tend to her," Martin said, kneeling in front of Cozy Glow. "May I see your eye?"

"...I...it hurts," Cozy Glow whimpered.

Vergil sighed in irritation, joined by Ultron and Chrysalis.

"This is ridiculous," Akuma said.

"Hey, I don't want to hear crap from someone who didn't even do much during this plan!" Sonata said.

"Dial it back, will you?" Electro said. "You're gonna get yourself killed if you keep running your mouth in front of these lunatics."

"Lunatics!?" Juri shouted, freaking Electro out.

"Now who ran his mouth?" Mysterio asked.

"Oh shut up," Electro said.

"Ignore them. Now, please, show me your eye," Martin said, showing less of his negative side and more of his human side. "You can trust me."

Hesitantly, Cozy took her hand off her eye. It was badly damaged, and she was likely going to be blind out of that eye. Fortunately Martin began using his light powers to heal the girl, completely restoring her eye and removing the pain.

"How do you feel?" Martin asked.

"I feel...great!" Cozy blinked her eyes. "I can see! It's a miracle!"

"I'm happy to hear," Martin said, then felt a hug from the girl.

"Thank you so much, Marty!" Cozy said.

"It's nothing, truly," Martin said, releasing the hug. "Just be careful next time."

"Okie dokie," Cozy Glow said.

"Okie dokie, she says..." Shocker lamented.

"Hermie, be nice!" Sonata warned.

"Hermie?" Poison asked.

"Do NOT call me 'Hermie'!" Shocker demanded.

"Wow, this is quite a group I stepped into," Poison said.

"It is rather unorthodox," Rolento said.

"And just who are they?" Adagio asked.

"Some allies from Metro City," Shocker said. "They want in on our plan."

"That's fine, we could use a few more recruits," Wesker said.

"Indeed, Sephiroth has done some incredible recruiting as well," Loki said, gesturing to the three Square villains beside Sephiroth.

"It was not difficult," Sephiroth said as he stood by Siefer and Cloud of Darkness while Kefka excitedly hopped around. "Sometimes you just have to know what to say."

"Should we try for more?" CoD asked.

"We should be good for now, but I won't turn down future recruits," Sephiroth said.

"With that settled, tell us your progress, and spare no detail," Doom said.

Within the Throne Room of Asgard, Kratos had begun explaining the situation to Thor. "Your brother had contacted my son. From what Atreus has said, he attempted to play to his sympathies, and insisting that all he is doing currently is for the betterment of the world, rather than its destruction."

"I am sorry to hear that, I do not wish for your son, or anyone for that matter, to be in potential danger because of my brother," Thor said. "What exactly has my brother said? Has your son gone into detail?"

"Only that his behavior is a result of his father's parenting," Kratos said.

"He insists that Odin of this world was as cruel as the one we knew," Mimir asked. "Given that he is your father, could you shed some light?"

Thor took a moment to recollect everything, "My father was...not always the best example of what a man, or a God could be. But, despite that, he always did the best he could for me and my brothers. My brother Loki is a Frost Giant who was taken from Jotunheim as an infant, but that was because he was abandoned by his father, Laufey."

"...Did you say 'father'?" Mimir asked. "The Laufey we knew was a woman."

"And my wife," Kratos said.

"I cannot explain that, I can only explain what had happened," Thor said. "But, differences across dimensions do exist."

"Still, Odin adopting a Frost Giant? Our Odin would never consider such a thing," Mimir said.

"My father did play favorites, and I admit it attributed to an ego I once had," Thor said. "I do feel some responsibility for how my brother turned out. I never once wanted Loki to feel left out though. Truth be told, I wish we could have rekindled our old bond."

"I know the pain of being at odds with your brother," Kratos said. "I lost mine long ago."

"My condolences, and while Loki may not be dead, the brother I had might as well be," Thor said.

"You have another brother, do you not?" Mimir asked.

"Had, he perished in Ragnarök," Thor said.

"Oh right, my apologies, that slipped my mind," Mimir said. "Um, how is the Winter in the other realms if I may ask?"

"Do not worry about Fimbulwinter, it took my best efforts, but I was able to at least stave it off," Thor said. "Some realms took longer than others."

"That's good," Mimir said. "I trust this world's Baldur was a good man."

"Yes, a very brave warrior, and I miss him dearly," Thor said, standing up. "Now is not the time for grieving. It seems like my brother is ready to cause trouble. I shall greet him part way then."

"What will you do?" Mimir asked.

"What I always do, fight for my world, and for the safety of others," Thor said.

"We will help," Kratos said.

"Good, come with me then," Thor said, leading Kratos away.

In the Dimension Room within Capcom, the heroes had reunited, but not all of them under the best conditions.

Janet was still upset about Hank, Tony was still upset about Rhodey, Presea still had a fatal injury that an ally named Jude was attending to, and many of the warriors had come back injured.

"How the hell did we survive that guy?" Ken said, the man nursing his injuries from Dormammu.

"Not sure, but he really kicked our asses," Nero said. "Pisses me off too."

"We'll get him next time," Trish said.

Jin had also recovered from his attack, but refused to talk to anyone, concerning Xiaoyu.

"Not a talkative guy, is he?" Remy asked.

"It's just pride, that's all," Paul said.

Sunset was waiting near Vincent, the girl excited about what she had been told, knowing who could be coming back.

Seconds later, Chun-Li came back with some allies, including the returning Street Fighter.

"Cammy!" Sunset ran to the girl, hearing her name surprising a few. "Vincent was right! You're really alive!"

"Hello Sunset, it's good to see you again," Cammy greeted.

"Cammy?" Spencer walked over with Strider. "Holy shit! I can't believe this."

"Whoa!" Ken limped over to the girl. "Damn am I happy to see you."

"Same to you...but what happened?" Cammy asked.

"Dormammu happened," Ken said.

"Dormammu?" Strange asked, appearing beside Ken.

"Where'd you come from?" Ken asked. "Man this place is crowded, hard to keep track of everyone."

"Everyone, try to stay organized, we don't want to lose track of who's here," Chun-Li said.

"We'll do our best," Nero said. "Won't be easy. Most of Square came back."

"It wasn't that much," Cloud said, turning to his plethora of allies. "Okay, maybe a little."

"We're still missing 2B," Tifa said. "Wait, did she come with us? Should someone get her?"

"Later, focus on what's happening now," Chun-Li said.

During all this, Sonic had reunited with Sally, explaining the situation to her, "The Chaotix is gone, Charmy was the only survivor."

"That's horrible..." Sally lamented. "How bad were these guys?"

"Real bad, Goku Black fellow, really dangerous," Sonic said.

"You met Black?" Trunks asked, making his presence known to everyone.

"Who is this guy?" Ken asked.

"He's with us," Goku said, making his way over with Vegeta and the X-Force.

"This is my son Trunks, or rather, a version from my world's future," Vegeta said.

"Uh, hi everyone, I'm Trunks," the boy greeted. "I'm the one who's been fighting Goku Black."

"Goku Black?" Johnny asked, his presence now made known.

"Where'd The Human Torch come from?" Dante asked.

"This place is way too crowded," Spencer said.

"How many people are in here anyway?" Mark asked. "This feels like a fire hazard."

"Especially with The Human Torch here," Mega Man said.

"Oh hey Rock, where'd you come from?" Spencer asked.

"A fight with Wily," Mega Man said, recalling nearly having the scientist in his grip, but made a lucky escape with Alastor. "He got away though."

"Lucky," Viewtiful Joe said.

"Well you can't win them all," All Might said.

"We really need details, but there's way too many people," Ken said. "At this rate, how are we going to-"

Chun-Li used her hands to do a loud whistle, "Okay, I think it might be better if everyone who's not from Capcom or Square to wait outside. Actually, from Square, just members of AVALANCHE. Miguel can stay too, along with Trunks and his friends. Right now it's getting claustrophobic, and we need to focus. Detail what happened in a document and I will get to you in an orderly fashion."

"That sounds reasonable," Sally said. "I'll help them line up; you get to the bottom of everything."

"Much appreciated, Princess Sally," Chun-Li said.

"Just Sally is fine, no need for formalities," Sally said, then turned to everyone. "Alright, all of you get moving! Hurry along now."

"Wow, for someone who said no formalities about being Princess, she's being quite bossy," Bobby joked.

"I heard that!" Sally shouted.

"Let's head back to Equestria," Miles said. "Yo! Anyone from Equestria, with me!"

"That's our ticket, catch you all later," Rainbow Dash said as she and her friends went through a portal.

With the room less compact, Chun-Li took a breath and spoke, "Now then...what is it you had to say about Goku Black, Trunks?"

Back in Equestria, Gwen was helping in checking in on the citizens in the Friendship Center, including Mayday.

"Your mother's fine, she just had a bad day," Gwen said. "She's cured and resting. Soon she'll be back to her old self."

"Um, okay, thanks Gwen," Mayday said.

"No trouble," Gwen said, then saw MJ with Benjy while an irritated Harry looked on. All the while, Flash was also assisting ponies, doing his part to help. "Big place."

"I hate it, I don't like large crowds," Mayday said. "Also, some ponies are glaring at me."

"What for?" Gwen asked.

"They don't like me because they think I'm not friendly," Mayday said. "I can't help it though, I'm too shy to talk to people sometimes."

"There's nothing wrong with being shy, but that is not very friendly of ponies, they should be ashamed," Gwen said.

"They see me and remember that this place used to be a school, one that got shut down," Mayday said. "Me and daddy got blamed for it."

"Which is dumb," Luster Dawn interjected. "The school sucked and no one learned anything. They were still a bunch of jerks who ganged up on you if you were the least bit different."

"Those ponies have a hive mind," Franklin said. "They outcast anyone who thinks differently. If this is how they were going to act, they didn't deserve this school."

"I'm willing to bet Peter feels the same way, which is why they hate him," Gwen said.

"Sounds like the majority seem to hate those who think differently," Luster Dawn.

"More like, the loud minority think is making it seem that way," Gwen said. "No matter how outnumbered, any group determined enough will shout loud enough to make themselves be heard. It can be good, to bring down oppression. Or it can be bad, to make you feel like an outcast."

"Well screw that loud minority, if they're going to be mean to me, Mayday and Peter just because their Friendship School sucked, then who needs them?" Luster Dawn said.

"Don't say it too loud, ponies are starting to stare," Mayday said, gesturing behind her.

"Screw them, I don't give a crap about any of them," Luster Dawn said. "Let them whine, losers!"

"Whoa, you're feisty," Gwen said. "Uh...were you hit with some negativity or something?"

"No, I just...I thought this place could be cool, but it's the same nonsense, just under a different name," Luster Dawn said.

"Sorry to hear," Gwen said.

Outside Peter looked up at the Friendship Center, feeling nothing but disdain for the building. "Even now this stupid place is causing grief for my wife. I knew that she still wanted that damn school. What was it going to accomplish? The concept wasn't going to work, it's just...ugh. Twilight deserves a better legacy than this place. She doesn't need this school to teach Friendship, she's Twilight Sparkle, her beautiful smile does more to teach Friendship than this ugly piece of garbage! I just...ugh!"

"Whoa there," Applejack said, getting Peter's attention. "You seem angry."

"A lot of my wife's comments were about this school, she's still mad that it's not a school, even though it should not have been," Peter said. "Why is my wife so concerned about the school?"

"Well, Twilight wants to feel like something she did mattered," Applejack said. "The school was meant to be just that."

"But it was a bad idea! I don't want my wife associated with that!" Peter said. "Twilight has already accomplished a lot. She's Princess of Friendship, she's a hero who's saved Equestria, she's an inspiration to so many ponies. On top of that...she's a librarian!"

"Uh...what?" Applejack asked.

"Twilight loves books, she has one of the best libraries in town, and everyone says she's very friendly, which likely encourages them to be friendly," Peter said. "Screw the school, she was spreading Friendship without it, doing what she loves."

"Ah guess," Applejack said.

"Hey, you like being a farmer right?" Peter asked.

"Of course, I'm proud of it," Applejack said.

"Suppose someone said that's not enough and you need to think bigger, how would you feel?" Peter asked.

"Well, ah ain't gonna let someone tell me how to think, ah know what ah do is good stuff," Applejack said.

"Well Twilight needs to adapt that mindset too," Peter said. "To me, she's already accomplished a lot of great things, and I say the best thing is that she's a wonderful wife and a terrific mother. If I myself accomplish nothing more in life, if I can't be Spider-Man, then I am happy that I at least got to marry Twilight. Being her husband and the father of Mayday and Benjy means more to me than being Spider-Man."

"Heh, once again I'm reminded why Twilight fell in love with you," Applejack said.

"Seems selfish to me," Came the voice of Gallus, both Peter and Applejack rolling their eyes. "Ever think that maybe Twilight cares more about the school than being a librarian?"

"You don't know her well, do ya?" Applejack asked. "Twilight loves her library, maybe she forgot because of this silly place but-"

"Silly!? And you call yourself a teacher!?" Gallus asked.

"Ah ain't a teacher, I'm a farmer, and dang proud of it," Applejack said. "Don't you ever forget that."

"Yeah seriously dude, why are you even here?" Peter asked.

"Just to remind you that while you were fixing marriage problems that were clearly YOUR fault, a friend of mine just lost her brother," Gallus said, this immediately irritating Peter and Applejack. "This is why I don't like you. In the end you're just causing grief and turmoil for everyone, and now the ultimate price was paid. How many more innocents need to die before-"

"That's it!" Applejack was about to lunge at Gallus but Peter held her back.

"AJ! Don't! It's not worth it!" Peter urged.

"What's wrong? Mad because you found out your sister married a loser who can't make it as a hero!?" Gallus shouted.

Peter glared back at Gallus, "Making it really hard for me to protect you kid. If I were you I'd shut your mouth before you start pissing ME off!"

"Go ahead, do something, that would be the end of your career," Gallus said, then felt some heat. "Why is it so hot?"

Gallus turned around to face the Nirik form of Autmn Blaze. "GET OUT OF MY SIGHT!"

Gallus panicked and flew away, Autumn taking a breath and turning back into her Kirin form. "I really hate that guy, I hate him so much."

"Autumn Blaze?" Peter asked.

"Hi, just came to check on you, then saw that jerk running his mouth," Autumn Blaze said

"He really says things that can really tick a pony off," Applejack said. "What he said about Rumble just crossed the line."

"He crossed the line the moment he brought up Garble," Peter said. "Still...that comment about Rumble. I just spoke to Rumble, he's already upset because he can't fly and now he's worried about being able to provide for Apple Bloom."

"He don't gotta worry, he's got us," Applejack said. "He's an Apple now, and Apples look after one another."

"This whole thing...these damn villains...My poor wife..." Peter groaned, the hero nearly on the verge of tears. "I honestly don't know what to do."

"Hey, easy now, don't stress yerself out," Applejack said.

"We'll figure it out," Autumn Blaze said, nuzzling Peter. "I will stay right by your side until we do so."

"You don't have to," Peter said.

"Well I want to, Peter," Autumn Blaze said. "You always help me when I need it, and you help everyone. It's our turn to help you."

"She's right, time someone gave back to you fer a change," Applejack said.

"Thanks girls..." Peter said, the boy still feeling worried. "I can't risk them getting hurt though, I gotta figure out how to do this alone. No one else is getting hurt or dying because of me."

"Peter, you need some rest, we can figure this out tomorrow," Applejack said.

"Okay," Peter said, trotting back home with Applejack and Autumn Blaze.

The first strike from the villains hit critical points, the heroes have a lot to bounce back from.

Faith Collapsing

Later that evening, everyone from Equestria had started returning home from their trip across the multiverse. Some looked exhausted from their fights, others looked worried or disappointed, knowing what was to come.

Peter had gone back home, the hero still feeling stressed out from the prior day. More than anything he wanted to check up on his wife again, hoping she had made some recovery after her mind control.

Once inside, he could see that once again the main floor of the library was filled with his friends, each of them catching up with one another and trying to relay some information. The chaotic nature was a lot for them, many struggling to get some words in.

"Ahem!" Peter said, getting everyone's attention. From what he could see, it was mainly Johnny, Bobby, Remy, Logan, Wade, Janet, Rainbow Dash and Miles. No one else seemed to be home at the moment. "Is this everyone?"

"Seems like it," Bobby said. "Aside from Rainbow Dash, none of the wives are here."

"Spike's not home. Not yet at least," Janet commented. "He and Shining Armor should be back soon. Because it seems like a lot of ponies are very stressed out by this whole ordeal and the two are really trying to calm them down."

"That should be my responsibility," Peter lamented.

"You don't need to do everything Peter," Bobby said. "Besides, Spike and Shining Armor will be fine. One is a proud Dragon Knight and the other is Prince of the Crystal Empire. They totally got this under control."

At the Friendship Center, many of the ponies were seen stressing out over what had transpired, and wanting answers as to why Twilight Sparkle had acted the way she did.

"Listen, I know you're all worried, but you need to calm yourselves!" Spike urged.

"What's going on out there? Why was Princess Twilight hurting everyone!?" Toola Roola asked.

"Who were those other mean ponies!?" Coconut Cream asked.

"You'll get your answers in time," Shining Armor said. "Right now, Spider-Mane is assisting Twilight, when he's done, he will update everypony on the situation."

"This is getting out of hoof, we just had a big incident yesterday, now we have more to worry about!?" Berry Bliss asked.

"We also had those villains after that big tournament too," Strawberry Scoop said. "Is this part of their big plan?"

"One of them said something about a Multiverse Armageddon," Rainbow Harmony said. "What if it's already starting!?"

"Peter and his friends have it under control," Spike said. "Not to mention we still have the Capcom Warriors by our side."

"Capcom!? It's their fault this is happening!" Berry Bliss insisted. "If they hadn't shown up, we wouldn't have to worry about threats from other worlds!"

"I know it seems that way, but remember, they're on our side," Spike said.

"Didn't they hate Spider-Mane?" Rainbow Harmony asked.

"He's friends with them now, Peter is close to the heroes from that world, and others," Spike said.

"Kind of starting to wonder if this is partially his fault," A pony named Goldylinks said.

Shining Armor turned to the pony, "What was that ma'am!?"

"Uh...nothing," Goldylinks said.

"I would hardly call it 'nothing'," Came the voice of Indigo Zapp, the mare trotting into the building. "I'd say, you're right on the mark."

"What are you doing here?" Shining Armor asked.

"With all the commotion, I figured I'd stop by, in place of Fleetfoot," Indigo Zapp said. "So, more trouble in Ponyville? Must these ponies continue to suffer?"

"Don't start, alright?" Shining Armor warned. "What happened was just an accident, so I'd appreciate it if you weren't trying to make anypony look bad."

"Hey come on now, all I said here was that things could have been handled so much better," Indigo Zapp said. "No homes needed to be destroyed, nopony needed to get hurt."

"Everything's fine, the heroes handled it all," Shining Armor said.

"To be fair, it's their fault this happened in the first place," Indigo Zapp said.

"Don't start, that is blatantly not true," Shining Armor said.

"Some ponies spotted the one known as Mr. Negative, you know, one of Spider-Mane's old foes from Earth," Indigo Zapp said.

"That's just one, what about the three sirens he was with?" Shining Armor asked. "That's a problem from our world that the heroes willingly handled."

"And who brought those Sirens along with them to terrorize ponies?" Indigo Zapp asked. "That's right, Mr. Negative."

"Listen, you can spin this however you want, but it's not going to make a difference," Spike said. "What happened today happened because of the villains, not the heroes."

"Villains, heroes, same thing," Indigo Zapp said. "Both of them are blights on this world."

Spike started to get visibly annoyed, "Listen lady, one of those heroes is my wife. I would appreciate if you didn't talk trash about her."

"You're married to one of them?" Indigo Zapp asked.

"Yeah, I am! My wife is The Wasp!" Spike said. "She's a great hero, a member of The Avengers. It's thanks to her that I pushed myself to be the dragon I am today, I will not let you degrade her name!"

"I don't need to degrade her, being among those other humans is more than enough," Indigo Zapp said.

"Okay, that's enough!" Shining Armor shouted. "You are not going to come into my sister's school and disrespect people like her husband! If you're going to be this way, then leave! We don't want you here!"

"Hey, I'm here under Fleetfoot's orders," Indigo Zapp said.

"I don't care! If she has a problem, she can come to me about it," Shining Armor said. "I'm trying to maintain some peace here, I don't need you slandering my brother-in-law and his friends right now!"

"Seriously, you're a poor excuse of a Wonderbolt if you're going to actually villainize Peter," Spike said. "Do me a favor, and take a hike!"

"...Alright, have it your way," Indigo Zapp said. "But, this is far from over."

"Just go! Now!" Shining Armor demanded as Indigo Zapp finally made her exit.

"What a pain," Spike said.

"But, she's not wrong," Goldylinks finally admitted. "A lot of the problems did start with Spider-Mane."

"Yeah, since coming to Equestria, he has brought a fair bit of trouble," Berry Bliss said, many ponies beginning to agree with her.

"This isn't good," Spike noted.

As ponies continued gossiping and murmuring, a voice had echoed through the main hall, “Oh, I do NOT believe this!" All the ponies turned their attention to Octavia Melody, the mare standing alongside Vinyl Scratch, Derpy Hooves and Doctor Hooves. "You're all honestly going to turn against Spider-Mane now!? After all he's done for us!?

"That's so not cool, he's been busting his flank for Equestria for like ten years now, and suddenly it's all his fault?" Vinyl asked.

"He works hard to keep us safe, don't you dare drag him down," Derpy said.

"Indeed, he's always quick to fix a problem," Doc said. "Why even during the incident with The Accords he knew things were going a bit too far."

"Like with your annoying robots?" Strawberry Scoop asked.

"My robots were not annoying," Doc said. "All they did was monitor your activities to ensure you were not breaking the law!"

"It's an invasion of privacy," Berry asked.

"You act like they went into your homes or something," Doc said. "I will admit, they weren't perfect but it was to protect the town and hopefully ease up the heroes' load. You know, since they constantly save us all for destruction!"

"I do not want to hear anyone else talking about how much of a 'dangerous threat' Spider-Mane is," Octavia said. "Because honestly, if it wasn't for him, most of you would probably be dead!"

"He just delayed the inevitable," a stallion with a pink coat and mane said.

"Oh wow, you're just a bunch of wimps if you're going to let a little trouble scare you," Vinyl said. "You would have all peed yourselves when Queen Chrysalis first attacked."

"That's what I've been saying," Came the voice of Lyra Heartstrings, the girl trotting over. "I was worried this might happen. To think that it all began with that annoying pest from Griffonstone. I would have thought he was smart enough to learn not to act like this after the way Thunderlane reacted, but clearly he needed to screw up himself. Unfortunately he is intent on dragging you poor suckers down with him."

"Hey, we're not suckers," Berry Bliss said. "This has nothing to do with Gallus too, we're capable of figuring things out for ourselves."

"Uh-huh, sure," Lyra said. "Ponies like you are too hive minded to think for yourselves, the moment you have a chance to side with the majority, you will. One speaks up, the others start to agree, and soon you're all basically sheep who follow your shepherd."

"Whoa, she's really tearing into them," Spike said.

"The cool thing now is to hate Spider-Mane, just like the cool thing was to complain about The Accords, or the way The Avengers ran things, all the way back to it being okay to just dismiss Princess Luna, because she's creepy and stuff," Lyra said. "How many of you willingly went along with The Flim Flam brothers during Cider Season, just because they sang a catchy song?"

"Like you didn't do the same!" Goldylinks said.

"Well I could have been a hive minded pony, but then I met Peter Parker," Lyra said. "He lives so freely that it's practically contagious. I guess humans just have a better grasp of free will than ponies do. All you do is follow the crowd, and outcast those who don't. Like with his daughter."

"You mean Mayday?" Rainbow Harmony asked.

"Yes, the little girl whom you all mock for being an introvert," Lyra said. "I bet you feel so proud of that, don't you? You bunch of cowards!"

"Cowards?"

"How dare you!"

"You can't talk to us that way!"

Many of them started muttering, just about ready to lash out against the outspoken Lyra.

"I'd be nice if I were you, I know someone who can dig up dirt if need be," Lyra warned.

"Uh, Lyra dear..." Doc whispered. "Perhaps it's best not to weaponize your connections."

"It's just to scare them, ponies are too spineless to not take threats seriously," Lyra whispered back.

Shining Armor grumbled in annoyance, then felt someone trying to get his attention, that of course being his niece, who was joined by Mary Jane and Benjy.

"Uncle Shining, when can we all go back home?" Mayday asked.

"Yeah, Benjy's getting a bit restless," MJ said.

"Soon, so try and get comfortable," Shining Armor said. "Isn't that Nightcrawler guy around here? He can read Mayday and Benjy those story things that Flurry liked."

"You mean the Parables?" Mayday asked.

"Yeah, Flurry really liked those, she says there's a lot of good messages in them," Shining Armor said.

"Well, I don't know if Mr. Wagner's around right now, if he is, then he's probably off helping others," Mayday said. "Besides, I'm too worried about my mom to think about hearing stories."

"Oh come on Mayday, have a little fun here," Flurry said, trotting over with Luster Dawn, Franklin and Flash. "This place has a lot of fun activities, and a lot of the rooms are free."

"That is a smart idea," MJ said, turning to the girl. "So, what do you say?"

"I just want to go home," Mayday said. "I don't feel too welcome in this place anyway."

"What makes you think you're not welcome?" Flurry asked.

"Because she's not!" A pony named Citrine Spark said. "She doesn't belong here with us!"

"Uh, is that a joke?" MJ asked.

"I don't think she is," A dancer pony named Weenie Waltz said. "That little pony is not exactly fitting for a place like this."

"Yeah, she and her father hated the School of Friendship," Strawberry Scoop said.

"If she doesn't like us, then we don't like her!" Goldylinks said, many ponies agreeing and making Mayday feel self-conscious.

"Hey, morons!" Shining Armor stood in front of his niece in a protective manner. "You know this is a child you're talking to!? Don't you!?"

"Yeah, don't say things like that about her," MJ warned.

"Ma'am, Prince Shining Armor, if I may," Doc said. "It might be better to approach this in a civil manner, slander will get us nowhere."

"Put a sock in it you hack!" Strawberry Scoop said.

"Well, that was quite rude, but I shall be the bigger pony," Doc said. "After all, my foals are nearby, and I-"

"I bet you're a lousy father!" Citrine Spark said.

Doc grew a bit more irritated, but refused to give in to his frustrations, "A little more hostility than I would like, however-"

"You suck!"

"Alright, that's it! Which one of you said that!?" Doc shouted, looking ready for a fight. Fortunately the other mares were quick to calm him down.

"Don't let them get to you," Derpy said.

"They're just uncouth," Octavia insisted.

"I say...we have Spider-Mane banned from Ponyville!" Goldylinks said, many agreeing with her.

"Are you ponies serious!?" Flash asked.

"Yeah, we are!" Berry Bliss said.

"Whoa! Hold on a second!" Spike implored. "How did we get to this!?"

"Spider-Mane is a curse! This problem must be dealt with!" Comet Tail said.

"I say, we run him and his friends out of town!" A blue pony said.

"Noteworthy! So not cool!" Lyra scolded. "I know you're better than that!"

"Then why did you leave me, Lyra!?" Noteworthy shouted in dismay. "We could have been something great!"

"Uh...that was weird," Vinyl said.

"I say we start with Gambit!" Caramel said.

"Which one is that?" Strawberry Scoop asked.

"The one with the creepy red eyes," Caramel said.

"Oh yeah, I never liked him!" Citrine Spark said.

"Well, I kind of did," Toola Roola quietly admitted.

"None of you are running anyone out of town!" Shining Armor warned. "Try anything and you will regret it!"

"My daddy fights hard to protect you! How can you just treat him like this!?" Mayday asked.

"Quiet you little curse!" Caramel shouted.

"You watch your mouth about my friend!" Luster Dawn warned.

"Quiet! You're a troublesome pony too!" Citrine Spark said.

"This is beyond embarrassing," Doc said.

"Honestly, talking like that to a child," Octavia said. "And you're supposed to be the town I call my home."

"Hey don't lump all of us in with these nutjobs!" Roseluck said. "Some of us like Spider-Mane, he's really nice."

"You kiss up!" Sunshower shouted.

"Yeah, how dare you betray us!" Lucky Clover said.

Tensions began building within the Friendship Hall, much to Shining Armor's worry.

"This can't be good," Shining Armor said.

Seconds later, Steve had arrived with Sugar Belle and Double Diamond. "Shining Armor, how is everything in here?"

"About as bad as it can get," Shining Armor lamented.

"Hm? Why do you say that?" Steve asked.

"You!" Caramel shouted, getting in Steve's face. "We blame YOU for this!"

"Hey, take a step back!" Double Diamond warned, with Sugar Belle stepping in as well.

"Now, now, let him speak," Steve said, focusing on the pony. "Is there a problem, son?"

"Ever since you heroes came to Equestria, things have gotten worse and worse for us!" Caramel shouted. "How many times must Ponyville be destroyed because of you!?"

"Yeah, plus your stupid war got this school closed down!" Citrine Spark said.

"We really liked this school!" Goldylinks said. "Without it, we have nothing!"

"Isn't it still standing?" Double Diamond asked. "You can do the exact same thing now that you did then. Just without the class aspect."

"We LIKED the class aspect!" Strawberry Scoop said. "Without it, it's just a cold reminder that this school just isn't what it used to be!"

"You're being silly, besides it's not Cap's fault the school closed down," Sugar Belle said.

"It closed down because the teachers got involved in that war!" Lucky Clover said.

"Without the war, the school would have survived," Goldylinks said. "You took our only chance of spreading joy and harmony across the world!"

"...Weren't we already doing that by, you know, socializing?" Double Diamond asked. "You know, like normal ponies?"

"Yeah, you act like this school is the only way to make friends," Sugar Belle said. "I didn't need some fancy school to make the friends I did. I already had three good friends from my village, then later I became friends with The Apple Family."

"Yeah, no school required," Double Diamond said.

"Besides, they didn't learn anything in this school," Lyra said. "If they did, they'd actually be friendly, but they're not. Instead they're demonizing a little girl and making her feel like a freak!"

"Little girl?" Sugar Belle asked.

"Some of these 'kind' ponies had some interesting words for our dear Mayday," Octavia said, gesturing to the now uncomfortable filly.

"I just wanna see my mommy and daddy now," Mayday said, quivering a bit while Franklin kept her company.

"Hey, I'm here for you," Franklin reassured.

"Bet she's faking it," Caramel said, this immediately irritating Franklin.

"Hey asshole!" MJ shouted. "You think talking down to a little girl makes you a big, strong pony!?"

"I'd like to see you try that crap with me," Flash goaded.

"I bet I can take you, whoever you are," Caramel said. "I stand by what I said!"

Franklin huffed in frustration, trying not to lash out, "Stay calm Franklin. Don't do anything stupid. Just comfort Mayday, she needs you."

"Seems to me like you're still bitter about Applejack choosing Gambit over you," Shining Armor said.

"N-no!" Caramel insisted. "This has nothing to do with Gambit, I never even heard of the guy!"

"You literally said his name a few minutes ago as one of the ponies you want to run out of town!" Spike said.

"You WHAT!?" Sugar Belle angrily stepped to Caramel. "How dare you! Remy is my mentor and my friend! He and his family let me stay with them and treated me like one of their own! To want to run him out of town after all he's done for Ponyville is just awful!"

"He was one of Captain Equestria's men during that war!" Citrine Spark reminded.

"Come to think of it, you and that other pony took his side!" Caramel said. "So it's partially YOUR fault the school got shut down!"

"And Doctor Hooves too!" Lucky Clover pointed out.

"Leave it to one so inferior to me in looks and abilities to try and bring me down to his level," Doc said.

"Wow, you two do kind of look alike," Vinyl said. "But you rock the look way better, Doc."

"Thank you, Vinyl," Doc said, then turned to Clover. "And for what it's worth, I sided with Tony Stark. Not that it matters, because I perfectly understand why Steve Rogers had to do what he did!"

"So you admit it, traitor!" Lucky Clover said.

"Now see here-!" Doc was about to say. "Actually, disregard it. I refuse to stoop to the level of one so petty."

"Cap!" Bon Bon called, the mare making her entrance alongside Scott Lang. "Hey, how is everything here?"

"Is everyone safe?" Scott asked.

"It's another one of those so-called heroes!" Goldylinks said.

"Yeah, the useless one!" Berry Bliss said.

"Useless!?" Scott asked.

"Things are getting really bad here, Bonnie," Lyra said. "Everypony is blaming Spider-Mane for all this."

"Wow, that's petty, and after he risked his life too," Bon Bon said. "Scott, do me a favor, and let Ponyville's Top Hero know about his 'adoring' fan club."

"Wait, can you take Mayday?" Shining Armor said, gesturing to his niece, now being comforted by Franklin, Flurry and Luster Dawn.

"Oh sure, you got it," Scott quickly trotted over to Mayday. "Hey, you alright?"

"No, everyone's being mean to me," Mayday said, wiping a tear from her eye.

"Yeah, they called her an outcast and stuff," Luster Dawn said.

"We meant it too!" Caramel said, then suddenly found himself ducking some fire breath.

"That was a warning! One more crack like that about my niece and you'll regret it!" Spike threatened. This did finally serve to motivate the others to quiet down.

Franklin huffed in annoyance, "Lucky them, I was close to losing my temper as well."

"Let's get you and your friends out of here, kid," Scott said, gesturing the younger ponies with him.

Mayday was quick to follow Scott, avoiding any eye contact with the other ponies as her friends stuck closely behind her.

"That whole thing was beyond ridiculous," Shining Armor lamented, then focused on the ponies. "Now, until Peter gets back, all of you are to remain here. And I don't want any trouble regarding that. If you do not cooperate, you will not only have me to deal with, but also my wife and her family. This is a serious matter and I need all of you to cooperate!"

"Sure thing Mr. Shining Armor," Golden Harvest said.

As the ponies went back to minding their own business, save for a few who huddled together for something, Shining Armor turned his attention to Mary Jane. "If you want, you can take my nephew back to his parents. I think things outside are calm enough for him to go home."

"Yeah, you got it," MJ said, glancing at the ponies. "Still, what was with them trash talking Peter? Is that normal?"

"No, years ago the only time it happened was with a pony named Thunderlane, but he's mellowed out and has made peace with Peter," Shining Armor said. "The only other troubling individual we've had was that Griffon, Gallus."

"Should we be worried?" MJ asked.

"No, it's fine," Shining Armor said. "Most ponies are loyal to Peter, we've just had a few bad ones today. They're likely just stressed out so I'll give them the benefit of the doubt. Granted it's not easy after how they were speaking to my niece."

"I don't blame you," MJ said. "Talking like that to a girl her age. I don't care what she had to say about this school, these are literal adults throwing a tantrum over something so stupid. And all this over the School of Friendship? What exactly is it anyway?"

"A couple of years ago, my sister opened a School of Friendship to help ponies make friends, that being this very building," Shining Armor said. "It sounded like an interesting idea, and it seemed to work for a bit. But over time, that whole idea just fell apart."

"Talking about the School of Friendship?" Spike asked. "To think, even after this place rebranded, ponies have not forgotten about it."

"What are your thoughts?" MJ asked.

"I thought it was a neat idea, I liked Twilight's concept of it," Spike said. "It seemed like a good place for ponies to socialize and learn about Friendship. But I do understand where Peter was coming from. In hindsight, the ponies spent much more time studying than actually making friends, and the ones who did make friends did so naturally rather than using anything from here. Maybe a few ponies benefited but beyond that, this place didn't need to be a school. The Friendship Center works just as well because there's less stress about studying and more time to just be friendly."

"Personally, I believe that this should have just been a regular school," Shining Armor said. "My sister's very intelligent, she could have been an actual teacher. I know this place taught Equestrian Culture and its history."

"It still does, there are classes, just not mandatory grade earning classes," Spike said. "Seriously, there's so many neat ideas here, and Peter hopes to incorporate more like science classes, and even a video game room. This place is still getting so much more than the school did, so I don't know why ponies are even that mad."

"Regardless, they need to accept reality, this place is not just going to magically turn back into the school," Shining Armor said.

"I just hope Twilight doesn't cave into pressure or anything," MJ said.

"She won't, she's better than that," Spike said.

"Well, I'll just get Benjy home," MJ said, trotting off. "I'll see if Peter can give the all clear. I just hope ponies will listen."

"Oh they will, I'll make sure of it," Shining Armor said.

Spike sighed in worry, "Geez, things just aren't looking great for us, are they?"

"Don't worry about it Spike, we'll get through this," Shining Armor said.

Nearby Flash seemed a bit worried. The reaction of the ponies definitely did not seem to be going well with him. "These ponies were so quick to turn on Peter. Hopefully it's just a vocal few rather than anything worse. But, he should be fine. Peter never lets anything stop him."

Meanwhile Steve and Bon Bon were explaining what they could to Lyra, Vinyl, Doc, Derpy and Octavia.

"The damage was pretty bad, and a lot of ponies are in the hospital with critical injuries," Steve said. "Homes were wrecked too, some ponies may need a new place to stay."

"I'm working with who I can to ensure that happens," Bon Bon said. "But, I imagine that Princess Twilight may have a lot she'll regret."

"Not that it's her fault, the fault lies in Mr. Negative and those three sirens," Steve said.

"Oh totally, no one in their right mind would blame Princess Twilight," Vinyl said.

"Well given the behavior of ponies today, I wouldn't be surprised if they blamed her, or somehow blamed Peter," Octavia said.

"It's just a few bad ones, Tavi," Vinyl said. "Most ponies are chill when it comes to Spider-Mane. Besides, he's a nice guy, kind of hard not to like him."

"Didn't you not like him, once?" Derpy asked.

"Yeah, but that was forever ago, and I was just really ticked off at something he did," Vinyl said. "Plus, Thunderlane got in my head a bit, so it affected my brain waves."

"I wasn't too fond of him myself once, mostly out of jealousy," Doc said, placing his arm around Derpy. "Thankfully I have a good wife who gives me less reason to feel that way."

"I admire Peter, but you'll always be the stallion for me," Derpy said, kissing Doc on the cheek.

"I was in your boat, Doc," Bon Bon admitted. "I used to think Peter was nothing but trouble. But he always does his best."

"Just like I've been saying," Lyra said.

"Yes, Lyra, just like you've been saying," Bon Bon said. "Honestly, given how much you gawked at him, I'm surprised you even looked my way."

"It's fine, I like Peter, but it wouldn't have worked out between us, you're the one who captured my heart," Lyra said, kissing Bon Bon on the cheek.

"Aw, how sweet, love is in the air," Vinyl said, then turned to Octavia. "So, where's my kiss?"

"In your dreams," Octavia replied.

"Oof, burn," Vinyl said in a mock hurt tone. She then remembered something. "Hey Lyra, earlier that Noteworthy guy seemed bothered by you rejecting him. What's the story with that?"

"Oh yeah, I used to date him, and things were going well," Lyra said. "Then I found out I was gay, so I had to break it off. Shame too, probably could have had something, but the universe has spoken."

Everyone stared in disbelief for a second, trying to process what this mare had said.

"Lyra honey, do you need to lie down for a bit?" Bon Bon asked.

"Hm? Why do you ask?" Lyra replied.

"Uh...no reason," Bon Bon insisted.

Steve chuckled to himself, "You have quite the lady there, Bon Bon. You're a lucky mare."

"Thanks Steve," Bon Bon replied. "What about you and Celestia? Is that getting serious?"

"A little, honestly I still can't believe we're a thing," Steve said. "Tony couldn't believe it either, he was positive that I would end up with Black Widow."

"Life has a lot of twists and turns," Bon Bon said.

"Well speaking of Celestia, I will need to talk things over with her," Steve said. "The arrival of the sirens will definitely not sit well with her."

"Oh yeah, I gotta report this as well," Bon Bon said. "Steve, let's get Sugar Belle and Double Diamond so we can do what we gotta do."

"Where did they go?" Vinyl asked.

"They went to check on the Apple Family," Bon Bon said. "I think they're in the other room. They should be back soon."

Meanwhile at another part of the building, Apple Bloom is seen rocking her son, hoping to keep him calm, but a lot of the tension nearby caused the young foal a bit of anxiety.

"There now, little guy, it'll be alright," Apple Bloom said in her most nurturing tone.

"The poor dear," Cheerilee said, sitting nearby. "All this chaos can be so stressful for a child."

"It can be stressful fer anypony," Apple Bloom said. "But who knows, maybe he's just hungry."

"If you need to feed him, I can get you some privacy," Cheerilee said.

"I'd like to be sure we're not moving, it's a pain when you and yer baby get comfortable before having to get up," Apple Boom said.

"Peter should be coming soon," Sugar Belle said.

"Thanks..." Apple Bloom looked around. "Mayday hasn't come back. Is she still out front with Mary Jane?"

"She went home, some of the ponies here were being rude to her," Double Diamond asked, this getting the attention of the other apples.

"What's this now?" Big Macintosh asked.

"A few ponies were being rude when talking about the heroes, especially Spider-Mane," Double Diamond said.

"And Remy too, that pony Caramel wanted him to be run out of town," Sugar Belle said.

"He what!?" Big Macintosh shouted in irritation. "That varmint, ah ought to teach him a lesson!"

"Big Mac, get control of yourself," Cheerilee urged. "Aggression won't solve anything."

"She's right," Granny Smith said. "Last thing you want is to make things worse. Though ah understand yer frustration."

"Why are ponies turning against Remy and Peter?" Apple Bloom asked. "They're the ones who just saved everyone!"

"Those ponies feel like the heroes caused all this in the first place," Sugar Belle said.

"That's a load of horseapples, and they know it," Granny Smith said. "Blaming them heroes is downright despicable!"

"I gave them a piece of my mind, but a piece is not enough for me," Sugar Belle said.

"They best be watching themselves, or a certain few ponies can say good-bye forever to Cider Season and our Zap Apple Jams," Granny Smith said.

"We'll make sure they dial it back," Double Diamond said. "Er, somehow at least."

Seconds later, Thunderlane peeked into the room, "Hey, everything alright in here?"

"Howdy Thunderlane," Apple Bloom greeted. "We're fine."

"That's good," Thunderlane said, trotting in with Felicity on his back. "Things are pretty wild huh?"

"Sure are, can't wait to go home soon," Apple Bloom said.

"Same, this is such a big mess," Thunderlane said. "But that's life in Ponyville I guess. Seems like Peter has things under control. Always the reliable one."

"Too bad most ponies don't feel the same," Big Macintosh said.

"What does that mean?" Thunderlane asked.

"Ponies in the hall are actually blaming Peter and the heroes, saying these problems started with them," Sugar Belle explained.

"...You're joking, right?" Thunderlane nervously said.

"Sounds like they pulled a ‘you’ from years back," Apple Bloom said.

"Oh boy..." Thunderlane lamented. "Once again my old mistake comes back to haunt me."

"Not like it's yer fault," Big Macintosh said. "You made things right in the end."

"Still, just hearing about this reminds me of my cringier days, I hate it so much," Thunderlane said.

"Daddy, sad?" Felicity asked.

"Huh?" Thunderlane turned toward his daughter. "Uh, no dear, daddy's fine. Daddy's just a bit worried about Peter."

"Where Peter?" Felicity asked.

"At home," Thunderlane said. "You can see him later if you want."

"Want to see Peter, also want to see Benjy," Felicity said. "Benjy cute."

Thunderlane raised his eyebrow, "Wow, little young to be liking boys there. Then again I guess you're like Felicia in a way, fascinated by a Parker."

"It's probably nothing, Thunderlane," Apple Bloom said. "She probably thinks Benjy's cute the same way she finds a critter cute."

"That's a bit more reassuring," Thunderlane said. "Whatever keeps her from being too similar to Felicia."

"Who Felicia?" Felicity asked. "You talk about her before."

"Uh, tell you later," Thunderlane said. This revelation took everyone by surprise.

"Okay...and where mama?" Felicity asked.

"She's off looking for ponies to keep safe," Thunderlane said.

"Mama a superhero! Like Peter!" Felicity said.

"Yeah, like Peter," Thunderlane said.

Apple Bloom seemed confused for a moment, thoughts of curiosity running through her head, "That's odd, shouldn't Felicity know who her mom is? Does she think Lightning Dust is her mom?"

"Well soon you and your daughter can see Peter," Sugar Belle said. "Hopefully things clear up sooner than later."

Meanwhile at Peter's home, the wives had finally returned, joined by Gwen and Autumn Blaze.

Trixie and Starlight were present as well, expecting to hear a quick explanation on what's been happening.

"So, right now Cadance and a couple of others are still checking through town to make sure ponies are alright," Gwen said. "Many are in the hospital though, and I won't lie, it looks bad."

"Great..." Peter lamented.

"These villains really left their mark," Gwen said. "It wasn't just here either, they hit all parts of the Multiverse."

"Miguel's with Julia to check on the damage, but based on her reaction when he got there, things looked bad," Miles said.

"What exactly did happen?" Peter asked. "Miles, what did you see?"

"I showed up in some world called 'SNK'" Miles said. "It's the one Miguel went to, with that Terry Bogard guy. While there we spotted a pair of villains. That Tae-Kwon-Doe lady, Juri, and that demon guy, Vergil."

"I still don't know who Juri is, but the more I hear about her, the more dangerous she sounds," Peter said.

"She's one of the most dangerous villains in the Capcom world, so I guess that would be reason to be worried," Miles said. "We fended them off, but some of the SNK guys took some really bad hits. I think they'll survive though."

"Any allies?" Peter asked.

"Yeah, some dude named Rashid, another Street Fighter," Miles said.

"I remember him, he was one of the newbies at the Marvel vs Capcom Tournament," Peter recalled.

"Some succubus lady was there too, and a cat girl," Miles said.

"Sounds like Morrigan and Felicia," Peter said. "Are they alright too?"

"They're fine, just a little banged up," Miles said.

"That's better than dying," Peter said. "Anyone else? Bobby, what about you?"

"I went to Namco and met this group that looked like something out of a fantasy book," Bobby explained. "One guy had dual swords, one kid was doing magic, there was a ninja girl, and a blonde girl with rings."

"That's quite the description," Peter said. "I wonder if that was Rita Mordio's old section?"

"I think I heard one of them mention her buddy, Yuri Lowell," Bobby said. "So not their exact area, but within that realm. I don't know for sure, Namco's not a world I'm familiar with."

"None of us really are," Johnny said.

"Point is though, I ran into three villains," Bobby said. "First was Bison, and we all know Bison."

"Especially de X-Men," Remy said.

"He wasn't alone, for starters he had some girls with him," Bobby said. "They all dressed pretty much the same too."

"Might have been his Dolls," Logan said. "Cammy was one of them too."

"Dolls? What a weirdo," Rainbow Dash said.

"He plays with dolls?" Trixie asked.

"That's just something he calls his group of female henchmen," Bobby said. "Like Dash said, dude' sa weirdo."

"So, what else happened there, Bobby?" Autumn Blaze asked.

"After them, I ran into some creepy guy with a beard, called himself 'Lord Tirek'," Bobby said. "I think he knows Celestia, he told me he looks forward to seeing her again."

"That name is familiar..." Starlight said, rubbing her head. "Tirek, the Centaur who was banished a thousand years ago."

"The dude was dangerous, he stole some of the magic from that other group, and tried to steal mine too," Bobby said. "Thankfully I'm not too reliant on magic, though for all I know, he could have stolen whatever magic that was keeping me stabilized in this world."

"I think you're fine," Starlight said. "So long as you stopped him in time."

"I sure did, sucks that he got away," Bobby said. "That's not all of it, some other woman was there. I don't know her name, but she had glasses, a lab coat and messy brown hair."

"That does not sound familiar," Peter said.

"Well all I can say is that she's dangerous," Bobby said. "She fatally wounded one of the girls there. I took her to Capcom's Portal Room and I think they went to find someone they trusted to heal her. Hopefully she turns out alright. Same with that dude that Bison annihilated. It was brutal."

"I was in Namco too," Remy said. "I ran into your old buddy Venom there, Peter."

"Really? Who was he fighting?" Remy asked.

"He was keeping some martial artists away from a fight between some boy named Jin and his father Kazuya," Remy explained. "I can't say I know much about any of them."

"I still don't get why Eddie is working with these guys," Peter wondered. "He's not one to cooperate with other villains. Something strange is going on."

"I'll say," Rainbow Dash said. "Johnny and I, we went to Sega. The part I went to let me reunite with Sonic and his friends."

"How are they doing?" Peter asked.

"Not good," Rainbow Dash confirmed. "First off, I got to see his enemy, Doctor Eggman."

"So...is he an actual egg?" Bobby asked.

"That would be hilarious," Trixie said.

"Not an egg, but he's shaped like one," Rainbow Dash said. "That's not all, Annihilus was there too."

"That is someone we do not want to deal with again," Johnny lamented. "But, things just aren't that easy I guess."

"That's not all, while there, I saw a guy who looked just like Goku," Rainbow Dash said.

"Goku? Wait, didn't Discord mention something about an evil Goku?" Bobby asked.

"He did," Fluttershy confirmed. "He also mentioned that he was friends with a being known as a 'Kai'."

"If you mean a green guy with pointy ears and a white hair that looks like a mohawk, then yeah, that's him." Rainbow Dash said. "The names I got were Goku Black and Zamasu."

"So, an evil Goku does exist, that's a bit worrying," Peter admitted. "Goku himself was difficult to fight, so imagine one that doesn't hold back."

"I don't need to imagine, I've seen the damage," Rainbow Dash said. "Goku Black completely laid waste to Sonic's world. A few of his friends were killed too."

"Hold on, what!?" Peter asked in worry. "That girl Amy, or that fox Tails, were they-?"

"They're alive, it was a different group of friends," Rainbow Dash said. "Point is that despite help from Amy, Tails and Knuckles, some from a woman named Bayonetta, martial artists like Akira, Jacky and Sarah, and even some powerful hedgehog named Shadow, Goku Black was still too much, and so was Annihillus. It was a nightmare."

"It was bad where I was too," Johnny said. "Super Skrull sent his armies to invade Sega's Earth. While there I ran into a group of teenagers, who I think were superheroes, at least that's what they said they were."

"You ran into superheroes?" Bobby asked.

"What were they like?" Autumn Blaze asked.

"They called themselves 'The Phantom Thieves'," Johnny confirmed. "I didn't question the name, but I did fill them in on who Super Skrull was."

"How bad was the damage on their Earth?" Peter asked.

"Pretty bad, I managed to get rid of Super Skrull for the moment, but I couldn't fully gauge the damage," Johnny said. "I didn't even want to leave but I was told the heroes there could handle themselves for the time being."

"Sounds like a doozy," Wade said. "Me, I ended up in Square. Sephiroth was there too, along with Tempest Shadow."

"Tempest? The girl who attacked with The Storm King and Loki?" Peter asked.

"Yeah, things were really bad for Cloud and his buddies," Wade said. "Sunset Shimmer and Dante were there too, but Sephiroth was a monster. Not only that, Doc Ock was there too."

"Wait, did you say 'Doc Ock'!?" Peter shouted in disbelief. "As in, Doctor Octopus!?"

"Who else is called 'Doc Ock'?" Wade asked.

"He's actually alive?" Peter asked. "I thought Osborn killed him, how is he alive?"

"He didn't say, and unless that was some weird illusion, Doc Ock is alive," Wade said.

"Who's Doc Ock?" Autumn Blaze asked.

"A scientist where I'm from, brilliant mind, but felt like the world kept screwing him over, so he wanted revenge," Peter said.

"Sounds tragic," Autumn Blaze said.

"Geez, who else is coming back?" Peter wondered. "Still, how bad was the damage in Square?"

"A lot of them were banged up, but mostly the irrelevant ones," Wade said. "The ones that actually mattered are fine."

"Wade, don't word it like that, it's mean," Pinkie scolded.

"I'm just being honest," Wade said. "The only reason things weren't worse is because some guy called 'The Luminary' showed up with his JRPG buddies."

"Uh, not gonna question that last part," Peter said. "Still, glad there's still strong heroes."

"Also some guy named Vincent, who everyone thought died in Ragnarök, is actually alive," Wade said.

"Oh, someone survived Ragnarök?" Peter asked. "Besides who we already knew?"

"Sure did, lucky him," Wade said.

"Wasn't the only one," Logan said. "When I went to the Capcom World, I spotted Cammy."

"Cammy?" Peter asked. "Cammy White? She's alive?"

"Honestly, fer a second, I thought I was in the wrong version of Capcom, but no, it really was the right place," Logan said. "She got injured but wasn't actually killed. She was rescued by that Vincent guy and they spent a year in Superman's world, where they were made honorary members of The Justice League."

"That's amazing," Peter said. "I'm glad Cammy's alive, but what about what you saw?"

"I just missed it, but Chun-Li told me that Wesker, Tron Bonne and The Green Goblin were all there," Logan said. "She also mentioned The Prowler, but it seems like this Prowler was not from yer world."

"He's from mine," Miles reminded.

"Oh right, you're uncle," Peter said. "Sorry that this is happening to you."

"It's hard for me to believe too," Miles said. "My uncle was always such a cool guy. I never would have expected him to turn into a crook. Despite that, I still can't see him as evil, because even now he looks out for me. More often than not, he'd encourage me not to get involved with whatever he was up to. But I can't ignore injustice, even if it is my uncle."

"You're a tough one, Miles," Peter said.

"Thanks, and I can handle it," Miles said. "Won't be easy, but being Spider-Man is never a walk in the park."

"Got that right," Peter said, lamenting to himself. "Still, The Green Goblin. He really is alive. I was hoping Discord was pulling my leg." The hero's lament turned into visible frustration, "Damnit! How can he be alive!? Twilight impaled a sword through his heart! He should be dead!"

"Whoa! Hold on," Gwen said. "Twilight killed The Green Goblin!?"

"Yeah, about ten years ago," Peter confirmed. "Well, five years in Marvel Earth time. My Earth to be exact."

"I just didn't expect that," Gwen said. "Aren't ponies a peaceful group?"

"Hey give us a reason to, and we'll fight," Applejack said. "We're only nice until someone else ain't."

"This must have been a really bad guy if Twilight had to kill him," Autumn Blaze said.

"Oh honey, 'bad' does not begin to cover it," Trixie said. "He was an actual nightmare."

"One of the most dangerous humans from Earth, if you can even call him human," Starlight said.

"Wow...yikes," Autumn Blaze nervously said.

"How did they fend off the Green Goblin?" Bobby asked. "You mentioned Cammy and Chun-Li there, Logan, was it just them?"

"No, Ryu was there, along with Chris Redfield, Jill Valentine, Peni and four Ninja Turtles."

"Sounds like Donnie found his brothers," Peter said. "I recall one of them reacting to me the same way I did when I met Luke Skywalker, and the first time I met Superman."

"Speaking of Luke Skywalker, what are the odds any of the villains went to that world?" Bobby asked. "Or one of those other worlds?"

"What about our world?" Remy asked.

"They went there, I saw it," Janet said, the girl finally speaking up.

"Our world got attacked?" Peter asked, lamenting the next part of the question. "How bad was it?"

"...New York City got annihilated, there was destruction everywhere," Janet solemnly confirmed. "Doctor Doom led the attack, along with a Capcom robot named Sigma, Queen Chrysalis, and Ultron."

"Chrysalis?" Peter asked.

"And Ultron?" Johnny finished.

"It was terrible, so many heroes died!" Janet began tearing up. "...Including Hank."

"Hank!?" Peter shouted in disbelief. "Are you sure about this Janet?"

"I saw him with my own eyes, Peter," Janet said. "Hank's dead, a lot of the younger heroes died too. Doctor Doom showed no mercy to any of them."

"Shit..." Logan felt some empathy for his world, and wondered if anyone else got hurt. "What about the X-Men?"

"I didn't hear anything about them, I was busy helping Hawkeye and his new sidekick, Kate," Janet said. "Hawkeye got pretty badly injured, he'll live but he's going to need some time to rest."

"What about that girl, Kate?" Peter asked.

"Well she's worried, she's hoping he heals up fast, she doesn't want to fight without him," Janet said. "Right now she's with Doctor Strange."

"I see," Peter said. "Well, I'm very sorry about what happened to Hank. He was a good man."

"Scott doesn't know yet, right?" Bobby asked.

"Not yet, I gotta tell him," Janet said. "I know it will suck. Scott was really looking forward to being an Ant Man that Hank could be proud to call his successor. Honestly I'm amazed Hank even gave the name up in favor of Yellowjacket. I guess he was trying to feel closer to me, even after our divorce."

"You two were just making amends too, right?" Applejack asked.

"Yeah, we made some good progress too," Janet said. "He was slowly starting to become the man I admired again, after so long. Honestly though, he never really changed. He just had a really bad day. I guess I could have done better than just leave him, but I suppose that if it took one misunderstanding to break us up, maybe we just weren't meant for each other. I have no regrets, I love Spike and I'm happy to be married to him. But, I really wanted to keep Hank in my life, he was my first love after all."

"I get that feeling all too well," Peter admitted, glancing briefly at Gwen.

It was finally at this time that the door opened, revealing Scott, MJ, Benjy and the foals, each of them with some ice cream.

"Hey, mind if we come in?" Scott asked.

"Scott? MJ? Where did you get ice cream? The town got totaled!" Johnny said.

"The ice cream shop was still up, no one was there so we helped ourselves," Scott explained. "Don't worry, I left some bits, but Mayday really needed some ice cream."

"She was having a bad time at the Friendship Center," Luster Dawn said. "Or should I say, the 'Fiend' ship Center."

"More like, the Jerk face Center," Flurry said.

"The Scumbag Center," Franklin added.

"Franklin, I don't think your mom wants you saying words like that," Johnny said.

"Where is my mom?" Franklin asked.

"She's in town, she'll be back soon," Johnny said. "Still, what's with the slander of Twilight's Center?"

"They were picking on Mayday!" Flurry said. "Calling her all types of names just because she's an introvert!"

"Excuse me?" Peter asked.

"It's true, they were less than friendly, and even getting hostile at points," MJ said. "Ponies are mad Peter, they're not happy that this happened again, and I think they want change."

"Not all of them, just the jerk faces," Flurry said. "The ones whining that the school shut down."

"For the love of..." Peter grumbled in annoyance. "I love Twilight, but I feel like that school just set everyone's intelligence backwards several hundred years."

"Honestly, not too different from modern Earth," Gwen said. "The only difference is that ponies don't have smart phones."

Johnny knelt before Mayday, "Hey kiddo."

"H-hi..." Mayday shyly greeted.

"Hey, you alright?" Johnny asked, lifting her chin up. "If something's bothering you, then you can tell me. I'm the fun uncle after all."

"...I'm not weird, am I Uncle Johnny?" Mayday asked.

"Pfft, no way, what moron thinks you're weird?" Johnny asked. "The prudes who are still whining about a stupid school? Let them whine, it ain't gonna bring the school back. Whiners don't get anything."

"But, everyone hates me," Mayday said, a tear coming to her eye. "I'm just too different from them. I don't think I belong in Ponyville, or Equestria."

"Hey, no tears," Johnny said, wiping her tear away. "Those ponies just want you to feel miserable because they themselves are miserable, and they feel big picking on a kid. Don't let them get to you. You're not weird, you're just you."

"But why am I so different?" Mayday asked.

"Do you really want to be like them?" Johnny rhetorically asked. "Judging others for how they are? Screw that. I'm different where I'm from, and I enjoy it. Because screw their rules. You gotta look at them and say, 'I'm Mayday Parker-Sparkle, you gotta learn to deal with it, bitches'!"

"Johnny!" Peter scolded.

"Uh, right, maybe don't say the 'bitches' part," Johnny sheepishly said. "Still, don't worry about them."

"Mayday, just give me some names, and I'll get them for you!" Janet said.

"Hey, easy, don't turn into a mob," Peter said. "We need to set an example, I know you're better than aggressive behavior."

"Honestly Peter, I really don't give two shits what's considered alright," Janet said, the woman holding in a lot of frustration. "I am in a really bad mood, and I am ready to just hurt someone if that person gives me a reason to. Especially someone who upsets my niece."

"Janet, I understand your frustration, and I appreciate that you want to stand up for Mayday," Peter said. "There's better ways to go about it."

"Honestly, ah can't believe this is still happening," Applejack said. "It's like Thunderlane, but worse."

"Gallus is already Thunderlane, but worse," Bobby said. "This is sounding like Gallus, but worse."

"I swear, if Gallus is the reason these ponies are being uncool..." Johnny said.

"Can we stop talking about him?" Luster Dawn asked. "He's so embarrassing. All this time and he's whining about his hurt feelings just because Mayday said a few bad things to him."

"It wasn't a few..." Mayday said. "I was very mean for no reason, he has a right to hate me."

"Mayday..." MJ's motherly instincts began to take over, the mare pulling Mayday close to her. "No one should hate you."

"But they do, and I don't blame them," Mayday tearfully admitted as she returned MJ's hug. "This is all my fault."

"That's bullshit!" Luster Dawn said.

"Um, Luster Dawn, I know I'm not your father but I really don't think you should say things like that," Peter scolded.

"But it's true!" Luster Dawn said. "Mayday said she was sorry, why is that not enough?"

"If I'm being honest, apologizing isn't always enough," Peter said. "But in this case, it should be."

"Not like Mayday physically hurt him or anything," Johnny said. "The fact that Mayday feels like it's her fault just pisses me off more."

"But it is!" Mayday insisted, pulling away from MJ. "Ponies were right about me, I am unfriendly. I just can't help it, I don't mean to be rude. I just don't always like being bothered, or being put in uncomfortable situations."

"No one does Mayday, your definition of uncomfortable may be different than some, but it doesn't demean it," Janet said. "No one has the right to tell you that you have to do something you don't want, unless it's actually going to help you."

"Yeah, it's not like eating vegetables," Bobby said. "Socializing is a good thing but not everyone socializes the same. It sounds like these ponies just wanted you in that school to 'fix' you, like if there's anything that needs fixing. If people constantly bugged me about something I wasn't interested in, I'd probably tell them off too."

"Exactly, those six students kept bugging Mayday about the school," Flurry said. "Thankfully most of them realized that wasn't okay to do."

"I sure hope so," Janet said.

"Well some of them did apologize," Mayday said. "I know they didn't mean any harm, I just wish I handled it better."

"You're handling it better now, that's what matters," Peter said.

"Kid, answer me this," Miles began. "Why were you upset? Is it because of this school or something?"

"Because mommy really wanted me to have friends, and kept saying that I should be more like her students," Mayday said, the girl sniffling a bit. "I didn't see anything special about them, but my mommy did. I felt like my mom didn't care about me, and that she liked her students better. So I got jealous of the students, and angry because they kept trying to change me into something I'm not."

"Twilight was really adamant about Mayday going to the school," Peter said. "She didn't need it though, it was not going to help her."

"And these students believed otherwise?" Miles asked.

"Yes, that was my issue as well," Peter said.

"Wow, trying to parent someone else's kid, that's just terrible," Miles said. "You did the right thing, Peter. Only you know what's best for your daughter."

"Exactly, besides she has friends," Gwen said, gesturing to the three foals. "And she made them her own way. Screw school, life is the best teacher."

"Well it depends on the school, but yeah, I agree for the most part," Peter said. "Well anyway, I gotta let everyone know that it's safe to go home."

"Just be careful, remember what I said about the hostility," MJ said.

"I will be," Peter said. "Mayday, stay here, I'm going to check on everyone."

"Okay..." Mayday said.

"And don't worry about what they said, they're probably just scared and saying silly things," Peter said, rubbing his daughter's head. "You're very special, and I love you."

"I love you too, daddy," Mayday said.

"Remember Mayday, you're someone our kids look up to," Remy said, placing his arm around Applejack. "Our kids, Oliver and Becca, they admire you."

"Yeah, they say yer cool in yer own way," Applejack said.

"Uh...thanks," Mayday said, blushing a bit.

"Wouldn't be surprised if Ollie already wants to marry ya," Remy said.

"Hey!" Franklin shouted, pulling Mayday close to him, getting a blush from the girl.

"Just teasing," Remy said, heading to the door. "Well Peter, lead de way."

"You sure you want to come?" Peter asked. "Remember, angry ponies."

"Don't give a damn, let them be angry," Remy said. "I've dealt with angry crowds before."

"We're all coming," Johnny said. "We're a team after all."

"More than that, we're buds," Bobby said.

"...Alright, but if things get bad, then just let me handle it," Peter said. "Better than them hating you too."

"Like we care," Janet said. "Just get moving, Parker."

The heroes had left the house, leaving behind just the mares.

"I should go too," Autumn Blaze said. "I want to be there for Peter."

"I'm good with hostile crowds, so I will accompany you," Trixie said.

"Let's all go," Applejack said. "We should be there fer our fellas."

"I wholeheartedly agree," Rarity said.

"Be careful, they're really mean," Mayday said.

"We'll be fine, sugarcube," Applejack said, rubbing Mayday's head. "And remember what ah said, yer special."

"Okay..." Mayday said as Applejack kissed her forehead.

"I love ya, pumpkin, stay strong," Applejack said, making her exit.

"Love you too, Auntie Applejack" Mayday waved off, then noticed Rarity approach her.

"My little darling," Rarity kissed Mayday's cheek. "Don't let anyone tell you that you're anything less than special."

"Okay Auntie Rarity," Mayday said as Rarity left.

It was Fluttershy's turn to comfort Mayday, "My pretty little filly." She gently nuzzled the young girl. "No matter what anyone says, I will always think you're precious." Fluttershy gently kissed Mayday's cheek. "I love you."

"I love you too, Auntie Fluttershy," Mayday said as Fluttershy left.

Pinkie Pie gently approached Mayday, lightly rubbing her mane, "Hey, can I see a smile?"

"Um..." Mayday seemed reluctant.

"Pretty please," Pinkie knelt in front of Mayday, playfully showing off her pleading eyes. "For me?"

"...Okay," Mayday did her best to muster a smile, much to Pinkie's joy.

"You look so cute when you smile, try to keep it on your pretty face, okay?" Pinkie said, placing a kiss between Mayday's eyes and then merrily hopped away as a tune popped into her head. "I looooove yooooooou!"

"Yeah, you too Auntie Pinkie," Mayday said.

Rainbow Dash flew over to Mayday, holding her forelegs out, "Bring it in, kiddo."

Despite some hesitation, Mayday flew up to hug Rainbow Dash, feeling a sense of warmth as Rainbow Dash closed her embrace.

"I knew you could be a hugger if you want to be, I'm not really one myself but you're somepony I would always make an exception for," Rainbow Dash said.

"You too Auntie Dashie," Mayday said.

"I really love you kid, you're the perfect combination of your parents," Rainbow Dash said, pulling back to look Mayday in the eyes. "Stay strong, and don't let anypony tell you that you're anything you're not! Sometimes mean names can only make us stronger. I learned that when I had to embrace my nickname, 'Rainbow Crash'. It sucked for a while, but I made that name into something awesome!"

"You're amazing," Mayday said. "I wish I were more like you."

"It'll come with time," Rainbow Dash said, then kissed Mayday on the muzzle before setting her down. "Catch you later."

Rainbow Dash flew out, still leaving Trixie there, the mare giving a quick hug to Mayday.

"We'll be back soon," Trixie said. "Rumble's still upstairs with Silverstream, keep an eye on him for me."

"Okay Auntie Trixie," Mayday said.

"Mayday," Autumn Blaze brought her in for a hug as well. "I think you're special too."

"Thank you, Autumn Blaze," Mayday said.

"Let's go," Trixie said, leading Autumn Blaze away.

Starlight opted to stay behind for the moment. "I should see if there's anything I can research." She then gently rubbed Mayday's mane. "Will you be alright for a second, Mayday?"

"Yes Miss Glimmer," Mayday said.

"Just 'Starlight' is fine," the mare reminded.

"Okay...Just Starlight," Mayday teased.

Starlight began chuckling to herself, "Glad you're feeling better. Pinkie was right about one thing, that smile look great on your pretty face."

"You're pretty too," Mayday said.

"Oh my," Starlight bashfully chuckled. "Thanks dear, you're such a sweetheart."

"Getting laughs and flustering girls, just like her daddy," Gwen teased.

"You gonna head out too?" Miles asked.

"I should, just in case," Gwen turned to Mayday. "Hey, I have something that might help you."

"Really, what?" Mayday asked.

"It's a bit old, I was going to give it away to one of my bandmates, but I want you to have it," Gwen said, then pulled out a portable electronic and some headphones.

"What is that?" Mayday asked.

"A portable music player," Gwen explained. "Stick the headphones in and you can listen to music right in your ears. Like I said, it's a little old, I'm not sure how well it works."

"If it's an electronic, I think I can fix it up," Mayday said, taking the device. "Thanks though, that was really nice of you. I wish I had something for you in return."

"Oh no, it's no big deal," Gwen said. "If you can fix it then you've definitely earned it. I just want you to be happy."

"Well, thank you," Mayday said. "You've been really nice since I met you, much more than I deserve."

"Hey, don't start that again," Gwen playfully warned. "You're precious, regardless of what some whiny ponies say. Especially that Griffon too."

"Someone mention a Griffon?" Silverstream asked, the girl at the top of the stairs, joined by Rumble.

"It's nothing, some ponies are starting to hate Peter and we're just wondering if it's that Griffon guy's fault," Miles said.

"Hating Peter doesn't seem like nothing," Silverstream looked around. "Also, where is everyone?"

"At the Friendship Center, we're heading there too," Gwen said. "Hey, Rumble, how's your wing?"

"Still hurts," Rumble said, trying to flap it, experiencing only pain. "I don't think this is going to heal."

"Not if you keep trying to fly," Silverstream scolded. "Get some rest, and stop trying to muscle your way through this!"

"Yes ma'am," Rumble said.

"Don't call me 'ma'am, it makes me sound old," Silverstream said, heading downstairs. "Let's get going then."

The three left, Miles glancing back at Rumble, feeling pity for the boy.

Flurry and Luster Dawn had gone upstairs to keep Rumble company while Starlight began looking through some books.

Mayday was going to keep Rumble company as well, but Franklin halted her path, "What's wrong?"

Without saying another word, Franklin pulled Mayday into a kiss, getting a big blush out of the girl. He then brought her in for a hug, gently rubbing her mane. "I think you're special too."

This did well to further calm Mayday, the girl returning the hug to her boyfriend, "You're special too, Frankie."

The two stayed like that for a bit, requiring nothing more than each other's company.

Meanwhile at the Friendship Center, Peter had just arrived, the boy opening the door and calling out into the crowd, "Coast is clear, everyone can come out now!"

"It's about time!"

"Took you long enough!"

"Finally! Freedom!"

"Thanks Spider-Mane!"

"Is my house still up!?"

"I'm craving a hayburger."

The ponies beheld the damage to the town, many of the homes were destroyed thanks to the reappearance of the vines, as well as whatever damage was caused by Martin Li and The Dazzlings.

"Ugh, my house is a wreck, again!" Berry Punch said.

"Insurance will cover it!" Johnny reassured.

"...Well, that takes care of that, I need something to drink," Berry said, trotting to find a bar that wasn't destroyed.

Peter checked to make sure everyone was safe and out, trying to keep count of who was here and who wants. Of course that wasn't too easy, but he did hope his friends could do the same to further keep track of everyone.

"Yo, Peter!" Vinyl said, getting his attention. "Wild day, huh?"

"Tell me about it," Peter lamented.

"Our houses!" Caramel shouted. "They're ruined!"

"It's fine, we can fix them!" Peter said. "Right now I suggest finding a hotel, and if you can't well you can just sleep at the Friendship Center."

"With what!? There's no dorms!" Citrine Spark said.

"Thanks to you!" Goldylinks added.

"And here it goes," Peter lamented. "I take it some of you have a problem with what happened?"

"You bet we do!" Sunshower said.

"Yeah, all this destruction is practically your fault!" Caramel said.

"Thanks for bringing villains to our world, and to think we once trusted you!" Royal Pin said.

"Whiners..." Bobby said.

"Listen, I'm sorry if I caused you any grief, I promise that I will fix this!" Peter said.

"We've had it with your fake promises!" Caramel said.

"All you've done since coming here is take from us!" Strawberry Scoop said.

"Is she serious?" Johnny asked.

Peter couldn't believe this, but he wasn't going to fault everyone for the opinion of a few, "Mind elaborating?"

"You took our school!" Strawberry Scoop said.

"Yeah, we really liked it!" Citrine Spark added.

"For the love of..." Peter could not help but hate this school even more. "I...am very sorry about your school. I honestly had no desire to see it shut down. But, it happened, and life goes on. By now, I think you've realized that everything in the school is still doable, you just don't have to worry about grades! Because getting grades about Friendship isn't truly learning! Action is learning!"

"Peter, don't bother explaining it," Johnny said. "You've explained it about a hundred times, and they still don't get it."

"Out of curiosity, how many of you are actually that bothered about the school closing down?" Janet asked.

A few ponies raised their hooves, but most of the crowd did not.

"Well how about that, a majority isn't even bothered," Bobby said.

"Oh come on! Someone's gotta be bothered!" Citrine Spark said. "Toola Roola! Coconut Cream! What about you two!?"

"Honestly, I did like the school, but The Friendship Center is just as fun," Toola Roola said.

"Yeah, now I don't have to study," Coconut Cream said.

"Boom, two smart young ladies," Remy said.

"What about all the friends you could have made?" Goldylinks asked.

"We have each other," Coconut Cream said. "That's more than enough."

"What if one of you moves away?" Caramel asked.

"...Then we stay friends," Toola Roola said. "It's not about the quanity of friends, it's about the quality."

"Quality over Quantity for the win!" Peter boasted, earning a few odd glances. "Uh, sorry."

"No, you're fine, it's about time you boasted a little," Johnny said. "Honestly ponies, what's your mindset? More friends equals better?"

"That...is exactly right," Gallus said, flying in.

"You..." Autumn Blaze said in irritation.

"Are you fucking kidding me right now?" Wade asked in disbelief. "Hey asshole! No one wants to hear you whining again! It's really getting old!"

"No, he's welcome here," Shoeshine said.

"Yeah, we actually agree with him," Caramel said. "He's smart."

"Why thank you, I appreciate that," Gallus said.

"Define smart..." Autumn Blaze bitterly commented.

"Gallus!" Sandbar said, trotting over with Ocellus and Gabby. "Dude, what are you doing this time!?"

"Yo, Sandbar, my bro, what's up?" Gallus asked, then gestured to Sandbar. "Yeah that's my main pony, he's cool with me."

"Uh...right," Sandbar said. "Seriously, what's going on?"

"It's finally happening!" Gallus said, flying over to Sandbar. "These ponies are realizing that the heroes are the cause of all this! We're finally going to be rid of them, and you my friend, will be grateful for it."

"Any reason?" Sandbar asked.

"Seriously, this is getting on my nerves too," Ocellus said. "Why do you hate Peter? He's literally the reason I'm not serving Queen Chrysalis."

"He probably wanted you for his harem or something," Gallus said.

"...WHAT!?" Ocellus shouted, Gabby quick to hold her back.

"Easy girl, don't flip out," Gabby pleaded.

"Dude, why?" Sandbar asked.

"Just a theory," Gallus said. "Still, this is big, you know why? Because thanks to me, you can finally make lots of cute little pony and changeling hybrid babies with Ocellus, without the fear of being attacked by villains. You don't need to thank me, but if you name your first child after me, I'll understand."

Sandbar looked completely at a loss for words, "Huh!?"

"Just let me handle this, bro," Gallus did a friendly punch to Sandbar's foreleg. "I got ya."

"What's this dude on?" Bobby wondered aloud.

"Ponies! My dear sweet ponies, thank you for finally understanding! Now, we can do what we must to create a better world!" Gallus said. "It starts with the root of the problem, the heroes!"

"He's definitely on something," Bobby said.

"Their only choice now is obvious," Gallus said. "They must leave. Without the heroes, well the villains have no real reason to be here."

"Exactly!" Caramel said. "You so-called heroes have to go!"

"Yeah, we don't follow orders from you," Johnny said. "Also, really? Blaming us for what happened? The Plunderseeds originated in this world!"

"They probably hated you too," Gallus said.

"More like they hated your mom!" Wade shouted, hoof-bumping Autumn Blaze.

"Wow, how juvenile," Gallus said.

"Okay, listen up here," Applejack said, stepping in front of everyone. "Y'all are just being petty and ungrateful. The heroes have been protecting us fer years. Yeah there's danger but there's always been danger. One of the worst things to happen to this village was when Discord took over. Peter wasn't around then, so we know it weren't his fault."

"But since coming, the villain rates have been doubled," Citrine Spark said.

"Yeah, can you imagine how much better our lives would be if those heroes didn't exist?" Caramel asked.

"One of them is mah husband," Applejack said, gesturing to Remy. "So no, ah don't think mah life would be better."

"I could have made a better husband for you," Caramel said.

"What was that!?" Remy warned. "Don't think I forgot about you!"

"Yeah, you attacked me a few years ago!" Caramel said. "Going to justify that!?"

Remy looked away in irritation, "Dat was wrong of me." He focused right back at Caramel. "It don't mean how you acting now be right."

"Seriously, out of all the ponies from that day, you're the only one who never moved on," Wade said. "Cheese Sandwich moved on, he's probably dating Coco Pomme right now."

"Fancy Pants moved on," Bobby said. "Of course he was married at the time anyway so that was my screw up."

"Big Macintosh moved on," Logan said. "But I will admit that I made too many assumptions."

"Soarin moved on," Johnny said. "He and Spitfire are happy right now."

"Those Crystal Mares better have moved on..." Janet bitterly stated.

"Flash Sentry moved on...I think," Peter turned to Shining Armor, the stallion shrugging. "Okay so now I have that to think about."

"Twilight loves you, not Flash Sentry," Trixie reassured.

"Are we going to ignore the fact that these 'heroes' willingly got into a fight over nothing?" Gallus asked.

"Hey, they admitted that they messed up, and that's fine," Applejack said. "Sometimes we make mistakes, it's all natural."

"Well that's unacceptable," Caramel said. "If they're going to do their jobs as heroes, they can't afford any mistakes."

"Be happy we do heroic deeds in the first place," Johnny said. "Not like we're obligated to do so."

"Then why are you here!?" Caramel asked.

Johnny looked at Caramel in disbelief, "Because we want to be, we don't need a reason to live in this town aside from like it or loving our wives and wanting to be here with them!"

"Yeah, since when do we need a reason to live here?" Bobby asked. "We're not workers, we're not being paid to be here, it's a free service."

"So you'll stay here and be useless?" Sunshower asked.

Trixie face hoofed, "The ponies in this town can be so dumb."

"Do you do anything!?" Wade asked. "Don't complain about us being 'useless' if you yourself aren't special!"

"Being heroes is important, but it's not our whole lives," Peter said. "Spider-Man isn't who I am, it's what I do. Under the mask, I'm just a science lover who likes to perform experiments."

"Just like even though me and the girls save the world, it's not who we are, it's just what we do," Applejack said. "I'm fine just being a simple farmer."

"And I'm fine just making clothes," Rarity said.

"All I need are party supplies and baking supplies," Pinkie said.

"I have my animals," Fluttershy said.

"And I'm still a Grade A Wonderbolt," Rainbow Dash said.

"Point is, just like us, Peter and his friends are regular folk," Applejack said.

"Isn't Peter a Prince though?" Rainbow Harmony asked. "I don't mean to make things worse for him, but we do need to consider that."

"You're right, I do have a responsibility, but it's not exactly something I wanted, I was just given it by Celestia," Peter said. "Look, despite what I'm saying, I would never abandon any of you. I want to keep you safe, I want you to continue thriving. I really do apologize if I fell short of anyone's expectations."

"Again with the apologies, is that all you have?" Gallus asked.

"No, because like I was just teaching my daughter, I know I need to do more than apologize, so I will," Peter said. "I will work hard to ensure that no more danger befalls this world!"

"To the best of his ability," Silverstream said. "Remember, he's still just one pony."

"With awesome friends," Rainbow Dash said.

"Just have a little faith," Silverstream said. "Especially you, Gallus!"

"I tried having faith, it didn't work," Gallus said. "I can't sit back, someone's gotta take action and spread the word!"

"Like I tried to!?" Came Thunderlane's voice, the stallion flying over with Lightning Dust by his side, as well as Laura.

"Hey, it's Thunderlane!" Caramel said. "I think we can all say, we're really sorry we doubted you years ago. You were right about Spider-Mane being a menace."

"Huh? No I wasn't!" Thunderlane said. "I was wrong! This isn't Spider-Mane's fault! In fact, if it wasn't for him, we'd all be dead!"

"Yeah, you ponies need to stop whining like a bunch of bitches already," Laura said.

"That's not helping!" Thunderlane angrily whispered.

"I got this," Lightning Dust stepped up. "What she means is-"

"Hey! She's the one who tried destroying Ponyville a few years ago!" Caramel said.

"I bet she's here to strike again," Gallus said.

"What the fuck dude!?" Laura shouted. "Don't say stupid shit like that! Are you trying to cause a panic!?"

"All I'm saying is that, she's evil," Gallus said, pointing to Lightning Dust.

"Hey, back off, she's my girl!" Thunderlane warned.

"Quiet! You're a sellout! The moment you failed you gave up," Gallus said. "All you had to your name was a daughter whose mother didn't even want to be around you!"

Thunderlane shook his head in annoyance, "You know, you just love crossing the line. Let's see what happens when you're on the receiving end. Like...how does it feel knowing your own parents think you're a failure!?"

Gallus's eyes widened in disbelief, the Griffon finally speechless. "Uh..."

"Finally got him to shut up, great work Thunderlane," Trixie praised.

"H-hey, I still got something to say!" Gallus insisted.

"Like what!? That you're wrong!? Don't you criticize anyone else when you have plenty to be ashamed about yourself!" Thunderlane shouted. "Honestly I bet the reason you don't want to just buzz off back to Griffonstone is because you know you won't be accepted! So instead of making yourself acceptable here, you cause more trouble for good ponies like Spider-Mane and his family! That's just ridiculous! You should be ashamed of yourself!"

"You've had the nerve to say terrible things about Peter's family, and mine," Lightning Dust said. "I know how you've treated my little buddy, Rumble. The terrible things you've said about his own son too! Well guess what, Rumble is everything you wish you were."

"He's got a wife who loves him, a son who admires him, and all the friends who's respect he's earned," Laura said. "Did he screw up? Yes, he's acted like a little shit once or twice, but he at least grew up, and is on his way to becoming a great hero. Can you say anything like that?"

"...Well, if he's going to be a great hero...why did he let my friend's brother die?" Gallus pointed out. "Is it fair that Smolder's brother is dead, just because he couldn't do his damn job!?"

"Bro, it's not, a fucking...JOB!" Bobby shouted. "You know what!? This is done. All of you, go home or go to the Friendship Center to sleep. We're done here."

"We're done when I say we're done!" Caramel said, getting in Bobby's face. "If you want to call this place home then-"

Bobby blew once and covered Caramel's face in snow, "Buzz off, loser."

"Hey!" Caramel wiped the snow off. "I'm still not done!"

"Okay, this is stupid," Trixie trotted over. "You need to leave already."

"Don't you tell me what to do," Caramel said.

"I'm serious, take a hike," Trixie demanded.

"She's only saying that because she's a pony Spider-Mane has in bed with her!" Citrine Spark said.

"Do not slander my friend!" Peter warned.

"She's just saying that because she knows I'm more likely to get a guy than she is," Trixie said.

"What did you say!?" Citrine Spark asked, shoving Trixie.

"You did NOT just do that!" Trixie shouted, shoving back. "Don't you ever put your filthy hooves on me again!"

"What? No dorky third pony talk!?" Shoeshine asked.

"Hey!" Lightning Dust got in the middle. "Don't mess with my friend!"

"Yeah, buzz off!" Autumn Blaze warned.

"Make us!" Shoeshine said, pushing Autumn Blaze, this enraging the Kirin.

"You do NOT want to upset me!" Autumn Blaze shouted, getting into a scuffle, this escalating to the point that the heroes tried jumping in to keep everyone apart.

"Hey, break it up!" Remy shouted, trying to keep the girls apart.

"Once again the hero can't do his job," Caramel commented.

"You wanna go, mon ami!?" Remy warned, holding his staff against Caramel's neck.

One pony tried jumping on Remy's back, but he flung him off, this leading to a big scuffle between the ponies and the heroes.

"Guys! Come on!" Peter urged, hoping to break things up, with Shining Armor and The Elements right behind him.

Fortunately several of the ponies were lifted into the air via magic, thanks to Princess Celestia, "That's enough! Shame on all of you!"

"Whoa," Steve said, the hero right beside her. "That's impressive, Princess."

"Thank you," Celestia said, putting them down. "Now, no more fighting. All of you break it up, or I will assert more authority."

"Where did Celestia come from?" Wade asked.

"I think she had to fly back to Canterlot, this has been such a confusing day," Fluttershy said.

"Hard to keep track of everything," Wade said.

Gallus flew off very sneaky like, hoping to avoid too much attention while the ponies still had eyes kept on them to make sure they didn't act out again.

"Things damn near went to hell," Johnny said.

"It'll be fine," Rainbow Dash said. "Remember, it was only a few ponies that gave us a hard time."

"But how long before it spreads?" Johnny asked. "Just the other day, these ponies were fine with us."

"Let's just keep being awesome," Rainbow Dash said.

"Peter," Celestia went over to the boy. "Apologies for being gone, I had to alert Luna and Blueblood about the situation. Cadance is working with both of them right now to figure out where to go from here."

"It's fine," Peter said. "Just so you know, this attack stretched across the multiverse. Things are getting bad."

"I see, I'll let the others know. I will return soon," Celestia said, then teleported away.

Peter sighed in worry, then noticed young Lily Longsocks in front of him, "Need something, Lily?"

"Are you really going to stay being a hero?" Lily asked.

"Yeah, I am," Peter reassured.

Lily nodded, "That's good, I'd be sad if you left. I don't care what anyone says, I feel safer when you're around. Normal too."

"Normal?" Peter asked.

"I'm not like other ponies, so I relate to you in a way, and your daughter," Lily said. "How is she feeling?"

"She's fine, we cheered her up, but she does feel like this is her fault," Peter said. "Don't blame yourself, I know you wouldn't say anything like that to Mayday. You're a great kid."

"Thanks you, and tell your daughter that I wish her well," Lily said. "She probably doesn't really know me but that's fine, I still wish her the best."

"Thanks Lily," Peter said as the filly left. As she did, he noticed another mare. "Hey, Wallflower!"

"Huh!?" Wallflower looked genuinely surprised. "You actually noticed me?"

"Uh...yeah?" Peter said.

Wallflower had tears come to her eyes, the mare running over to hug Peter, "Thank you so much for noticing me!"

"Whoa...didn't expect this," Peter said, awkwardly returning the hug.

"Sorry," Wallflower pulled away. "I'm not used to anyone noticing me."

"Remember, I used to be a wallflower myself," Peter said. "So I can spot my fellow wallflowers."

"I envy you, Peter. You broke out of that so well," Wallflower said. "I kind of want to, but deep down, I am very shy. I think that's why the school was easier, because if you didn't have a friend, you got assigned one."

"That's not a real friend though, it could help I'll admit but given that you didn't come out with any friends, I imagine it just led to you feeling self-conscious," Peter said.

"Kind of," Wallflower said. "I just want you to know that, I don't side with Gallus. Not anymore at least. I'm in full support of you."

"Thanks," Peter said. "By the way, do you have somewhere to stay?"

"Uh, no, my house got destroyed," Wallflower said.

"Well if you want, you can stay at my house," Peter said.

"That's kind of you to offer, but I'd rather stay at the Center, I feel comfortable there, and my plants can keep me company" Wallflower said. "But I will go to sleep knowing you were so kind. That means a lot."

"My door's always open if you change your mind," Peter said.

"Thanks," Wallflower said, dashing off.

Soon came another friend, that being Flash Thompson, "Hey, Peter!"

"Hi Flash, quite a get together," Peter said.

"Tell me about it, do you deal with this all the time?" Flash asked.

"Only on Mondays, on Thursdays we play bingo," Peter joked.

"Ha, ever the jokester," Flash said. "Sorry I couldn't speak up earlier, it wasn't easy getting through a crowd."

"Pfft, you of all people couldn't get through a crowd?" Peter teased.

"Yeah I'm losing my touch," Flash said. "Still, sorry this crap is happening."

"Hey, I'm used to slander, I just don't want it affecting my friends, or my daughter," Peter said.

"I respect that," Flash said.

"Where's Harry by the way?" Peter asked.

"He's around, be lucky he wasn't engaged with that crowd earlier," Flash said. "Then again, he doesn't really give a crap what they say either. Not that he likes you, he just doesn't like them either."

"That's something..." Peter said. "Anyway, I gotta make sure some of these ponies have a place to stay."

"I'll keep an eye out," Flash said, the two going their separate ways.

Meanwhile Apple Bloom was walking with Thunderlane to the Golden Oaks Library.

"Thunderlane, mind if I ask ya something?" Apple Bloom asked. "It's about Felicity."

"Go for it," Thunderlane said.

"Does she knows who her mama is?" Apple Bloom asked.

"If she knows who her mom is?" Thunderlane asked. "Yeah, she knows. It's Lightning Dust."

"Uh, correct me if I'm wrong, but didn't you have her with Felicia?" Apple Bloom asked.

"Yes, Felicia is the one who gave birth to Felicity, and named her, but Lightning Dust is the one raising her," Thunderlane said. "As far as Felicity is concerned, Lightning Dust is her mother. She's done more for her in one year than Felicia has done in three."

"Yeah, ah suppose so," Apple Bloom said. "Ah do feel a bit bad fer Felicia."

"Well she could have showed up anytime, and given that her father was absent in her life, you'd think she'd want better for her daughter, but no," Thunderlane said. "First she breaks up with me using some bogus excuse, then she disappears for months at a time. I haven't seen her since forever, she's never even come to Felicity's birthdays!"

"That's deep," Apple Bloom said.

"Hey, I'm really glad you married my brother," Thunderlane said. "You're a great wife and you make him happy."

"He makes me happy too, I'd be a fool to take that fer granted," Apple Bloom said.

"Speaking of Rumble, let's go check on him," Thunderlane said.

Once inside the library, they spotted Rumble in the living room, with Starlight gently placing an ice pack on his wing.

"There, that should numb the pain, now please follow Silverstream's advice and stop flapping!" Starlight scolded.

"Yes Starlight," Rumble said.

"Rumble!?" Apple Bloom asked.

"Hey bro, how's the wing?" Thunderlane asked. "Lightning Dust said you got hurt."

"Ah overheard that too, but ah didn't think it'd be this bad," Apple Bloom gently touched the wing.

"GAH!" Rumble winced in pain, startling his wife.

"Sorry about that!" Apple Bloom said.

"It's fine, it just hurt for no reason," Rumble said, forcing a smile. "Pain is like that sometimes."

"Oh, mah sweet Rumble," Apple Bloom nuzzled her husband. "I'm here fer ya."

"Where's Cumie?" Rumble asked.

"He's with mah brother and Cheerilee," Apple Bloom said.

"Flitter and Cloudchaser are watching over him too, and Felicity," Thunderlane said. "I wanted to bring her by, but we needed to check on our house first, and it looks like a wreck. Felicity was bummed out that some of her toys were destroyed, so Flitter's trying to cheer her up."

"They might need to stay with us fer a few days," Apple Bloom said.

"Wouldn't have it any other way," Rumble said, still feeling pain. "Man, what am I gonna do without my wing?"

"Don't worry about it, just focus on healing it," Apple Bloom said. "Get some rest, we'll go home soon."

"It might be better if he stays the night," Starlight said. "It's your call but I suggest not moving him."

"That might be better," Thunderlane said. "I'll see about the rest of my family too."

"Peter will make any necessary accommodations," Starlight said.

"Thank you," Apple Bloom said, feeling a sense of dread. "What's gonna happen now?"

Many of the homes were destroyed, from Sugarcube Corner, to the Carousel Boutique.

Even the newly built house for Silverstream and company took some damage. Sweetie Belle and Smolder were observing from outside.

"I think my parents' house was untouched, so you can come stay in my room there," Sweetie Belle said.

"Thanks, but what about the others?" Smolder asked.

"I'll ask," Sweetie Belle insisted, then noticed another Crusader. "Scootaloo! How's your house looking!?"

"Doesn't exist," Scootaloo said. "So me and my aunts are staying with Johnny and Rainbow Dash."

"Isn't at least one of them an Earth Pony?" Smolder asked.

"It's fine, they've been there before, so has my dad," Scootaloo said.

"Your parents aren't going to flip out and try to take you away again, are they?" Sweetie Belle asked.

"Me? I'm nineteen, I'm a grown mare. I can make my own choices, my parents won't take me away," Scootaloo said.

"I hope not," Sweetie Belle said, then focused back on the house. "So, do you want to see if there's anything here you can bring?"

"I'm good," Smolder said, the girl still staring, looking to be at a loss.

Sweetie Belle of course understood that Smolder was still dealing with her loss. She gently rubbed Smolder's back. "Hey, I'm here for you, alright? We'll be alone too, so if you have anything to get off your chest, I'm all ears."

A single tear fell down Smolder's eye, "Thanks Sweetie Belle."

Sweetie Belle then left a kiss on Smolder's cheek, hoping to calm her down even more. "Come on."

The two girls had gone to the home of Sweetie Belle's parents, hoping to put their day behind them.

Meanwhile in the Capcom Portal Room, Trunks was explaining the Goku Black situation to Chun-Li. Sunset Shimmer, Ryu, Chris, Dante, Cammy, Cloud, Tifa, Barrett, Vincent, Sonic and Crimson Viper were all present. Miguel O'Hara was listening in as well, along with Goku, Vegeta, Bishop, Domino, Psylocke, Cable and Forge.

Toward the back, a Namco healer named Jude Mathis was trying to heal the injured Presea while Lloyd and Genis awaited with Jude's friend and current medical assistant Elize, the latter sitting by Genis to keep him company.

"It'll be alright," Elize said.

"Yeah, trust Jude," Lloyd reassured.

Genis sighed in worry, "I want to, but...it looked bad. I'm just bracing for the worst."

"It's not over until it's over," Lloyd said.

"I just can't let anyone else die for me again," Genis said, Elize still trying to keep him reassured.

Lloyd looked to the distance, "I'll get you all for this soon. Tirek, Bison, and that lady too."

During this, Trunks was wrapping up his explanation.

"I can't tell you where Goku Black came from, but I do know that he is basically just an evil clone of Goku," Trunks said, gesturing to the Saiyan beside him.

"And you're certain it's not just the Goku from your time?" Spencer asked.

"The Goku from my time is dead," Trunks said. "I don't know Black's origins, but he is an imposter."

"Strong one at that," Cable said. "When we got a disturbance of a strong force in another world, we didn't know what to expect."

"Why did you go to Trunks's world?" Strider asked.

"It was mostly an accident, a portal opened there due to some creature constantly crossing dimensions," Forge said.

"Sounds like Discord," Chun-Li said.

"Point is that we ended up in Trunks's world and saw him battling against Goku Black," Forge said.

"We couldn't turn away from the people who were suffering, so we chose to fight by his side," Bishop said.

"I can't thank you enough," Trunks said. "I just hate that you're dealing with my problems."

"We made our choice," Bishop said.

"Well, if you ever need a debt repaid, I'll be ready and waiting," Trunks said, bowing to Bishop.

"Just keeping others safe is enough," Forge said.

"I wouldn't mind a bit of financial compensation," Domino said.

"Domino!" Forge scolded.

"It's fine, my mother's rich...then again money's been tough since The Androids attacked, but I can help you meet your needs, Domino," Trunks said.

"Ignore her," Bishop said.

"It is cute how well-mannered you are," Psylocke teased.

"Uh..." Trunks turned away, hiding his blush. "Thanks."

"Heh, Trunks, is that a blush?" Goku playfully noted.

"Careful, you don't want Mai getting jealous," Domino teased.

"Knock it off!" Trunks shouted.

"Come on, let's be nice," Chun-Li said. "Well Trunks, thank you for your explanation. Seems like Goku Black might be a bit of a mystery, same with a lot of other danger."

"I've seen how terrible he is," Sonic said. "After what he did to my friends, I owe him a little payback."

"I'd like a crack myself," Dante said.

"Can you even win?" Tifa asked. "You struggled against Vegeta after all."

"That was then, I've gotten stronger," Dante said.

"So have I, just so you know," Vegeta said.

"Good for you, we'll rematch later, right now we're all business," Dante said.

"We'll need a plan of attack," Chun-Li said. "A lot of our worlds got hit pretty hard, but we can always go for more help. Search the dimensions, look for more allies."

"Like who?" Chris asked.

"Well there's those heroes from Ragnarök," Chun-Li reminded. "Luke Skywalker, Harry Potter..." Chun-Li blushed a bit. "And Legolas too."

Strider furrowed his brow, "They're not that useful."

"Besides, it seems too desperate to bother those guys for help," Spencer said. "We'd also risk danger going to their world too."

"Loki may be after them, they assisted in fending him off during Ragnarök," Chun-Li said. "Plus, there's other great heroes. How about that one guy, Alex Mercer?"

"I Don't trust him," Dante said.

"Chell?" Chun-Li suggested.

"What's she going to do? Make portals?" Dante asked.

"Well what about Geralt of Rivia?" Chun-Li said.

"We have magic swordsmen already," Dante said.

"...How about Hellboy?" Chun-Li asked.

"Okay now you're just trying to piss me off," Dante said.

"Whoa, easy there, since when do you hate Hellboy?" Chris asked.

"I don't, but I exist so it's not like we need another demon with a gun," Dante said, pulling his weapon out. "Also, I got a sword, a big one."

"Overcompensating for something?" Cammy teased.

"Hey, just because we thought you were dead and we missed you doesn't mean I'll take your crap," Dante warned.

"Aw, you missed me?" Cammy asked. "Well I missed you too, Dante."

"This is such a waste of time," Miguel said, finally speaking up. "Chun-Li, do you even know any of these people personally?"

"Well...no," Chun-Li admitted.

"So you were going to waltz into their world and say 'Hey, can you help us fight a bunch of dangerous villains? It will be very dangerous, and you might die'," Miguel said. "Is that your plan?"

"He's got a point," Ryu said. "Our reputation may be grand, but it's not that grand."

"We just need connections," Chris said. "Who do we know that's connected to Hellboy?"

"We're not getting Hellboy!" Dante said.

"Can we move on with the suggestions already!?" Barrett said. "How about anyone we might know!?"

"I know some guys," Sonic said. "Mario, Link, Samus, Kirby, those Inklings."

"That's right, we have that world as allies!" Chun-Li said. "Given that Sonic here has been there multiple times, he can easily get the assistance that we need."

"I'll do what I can," Sonic said.

"You know, Kratos knows that Cole MacGrath guy, and that girl Kat," Dante said. "Given they helped us at Ragnarok, they would be much more useful to us."

"We can also find Shantae," Cloud said. "She is an old Capcom ally, isn't she?"

"Oh yeah, she lived in our world for a bit, kind of miss her," Dante said.

"You'll take the Half-Genie girl, but not Hellboy?" Chris asked.

"Okay, how about we go find someone else who's slayed zombies and have that person replace you," Dante suggested. "I heard about this guy named Kyle Crane, I bet he'd be useful."

"Go for it, then!" Chris encouraged in a daring tone. "I'll wait!"

"Boys, enough," Chun-Li scolded.

"Fine, we'll do one better, how about we get Issac Clarke," Dante said.

"How about we get Doom Slayer!" Chris said. "Or Spawn!"

"Boys, will you shut up already!" Chun-Li scolded, then turned to Sunset. "You've been quiet. Given this multiverse talk, I expected you to be much more engaged."

"Hm? Oh, I am, I love hearing about these other worlds," Sunset said. "Just recently I looked through the dimension of the Jedi, and heard about this one force user named Cal Kestis. I hear he's a natural."

"Okay, we'll keep him in mind," Chun-Li said.

"But honestly, I'm just worried in general," Sunset said. "It feels like the villain army is growing. I remember that lady that was with Sephiroth, it sounds like he did some recruiting of his own. I don't know much about those names though. She mentioned Kefka and Seifer."

"You'd need to ask Terra Brandford about Kefka, and Squall about Seifer," Cloud said. "But both are dangerous in their own way. Kefka, personality wise, is similar to Discord. Very chaotic and unpredictable. Seifer is Squall's former classmate from Balamb Garden, where both were training to be SeeD Mercenaries."

"Anyone else from Square that I should be worried about?" Sunset asked.

"Plenty, just hope Sephiroth didn't make too many more friends," Cloud said. "I know that won't ease your worry though, hope can only bring us so far."

"Hope isn't a bad thing," Trunks said. "Hope can get us through even the darkest times."

"Just don't get blinded by it," Chris said.

"One more thing guys," Sunset said. "Maybe we should be careful who's help we ask for. Suppose those heroes have enemies who want revenge? What if bringing someone like Mario leads to that Koopa King, Bowser?"

"Right, Bowser's a goofball sometimes, but so is Eggman," Sonic said. "And both are extremely dangerous."

"I just hope no one from the Justice League's world comes by," Cammy said. "The last thing we want is to deal with someone like Lex Luthor."

"Or The Joker," Vincent said.

Chun-Li shuddered a bit, "I don't think any of us want to deal with that."

"No kidding," Chris said.

"Donnie mentioned someone he didn't want coming too," Chun-Li said. "Someone known as The Shredder."

"Wonder how bad that one can be?" Dante asked.

"I can do a little research," Sunset said.

"Just be careful," Miguel said. "Now, I gotta get back to Julia, but on the topic of what Sunset said, stay on top of it."

"Yes sir," Chun-Li said.

"Nothing's going to get by us," Viper said. "Just make sure none of you screw around."

"Yeah, yeah," Dante said, then heard the portal opening. Entering was Kratos, "Hey big guy, have fun on your trip?"

Kratos responded with a grunt, opting to turn his attention to Chun-Li, "Thor will assist us in finding Loki."

"Thank you," Chun-Li said. "We're gathering allies, do you remember some that came from your world? An electric guy and a gravity girl?"

"I do," Kratos said. "Travel there however, is not simple."

"It is theoretically possible, we have traveled the Nine Realms of our dimension," Mimir said. "But getting to those worlds, much easier said than done."

"We can assist," Chun-Li said.

"While you're at it, try finding that other Spartan," Mimir said. "The one with the Green Armor."

"You mean Master Chief?" Chris asked.

"Yes, that one, Kratos here tells me he's quite a formidable ally," Mimir said.

"Are you making friends?" Sunset asked.

"He and I conversed once or twice, he is not much for conversation, but of course, neither am I," Kratos said. "I do recall his incredible battle prowess. Not bad for a non-deity. Of course, all of you have shown how capable you are in your own ways, so it is no surprise."

"Gotta say, out of all the people I accidentally summoned, I think you're my favorite," Sunset said.

"At the very least, you're one of the only ones who stuck around, outside of those two hero guys," Dante said.

"I recall Mark saying he a knew girl with the ability to shift atoms around," Chun-Li said. "I wonder if All Might knows anyone who can help?"

"It's possible, but let's stick with those two for now," Tifa said.

"Right, Mark didn't want to bring his girlfriend into this if he could help it," Chun-Li said.

"What about you, Goku?" Chris asked, getting the Saiyan's attention. "Know anyone? Aside from Vegeta?"

"I know plenty, I can ask my son," Goku said. "The problem is he doesn't train as much lately, he's too focused on schoolwork."

"That's admirable," Cammy said.

"Sounds like your son is growing to be quite the scholar," Viper said.

"Just like his mother wanted," Goku said.

"Tch, what a waste of power," Vegeta commented.

"I'd like to see Gohan again soon actually," Trunks said. "I'm glad that his Scholar Dreams came true, even in another world."

"Just wait till you see his daughter too," Goku said.

"Wait...Gohan has a daughter now!?" Trunks asked in disbelief. "Wow, so much has changed."

"We'll make time to see your friend," Forge reassured.

Sunset tapped her chin in wonder, "Trunks, no one else from your timeline is alive, correct?"

Trunks shook his head, "I'm afraid not, at least as far as power goes."

"Does your world have other timelines?" Sunset asked.

"Probably, there is the timeline that Cell came from," Trunks said. "Why do you ask?"

"Just curious," Sunset said.

"Don't get too curious," Miguel said. "I don't think Doctor Strange wants you doing anything you might regret."

"I know," Sunset said, thoughts still in her head.

In the villain's lair, Wesker glared out of the window of Castle Doom, feeling irate. "Accursed Turtles, they made things needlessly complicated."

"You seem bothered," Doom said.

"Just recalling my mission, my team performed remarkably well, even Tron," Wesker said. "But Chun-Li has new allies, including Ninja Turtles."

"That is quite unusual," Doom said. "Of course, I have seen my fair share of anomalies."

Wesker turned to see the Square villains, "I see Sephiroth has recruited some allies."

"Kefka Palazzo, Seifer Almasy, and The Cloud of Darkness," Doom noted. "Not bad."

Wesker looked to the side where Sonata and Cozy Glow were bugging Shocker, Electro and Mysterio into introducing their new allies. "And it looks like members of the Mad Gear Gang have joined us, including Rolento and Poison."

"I do not expect them to last," Doom said.

"Our numbers are growing," Wesker said, facing Tron, the girl working on her Gustaff. "Our allies are preparing." He faced a quiet Kazuya, the man with a lot on his mind. "And our time draws near." He focused on Black and Zamasu conversing with one another. "I do wonder, how loyal they might be though." He focused on Venom and Prowler, the two also discussing things. "Or how useful they will become." Next he focused on Doctor Eggman, who was carrying some equipment.

"They will provide use, if they wish to co-exist with us," Doom said.

Wesker lastly focused on Juri and Vergil, "I do not doubt that. Some just have that drive that others do not."

"Perhaps more allies could not hurt," Doom said. "Let us begin looking."

"Let's start with those Turtles, and any notable foes they could have," Wesker said.

In another dimension, in the midst of a Thunderstorm, a man sat by his desk, flashes of lightning revealing what looked to be samurai armor.

A close up of this man revealed to be the Foot Ninja Leader, Oroku Saki. But, to his foes, he was simply known as, The Shredder.

"I get the feeling, that destiny is one it's way for me," Shredder said. "When it comes, I will be ready."

That night in Equestria, Peter laid down in bed, trying to sleep his problems away. Next to him was Twilight, the mare still recovering from what she had gone through.

Peter's dreams were once again filled with torment, the hero surrounded by an angry mob of ponies, each of them chastising him.

"It's your fault!"

"You brought this on us!"

"Why don't you appreciate friendship!?"

Peter then found himself standing before the Friendship Center, the place completely on fire, crumbling down before his eyes.

"Think of all the lost Friendship," Came Gallus's voice. "Think of your wife, and how she feels."

"Peter?" Twilight's voice called.

"Twilight?" Peter looked up and saw Twilight at the window of the burning center.

"Peter! Help me!" Twilight called, coughing a bit. "Please, save me!"

"Twilight!" Peter rushed through the flames of the center. "Twilight! I'm sorry! I didn't mean to ruin things for you!" He rushed upstairs, hoping to find his wife. "I just wanted better! You deserve better! Please! I'll do anything to make you happy!"

"Peter!" Twilight's voice called, getting further away.

"Twilight!" Peter called, the hero now in tears. "Please, don't leave me!"

"PETER!" Twilight called.

"TWILIGHT!" Peter called in agony. Suddenly he heard some evil laughter. "Who's there?"

Appearing beside him was the Symbiote Clad, Nightmare Peter. "What's wrong, Spidey? Are you going to let your true love down again?"

"Buzz off, I don't have time for you! I have to save my wife!" Peter said.

"Why? Let this place burn," Dark Peter said, generating fire in his hands. "It's what you wanted, isn't it?"

"Wait, huh!?" Peter took a blast that sent him down the halls and through a wall, crashing to the outside.

Once again, the center continued to burn, Twilight still calling out. "Peter!"

"TWILIGHT!" Peter called, then spotting Dark Peter still burning everything.

"It's what you wanted, Spider-Man!" Dark Peter shouted. "You hated the School of Friendship after all, might as well destroy what's left!"

The center completely erupted in flames, Twilight's voice calling out once more as Peter fell to his knees, "TWILIIIIIIIIIIGHT!" The hero began sobbing, feeling the loss and despair of his wife. "This isn't what I wanted! It can't be! I just can't! It just...just..."

"Peter?" Came Luna's voice, the nightmare completely disappearing. The woman placed her hoof on his shoulder, "Peter, I'm here."

"Luna?" Peter began to calm himself, relieved to see a friendly face. "Thank God..."

"Peter, you are filled with so much torment, and this time, it's about The Friendship Center, why?" Luna asked. "Does it haunt you? Does the school burden your mind?"

"...I guess," Peter said. "It's just..."

"Tell me," Luna said.

"I just feel like the school never needed to exist," Peter said. "Twilight should have focused her energy elsewhere. Honestly, I should have just said that from the start."

"Why didn't you?" Luna asked.

"Because, I didn't want to hurt her," Peter said. "And I really wanted to believe she was making the right decision. Twilight's smart, so at first, I figured she knew more than me. And I did want the school to succeed. But the longer it existed, the more futile it seemed."

"Sounds to me like you did believe in your wife, but you felt like she should have accepted that this wasn't the right direction," Luna said.

"I spend so much time wondering if my decision really hurt her," Peter said. "Like, maybe I should have put my pride aside and helped her bring it back. I thought I did with the Friendship Center. I guess I didn't. Everyone's unhappy, and Twilight is suffering."

"Peter..." Luna gently caressed his face. "You tried your best. You had good intentions. I know you would never willingly hurt Twilight, or anyone."

"Unfortunately, I tend to do just that," Peter lamented, sighing to himself as Luna continued to caress his face. "Now my wife is hurt, and I feel like...if she were here I would..."

"I'm here," Luna pressed her forehead against his. "I will always be here."

"Thanks, Luna..." Peter said, keeping his position for the moment.

Luna couldn't help but marvel at Peter's face. She was very close to the stallion of her dreams, ironically in his. Long has she desired his love and affection, and long has she waited for the moment she could physically express her love.

Leaning in, she attempted to go for a kiss. However Peter turned his face, Luna only getting his cheek.

"Luna, I'm glad you're being friendly," Peter said, seemingly oblivious to Luna's advances. "But at this point, only Twilight could make me feel better."

Luna felt a bit hurt, she believed she loved Peter enough to help him forget about Twilight for a moment, but clearly he felt the opposite way. "Very well..."

Peter sat in solemn silence for a bit, still thinking over what he needed to do to fix everything. Suddenly he came face to face with purple, the hero looking up. "Twilight?"

"Hi Peter, Luna just contacted me, she said you needed help," Twilight said.

"Whoa, hold on, can we talk about this for a moment?" Peter asked. "How are you here!?"

"Uh, the dream spell, Luna taught me," Twilight said.

"I know but...aren't you exhausted!?" Peter asked. "You shouldn't be moving! Or using magic!"

"It's fine, Luna lent me some of her magic," Twilight said. "I was just worried about you."

"But, Twilight...if anyone should be worried, it's me," Peter said.

"Just let me comfort you," Twilight said, gently caressing Peter's face. "I hate seeing you sad."

"Twi..." A tear came down Peter's eye. "Worrying about you is my job. And it's because of me that you're in this position. I didn't mean to stress you out about the school, enough that you had such strong feelings about it. I just need you to know that, I love you. I would do anything to make you happy."

"I know," Twilight said, bringing Peter in for a kiss. "Let's talk later. Right now, let me ease your own stress."

"But, what about-?" Peter was interrupted when Twilight again kissed him, the mare laying Peter back and maintaining the kiss.

Peter didn't really care about the details at this point, he just wanted his wife's affection, even in the dream world.

It wasn't long before the two appeared on a bed as Twilight intensified her kissing, getting her tongue deep into Peter's mouth and rubbing her body against his. Her movements were unusual to Peter, they weren't Twilight's usual movements, rather she felt desperate and full of desire. Peter didn't mind, in fact he fancied it. After today, he couldn't blame her for this, and he wanted her just as much.

Meanwhile in the real world, Twilight was slowly waking up. She had a headache from everything she had been through the day prior. She looked around, noticing that it was still dark. "How long was I out?" She looked next to her, "Huh?"

Peter seemed to be panting in his sleep, and moaning a bit.

"Peter?" Twilight checked his head. "No fever, but what is..."

"Twilight..." Peter moaned.

"Is he dreaming about me?" Twilight wondered. She noticed Peter's movements were getting very intense, almost like he really felt her love and affection. "Wait, what is he dreaming about, is it..." Twilight's face turned red. "I see.." A sly smirk appeared on her face, "Well Peter, I'm about to make your dreams come true."

Twilight began to shake her husband, unaware of what was happening in the dream world. He didn't wake up at first, and his moments were getting even more intense.

"Peter?" Twilight shook again. "Peter!" In his dream, Peter held Twilight close, still making out with her as he slowly but surely heard her voice. "Peter!"

"Twilight?" Peter opened his eyes, and bit by bit, the mare he was getting intimate with, wasn't Twilight, the boy pulling back in shock as disbelief circulated across his body, "LUNA!?"

Luna's Twilight disguise was gone, the mare immediately panicking as she disappeared, the dream ending and Peter jolting up.

"Whoa!" Twilight said. "Sorry, was it that good!?"

Peter turned to the mare beside him, breathing heavily as he tried to assess the situation "Twilight!?"

"Uh, yeah, that's me," Twilight said as Peter gently caressed her face, looking into her eyes.

"It's really you, right?" Peter asked. "Am I awake?"

"Yeah, you are...Peter, what's going on?" Twilight asked.

Peter could not believe what had just happened, his body shaking a bit. "I don't believe this..."

"Peter, what's wrong?" Twilight asked.

"Twi...I am so sorry," Peter said. "I thought...I really thought I was with you!"

"Hm? You are though," Twilight said.

"I mean my dream, in my dream you were, and we were..." Peter was at a loss for words.

"Yeah, I know you dreamt about me, that's why I woke you up," Twilight said. "I figured the actual me would be better than a dream me."

"It wasn't a dream you...It was a fake you," Peter lamented, serious disappointment plaguing his mind. "It, was Luna."

Twilight wasn't sure what Peter meant, but she expected an explanation, and she would be getting it now.

Final Calm Before the Storm

A day had come and gone. So much had happened across the dimensions, and many were still not fully recovered, both physically and mentally from what had happened.

Currently Mayday was awake, the girl joined by Trixie and Starlight at the table. This morning, they had another guest, that being Autumn Blaze, who had slept over the previous night, similar to Shining Armor, Cadance and Flurry Heart, all of whom were still not fully ready for the day ahead.

Rumble had also stayed the night with Apple Bloom. The boy was still healing from his wing, and of course accommodations were made for he and his wife to sleep over. In addition, Thunderlane slept in the same room alongside his own girlfriend, Lightning Dust.

Both kids from the two couples were there alongside their parents, just for this night at least.

Aunt May was in the kitchen, cooking some breakfast for everyone, and from how many there were in the house, she had a lot of work ahead of her. Not that she minded.

"That smells really good, Mrs. Parker," Autumn Blaze said.

"Thanks dear," May replied, the woman working on some French Toast with a side of grains.

"One of my favorite things since living here is still May Parker's cooking," Starlight said. "Even after such a hectic day yesterday, good food can cleanse the soul."

"Yesterday was too hectic for my liking," Trixie said. "To think some ruffians attempted to pick a fight with me."

"Yeah, what a bunch of jerks," Autumn Blaze said. "They even had the nerve to blame Peter. He's a superhero, they shouldn't be mad at him. He's the one fighting to save their lives."

"Peter's always been the subject of slander I'm afraid," Aunt May said. "Ever since he was a young boy, the news media loved calling him a menace. Especially The Daily Bugle."

"Oh yeah, didn't Peter work there?" Starlight asked. "Imagine working for a place that constantly shames you."

"It's horrible, to think my poor Peter put himself through that," Aunt May said, the woman feeling a bit hurt by the memories. "So soon after he lost his Uncle too, if I only knew at the time."

"Why did Peter work for a place like that?" Autumn Blaze asked.

"Money was tight after I lost my husband, it got to a point where I had to pawn off some of my valuables just to make ends meet," Aunt May explained. "Peter must have felt terrible, to this day he still blames himself for what happened to Ben."

"It wasn't daddy's fault, was it?" Mayday asked, getting the older woman's attention.

"No, Peter thinks it is, but the only person at fault that night was the mugger who took my husband from me," Aunt May said. "If anything, I'm angrier at Ben than Peter."

"Why Ben?" Trixie asked.

"Sometimes I feel like if he only just cooperated with that mugger, he'd still be alive," Aunt May said. "Stolen objects are replaceable, but my husband was not. I don't blame Ben, he's not one to go down without a fight. It's why I admired him, and its why Peter works so hard. He wants to be the man his uncle was, even if it means shouldering so much heartache."

"That's a lot of pressure," Trixie said.

"It's too much," Aunt May said. "The problem is that Peter has a lot of Ben's flaws. They're both so stubborn and refuse to accept they're anything less than human. Both men have that Parker Pride."

"Parker Pride?" Mayday asked.

"That's a first, I've only heard of 'Parker Luck'," Trixie said.

"I don't want to criticize that side of them too much, Peter has always had strong determination, and it's something I am so proud of," Aunt May said. "But, he needs to stop shutting people out. The poor boy thinks he's burdening everyone. It's not a burden if there's love. I love Peter enough to want to help him ease his burdens. The poor boy worked hard to ease mine, he deserves the same."

"Everyone here knows that all too well," Trixie said. "The real challenge is getting through to Peter. But as things get worse, he's just going to worry more. And we all know he won't want us to worry about him."

"But, we can't help but worry, can we?" Starlight asked.

"That about sums it up," Autumn Blaze said.

"Aunt May, is Parker Pride hereditary?" Mayday asked.

Aunt May glanced in curiosity for a second, before chuckling a bit. "I'm sorry dear, I don't mean to laugh. That was just such a cute and innocent question."

"But I'm serious," Mayday said. "Is it hereditary?"

"I wouldn't say that it is," Aunt May said. "Peter learned it because he emulates his uncle. He remembers just how strong of a person that Ben was, and Peter wants to be just like that. I tell you, there's no one in the world Peter admired more than his uncle."

"Even more than Tony Stark?" Mayday asked. "Or Captain America?"

"Peter admires them too, but his uncle was always his biggest hero," Aunt May said. "Just like your daddy is your biggest hero."

"Can't argue with that," Mayday said. "Not just because of Spider-Man either."

"Any reason you're wondering if Parker Pride is hereditary?" Trixie asked.

"I just wanted to know if that's why I'm so different from other ponies," Mayday said. "Because I'm too stubborn to change."

"You shouldn't have to though," Starlight said. "Remember what Johnny Storm said yesterday?"

"Preferably without a certain choice work he used," Trixie said.

"Yeah, he said that I'm Mayday Parker-Sparkle, and ponies need to deal with it," Mayday said.

"Exactly," Trixie said. "I'm not normal by pony standards, and I couldn't care less."

"Same here, thanks to your parents, I learned that everypony being the same is far from ideal, and that's not a life I want to live," Starlight said.

"Wasn't that lesson only learned because you stole the Cutie Marks of everyone in a village and tried to turn them into equals?" Trixie asked, earning a glare from Starlight.

"Yes, Trixie, thank you for being so openly honest about my troubled past," Starlight bitterly responded.

"You are quite welcome," Trixie said, earning a deadpanned gaze from Starlight.

"Speaking from personal experience, I've always felt a bit different than other Kirin," Autumn Blaze said. "For a while, I was the only one willing to talk about my feelings when everyone else shut down out of fear of hurting another person."

"Oh yeah, daddy is the one who helped with that too, wasn't he?" Mayday asked.

"Yes, along with your mom and her friends," Autumn Blaze said. "Your dad just helped me on a personal level."

"This was the story you mentioned yesterday," Trixie said. "How Peter was an ear when you needed one. Something I relate to."

"Same," Starlight said. "Peter's stubbornness to help others is a blessing and a curse. But that's why we need to help make sure he doesn't steer out of control."

"Am I stubborn too?" Mayday asked.

"Uh...that depends," Trixie said. "I would say you're...determined."

"Yeah, you set your mind to something, and you don't let anypony tell you otherwise," Starlight said.

"Not many have that type of determination, so be proud," Autumn Blaze said.

"So...I'm not stubborn?" Mayday asked.

"If I'm being honest Mayday," Aunt May began. "You can be a little stubborn sometimes. It's not always a bad thing though. It just means you stick to your beliefs, like the girls here said. Just be responsible about it."

"How do I do that?" Mayday asked.

"Trust your heart," Aunt May said. "It won't be easy, life is full of hard trials. Sometimes we have to hurt a bit before we get to our goal. But you have plenty of people who want to help you. Just make sure you listen."

"Please, don't be like your father and shut people out when they want to help," Trixie said.

"That was a bit harsh, Trixie," Starlight said.

"I'm serious, that's one stubborn nature Peter has that annoys me to no end," Trixie said.

"Peter just doesn't like burdening others with his problems," Starlight said. "I can relate to that honestly."

"I don't think I want to burden anyone either, otherwise more ponies will hate me," Mayday said.

The heartbreak among these mares was quite visible, many of them wondering just how cruel some ponies could be to a filly.

"Anyone who doesn't like you just because you're yourself is not worth the attention," Trixie said.

"They just want you to feel bad because they're terrible individuals," Autumn Blaze said.

"Selfish too, all because of some school," Starlight said, a hint of bitterness in her voice.

"I'm almost starting to see why Peter finds so many flaws with it," Trixie said. "On paper, that school seemed like a good idea. Who wouldn't want a school where everypony can learn to be friendlier?"

"It was even working well at first," Starlight said. "Somewhere down the line, it seems like things just fell apart."

"I've heard some ponies blame the Superhero Civil War for that," Autumn Blaze said.

"I won't deny that was a big part of why the school was shut down," Trixie said. "But honestly, that wasn't a bad thing. It was a blessing in disguise."

"Because it managed to expose just how poor the education of that school was," Starlight said. "I feel terrible saying it since Twilight and her friends did put the best effort they could into it, but Friendship just can't be taught like a curriculum in a school."

"Well, maybe it could have," Autumn Blaze said. "The school probably just needed a little more time."

"You can't be serious, that place was doomed from the start," Trixie said. "If ponies needed a school to learn how to be friendly, I say it just proves how poor of a society this is. Ponies are all the same, always quick to judge while hiding behind a wall of fake friendliness."

"Ponies do hold a grudge for sure, I'm lucky the ponies in my village forgave me for what I did," Starlight said, the mare suddenly feeling worried. "At least, I hope they did. What if they still hold it against me?"

"You could ask them," Autumn Blaze suggested.

"Even if she did, she may not get a straight answer," Trixie said. "They might dance around it, but still show their disdain through their actions. Like, when was the last time any of them reached out to you, Starlight?"

"Well, I do talk to Sugar Belle and Double Diamond at times," Starlight said. "Party Favor and Night Glider seem friendly too, but everypony else, I'm honestly not sure."

"Didn't you have another friend?" Mayday asked. "The one from the Crystal Empire that sometimes foalsits Flurry?"

"You mean Sunburst?" Starlight asked. "That's a tricky subject for me. I did want to talk to him more, but keep in mind that for a while, I wasn't allowed to leave Ponyville due to my association with Loki. Tony Stark has since lifted that probation for me, but even with my Freedom, I just don't know how to rekindle my old bond. Sometimes I just feel like Sunburst is better off without me being there."

"You shouldn't say that," Autumn Blaze said. "It might make him happy to see you again."

"I can ask Flurry when she wakes up, she might be able to help," Mayday said.

"That's very kind of you to offer, Mayday," Aunt May said.

"I do appreciate it, but right now, I think it's better to focus on the larger problem at hoof," Starlight said. "Ponyville is falling apart because everyone's afraid of this villain invasion. We got hit badly yesterday, and from what Peter's said, other worlds got hit hard too."

"I do hope everyone's alright," Trixie said. "Though Janet did not seem to be in a good mood yesterday."

"She barely said a word, but I think something bad happened in Peter's world," Starlight said. "I hope we get more details now that everyone's gotten a chance to take it all in."

"If they even could have," Trixie said. "Some things just don't get better with so little time."

"Yeah, they don't," Came a voice. Coming into the kitchen was Janet. The first noticeable thing on the mare were her red eyes, the heroic pony looking tired and irritated.

"Oh, um...good morning Janet, how was your night?" Starlight asked, almost regretting it.

"I've had better," Janet said.

"I have food ready if you want," Aunt May said. "Is Spike awake too?"

"He's getting Hope ready for the day, he'll be down in a second," Janet said.

"That's good..." Starlight again wasn't sure how to respond. "We also need to wait for Peter and Twilight."

"They're awake, but from the look and sound of things, they're in no better mood than I am," Janet said. "Given what happened to Twilight yesterday, I can't say I'm surprised."

"I hope Peter's handling it well," Trixie said. "But then again, it is Peter. He takes everything so seriously."

"He should, this is a serious situation," Starlight said.

"I know, but Peter gets so frantic when things like this happens," Trixie said. "It's like he wants to fix everything at once, and make everything better. He doesn't realize that he can't fix all the problems in the world."

"I think he does know that," Autumn Blaze said. "That's why he's so stressed, because no matter how much he does, he feels it's never enough."

"Doesn't help that ponies are making it feel like it's never enough," Starlight said. "They were all so cruel yesterday."

"Those brutes tried picking a fight with us too, if Celestia hadn't shown up, Ponyville Hospital may have had a few more patients," Trixie said. "And I certainly am not referring to any of us, or the heroes."

"Let's be glad it didn't come to that," Autumn Blaze said. "Violence is never going to solve anything."

"They tried picking a fight with you, and you looked ready to act on that," Trixie pointed out.

"Yes, I admit that I was, and I know that would have been wrong of me," Autumn Blaze said. "Evidently, I still struggle with some anger issues."

"Which is weird, you're usually so sweet and kind," Mayday said.

"Aw, thanks, you're too sweet," Autumn Blaze said, rubbing Mayday's head.

"Unfortunately, even the nicest ponies have an angry side to them," Starlight said. "Which is fine, it makes us individuals."

"Like I always say, it's important to manage that anger, and not use it as an excuse to be mean to others," Autumn Blaze said. "Unfortunately I nearly fell into that anger."

"It happens," Starlight said, looking to the side. "Aynway, we should check on Peter, see how he's doing."

"You go on ahead," Aunt May said. "I'll get his food ready."

"Mayday, you stay here for a second, we'll get your daddy," Starlight said, standing up. "Janet, are you coming with us?"

"I'm good, I'll just stay and keep my niece here company," Janet said, sitting next to Mayday. "Plus I need a bite."

"It's freshly cooked, so eat up," Aunt May said.

"Thanks May," Janet said, taking a quick bite. She looked to the side, spotting her niece. The same niece who's been the subject of a lot of drama among Ponyville. It infuriated her to know that some ponies have been cruel to her over the simplest things in her mind. "So, Mayday..."

"Yeah Auntie?" Mayday replied.

"I hope you know that, no matter how much ponies want you to change, that it's important to be yourself," Janet said. "If people conformed to what others wanted, there'd be no originality."

"Miss Starlight told me that, it's why she regrets some things she did," Mayday said.

"I'll tell you one other thing," Janet said, taking a moment to swallow some lingering sadness before speaking. "I knew a man, who if you told him that he couldn't do something, he'd do it anyway, just to spite you. He was different, but he embraced it and used his unique nature to create some of the greatest things."

"Wow really?" Mayday asked. "Was he really that great?"

"Yeah, he was a wizard when it came to inventing," Janet said, a small tear escaping her eye, the mare doing her best not to let Mayday see. "One day, I think that could be you too. Just be yourself."

"Okay Auntie," Mayday said. "Who was this man anyway?"

"A friend, you may have seen him once or twice," Janet said, taking a bite out of her food. "Tell you more, later."

"Okay," Mayday said, eating up as well.

Meanwhile Starlight, Trixie and Autumn Blaze were heading upstairs, and as they got close to the shared room of Peter and Twilight, they could hear the two discussing something inside.

"Why would she even do something like that? She's our friend," Twilight said, the mare sounding incredibly heartbroken and disappointed."

"I really don't know, it's been bugging me all night, I've almost been too afraid to go back to sleep," a distraught and empty Peter said.

"I knew Luna had feelings for you, but I didn't think they'd overpower her logic," Twilight said. "She knows you and I are married, she's the Godmother of our daughter. What could have driven her to do such a thing?"

"I can't even...I don't even..." Peter groaned in frustration.

"Peter..." Twilight sympathized with her husband's frustration.

This was concerning to the trio of mares outside the room, with Starlight hesitantly knocking on the door. "Peter? Twilight?"

The door opened, courtesy of Twilight's magic, the mare waving to her friends. "Good morning. If this is about breakfast, we'll be down soon."

"Uh, okay," Starlight replied. Of course one thing that caught her mind was Peter, and from what she could tell, he was very tired and stressed out. While she's seen Peter busy, she's never seen him at the point of near exhaustion. "Hey, Peter, are you doing okay?"

"Huh?" Peter glanced over at Starlight, noticing how worried his friend looked. "Y-yeah, I'm fine. I just, had a really bad dream. Like I always do."

"...You say it so casually," Trixie said.

"Yeah, it's kind of concerning," Autumn Blaze said. "Twilight did mention that you were going through a lot."

"It's nothing, maybe I have too much ice cream before bed or something," Peter nervously insisted. "I'm fine, don't worry about me."

Starlight furrowed her brow in annoyance. As expected, and as Trixie said prior, Peter once again refused to express his emotions, and it bothered the mare to an extent.

"I know you're strong, Peter," Starlight began. "But, you don't need to be strong all the time."

"...Right," Peter awkwardly rubbed his head. "Guess they're going to find out sooner or later."

"We'll be down shortly," Twilight reassured. "Peter will talk to you after a good breakfast."

"We'll be seeing you downstairs then," Trixie said, making her leave with her friends as Peter remained behind for the moment.

Off in the Capcom Portal Room, a bored looking Sunset Shimmer was seen laying against a chair while generating a ball of light in her hand.

Nearby Chun-Li was talking things over with Spencer, Strider, Donnie and Trunks, all five of them currently making a few plans.

As the woman made her plans, she turned around to see Sunset sitting around and bored, curiosity in her mind. "Sunset?"

"Huh?" Sunset turned to Chun-Li. "Need something?"

"Any reason you're just sitting around?" Chun-Li asked. "Usually you're off training or exploring."

"Well exploring is out of the question, there's villains in almost every dimension now," Sunset said. "And right now, I'm too pumped to train. I want to be the first one here when you declare a plan of action."

"That might be a while," Chun-Li said. "We need to coordinate our attacks."

"Come on, by the time we figure something out, the villains will strike again," Sunset said, standing up, off the chair. "Quite frankly, I'm tired of just waiting, I want to go and bust some heads."

"That's understandable, but if we go in blind, it will be a disadvantage for us all," Strider said.

"These bastards snuck up on us pretty good," Spencer said. "A lot of people already got hurt or killed."

"A good chunk of the Square fighters are unable to fight," Chun-Li said.

"Some of Terry's buddies took some blows too," Spencer said. "But then again, they're tough, so they'll probably just brush it off."

"Some worlds already got hit quite badly," Strider said. "Including the Sega Zone, along with Marvel Earth."

"Specifically the one our Peter is from," Chun-Li reminded.

"Yeah, that I'm aware of," Sunset solemnly stated.

"We still have that girl who's being treated after that sneak attack Bison led," Chun-Li said. "Fortunately she's recovering just fine, thanks to Jude Mathis. But it's a firm reminder of how bad things have gotten."

"These enemies are dangerous," Donnie said. "That Wesker guy is a whole other level. Whatever mutated him was incredible science."

"You also don't want to deal with Black," Trunks pointed out. "Chun-Li told me about her friend Ryu fighting my father, and how this Spider-Man friend of yours fought Goku. I hate to say this, but given how much those two struggled, that shows at least me that even they may not be enough."

"Don't underestimate Peter or Ryu," Sunset said. "Peter's a smart boy who knows how to adapt. Just last year he fought and defeated a Cosmic Powered Warrior. Ryu never stops training, fighting Vegeta just gave him more motivation to get stronger. They can catch up to Goku Black."

"Besides, if worse comes to worse, we have Thor," Chun-Li said. "He was strong enough to handle Lord Beerus with no trouble."

"Who's Thor?" Trunks asked. "Also who's Beerus?"

"Beerus is some Destruction God from your side of the multiverse," Spencer said. "Ask your pops about it."

"And Thor is the King of Asgard, and the God of Thunder," Chun-Li said, the woman beginning to blush. "He's got big strong muscles, and gorgeous blonde hair."

Strider furrowed his brow in annoyance, "He also talks too loud."

"He's just confident," Chun-Li insisted. "Nothing wrong with that."

"Well then let's teach him this valuable life lesson," Strider began. "Confidence, is silent!"

"That why you almost never talk?" Spencer asked, much to Strider's annoyance.

"To be fair, a lot of guys are like that," Sunset said. "Many warriors are the strong, silent type. Then there's Mayday, the cute, silent type."

"Who's Mayday?" Trunks asked.

"Spider-Man's daughter, damn cute girl too," Spencer said.

"She is quite adorable, and has such a big interest in science from what I've gathered," Donnie said. "A young mind like hers must be molded well. She could be a star in the field of science!"

"Got that right," Spencer said. "She just needs to build her confidence more, which she can't do if she's being bullied like she is."

"Unfortunately, that's inevitable," Chun-Li said. "Bullying is part of life, it's nearly hard to avoid. That's when it's important for her to learn self-confidence and proper assertiveness."

"Very important life lessons," Donatello said. "I know what it's like to stand out as an outcast. While I mostly stick to the shadows, I do so because my society isn't always too keen on guys like me."

"I get that too," Spencer, gesturing to his bionic arm. "Guys like me were treated like heroes during a war. Once that ended, we were nothing but a bunch of freaks."

"If you're a hero from a war, why would you be outcasted?" Donatello asked.

"You'd be surprised how quickly people turn on others, for simple reasons too," Spencer said. "You can do so many amazing things, but the moment you're useless in someone's eyes, you get cast aside."

"I think that's what Peter's going through right now," Sunset said. "You know, I feel like I should do something. Or say something. It's not fair for Peter to put up with this nonsense."

"Damn right it isn't," Spencer said.

"How will you advocate for him?" Strider asked.

"I don't know, I'll figure something out," Sunset said. She then noticed a new entry into the room. "Oh, Jude!"

Everyone turned to see the Namco Healer from the Talim Medical School making his way over. "Hi."

"Jude, how is Presea?" Chun-Li asked.

"She'll live, but I have to say, that was one very deadly injury," Jude said.

"I wish we knew more about this woman," Chun-Li said. "According to Iceman, it was a woman with a lab coat, glasses and messy brown hair."

"Definitely not from our world, no way someone like that would evade our sight," Spencer said.

"Did he mention anything else important?" Sunset asked. "Like her style?"

"I remember Genis saying she had a red and blue pattern on her clothes," Jude said. "And her lab coat had some type of ribbon on it."

"Ribbon? That's fancy," Chun-Li said.

Trunks rubbed his chin in curiosity, "I wonder..."

"Something up, Trunks?" Spencer asked.

Trunks shook his head, "It's nothing, don't worry about it."

"Well, thank you for your assistance Jude," Chun-Li said. "Do you need help getting back to your world?"

"I can find my way around," Jude said, taking a look around the room, feeling a bit confused. "Or not."

"I got you covered," Sunset said, pressing a button and messing with some controls. "Namco...Rieze Maxia..."

"Actually, I need to go to Sylverant to let Lloyd and his friends know," Jude said.

"Oh right, that makes sense," Sunset said, recalibrating. "Alright, directing route to Slyverant and...there...You should end up in Iselia."

"Make sure you navigate that well," Spencer warned as Sunset opened the portal. "Last time you tried opening something to the Sanctum Sanctorum, and you ended up in the one in Beijing rather than the one in New York."

"It should work out," Sunset said, allowing Jude through.

"It worked! Thanks!" Jude called.

"No problem," Sunset said, closing the portal. "I should let Lloyd and Genis know about Presea."

"I can handle that," Strider said. "We also should check in with our other allies."

"Many of them went back to their own worlds for a bit to recon damage," Chun-Li said. "Sonic may be gone for a bit, and I think Jin has to make sure everyone in his building is recovering alright."

"I can go and get everyone," Sunset said.

"Wait on that," Spencer said. "Give them time to catch their breath."

"Besides, you tend to get sidetracked when exploring the multiverse," Chun-Li pointed out.

"Huh? No I don't!" Sunset insisted.

"So you didn't run off to try and get Lara Croft to sign a Daring Do book?" Spencer sarcastically asked.

"One time! I did that one time! Three months ago!" Sunset said. "It was a present for Rainbow Dash! She's fond of those explorer types!"

"You went into a dangerous temple and nearly set off some traps that Lara was specifically trying to avoid," Spencer said. "If Strange hadn't spotted you-"

"Then I would have been fine," Sunset said. "I'm a Unicorn with powerful magic, a silly dart won't stop me."

"You'd be amazed what can bring down a powerful person," Trunks said. "In my timeline, Goku died of a Heart Virus."

"I heard Kratos's second wife died due to an illness as well," Strider said.

"How do you know that?" Spencer asked. "No way he told you, that guy doesn't seem like the type to open up about his private life."

"I overheard his son once," Strider said. "That talking head mentioned wishing that the lady in question were here to help fight, and the son mentioned an illness."

"Shame what can bring down such power," Donnie said. "Instead of dying out in battle, you just die normally."

"Honestly, that's not too bad," Chun-Li said. "Does every warrior want to die in the battlefield? Some may want to die in peace."

"Well we don't get a say in how we die, so it's pointless to speculate the pros and cons of it all," Spencer said. "Right now, if we're not careful, all of us could end up dying sooner than we planned. We already have casualties all across the multiverse. We lost several in Ragnarök after all."

"I'm aware of our fallen allies, Spencer," Chun-Li said. "Not a day goes by that I forget about any of them. Of course, I am grateful that I no longer have to count Cammy among them."

"I still can't believe she survived," Spencer said. "It's great and all, but it makes that memorial service we did feel a bit awkward now."

"Spencer!" Chun-Li scolded. "How could you say that!?"

"Yeah, I know, that was dumb of me to say," Spencer admitted. "Sorry, I'm still trying to process this. I really am grateful she's alive, and in a perfect world, our other friends survived too."

"There probably is a timeline like that," Sunset said.

"That's great for them, but it doesn't do crap for us," Spencer said. "Even with the multiverse, it's not like we can just pull in another Guile, or another Carlos."

"Even if we could, we'd just be taking from that timeline," Chun-Li said. "Not that they could replace our friends."

"Far as I'm concerned, if you're another version of our friend, you might as well be a stranger," Spencer said. "Even if we met another Guile, he's not our Guile."

"I'm willing to bet that Rita Mordio's friends would feel the same," Chun-Li said.

"You know, that does make me wonder," Sunset said. "How does Sally Acorn feel about this Sonic? Or how does Miles Morales feel about the Peter I know? Or that Sora boy with our Cloud?"

"You should ask them," Spencer said. "Actually, we can ask you. Didn't you meet other versions of Twilight and her friends?"

"Right, I will admit that despite the familiarity being there, they just weren't the same as the ones I already knew," Sunset said.

"You summed it up well," Chun-Li said.

"...Well, I should check on Peter," Sunset said.

"Mind if I go too?" Trunks asked. "I'm kind of curious about who this Peter is. I've only been here a day, but I've heard his name get thrown around a lot."

"I'd introduce you to him as well," Chun-Li said. "But my presence is required here."

"I can take over the planning with Spencer," Donnie said. "I can even call over my brothers and my friend April."

"I can call over Viper and Doctor Light," Spencer said. "Maybe Miguel can stop by too."

"Well, alright," Chun-Li said. "I guess I'm going to Equestria."

"I can get us there," Sunset said, using her magic. "Without the fancy gadget this time."

"Come to think of it, why didn't you use magic when you were helping Jude?" Chun-Li asked.

"I just wanted some practice with the machines," Sunset said. "Like Spencer said, I messed up before, and I want a backup just in case I can't use magic for some reason."

"That makes sense," Trunks said.

"Plus I have an easier time making a portal to Equestria than Namco," Sunset said. "Less strain."

"That makes sense as well," Chun-Li said. "Well Sunset, lead the way."

"I'll send over anyone who wants to come," Spencer said.

"Catch you later then," Sunset said, leading herself along with Chun-Li and Trunks through a portal to Equestria, leaving the others behind for the moment.

Back in Ponyville, after having had his breakfast, Peter was seen sitting in the living room, still with a lot on his mind. Twilight was right beside him, keeping his hoof held and hoping to comfort him in any way she could.

The rest of the family were all gathered nearby, both those who resided in the home, and the ones from the Crystal Empire. Plus the close friends that were already present, as well as a recovering Rumble with his wife Apple Bloom, along with Thunderlane and Lightning Dust.

The kids were sitting around Peter as well, Mayday and Flurry both looking worried for Peter while Hope held Benjy close, feeling just as worried for her uncle while comforting a son who had no comprehension of what was happening. Felicity sat close to Cumulon, the girl looking worried for Peter and Twilight.

"Well, I think I can speak for everypony when I say that we're glad you're doing well, Twilight," Starlight began. "You went through a lot yesterday with that Plunderseed situation."

"How are you feeling after that?" Trixie asked.

"I'm still feeling a bit exhausted," Twilight admitted. "That whole ordeal was both physically and mentally draining."

"Do you have any memory of it?" Autumn Blaze asked.

Twilight nodded in confirmation, looking very remorseful. "I do, I'm not proud of anything I have done, or said."

"We're just glad you're alright," Shining Armor said.

"What about the ponies I hurt?" Twilight asked. "Or the town? Everypony was still recovering from the Plunderseed vines."

"It's not your fault," Trixie said. "The fault lies within Mr. Negative and those Sirens. They're the ones who controlled you into doing what you did."

"Not like you wanted to hurt anyone, you were just as affected as anyone else," Thunderlane said.

"I don't know if I am completely without blame. All those four did was manipulate some negative emotions that were already there," Twilight said. "If I didn't have any, this could have been avoided."

"Everyone has negative emotions, dear," Aunt May said. "We all have things that we're angry about, that's why self-control is important."

"Exactly, remember my village Twilight," Autumn Blaze said. "Things got bad because not only did Kirins have a lot of anger, we never knew how to manage those emotions. If there's stuff you're still angry about, you should tell us so it doesn't have such power over you."

"I know I should do that, I guess I can be a bit stubborn myself," Twilight said.

"A bit?" Shining Armor commented. "Sorry to say Twiley, but you're very stubborn. It's one of the reasons you're a perfect match for Peter."

"Okay fine, I'm very stubborn," Twilight said, gentling rubbing Peter's back. "Which is why I'm grateful I found a stallion who puts up with it."

"I should be the one that's grateful, your flaws are minimal to non-existent," Peter said. "My flaws however-"

"Peter, you're sweet, but I'm nowhere near flawless," Twilight interrupted. "I doubt you could have been so easily controlled."

"Remember the symbiote suit, Twilight," Peter said. "That thing controlled me, it took all my anger and manifested it into something all too real."

"That was a long time ago, I believe you've grown so much after that," Twilight said. "Regardless, I am glad you and all of our friends were able to snap me out of that. That was a far from pleasant experience."

"It was scary too," Mayday said.

Hearing that hurt Twilight's heart a little, knowing she had made her own daughter feel so frightened. "I'm sorry if I did anything that scared you, honey."

"It's alright, you didn't mean to," Mayday said, trotting toward her mother. "I'm just glad you're okay."

"Aw, my little sweetheart," Twilight used her magic to levitate her daughter toward her, bringing her into a gentle hug. "You were a big part of that, thank you."

Mayday was quick to return the hug, wanting to feel nothing more than the warmth of her mother's love and embrace. Seeing this helped to put even Peter's mind at ease, if even a little. It reminded him of what he was so grateful to have, but it also served to remind even more what he could lose.

"Wow, this is cute," Thunderlane said. "At least there's a happy ending here."

"It's happy yes, but definitely not an ending," Trixie pointed out. "Remember, things are still pretty bad. We have to find those villains."

"The multiverse did get hit, Equestria isn't the only place that suffered," Starlight reminded.

"That's an understatement," Janet said, the girl immediately comforted by Spike.

"We're going to have to get our friends to come by and fully explain what happened to Twilight," Peter said. "It wasn't easy though."

"It was very stressful," Janet said. "Especially after what happened on Earth. The same Earth Peter and I came from."

"What happened?" Twilight asked.

"New York got turned into a wasteland. All thanks to Doctor Doom, Sigma, Queen Chrysalis and..." Janet had to remember kids were nearby, so she minded her choice of words. "That monster, Ultron."

"...I can't believe it," Twilight said. "Chrysalis destroyed Earth? With those villains?"

"Lots of heroes died, including Hank," Janet said.

"Oh...I'm sorry to hear about Hank Pym," Twilight said. "I know you two were obviously close, and were trying to make amends."

"Yeah, we were," Janet said, wiping a tear from her eye.

Feeling sympathetic, Mayday flew over to hug her aunt. "I'm here for you."

"Aw, thanks kiddo," Janet said, returning the hug. "You're sweet, just like your parents."

"Hugs!" Hope said, hugging Benjy.

"Yes dear, hugs," Janet said, stroking Mayday's head. "Mayday's as smart as she is kind, just like Hank was."

"Is he the scientist you mentioned earlier?" Mayday asked.

"Totally, a great mind to emulate," Janet said. "Remember, if you're told you can't do something, be like Hank, and prove everyone wrong."

"I will," Mayday said.

"But don't build anything like Ultron," Janet said. "At least not with the same functions."

"Ultron..." Peter lamented. "I won't lie, he's one of the reasons I was afraid of seeing technology in Equestria."

"Technology isn't scary daddy," Mayday said. "It's only scary if used for evil, like magic."

"Huh, my own daughter used fair logic against me," Peter rubbed her head. "Already showing your great wisdom, Mayday?"

"Uh, maybe..." Mayday shyly stated.

"You're too dang adorable," Peter said, just as Mayday shifted from her aunt's embrace toward her father's. "And huggable, that's a plus."

"She is definitely huggable," Lightning Dust said.

"You bet," Rumble said. "A hug from Mayday is like a hug from a bundle of warmth."

"How's your wing by the way?" Lightning Dust asked.

"Still hurts like crazy," Rumble said, glancing back. "Stupid villains, what I wouldn't give for a chance to get them back for this!"

Rumble again winced in pain after his outburst, Apple Bloom being quick to comfort him, "Hey, don't overexert yerself."

"Sorry, I'm just so ticked off," Rumble said. "My Wonderbolt career is down the drain."

"You don't know that, bro," Thunderlane said. "Your wing could get better."

"Don't give me that false hope, my wing's totally mangled," Rumble said.

"Did you see a doctor yet?" Peter asked.

"Nurse Redheart checked on me after checking on some other ponies," Rumble said. "She gave me some treatment at least."

"You need to see a doctor again," Peter said. "Your wing should be able to heal if you treat it well. Don't give up hope just yet."

"I'll try not to," Rumble said.

"Poor boy," Cadance said.

"He'll be fine, he seems tougher than he's acting," Shining Armor commented.

Mayday got off Peter and trotted over to Rumble to give him a hug, "You'll feel better soon."

"Heh, how cute," Rumble returned the hug. "As expected from my precious little sister."

"Wow, Mayday's in a hugging mood today," Peter said.

"Given everything she's gone through, it makes sense," Starlight said.

"Uncle!" Felicity trotted over to hug Rumble as well. "Want hug too!"

"Sure, I got room for two precious girls," Rumble said, hugging Mayday and Felicity.

"Always popular with the girls, aren't you little bro?" Lightning Dust said, rubbing Rumble's mane.

"Hey, make room for me," Flurry said, trotting over for a hug, Rumble doing his best to make room for her.

"Yeah, I guess I am..." Rumble said, earning a chuckle from Lightning Dust.

"Careful Felicity, you got some competition," Lightning Dust teased.

"I win, mama," Felicity said. "I winner, like you."

"Smart girl," Lightning Dust boasted. "You know, Thunder? I bet that our kid can be a Wonderbolt one day with this type of determination."

"It definitely runs in the family," Thunderlane said.

"I hope I can teach her some stuff," Rumble said. "Might be hard without the use of my wings."

"Have faith, little bro," Lightning Dust said. "You'll get better, then you can teach my little filly here how to wreck the skies in your own way. Just like her parents."

"Someone sounds like a proud mother," Peter said, then heard a knock on the door. "Wonder who that could be?"

"I'll get it," Twilight trotted over to answer. She was almost surprised by the amount of guests at the door. All of her Element Friends, plus Susan Storm, Franklin and Silverstream, as well as the hero husbands and the duo of Miles and Gwen. "Oh my."

"Twilight! You're alright!" Johnny said, giving the mare a quick hug. "Damn, you really had me worried."

"Oh, thanks Johnny," Twilight said, returning the hug.

"You had all of us worried," Logan said, trotting over as Johnny pulled away. "We're glad yer safe."

"I'm fine, but there's a lot more we each need to discuss," Twilight said.

"Yeah, let's get this over with," Bobby said. "The sooner we recap the situation, the sooner we can get a little payback."

"Come on in," Twilight said, letting everyone into her home as she closed the door behind her.

Meanwhile in Castle Doom, Wesker had his plans laid out with Juri, Vergil and Tron each beside him and looking things over.

"When does the next part of the plan start?" Juri asked.

"With any luck, tomorrow," Wesker said.

"Tomorrow?" Juri asked. "Shouldn't we go in again today? We got some good hits in, gotta keep up the momentum, otherwise the heroes will recover."

"I must agree with Juri, I feel like we barely made a dent in that world we went to," Vergil said. "It didn't help that those other Spiders showed up."

"Oh yeah, guess they want revenge," Juri said. "Still, we need to go in again, maybe at least try attacking the multiverse around Equestria once more."

"Normally I would agree with you," Wesker said. "Even I admit I could have done a bit more, shameful as it is to say. I underestimated Chun-Li's leadership, as well as those Ninja Turtles. However, Victor believes that our priority should be Equestria right now."

"Since when do we take orders from Victor Von Doom?" Juri asked. "We never agreed to follow him, only cooperate."

"And that is what we're doing," Wesker said. "Besides, this break has given me time to think about our next course of action, especially with our new foes in the mix."

"What will you do regarding those....Ninja Turtles?" Vergil asked. "Honestly, how can that be a thing?"

"It's the multiverse, Vergil," Tron said. "Anything's possible."

"You are correct Tron," Wesker said, elating the girl with happiness. "But this can work to our advantage. Those turtles could have enemies of their own, ones that could make formidable allies. Of course, that is only a theory."

"Have you looked into it?" Juri asked. "What world did they come from?"

"I am not sure, I have run this by Victor, and he said he will figure it out," Wesker said. "But when you travel the multiverse, you do hear a lot of whispers. So I would not be surprised if someone found out any needed information regarding our turtle friends."

"More allies is always good," Juri said. "Vergil and I thought about recruiting some allies from SNK. I'm thinking Iori Yagami. He's one of the strongest guys there, and he has some lovely allies who can help."

"Iori contains the power of the Orochi," Vergil said. "A power up like that could be beneficial, but concerning."

"Doesn't Leona Heidern also have the Orochi?" Juri asked.

"She does, but I do not believe she will join us," Vergil said.

"Hey come on, she's not exactly a woman of morals," Juri said.

"Her ideals of justice may differ from others, but do not mistake that for an easy ally," Vergil said. "She could just as easily deem us as untrustworthy."

"You know quite a bit," Tron said.

"I did a little recon before my mission, plus SNK has crossed paths with Capcom, it was a good opportunity to learn more," Vergil said. "The power of Orochi was intriguing to me, and we at least know of two powerful beings capable of using it at will. But only Iori may join us."

"What if we persuade Leona?" Juri asked. "Give her a reason to side with us?"

"I must say, you are quite adamant about this," Vergil said. "But I suppose she would make for a great ally."

"That's the spirit, Vergy," Juri said.

Vergil glared at the woman, "I have asked you many times to refrain from calling me that!"

"But it's funny," Juri insisted.

"I hardly see the humor in it!" Vergil said.

"Enough," Wesker said. "Vergil, she only uses that nickname because she knows it irritates you, stop giving in to her irritating nature."

"Me? Irritating?" Juri teased. "That's mean."

"As for you, Juri," Wesker turned to the woman beside him. "It would be wise if you did not cause your teammates any unneeded drama."

"But that's half the fun," Juri insisted.

Wesker groaned in annoyance, "You are something else."

"Still, I do stand by what I said before, waiting may not work out well for us," Juri said. "Many of those heroes are still able to fight."

"Victor led a successful attack on Marvel's Earth, while Goku Black led a successful attack on Sega," Wesker said. "Even Sephiroth managed to weaken many fighters from his home world. Even if the plan didn't seem well from any of our ends, it still had some success."

"Bison had a bit of success too," Tron said. "He fatally injured a powerful fighter, probably killed him, and thanks to Vomi showing up and taking someone down, Tirek had time to steal some of that world's magic."

"Seems minimal, but whatever," Juri said.

"We'll be fine, I'll make sure of it," Wesker said, then pulled out a vial. "Of course, who's to say we can't throw a little more chaos into these realms?"

"See, that idea I like," Juri said.

"We will conquer Equestria, then the multiverse around it," Wesker said. "It feels fitting in a way. Many of us were gathered because of our rivalry with Spider-Man in Equestria. What better way to truly start our invasion than with the destruction of Equestria?"

"It's definitely poetic," Juri said. "The best part is that they don't even know everyone that's going to be part of this invasion."

"Yes, we have plenty of surprises in store," Wesker said. "For now, we start at it's core. Tomorrow, we strike."

"Sounds fun to me," Juri said. "How do we go about it?"

"By remembering one key fact about this world," Wesker said. "Ponies are not the only inhabitants. We must be prepared for everything."

"Go on..." Juri said, her interest piqued.

Meanwhile Shocker and Electro are seen conversing with Rolento, Poison and members of the Mad Gear Gang. Not too far away were The Dazzlings and Cozy Glow, the two looking very curious by their new allies.

"Still can't believe they found a gang to join us," Aria said.

"Honestly, they don't look like much, just a bunch of street hoodlums," Adagio said.

"The way I see it, it's more friends to have," Sonata said. "That lady with the pink hair is really cute."

"Is she a lady?" Cozy Glow asked. "I thought I heard Juri last night saying that she might not be a lady at all."

"Sure looks like a chick," Aria said. "She's got boobs and everything, no guy has that."

"Hm...maybe we should pull her pants down at some point," Cozy Glow said.

"Cozy!" Sonata scolded.

"What about that other guy?" Aria asked, gesturing to Rolento. "The one with the beret, what do you make of him?"

"Nothing too impressive," Adagio said.

"...Yeah, you're right," Aria said. "At the very least, they make for good fodder."

"Send them into the front lines, and let them take the hits," Adagio said. "Genius move."

"What a bunch of losers," Cozy Glow said. "This is why we're the alpha, because we're clearly more important."

"Well we Sirens are," Aria said. "You're just as much fodder as that Mad Gear Gang."

"Huh?" Cozy Glow asked, this also earning Sonata's annoyance.

"You're not exactly useful kid, so I'd drop that high and mighty attitude of yours," Aria said.

"Aria, be nice!" Sonata said, placing her hands on Cozy's shoulders. "You're going to hurt her feelings."

"To be fair, she broke down all because she got her eye scratched out," Adagio said, glaring down at the girl. "She's lucky Martin healed her, but it just shows that she's not ready for it."

"I am too ready! That stupid Griffon just got lucky!" Cozy Glow said. "I can so be useful!"

"Really? How?" Adagio asked.

"For starters, I'll destroy that ugly bird myself!" Cozy Glow said.

"How is that useful? Any of us can kill him," Aria said. "Martin already killed his stupid dragon friend."

"Then...afterwards....I'll destroy Princess Twilight!" Cozy Glow declared.

"Right, you're going to take down an Equestrian Princess," Adagio teased.

"We have Grogar's Bell, it will make us all stronger!" Cozy Glow said.

"What makes you think you're getting any power?" Adagio asked. "It will be wasted on you."

"Nuh-uh!" Cozy Glow replied. "I am so capable of its strength!"

"I think you can do it," Sonata encouraged.

"See? Sonata's smart, clearly smarter than you two," Cozy Glow said.

"Aw, you're sweet," Sonata said, hugging Cozy Glow.

"What a kiss-up," Aria said. "I will never understand your fascination with that girl."

"She's cute, and she needs a family," Sonata said, pressing her cheek against Cozy's. "She can be our precious little sister."

"Yeah, no," Adagio said. "I am not playing big sister duties for another brat. Bad enough I have to do it for two of you."

"Hey, don't lump me in with Sonata and Cozy Glow," Aria scolded. "She's the one trying to adopt some little imp."

"Don't call me an 'imp'!" Cozy Glow shouted.

"Yeah, she's way too cute for that," Sonata said, kissing Cozy Glow's cheek. "Cutest little girl in existence."

Cozy Glow giggled at the affection, "Golly Sonata, you're making me blush. But you're right, I am the cutest little girl in existence."

"Someone's vain," Aria said.

"Ahem," Shocker had made his way over to the girls. "Hey, everything all calm here?"

"Yeah, we're fine," Aria said.

"Just making sure, you seemed kind of annoyed, and everyone started feeling unusual," Shocker said. "Mind your magic."

"Sorry, we'll try not to be a burden," Sonata said.

Shocker glanced down at Cozy Glow, "How's your eye?"

"Much better, it's like I never got hurt at all," Cozy Glow said.

"Be careful next time," Shocker said. "I'd rather we get through this in one piece. Taking over the multiverse is a big job, so we need all the help we can get."

"Which is why Cozy Glow should stay behind," Aria said.

"I'm not! I'm helping too!" Cozy Glow said. "I know all about Ponyville, and the Princesses, and the School of Friendship, and even those six students!"

"What students?" Shocker asked.

"Her old classmates, most of them are kind of useless though," Aria said.

"Not exactly," Cozy Glow said. "Ocellus is a shapeshifting Changeling, just like Chrysalis. She can be very dangerous if she wants to be."

"...Yeah, good point," Aria reluctantly admitted.

"Then there's Silverstream, she's a Wonderbolt, the first Hippogriff to be one, and Rumble's partner," Cozy Glow said. "The same Rumble that Spider-Man and Twilight treat like one of their own. Their skills together are top notch."

"Rumble's that gray Pegasus, right?" Sonata asked.

"You mean that same Pegasus who's wings Martin and I totally messed up?" Aria asked. "He's no threat, and we can easily do the same to that Hippogriff girl."

"What about the others?" Adagio asked.

"There's also Smolder, who's big brother Marty did away with," Cozy Glow said.

"Well if 'Marty' can do away with that big dope, I think his little sister is easy pickings," Aria said.

"What about the others?" Shocker asked.

"Uh...honestly, two of them are just really lame and plain," Cozy Glow said. "A dumb Yak and an annoying Griffon."

"That same Griffon that nearly blinded your left eye," Aria pointed out, much to Cozy's annoyance.

"That's why I plan to destroy him," Cozy Glow said. "But, one that I don't want destroyed is Sandbar. He's my true love after all."

"Isn't he dating that Changeling?" Aria asked.

"I know that!" Cozy Glow shouted. "But I still want Sandy for myself! Now, Ocellus was my friend and I'd rather not hurt her after all the nice things she did for me. But, if she chooses to make herself my enemy, then I will do away with her too. Sandy's mine, and I am not going to give up on that."

"You're one determined kid," Shocker said.

"This is so dumb, we should be planning the destruction of Peter Parker, not some useless kids," Aria said.

"Don't worry, Spider-Man will fall by our might," Shocker said. "Hopefully Doom and Wesker finish their planning soon, I'm itching to get back out there."

"Soldiers!" Rolento said, making his way over.

"What do you want?" Shocker asked.

"I'm here to check on our recruits," Rolento said, turning to Cozy and the Sirens. "Quite a colorful bunch."

"You should see us in Canterlot High, we're much more colorful," Sonata said.

"What do you bring to the table in this upcoming war?" Rolento asked.

"Well, we're sirens," Adagio said. "Not someone you want to mess with. Our singing alone can hypnotize any man, no matter how strong."

"Of course our singing did take a bad hit, thanks to Sunset Shimmer," Aria said. "But we have ways of returning to power."

"...So you're going to sing and tap dance your way to victory?" Rolento asked. "Not very productive."

"Hey, don't you know anything about Sirens!?" Adagio shouted. "Do you want us to test our abilities on you!? We don't need to sing to manipulate your energy, you have plenty of your own negativity after all."

"Hey, come on, we're on the same side here," Shocker said. "Rolento, trust these girls, they can get the job done."

"Very well," Rolento said, the man turning around. "Well, I shall rendezvous with our Mad Gear Soldiers. If you do well enough, perhaps you can earn a spot in our army!"

"Yeah, sure dude," Aria said as Rolento left. "Weirdo."

"Hey, securing a spot in the Mad Gear Gang won't be so bad," Cozy Glow said.

"And why do you say that?" Aria asked.

"It makes it easier to pull down Poison's pants," Cozy Glow said, earning a confused reaction from everyone.

"Did I miss something?" Shocker asked.

"She thinks Poison's a guy," Aria asked.

Shocker looked back at the woman in question, "Yeah, no way that's a dude, it's impossible to fake."

"Just make sure, imagine if Max there falls for her, and gets an unwelcome surprise down the line," Aria said. "That'd be an unfortunate trap to fall into."

"Not my problem," Shocker said. "I don't care what Poison is, so long as she's on our side, I'm good."

"I just hope she and the Mad Gear Gang pull their weight," Adagio said.

"Let's hope so," Shocker said.

Back in Equestria, Sunset had arrived through the portal with Trunks and Chun-Li, the three taking a look around the town, noticing the destruction.

"This place looks like a mess," Sunset said. "The villains really struck hard."

"It's such a shame," Chun-Li said. "If we don't stop them, things are going to get worse."

Trunks looked momentarily confused, while he still had his humanoid appearance, the girls beside him transformed. "What's going on?"

"Huh?" Sunset gazed at Trunks. "Oh right, you need time to adjust to this world's magic. You should be turning into a pony soon."

"A what!?" Trunks asked in disbelief.

"You'll get used to it," Chun-Li said. "But that's how this world's magic works. Outsiders who come here transform, while anyone who leaves here turns human."

"You might not even turn into a pony, you could end up as a dragon, or a hippogriff," Sunset said. "It's rare, but it happens."

"The unknown is making me worried," Trunks said. "What if I-"

Suddenly light took over Trunks's body as the Half-Saiyan began to transform. Seconds later, the sword wielding hero had turned into a Pegasus Pony with gray fur and a bluish-purple mane.

"Wow, you look great," Sunset said.

"I do?" Trunks asked. "Is there a mirror?"

Sunset used her magic to summon a mirror, showing it off to Trunks, "See?"

Trunks checked his face, seemingly satisfied with how he looked, "I suppose it's not too bad, but it definitely will take some getting used to."

"You'll get there," Chun-Li said.

"Yeah, it took me a while to get used to being human, it'll be fine," Sunset insisted.

"Sunset?" Came Sweetie Belle's voice, the mare walking over with Smolder and Scootaloo.

"Hi girls," Sunset said. "We just came to see Peter."

"Good timing, we're on our way to see him too," Scootaloo said, taking note of the others. "Hey Chun-Li, how's it going?"

"Going well, thank you," Chun-Li said.

Scootaloo glanced at Trunks, "Who's he?"

"Me?" Trunks asked. "Uh, my name is Trunks, I'm from...Chun-Li, what'd you call my world again?"

"Dragon World," Chun-Li said.

"Right, I'm from Dragon World, rather I'm from an alternate future of that world," Trunks explained.

"Ooh! A Time Traveler?" Sweetie Belle asked. "I know a Time Traveler too! She's actually myself from the future!"

"Oh, you met a future version of yourself?" Trunks asked.

"Uh-huh," Sweetie Belle nodded. "She's so cool, she knows martial arts and taught me something very important about my future."

"Really? What's what?" Trunks asked.

Sweetie Belle gestured to her symbiote suit, "Black is very sexy."

"Uh...sure," Trunks said, feeling mixed about that statement.

"You're bold," Sunset said. "How is that Symbiote treating you?"

"Just fine, we're getting along well, right Serum?" Sweetie Belle asked, no audible answer. "He's a bit shy, but he's fine too."

"I rarely trust others," Serum said to Sweetie Belle.

"Point is, he's helping me be a hero, just like Peter," Sweetie Belle said. "One day, when he retires and finally gets the rest that he's earned, I'll be ready to step up with my friends to protect Equestria in his place. I'll make sure he can take it easy for the future."

"That's very admirable, it's great knowing that there's some next gen who are capable and respectful," Chun-Li said, then took note of Smolder. "You seem familiar."

"I doubt you know me, but I know you, rather I know your kind," Smolder said.

"Uh, my kind?" Chun-Li asked.

"You're from Capcom, and just so you know, I don't trust you," Smolder said.

"Smolder, be nice," Sweetie Belle scolded.

"It's alright Sweetie Belle," Chun-Li said, focusing on Smolder. "Is there any reason you don't trust us?"

"Three of your guys beat up my brother a few years ago!" Smolder shouted. "He was so humiliated afterwards! That just made him more determined to stroke his ego to earn back respect. It led him to do stupid things, and I wouldn't be surprised if that's the reason he got himself killed!"

"Whoa! Easy Smolder," Scootaloo said. "You're indirectly blaming Chun-Li for your brother's death, that's not okay."

"But it's true!" Smolder said.

"Smolder, we both know your brother always had an ego," Sweetie Belle said. "He needed to learn humility, and unfortunately he didn't learn it soon enough."

"Still though...it just shows the trouble that Capcom causes us," Smolder said. "Everyone blames Peter for our problems, but it started with Capcom showing up years ago."

"To be fair, you weren't even there at the time," Sunset said. "It's hardly their fault your brother died."

"Well someone has to be responsible!" Smolder said.

"Blame the ones who killed your brother! Not Chun-Li or Capcom!" Sunset scolded. "Seriously, they're here to help now, don't treat them like nuisances."

"Sunset, it's fine," Chun-Li said. "If my men did wrong by her, then I will take responsibility."

"You can't be serious," Sunset said. "Ryu, Chris and Dante were just protecting Doc and Derpy."

"Regardless, I will make things right," Chun-Li bowed to Smolder. "You have my word."

"Tch, whatever," Smolder said.

"We'll work this out," Chun-Li said. "For now, let's go find Peter."

At the Parker-Sparkle Home, the heroes were each explaining their situation to Twilight.

"So the world I went to, Namco..." Bobby began. "Bison was there along with some chick in a lab coat. Now Bison was dangerous, but that lab coat girl, something was definitely off about her."

"A lab coat?" Twilight asked. "So, a scientist? Where is she from?"

"I'm not sure, for all I know, she could be native to Namco," Bobby said. "Or she's a member of Shadoloo. Point is she showed up and injured some girl. Hopefully she's fine but that is one dangerous lady."

"Fluttershy, did Discord mention anything about this girl?" Peter asked.

"He did mention that Wesker had a lab assistant, but I don't think he knew too much about her," Fluttershy said.

"Bison and that lady weren't the only ones there," Bobby said. "Some guy who called himself 'Lord Tirek' was too. He said he knew Princess Celestia."

"Tirek...that name I've heard before," Twilight said. "I read about it in a book. A Centaur who came to Equestria a thousand years ago with his brother, Scorpan. They intended to conquer this land, but Scorpan turned against Tirek when he befriended Starswirl the Bearded. Afterwards, Tirek was imprisoned in Tartarus."

"So Starlight's explanation checks out," Logan said.

"So, an old baddie rears his ugly head," Bobby said. "Honestly, that dude seemed dangerous, he was stealing magic for himself. If he does that here, he's going to be unstoppable."

"We can't let that happen," Twilight said. "I will personally warn Celestia about Tirek."

"Are you going to see her? Or do you need me to send a letter?" Spike asked.

"Actually, a letter might be good for now, but I still want to talk to her later," Twilight said. "For now, does anyone else want to share their experiences?"

"I'll go next," Johnny said. "So I went to Sega with Rainbow Dash. I checked Earth while she checked Sonic's world."

"Sonic's world took a beating," Rainbow Dash said. "He and his friends fought hard against Doctor Eggman at least, and even Annihilus. But the true monsters were Goku Black and Zamasu."

"You met Goku Black?" Twilight asked.

"Yeah, and he is nothing like Goku," Rainbow Dash said. "He had that sinister look in his eyes. I didn't really get to fight him, he bailed the moment I showed up."

"He probably knew you would beat him up," Mayday said.

"Heh, thanks for that kid, honestly I wish I could say it's true," Rainbow Dash said. "But I couldn't even handle the real Goku, I don't think I would have lasted against Goku Black. Especially after how badly he destroyed that world. He even killed some of Sonic's friends."

"Wait, does that include that fox, hedgehog or echidna?" Twilight asked.

"Different group," Peter confirmed. "Johnny and Dash already confirmed it."

"My old enemy Super Skrull was there too, he took out part of the planet," Johnny said. "I scared him off though."

"Super Skrull, I haven't heard that name since the initial Capcom Invasion," Twilight said.

"On the plus, I did run into a group of Japanese Heroes," Johnny said. "They call themselves the Phantom Thieves, which sounds badass. I relayed the situation to them. They're going to help however they can."

"Oh good, you found more allies," Twilight said. "Still, Phantom Thieves, interesting name."

"They make their living getting people to see the error of their ways, and reforming," Johnny said. "Their leader calls himself 'Joker'. Not to be confused with that creep from Gotham City."

"Did you tell him that he shares a name with a villain?" Trixie asked.

"I did actually, he just shrugged it off," Johnny said. "He knows who he is, and I respect that. Funny though, there's a girl who's dressed like a cat. She's clearly trying to be sexy about it too, she even has a whip."

"Great, more cats, I just hope she's nothing like Felicia," Twilight said, then turned to Thunderlane. "No offense."

"None taken," Thunderlane said. "She's no longer my responsibility anyway."

"Yeah, she snoozes, she loses," Lightning Dust said, rubbing the head of Felicity. "And she lost big time."

"Right..." Twilight almost felt sympathy for Felicia at this moment, but she didn't want to dwell on it. "Let's move on, anyone else?"

"I ran into Sephiroth," Wade said. "And he took a cheap shot against me! Like a typical final boss would."

"Which one's Sephiroth again?" Twilight asked.

"Long silver hair, longer sword, probably to compensate for something," Wade said, then chuckled a bit, much to everyone's annoyance. "And has only one wing."

"Come to think of it, I do remember a One-Winged Pegasus," Twilight said, recalling the villain's eyes, the mare shuddering. "He was such a creep."

"He along with Tempest Shadow and Doctor Octopus were taking down Square, including many of Cloud Strife's buddies," Wade said.

"Doc Ock?" Twilight asked. "Peter, you told me he was dead."

"I thought so too, but he's alive," Peter said. "And with Wesker and Doom."

"Well, how are Cloud's friends?" Twilight asked.

"They're fine, some group from Erdrea came to help," Wade said. "They were led by someone who calls himself 'The Luminary'."

"Ah yes, the 'JRPG' group," Bobby said.

"Hey it works," Wade said.

"I can verify that Vergil's back too," Miles confirmed. "He showed up with a lady named Juri Han, who is also from Capcom."

"Vergil huh? Well with Wesker comes Vergil," Twilight said. "Did anyone run into Wesker?"

"I didn't, but I did show up after the fact," Logan said. "I can confirm that Wesker was working with Tron Bonne and The Prowler."

"The Prowler? You mean Miles's uncle?" Twilight asked.

"I'm afraid so," Miles said. "Sucks, but what can I do?"

"I ran into Venom," Remy confirmed. "And some guy named Kazuya Mishima."

"Venom I obviously know, can you explain this Kazuya fellow?" Twilight asked.

"Only thing Remy can say is that he and his boy got some family issues to work out," Remy said. "Hopefully soon, I know his pals said otherwise, but Remy got a bad feeling about Jin Kazama."

"He did seem unfriendly when we last met, but that girl Ling Xiaoyu seems to believe in him," Twilight said.

"Sometimes dat's all a person needs," Remy said.

"I agree," Twilight said. "So, Is that everything?"

"I overheard Chun-Li mention that Spencer ran into Shocker, Electro and Mysterio," Bobby said. "And that Capcom recruited some gang members from their world."

"So, more trouble, that's great," Twilight lamented, then heard a knock. "Who could that be this time?"

Aunt May answered the door, revealing Sunset and her friends. "Hello dears."

"Hi May, can we come in?" Sunset asked

"Sure," Aunt May gestured them inside to the large group.

"Whoa, looks like everyone's here," Sunset said, then saw the Princess of Friendship. "Twilight! You're okay."

"We're so happy!" Sweetie Belle said, trotting over to the Princess. "You had us worried."

"Glad you made a good recovery," Scootaloo said.

"I have, thank you. Right now, everyone was catching me up on things," Twilight said. "Stuff about Wesker, Doctor Doom and those other villains."

"So we're in time, good," Sunset gestured to the Half-Saiyan beside her. "This is Trunks by the way."

"Hi, it's nice to meet you," Trunks said, bowing to Twilight.

"The pleasure is all mine, Trunks," Twilight said. "Are you new?"

"I'm from an alternate future of Dragon World," Trunks explained. "You may have met my father, Vegeta."

"Vegeta? He's a Saiyan," Peter said. "So that means you're a Saiyan too."

"Yes, well half Saiyan, my mother is a human from Earth," Trunks explained.

"Well it's nice to meet you, I'm Peter Parker," the hero said.

"So you're Peter, everyone at Capcom seems to admire you," Trunks said.

Peter awkwardly rubbed his head, "Wow, really? That's a surprise."

"He's modest," Chun-Li said. "Too modest, it's honestly kind of irritating."

"Hey!" Peter said.

"I respect humility," Trunks said. "But I suppose I should explain something. I'm here because of an enemy that might be your enemy now. Goku Black."

"You know Goku Black?" Rainbow Dash asked. "Who is he anyway? Why does he look like Goku?"

"I don't know, I just know he showed up in my timeline one day, claiming to be Goku," Trunks said. "The Goku of my timeline is dead however. Come to think of it, so should the Goku of the other timeline."

"The main one?" Chun-Li asked. "The one we know?"

"Yeah, he died fighting a monster named Cell, I never got to ask how he's back," Trunks said. "Unless he changed his mind about whether or not he wanted to be revived by The Dragon Balls."

"You can ask him later," Twilight said. "For now, is there anything else you can tell us about Black? I know you mentioned that he can't be your Goku, but given your experiences with Time Travel, could he be a time traveling Goku from another dimension?"

"That could be possible, but somehow, I just don't think it is him," Trunks said. "Even though he looks like Goku, the way he acts is too unlike Goku. If anything he acts a lot like his partner Zamasu."

"Maybe he was created by that Zamasu guy?" Johnny theorized.

"It's hard to say," Trunks replied. "I've been fighting him for over a year now, I was alone for a while until help came. Not from my world, all the warriors were already dead."

"Did Black kill them?" Johnny asked.

"No, they were killed by Androids, or rather Cyborgs," Trunks explained.

"Oh yeah, Goku mentioned something like that," Peter said. "Actually, you sound much more familiar to me now. The time traveling swordsman who gave Goku a cure for his Heart Virus, who had to save his timeline from evil cybernetic beings."

"Yes, I'm the only warrior in my world," Trunks said. "My allies came from another world, specifically Marvel."

"My world?" Peter asked.

"A group called the X-Force," Trunks said. "Led by a guy named Cable."

"No freaking way! You met Cable!?" Wade asked. "How's the big lunk doing?"

"He's fine, he's been a big help," Trunks said. "There's other allies. Two girls, named Domino and Psylocke."

"Wow, good allies to have, kid," Logan said.

"Thanks, they're great to have around," Trunks said. "There's also a guy named Bishop, and another guy named Forge."

"Forge is da man," Remy said. "He came through big time for us as well."

"Same with Bishop," Bobby said. "Thanks to those guys, we didn't have to worry about our own mechanical troubles."

"Does this have to do with the Sentinels?" Trunks asked.

"They tell you that story, kid?" Logan asked.

"Yeah, I heard about the Sentinels that were designed to wipe out mutants," Trunks said. "How Forge went to warn the X-Men about it. From the sounds of things, I take it some of you are from the X-Men?"

"Yeah, me, Remy and Logan are," Bobby said.

"And me too!" Wade said.

"...Wade, you're not a mutant!" Bobby said. "The X-Men consists of mutants!"

"Bullshit! You're fine with Chun-Li being a member!" Wade said, gesturing to the girl. "She's not a mutant either!"

"He's got a point," Logan said.

"Fine, but Chun-Li got in because she was a totally hot chick, which the X-Men needed more of," Bobby said.

"Uh...excuse me?" Chun-Li asked.

"He's joking," Remy said.

"We made an exception for Chun-Li because she helped us out big time back when Marvel and Capcom first crossed paths," Logan explained. "Mutant or not, she earned her spot."

"I really appreciate that too," Chun-Li said, bowing to the X-Men.

"Point is kid, we're members of the X-Men, and friends of Forge and the other fine fighters you listed," Logan said. "You got yerself good allies."

"That's good to know," Trunks said. "So, if I may ask, which one are you?"

"They call me Wolverine," Logan said.

"Oh wow, you're Wolverine?" Trunks asked. "I hear you're one of the best."

"You heard right. I'm the best there is at what I do, bub," Logan said, showing off his claws with a Snikt.

"Someone's not very humble," Gwen teased, annoying Logan.

"Dey call me, Gambit," Remy introduced, showing off his cards.

"And I'm Iceman," Bobby turned himself into ice. "Name speaks for itself."

"I heard about both of you as well," Trunks said. "Iceman, you fought that scientist woman. She seems to be one of the biggest mysteries."

"Yeah, only thing I remember is a Lab Coat and glasses," Bobby said.

"Did you say anything about a ribbon?" Trunks asked.

"A ribbon?" Bobby asked. "I think so, but I was too busy focusing on her, so I barely noticed a ribbon."

"I see," Trunks said. "Anyway, if you need help with Goku Black or any of these villains, let me know. One of them did come to terrorize my world a bit, he called himself, Annihilus."

"Damn, you ran into him too?" Johnny asked. "That guy's dangerous, no one calls him 'Living Death Who Walks' for nothing."

"That's an ominous name," Trunks said. "Still, it sounds like you have a history with him."

"He's an old enemy of mine, I'm sorry you had to deal with him," Johnny said.

"I'm sorry you're dealing with my enemies," Trunks said.

"Let's not be sorry, let's just help each other out," Rainbow Dash said.

"Yeah, at least we're all aware," Gwen said. "We just need to relay this to Miguel when we get the chance."

"We will," Twilight said.

"Just so you all know," Chun-Li began. "We also got reports of Dormammu causing trouble. Ken mentioned how dangerous he was."

"Noted on that," Peter said.

"We'll work together to defeat our foes," Trunks said. "For now, let's come up with some plans."

"Take the kids upstairs first," Peter said.

"Aw, why?" Mayday asked. "We want to hear."

"Mayday, let us make our plans," Peter said. "Meanwhile, why don't you play with your friends?"

"Can I invite Luster Dawn?" Mayday asked.

"Sure," Peter said. "You want to go get her?"

"Okay, oh and can we see if Miss Mary Jane is available?" Mayday asked. "She's really nice."

Peter glanced at Twilight, the mare not even bothered by this before focusing back on his daughter. "Sure. Wherever she is."

"MJ mentioned wanting to check on some ponies with Flash," Gwen said.

"What about Harry?" Peter asked.

"He went home, he got tired of being in this world," Gwen said.

"Oof, alright then," Peter said, sympathizing with his old friend.

"Fine by us, he wasn't pleasant to be around anyway," Johnny said.

"Johnny, I don't think that's helping much," Rainbow Dash scolded. "Even if you do have a point."

"Alright Mayday, wanna come with me?" Gwen asked. "I think MJ's at the Friendship Center."

"Okay, let's...wait, Friendship Center?" Mayday asked. "Where those ponies are?"

"...Right, those ponies gave Mayday a hard time yesterday," Spike said.

"Hard time? What ponies?" Twilight asked.

"I can explain," Shining Armor said, finally speaking up. "Twiley, your old students...how can I say this?"

"They're a pile of scum," Cadance finished.

"Took the words right out of my mouth," Shining Armor said.

"Whoa, big statement from the Princess of Love," Bobby said.

"They were absolutely abhorrent to Mayday, saying so many terrible things, all over the school closing," Shining Armor said.

"Which it didn't, it came back, but those ponies are too stupid to realize it," Bobby said.

"Is this about the School of Friendship?" Sunset asked. "Are ponies actually whining about it?"

"Sadly yes," Spike said.

"Wow, sorry Twilight but you really screwed up with that one," Sunset said.

"Hey, I did my best with the school," Twilight said. "It could have worked."

"How? What was the exact curriculum? How do you graduate? What happens when there aren't enough ponies attending?" Sunset asked. "Did you even think this school through?"

"Of course I did, I had plenty of plans for it," Twilight said.

"Even so, I still don't know why you made a school to teach Friendship," Sunset said. "That's not something you learn in a curriculum."

"Ugh, I've been told this way too many times already," Twilight said. "Can we move on from this?"

"Sorry, but if ponies are still going to throw a fit over something this stupid, there hardly is any chance to move on," Sunset said. "And given that Mayday's not comfortable even going near there now, I say the damage was done."

"Lets not get into this, I'll go pick up MJ," Gwen said. "On my own too."

"Alright, fine," Twilight said as Gwen made her leave. "Still, I should have a word with these students."

"Do so soon, there was almost a big fight yesterday, Celestia had to break it up," Trixie said.

"What fight?" Twilight asked.

"Some ponies tried physically engaging us," Bobby said. "Ungrateful bunch of assholes those ponies are."

"Hey, language, the kids are still here," Peter said.

"Bobby tends to forget that, and now Snow Gem has quite the colorful vocabulary," Rarity said.

"I taught her one word by mistake," Bobby said.

"One?" Rarity asked.

"...Okay, maybe four," Bobby said. "She doesn't say them much."

"The other day, she said 'Bitch' in front of my mother," Rarity said. "It nearly gave her a heart attack."

"This is bullshit," Bobby said. "No way I'm the one who-"

"What does 'bullshit' mean?" Hope asked, which earned Bobby a glare from Janet and Spike.

"Son of a bitch," Bobby said.

"Bitch?" Felicity said, now with Thunderlane and Lightning Dust glaring at him.

"Seriously? How come she only asked after I said it? And not Rarity!" Bobby said.

"Don't you blame this on me! I am not potty mouthed!" Rarity said.

Bobby groaned in annoyance, "Seriously, what the fu-"

"Bobby!" Peter called. "You're going to make a swear word Benjy's first word at this rate."

"I'm getting blamed for this? Logan and Wade use worse language than I do," Bobby said.

"Yeah, I already taught the Cake Twins all the swears," Wade said. "Not purposefully mind you, but things slip."

"You're lucky their parents haven't kicked you out," Pinkie said.

"That's because they love me," Wade said.

"Listen, I'm going to bounce while Bobby here explains what certain words mean and why they shouldn't be used," Gwen said, making his leave.

"Better explain soon Bobby, or this whole situation will bite you in the ass," Wade said.

"Ass?" Felicity asked, the glares directed toward Deadpool.

"You know, I would bet a Million Bits that Lightning Dust says worse on a regular basis!" Wade said.

"Well I'm smart enough to say it away from my daughter," Lightning Dust said.

"Glad Oliver and Becca are still at the farm," Applejack said.

"Too late for Oliver, Granny Smith taught him a few words too," Remy said.

"...Wait, what words?" Applejack asked, to which Remy whispered them, irritating the mare. "Dagnabbit!"

"Weird how this conversation turned out," Peter said.

"Yeah, seriously, my language isn't the point here, it's the fact that Twilight's old students are bullying a little girl," Bobby said.

"Honestly that pisses me off," Sunset said, focusing on the door. "I'm going to check this out myself."

Twilight shook her head, "What a day." She turned to her dragon assistant. "Spike, mind sending that letter?"

"Sure," Spike said, using his fire to send the letter. "Done."

"I'll be by the castle later, I have a few words to say after all," Twilight said.

Back in the Portal Room, Jude had returned with Genis and Elize, passing by the growing team near the desk. Spencer was standing beside Doctor Light, with Mega Man, Roll and Auto as his assistant, alongside Donnie, his brothers and April O'Neil.

Sitting nearby were the trio of Sakura, Ibuki and Makoto, not working on anything, just observing the situation.

Also nearby was Reeve Tuesti, a former Shinra Agent and ally to Cloud Strife.

"Things certainly have gotten busier here," Jude said.

"That's an understatement," Spencer said.

"So one idea I have is finding their base of operations and striking there," Donnie said. "It's our best chance to take down the enemy in one fell swoop."

"Great idea Donnie, one problem though," Raph said. "We don't know where the base of operations is."

"Well let's brainstorm, what locations would they have?" Donnie asked. "Spencer, where would Albert Wesker be?"

"I know he worked for this organization after Umbrella, but we don't know a lot about it," Spencer said.

"Well what about Shadoloo?" Donnie asked.

"I think they had a base in Thailand, but it got destroyed by Chun-Li, Cammy and Guile, with Ryu and Ken helping out," Spencer said. "There's also S.I.N. but if they have a new base, we never found it."

"Let's move on," Leo said. "What about Tron Bonne?"

"She and her brothers used a flying fortress called the Gesellschaft," Spencer said. "Keyword, it flies. So it's not in one location."

"That might be tricky to pinpoint," Donnie said. "Let's try Marvel, any bases there?"

"Doctor Doom has a Castle in Doomstadt, Latveria," Spencer explained. "Getting into that country will be a pain from what I hear. It's not even Doom we need to worry about, it's his Prime Minister, Lucia Von Bardas."

"Is she part of this in any way?" Leo asked.

"She might be, granted she hasn't shown up at any point," Spencer said. "From some reports I've seen, she's very much capable of fighting, and has abilities that include flight and a type of energy field."

"Getting into Doomstadt Castle may be tough," Donnie said.

"We could sneak in, we're ninjas," Mikey said. "Sneaking is kind of our stye, dude."

"I know Mikey, but we don't know what to expect," Donnie said.

"Hey I'm good with doing Recon if I need to," Spencer said. "If one or all of you want to come, that's fine with me too."

"I'll go!" Roll said.

"Roll, it's dangerous," Mega Man warned.

"I still wanna go," Roll said. "I want to fight too."

"You're brave Roll, but pick your battles wisely," Spencer said.

"What about anyone else?" April asked. "Who's another major player?"

"Sephiroth, but I have no way of finding him," Spencer said.

"It will be difficult either way," Reeve added. "He is hardly ever stationary."

"This is quite a predicament," Doctor Light said.

"Hey, what about Wily?" Spencer asked. "Did you find out if he built a new castle?"

"Not since the last one I wrecked," Mega Man said. "Unfortunately that last one got engulfed in an explosion that he caused in a last desperate attempt to destroy me."

"Yeah, it's gone without a trace," Roll said.

"And no sign of anything being built," Auto said.

"Wily may have settled going where the other villains went, or sought refuge with Doctor Eggman," Light said.

"This isn't going anywhere," Leo said. "Maybe we should focus on defense. No doubt they'll be back."

"Where though?" Mikey asked. "They struck all over the multiverse."

"Then let's set up defenses at places they may strike," Leo said. "Some place probably didn't get hit too hard, so they might try again. Or we find other key locations."

"Like what?" Raph asked. "What does that even mean?"

"Do they know where this base is?" April asked.

"I doubt it, we keep this place hidden well," Spencer said.

"What about Equestria itself?" Roll asked. "That's where the villains once were, and that might be their goal."

"We should run this by Celestia," Spencer said. "Still, given that they wanted all the worlds, I can't imagine they'll stick to one, unless they're distracting us from another major target."

"Like where? Superman's world?" Mikey asked.

"I doubt they'd be that stupid, but then again they might know some guys there," Spencer said.

Genis scratched his head in wonder, "Seems like they're just talking. Shouldn't they go out and do something?"

"Rushing into a fight could get you killed," Jude said. "It's good to have a plan of action."

"I just hope they don't take too long," Genis said. "Personally, I want revenge for what they did to Presea."

"Give it time," Jude said.

Sakura began yawning, the girl itching for a fight, "This is taking too long, let's just go find the villains ourselves."

"We might get in trouble, let's just wait," Ibuki said.

"...Boring," Makoto stated.

Even nearby, Leon, Viper and Sally were searching through the worlds via a monitor, hoping to find the villains.

"Nothing there, or there," Leon noted, checking the screen. "Damn, it's like they all disappeared."

"There's a large multiverse out there, so obvious this is like finding a needle in a haystack," Viper said.

"Only on a larger scale," Sally said.

Leon grumbled in annoyance, "I really hate this."

"Maybe we should contact Miguel," Sally suggested.

"In a minute, I want to double check everything," Viper said.

Nearby, Ryu, Chris and Dante were passing through, along with Goku, Sonic and Cloud.

"Hey, anyone seen Sunset?" Dante asked.

"She's in Equestria with Trunks and Chun-Li," Spencer explained. "Did Strider send you guys?"

"He ran into us and directed us this way," Dante said. "Right now, I think he went to check in with Kratos."

"You guys working on plans?" Sonic asked.

"Yeah, wanna join?" Mega Man asked. "We could use your smarts."

"You want smarts, go find Tails," Sonic said.

"He and Peni Parker are working on something together," Mega Man said. "Plus you're plenty smart yourself, aren't you a hacker?"

"I hack when I need to," Sonic said.

"That's a useful skill," Spencer said. "Speaking from personal experience here."

"Sonic, stick around and help, the rest of us will find Sunset," Ryu said.

"Sounds good to me," Sonic said. "Alright, everyone, let's figure something out."

"I should check on Presea," Jude said.

"Yeah, I hope she's doing better," Genis said.

The Half-Elf then felt Elize grab his hand, the girl offering a gentle smile, "She'll be fine. Come on."

"Yeah, sure," Genis said, blushing a bit from the contact as he was led away, he and Elize following Jude.

Unknown to all, a Mouser Robot was seen in the facility, having recently followed the Turtles into the Portal Room. Their progress was observed by The Shredder.

"How careless, you should be more aware of your surroundings," Shredder said, standing up. "Perhaps I shall look for these gentlemen myself. This Doctor Doom and Albert Wesker. They could benefit from my services."

Nothing was heard but a loud cackle as lightning flashed over a building with a Foot Insignia flashing in the center.

In town, Gwen was walking MJ back to the Parker-Sparkle Residence, the mare noticing a few glares from the ponies around.

"Geez, it's like walking on eggshells," Gwen said. "No one's calmed down since yesterday."

"It might take a while," MJ said. "Flash is doing his best to help too."

"Yeah, I can see others putting up an effort," Gwen turned to Doc and Derpy, who were conversing with the Flower Ponies.

"Hopefully it won't take long," MJ said as they kept moving.

"I just hope they leave Mayday alone for once," Luster Dawn muttered to herself.

As they got to the house, they could spot some ponies outside, calling out to the heroes within.

"Hey! Don't think we forgot about yesterday! Our problems are still unresolved!" Caramel called.

"You still owe us an explanation!" Shoeshine said.

"Are you fucking serious?" Gwen lamented.

"...I swear if they're bothering Mayday, I'm going to zap some ponies," Luster Dawn said, readying her magic.

The ponies kept rallying until Peter opened the door, the hero not in the mood. "Wow, it's not even lunchtime yet, and there's already an angry mob."

"You and your hero buddies better be planning to keep us safe!" Caramel warned.

"Yeah, we are, you're welcome," Peter said.

"If more trouble arises, we'll know it's your fault!" Strawberry Scoop said.

"Remember Spider-Man, we all have friends and families to think about," came the voice of Spoiled Rich, the mare also in the crowd.

"Oh, Spoiled Rich, how nice of you to engage with the community," Peter said. "Listen, I have had a really rough night, and I don't have a lot of patience, can you all please take a hike?"

"Once all your friends make a promise to us!" Caramel said.

"Great...they're all turning into that scumbag Griffon," Gwen lamented as she called to them. "Hey! Ponies! Beat it!"

"You can't tell us what to do!" Citrine Spark said. "We're rightfully concerned citizens!"

This caught the attention of Lyra and Bon Bon, the two mares happening to pass by.

"Are they being stupid again?" Lyra asked.

"Geez, I gotta call S.M.I.L.E. and see if they can find some way to promise extra security," Bon Bon said, grabbing her watch. "Hopefully they'll leave Peter alone."

"Watch them complain regardless," Lyra said. "Especially if it's the Patroller Robots."

"Those things are a work of genius from Reed and Doc, they just needed some tweaks, which they got," Bon Bon said. "Absolutely horseapples that they believed those robots were spying on them and gathering data."

"Not to agree with them, but I don't blame them, they did kind of follow you around," Lyra said.

"I know, they were too cautious, but we dialed it back," Bon Bon said. "Still, now I'm not sure what will keep them feeling safe. I just hope another fight doesn't break out."

Thunderlane stepped out the house to greet the ponies, "Hey! Listen up! You all need to chill! Peter's doing his best in here!"

"Traitor!" Caramel accused.

"Loser! Thunderlane insulted. "Yeah, I can shout things too! Does it make it true? Hopefully not! I imagine you don't want to be losers!"

"Hey! Stop trying to confuse us!" Goldylinks said.

"Then stop being so damn annoying," Thunderlane said. "Just let Peter do what he needs to do! He won't let anyone get hurt! And if someone does get hurt, well don't blame Peter, blame the villains!"

"But, it's his job-" Caramel tried arguing.

"There is...no...JOB!" Thunderlane said. "If one of you wants to give this guy a paycheck for saving you so often, then do so! Only then should you complain if he's not 'earning' his paycheck, which he does! So kindly take a hike!"

"...We still want results!" Strawberry Scoop said.

"For heaven's sake," Sunset stepped outside, her horn glowing and startling everyone. "If you stupid ponies don't leave, I will make you leave!"

"Hey, you can't threaten us like that!" Caramel said.

"I'll do whatever the hell I want to do!" Sunset warned. "Seriously, you ponies are a bunch of bullies! What did you learn at Twilight's school other than how to belittle a child for being an introvert!"

"Hey, the school could have cured her introversion!" Caramel said.

Sunset's eyes widened in disbelief, "You...what...?" Her face twisted into anger again, "You can't cure introversion! What are you fucking stupid or something!? Twilight didn't need a School of Friendship! She needed a school period! God you ponies are worse than some of the elite dumbasses on many of the different Earths I've been to!"

"Hey that's mean!" Citrine Spark said.

"Between the likes of America Chavez, Luke Sullivan, Gallus, and you dumbasses, the multiverse is going to shit long before the so-called Armageddon even happens!" Sunset said. "Curing introversion? That's so unbelievably stupid! There's nothing to cure! Only in Equestria because God forbid someone's a little reserved in this damn country! Why would Mayday want to be around anyone who's going to make her feel like shit!?"

"...We just wanted to help," Goldylinks said.

"How the hell is that...?" Sunset huffed in anger. "You all need to leave."

"But..." Caramel tried saying.

"I SAID LEAVE!" Sunset shot at them with her magic, startling the crowd. "GO AWAY! NOW!"

"Whoa! Take it easy!" Peter urged, calming Sunset down, the girl still very much mad.

"Stupid morons! You ponies haven't changed a bit!" Sunset shouted. "None of you will ever change! No matter what!"

"Sunset!" Chun-Li ran outside to calm the mare. "You need to settle down! Now!"

Despite her frustrations, Sunset managed to take a second to calm her nerves. "Sorry..."

Peter was concerned for Sunset, though he wasn't the only one. Everyone inside overheard her, Trunks and Twilight looking the most worried as they stepped outside.

It was even at this point that Ryu and the others had arrived, just in time to see Sunset telling off the ponies of Equestria.

"While I don't blame her...holy shit..." Dante said.

"She's angry," Ryu said. "That's not good for her state of mind."

Sunset took a few more breaths, Trunks trying to calm her while noticing the other arrivals. "Here come your friends. Goku too."

"Huh?" Sunset noticed the incomers. "Oh, hey guys. I don't suppose-"

"We saw," Chris said. "You need to not do that."

"I know," Sunset said.

"We get being angry but if you let it take over you like this, then that's just not going to end well," Dante said. "Take it from experience."

"Yeah, sure..." Sunset said.

"Do you need water or anything?" Cloud asked.

"No, I'm fine," Sunset said.

"At least take a moment to sit down," Goku said. "That was a lot of magic you just fired off."

"Yes sir," Sunset said, trotting back inside to take a seat.

"Gwen, MJ, Luster Dawn, Mayday's waiting inside," Peter called.

"Mayday!" Luster Dawn ran inside, getting the girls's attention.

"Oh Luster, you made-" Mayday was interrupted when Luster Dawn pulled her into a hug.

"Don't worry Mayday, I'm here for you!" Luster Dawn kissed Mayday on the muzzle and pulled her back into a hug as she gently stroked her mane.

"This is weird, but she sounds worried so I'll let it slide," Mayday mentally noted.

Franklin could not believe his eyes, part of him was jealous too.

Even Peter couldn't believe it, "Well...at least Luster Dawn is a good friend. Even better that no one here directly bothered Mayday."

"What happened exactly?" Chris asked.

"Ponies were giving us a hard time," Peter said. "Then they got Sunset mad about some comments regarding my daughter. I appreciate Sunset standing up for her but that was not the way to do it."

"Are ponies giving you crap again?" Dante asked.

"Kind of," Peter said. "It's frustrating I'll admit."

"Don't let it get to you," Chris said. "Why don't you tell us what's going on."

"Alright, I'll start from the beginning, one more time," Peter said.

Inside, Rumble is still nursing his wing, with help from Apple Bloom and Silverstream. Sweetie Belle had gone over to check on him, offering him a glass of milk. "Here."

"Thanks," Rumble said, taking the drink.

"We really need to get you to a doctor," Apple Bloom said. "Stay here, I'll go to the hospital."

"Okay," Rumble dejectedly said.

"I'll join you, Apple Bloom," Silverstream said.

"I appreciate that," Apple Bloom said. "Sweetie Belle, watch over Rumble."

"Of course," Sweetie Belle said, sitting down beside Rumble and checking his wing. "My poor Rumble."

"I feel like crap, Sweetie Belle," Rumble said, sadly looking to the ceiling. "What am I without my wings?"

"You'll be fine, I have faith that you will," Sweetie Belle said.

"I love your optimism," Rumble said, checking his wing. "I just hope it pays off."

"You'll be fine," Sweetie Belle gently nuzzled Rumble. "We're here for you. I'm here for you."

"Thanks," Rumble said.

"Is this the stallion you choose?" Serum asked.

"Not now," Sweetie Belle argued back.

As Rumble thought things over, he heard someone walk near him. He looked to see Miles Morales, the spider waving at the Pegasus. "Hey, how are you doing?"

"I'm fine," Rumble said.

"Sorry about your wing," Miles said. "Fighting villains is tough."

"Tell me about it," Rumble said. "So, you're the other Spider-Man."

"Names Miles," the boy said. "You seem to know Peter well, you even called his daughter your little sister. What's the deal there?"

"Ten years ago, my parents died in an accident," Rumble said. "Since then, Peter and Twilight have raised me, they stepped in as my parents and treated me like one of their own."

"Sounds like something Peter would do," Miles said. "When I became Spider-Man, the Peter from my world helped me out big time. Without him, I don't think I'd be who I am."

"What's that Peter like? Any difference between the two?" Rumble asked.

"Different wife for starters, he married Mary Jane Watson," Miles said.

"Oh, wow...that could justify Twilight's jealousy," Rumble said.

"One other difference, and it might suck to say but, my Peter did kind of lose his edge," Miles said. "I think he doubted himself as Spider-Man, and as a person. This one has some doubts but he also seems more confident in himself, even if he doesn't always act like it."

"I can't see Peter as anything less than what he is now," Rumble said. "One way or another, I guess he looks after the little guy."

"Sure does," Miles said. "Hey, whatever happens with your wing, I think you'll be fine."

"That's nice of you to say, Miles," Rumble said. "But, I need my wings. See, I want to be a hero, just like Peter. I can't do that if I can't fly."

"You don't need to fly to be a hero, Peter and I swing around on a web," Miles said.

"I don't have webs," Rumble said. "Wait, how did you get the webs? Does your Peter make them for you?"

"No, I had to learn to make it myself," Miles said. "But don't worry about how I did it, figure out something from your end. When there's a will, there's a way. And I think you have the will."

"I hope so," Rumble said, glancing back at his wing. "More than anything, I just want to get back out there. Trouble's coming, and I want to keep Peter and his family safe, just like they've done for me. I just don't know if I can do it."

"You shouldn't doubt yourself so much," Sweetie Belle said. "Have faith."

"Your friend here is right," Miles said, sitting before Rumble. "Listen, I know it's scary. I've been there, I've doubted myself. But, I'm here now, I'm not the best hero in my world, but I'm the best I can be, and I'll continue to grow. I think you got it in you to be one of the best in this world too. Give it time. One day, I know you'll pull it off."

"But, when will that be?" Rumble asked. "How did you know when you're ready?"

"That's the thing, you probably won't know," Miles said. "Sometimes, it's just about taking a Leap of Faith."

"Huh?" Rumble asked.

"You'll figure it out," Miles said, standing back up. "I gotta go see Gwen about something. Catch you later, Rumble."

Rumble waved good-bye as he turned to his wing, "A Leap of Faith huh? Can't get any vaguer than that."

Upstairs, a worried Mayday was looking down at Rumble, with Franklin right beside her.

"He'll be alright, just be there for him," Franklin said, kissing Mayday on the cheek. "He could use your sweet nature."

"Thanks..." Mayday said, blushing a bit as Franklin wrapped his foreleg around her.

Outside, Trunks had gotten Goku's attention, "By the way, how are you alive? I thought you died fighting Cell?"

"A lot of things happened and I ended up coming back to life," Goku said. "It had to do with a monster called Majin Buu."

"You fought him too?" Trunks asked.

"Yeah, why? Did you?" Goku asked.

"Majin?" Ryu asked, with Dante, Chris and Cloud noticing. "A demon of sorts?"

"Yeah, I'll tell you my story," Trunks said.

"Story!?" Lyra rushed over to Trunks. "Gotta say, you look strong, are you new?"

"Lyra! Don't bother him!" Bon Bon said, then turned to Trunks. "I'm sorry about her, she gets excited."

"It's no trouble," Trunks said.

"So...tell us about this 'Majin'," Lyra said.

"Lyra ,that might be personal," Bon Bon said

"I don't mind sharing," Trunks said.

"As you shouldn't, I am one of Spider-Mane's best friends," Lyra said.

"Spider-Mane? Isn't it 'Spider-Man'?" Trunks asked.

"Long story," Dante said. "And yours comes first."

"Alright then," Trunks said.

The day had gone by, the Ponyville Heroes were done talking, the Capcom Warriors had finished their plans.

Tails and Peni had worked on a lot of different gear to help their allies in their fight against the villains, while Strider and Kratos made some battle plans of their own, alongside Miguel. Thor sat in Asgard, ready and waiting for the future.

But one piece of business still needed to be attended to. Twilight and Peter had gone to Canterlot Castle, the two meeting Steve at the gates.

"Peter, Twilight, good to see you both," Steve said.

"Hi Steve, how are you feeling?" Twilight asked.

"Well, hearing about Elijah does not sit well with me," Steve admitted. "I trust he fought hard to the bitter end, that's all I can ask of him."

"He'll be missed for sure," Peter said. "Right now we need to see Celestia."

"Just in time, we have some interesting guests," Steve said.

"Really?" Peter asked as he and Twilight went inside.

In the Throne Room, Celestia was seen talking to Tony, Clint and Kate, all three trying to explain the situation from their own perspective.

"So, Tony, you wish to return as one of our heroes?" Celestia asked.

"It's not about returning as one of Equestria's heroes, I just need to get justice for what happened to my world, including my best friend," Tony said.

"Of course, my deepest condolences regarding Rhodey," Celestia said. "He was a good man."

"Those bastards will get what's coming to them," Clint said. "It's time for The Avengers to live up to their name."

"Damn right it is," Tony said, then noticed some guests. "Peter! Twilight!"

"Tony!" Peter ran to greet his old friend. "You're back! I'd say I'm surprised, but I think I know why you returned."

"If it has to do with what happened to our world, then yes," Tony said. "They wiped everything out, Peter. They even killed Rhodey."

Peter's eyes widened in disbelief, "Rhodey's dead!?"

"I'm so sorry to hear that," Twilight said.

"So am I," Tony said, focusing on Celestia. "As you can see, I'm ready to fight."

"Good, the more help the better," Celestia said. "Twilight just sent me an interesting list."

"It details our enemy and their current attack plans," Twilight said. "Many worlds suffered attacks, so we need to be ready to fight back."

"Tell me everything," Tony said.

"Before I start from the beginning again..." Peter turned to Celestia. "Do you know where Luna is?"

"No, I haven't seen her all day," Celestia said. "Truth be told, I am a little concerned."

"I see..." Peter said, feeling some anger and resentment. "Guess she couldn't face me after what she's done."

"Luna..." Twilight furrowed her brow in annoyance, "Don't think I'm letting this slide, I'll get you to explain yourself one way or another."

"...Is something wrong?" Celestia asked.

Peter shook his head, "No...let's just do what we need to do."

Plans were made at Celestia's castle, but the villains were getting ready to strike once more. Calm as it was, the storm is on the way, and it was ready to cover the multiverse.

Armageddon Begins Part I: Striking the Foundation

The day had finally come, the day the villains have been waiting to happen for many years. Gathered in the halls of Castle Doom, they lined up near several portals leading to different parts of Equestria.

A few of them looked confident, ready to unleash their power on this unsuspecting world.

Sonata stood ready before her portal, preparing herself for what was to come. Truth be told though, she was feeling quite nervous, as she didn't know what to expect. The first round wasn't too hard, it was more getting someone else to do her dirty work for her.

This time, she had to be ready to fight, and she would need to deal some damage. Fortunately for her, she wasn't going in alone, she would have allies helping her do battle.

To her left, she spotted her Dazzling friends, each of them with their own goals. To her right, she spotted the trio of Shocker, Electro and Mysterio, each of them ready to do their own thing as well. At least she would have one of them by her side.

Standing next to her was Cozy Glow. In Sonata's mind, the was not ready for this type of mission. But this was not something she could talk her youngest friend out of. Rather she had to hope that she could keep her safe.

None of her friends had any interest, not that it mattered since they would be splitting up once the leaders gave the order to.

"Your goals are right before your eyes," Doctor Doom began. "Each portal leads to a different section in the world which inhabits Equestria. Your orders are to wreak havoc."

"That's it?" Aria asked. "Simple enough, but it seems too simple."

"It is simple," Wesker interjected. "But sometimes, simple is effective."

"The best way to bring down a foundation is by attacking the structure," Ultron said. "Even those heroes will realize they cannot be everywhere at once."

"A few of you do have special tasks," Doom said. "Those of you going to The Crystal Empire must obtain the Crystal Heart."

"And to those going to Mount Aris, see if you are able to acquire this Pearl that Cozy Glow mentioned," Wesker said.

"Pearl?" Juri asked.

"According to Silverstream, her aunt Queen Novo has something called 'The Pearl of Transformation'," Cozy Glow explained. "She used it once to hide all the Hippogriffs from The Storm King."

"I remember that," Tempest said. "She had help from a Sorcerer to drive the whole army away."

"Yeah, Doctor Strange," Cozy Glow said. "Right now Queen Novo still has it in her Throne Room, if you can go in and get it, that's just more power for us."

"Also, a quick word of warning to anyone coming with me to see my Changelings," Chrysalis said. "My Throne has a special ability to soak up any Non-Changeling magic. I do not know if it is still being used however, but given that I carved that throne to keep The Hive safe from intruders, I should imagine that Thorax would maintain a similar mindset."

"Unless those ponies really got him to let his guard down," Pharnyx said.

"That is also possible," Chrysalis said.

"Does it work on magic from outside your world?" Vergil asked.

"Not that I know of," Chrysalis said. "The rules of magic do differ between dimensions, theoretically most of you could still have functioning magic."

"That could work to our advantage," Wesker said. "If we borrow the material you used for your throne, it could be used as defense against their magic."

"Clever plan, now let's see who's willing to join me and my still loyal Changelings," Chrysalis said.

"Personally speaking, I'm not worried about magic," Vergil said. "Even if I cannot use my Devil Trigger, my sword mixed with my innate speed and strength should suffice."

"So you will be joining me, excellent," Chrysalis said.

"I'll be going to Mount Aris," Juri said.

"Not alone, I will accompany you," Mysterio offered.

"Many of you have your destinations," Wesker said. "I have mine of course, I will be bringing my time and energy to the Dragon Lair."

"Golly, that's so risky, dragons are dangerous," Cozy Glow said.

"I'm aware my dear," Wesker said, adjusting his shades. "I am not one to shy away from danger. Without risk, there is no reward."

"Hey, maybe you'll get lucky and find the Dragon Scepter," Cozy Glow said. "I don't know how it works, but it could be one more thing we could use to our advantage."

"I will keep that in mind," Wesker said.

"So, I'm apparently going to a place called Griffonstone," Tron said. "Is there anything I should expect from there?"

"There is something called the Idol of Boreas," Cozy Glow said. "And gold, lot's of gold."

Tron's eyes widened when she heard something that sounded wonderous to her ears, "Wait, gold? Like, real gold?"

"Uh-huh," Cozy Glow nodded. "Griffons are notoriously stingy, and usually charge tourists for just about everything, so they probably have loads of bits stashed somewhere."

Tron's pupils turned into dollar signs as her grin widened, "Cash! Glorious cash! It's not exactly Zenny, but money is money!"

"She did not only mention gold," Doctor Doom reminded.

"Uh...right, sorry," Tron said, awkwardly rubbing her head. "So, Cozy Glow, about this idol you mentioned?"

"The Idol of Boreas," Cozy clarified. "Gallus never went into detail much but he did say that it had special abilities. It can either unite others into fighting as one, or control others into doing your bidding. But, it's still a nice looking treasure, made entirely of gold."

"So, more gold, is that right?" Tron asked.

"Tron, keep in mind that we are trying to obtain power," Wesker said. "If you can find this Idol that Cozy Glow is mentioning, make that a priority. Remember, it is a useful tool, not something for you to potentially pawn off for money."

"Last I heard, it fell into the Abysmal Abyss, which is a large gap around Griffonstone," Cozy Glow said. "It may be lost forever."

"Well, that's a shame. But as long as gold's still there, I am filled with determination!" Tron said. She then placed her fingers in her mouth and blew a whistle, "Servbots! Line up!"

The 42 Little Followers ran up to Tron, each of them saluting to the girl, "We're here Miss Tron!"

"We're about to invade Equestria, remember to leave no house unturned!" Tron said. "Those Griffons won't know what hit them!"

"That girl better not screw anything up..." Vergil lamented. "Hardly matters, I will perform my duty as I should."

"I'm just about ready to go myself," Eggman said. "I can just about taste our glorious victory!"

"Before we go, is everyone here and ready for what must be done?" Wesker asked.

"A few are still on their way," Vergil said, turning behind to gesture to Tempest and some villains from Square. "Such as them."

Tempest made her way over, joined by not only her Master Sephiroth, but his allies Seifer Almasy, Kekfa Palazzo and The Cloud of Darkness.

"Fun and gloom! Gloom and fun!" Kefka cheered as he skipped toward the portal. "A new place to play! To spread terror night and day!"

Tempest turned her attention to Sephiroth, "Is this normal for him?"

"He merely relishes in chaos, which is what we are ready to unleash within the realm of Equestria," Sephiroth explained.

"Fine by me, so long as he follows orders," Seifer said.

"Do not expect much," CoD commented.

"We will keep an eye on him, for now, let him explore in his own way," Sephiroth said.

"Well, if you insist," Tempest said, still weirded out by Kefka.

Juri shook her head in annoyance, "How do we always attract the crazy people?"

"Somehow, I don't think you should be commenting on that," Vergil said.

"Aw, that hurt my feelings, sweet Vergy," Juri teased, much to Vergil's annoyance.

"Do not start," Vergil said. "I do not have time for your silly games."

"You're no fun," Juri said, then turned around to spot more allies. "Hey, it's those SNK guys. Urien actually pulled through in recruiting them."

Coming into view was Iori Yagami, joined by his allies, Vice and Mature. The King of Fighters warrior standing alongside Juri, awaiting what's to come.

"Good to see you Iori, and you brought your friends," Juri said.

"Acquaintances, not friends," Iori corrected.

"We're pretty busy usually, but this could make for a nice vacation," Vice said.

"Interesting idea of a vacation," Juri said. "But it is something you do to have fun, and what's more fun than causing pain?"

"Causing pain to Kyo Kasunagi," Iori said. "Is he even acquainted with this Equestria world? I do not like having my time wasted."

"It won't be," Vergil said. "If you can assist us in our endeavors, we will assist you in yours, including this strange relationship you have with the Orochi," Vergil said.

"You sure it's not to just steal it for yourselves?" Mature asked.

"Watch your tongue with me," Vergil warned.

"I'm surprised you two are still loyal to our friend Iori," Wesker said. "Last I heard, things did not go well with the three of you."

"Mistakes happen, we won't hold it over Iori's head," Mature insisted.

"You must be quite forgiving then," Wesker said. "It hardly matters to me however, so long as you commit to your end of the deal."

"Yeah, yeah," Iori said, once again irritating Wesker.

"Kind of wish we had Leona instead," Juri said. "But she refused to trust us."

"Her loss," Tron said. "She could have made some great strides, including a chance to overcome Orochi herself."

"That woman foolishly believes she can resist," Iori said. "Perhaps she is simply not worthy of that power."

"So what you're saying is, no one can resist, not even you?" Juri teased. "Or are you just jealous that she has better emotional restraint?"

Iori glared at the former S.I.N. woman, "Do you wish to experience the Orochi firsthand?"

"Enough, I will not tolerate infighting," Wesker warned. "Juri, be a dear and choose your words carefully."

"Geez, everyone's such a wet blanket," Juri said.

"Iori, I think it will be best for you and your ladies to work alongside Kazuya Mishima," Wesker said. "Power like yours is more of a blessing than a curse, but it does require a sense of control."

"So basically, with Great Power, comes Great Responsibility," Juri said, earning herself a few glares. "What?"

"Isn't that what Spider-Man says?" Shocker asked.

"He does, I've heard him say it a few times," Cozy Glow said. "I never fully understood what he meant."

"It motivates him into being a hero I guess," Adagio said. "It sure sounds like something a hero would say to sound like a goody-goody."

"Honestly, it almost sounds weird coming out of Spidey's mouth," Electro said. "Maybe I'm just too used to him being a smart mouth little punk."

"I can believe it," Martin Li said. "Peter is a lot more enlightened than he appears to be. Which is why caution is a must."

"We got this under control," Adagio said. "So, anyone else coming?"

"Kraven contemplated coming, but I am unsure now," Wesker said. "Perhaps he is willing to wait."

"Is Balrog coming?" Vergil asked.

"At the moment, no. He is busy training some new recruits," Wesker said, then called to the Shadoloo leader. "Bison, any idea as to whom these recruits may be?"

"A couple of failed experiments," Bison said.

"Failed huh? If it is who I think it is, didn't you hope for at least one of them to be a spare body for you?" Juri asked. "If Ed came, then at least you have a backup plan in case you bite the dust out there."

"I'm sure you would love that, wouldn't you?" Bison asked.

"In a perfect world, I'd kill you myself," Juri said. "Equestria just may be that world."

"Try to avoid killing one another," Wesker said. "Our priority are those so-called heroes after all."

"Speaking of Shadoloo, where's Vega?" Tron asked. "Wasn't he in Tartarus as well?"

"I haven't seen Vega in a while," Aria said. "Funny enough, some other creature that looked like Venom was lurking around too, but he's not here."

"Probably for the better," Electro said.

"Anyone else we should know about?" Juri asked.

"No, that is all," Wesker said, taking a look around the room. "Everyone seems to be here. Those who are late are free to join in on the fun later, if there's any left."

"We shall bring this world to its demise, and focus our energy on the others," Dormammu said. "Perhaps after Equestria, we can finish the job started on Marvel Earth."

"Or we can go straight to Capcom," Juri said. "Marvel Earth is already weak as is, and will be weaker once we do away with the heroes living in Equestria."

"It would be foolish to not strike while we can on Marvel's Earth," Wesker said. "We can save our own Earth for later, Juri."

"Let us focus on what's in front of us," Doom said. "Planning future moves can be advantageous, but if we worry too much on what's to come, we will lose focus on what must be done now."

"I agree, let us revisit this later," Vergil said.

While everyone was talking, an unsure Venom turned his attention to Doc Ock. "So, what are we doing exactly?"

"Weakening Equestria," Doc Ock said.

"That we get, but how exactly?" Venom asked.

"We do what we must to weaken their defenses, and take down those who would side against us," Doc Ock said.

Venom cautiously glanced at the others, "Somehow, we don't like where this is going. But if it means doing away with Spider-Man, we'll go along. So long as no innocents get hurt."

"Do not worry, my dear boy," Came the voice of Goku Black. "Where we are going, there are no innocents. Those Sirens certainly have found little innocence in Equestra, especially after how they treated that poor child."

"Oh right, that Cozy Glow girl got put in a cage by some moody Princess," Venom said.

"Where they expected her to suffer," Doc Ock said. "That is no way to treat a child, and we shall personally make them pay for their sins."

"Right, you have a soft spot for children, don't you doctor?" Black asked.

"Perhaps," Doc Ock said.

"Quite understandable," Black said, still briefly eyeing him. "Just make sure you do what you must on your end too."

"The time is now," Doom said, using his magic to enlarge the portals. "You all know where you must go. I hope for your sakes, that you have prepared well for this journey. I do not take kindly to stragglers. If you fight well, you may earn respect. Fight poorly, you have only yourself to blame if you meet your demise."

"Hit your regions hard, and destroy anyone who might be a threat," Wesker ordered. "If your region has a useful tool, take it by any means. Are you all prepared?"

"We're ready boss," Juri said.

"They shall feel despair," Sephiroth said.

"This should be fun," Kazuya said.

"I will take back what is mine," Loki said.

"Time to reshape the multiverse,' Ultron stated.

Goblin stepped forward, holding his Pumpkin Bombs in hand as a mischievous grin stretched across his face, "Time to make a certain spider beg for mercy, as we destroy everything he loves in one fell swoop."

"Let the Armageddon...begin!" Wesker declared as everyone went through their portals.

All the while this was happening, Peter was staring out the Balcony to his home. He had explained all he could to Celestia and Steve, regarding the villains and their multiverse plans. Due to the dangers that Equestria was facing, their first major plan had been put into motion.

As he looked out the window, he was joined by Twilight, the mare looking concerned for her husband. "I take it you have a lot on your mind?"

"Bit of an understatement," Peter said.

"I can imagine," Twilight said, resting on the balcony next to her husband. "Glad you told me, usually you tend to downplay it."

"Huh, yeah, I suppose so..." Peter said, the hero feeling a bit distracted.

"Peter?" Twilight gently rubbed his back, feeling some tension building in him. "Are you...well, I suppose you aren't feeling your best but, is there anything I can do for you?"

"I'm fine, don't worry," Peter insisted. "All that matters to me is figuring out a way to stop these villains from wreaking havoc."

"And you already have a good start," Twilight said.

"I'm just worried about my plan," Peter said. "Bringing in heroes to help is good for our world, but what about my world? My old home? What if that's in danger?"

"Tony is prepared for that," Twilight reassured. "He's going to use portal tech mixed with Equestrian magic to keep tabs across this world. He's already sent out those Patroller Robots."

"I'm worried about that too, a lot of ponies found them annoying," Peter said.

"Better that they get a little annoyed than risk dying," Twilight said. "With those robots, we can keep tabs on this world."

"That has me worried too, this type of thing led to the Hero Civil War," Peter said.

"That happened because things became unreasonable," Twilight said. "All we have to do is keep things within reason and it should be fine. Plus everyone's come to an agreement on how things need to be done, so that helps too."

"Guess that relieves a bit of worry," Peter said. "But, despite all that-"

"Peter, just have faith, alright?" Twilight said. "Everything's going to be fine. We'll stop these villains, once and for all."

"I hope so..." Peter said.

Twilight nuzzled her husband, still sensing some distress, "Is that everything on your mind? Is there more you want to tell me?"

"..." Peter turned away, still feeling a sense of dread that would not leave his heart.

"Is it about Luna?" Twilight asked.

Peter grunted in frustration, "I still feel so betrayed. Luna was my friend, how could she trick me like that?"

Similar to her husband, Twilight also felt a heavy heart, knowing how hard this had been for her and Peter. Luna's betrayal stung them both.

"It might be weird to say, but I almost feel bad for Luna," Twilight said. "She had feelings for you, just like I did. Yet I'm the one you picked in the end."

"I know, I kind of figured it out later that she had feelings for me. Shocker, right? Me figuring out a girl liked me?" Peter joked, trying to keep the mood light. That feeling did not last long as he once again felt bothered. "Still, that doesn't excuse what she did."

"I know, and I do want her to answer for it, but it makes me wonder," Twilight said. "There are times I feel so lucky that I was the one you picked. I can't stand the thought of knowing that you could have easily picked her instead. You've been such a big part of my life that, if I didn't have you, I would feel so empty inside. I'm guessing it's what Luna feels. She feels empty because she met someone she deeply cared for, and he chose someone else."

"Twilight..." Peter said.

"I'm not making excuses for her, but I do want to at least understand where she's coming from, so I can address this properly," Twilight said. "I do wonder, was there a chance you could have gone with Luna instead?"

"Of course not," Peter insisted. "I honestly can't imagine myself with any other girl besides you."

"What about Gwen though?" Twilight asked.

"Gwen?" Peter asked, then recalled the fight from a couple of days prior. "Wait, were you jealous of her?"

"Not Ghost Spider Gwen, I mean the Gwen Stacy from your world," Twilight said.

"Oh...I do admit, that I did love her," Peter said. "But, that's in the past. Who knows if things would have worked out anyway. Knowing my luck, she would have ran off. She's a great girl but she did have a tendency to be pretty vain and stuck up. She got mad anytime I didn't notice her new hairstyle."

"Sounds like something Rarity might say," Twilight said.

"Rarity's a bit vain but I think Gwen beats her out," Peter said. "I feel terrible for saying this, I did care about her after all, but it wasn't guaranteed that she and I would be a thing. With you, I felt something different. You had that charm to you that I probably would never have noticed if you didn't make the first move."

"Guess I should consider myself lucky then," Twilight said. "Still, I guess it is a relief that I had some advantage over Gwen."

"Honestly, my love for Gwen hasn't totally disappeared..." Peter bashfully rubbed his head. "It just took a new form," With a blush he briefly eyed his wife before turning away. "You know, in loving you."

It took Twilight a second to register, a small blush now appearing on her face, "Oh, wow. That's um...very poetic Peter. Um, thank you."

"And, I hope you don't feel threatened by Gwen, or MJ for that matter," Peter said. "I love you, not them."

"I know, I guess I did feel jealous because Mayday really liked Gwen's company," Twilight said. "Benjy also took very kindly to MJ, so not only was I insecure about losing my husband's affection, I also felt that way when it came to my kids."

"You shouldn't though, Mayday and Benjy love you," Peter said. "Mayday just admires Gwen. It's no different than how she admires Johnny. She loves her Uncle Johnny, but still remembers who her daddy is. Mayday may love her Auntie Gwen, like she loves her Auntie Rainbow Dash, or her Auntie Rarity, or even her Auntie Apple Bloom. But you're always going to be her mother."

"I'll admit, I wasn't too worried with our Equestrian friends since they were never the object of your affection," Twilight said. "Nor did I worry about our Earth friends since I knew you'd be fine. You and Mayday have such a special bond, and I always felt like I was just the nagging mother."

"Well I hope you know now that Mayday really does love you," Peter said. "If anything, that's why she acted out when it came to the Friendship Students. She was worried that you were trying to replace her. Because she believed you were ashamed of her."

"I will admit, I do wish she were more social and outgoing," Twilight said. "But, I probably should remember that at one point in my life, I wasn't too social, it took me a while to learn. I should have just let Mayday go at her own pace. It's working, she has Franklin and Luster Dawn."

"Flurry Heart too," Peter said. "Cousins or not, they definitely have a good friendship."

"Yeah, Flurry too," Twilight said, a smile etching on her face. "It's only fitting that my daughter, and my brother's daughter would form such a great bond. It gives me hope that Mayday will be fine, and my worries were unfounded."

"Mayday will be fine, because we're there for her," Peter reassured.

"But then why did things get so rough between us?" Twilight asked. "The way she acts, it's like she thinks that I don't love her."

"She's just afraid, in the end kids want to know their parents love them, and Mayday was worried that if she wasn't a Friendship Ambassador of sorts, then you would stop loving her," Peter said. "She was worried that you didn't care about her feelings."

"I came to realize that after she said what she said the day my school closed down," Twilight said. "It was a little embarrassing to have that done in front of a crowd. I guess I brought that on myself for being a lousy mother."

"You're not lousy," Peter said. "I can't condone what Mayday did, even if I understand it. But the fact that you're so worried shows that you do care about her feelings. That in turn makes you a good mother."

"Still, I feel like I should be better," Twilight said. "I don't want to risk pushing Mayday away like I almost did with Moon Dancer."

"Not for nothing, but Moon Dancer was a little out of line herself," Peter said. "I know she felt hurt because you didn't show up to her party, and I do understand that. But honestly, it's not like she didn't have friends in Canterlot, and she may have indirectly told them that they're simply not enough. In my mind, she behaved a bit selfishly just because she didn't get things her way."

"That was a bit blunt of you to say, Peter," Twilight said.

"Honestly, it brings up another irritating point, like you had those same friends in Canterlot, and I know you had a bit of a falling out because you placed studies over friendship. Which, I am no different, as Flash kindly explained the other day," Peter said. "Still, instead of Celestia helping you mend those bonds, she tells you to go to Ponyville and start over. That's just terrible in my mind."

"Wow, I can tell you really do feel strongly about this," Twilight said.

"I've always found it strange, but reuniting with MJ, Harry and Flash reminded me that I am no different," Peter said. "I did abandon my friends, it sucks. I hate knowing that you may have made a similar mistake to me. I'm glad you at least were more willing to work things out, all while I just wanted to avoid my problems. They deserve better than that though, I don't blame Harry for being mad. He has a right to be, I ruined his life."

"Peter, don't say that," Twilight said.

"But I did," Peter said. "Between my fights with his father, then MJ flirting with me while the two were dating, and his drug addiction that I didn't even pick up on-"

"Peter!" Twilight interrupted. "Now you're taking things too hard. What happened with Harry isn't too different from me and Moon Dancer. If you firmly believe I didn't do anything wrong, why are you taking the blame for something you didn't do?"

"That's the problem, I didn't do anything," Peter said. "I should have, but I didn't. My inactions cause trouble, because if I don't step up then people suffer. It's why Ponyville's suffering, it's why my friends are suffering, it's why my daughter is suffering and-"

"Peter!" Twilight interrupted. "Not everything is your problem. You can't fix the world, not by yourself. Harry made his own choices, you are in no way responsible for the terrible things that happened to him. Could you have done something? Maybe. But he shouldn't have developed an addiction in the first place."

"It's my responsibility," Peter said. "I can't be responsible for everyone's suffering."

"Peter, this may sound strange to hear, but you are not at the center of everyone's problems, stop acting like you are," Twilight said. "Honestly, it's amazing how you sound so selfless and selfish at the same time."

"Huh?" Peter asked. "Selfish?"

"You care, and I love that, but you're acting too self-important," Twilight said. "Maybe it's the town's fault. They faulted you for the villains attacking, and the school closing down, but I don't believe it's your fault. Everyone just wants someone to blame. Don't let them walk all over you, stand up for yourself."

"I try but I don't want to make things worse," Peter said.

"It's going to get worse regardless, plus I really hate when ponies treat you like dirt," Twilight said. "You don't deserve that treatment. You've always put the lives of others first; these ponies are getting way too comfortable with that."

"It's my duty though," Peter said. "I'm a Knight and Prince after all. Even if it feels weird to say."

"Well as their Knight and Prince, they should be more respectful," Twilight said. "Honestly, at this point, I wouldn't blame anyone for quitting their role as a hero, including you."

"Last time I abandoned my post, things went bad," Peter said. "If I hadn't been so eager to leave my past, maybe I could have done something for New York."

"Peter, there were other heroes there too," Twilight pointed out. "Besides you're not the only one who moved here. You think Johnny or Logan are beating themselves up over this? Please, just accept that you didn't do anything wrong. Even if you made a mistake or two, that's fine. Everyone makes mistakes. You need to swallow your pride and accept that in spite of your power, you're only one person. You are only human. I know that's weird to say when we're in pony form, but that aside, that is what you essentially are. After all, even the greatest heroes can't do everything at once. You're not Superman, and even he probably needs help too."

"Wow..." Peter seemed impressed with his wife. "Gotta say Twi, you really have a way with words."

"Marveling at my speech is appreciated, but please take what I had to say to heart," Twilight said.

"I'll do my best," Peter still had a lot on his mind. "By the way, this whole Luna thing, it reminds me." Hesitant as he was, he still needed to address this. "Do you still feel any bitterness regarding Sweetie Belle? The Future one I mean."

"...If I'm being honest, it really hurt when I found out," Twilight said. "And I do still feel some anger about it."

"I don't blame you," Peter said. "Honestly, I'm surprised you didn't leave me. You had every right to."

"How could I? I know you would never willingly do such a thing," Twilight said. "Even if I was hurt, I know deep down, you were hurting more. Because you were the one who made the mistake, and you did everything in your power to make up for it. Now, I won't pretend it still doesn't bother me, but I know that's something I need to work on myself. I'd like to think that if the situation was reversed, that you would forgive me."

"That depends, if you slept with Sweetie Belle, or any other girl, I'd probably be okay, assuming you recorded it," Peter said.

"Ugh, Peter!" Twilight scolded. Geez, only you can joke about something like that when we're trying to have a serious conversation."

"Sorry, that was wrong of me," Peter said. "If I'm being honest, I wouldn't know how to feel. But I do love you and I want to believe that I would be understanding if something like that happened with you. Honestly, if you did it out of revenge I won't blame you."

"Oh sure, maybe I can go ask Gwen since you like mare on mare so much," Twilight teased.

"...Is that a real offer?" Peter asked, cowering the moment his wife glared. "Kidding! I'm kidding!"

Twilight sighed in annoyance, "It's fine, I suppose I walked into that one. Seriously, I have no interest in being with anyone other than you."

"That's good, call it selfish, but I want you all to myself," Peter said.

"Same here," Twilight said, kissing Peter on the cheek. "I love you."

"Love you too," Peter replied, looking out into the distance. "Funny, didn't you once offer a three-way with me?"

"Huh? No I didn't!" Twilight said.

"Really? Could have sworn, like back during the initial Capcom Invasion," Peter said. "I think Ieven had a dream about it."

"Oh yeah..." Twilight began to blush. "I don't know what I was thinking. Still, a dream?"

"It was me, you and..." Peter recalled Future Sweetie Belle being there. "Someone else..."

"You know, I might have an idea," Twilight said. "I may have had a similar dream. I do remember trying to console you after the village got destroyed, and I may have placed us under an illusionary trance. That was stupid of me to do, but it's better than us actually having a three-way. That would have been even dumber."

"Honestly I barely remember the details, probably for the better," Peter said.

"Let's just agree that you and I can only be intimate with one another," Twilight said.

"Wouldn't want it any other way," Peter said, glancing down at the empty streets. "Gotta say, I'm glad no one else is here. Imagine if anyone heard our conversation."

"Yeah, I would be so embarrassed," Twilight admitted.

Outside their bedroom door, Trixie, Starlight, Autumn Blaze, Johnny, Rainbow Dash and Bobby had their ears pressed against the bedroom door while Rarity, Logan, Fluttershy, Applejack, Remy, Wade and Pinkie Pie just waited back.

"Y'all done listening in on them?" Applejack asked.

"This is pretty good stuff though," Johnny said. "Wade, come check it out."

"You too, Remy," Bobby said.

"You kidding? In no world would I do something like that," Remy said.

"Also, I've seen enough shows to know that pressing against the door will bite you in the ass," Wade said.

"What are you-" Suddenly the door broke open, revealing their presence to Peter and Twilight, the latter looking annoyed.

"What's going on!?" Twilight shouted.

"Oh, hey Twi," Rainbow Dash nervously greeted. "We just wanted to check in on things, like any plans you or Peter had regarding these villains."

"Patroller Robots, a lot of them," Peter said.

"Right, but what about bringing the fight to the bad guys?" Bobby asked.

"We'll let you know," Peter said. "Right now, just be ready for anything."

"You got it Peter," Autumn Blaze said. "Say the word, and I will march into battle!"

"Uh, you don't have to," Peter said. "You're not a superhero."

"But I can fight, remember how I helped when that Mr. Negative creep was around?" Autumn Blaze said. "And also those vines!"

"I know but, it's still not safe," Peter said. "I'd rather you didn't get hurt."

"Sorry Peter, but I'm not leaving you at a time like this," Autumn Blaze said. "Friends stick together!"

"Honestly, she would make a great ally," Johnny said. "Especially if she can tap into that Nirk form. It's badass."

"Pretty sure you're only saying that because she catches fire like you do," Peter said. "I'm surprised you even want the competition."

"Who says anything about a competition?" Johnny asked. "Autumn's just kindred spirit to me, a badass flame fighter. We look after one another."

"And she's going to help regardless of what you say," Starlight said. "As am I, I am ready to fight by your side, Peter."

"My sister's here too, dropping Franklin off," Johnny said. "If you need back-up from her, she's ready."

"After what happened in New York, things are a bit personal for her too," Rainbow Dash said.

"That reminds me, how is the Baxter Building?" Peter asked.

"It took some damage, but it's still standing," Johnny said. "Reed's there right now, salvaging what he can. I'm hoping things aren't too bad for him, but knowing Reed, I think things will be fine."

"That's a relief," Peter said. "I am still worried about the city, and anyone affected by all this."

"Hey, knowing Damage Control, they're probably on their way to fixing everything," Bobby said. "The city will look good as new in a couple of days."

"Probably doesn't do much for those who bit the dust out there," Wade said. "I hate to be the wet blanket here, but casualties were pretty high."

"One more thing for them cretins to answer for," Remy said, pulling out his cards. "They'll play right into our hands."

"And we'll leave them frozen in fear," Bobby joked.

"Nothing like a bit of corny hero humor," Peter said.

"Let's come up with a few plans while we can," Starlight said.

"What about the Friendship Center?" Bobby asked. "Who's managing it?"

"I'm taking a personal day off," Twilight said. "The ponies in town will have to entertain themselves in another way."

"Ponies? Without their Friendship gathering?" Bobby sarcastically mused. "Sounds so awful, how will they manage?"

That did get a good chuckle out of everyone, aside from Logan, who was laughing on the inside.

"By the way, Twilight, Peter," Logan interjected. "How has Mayday been doing? Given all the crap she's been getting."

"Well, I want to say she's fine but, I think the bullying she's been getting is affecting her," Peter said. "She's feeling a lot more self-doubt on who she is and it's affecting her self-esteem."

"That's just terrible," Applejack said. "Nopony should go through that, especially at her age."

"This has me worried for sure, how long before these same creeps talk like that to my own daughter?" Bobby asked.

"They just need to be educated," Logan said.

"With what? A school?" Johnny asked. "Twilight tried the school thing, it just turned them into a cult that idolizes Friendship and shuns who they deem outcasts."

"How about starting with the actual schools?" Pinkie Pie suggested. "Teachers can teach this stuff to young foals and they grow up to be less mean."

"That's a great point, Pinkie Pie," Peter said. "That's something Twilight and I can talk to the EEA about."

"Will they even see you?" Bobby asked. "Remember, that Neighsay dude is a total drag when it comes to stuff like this. Plus he kind of hates anything non-pony."

"Should we be concerned that somepony like that is in charge of Equestrian Education?" Fluttershy asked.

"Don't worry, not like teachers are like that. Even Cheerilee says knowledge is fer everyone," Applejack said, then turned to Peter. "If you need any back up, Cheerilee is there for ya."

"Glad we can count on her," Peter said.

"This doesn't do much for the ponies now," Trixie brought up. "You still have several other ponies who are just so immature about all this."

"They're stubborn, but truthfully it's not like all of them are like that, just a loud minority," Twilight said.

"In hindsight, it's usually the same five or six ponies starting crap," Bobby said. "Everyone just goes along with it due to a hive mind mentality."

"Good friends like Thunderlane, Lyra, Bon Bon and Derpy do a great job in showing the positive side to Ponyville," Pinkie said.

"Thunderlane himself was quite stubborn, and he had a major turn around," Rarity said. "So that does give hope for the other ponies."

"Wallflower Blush certainly made a turn around," Peter said. "Which means we shouldn't lose hope on this town."

"Well before we get to all that, might be better to focus on how to protect this town before we cleanse it," Remy said.

"Yeah, first thing's first," Peter said. "Let's try to brainstorm some ideas."

Downstairs, Susan is in the living room with Spike and Janet, watching over Hope, Benjy, Mayday and Franklin while Aunt May dusted things around the house.

"Any update on New York?" Janet asked.

"Construction to repair the city is underway, but a lot of people are still lost on what to do," Susan said. "It's a terrible sight."

"Kind of freaky that so much damage was caused to one place, and it wasn't even all the villains working together at the time," Spike said. "If only a few of them could easily level a city, I can only imagine what they could all do."

"It's fairly obvious what they can do," Janet said. "That's why we gotta solve this problem ASAP. Thing is, we have no idea where to start."

"Yeah, unfortunately we need to wait for the villains to make the next move, and hopefully try to end the problem there," Spike said.

"The Capcom Team is figuring out their location, at some point Reed will likely just join them and help on his end," Susan said. "Things should be fine, so long as we all stay on top of this."

"I hope they're having luck then," Janet said.

Within the Capcom Portal Room, a large gathering of heroes and warriors had occurred.

Chun-Li had met up with Spencer and Strider to make some plans along with Miguel O'Hara.

The Ninja Turtles and April were talking things over with Reeve, Mega Man, Roll and Cammy, still trying to figure out their own course of action.

Presea was still recovering, thanks to Jude, who had Genis and Elize with him once again. Rashid, Viewtiful Joe and Sexy Silvia waited nearby, keeping an eye on things while also ensuring everyone's safety.

Leon, Viper and Sally were narrowing down locations as to where the villains might be, but not with the best success.

Ken and Jill were talking things over with Tifa and Barrett, discussing potential plans for the future. Trish, Morrigan and Felicia listened in from nearby, keeping their own mental notes on the situation.

Peni Parker and Tails were working together to finalize some battle drones that they could use for security purposes while Sakura, Ibuki and Makoto trained nearby.

Passing through the room were the team of Sunset Shimmer, Ryu, Dante, Chris and Cloud.

"Everyone's pretty busy, huh?" Sunset asked. "Preparing to engage with foes we can't even find."

"We'll weed them out eventually," Chris said. "But chances are that they might come to us."

"They've struck once, they'll do it again," Dante said.

"Which means we must be alert," Ryu said. "The enemy can strike from anywhere."

"Given the size of the multiverse, that's a major understatement," Sunset said. "I'm glad Doctor Strange is looking into things back in his Sanctum. But I kind of wish he were here too."

"This place is already pretty crowded," Cloud said. "Not everyone could stay here."

"Trunks is back in his world, catching up with his family," Sunset said. "Kratos is waiting back home too, making sure his son stays out of trouble."

"Mark and All Might had to return to their own dimensions, they've got their own worries after all," Chris said.

"Based on what Mark described, I sure as hell hope we don't run into any Viltrumites," Dante joked.

"You're not scared of a little fight, are you?" Chris teased.

"Oh shut up," Dante said. "Don't get me wrong, if someone tried picking a fight with me, that person's face is getting slammed through the ground. Fighting a race of alien warriors really is not something we need now."

"All Might has a few enemies, if Wesker catches on then that's one more potential ally for him," Chris said.

"His biggest enemy is inactive at least," Chris said. "Right now I think All Might is training for the future. I think he found an apprentice, or a potential one at least. Some young boy."

"How much potential does this boy have?" Sunset asked.

"You're not thinking of asking him to fight with us, are you?" Ryu asked. "This is a dangerous situation, let's try to leave the youth out of it if we can."

"That seems unlikely, but minimizing it isn't such a bad idea," Chris said.

"I just hope we find these bad guys soon, and unleash a multiverse of revenge on them," Sunset said, showing some intense emotion. "We just gotta find Jin, Sonic, Kratos, Terry, Master Chief, 2B, Goku, Mario, Link and everyone we can to unleash a flurry of revenge on those villains. They have allies but we have more! I'm ready to bring the fight to them!"

"Wow, you got guts, but chill out a bit," Dante said. "Those guys you just listed, they want revenge too of course, so don't worry about that."

"Just try not to let it mess with your mind," Cloud said. "You don't want to get carried away."

"Well, honestly, maybe that's what these villains deserve," Sunset's eyes started glowing a bit. "How many were killed recently because of them? Sonic lost friends, some Marvel Heroes were lost, Lloyd lost at least one friend, not to mention those who perished in Ragnarok. We're lucky that Cammy and Vincent came back but there's still Guile, Carlos, Hayato, Yuffie and X." Sunset's eyes had turned a shade of red. "Loki and his team took them from us, those guys need to be at the forefront of all this."

"Sunset, we're all unhappy about what has happened, but don't let it affect your mental state of mind," Ryu warned. "Revenge is the easiest way to lose who you are as a person."

"I know, revenge is bad and all that, but you can't tell me that Loki doesn't deserve it," Sunset said.

"Kratos has his eyes on Loki, and he specializes in fighting Gods," Chris said. "If he really did topple someone like Zeus, I think he can handle Loki."

"Cloud here is strong enough to handle gods himself," Dante said, gesturing to the boy. "One way or another, Loki's going down."

"Just don't let revenge poison your mind," Chris urged.

"I won't poison it, I have much better control than that," Sunset reassured.

"I hope you do," Chris said. "Either way we need to-"

Suddenly there was a gust of power overtaking the area, much to everyone's surprise.

"What was that?" Chun-Li asked.

"Not sure," Spencer pulled his gun out and readied himself for anything as Strider drew his sword.

Another gust of power came and went, shaking the area a bit.

"Something's happening," Leon said, readying his own weapon.

"Sure is, keep your guard up," Donnie said, twirling his staff.

A few more gusts of power began to violently pass through as electricity formed on the other side of the hall.

"Guard up everyone," Miguel said, readying his claws.

A portal began to form in front of everyone, and stepping through was the God of Mischief, Loki. The man bore a sinister smile on his face as he greeted everyone, "Well, isn't this a pleasant surprise?"

"Loki?" Chun-Li said in disbelief as her friends took extra precaution.

"The one and only," Loki said. "In a manner of speaking that is."

"What are you doing here?" Leon asked, keeping his gun aimed. "Actually, scratch that last question. I couldn't care less why you're here, what matters is-"

Loki used some magic to send Leon flying across the room, and crashing through a table, injuring the warrior.

"Leon!" Viper called, then readied her Thunder Knuckles. "You have some nerve!"

"To Leon's point though, your reasoning for showing up means little to us," Spencer said, angrily marching over. "We finally have a chance for some payback, and we're going to take it."

"Don't think we've forgotten about Ragnarök," Mega Man said.

"And all that we lost because of you!" Roll added.

"Loss? You dare to speak to me about loss?" Loki asked in irritation. "My throne, my Kingdom, my Birthright! All of that was lost when Sutur obliterated Asgard! My invasion plans put to waste because of that fiend. My own sons were killed in that fight, and for what? Nothing! And you still have the nerve to tell me about loss!?"

"Your stupid fight got a lot of our friends killed!" Sunset shouted, stomping over.

"Oh, it's you," Loki said in a bemused tone. "The multiverse fanatic."

"Because of you, many whom we cared about died in battle! All because you were just a selfish man who wanted power!" Sunset said.

"Again with the hypocrisy," Loki said. "You're the one who wanted to get involved with matters that did not concern you. No one told you to bring an army to Asgard, that was your choice. Any death on your side is because you were foolish enough to believe you could win someone else's war."

"Thor is our friend," Chun-Li said. "We were more than happy to help him fend you off."

"You did not fend me off, Sutur caused my retreat," Loki said. "Just like he caused yours. You see, you and I do have a commonality. Both of us have lost loved ones and allies during Ragnarök. Do you want to know the worst of it?"

"Humor us," Chun-Li said.

"Given that Sutur ended up destroying Asgard..." Loki got in close, looking straight through the souls of those he was addressing. "Many of your friends, died for nothing."

Sunset's eyes widened in disbelief, hearing those words out of Loki's mouth began to fill her with rage. Many in the room felt similar ire toward the God of Mischief.

"So I guess we're all Kindred Spirits," Loki said. "Sorry you had to lose people for absolutely no reason, but you brought this on yourselves."

Suddenly Dante had sped in with his sword, trying to attack Loki, but it phased right through.

"The hell?" Dante looked around with everyone else, trying to find the real Loki.

"Over here," Loki held up his Tesseract Staff and sent out a large shockwave that not only knocked everyone back, but destroyed many of the portals leading to other worlds.

Ryu was the first to get up and went after Loki, throwing some strikes that Loki managed to block, and kicked Ryu back. Cloud swung at Loki with his Buster Sword but the God was quick to duck and whacked the former SOLDIER away with his staff.

The Turtles attempted to team up on Loki, the God of Mischief leaping away and blasting them with his staff. Using some magic, he encased the feet of several warriors in ice, though one particular fighter leapt up and landed a kick on Loki.

The God brushed it off, glancing at the fighter, "You look familiar."

Cammy got into a battle position, "Time for Round 2, Loki."

She went to strike but Loki was quick to block and dodge. He pulled out a dagger and attempted to strike, but Cammy managed to kick the weapon from his hand.

"Not this time!" She landed a kick across his face and got into position. "Spiral Arrow!" She lunged in with a kick to his chest, stumbling him back again. As she went for a follow up, Loki effortlessly knocked her back with a whack of his hand.

"I think I do remember you, though I am quite certain I extinguished your pitiful life," Loki readied some magic. "This time-"

"Bionic...ARM!" Spencer punched Loki clean across his face using his metal arm.

"Spinning Bird Kick!" Chun-Li ran over and hit her signature spin kick on the God as well.

"Tatsumaki!" Ken ran over and hit his Hurricane Kick on the God.

Miguel landed nearby, glancing at the fighters, "Geez, do you always shout your attack names?"

"Yeah, it's kind of our thing," Ken said. "Peter does it too."

"I know, it's silly," Miguel said, rushing over and striking Loki hard with his claws, unleashing a fury onto the God of Mischief and ending with a kick that knocked him against some computers.

"Insolent fools!" Loki sent more blasts their way, hitting Chun-Li and Spencer and sending them flying.

"I got this!" Tifa ran over and started her Beat Rush combo, landing a few punches and ending with a somersault kick.

"You!" Loki whacked Tifa in the face and blasted her in the back, sending her flying, though Cloud was quick to catch her.

"Are you alright?" Cloud asked.

"I'm fine," Tifa insisted. Just then Cloud pulled her out the way of another blast, with Barrett readying the gun attached to his hand.

"You're going down you piece of garbage!" Barrett unleashed a barrage that Loki effortlessly blocked with a magical barrier.

"Humans and their pitiful weapons," Loki taunted. Suddenly he took a shot from behind, courtesy of Chris and his handgun.

"You were saying?" Chris taunted.

Loki blasted Chris against a wall, cracking it on impact. He turned to do the same to Barrett, sending the man flying.

As Chun-Li tried to stand, she felt some magic coming her way. "I don't feel hurt anymore." She turned her attention to Jude. "Oh, was that you?"

"Well I am a doctor, and I specialize in healing artes," Jude said.

"Oh yeah," Chun-Li said. "In hindsight, we could have used a lot of healers during Ragnarök."

"I did my best, but there's only so much mana I can draw from," Jude said. "Especially in an unfamiliar world."

"Don't get too carried away then, focus your energy on fighting if you can, or retreating," Chun-Li said.

"Might be hard, the portals were destroyed," Jude said. "We're stuck here."

"How unfortunate for you," Came an unfamiliar voice. Jude turned around and took a whack across his face, knocking him to the floor.

"Jude!" Chun-Li turned to the assailant, spotting a man in Samurai armor. "Who are you?"

"Call me, The Shredder," the man said, going for another attack that Chun-Li dodged.

"Shredder?" Chun-Li dodged another. "Wait, you're from the same world as Donnie and his brothers!"

"That's right!" Shredder went to strike again, but a sword blocked his claws, courtesy of Leo. "Speaking of whom."

"Shredder! Where the hell did you come from!?" Leo went for a strike that Shredder dodged.

"You should really be careful which portals you leave open," Shredder said. "It was by mere luck that I managed to arrive, before that God destroyed everything."

"Wait, so you're not working for Loki?" Chun-Li asked.

"I work for no one, but I am open to partnerships that benefit me," Shredder said.

As Loki was fighting a nearby Ryu, the martial artist spotted Shredder nearby. "Who is that Samurai!?"

"Samurai?" Loki turned to face Shredder. "Another hero?"

"Shredder's no hero!" Mikey shouted in disbelief upon seeing Shredder. "He's vile and ruthless! Man the things he can-"

"Can it, bone head!" Raph scolded. "Don't give daddy issues there any ideas!"

Loki grimaced at the nickname, but regardless his curiosity was piqued. "You there! The one called Shredder!"

"Are you addressing me?" Shredder asked.

"If you are a foe to these fools, then consider yourself an ally to me!" Loki said. "Should you be willing to accept my offer!"

"Gladly," Shredder said, readying his claws. "Let us slay our foes."

"Like two of you is going to be enough," Spencer said.

"Actually, there's three!" Came a voice. Emerging from nearby was a Capcom villain, one familiar to a view as he stepped in. "Greetings Capcom, Alastor is back! Tremble before my might!"

An awkward silence filled the room as many were unsure how to respond.

"Alastor?" Viewtiful Joe said. "What are you doing here?"

"Joe! My Greatest rival!" Alastor declared. "Face me!"

"Right, Loki joined with Discord's old group, and he had Alastor," Spencer said.

"That's right, fools!" Alastor prepared for battle. "Now tremble before my-"

"Oh shut up!" Sunset blasted the villain. She then turned her attention to Shredder. "As for you, I suggest you go back to grading cheese if you know what's good for you."

Mikey chuckled to himself, "Wow, good one."

"You have quite a mouth," Shredder aimed his claws. "Show me what you can do."

"Word of warning, Sunset," Donnie said. "Shredder is a powerful foe, he killed our father's Martial Arts master, and he was a very talented man."

"He also once fought Batman to a stalemate," Leo said.

"Batman huh?" Cammy said, getting Shredder's attention. "He's a brilliant fighter, if you can match him in skill, you must be good."

"No man or woman can best me in combat," Shredder said. "I will always reign victorious."

"Oh shut up!" Sunset blasted Shredder, the man withstanding the attack much better than Alastor.

"Not bad, but that was a mistake!" Shredder ran to attack Sunset but Ryu managed to parry his attack.

"Hadouken!" Ryu blasted Shredder and sent him flying back.

"I can take it from here, Ryu-san," Sakura said, gathering Ibuki and Makoto. "Get him girls!"

The three went to triple team Shredder as Alastor began to stand back up.

"I am not losing that easily!" Alastor came face to face with Joe, the boy looking disappointed.

"I'll admit, I kind of hoped you'd turn good by now, you have much more potential as a good guy than a bad guy," Joe said.

"Don't try to trick me!" Alastor went for a punch that Joe blocked.

"What a shame," Joe then engaged Alastor in combat.

Loki continued his own attack, whacking everyone who came at him, from Mega Man, to Rashid, to Trish, to Jill.

Morrigan flew over and blasted Loki with her magic, the woman barely avoiding Loki's attack as Jill took the chance to land a kick to his head.

Peni ran over with her SP///dr suit and hit Loki with an uppercut that sent him flying.

"This is getting irritating!" Loki blasted all three girls back, but just as he went to continue his assault, he took a Spin Dash attack to his chest, courtesy of Tails.

"Take that you bully!" Tails said.

"You're so cool, Tails!" Roll said.

"Heh, thanks," Tails said bashfully rubbing his nose. "Kind of wish Sonic were here to see-"

The boy then took a blast from Loki, sending him flying. "Don't celebrate too soon you little nuisance."

"Tails!" Sally ran at Loki. "Why you!"

"Begone rodent!" Loki kicked Sally away.

"Loki!" Genis called, readying his own magic.

"You're that elf boy," Loki said. "The one with the impressive magic."

"Want to see more?" Genis said, readying his mana. "I'm going to personally avenge Rita! Indig-"

Loki effortlessly blasted Genis, sending him crashing through some portal devices. "You have quite a mouth."

"Genis!" Elize ran to check on the boy, ready to use her own healing. "I'm here for you!"

"How sweet...another girl who will die because of you," Loki said as he aimed his staff. He then took a Thunder punch from Viper.

"I've had enough of you!" She delivered a few more blows, but Loki managed to block and knock Viper away. He then took a kick from Strider, knocking him further back.

"You were a fool to come here with such few allies," Strider said. "Which worlds have they gone to now? Your Midgard? My Earth? Perhaps even foolish enough to go to the realm of Superman."

"Believe me, I would never discount Superman's abilities, but he's not unbeatable," Loki said. "But, I'm afraid you're forgetting one world in your little rant."

"The one that homes Equestria, is that correct?" Strider asked.

"Instead of taking worlds down at once, sometimes you weaken one foundation after the other, before everything falls to your mercy," Loki said. He then felt some magic wrapping around him, courtesy of Sunset.

"What are you getting at!?" Sunset asked. Shedder, who had fought off the Street Fighter girls, attempted to attack Sunset from behind, but he took a kick courtesy of Mikey.

"Didn't your mother ever tell you it's not nice to interrupt?" Mikey taunted.

"I tire of your mouth!" Shredder went to attack, the other Turtle Brothers joining in.

"As I was asking, what are you up to!?" Sunset asked.

"I hope you've had one final meaningful get together with your Equestrian friends," Loki taunted. "Because they're all going to die soon."

"...What are you..." Sunset heard more alarms. "What's happening?"

A screen popped up of Equestria, and the various portals that opened across that country and beyond.

Manehattan, Baltimare, Fillydelphia, Las Pegasus and The Crystal Empire, mixed with lands outside such as The Dragon Lair, Kirin Grove, Griffonstone, Mount Aris, Yakyakistan and The Changeling Hive.

"What's happening!?" Ryu asked.

"Armageddon," Loki said. "Perhaps I shall join in too, I do owe my brother a visit." A portal to New Asgard also opened. "Assuming a dear friend of mine is kind enough to leave me a chance to say my own good-byes."

"We need to get there!" Miguel said, trying to activate a portal.

"Try if you wish," Loki blasted Miguel through a wall. "It will all be in vain."

"Loki!" Viper went to attack again but Loki turned and jammed his Tesseract Staff into her chest and blasted, the fatally wounded woman falling to the ground.

"Viper!" Chun-Li called in worry.

"No!" Leon shouted, firing at Loki, the attacks blocked as Leon got hit with ice.

"Fool," Loki said, then took a punch from Sunset.

"You son of a bitch!" Sunset threw some more punches, fury filling her eyes. "How many of my friends are you going to kill!?"

"Begone!" Loki blasted Sunset across the room. "Shredder, Alastor. Let us leave."

"Wait, I'm still fighting!" Alastor said, trying to fend off Joe and now Silvia. The two took a blast from Loki, finishing his fight. "Oh fine."

Loki blasted the Turtles away from Shredder, allowing the man to go free.

"Shredder!" April called from nearby. "If you're here, what about your Foot Ninja?"

"You'll see them again, soon," Shredder said as Loki opened a portal.

"Vomi dear, if you would be so kind as to assist in our escape," Loki said, as the scientist woman emerged from the portal.

"Gladly," Vomi said, readying her magic.

Genis's eyes widened in worry, "It's her! The one who hurt Presea!"

"I wonder if I have time for a snack?" Vomi wondered, shaking it off as she charged her ki. "Maybe later."

She generated a type of energy whip across the room, destroying it in the process as everyone went flying.

"That's enough, save your energy for now," Loki said. "I will need you to help me destroy my brother."

"Very well," Vomi said as the portal closed, allowing the villains to escape.

A good chunk of the heroes were injured by Vomi's attack, but thankfully nothing fatal, a true miracle.

One who was critically injured, thanks to Loki, was Viper, the woman barely hanging on to life.

"Viper?" Leon ran to check on the girl. "Viper, are you with me?" He gently shook her. "Maya, stay with me!"

"Jude!" Chun-Li called, getting the boy's attention. "Can you help Viper?"

"I'll try," Jude checked her injury, trying to cast his magic. "He hit one of her vital organs, I don't think she's going to make it."

"Viper, don't you die on us!" Chun-Li said.

"Please..." Sally made her way over. "Stay alive! You have to!"

"Didn't expect you of all people...to be so worried," Viper said, the woman coughing up some blood. "You've always been soft."

"Viper, don't speak, you gotta live," Leon said. "Think about your daughter, think about Lauren!"

"I'm afraid...mom won't be coming home," Viper said, the woman feeling weaker by the second. "Listen, you have to...put a stop to Loki. Don't let him...he can't win."

"Viper!" Leon shouted. Unfortunately the woman succumbed to her injuries, Leon looking distraught. "Dammit!"

This feeling of loss was felt by everyone present, even those who barely knew Viper only saw a woman who fought bravely to the end. Some took this harder than others.

Chun-Li wiped a tear from her eye, "Why? Dammit, she's always been stubborn, why didn't she fight harder to live?"

"You can't win every fight," Strider said, feeling somber as he respectfully knelt by Viper. "I know we just suffered a loss but this is not a good time to grieve. If we don't act, more will die too."

Sunset angrily punched a nearby wall, "GOD DAMMIT!"

"Whoa!" Chris said.

"That's another one..." Sunset angrily seethed. "Another friend gone because of that bastard! I am done...I'm going to find Loki, and kill him myself!"

"Sunset, you know he's too strong to just fight," Chris said. "You tried just now and still couldn't win."

"You talk like he beat me," Sunset said, anger still in her voice. "Loki didn't beat me, he took a cheap shot and fled like a coward. He knows what I can do, he fears it..."

"Sunset, I know this is difficult, but calm yourself!" Ryu warned. "You know full well what happens when you let your anger take over."

"He deserves it though! Loki deserves to die!" Sunset blasted the ceiling in a fit of rage, startling everyone. "I won't rest until he and his cronies are done!"

"Look, let's focus here," Dante said. "Sunset, we'll find and take out Loki, but we have bigger problems. Equestria is in danger, that includes Peter, his friends and his family."

"All those portals," Chun-Li said in worry. "God only knows what could be happening right now."

Back in Ponyville, several of the Patroller Robots were gathered around the Parker Family home, with Sweetie Belle outside along with her team calling out. "Peter! Emergency! Peter!"

"Huh?" Peter opened the door and got flooded with the Patroller Robots. "What's happening?"

"Trouble, lots of it!" Scootaloo said.

"All over Equestria!" Gabby clarified.

Peter checked the monitors on each robot, spotting villains all across the world, "Oh no..."

In the city of Fillydelphia, Shocker is seen destroying homes alongside Sonata, one using his gauntlets and the other using her Sonic Voice. Cozy Glow stood by watching, munching on some popcorn and relishing in the display.

In the city of Baltimare, The Wizard and Scorpion were seen terrorizing the citizens with their abilities.

In the city of Manehattan, Ultron and Sigma were Demolishing the place while Aria stood around, seemingly bored.

In the Kingdom of the Crystal Empire, Doctor Doom was causing trouble along with Dormammu, Eggman and General Bison. Already Shining Armor was fighting, but he was definitely struggling against these powerful foes.

In Griffonstone, Tron Bonne, Venom and The Prowler were already hard at work in their jobs, either destroying the town or stealing valuables, with only Gilda trying to fight them off.

In The Changeling Hive, Chrysalis was seen leading her own Changelings against Thorax and his guards.

In Mount Aris, Juri along with Wily, Doc Ock, Mysterio, Poison and Rolento were seen causing some havoc against Queen Novo's army.

In Yakyakistan, Kazuya along with Iori, Mature and Vice were terrorizing the Yaks, with Prince Rutheford trying his best to fend them off.

In The Kirin Grove, Adagio led her assault while joined by Mr. Negative.

Three locations in particular had Peter extra worried.

In New Asgard, Tempest Shadow was spotted with Sephiroth, Seifer, Kefka and The Cloud of Darkness battling against Thor.

In The Dragon Lair, Wesker along with Annihilus and Akuma were going against The Dragons, with Ember on the front lines, fending them off.

Lastly, alone in The City of Las Pegasus, The Green Goblin was terrorizing all of the civilians with his Pumpkin Bombs. This sight alone caused trauma for Peter.

"This is terrible!" Twilight said, having joined along with her friends. "It's like all of them came to Equestria at once!"

"Boy, they're really going at it," Rainbow Dash said.

"Dammit, we gotta stop them!" Peter said.

"Right, first thing's first," Twilight turned to her dragon brother. "Spike, I need you to send a letter to Celestia, she can warn Tony and the other heroes."

"Got it," Spike said, immediately getting to work.

"Geez, it's not even Equestria, almost every city outside of it is screwed," Johnny said.

"They know the ponies are not the only threats," Bobby said. "Dragons, Changelings, Griffons, Kirins, they're all threats too."

"Oh dear, I hope they don't think of Breezie Blossom as a threat," Fluttershy said.

"I doubt Seabreeze or his Breezies have anything to worry about," Logan said. "But let's stop that problem before it becomes one."

"We need instant travel to these places," Peter said.

"I can transport you all there, it might take a bit of magic but I'll get it done," Twilight said.

"Are you sure you can handle it?" Applejack asked.

"I'll be fine, just get ready," Twilight said.

"Twilight, send me to The Crystal Empire," Johnny said. "I can handle Doom."

"Not alone, I'm going with you," Rainbow Dash said.

"You sure babe? Gilda might need you," Johnny said.

''I'm worried about her, but a wife sticks with her husband," Rainbow Dash said. "I'm going with you."

"Me too," Susan offered.

"Hey, let me help too," Scootaloo said.

"You sure you want to, squirt?" Rainbow Dash asked.

"I can totally handle it," Scootaloo said.

"Gather around then," Twilight began generating her magic. "Please, keep my brother and his family safe."

"You got it, Twi," Johnny reassured.

Using her magic, Twilight transported the group to the Crystal Empire, where they were to prepare for battle.

"Twilight, I need to go back home," Autumn Blaze said.

"Not alone," Starlight said. "I'll join you."

"Me too," Trixie offered.

"You girls be careful," Twilight urged, using her magic to transport the trio.

"Remy and I can go to Baltimare," Applejack said.

"It's dangerous," Peter said. "Don't underestimate Scorpion or Wizard."

"We got dis," Remy said, holding up his Ace of Hearts card. "There ain't nothing dat me and mon cherrie Applejack can't do!"

"Alright, I'll send backup when I can," Twilight said, using her magic to teleport her friends to Baltimare.

"I should help my home too," Silverstream said.

"Not without me," Rumble said, then felt a twinge of pain. "Ow..."

"Rumble, you're still hurt, let me go," Silverstream said.

"I can't do that! You're my friend! And my Wing Griff! I have to look after you!" Rumble said.

"Sorry, but as your friend, I have to look after you," Silverstream said. "You're staying here where its safe, I am not letting you risk further injury."

"At least go home and protect Apple Bloom," Gabby said. "We got this covered."

Rumble grumbled in annoyance, then felt Sweetie Belle rubbing his back.

"If you want, I'll go with Silverstream," Sweetie Belle said. "Would that be reassuring?"

"I guess..." Rumble said, turning to leave. "I'll just go home."

"Poor Rumble," Sweetie Belle said, glancing at the boy as he left. A small blush appeared on her face, one she quickly shook off to focus, "Smolder, do you want to come too?"

Smolder was looking between Kirin Grove and The Dragon Lair. Much as she wanted to avenge her brother, she couldn't look away from the Dragons that were suffering. "I have to go to The Dragon Lair. I can't abandon them."

"I totally understand and respect that," Sweetie Belle said. "But...I don't think you should go."

"I have to," Smolder said.

"It's dangerous though, Albert Wesker is there!" Sweetie Belle said. "You have no idea how dangerous he is."

"I can take Wesker," Bobby said. "I'll go with Smolder."

"I can't let you do that Bobby," Sweetie Belle said. "Maybe you can go with Silverstream and I-"

"No!" Serum shouted, his voice hurting Sweetie Belle. "We refuse to go there!"

"Sweetie Belle, what's wrong?" Gabby asked.

"My suit...he doesn't want to go to The Dragon Lair," Sweetie Belle said.

"Makes sense, suits like that are weak to fire, and loud vibrations," Peter said. "The Dragon Lair might not be a good idea."

"Ugh, never mind, guess I'll go to Mount Aris," Sweetie Belle said. "I'll watch over Silverstream."

"And I can go with Smolder," Bobby said.

"We can go," Rarity said.

"I'll go too," Spike said, having just sent the letter.

"I..." Janet turned to the screen showing Ultron. Despite her personal feelings, she couldn't turn away from her husband. "I'll go with you Spike."

"That's plenty to take on Wesker," Bobby said.

"Well, alright, if you're all sure," Twilight said, readying her magic. "Just be careful out there."

"If you see Scott, let him know about Ultron," Janet said. "If anyone can avenge Hank, it's the man who inherited the name of Ant Man."

"I will tell him," Twilight said, using her magic for more teleportation, the girl feeling a little dizzy.

"Are you feeling okay?" Peter asked.

'I'm fine," Twilight reassured. "What about the others?"

"Princess?" Ocellus stepped up. "Please, send me to my Hive. I need to keep my family safe."

"Wait, shouldn't you let Sandbar know first?" Gabby said. "He'll worry if you just leave."

"If I tell him, he's going to want to come," Ocellus said. "I don't want him getting hurt, so I'll just go on my own."

"I'll join ya, kid," Logan offered.

"Not by yourself," Fluttershy said. "Time to put the training that Laura gave me to the test."

"Where is Laura?" Twilight asked. "Isn't she with Rumble's group?"

"She's at the dance studio," Gabby said. "For various reasons."

"Send her our way if she wants to come," Logan said.

"Okay...be careful out there," Twilight teleported the three, again feeling dizzy. "Who's next?"

"If Prince Rutheford needs us, Wade and I should go to Yakyakistan," Pinkie said.

"She is one of the only ponies he fully trusts," Wade clarified. "And I am going with my wife after all."

"Good point, alright be careful out there," Twilight teleported them away. "Who's next?"

"I should go to Griffonstone," Gabby said.

"With who?" Twilight looked around. "There's no one else here. Unless..."

"I would like to see Eddie, but we both know where I'm needed the most," Peter said, looking at one of the robots. "I'm the only one who can stop him."

"What about Gabby?" Twilight asked.

"I can go alone for now," Gabby said. "If more help comes, that's fine, but I need to protect my village."

"And I have to fight Osborn," Peter said.

"...Alright, no point in arguing," Twilight said, readying her magic. "Gabby, you be careful out there."

"I will," Gabby said, the Griffon getting teleported away.

"And Peter," Twilight turned to her husband.

"Don't worry, I'll be-" Peter was interrupted by a very passionate kiss from Twilight, the boy feeling love smitten. "Whoa..."

"You better come back in one piece," Twilight said.

"I'll do my best," Peter said. "I love you."

"I love you too," Twilight said, teleporting Peter away. She nearly fell over afterwards, but shook it off. "I'm not done yet."

"Twilight?" Aunt May got her attention. "What is happening?"

"Emergency, I need to find more assistance," Twilight ran out the house. "Please watch over Mayday!"

"Okay...?" Aunt May said, the woman worried. "What is going on now?"

From above, Mayday had seen everything, concerned for those she deemed her family, "What's happening?"

"I'm not sure," Franklin said, placing his foreleg around Mayday. "But, I think we'll be fine. Your parents and my mom have it under control. Plus, my dad will find out soon, and he can help."

"I hope you're right, Frankie," Mayday said, the girl still feeling down.

"Hey, where's your pretty smile?" Franklin lifted Mayday's chin to make eye contact. "You know how much I love your pretty smile."

Within seconds, Mayday was smiling, a blush following right afterwards, "Am I really that pretty?"

Franklin gave Mayday a quick but affectionate kiss, "You're beautiful."

Mayday's face turned even redder as she hid it behind her hooves, "You're way too forward!"

"Sorry, but mom told me to always tell the truth," Franklin said. "And I could never lie to the prettiest face in the multiverse."

"Ugh, you're doing this on purpose now! Stop being so kind and sweet!" Mayday said, still keeping her face hidden.

"When you stop being adorable," Franklin teased. "Which is scientifically impossible."

"Ugh! How dare you use science against me!" Mayday glared right at Franklin. "Ooooh, you're so lucky you're cute!"

"Aw, I love your little pout, girls sure are cute when they're mad," Franklin said.

Mayday got in his face, "I'm this close to being adorable, pal!"

Franklin snuck in another quick kiss, getting a blush from Mayday. "Got ya."

"You dirty cheat," Mayday turned away in annoyance.

"You adorable filly," Franklin teased again.

"...I hate you," Mayday said.

"No you don't," Franklin replied.

"Yeah, I don't, and I hate it," Mayday said. "How did a freak like me get such a charming boy?"

Franklin raised his eyebrow, "You're not a freak."

"Sure I am, I'm way too closed off from others and I don't like talking to anyone," Mayday said. "In this world, that makes you a freak. But it's fine, everyone says I'm fine the way I am. If I'm a freak, so be it."

Franklin furrowed his brow as he glared out a window leading to the outside world, "Stupid bunch of bullies. You don't deserve heroes protecting you."

"Frankie?" Mayday said, noticing his change in demeanor.

"Mayday," Franklin turned to the girl. "No matter what anyone says, you will always be special to me. To me, you're not a freak, you're a wonderful girl. You're not lucky to have me, I'm lucky to have you."

"Uh..." Mayday wasn't sure how to reply. "Thanks, I guess."

"Don't stop being you Mayday," Franklin pleaded. "That's the girl I fell for after all."

"Sure...I won't," Mayday said.

Franklin pulled her into a hug, keeping her close to him. While Mayday was confused, she earnestly returned the hug, worried that something was bothering her boyfriend.

"Just do what mommy does, boys love it when girls they like coddle them," Mayday affectionately rubbed Franklin's head. "It seems to help daddy after all, and if I want to marry Frankie one day, I have to be kind and caring like mommy is to daddy. He is already protective of me like daddy is to mommy, so now I have to fulfill my part in this relationship."

Outside, Twilight is frantically running around with the Patroller Robots, looking for assistance. "I need some assistance if anyone wants to offer! It's an emergency!" She passed by the dancing school, recalling something. "Laura!"

Twilight peaked inside and found Laura, surprisingly flirting with the local dancer, Tender Taps.

"So, when are you going to show me your special dance?" Laura teased.

"Uh...special dance?" Tender Taps nervously said.

"Laura!" Twilight called, much to the girl's annoyance.

"I'm busy, Sugar Queen!" Laura said.

"Laura, there's trouble," Twilight said, getting her attention. "Logan and Fluttershy had to go to The Changeling Hive. Chrysalis is back!"

"Whoa really?" Laura asked. She turned her attention to Tender Taps. "Sorry handsome, our date is going to have to wait."

"Did you say a...d-date!?" Tender Taps nervously asked.

"Alright Sugar Queen, tell me where to go," Laura said.

"I can teleport you," Twilight said. "Also, isn't the Sugar Queen thing getting old by this point?"

"Not really," Laura said.

Twilight furrowed her brow, "Fine, whatever, just go!" With a flash, she teleported Laura, then focused her attention on Tender Taps. "Hey, she's not making unwanted advances toward you, is she?"

"No, of course not, I think she's really cute," Tender Taps admitted, the boy blushing a bit. "I do want to date her, but I'm not good with stuff like that. The closest I had was Diamond Tiara at the last Gala, and that was pure luck."

"Oh, sorry to hear," Twilight said.

"I get nervous so easily, just the thought of messing up on my date is t-t-t-terrifying!" Tender Taps admitted. "What if I'm not good enough?"

"If Laura is flirting with you, it means she already likes you, so being yourself is clearly enough," Twilight reassured. "Just make sure she really does love you, and it's not pure sexual desire on her behalf."

"...Wow, I didn't even consider that last one..." Tender Taps said. "Gee, I want a steady girlfriend, not just a quick fling."

"You'll get there," Twilight said, then remembered the Patroller Robots. "Oh geez, what am I doing? There's an emergency! I have to find everyone else!"

"If you're looking for more muscle, I think I saw Mr. Wagner near the Friendship Center," Tender Taps said. "Lightning Dust and Thunderlane went to take their daughter to the park to fly around a bit. I think Sugar Belle is in town visiting the Apples, she might have her friends too."

"Would you mind coming with me? I could use an extra pair of eyes," Twilight said.

"Of course, Princess," Tender Taps said. "Lead the way."

At The Crystal Empire, Doom is seen blasting all those who came after him, none of the Crystal Guards standing a chance against his power.

"Fools, as if they could best Doom," the Latverian Ruler continued blasting everyone, leaving many guards injured or worse.

"I hoped they could put up more of a fight," Dormammu blasted a whole array of guards. "But I suppose ponies are merely no different than humans, some just know pitiful magic and flight capabilities."

“Not a bad place though, could use a little redesign however,” Eggman said.

"I've conquered this Kingdom alongside Wesker before," Bison said. "Doing so again will be all too easy."

"Do not forget that we require the Crystal Heart," Doom said.

"We'll take it on the way out," Bison said. "The Crystal Heart has magic that keeps the hazardous blizzard out of this Kingdom."

"Halt!" Shining Armor ran over and blasted at the trio.

"This fool again," Doom blasted Shining Armor, the stallion putting up a shield at the last moment.

"He's just as weak to us as he was years ago," Bison taunted.

"I am not losing my Kingdom again!" Shining Armor charged through but Doom flew in and parried Shining Armor's magical shield and blasted him with Arcane powers.

"Do not waste Doom's time," the villain blasted Shining Armor again.

"Shining Armor!" Cadance called in worry.

"Mommy?" Flurry got her attention. "What's happening?"

"Stay with Sunburst, dear," Cadance turned to the Unicorn in question. "Keep my daughter safe."

"I will," Sunburst reassured.

Cadance extended her wings and flew to attack. "This for my Kingdom!"

"Burn to Cinder," Dormammu charged his magic and sent a massive fire blast. "CHAOTIC FLAME!"

Cadance put up a shield but was still blasted back by Dormammu's power, the mare sent flying into the castle.

"Incredible power," Bison said as Flash Sentry tried sneaking up from behind.

"Take this, villain!" Flash tried to impale Bison but he immediately turned around and broke off the tip of the spear, then grabbed what's left to whack Flash Sentry in the face, effortlessly defeating him.

"Moron," Bison insulted. "Hardly worth my Psycho Power."

"Hiya!" Rainbow Dash flew in and kicked Bison in the face, sending him flying. "How about that!?"

"What just happened?" Dormammu asked, then found himself encased in a forcefield and aggressively thrown through a home.

"Yikes, I hope this place is insured," Susan worried.

Doom took note of the woman, "Susan?"

"Victor!" Susan shouted.

“I got her!” Eggman said. He was about to attack when fire blasted his Egg Mobile.

Doom was almost surprised, but that quickly faded when he saw Johnny coming into view, the hero with a smug grin, "Yo Doom, long time no see."

"Figures you'd be here," Doom said, looking around. "Where is Richards?"

"Not here, but don't worry, he won't keep you waiting," Johnny said.

"He can take his time, I'd rather not see that smug face of his," Doom said. "Better yet, I hope he comes soon, so I may have the pleasure of doing away with him myself!"

"What are you planning Victor?" Susan asked as Scootaloo walked up, glaring at the being.

"I am simply fulfilling my destiny," Doom said. "As you should know, it is my destiny to rule. Once I believed it was my world, but in time I came to realize that one is simply not enough for me."

"Right, because you need an entire multiverse to contain your ego," Johnny said.

"Quiet you simpleton," Doom ordered. "What I do is not out of malice. The world, nay, the multiverse can only find true peace under my rule."

"That why you and some of your buddies destroyed New York?" Johnny asked. "Do you know how many people died because of you? People like James Rhodes?"

"Unfortunately, sacrifices must be made," Doom said.

"Sorry dude," Johnny powered up. "That's not your call to make!"

Doom readied himself as Johnny clashed against him, the two battling it out mid-air with Doom gaining the upper hand and knocking Johnny aside.

Rainbow Dash flew over to kick Doom, but she too took an attack that sent her clear across the Empire.

Susan wrapped Doom around her forcefield and slammed him down, the villains simply standing up and brushing himself off.

"Truth be told, Susan, I do not wish to fight you," Doom said.

"Well that's too bad, because I want to get rid of you!" Susan generated a forcefield disc and flung it at Doom just as he blocked it, continuing this process until she got a decent hit.

Doom attempted to blast Susan but she put up a forcefield and used it as an offense to send him flying.

Suddenly Dormammu came in with his magic and tried to blast Susan, the woman putting up her forcefield to protect herself.

"Yo! Flame head!" Johnny blasted Dormammu from behind, the Dread Lord of Dark using magic to send Johnny crashing through a house.

Rainbow Dash went to fight but Bison had intercepted her. "Psycho Crusher!"

The villain knocked Rainbow Dash aside, sending her flying to the ground. He pursued her but Rainbow Dash blocked and punched Bison, with Scootaloo running in for a kick to his head, leaving him open for a double uppercut.

“Just what I need, more blue nuisances,” Eggman tried to attack the two with missiles, Rainbow Dash barely dodging.

“Gonna take you down for Sonic’s sake!” Rainbow Dash said, attacking Eggman again.

Bison rubbed his chin, grinning in curiosity, "You're stronger than you look. But that will not be enough to stop me!"

As he engaged the two, Susan battled Dormammu, using her forcefield as gloves, she flew in on a disc and delivered some blows to Dormammu, hoping to deal some damage but he instead blasted her off her disc.

Shining Armor ran over and used magical spears to attack Dormammu, the Prince then avoiding a blast that the sinister creature created.

"You have no chance against me," Dormammu continued his destruction, raining down magical blasts all across The Crystal Empire.

Doom returned, sending out Arcane blasts toward his foes, trying to catch each of them off guard. Johnny flew in to attack but Doom had blocked and hit a powerful uppercut that knocked Johnny aside.

Cadance flew up and blasted Doom from behind, serving to irritate him, "You dare!?" He then blasted her through some homes, then readied his magic again and rained down on the Empire, continuing his sinister plan.

All the while this was happening, trouble arose in The Kirin Grove. Martin Li was using his abilities to manipulate the Kirin against one another, much to Adagio's entertainment, and advantage.

"Man, so many of these creatures have a lot of issues," Adagio said, absorbing the negativity. "Makes for a great feast."

"It was easy too, Kirins are fascinating creatures," Martin Li said. "I've heard of them in Chinese Mythology, to think they could actually exist. Though I should not be surprised."

"Soon they won't though, we're going to absolutely destroy this place," Adagio said.

"No!" Rain Shine called as she dragged herself over. "I will not allow such a thing!"

"Oh check it out, one left," Adagio said.

"Shall I?" Martin Li asked.

"No, I got this one," Adagio sinisterly trotted toward Rain Shine. "Imagine the grief they'll feel once their leader bites the dust!"

Just as Adagio went to attack, a shield was placed between her and Rain Shine. Adagio turned to see Starlight with her shield, the mare joined by Trixie and Autumn Blaze.

"Well, what do we have here?" Starlight asked. "Another Kirin? Wait, I know you, I saw you in Ponyville."

"I remember you too, the Siren who mind controlled Princess Twilight, and hurt my friends, including Peter," Autumn Blaze said.

"Peter? You mean Peter Parker?" Adagio asked.

"The one and only," Autumn Blaze said, then turned to Martin Li. "And I know you too. You were there helping those Sirens. You were also there when The Pony of Shadows tried to destroy Ponyville, you mind controlled him!"

"I did not mind control him, I merely made him feel what was already there," Martin Li said. "I do remember you attacking me, which was at the time, a violation of the law, correct?"

"Don't try that on me," Autumn Blaze said. "You were the one causing trouble, I just wanted to protect my best friend."

"Why are you here, anyway?" Trixie asked. "Got bored of ponies and decided to torture Kirins?"

"I have my reasons," Martin Li said.

"Oh, would they be similar to the reasons you tried to take over Ponyville?" Starlight asked. "I still haven't forgotten your attempt to mind control me."

"You were too easy to control, you have your own struggles," Martin Li taunted.

"Honestly, maybe you're right, I do have some anger issues," Starlight said, readying her horn. "And nothing angers me more than creeps like you who hurt my friends, and innocent creatures!"

Autumn Blaze powered into a Nirik, ready to fight. "I won't let you torture my fellow Kirins!"

"Come at us then," Adagio taunted, running in to clash with Autumn Blaze while Starlight and Trixie went after Mr. Negative with magic blasts.

"Kirins, attack!" Martin Li ordered, sending the Negative Kirins after the two.

"I've dealt with your Negativity control before!" Trixie said, avoiding the attacking Kirins. "I can do it again!"

"Try to go easy on them, but if you can knock them out of this spell, all the better!" Starlight said, using her magic carefully.

"It'll be fine, we just need to get to the top boss!" Trixie said, fighting through.

"You have no chance against me," Martin Li said as he raised his strength. "You will fall to my power."

All the while this was happening, Silverstream and Sweetie Belle arrived in Mount Aris, spotting what looked like an army of villains going after the guards led by Silverstream's father, Sky Beak. But something seemed strange.

"Wait, why do a lot of them look the same?" Sweetie Belle asked, seeing clones of Juri, Mysterio, Doc Ock, Poison and Rolento.

"Did they clone themselves?" Silverstream saw some of the guards fighting but their attacks phased through the villains.

"No, these are illusions!" Sweetie Belle said.

"Right you are, cutie..." came the voice of Juri, the woman joined by her allies.

"Who are you?" Silverstream asked. "Why are you attacking my home?"

"Name's Juri," the woman said. "I take it you're another Hippogriff from this town."

"Yeah, I was born here, this is my aunt's Kingdom," Silverstream said.

"Oh, how nice, well sorry to tell you kid but, we're taking over," Juri said.

"I don't think so," Sweetie Belle said, stepping into the line of the villains' sight.

"Curious," Mysterio said. "If I'm not mistaken, that appears to be a symbiote suit."

‘Oh yeah, how did she get something like that?” Wily asked.

"You can thank your pal Eddie, he left part of it behind when you invaded the Marvel vs Capcom Tournament," Sweetie Belle said. "Now it's to my advantage."

"It matters little," Doc Ock said. "It's not enough to defeat us."

"You, I think I know you," Sweetie Belle said. "Old guy with metal tentacles, you're Doctor Octopus!"

Doc Ock looked a bit annoyed, "I don't appreciate being called 'old', but I am Doctor Octopus. I take it Spider-Man has told me about you."

"He sure has," Sweetie Belle said, then turned to another villain. "You I remember, you're Mysterio. You attacked Ponyville twice a few years ago. Once with more of Peter's villains, and again when that creature Annihilus showed up."

"I remember those all too well," Mysterio said. "I will have my revenge soon."

"Not while we're standing! Get them!" Silversteam and Sweetie Belle went to attack, but all five villains dodged and blended into the background.

"Good luck finding us," Poison taunted.

"You little soldiers are not ready for the big fight," Rolento taunted.

"For that, you're going to die here," Juri said, appearing briefly to attack, kicking Silverstream into Sweetie Belle. "This will be fun."

Silverstream stood up in annoyance, "Well this will be trouble."

"Sis!" Terramar called. He attempted to fly over but Doc Ock grabbed him with a tentacle.

"Begone, boy," Doc Ock flung Terramar away, much to Silverstream's irritation.

"No one does that to my brother, charge!" Silverstream ran into a fight.

Sweetie Belle wanted to assist but Juri blocked her path, "Am I real? Or an illusion."

"Be careful," Serum warned.

"I got this," Sweetie Belle used her magic to generate power wide enough to blast away what looked like several clones in an instant, leaving the real Juri revealed. "You're mine!"

Sweetie Belle went to engage in combat with Juri, the woman quick to block Sweetie Belle's strikes.

"Wow, you're better than you look," Juri side stepped and kicked Sweetie Belle aside. "But you're still clearly a rookie."

"I'm a fast learner," Sweetie Belle said, using her symbiote to attack as Juri leapt out the way and tried to attack some more, the two girls seemingly in a stalemate.

"It's pretty hard for a rookie to show me satisfaction, but you definitely have some potential!" Juri kicked Sweetie Belle back. "Come on, really rock my world, cutie."

"Geez, are you flirting with me?" Sweetie Belle stood up. "What is it with Capcom villains being total creeps? First Vega, now you."

"Ugh, really don't appreciate being compared to that narcissist," Juri said, sinisterly grinning at Sweetie Belle. "Especially when I'm much more of a prize."

Rolento went to sneak attack Sweetie Belle, but her symbiote whacked him away, "You're barely a step up."

"You talk a big game, try to back it up!" Juri continued her assault as Sweetie Belle played more on the defensive side, trying to find an opening.

"She's fast, but I won't let that stop me!" Sweetie Belle managed to blast Juri in the face and hit an uppercut. "Got you!"

"Lucky strike, try again!" Juri said, continuing her clash.

At the Changeling Hive, Logan ran up to Chrysalis with Fluttershy and Ocellus right beside him.

"Halt, who goes there!?" Pharnyx shouted.

"Chrysalis!" Logan said, paying little mind to Pharnyx.

The former Queen stepped into view, sinisterly eyeing her new opponents. "Well, what a surprise. A hero, a pony, and another of my Changelings."

"I am not one of yours, I refuse to be associated with someone like you," Ocellus said. "Peter Parker liberated me from that torment, and now I will liberate my fellow Changelings from you!"

"My, bold words," Chrysalis said. "Tell me, which one are you exactly?"

"Ocellus," the girl said.

"Ocellus, I think I remember you," Chrysalis said. "You were a shy one, just like Thorax here."

Ocellus looked over to the new King, feeling worried for him as she glared at Chrysalis. "You hurt him! You hurt all of them!"

"Seems like you've found your voice, I will say that I have seen potential in you," Chrysalis said. "You could have been one of my top Changelings, but I suppose that's all gone."

"I'm never serving you," Ocellus said. "I'd rather die."

"That can be arranged," Chrysalis said, stepping forward.

Logan stood in her path, both claws out, "Don't take another step."

"Seeing you here is a pleasant surprise, my ally will be pleased," Chrysalis said.

"What ally?" Logan asked.

"Logan! Above you!" Fluttershy called.

Logan detected a new scent and immediately held his claws up to block an oncoming sword strike, courtesy of Vergil.

"Impressive reflexes," Vergil commended as he leapt back. "As to be expected from the legendary Wolverine."

"Where did you come from!?" Logan demanded.

"I think you know," Vergil said. "After all, you heard about my presence, no doubt you spoke to that other Spider-Man, the fool who believes himself to be a real fighter."

"Tough talk," Logan said, aiming his claws. "Still, I am kind of glad yer here, I've been itching fer another shot at ya."

"As have I," Vergil said, then took notice of the nearby mare. "Fluttershy, you look as magnificent as ever. Your elegant radiance is always a welcome sight to these eyes."

"Uh...thanks?" Fluttershy said.

Ocellus turned to the mare, "Is he hitting on you or something?"

"I think he had a crush on me once, guess he still does," Fluttershy said.

"Back away from my wife bub, she's mine," Logan warned.

"Yes, what a waste!" Vergil said, he then clashed with Logan, sword and claw colliding. "A brute like you does not know how to handle a woman like that."

"What the hell would you know!?" Logan parried Vergil's sword, going for a strike that the Half-Demon blocked.

"Just another neanderthal, no different from any human!" Vergil went for more strikes. "Seeing you has made me more grateful that I cast away my humanity!"

"The hell does that mean!?" Logan clashed again with Vergil.

"You need not know the details!" Vergil and Logan continued attacking one another.

"Logan!" Fluttershy went to help but Chrysalis blocked her path.

"Going somewhere?"

Suddenly she took a kick to her face, courtesy of Laura, "Back off, Queen Bitch!"

"Laura?" Fluttershy asked.

"Hey shy, Twilight sent me," Laura said.

"You..." Chrysalis said, gesturing to Laura. "Changelings, destroy her!"

"Yeah, bring it on, suckers!" Laura said, clashing with her foes.

"Oh dear..." Fluttershy got into a stance with Ocellus. "Get ready to fight."

"I will," Ocellus said, the two battling away the Changelings.

In Yakyakistan, Wade was engaged in battle against Iori, the Orochi used tried to land a blow on the Merc with a Mouth.

"So, you're not a Capcom guy, right?" Wade dodged the strikes. "You look similar, but I feel like you have a different style."

"Enough of your blabber!" Iori went for a few more strikes, though he was not faring well.

"Man, you kind of suck, or maybe you're not used to being a pony," Wade said, dodging. "It's fine, I suppose I could take it easy, out of pity. It'd be boring to kick your ass too quickly."

Suddenly Kazuya came in and connected with a kick to Wade's face, knocking him over. "He's just trying to throw you off. Don't let him."

"I won't," Iori said.

"Oh, another guy huh?" Wade got up and into battle position, "Okay, bring it-"

Kazuya delivered a strong punch to Wade's stomach, then connected with his signature double uppercut attack. Electric Wind God Fist.

Wade got up, rubbing his chin and glaring at Kazuya, "Okay, you're much stronger than you look. Now-" Kazuya went for another strike, which Wade blocked. "Will you stop doing that!?" He parried Kazuya and threw a punch to his jaw. "CHIMICHANGA!"

Now it was Kazuya's turn to rub his jaw, "Very good." He and Deadpool quicky clashed with Iori assisting.

All the while, Pinkie was fending off Vice and Mature, keeping the two away from Prince Rutheford.

"You ladies look like the partying type, are you the partying type?" Pinkie asked, trying to distract them out of fighting.

"We like to party after we win," Mature said.

"Which means doing away with you," Vice said.

"Okay, I tried," Pinkie Pie grabbed her party cannon. "Bring it on!"

In Baltimare, Wizard is seen trying to fend off Remy and Applejack, the two relentlessly going after the Frightful Four member.

"What a pain!" Wizard sent some blasts but Remy tossed a card at one of his gauntlets, knocking it out of commission for the moment.

"Keep it up!" Applejack said as they ran through town.

Scorpion tried to attack but Remy was quick to whack him in the face with his staff while Applejack buck kicked him.

"That all ya got!?" Applejack asked.

Suddenly a bunch of electricity began gathering in one place as storm clouds appeared from up above, with several Patroller Bots losing power from below.

"What in Tarnation?" Applejack asked.

Gusts of wind formed where the electricity was as surges of blue lightning began sprouting all over the place.

Within seconds, a figure appeared, a figure of pure electricity, one that sinisterly glared at the heroes. "Light's out, Equestria."

"Electro!? Well ain't dis a surprise," Remy said.

Electro flew into the air and rained down electric strikes across the city, with Applejack and Remy doing their best to stay out of the way, the two taking cover behind a bench.

"Looks like more of Peter's enemies are here, that's gonna be trouble," Applejack said.

"It's fine, we got dis," Remy said.

"You two seem 'shocked' to see me!" Electro sinisterly joked, floating over the two. "How's about I add a little more 'spark' to your day?"

"Deal us out," Remy said, flinging more explosive cards as he and Applejack made a run for it.

"Get them!" Electro ordered as he and his allies continued to attack.

"This ain't your best hour ponies!" Scorpion taunted.

"Your world will be ours," Wizard said.

"That's a warning we'll give to ya...Free of Charge!" Electro sent one final strike, while missing his targets, still took out a large section of the city.

"Those electric jokes are getting old already," Scorpion said.

"Oh shut up, Mac," Electro snapped.

Off in the Dragon Lair, many of the creatures had suffered injuries courtesy of Wesker and his allies. The villainous man had used his speed to avoid dragon fire and his strength to knock several of them out.

Some strikes proved to be quite fatal too.

Akuma generated some power and unleashed a devastating Gohadouken to a group of dragons coming after him, the man looking unsatisfied. "I expected dragons to put up more of a fight!"

"Yeah, these are kind of weak," Annihilus said, knocking a few out.

"I suppose it makes our job easier, gentlemen," Wesker said. "We just need to find the Scepter."

"You'll never have it!" Ember warned, holding it in her claws. "This belongs to me and my family!"

"Kindly take a hike, will ya?" Former Dragon Lord Torch said, towering above everyone.

"At least that one looks strong," Annihilus said.

"Just get that scepter, by any means," Wesker said. Suddenly he took an ice blast from behind, alerting everyone to the oncoming heroes.

"Yo Albert, didn't anyone tell you it ain't nice to take things that don't belong to you?" Bobby taunted, the hero joined by Rarity, Spike, Janet and Smolder appeared nearby.

"More have come," Annihilus said. "Some of them do seem familiar."

"You wrecked Ponyville with Mysterio a few years ago," Spike said.

"Ah yes, I do remember some of you," Annihilus said. "Shame, I would have preferred to go against The Human Torch, and pay him and that wife of his back their kindness."

"Sorry, Johnny prioritized Doctor Doom over you," Bobby said.

"Hardly a surprise," Wesker said. "But what of Peter? Has he not come?"

"I think he's more interested in going after Norman Osborn," Janet said. "You're bad Wesker, but you're nothing compared to The Green Goblin."

"Oh my, I think you may have hurt my feelings," Wesker mocked.

"Hey, honestly I would love to kill Ultron, but I'm here with Spike to protect his fellow dragons," Janet said.

"We'll make short work of these guys, and go after Ultron later," Spike said.

"You honestly believe you can win so easily?" Akuma asked. "Who do you have? Two puny dragons, a frail unicorn, a pathetic looking hero, and the weakest and most foolish member of The X-Men."

"You may have an argument with the foolish part," Bobby said. "But I sure as hell ain't the weakest link in the X-Men."

"Then show me!" Akuma got into a stance. "Show me why you believe yourself worthy of my presence!"

"I suppose all of us should do what we came to do," Wesker said, sinisterly tilting his sunglasses. "Fight..."

"For the dragons!" Spike rushed to attack Wesker but he got kicked aside. Janet was quick to shrink and blasted him with her little stingers, while Bobby got another shot to knock Wesker down a hill.

Akuma rushed at Bobby and engaged him in a fight, the hero using his ice that Akuma blasted through and continued to attack.

Rarity and Smolder attacked with magic and fire, trying to leave a dent in Annihilus, but he proved to be durable. Just as he went to attack, Rarity used her powers to fire gems out of the ground, distracting Annihilus long enough for her to pick up a rock and slam it against him.

"How do you like that, you ruffian!?" Rarity taunted.

Annihilus flew in to kick the unicorn away, then took a fire blast from Smolder. He then grabbed her by the neck and aggressively threw her through a rock formation.

Torch took the chance to send his own fire, but Annihilus flew through it and punched the former leader, knocking him off balance and went for another attack to knock him over.

As Torch fell, Ember took note of the situation. "Father!" As she went to help, Janet got knocked by her, Ember turning to see Wesker now unleashing his attacks on Spike.

The dragon tried to fight back, but Wesker effortlessly blitzed around and struck blow after blow, ending with a kick that knocked Spike through some stalagmites.

"Die!" Ember went to attack with her Trident, but suddenly Wesker disappeared right before her eyes. "Huh, where did he...?"

"Do I frighten you?" Wesker said, having just appeared behind Ember. She tried to attack but he ducked and punched her hard enough to send her through some rocks, causing her to drop her trident.

Wesker picked it up, aggressively throwing it at the head on an oncoming dragon, killing it instantly. "Weak fools."

Bobby brought the fight to Akuma, landing a few blows and knocking the villain back. "Still think I'm weak!?"

He went for another punch, one that Akuma blocked, "No, just arrogant!" Akuma kicked Bobby back, charging his Messatsu Gohadou Agyo attack, sending various purple fireballs at Bobby, with he blocked with his ice.

"This guy's not screwing around," At the end of the attack, Akuma had seemingly teleported beside Bobby, landing a punch to his kidney, causing Bobby to keel over in pain. "Holy Jesus that hurt."

"No divine power will save you from me," Akuma said, continuing his attack.

At Las Pegasus, Peter frantically swung through the streets, following the path of destruction left by his most hated foe.

"How many ponies are dead because of you, Osborn?" Peter swung until he found his arch nemesis on his patent glider.

"I don't know about all of you, but I'm having a blast!" Goblin threw his Pumpkin Bomb, destroying part of the building.

Between the explosions and the buildings falling, many ponies began to perish, at the hooves of this diabolical villain. Peter had enough.

"Osborn!"

The man turned to face his rival, "Peter...what a nice surprise."

"All these years Osborn," Peter said. "All these years, and you haven't changed a bit, have you!?"

"Of course I've changed, my boy," Goblin taunted. "I have more hooves than the last time we met!"

"Oh real funny," Peter said. "Everything's been a big joke to you, including innocent lives. If not humans, than ponies!"

"What difference does it make if a few ponies die?" Gobin taunted. "Not like they matter in the grand scheme of things."

"They have families, just like you did!" Peter shouted. "Haven't you wondered what happened to your son!?"

"Harry?" Osborn's internal voice said.

"Shut it, Norman..." Goblin taunted, then focused on Peter. "Sorry, you must have me mistaken for someone who cares!"

"So that's it? Norman Osborn is long gone?" Peter asked. "Guess I'll have to speak to The Green Goblin then. And I don't think I'll be speaking with my words. You may have a new form, but I see you're up to the same old tricks."

"The more things change..." Goblin tossed a bomb aside, destroying another building. "The more they stay the same."

Peter leapt up at Goblin, who immediately moved and threw some razors at his rival. Peter blocked with his webbing and sent another that Goblin barely dodged.

"Nice reflexes!" Goblin threw a bomb at Peter that the hero kicked into air to safely explode as he hit the ground. "Catch me if you can!"

Goblin flew off on his glider as Peter swung after him, doing his best to not merely deflect any of the Pumpkin Bombs, but ensure they're out of harm's way for any survivors.

After getting close enough, Peter latched onto Goblin's glider, attempting to pull him off balance.

"Hey, play nice!" Goblin threw more razors that Peter barely dodged, the boy taking some cuts as he pulled the glider down successfully, causing Goblin to fall as Peter aggressively lunged it at his foe, knocking him through a cart.

Goblin tried to stand but Peter was quick to rush in and punch his enemy hard in the face, knocking him around a bit before kicking him into a light post.

Goblin coughed up a little blood, the villain smirking a bit. "Not bad, not bad at all.'

Goblin then grabbed the light post and whacked Peter, sending him through a window. Goblin threw more bombs that Peter was quick to web and ran out to fling them into the air.

Peter then turned to Goblin and changed his webbing setting into an impact web, aggressively hitting Goblin and sticking him against a wall.

"Got you now!" Peter sped over and began punching Goblin hard, each blow getting more and more aggressive until he was punched through a building of a casino.

Goblin scrambled back and started tossing tables at Peter, the boy deflecting and even returning the favor, trying to stumble Goblin.

As Peter got close, Goblin attempted to slash him with some claws, the boy barely dodging as the villain grabbed some more bombs. "All bets are off!"

He sent them off in Peter's face, sending him flying back outside, crashing against a fountain. Peter slowly tried standing up, stepping out of the water. He then took a punch from Goblin, sending him across the street, the boy feeling some soreness.

"Don't tell me you're done, I still have more fight left in me," Goblin said, readying a bomb. "Did this last year of peace really throw you off that much? What a shame."

Just as he was about to attack again, he took a baton whack from someone skateboarding by. Seconds later, he took a whack from a billy rod, then a punch from a mare.

Goblin landed near two men, one doing a quick martial arts punch and the other doing a power punch that sent Goblin through a window.

Peter looked up and saw some allies, "Night Thrasher? Daredevil?" He spotted more. "Jessica Jones? Iron Fist? Luke Cage?"

"Hey Spidey, how's it going?" Luke asked.

"Damn, Green Goblin put you through hell," Jones said.

"That's how it usually goes," Peter said.

"Don't worry, you're not fighting alone," Matt reassured.

"You got us," Dwayne said.

"How did you get here?" Peter asked.

"Twilight, her actions really helped," Luke said.

True to Twilight's word, various heroes appeared across Equestria.

Reed Richards and Ben Grimm arrived at The Crystal Empire, to confront the villains present there.

"Victor!" Reed called, his foe answering.

"Richards..." Doom was very displeased, but oddly satisfied. "Today, you will perish."

At the Changeling Hive, just as Vergil went for another strike against Logan, he was blocked by a new ally.

"Nightcrawler?" Logan said.

Kurt had appeared and fended off Vergil, glaring at the demon. "That's enough."

"Another Changeling?" Vergil asked.

"You may call me Nightcrawler, I consider myself a servant to his Almighty Grace," Kurt said.

"His Almighty Grace?" Vergil asked.

"I am normally a man of God, as such I do not prefer violence," Kurt aimed his sword. "But I do not take kindly to anyone who would hurt my friends! If you do not surrender, I will not be held responsible for what happens to you!"

"You expect me to fear you because you work for God?" Vergil asked. "God abandoned me the moment he decided that I, a demon, would be cursed with a human mother."

Kurt angrily clenched his teeth, memories of his own mother flashing through his mind, "To say such a thing." Fury took form in Kurt's eyes. "Even if God were to forgive you, do not expect such a courtesy from me!"

The two immediately clashed, Kurt tossing aside his pacifism for the sake of battle.

In Griffonstone, as Tron was having her Servbots rob everyone and everything, and Prowler was fighting Gilda, Venom had a few Griffons cornered.

"Please, not my stuff, anything but my stuff!" a Griffon said, many of them huddled in fear, some close to one another, others far apart.

"This place is kind of a drag, also many of you are irritatingly selfish," Venom said. "Heroes actually protected this place?"

Gabby flew in front of them, ready to fight. "I'm not letting you hurt any innocent Griffons! You'll have to get through me to hurt my friends!"

"Kid, these birds aren't exactly showing you much gratitude," Venom said. "That old guy is clenching his vase as if it's more valuable than his life."

"I love this vase!" Grandpa Gruff said.

"In fact, if we recall, one of them even hoped not to have to pay you for your services," Venom said.

"They did seem more concerned with their belongings than each other," Prowler said mid-fight. "That's just selfish."

"I know they aren't always friendly," Gabby said, glancing back at the unfriendly faces. "But I can't just abandon them. If I learned one thing from Peter, is that even if people are mean, you still have to do the right thing."

"Wow, getting hero lessons from Spider-Man? No wonder you suck," Venom said. "He tainted your mind."

"You take that back!" Gabby went to attack but Venom knocked her aside.

"Anyone else?" Venom asked. He then took a kick from behind, glaring immediately at his attacker.

"Sup?" Lightning Dust greeted, the mare joined by Thunderlane.

"Do we know you?" Venom asked.

"Hey! I remember you two!" Tron shouted from nearby. "That guy with the goofy mohawk tried fighting me years ago!"

"My mohawk isn't goofy!" Thunderlane defensively shouted.

"You also hate Spider-Man if I recall," Tron said.

"Really!?" Venom said, almost excited.

"I did, but then I realized, he's a great dude, so now I fight for him," Thunderlane said.

"Oh...that's a bummer," Venom said. "Guess you're not that smart. Your hairstyle gives it away of course."

"It's not dumb," Thunderlane again shouted. "It's cool. My brother thinks so, and so does my girlfriend and my daughter!"

"It's true, I like it," Lightning Dust said. "I got a sexy looking boyfriend."

"Oh God," Prowler kicked Gilda away. "If you came to fight, just do it. Don't freaking flirt. I bet that guy sucks at it."

"No I don't!" Thunderlane said. "I bet I can do better than you."

"Tch, I got moves that you would never think up," Prowler said.

"Uh-huh, sure," Thunderlane said.

"Still, who's this other one?" Venom asked, gesturing to the teal mare.

"Her name's Lightning Dust, a coward who betrayed us for Spider-Man years ago," Tron said.

"Another dumb one?" Venom asked.

"The only thing dumb was siding with Wesker, I'm just glad Peter gave me another chance," Lightning Dust said.

"Didn't he break your wing though?" Tron asked.

"Hey who told you, I mean...accidents happen," Lightning Dust said.

"He broke your wing? And you still went for him?" Venom asked. "There's a name for girls like you."

"And there's a name for assholes like you who hurt others," Lightning Dust said, then kicked Venom in the face. "A dumbass villain!"

"Get her!" Tron ordered as the Servbots went to attack.

"Bring it, bitches!" Lightning Dust taunted.

In Manehattan, while Ultron and Sigma were destroying things, Aria noticed an oncoming Tony, joined by Kate Bishop and Scott Lang.

"I'm a little nervous, Mr. Stark," Kate whispered.

"Just stick with me, I'll help you through this," Tony reassured.

"Ultron! Sigma!" Aria called. "We have guests!"

Ultron glared at Tony, "If it isn't Iron Man. I see you brought that girl too, the one with Hawkeye."

"You hurt him, don't think I'm letting that slide!" Kate shouted.

"You shouldn't have come, you're still a rookie," Ultron said. "But I suppose you will die eventually, so you came to speed up the process."

"Yeah, no one's dying today," Tony said.

"I'm surprised you're here, Tony Stark," Sigma said. "Last I heard, you retired."

"More like, he quit like a coward," Ultron said.

Tony grumbled in annoyance, "Maybe I did run from my problems, but I'm here now. You're both going to regret what you did to New York, and Rhodey."

"And my friends," Kate said.

"And...my predecessor," Scott said, getting Ultron's attention.

"That suit...wait, I know you," Ultron said. "You're Scott Lang, my father's successor."

"You don't get to call him that, after what you did!" Scott shouted. "What you did to Hank, I will never forgive you! I am going to kill you myself!"

"By all means, I would love to see you try," Ultron said. "Try and fail, just like he did."

"Bastard!" Scott went to attack Ultron while Tony went after Sigma.

Kate was faced with Aria, the girl aiming her bow and arrow, "You look easy enough so-"

Aria let off a loud wail, hurting Kate's ears and then kicking her aside. "Still think I look easy?"

"Ow...this is gonna suck," Kate lamented.

Off at Fillydelphia, Shocker and Sonata came face to face with Jubilee, Kitty and Hisako.

What really got their attention was the sight of Cozy Glow, the young girl curious by the sight of Jubilee.

"Wow, so they sent you, huh?" Cozy Glow asked.

"I am so disappointed in you, Cozy Glow," Jubilee said.

"Join the club," Cozy Glow said. "Not like I need you anymore, I have real friends now."

"So, you don't care about Sandbar then?" Jubilee asked, Cozy Glow wincing at the name. "All he is to you is a mere memory?"

"Don't you talk to me about him..." Cozy Glow warned.

"You really hurt him, you hurt all of them," Jubilee said. "Do you even care?"

"Hey lay off," Sonata warned. "Keep that up and I'll blast you to hell myself."

"You had a year to find and help this girl, but you screwed around too much," Shocker said. "Don't pretend to sympathize with her now just because she's a potential threat to you."

"You're both going to regret corrupting her," Kitty said.

"We didn't do anything!" Shocker shouted.

"You did this to her! All of you!" Sonata said. "You don't get to say she hurt you when you've done much worse!"

"You have the nerve to tell me that I hurt Sandbar?" Cozy Glow asked. "I loved him, he meant everything to me! Now he's gone from my life...because of you! Because of ALL OF YOU!"

"You know what, Sonata, just blast them to hell," Shocker said, aiming his gauntlets. "They deserve it."

"Gladly!" Sonata said, readying her abilities and attacking with her allies.

In the Kirin Grove, Martin is still fighting Trixie and Starlight, leaving Adagio to Autumn Blaze. But she seemed to be struggling.

"It's over for you," Adagio said, then saw a portal open. "Huh?"

From the portal was Miles Morales, who swung in and kicked Adagio in the face, "Am I late to this party?"

"Who are you?" Martin Li asked. "Wait, you're that other Spider-Man!"

"Oh, the imposter?" Adagio asked.

"Imposter? I'm the real deal here!" Miles said. "I earned the name Spider-Man in my home."

"Prove it," Martin Li said, ready to fight.

"Alright, bring it on!" Miles said, going in to attack.

In Yakyakistan, both Wade and Pinkie Pie were down, courtesy of Kazuya and Team Yagami.

"I know you have more than that," Kazuya taunted, then heard a portal opening.

Emerging was the unofficial spy of Princess Celestia, all the way from her base in Klugetown. Felicia Hardy, and the woman was already unhappy.

"That stupid princess sent me to a snowy region!?" Felicia shouted.

"Do not fret my dear," Doctor Hooves said from beside her. "You were not sent alone."

"...Destroy them," Kazuya ordered.

"I hope they're more fun," Iori said, going to attack.

In Mount Aris, Bon Bon had arrived with Taskmaster, the two looking ready for a fight.

"Geez, this place is nuts," Taskmaster said. "Looks like Mysterio is making full use of his illusions."

"Let's get into action," Bon Bon said, going to join the fight.

Secretly joining them was Rumble, the boy having snuck over by luck. "Managed to get teleported too, placing my hoof on Taskmaster's shield at the last second really helped. Now, to find Silverstream, and save my friends. I will regain my honor!"

At Baltimare, while Electro was attacking, Remy did his best to fend him off, but with much difficulty.

"This guy is hard to bring down," Applejack said.

"We got each other," Remy said. "We can do it."

"And you'll be more successful with friends," Came a voice. Appearing nearby were Sugar Belle, joined by Double Diamond, Party Favor and Night Glider. "I'm here for you, Remy."

"That's my favorite apprentice," Remy said. "You ready to deal in?"

"Bring it," Double Diamond said as he and his friends faced off against the villainous trio.

"More of you? Don't matter, take'em out!" Electro said as the villains went to attack again.

"For Equestria!" Sugar Belle and Remy did a teamwork blast of magic and kinetic energy.

Lastly Gwen appeared in the Dragon Lair, the girl taking a look around, "A volcano? Seriously? Oh well." Rarity was seen getting thrown nearby, Gwen spotting Annihilus. "Wow he's ugly as hell."

"Did another bug come to get squashed?" Annihilus asked.

"Spiders don't count as bugs," Gwen said. "Bugs, or insects, have six legs. Spiders, or Arachnids, have eight."

"Either way, you will perish here," Annihilus went to attack but Gwen dodged and kicked the monster back.

"I don't think so," Gwen turned around and took a punch from an oncoming Wesker.

"Good to see you again," Wesker taunted.

Gwen rubbed her face in annoyance, "Ugh, you're that creep from a year ago. You're not escaping this time!"

"If you believe you can be triumphant," Wesker took his shades off briefly to buff them, "Then do try your best."

"Gladly!" Gwen said, going to attack.

Back in Las Pegasus, Peter seemed relieved for a moment. "That's good, I'm glad Twilight was able to pull it off."

"Got that right," Dwayne said. "With our teamwork, we got this in the bag! There ain’t a damn thing-"

"Watch out!" Jones ran in to kick a bomb away from Dwayne, saving him just before disaster struck.

"Quick girl you are!" Goblin flew in with his newly acquired glider, Luke stopping his progress to a halt.

"You ain't winning this one Osborn!" Luke taunted.

"That so?" Goblin went for a punch that Luke blocked.

"That the best you-" Suddenly Luke came face to face with another bomb, one that Goblin exploded right in front of his face, both men flying back.

"Luke!" Jones shouted in worry.

"Shit, is he crazy!?" Dwayne asked.

"Is that a serious question?" Peter replied, then found more bombs raining down.

"Enjoy the fireworks!" Goblin shouted, throwing bombs and destroying the roads.

"Don't let him cause too much damage!" Peter warned.

"Time for Las Pegasus...to fall!" Goblin threw more bombs, causing destruction around the city.

Buildings began falling as pipelines began to burst. The amount of bombs caused a massive explosion that took out part of the city.

Peter looked on in terror, recalling the last time the city was in danger, and how it was his own fault it happened. The day Captain Celaeno's ship crashed here, ending the lives of many ponies, and causing trouble with The Accords. "No!"

"Looks like the damage is done," Goblin said. "I could go, or..."

Goblin hopped off his glider and aimed it at Peter, speeding in after the boy with blades on his glider.

"Peter! Watch out!" Iron Fist knocked Peter out of the way and took the brunt of the glider attack, the hero crashing into a building.

"DANNY!" Luke ran to the edge of the rubble just as the building collapsed on top of Iron Fist. Luke couldn't believe his eyes. "No..."

Goblin took off on a spare glider, "Until next time, Spider-Man!"

Peter looked on in a state of horror. The city was destroyed, there were fires everywhere. To make matters worse, a fellow hero had taken a bad hit, and Peter didn't even know if he was still alive.

"No..." Peter fell to his knees. "I failed."

This would not be the only failure unfortunately.

At Mount Aris, Sky Beak was giving orders to his daughter as more foes came, this time it being members of the Mad Gear Gang. "Things are getting worse by the second, I need you to find your brother and leave."

"Huh? Dad you can't be serious!" Silverstream said.

"I am serious young lady," Sky Beak said. "This City's being overtaken. We need to-"

"Uncle!" Skystar called. "Uncle, mom's in danger!"

"She's what!?" Sky Beak called.

"What's wrong with Aunt Novo!?" Silverstream called, unaware of the oncoming Juri.

"Watch out!" Rumble called.

"Rumble?" Silverstream was rescued when Rumble pulled her away. "Got you!"

"Oooh, fast little fellow huh?" Juri teased.

"I can go even-" Rumble keeled over in pain. "Dammit!"

"Rumble!" Silverstream went to check on her friend.

"Looks like I still get the pretty Hippogriff," Juri sinisterly approached the two.

"Get away from my daughter!" Sky Beak tried to attack with his spear, but Juri managed to catch it and pull the spear away to toss it through Skybeak's chest.

"DADDY!" Silverstream shouted in despair as her father fell lifeless to the floor. "DAD! NO!" Angrily Silverstream turned to Juri, "You...you killed my father!"

Juri looked a little bothered by what happened, but the woman shrugged it off. "It was him or me, I did what I had to do. If you want I can send you to see him."

Silverstream went to attack but Juri stepped aside and effortlessly kicked her.

"Juri!" Mysterio called, holding the Pearl of Transformation. "I have it, let us go!"

"Fine..." Juri said, making her leave. "Let's find Rolento, Poison and Octavious."

The illusions disappeared, leaving the other heroes confused, especially Sweetie Belle who thought she was engaged in battle with Poison.

"Where'd she go?" Sweetie Belle asked. "Stupid illusions!"

"Let's bail!" Juri left with the others, leaving the heroes to wallow in their failure.

"They got away..." Rumble lamented, then felt more pain. "Ow!"

"Rumble!" Silverstream checked on the boy. "Don't you die on me too!"

Distraught as Skystar was about her uncle, she had one concern on her mind, "My mom!"

"Kid, take me to your mother," Taskmaster said, joining Skystar.

Sweetie Belle plopped down in defeat, "This did not go well." She glanced at Rumble, curious as to why he was here. But she could tell from the look in his eyes that he had a lot of regrets.

All across more regrets occurred.

While Iron Man and his team fended off the villains, most of Manehattan was obliterated. Tony's first concern being to check on Coco Pommel, and hope she was alright.

Miles, Starlight, Trixie and Autumn Blaze got rid of Adagio and Martin Li, but Kirin Grove was a wreck, many homes on fire, and some lost to their world.

Jubilee and her friends drove off Shocker, Sonata and Cozy Glow. Rather the three lost interest and left. They had no major goal, they only had destruction in mind, and got it. Jubilee in particular regretted a lot that happened with Cozy, and worried if the words that the villains said were true.

Baltimare seemed to be looking up for the heroes. While Sugar Belle had Electro distracted, Remy was able to find a secret pipeline full of water.

"Electro seems to have taken note of where all the pipelines were, so he was able to avoid water attacks," Remy said. "But, only Apples know about this spot. Mon cherrie, you and your family saved the day."

Remy used his powers to set the water free, blasting and weakening Electro. "What the hell?"

"Take this!" Sugar Belle blasted the villain off, the girl feeling relieved. "Take that! Jerk!"

The other villains left, figuring their time was done. This outing was a little more successful for the heroes, as Remy managed to keep most of the city safe.

Applejack was happy to know things turned out well, the mare glancing at her husband in pride, "You did it, Remy."

Some success happened in Yakyakistan too. Kazuya and Team Yagami continued fighting their foes, seemingly at a stalemate, when Kazuya called it off.

"We're done."

"Huh?" Pinkie asked.

"Done? How?" Mature asked.

"We have nothing to gain from continuing," Kazuya said. "We already know we can beat these yaks, and we gaged the abilities of these fools. I will not be wasting any more of my time. Let's go."

"...Fine," Iori said.

Everyone began to leave, much to Wade's annoyance, "Sure, go ahead and just call off our big epic fight! Jerk!"

In Griffonstone, Thunderlane and Lightning Dust managed to drive off the villains, the two looking proud of themselves.

While the town was seemingly safe, Tron was satisfied, as she found what she was looking for. In her clutches was the Idol of Boreas.

"Wesker's going to be so proud of me," Tron commented as she left.

At the Changeling Hive, Chrysalis was knocked against her old throne, courtesy of Laura. Doing so chipped off a piece, to which she was grateful.

"Vergil, call it off!" Chrysalis said.

"Why!?" Vergil kicked away Logan. "I'm not done here!"

"Well I am! Changelings, with me!" Chrysalis said.

"Wait!" Vergil kicked away Kurt, still frustrated at Chrysalis. "Irritating bug woman."

Many of the Changelings tried to stop him, but he easily cut through them, leaving many injured or dead as he continued on through.

Logan looked irritated, having seemingly lost the fight. "Damn..."

The Crystal Empire faced its losses too. The castle had been destroyed in the fight after Dormammu generated enough power to obliterate it, nearly killing Shining Armor in the process.

As much as Doom wished to continue battling the Fantastic Four, he knew he had to leave the moment the blizzard kicked in, for Bison had stolen the Crystal Heart.

"We have what we need," Bison said, making his leave with the villains.

Doom turned to the heroes, "I suggest you worry less about us, and more about this blizzard."

"We're not done with you!" Reed did a stretch punch that Doom blocked, and blasted his opponent.

Doom generated enough Power and sent out a massive blast of attacks. "PHOTON ARRAY!"

Eggman assisted with various missile attacks to further keep the heroes back.

With this distraction, the villains were able to leave the heroes, each of them feeling useless and defeated as the blizzard kicked in.

"Crap, this thing moves fast," Johnny began to heat up. "But, it's also no match for me."

Lastly in the Dragon Lair, despite Gwen's help, or rather, due to her later arrival, the villains had managed to overwhelm the lair. Many of the dragons were killed in battle, and Wesker had just defeated Ember and stole her Scepter.

"Be grateful that I choose not to end your life," Wesker said, then dodged an attack from Torch. "But, I cannot say the same for all you dragons."

"Hurting my daughter will cost you your life!" Torch shouted.

"Doubtful," Wesker zipped around and kicked the giant in the face. He wasn't alone, as Akuma and Annihilus helped however they could.

Akuma fired a massive Gohadouken while Annhilus fired a beam, both attacks knocking Dragon Lord Torch over.

Wesker chipped away at a giant stone from an obsidian hilltop and once it was weak enough, he kicked it off the ledge, causing it to tumble.

Ember slowly stood up, seeing what was happening and who it was happening to. "No! FATHER!"

Torch tried to get up, but the stone had fallen on top of him, crushing the dragon's bones, and ending his life.

"DAD! NO!" Ember cried out in misery.

An injured Bobby tried standing, looking just as disappointed. "No..."

Wesker landed far from the others. "It would appear my time here is done. Bid you all farewell."

With that, Wesker had escaped, much to Bobby's frustration.

"I'll get you for this Wesker! You ain't done with me!" Bobby shouted, keeling over in pain. "Gonna get Akuma too...and that damn giant bug!"

Gwen looked disappointed, her plan to help everyone failed, all she could do was mope.

The last major locations for the villains were marked.

Thor continued fending off Tempest and the Square villains. He punched Kefka through a wall and sent the Cloud of Darkness flying with a blast.

Seifer tried to sneak up on him but he took a whack from Thor’s backfist. Thor then blasted Sephiroth through a pair of doors.

“He’s much stronger than I gave him credit for,” Sephiroth admitted, then noticed some friends. “Finally here, are you?”

Tempest was worried, Thor was absolutely no joke, and she had some regrets coming here. Fortunately she would be receiving assistance.

Thor was prepared to protect Asgard with his life, but came into more trouble. The King would behold the sigh of his brother Loki, who was joined by Vomi and Shredder.

"Greetings, brother," Loki said.

"Loki..." Thor readied his powers, preparing to fight his final breath.

In Canterlot, Celestia looked on in concern, feeling like destruction was foreboding. "Twilight..."

High up above however, Goku Black and Zamasu looked ready to unleash their part of the plan.

"Are you ready, my comrade?" Black asked, generating his ki.

"To the dawning of a new era," Zamasu said, readying his own ki.

Celestia looked up to see a light, almost too late as it rained down on Canterlot, the destruction of her town following as the two beings in the air relished this chance.

Equestria was falling, and for the first time in a long time, the heroes were at a disadvantage.

Armageddon Begins Part II: Struggling Against the Odds

Having returned to her home, Twilight rested on her couch, feeling completely worn out. She wasn't alone, as Tender Taps was still with her, keeping a close eye on the Princess of Friendship.

"Can I get you anything, Princess Twilight?" Tender Taps asked.

"Just 'Twilight' is fine," Twilight insisted. "And maybe some water, if you don't mind that is."

"Sure," Tender Taps quickly ran to get Twilight what she needed.

The mare was clearly exhausted, but she had no time to rest for long. Once she could, she'd figure out a way to reunite with her friends, or even find some more allies.

"So many villains attacking at once, I don't think I've ever seen anything like this in all these years," Twilight commented. Despite her exhaustion, she mustered up a bit of magic to survey the various cities. "I hope the situation has died down a bit."

From what she could see, many of the cities were absolutely devastated by the invasion. It was painful to see just how much damage had been done. From within Equestria and beyond, places were being destroyed, and all-out war was being waged.

"This is terrible...how could so much damage be done in such a short amount of time?" Twilight wondered. "What are these villains after!?"

"Twilight!" Tender Taps called, getting her attention. He trotted over with a glass. "I got you some water."

"Thanks dear," Twilight said, taking it and chugging it down. "That helped."

"What's going on anyway?" Tender Taps asked. "Why were you going all over town like that? I know it has to do with villains but what exactly?"

"They seem to be striking different parts of Equestria," Twilight explained. "Even beyond given that places like Mount Aris and The Kirin Grove are in danger too."

"What's going to happen to us?" Tender Taps asked.

"With any luck, we should be able to push those forces back," Twilight said. "But, these villains clearly came prepared. It seems like they've been planning this for years."

"Why Equestria though?" Tender Taps asked.

"I'm not sure, maybe it's our magic," Twilight said. "Or maybe, it's because they just want to get rid of the heroes, including my husband."

"Good thing Spider-Mane is strong, right?" Tender Taps asked. "If anyone can stop those villains, it's him! He always saves the day, doesn't he?"

"That's how it usually goes, and with any luck, it's the same story," Twilight said, the mare feeling somber. "Still, I can't help but worry."

From upstairs, Mayday could see and hear the ongoing drama, the filly worried about the safety of her father and his friends. Franklin took her hoof gently in his, hoping to keep her as calm as possible.

"Daddy will win, won't he?" Mayday asked.

"Of course, especially with my Family there to help," Franklin said.

"Yeah, and Justice always prevails, doesn't it?" Mayday asked.

"Exactly, we'll be fine," Franklin insisted, the boy feeling nervous himself. "It should be fine, heroes always win. It's how it always is...but why am I still so worried?"

In their headquarters, the villains had made a quick reunion, having already done their damage, and collected their spoils.

"Status report," Doom ordered. "Inform me of your progress!"

"Juri here," The woman said, standing beside Mysterio, Wily, Doc Ock, Poison and Rolento. "My team was a success. We took the fight to Mount Aris and weakened their forces quite a bit. I even took out the Captain of their Royal Guard."

"You killed Silverstream's father?" Cozy Glow asked.

"He attacked me first, I merely went into defense mode," Juri said. "If he surrendered, he'd be alive. But he didn't, now his army is in disarray."

"And in the process," Mysterio pulled out an orb. "Here we have the Pearl of Transformation."

"My, that's quite the prize you have there," Wesker said. "I trust this means you were also able to fend off any heroes with little trouble?"

"They didn't send any heavy hitters," Juri said. "At first, only two heroes showed up. One of them was the Captain's Daughter, who according to Cozy Glow, is named Silverstream."

"First Hippogriff in the Wonderbolts," Cozy Glow said. "But not the most talented member. She's average at best."

"Sure fought like she's average," Juri said. "The other was a girl I think you all know."

"She referred to herself as Sweetie Belle," Mysterio said.

"Sweetie Belle?" Vergil tapped his chin. "I remember, she was but a filly when we met her. She was also Vega's little pet."

"Ugh, that's creepy," Juri said. "Did anything happen between them?"

"I thought something did happen one night," Shocker said. "Vega said he hadn't gone anywhere near her, and to his credit, he was off in town, looking for an actual mare to spend the night with. I have no idea what I heard."

"Let's not think about it," Electro said, shuddering to himself. "Good thing he ain't here now, he'd treat Cozy Glow as his new pet."

"He'd do what now?" Cozy Glow asked in disgust.

"Oh hell no," Sonata held the girl close.

"Wesker, remind me what you saw in this man's capabilities?" Doom asked.

"I admit, he is a bit of a skirt chaser," Wesker said. "But his skills were top notch."

"Not to mention, he came with Bison," Vergil said, gesturing to the man.

"If he gets the job done, I do not care what he does in his personal time," Bison said.

"Perhaps it is wise to move on," Dormammu said. "The one called Vega is not here, and as such, is irrelevant to us."

"There is something else you should know," Juri said. "Sweetie Belle has a piece of the symbiote on her."

"She what!?" Venom asked. "How?"

"Not sure, she said a piece fell off of you and latched onto her," Juri said. "Now she's using it to fight."

"So I wasn't seeing things in Ponyville," Martin Li commented.

"Wait, if you thought you saw it, why didn't you tell us?" Venom asked.

"It slipped my mind," Martin Li said. "It matters little, I doubt a little girl could use that power efficiently."

"That's not what we're worried about though," Venom said. "We'd hate to know what vile emotions are tainting that suit."

"Vile emotions?" Sonata asked.

"Given what we're hearing regarding Vega, we're a little concerned what could be going on with that side of the suit!" Venom said.

"This Vega nonsense better not come back to haunt us," Vergil lamented.

"Moving along, did you encounter anyone else?" Wesker asked.

"We saw Taskmaster," Doc Ock said. "He is fighting for Equestria."

"Traitor," Electro commented.

"To be fair, Masters goes with whoever pays him more," Shocker reminded. "But, he is good at what he does, we need to watch our backs."

"There was also that Pegasus as well," Poison said. "He had a smooth, black mane, but some difficulty flying."

"Wonder if it's that kid that tried fighting us in Ponyville?" Adagio asked. "Still, the heroes must have been spread thin if they sent an injured boy our way."

"Details aside, we utterly decimated Mount Aris and have obtained their greatest treasure," Wily said. "I do believe that puts us in a great advantage in this war. With the Pearl's power, we can achieve greatness. The magnitude of our potential is almost impossible to calculate."

"Right you are, Doctor Wily," Wesker said. "This marks a great first step."

"What of you, Wesker?" Doom asked. "How was your trip to the Dragon Lair?"

"A marvelous success, the dragons proved to be quite useless against the combined might of myself, Akuma and Annihilus," Wesker confirmed.

"They were not worthy challengers," Akuma said.

"The dragons themselves were indeed weak, including the Dragon Lord and her father," Wesker said. "I personally dealt with the latter, he won't be a problem again."

"No way, you killed Dragon Lord Torch?" Cozy asked. "He's huge!"

"Size hardly matters to a being of my caliber," Wesker said, then pulled something up. "Not to mention, I have the Scepter."

"Impressive work," Doom said. "Any opposition?"

"Iceman arrived with his wife," Wesker said. "He brought another Dragon, one I believe is associated with Twilight Sparkle."

"That'd be Spike," Cozy Glow said. "Twilight's Number One assistant. And kind of a little brother to her."

"Yes, and I believe he brought The Wasp," Wesker said.

"So that's where Janet was," Ultron commented. "I was a bit disappointed when she didn't come to face me. Instead I had to deal with that false Ant Man."

"You had your own troubles?" Doom asked.

"I would hardly call it that," Ultron said. "Sigma and myself were destroying the city of Manehattan, quite interesting that the ponies would have a landmark similar to Earth."

"Lot's of places in Equestria are like that," Cozy Glow said.

"I personally felt right at home in Manehattan," Martin Li said.

"I did have fun destroying the Manhattan of Earth, doing it twice was a greater joy," Ultron said. "Perhaps I shall do it a third time. Or a fourth. The multiverse offers those possibilities."

"Honestly, I'm not sure how I feel about you destroying my hometown," Shocker said. "Some of my favorite burger joints were there."

"I had some cafes I liked going to, myself," Electro said.

"I must admit, I do worry about what I have left behind as well," Martin Li admitted.

"Are you having second thoughts?" Doom asked.

Martin Li shook his head, "No, I'm already in deep. Besides, I can always start anew. I've done so before."

"Just keep away from my Manhattan, I still have some unfinished business there that I don't want you screwing up," Prowler warned.

"I make no promises," Ultron said.

"I can make you keep that promise!" Prowler threatened.

"Let us not fall apart now," Wesker urged. "Ultron, you have no benefit in destroying the Manhattan of Prowler's Dimension. Leave it be."

"Very well then," Ultron said.

"Prowler, make sure you attend to your unfinished business, because I cannot guarantee the safety of that city," Wesker said.

"Yeah, yeah," Prowler replied.

"Was anyone else in Manehattan?" Cozy Glow asked.

"Iron Man was there," Sigma said. "He has officially come out of retirement."

"It is hardly a surprise that he would show himself again," Doom said.

"Some other girl was there, an archer of some kind," Aria said.

"Likely Hawkeye's apprentice," Ultron said. "She was a member of The Young Avengers, but most if not all of them have been wiped out."

"Poor rookies," Shocker said.

"Honestly, if I recall, they were quite poor at their jobs, and had a sense of entitlement, and self-righteousness," Martin Li said. "This may be a humbling experience for those who survive."

"If they even survive for long," Vergil said.

"What of you, Vergil?" Bison asked. "Did you and Chrysalis have success at The Changeling Hive?"

"We did," Vergil said. "I managed to dispose of their forces, and held off the power of Wolverine and Nightcrawler on my own."

"I managed to get a piece of my throne," Chrysalis said, showing it off. "Despite attempts from Fluttershy and my old kin Ocellus, I was able to get what I needed to help fend off Equestrian Magic."

"Bunch of weaklings, my brother has done a poor job as a ruler," Pharynx said.

"I can't believe Ocellus was there, she's usually so shy," Cozy Glow said.

"I thought so too, but she is just as defiant," Chrysalis said.

"It matters not," Doom said. "Electro, what of your team?"

"Gargan, Wizard and I did do damage to Balitmare," Electro said. "But then Gambit showed up with his wife, and four random ponies to mess things up."

"It didn't go so well for us," Scorpion admitted.

"That is disappointing to hear," Doom said, in a tone that worried Scorpion. "I expect all of you to pull your weight, if you cannot-"

"It won't happen again!" Scorpion insisted. "They just got lucky, that's all."

"Electro would have won, but it seems as though Gambit knew more about the town than he did," Wizard said.

"He found some waterline that I didn't take into account when we invaded the city," Electro said. "Gambit's one sneaky bastard."

"He is quite cunning," Bison said. "Magneto himself had commented on his skills. He proved to be a valuable asset to the X-Men time and time again."

"I'll be sure to pay him back for that soon," Electro said.

"I still can't believe you messed up," Tron taunted, much to Electro's chagrin. "Meanwhile, myself, Venom and Prowler managed to get the one-up on Griffonstone."

"Those Griffons weren't strong, even with those two Pegasus Ponies helping," Prowler said.

"Yeah, including that traitor Lightning Dust," Tron said. "We take her in, and she sides with Spider-Man?"

"Probably wanted to stay on his good side after getting brutalized by him," Venom said.

"It sucks too, Lightning Dust was cool to be around, she actually got us," Shocker said. "She's a pony screwed over by the system, just like I got screwed over on Earth. Like many of us have."

"I felt kind of bad too, imagine taking a hot-air balloon and going out into a Pegasus training area, and complaining you got hurt," Cozy Glow said.

"People are stupid," Electro said. "Ponies too."

"Yet she still sided with them?" Venom asked.

"Hey, in that world, if you don't side with the right people, you get screwed over," Cozy Glow said. "The whole Friendship is Magic thing is one big illusion. There's no acceptance, only judgment. And if you're different, like Spider-Man's daughter, then you get screwed over."

"I still fail to see how we're the villains here," Electro said. "A lot of these so-called innocents aren't innocent at all."

"Indeed, they are merely self-righteous fools," Wesker said. "With heroes as their personal shields."

"Some of them don't even respect Peter, yet he just goes along with it like a fool," Cozy Glow said.

"Peter Parker is the type of guy to do that," Venom said. "He acts nice but deep down, he's just as selfish as the next person. We know better than anyone what type of person he is."

"Well, all that aside, I also got this," Tron showed off her treasure. "The Idol of Boreas!"

"Wow, you managed to obtain it, well done," Wesker said.

Tron squealed in excitement, "Really!?" She quickly realized how she was acting and was quick to recompose herself. "I mean...what did you expect? I am the Servbot Queen after all."

"Kiss up..." Vergil muttered.

"Kazuya, what of you?" Doom asked.

"The town myself along with Team Yagami had gone to was a waste of my time," Kazuya said. "The Yaks did not put up a decent fight at all, and the closest we got was some ninja and his pink pony wife."

"Sounds like Deadpool and Pinkie Pie," Cozy Glow said.

"Then later, some cat lady and a pony with strange gadgets showed up to fight too," Iori said.

"One of them might have been Doctor Hooves," Cozy Glow said. "I don't think I know the other, maybe Felicia Hardy?"

"Felicia Hardy? You mean Black Cat?" Shocker asked. "I honestly forgot she was even in Equestria."

"She had on a skintight black suit, a black mask covering her face and fought with agile reflexes," Kazuya said.

"Yup, sounds like Black Cat," Shocker said. "I never quite understood her relationship with Spider-Man."

"From what I heard, it used to be romantic," Cozy Glow said.

"There was definitely something going on between those two," Venom said. "Spider-Man always goes easy on her, regardless of how many homes she breaks into."

"Sounds like what my nephew would call a 'simp'," Prowler said.

"Moving along," Doom turned his attention to Martin Li. "What of your progress, Mr. Negative?"

"Adagio and myself struck the Kirin Grove quite well, but our progress was thwarted due to the arrival of another Kirin, one associated with Peter Parker," Martin Li said.

"I bet that was Autumn Blaze, she's Peter's best friend from Kirin Grove," Cozy Glow said.

"She was joined by two other Unicorns, a blue one with a wizard hat, and a light purple one with a purple mane," Martin Li said. "The latter I once had under my control, but she broke free out of her own free will. It was almost admirable."

"Sounds like Trixie and Starlight Glimmer," Cozy Glow said.

"Starlight Glimmer?" Wesker asked. "I do recall her, though I also expected her to be with Loki."

"She was, but she ended up ditching Loki for Spider-Man," Shocker said.

"Speaking of Loki, where is he?" Cozy Glow asked while looking around. "I don't see him."

"If you're looking for Loki," a nearby Vomi said, speaking up. "He is in New Asgard at the moment."

"Where'd you come from?" Aria asked.

"I've been nearby, I just had nothing of importance to say," Vomi said, the woman adjusting her glasses. "I am quite impressed with how most of you handled yourselves out there. Even against admirable foes."

"It was hardly a challenge," Vergil said "Still, you mentioned Loki being in New Asgard. I take it that he brought Tempest Shadow along with Sephiroth and his allies?"

"Yes, he also made a new friend who refers to himself as 'The Shredder'," Vomi explained.

"A new ally?" Doom asked. "From which dimension does he hail from?"

"I do not know the name, but he is a foe of that group of mutated Turtles that Wesker mentioned," Vomi said.

"Interesting turn of events," Wesker said.

"Nevertheless, he has weakened the warriors of Capcom, along with a few friends," Vomi said. "It should be enough to slow them down."

"Sounds like an advantage for us," Aria said.

"By the way, I saw another Spider-Man at the Kirin Grove," Adagio said. "He had a black suit."

"He must be the one Juri and I have encountered," Vergil said.

"That reminds me, I also saw Gwen Stacy at the Dragon Lair," Wesker said. "Peter certainly has quite a few Spider Friends."

"More for us to crush," Akuma said, clenching his fists for emphasis.

"They shall be dealt with," Doom said. "Shocker, what of you?"

"Nothing major to report," Shocker said. "Sonata and I leveled Fillydelphia."

"Then Jubilee showed up with some friends," Cozy Glow lamented. "She had the nerve to make me seem like the bad guy here when the Princesses were the ones who locked me away in Tartarus."

"Still can't believe that even happened," Venom said.

"Don't worry, soon they'll regret messing with us," Sonata said.

"That's everyone, correct?" Bison asked. "Because I would like to share what myself along with Doctor Doom, Doctor Eggman and Dormammu have recovered from The Crystal Empire."

"Ta-dah!" Eggman showed off the empire's prized possession. "Behold, The Crystal Heart!"

"Impressive," Wesker said. "So you've managed to gain a hold of it."

"The ponies of The Crystal Empire were pitifully weak," Dormammu said. "Even with assistance from The Fantastic Four and that Rainbow Pony, they were no match for any of us."

"My only regret is not finishing off Richards when I had the chance," Doom said. "But perhaps, I will be generous enough to show him the vision that I have plotted for the future of the multiverse."

"Sounds exciting!" Cozy Glow said. "Soon, the multiverse will be-"

"Ahem!" Came Goblin's voice. "You didn't forget about me, my valued allies, did you?"

"Oh yeah, you went off on your own," Sonata said. "To Las Pegasus, right?"

"Glad you remembered dear," Goblin said. "And boy was it great to be back out there. With all the chaos, destruction, the screaming and terrified ponies. It was almost as fun as my time in New York. Good to have a nice change in scenery."

"Sounds to me like you had a marvelous time, Norman," Wesker said.

"Quite so, especially when Spider-Man showed up," Goblin said. "The way we fought, all the damage that was done, the terror in his eyes as I slowly began to destroy the world he's come to love. It's been ten years since we last fought, but the way we fought, it feels like no time has passed at all."

"Lucky you that you got Spider-Man," Cozy Glow said. "He didn't come after any of us."

"Of course, after all, while many of you have been a hinderance to Spider-Man, from..." Goblin gestured to Shocker. "Minor irritation." He gestured to Wesker, "To worthy adversary." Goblin gestured to himself. "None of you have come close to the torment I've put him through over the years. Spider-Man may dislike most of you, but I know for a fact that he absolutely hates me. And that's just the way it should be."

"Sounds like Doom and his hatred toward his old rival, Mr. Fantastic," Eggman said.

"You're no different when it comes to that hedgehog," Bison pointed out. "Of course I feel my own disdain toward Ryu."

"That cub is mine, don't get in my way," Akuma warned. "Unless you want a repeat of what happened in Thailand."

Bison glared at the Satsui No Hadou user, "Cheap shots won't work on me twice."

"Then how about I face you head on?" Akuma threatened.

"No infighting," Vergil ordered. "Save your aggression toward your foes. I definitely will be saving it for my useless brother."

"I still desire my chance at Kyo," Iori said, glancing at his hand before tightening it into a fist. "Don't keep me waiting."

"Speaking of relentless hatred toward someone, what about Sephiroth?" Tron asked. "Should we go and check on him?"

"He'll be fine," Vomi said. "He's just ensuring that Thor won't be trouble later."

"Aren't we supposed to strike Ponyville?" Tron asked. "Do we start without them?

"If we must," Wesker said. "So long as they keep Thor busy, it matters little."

"What about Goku Black and Zamasu?" Prowler asked. "Are they joining too?"

"They're doing what they must in the Crown City of Canterlot," Doom explained. "We cannot place a hold on our plan for too long. Tirek and Super Skrull will be awaiting our arrival."

"We must get going then," Wesker said. "Especially if we are to conquer this world, and many more."

"Wow, we're finally doing it," Cozy Glow said. "I'm almost nervous."

"If you're nervous, then stay here," Vergil said. "Otherwise you'll weigh us down."

"Hey, be nice," Sonata said, wincing a bit once Vergil glared at her. "Um...please?"

"...Let's just get moving," Vergil ordered.

The villains stepped through the portal, ready to unleash their ultimate goal.

In the city of Canterlot, Black and Zamasu are still destroying the buildings, many ponies fleeing for their lives in a haste to escape the city in one piece.

"I expected more of a challenge, given that ponies possess a great array of strength, magic and flight," Zamasu said, destroying a home. "But I suppose they're just like any other mortal being. Powerless against the might of Gods."

"I'm almost getting bored," Black said, destroying a building. "But, the sooner we wipe these fools out, the sooner we can move on to better things."

"Right, we still have to find the one called Spider-Man," Zamasu said. "I don't get what's so great about him honestly, or why Albert Wesker and many of our comrades seek to destroy him,"

"Our comrades have many enemies," Black said. "Spider-Man just happens to be the one that is the most defiant against them. The way they describe him, he sounds no different than Trunks."

"Different world, same foolish heroic wannabe mortal," Zamasu said.

"Well, he is from Earth," Black said. "From what I've gathered, Earthlings seem to be the most stubborn among mortals."

"Truly a mysterious thing," Zamasu said. "Oddly enough, Kais don't exist in all facets of the multiverse, so whatever Godly beings created Earthings share the same thoughts as the Kais."

"There do seem to be certain constants among the multiverse, including Earthlings," Black said. "It's quite curious."

"Whatever world doesn't contain Earthlings has creatures of similar caliber," Zamasu said. "Such as these ponies."

"Well, I suppose it won't matter once we eradicate them all," Black said.

"You will do no such thing," Celestia said, sinisterly stepping towards Black and Zamasu.

"This must be an Alicorn, a Godly being in this part of the multiverse," Black said.

"You two have caused more than enough damage, I will not allow any more pain or torment for my beloved subjects!" Celestia said.

"If you believe you can stop us," Black readied himself for battle, sinisterly glaring at the Princess. "Then show me what you're capable of."

Celestia looked visibly concerned. Black's appearance had him wholly resembling Goku. Given how much trouble he was to fight, she could only imagine someone with much more malice in his heart being an even more dangerous opponent.

Fortunately, she was not alone. "Celestia!" Turning she spotted her mentor Starswirl coming to her aide. "Do not fear! We will not let you do battle alone!"

Appearing by his side were his Pillars; Flash Magnus, Somnambula, Mage Meadowbrook, Mistmane and Rockhoof. Also stepping forward were Captain America, The Winter Soldier and Falcon, the three looking ready for battle as Stygian waited nearby.

"You must be Goku Black," Steve said.

"Interesting, how did you hear about that name?" Black asked.

"Your old friend Trunks met some old friends of ours," Steve said. "I don't know what you're up to, or why you look like Goku. But I will not stand idly by and let destruction fall this city."

"It appears to be much too late for that," Black said, gesturing to the damage. "Your town is burning, and nearing ruins. Do you truly believe you stand a chance against our power?"

"We won't know unless we try," Steve said. "Pillars, Assemble!"

All Six Pillars stood by Celestia and the Sun Goddess, ready for a fight.

"If you truly wish to meet your end," Zamasu said, readying his ki blade." Then by all means, meet your demise."

Celestia charged her magic alongside Starswirl and Mistmane and fired a beam at the duo just as Steve, Bucky and Sam charged in with Rockhoof and Flash Magnus by their side.

Black powered through the magic and threw a punch at Steve, one the Avenger blocked with his shield, but the impact still sent him flying toward the magic users and knocking them over.

Bucky and Sam went on offense against Black and Zamasu, but were each knocked away as well, then easily knocked away Flash Magnus and Rockhoof.

Meadowbrook began attacking with some defensive magic she created while Somnambula flew in to attack herself, but the duo were able to fight back against their foes, keeping them all at a distance.

"I will not let my Kingdom fall so easily!" Celestia readied a large aura of magic that she immediately used to blast Black, the villain blocking the strike and then powering through to kick the Sun Alicorn in her face.

"Celestia!" Steve ran in and tried to exchange some blows with Black, his speed giving him a slight advantage, but Black won out with his own swiftness and hit Steve with a powerful uppercut that sent him flying.

"You have determination, but that won't be enough to stop me!" Black said, flying in to attack again.

Starswirl appeared before Black, casting a spell to blast the villainous God away. He then put up a barrier against Zamasu, blocking his strike, though barely, but giving Rockhoof enough time to ram into him as Somnambula flew in for a kick to Zamasu's back.

Black stood up, ready to keep fighting but Celestia started blasting the villain herself, "I won't let you destroy my world!"

"You think you're the first to make such a bold statement to me!?" Black shouted, powering through and punching Celestia through a building. Steve whacked him in the head with his shield, but that earned him a punch that sent him flying.

Bucky punched Black in the face, then took a backhit for his efforts, and also went flying. Flash tried tackling Black again, but was kicked away and into a street pole.

Many surviving ponies couldn't help but see what was happening, from the aristocrat Fancy Pants, to restaurant owner Saffron Masala, local business mare Sugarcoat, and even Twilight's childhood friend Moon Dancer, all of them terrified by the power of Goku Black.

"One by one, you mortals will perish!" Black powered up again. "Only I can cleanse the Gods of their greatest sin! Mortal life!"

"That is not your choice to make!" Starswirl said, readying more magic. "If you believe you can stop us then-"

Suddenly Black appeared in front of Starswirl, the older pony now coughing up blood. He looked down to see that Black had impaled him with his ki blade.

"I most certainly believe you can be stopped," Black said, blasting through Starswirl's chest, leaving the aged wizard dead on the ground.

"NO! STARSWIRL!" Celestia shouted in grief, the other pillars looking just as mortified.

"Now," Black aimed his blade. "Who wants to try next?"

In Asgard, Thor is attempting to do battle against Loki, however his brother proved to be a pain to catch.

"Over here," Loki taunted. Thor attacked but his brother disappeared, then reappeared elsewhere. "No, here." Thor tried attacking again, but Loki once again teleported right to Thor's side, and then whacked him in the head with his staff. "Too slow."

"You think you are amusing!?" Thor attempted to blast Loki, but the villain dodged and blasted Thor through a nearby pillar.

"Me? Amusing?" Loki taunted. "Good heavens, whatever gave you that idea?"

"Go Loki!" Kefka cheered, floating while raising his hands. "Three cheers for the God of Mischief! Hip, Hip-"

"Put a lid on it, will you?" Seifer scolded.

"Well someone's a spoil sport," Kefka taunted. "Mad because you couldn't put up as much of a fight as the rest of us?"

"Watch yourself!" Seifer warned, aiming his Hyperion Gunblade.

"Oh no, a sword! Oh whatever will I do?" Kefka taunted.

"Need I remind you that we're supposed to be on the same side," Sephiroth pointed out.

"Why did you bring this jester anyway?" Seifer asked.

"Someone needs to be the life of the party," Kefka proudly stated. "All of you are way too moody."

"That aside, is there anything we should be doing?" Tempest asked. "Loki seems to be fighting well on his own, but I did hope to be much more useful than I was today."

"You did well enough," Sephiroth said. "But perhaps if our presence is not needed, we can reunite with Wesker and Doom."

"That might be for the better," Cloud of Darkness said.

Suddenly they heard the sound of steps behind them, each of them turning to see Lady Sif and her daughter Torun.

"Well isn't this a surprise," Sephiroth said, turning to the woman. "Lady Sif, a pleasure to make your acquaintance."

"Damn, coming through here was foolish..." Sif muttered to herself, then focused on the villains. "Why have you come to Asgard!?"

"Well for starters, the sights are just lovely!" Kefka exclaimed. "We were thinking of getting a nice home here. Preferably this palace, after we exterminate the unwanted pests that is."

"I'll die before I let you take my home!" Sif warned.

"You might want to choose your words more carefully," Sephiroth warned.

"Quiet, you are the last person I want to see, Sephiroth," Sif said.

"Wow, she knows you," Seifer said.

"I did partake in Ragnarok," Sephiroth said.

"Yes, you killed Valkyrie, and my brother Heimdall!" Sif shouted, glaring a hole through the One-Winged Angel. "I will never forgive you for that!"

"It was nothing personal, they just happened to be in my way," Sephiroth said. "However, if you wish to avenge your brother, then I'm right here. Come at me with your sword."

Tempted as Sif was, she remembered that she had her daughter with her, and could not take any chances. "Another time perhaps."

"Worried about the brat on your back?" Seifer asked. "We have no intentions of harming a child, but unfortunately you're fair game."

"Oh, can we keep the child as a pet after we kill the parents?" Kefka asked.

"You will do no such thing you cur!" Sif warned, pulling out her sword.

This situation did not go unnoticed by Loki, "Sif? My what a surprise. Did you happen to grow a new limb when you came to Equestria? Or is that arm as fake as my brother's worthiness for the throne!?"

"Sif?" Thor noticed his wife and daughter in harm's way. "Sif! You must-"

"Quiet!" Loki shouted, whacking Thor again. He turned to his allies, "Take Lady Sif!"

"You heard him," Tempest said, focusing on the Asgardian Queen. "Do you want to do this the easy way? Or the hard way?"

In a haste, Sif went to strike Tempest with her sword, but Sephiroth blocked with his own while barely moving an inch. "It seems as though she chooses the hard way."

"Sif!" Thor blasted Sephiroth and then sent more lightning at the other villains to scatter them. "Run!"

"What about you!?" Sif asked.

Loki tried attacking again, but Thor blasted him through another pillar, then focused on his wife. "You have our daughter! Now run! And keep her safe!"

Reluctantly, Sif obliged in her husband's word, "I will be back for you!"

"Do not worry about me!" Thor kept blasting. "Just keep running!"

Suddenly, Kefka blasted Thor with some fire magic while Sephiroth went to attack with some dark magic, knocking Thor back as they along with the other villains began to gather around him.

"Your time is up, King Thor," Tempest taunted as she readied her own magic alongside her allies, ready to defeat Thor for good.

Back in Ponyville, Twilight was still resting from her overuse of magic, though bit by bit she began to recover. She had to if she wanted to ensure the safety of everyone she knew and loved.

Tender Taps was right by her side, hoping to be able to do anything she might have needed from him.

"I should probably get Peter, make sure he's doing alright," Twilight said. "That vision in Las Pegasus looked brooding but-"

"Don't push yourself too hard, Twilight," Tender Taps urged.

"I have to do what I must," Twilight said. "For the safety of Equestra."

"I know, but you're only one pony," Tender Taps said. "Even if you are strong, there's only so much even you can do."

"Don't worry about me, Tender Taps," Twilight urged. "It's my job to worry about you."

"Twilight," Came Aunt May's voice, the woman getting her attention. "Maybe you should pay mind to your friend here. Don't do too much at once."

"Gee, now I wonder if this is how Peter feels?" Twilight said to herself. She focused on Aunt May. "I'll do my best, but I have to play my part in keeping Equestria safe."

Suddenly there was a loud knock on the door. Twilight answered to spot a very panicky looking Golden Harvest. "Princess Twilight! Something strange is happening just outside of town!"

"Strange? What's-" Twilight heard a loud eruption, slowly stepping outside to see several lightning strikes in one area as a large portal was opened in the distance. "Oh no..."

Stepping through the portal were the many villains, each of them marching toward the edge of town where Super Skrull and Tirek were waiting.

"About time you showed up," Super Skrull said. "We've been waiting here for what feels like hours."

"The rest of us were busy," Electro said. "You know, destroying the foundations of this country and around it?"

"Hey I was willing to do the same, but I was asked to stand guard here with Tirek," Super Skrull said.

"We needed to maintain a constant surveillance on the town to ensure there wouldn't be any unexpected surprises for us," Tirek said. "We can confirm at least that the heroes are gone."

"I imagine they would be, we fought many of them," Wesker said. "Are there truly none left?"

"If there are any, it isn't much," Tirek said. "The heroes have spread themselves thin, with Princess Twilight as the only major threat, but no match for us. Thanks to our preparations, we can start our next plan."

"Destroying the core of Equestria," Super Skrull said.

"What? Ponyville?" Cozy Glow asked. "Technically the core is Canterlot since that's the Crown City."

"Canterlot may be the Crown City my dear girl," Tirek said. "But Ponyville is where all of Equestria's hope resides. From the Six Elements of Harmony..."

"To the Heroic Spider-Man," Super Skrull finished. "We destroy Ponyville, we destroy this world's beacon of hope."

"Much like me and my team did on Earth, when we annihilated New York City, home of The Avengers," Ultron said.

"Well, let's get started on this then," Adagio said. "I'm eager to settle this."

"As am I," Wesker said. "Let's hurry, we must do all we can before the heroes arrive. Break their spirits before they have a chance to fight."

"Break them how?" Venom asked.

"You'll figure something out, let's go," Wesker said, with all the villains heading into town.

Venom seemed unsure about this, the anti-hero turning his attention to the nearby Sonata. "Hey, what's he even up to?"

"Weren't you listening? We have to destroy Ponyville," Sonata explained.

"Yeah, that we get, but what about the ponies in town?" Venom asked. "Are we actually expected to hurt them?"

"I guess," Sonata said.

"Doesn't this feel strange?" Venom asked. "The Griffons we understood, they were a greedy bunch and needed to be taught a lesson, but the ponies here-"

"Are cruel too," Sonata said. "They mistreated Cozy Glow after all, and even Martin Li said he didn't have too much trouble bringing out their negativity. Don't underestimate or pity them just because they're cute. They're just as menacing."

"We're not the type to call ponies 'cute', or anything for that matter," Venom said. "But so long as these ponies truly are corrupt, then we suppose that justice should be dished out."

"Sonata, hurry up!" Cozy warned. "You'll make Victor and Albert mad if you take too long."

"Right, I don't want to tick either of them off," Sonata said, then turned to Venom. "Come on, let's get this done."

"Yeah, of course," Venom said, following Sonata into town.

Many of the Ponyville citizens looked on in worry, not sure what to expect from the sudden appearance of the portal off in the distance.

"What's going on?" Lily Valley asked.

"Are we in danger again?" Caramel asked.

"Is it the villains!?" Cherry Berry asked.

Twilight made her way through town, past the nervous ponies, concerned about what was to come. "Are they...?"

"Twilight!" Came Apple Bloom's voice as she ran over with Big Macintosh. "We just saw that portal from the farm and got here as fast as we could!"

"Trouble ah take it?" Big Macintosh asked.

"Looks like it," Twilight said.

Also coming through were the trio of Mary Jane, Harry and Flash, all three looking just as curious by what was happening.

"I got a really bad feeling about this," Flash said.

"Judging by everyone's reactions, I'd say they share the same sentiment," Mary Jane said.

It wasn't long before the villains started to appear, Doom and Wesker leading the charge as a few marched beside them, many behind and some flying above.

The citizens became frightened by the sight of these oncoming villains, unsure of what to do or how to handle this. All they knew was these villains were definitely not playing games, and they were ready to fight.

Lyra, Derpy, Vinyl and Octavia were front and center, ready to fend off the villains the best they could.

Doom ordered a halt, taking a second to progress on his own toward the crowd of ponies.

"Don't you take another step!" Lyra warned, keeping her horn aimed.

Doom merely blasted her aside, not hard enough to really hurt but strong enough to send a stern warning.

"Lyra!" Octavia ran to check on her injured friend. She glared a hole through Doom, "You despicable fiend!"

Doom paid Octavia no mind, focused solely on the crowd. "Where is Princess Twilight?"

The mare wasted no time making her way front and center, "Looking for me?"

"Twilight Sparkle?" Doom asked, glancing at the Princess. "Yes, I vaguely remember you. Last time we met, you had taken a human form, doing battle against The Scarlet Witch. We had not been properly introduced, have we?"

"No, but I know a lot about you," Twilight said. "Victor Von Doom, you and Reed Richards were friends in college, until an accident drove you two apart. Since then you've dedicated your life to two things. World Domination, and your petty revenge on Reed and his family."

"Petty you say?" Doom asked. "You are in no position to talk about petty. None of your ponies are in any position to discuss such a thing."

"Spare me your moral lectures, just tell me what you want," Twilight said.

"What we want is simple," Doom said. "Control over your world."

"And why should I allow that?" Twilight asked.

"It is a decent starting point for my grand plans," Doom said. "This world has plenty of good magic and resources to mount a base before sending my allies across the multiverse, and conquering each world they encounter. From there we can create a Grand Utopia under each of our visions, ensuring the progress of all life, human or otherwise."

"So basically, generic villain stuff, is that right?" Twilight asked.

"You have quite the mouth on you," Doom said. "I imagine you picked that up from your husband."

"A quip or two may have rubbed off on me," Twilight proudly said. "What can I say? I'm like a sponge, I absorb all types of information and culture, including my husband's."

"And much like your husband..." Wesker said, stepping forward. "You're too naive to understand our vision. We merely want to improve on the imperfections of all mortal life."

"And you intend to do so by destroying homes?" Twilight asked.

"Think of it as a construction project," Wesker said. "Sometimes you have to knock the old buildings down before you can set up new ones. The new buildings are more often than not, superior to the old ones. Some may perish, but it's a small price to pay for a better world."

"Small?" Twilight asked in disbelief. "You haven't changed one bit, have you Wesker? No life is small, every action you take, you are causing irreparable damage! How little do lives mean to you for such an asinine statement to fly out of that mouth of yours!?"

"I don't expect you to understand," Wesker said.

"Because there is nothing to understand!" Twilight shouted. "None of you are doing this for the betterment of anyone! I don't see anyone here who genuinely wants to fix or improve anything! All I see are a bunch of sadistic megalomaniacs who first and foremost, just want to see people suffer to satisfy their own sick pleasures! Then you have the nerve to disguise your acts of cruelty as a form of justice or whatever other nonsense you can come up with! The only improvement this or any world needs, is to be rid of the likes of you!"

Twilight's words had the villains momentarily speechless as many of the ponies were amazed by her courage and tenacity.

"Whoa, go Twilight," Apple Bloom said.

"Peter sure found himself one hell of a woman," Flash said.

Doom was very displeased by the words Twilight directed at him, "You dare to speak to me in such a manner?"

"Yes, Victor, I do!" Twilight shouted.

In an instant, Doom blasted Twilight through the crowd, startling everyone present. "Repulsive."

Twilight immediately stood up, dusting herself off, "You'll have to do better than that!"

"Gladly," Wesker said, having appeared beside her and kicked the mare through a house.

"Twilight!" Apple Bloom charged at Wesker. "You varmint! Time fer some-"

Wesker backhoofed Apple Bloom away, knocking the girl toward the other villains, one in particular standing over her.

"Hey, I remember you, one of Sweetie Belle's friends," Shocker said. "And you're finally all grown-"

Apple Bloom hit Shocker with an uppercut, knocking him back. "That's fer what you did to Ponyville five years ago with your sick buddy, Vega!"

"Aw, you know Vega then?" Juri taunted, then kicked Apple Bloom aside. "Guess he had quite an impact with you fillies."

"We gotta help!" Derpy said.

"Of course!" Octavia agreed, helping Lyra up. "Show no fear!"

Big Macintosh readied to charge, with Vinyl by his side, readying some magic.

"Let's kick some flank!" Vinyl said as this group of concerned citizens went for the attack.

Meanwhile Twilight pulled herself out of the house, then came face to face with The Green Goblin. "Hey, remember me? You stabbed me through the chest!"

"And somehow you're still alive," Twilight said, readying her magic. "This time-"

Goblin attempted to ambush Twilight by setting off grenades right in front of her, but the mare was quick to block with her magic.

"You wish," Twilight said, then blasted Goblin back. "I'm not nice like my husband, I will personally vaporize you!"

"Golly, that's so not like you Twilight," Cozy Glow said, trotting over with The Dazzlings. "Guess you were just a fraud after all!"

"Cozy Glow?" Twilight asked in disbelief.

"We have a score to settle with ponykind," Adagio said. "And what better way is there to start by annihilating one of its Princesses?"

Twilight looked ready for a fight, then heard her name called. "Twilight!" She looked to see Tender Taps running toward her. "Don't worry, I'm coming!"

"Tender Taps! Stay back!" Twilight warned.

"Oh hey, it's the tap-dancing pony," Cozy Glow said. "He's pretty harmless."

"He's also in our way," Adagio said, running in to tackle Tender Taps to the ground.

"No! Tender Taps!" Twilight went to help but Sonata stood in her way. "Move!"

"No way, you're answering for what you did to Cozy Glow!" Sonata said.

"I didn't do anything, she made her choice!" Twilight said.

"Oh, so you just gave up on a kid, is that it?" Sonata asked.

"I...no, that's not what I'm saying!" Twilight insisted.

"As Princess of Friendship, it's your job to help others," Sonata said. "You helped Nightmare Moon when she needed it, you gave a second chance to Starlight Glimmer and Lightning Dust, you offered Friendship to Chrysalis, and you made peace with the Capcom Warriors. Yet Cozy Glow, an actual child, was too where you drew the line?"

"I..." Twilight glanced at Cozy Glow, thoughts rushing through her head. "I'm sorry, I just didn't-"

"Kind of late for apologies at this point!" Sonata said. "It's just like you ponies to willingly cast aside anyone who just doesn't fit in your society!"

"Nothing new for anyone," Electro said, flying over. "Humans, ponies, you're all the same. So full of judgment to those who don't belong."

"How disgraceful," Came the voice of Poison as she walked over. "People like us are always cast aside, and when we start a new family, we just become a typical gang. That's all we're seen as."

"I hope you all realize that by acting this way, you're just proving everyone's worries about you correct," Twilight said.

"Hey, if society wants to deem us villains, then we'll just play our role," Electro said as Prowler, Martin Li and Team Yagami appeared beside him. "They're just getting exactly what they wished for."

"Think you can handle all of us alone?" Aria asked, then gestured to some of the other Ponyville citizens. "Or fall like them?"

Derpy had taken a strong punch from Ultron that sent her through a window. Octavia had been whacked by Tron's Gustaff. Vinyl was hit with an uppercut by Kazuya. Lyra was knocked away by Annihilus. Big Macintosh took a powerful punch from Super Skrull. Lastly, Apple Bloom was whacked by the hilt of Vergil's sword.

"Looks like you're on your own," Prowler said.

Twilight smirked in satisfaction, "That's what you think." Twilight sent out a magical flare that exploded in a giant X.

Within seconds, Cyclops had shown up, blasting each of the villains with his optic blasts, the man joined shortly afterward by Storm, Rogue, Beast and Jean, each of them ready to fight.

"The X-Men!?" Electro shouted in disbelief.

"Ugh, not more of them," Cozy Glow said.

"Did you honestly believe I wouldn't be more prepared?" Twilight asked. "The X-Men have been very kind in helping me with my school, until it shut down, thanks in part to a naughty filly and an imposter from Manehattan."

"Can you honestly call your school a success? Given how uncouth the ponies were?" Martin Li pointed out.

"Regardless, I have many friends who are willing to help me," Twilight said. "Surely some of you have seen more of the X-Men, especially judging by Cozy Glow's reaction."

"Guess we should have expected more," Adagio said. "No matter, destroy them!"

"Twilight, we'll take it from here," Cyclops reassured.

"You look hurt, you should rest," Storm prepared her powers. "Let us handle it from here."

"I can't just sit back and let you fight for me," Twilight said.

"I think you should make better use of your powers for now," Beast suggested.

"Maybe see if there's a few more friends willing to help out," Rogue pointed out. "Or a loving husband who wants to keep you safe."

"Right..." Twilight said. "Alright, I'll go and handle that."

"Hey don't run off yet," Adagio said, running toward Twilight. "We're still having fun!"

Beast leapt in with a kick that knocked Adagio back, the man landing nearby, but nearly off balance, "Something about being in this form really takes some getting used to."

"Take them out!" Electro fired some electricity at the group, each of them scattering and preparing to fight back.

Cyclops himself blasted Electro and then found himself engaged in a melee against Prowler, the two doing their best to outmaneuver one another.

"Try blasting me from this short range!" Prowler taunted, going for a punch that Cyclops ducked, allowing him to hit an uppercut.

"Don't need to," Cyclops said, continuing his fight against Prowler.

Wesker took note of the situation, seeing the few X-Men present and fighting. "Doctor Doom. We have guests."

Doom also spotted the X-Men, "I suppose it's hardly a surprise that Twilight Sparkle made a few preparations, not that it matters, our power is greater."

"And our genius is triumphant!" Eggman said, pressing a button as his Egg Mobile readied rockets. "Take this!"

Eggman fired some rockets at the X-Men, as Cyclops quickly blasted them from the air. Storm took the opportunity to strike Eggman's pod with lightning, though the material was sturdy enough to withstand it.

"That one might be trouble," Eggman said.

"Not for me," Doom flew at Storm, sending Arcane blasts at the woman as she countered with some ice blasts.

"You are no match for my power, Doom!" Storm declared, sending lightning strikes at him.

"You live in a delusion!" Doom blasted Storm, continuing his offense against his foe.

Meanwhile Twilight had tried sneaking off, but as she tried to summon for help, she was stopped by Sonata. "Hold it!"

"You again?" Twilight readied her magic. "I'll move you by force if I have to!"

"Just try it," Sonata said, charging in to attack, with Twilight using her magic to hold the Siren back.

"Yeah! Get her Sonata!" Cozy Glow cheered, unaware that Gallus was sneaking up on her.

"This time, I'll make sure to stop you," Gallus said.

His sneak attack was noticed by Sonata, the mare growing worried. "Cozy! Watch out!"

Cozy turned to see Gallus attempting to grab her, but she was quick to avoid the Griffon.

Sonata broke away from Twilight, giving the mare enough time to leave and prepare her spell.

Gallus tried going for Cozy Glow again, but he took a kick to his eye from the filly, stunning him as Sonata charged in and used a Sonic scream right near Gallus's head, loud enough to hurt his ears to the point he began bleeding out of them.

"I warned you what would happen if I saw you again!" Sonata punched Gallus to the ground. She then stood over and pressed her hooves against his neck, the Griffon struggling to breathe. "I'm going to crush your neck for this!"

Gallus struggled to escape the wrath of the siren, desperately trying to claw at her, to at least pull himself away as Sonata pressed harder, readying another Sonic blast to finish the job.

Fortunately Yona had spotted the situation, "Gallus!" She ran in and tackled Sonata away. "That's for hurting Yona's friend!"

Finally free, Gallus quickly took a breath, coughing a bit from the pain but relieved it was over. He looked to the side to see Sandbar heading his way as well.

"Hey, Gallus, you alright bro?" Sandbar asked.

Despite his ears still ringing Gallus heard enough and nodded his head in reassurance, "Yeah, thanks to Yona."

"Dude what were you even doing!?" Sandbar asked.

"I was hoping to take Cozy Glow hostage and use it as leverage against the villains," Gallus said. "That plan failed obviously."

"Cozy Glow..." Sandbar turned to the filly, who was now glaring intensely at him. "Seeing you here is too heartbreaking to believe."

"Don't you talk to me about heartbreak, you stomped all over mine with no remorse!" Cozy Glow said.

"Got that right," Sonata said, standing back up. "That's why I made it a personal vow to not let anything happen to Cozy Glow again."

"Why do you care so much about her?" Gallus asked.

"Someone has to, she's a poor little orphan with no home and no family," Sonata said. "Me, Aria and Adagio are like her older sisters now, along with our other friends. Friends like Shocker, Electro, Mysterio and Mr. Negative."

"She had a family, us," Sandbar said. "But she took it for granted."

"The only one taken for granted was her!" Sonata shouted, gesturing to the still angry filly. "None of you cared about her. She only felt true friendship from Ocellus, and you Sandbar. With you, she even felt more. She loved you, then you betrayed her love when you went with Ocellus, her best friend. She's suffered nothing but betrayal, and it needs to end!"

"She's just ungrateful," Gallus said. "She never belonged with us; you can take her for all I care. Freaks belong together."

Sonata's eyes widened in fury, "Freaks!? Oh, I'm definitely taking you down!"

"Bring it," Gallus said, unaware of a Pumpkin Bomb dropping nearby. "There's nothing-"

"Watch out!" Yona shielded Gallus and Sandbar as the three went flying. While Gallus and Sandbar were mostly fine, Yona was very hurt, much to the concern of her friends.

"Yona!" Sandbar checked her injuries, and sure enough he found some charred hair and some blood. "Oh no..."

"Get her out of here, I gotta keep an eye on things," Gallus said, glaring at The Goblin.

"Enough with the pointless drama," Goblin said, flying from above on his glider. "Just destroy the town already!"

"Hey, I can stand to destroy a few personal enemies," Sonata said. "Just like you take your time with Spider-Man, I take my time with...wait what was that bird's name again?"

"Gallus," Cozy Glow said.

"Yeah, what she said," Sonata replied.

Goblin shook his head in irritation. "Kids these days."

"Dad!?" Came Harry's voice, this getting Goblin's attention.

"My son?" Norman asked in a mix of relief and concern.

"Can it Norman," Goblin said, then focused on Harry. "Well, isn't this a nice surprise! Harry, good to see you again my boy!"

"Dad, what are you doing!?" Harry shouted. "Why are you attacking innocent ponies!?"

"It's an adult thing Harry, you wouldn't understand yet," Goblin said.

"Dad, what you're doing is cruel!" Harry scolded. "You're hurting innocent ponies! Just like all the innocent people you hurt on Earth! The innocent people that you've killed!"

"Including Gwen Stacy!" Mary Jane said, getting Goblin's attention as well.

"Well, well, if it isn't Mary Jane Watson," Goblin taunted. "Last I heard, you married my dear boy. Shame I never got an invite to that wedding. But my son has always been an inconsiderate one."

"You're in no position to talk!" Mary Jane said.

"Dad, this isn't you!" Harry said. "I know you're in there! Fight it!"

"Harry!" Norman called in vain.

"Norman's on a permanent vacation," Goblin said. "But don't worry, I can be your new daddy! In fact, why stand against me? When you can join me."

"He would never do a thing like that!" Mary Jane shouted.

"Quiet down missy, this is a family matter," Goblin focused his attention on Harry. "Well son?"

"...You are no father of mine, Green Goblin!" Harry shouted. "You're a disgrace."

Goblin furrowed his brow in disappointment, "Then you're useless to me!"

He threw some Pumpkin Bombs at the two, but they were immediately webbed away, courtesy of Peter, the hero having finally come home, thanks to a Portal that Twilight just made.

"Green Goblin!" Peter shouted.

"Ah, back so soon Peter?" Goblin taunted. "You have always been a glutton for punishment."

Peter's arrival caught the attention of all the other villains. Electro, Shocker, Mysterio and Martin Li stopped their fights to glare at their rival.

"Spider-Man," Shocker said.

"Finally showed up, huh?" Electro said.

Venom leapt near the spider, glaring right at the man who in his mind, endangered innocent. Right beside him was The Prowler, who had run-ins of his own with his variation of Peter, even if that Spider-Man was not his main foe.

Doc Ock walked over on his tentacles, sinisterly smiling at the newly arrived hero. "Hello Peter."

Doom, Super Skrull and Annihilus stepped in close as well, the former of the trio being the most curious by Peter's arrival, knowing just how much of a threat he was deemed.

Eggman and Wily glanced from the air, satisfied to finally see Peter, and to understand the praise that came with his name.

Chrysalis furrowed her brow at Peter, still resentful of him for the day his proposed Treaty Signing resulted in an ambush that nearly took her life.

The Dazzlings were curious by Peter's arrival, with Cozy Glow glaring right at the hero she herself once had some admiration toward.

Bison flew over, joined by Vergil and Tron, all three slightly satisfied to see Peter again after so long, knowing they can get back at him for the trouble he's caused them.

Wesker was the most elated, sinisterly approaching the hero who thwarted him five years prior. "What a nice surprise."

The other heroes stepped through the portal, Twilight keeping count, "Luke, Matt, Jess, Dwayne...where's Danny?"

Luke shook his head in sadness, "He won't be coming back."

Twilight's heart began to ache, "No..." Tears formed in the mare's eyes, feeling as though she sent a hero to his death. "I'm so sorry."

"It ain't your fault, he knew the risks," Luke said. "We all went in, ready to fight to the end."

"The only one who will feel regret, is The Green Goblin," Matt said. "We'll watch over Peter."

"I'll see if I can get the others," Twilight said, still feeling teary eyed. "I hope to Celestia they survived."

Peter took note of all the villains, amazed that so many came to one town. Truthfully, he was nervous about the situation, but that would not deter him from doing anything he could to protect Ponyville.

"So, Wesker really is back. And of course he had to team with The Green Goblin," Peter mentally noted. "I see Shocker, Electro, Mr. Negative, and Mysterio. I also see The Prowler, though I know he's not from my world, nor is he a variation of Hobie Brown." He continued to look around. "More Capcom baddies. I see Bison, guess he survived too. Vergil and Tron Bonne are here. I see that they brought Super Skrull as well. Chrysalis is also among them." There were a few that Peter did not recognize. "I'm not sure who that guy in the red coat and goofy mustache is. Or that old guy with white hair that's right beside him. I also see some martial arts looking dude, and some weird trio. A guy with two ladies, lucky punk. I see another lady with a creepy glowing eye. Ultron's here, and so is some other robot, looks like trouble," He took note of some other familiar faces. "Crap, they got Akuma too, doesn't look like he's fighting much, guess he has no one worth challenging. And I see Eddie as well, along with Doc Ock. Wow, so Octavius is alive after all, no villain stays dead. Then, there's Cozy Glow, she's with those Sirens. So many villains, it's going to be hard to fight them all."

"Are you done taking in the sights, Peter?" Wesker asked.

"Yeah, seems like quite the party you got here," Peter said. "Talk about a grand return."

"You proved to be more challenging than I would have liked, so I had to take some precautions," Wesker said. "Fortunately, I ran into some people who just don't like you."

"So you contacted my old foes and some other creeps?" Peter asked.

"Actually, I initially had no intention to work with The Green Goblin," Wesker said.

"Yeah, we actually fought over who gets to fight you," Goblin said. "Then a good friend showed up and boom, the Magic of Friendship brought us all together."

"Don't even try that crap on me," Peter warned. "Look, whatever issues you have with me, that's fine. But try to leave everyone out of this."

"Sorry, but that's out of the question," Goblin said. "This town will die with you."

"Oh come on!" Gallus said. "If all you want is Peter, then take him! Leave us out of it!"

"Wow..." Peter commented.

Lyra glared at the Griffon, "Even now he's an ungrateful little turd."

"He's right, just take Spider-Mane!" Berry Bliss said.

"None of us wanted him, anyway!" Lucky Clover said.

"He's just a menace!" Strawberry Scoop said.

"Wow...a menace," Peter said. "It's like Jameson's Legacy lives on."

Cyclops shook his head in disbelief, "This is ridiculous."

"Honestly, how could anyone not like Spider-Man?" Rogue said. "He's such a sweetheart."

"Magneto wasn't too far off about ponies then, they're no different than humans," Jean said.

"Let us not be hasty," Storm said. "The words of the few do not define the many."

Matt felt just as unhappy, hearing his friend getting insulted did not settle well for him. "Even here...just like with The Daily Bugle."

"Spider-Man just can't catch a break," Luke said. "He busts his ass trying to please everyone, and then he gets this crap."

"Well that's just life for Peter," Jones said. "It's life for all of us."

Many in the crowd continued to rally against Peter, to the surprise of some of the villains present.

"My, I certainly didn't expect this," Wesker said. "Seems not everyone likes you very much, Peter."

"Comes with the territory," Peter said.

"Get real, man," Electro said. "It's always been like this. You do so much and people turn against you. Guys like us, we don't take that shit. If the world wants to treat us like garbage, I say we give the world what they want, and make them regret their choices!"

"You deserve better than this," Wesker said. "My offer for you to join still stands. It would be much more beneficial for you to be our ally than our enemy."

"No way, I couldn't do that to my friends or family," Peter said.

"Bring them along," Wesker said.

"We'd be happy to have your family on board," Doc Ock said.

"Or get a new family," Juri said, seductively eyeing Peter. "I'm single, and you're kind of cute. I really love spiders too. In fact my old codename as an agent used to be 'Spider'."

"Uh, yeah, I'll pass," Peter said. "Look, regardless of what ponies are saying, as a hero, and a knight, it's my duty to protect them!"

"Is this really a hero thing, Spider-Man?" Venom asked. "Or are you doing this for attention?"

"What are you talking about, Eddie?" Peter asked.

"You act selfless and righteous, but in the end, that's all an act," Venom said. "Deep down, you just want to be liked by people. You're not in this for the right thing, you just want glory, you want people to tell you that you did a great job. Hell we still remember how often you used to take pictures of yourself to sell to the Daily Bugle. Selling out your name for a quick buck!"

"I can't say I'm proud to have done that," Peter said.

"You shouldn't be!" Venom said. "You've been lying pretty much your whole life, you bring all this drama onto you and even though you seem to take it in stride, we know it got to you. But you do this to yourself. All the friends you don't have, it's because you're a jerk, then you wonder why no one liked you. The Daily Bugle dragging your name through the mud? You were the one who supplied them with the pictures to help do so, then complain later. You love the drama, because it lets you feel like a hero when you rise above it, all while making anyone you can look bad in the process. These ponies are jerks for acting like they do, but you're even worse, and honestly, you allow it to happen just to make them look worse and yourself look better."

"...I'm confused, are you on my side, or not?" Gallus said.

"Shut up, loser," Venom said. "You're just like Peter Parker, a whiner who thinks he's better than he is."

"H-hey! I'm nothing like Peter!" Gallus shouted.

"Yeah, you aren't," Cyclops said. "Peter fights like a man, you whine like a boy."

"Hey, watch it One-Eye!" Gallus warned.

"One-Eye? Wow," Rogue said. "You must be fun at parties."

"Hey, this isn't about me! It's about Peter!" Gallus shouted, gesturing to the hero. "He's the one who's putting us all in danger! My friend Yona is badly hurt because of some villains that came here for him! How is that fair!?"

"Someone shut him up," Vergil said.

"Gladly," Wesker pulled out his gun and fired at Gallus. Fortunately Peter was quick to shield Gallus and take the bullet instead.

"Gah! That stings," Peter said, this moment taking Gallus by surprise.

"Oh my, you actually saved his life," Wesker said. "I'm impressed."

"I told you, I'm not letting anyone die!" Peter said.

"It is not wise to make promises you cannot live up to," Wesker said, aiming his gun at a nearby Wallflower Blush. "Can you save her?"

"AH!" Wallflower shrieked. Fortunately Peter rushed in front of her and took another bullet. "P-Peter!?"

"Are you hurt?" Peter asked.

"I'm fine...geez the one time I get noticed and that happens?" Wallflower asked in disbelief. "Thanks though, I owe you."

"You don't owe me anything," Peter turned to face Wesker. "Like I said-"

Suddenly Wesker appeared beside Peter and hit him with an uppercut that stumbled him back, just as Electro blasted him through a building.

"Peter!" Matt rushed in to attack Wesker, trying to land a blow, but he took a punch to the stomach and got whacked out of the way.

Luke ran to attack too but Shocker blasted him from his position, allowing Venom a chance to dash in and claw him away.

"Attack!" Cyclops fired his optic blasts yet again as the heroes went to assist.

"Dormammu, begin the next phase," Doom ordered.

"Gladly," Dormammu began opening some portals, allowing different creatures to emerge.

Beasts from the Negative Zone to assist Annihilus, Skrulls that were waiting on Super Skrull's ship, Manjini that Wesker created, demons that Vergil manipulated into joining, various Wily robots, along with many of Eggman's Badniks, Chrysalis's changelings, Ultron's drones, Sigma's mavericks, Doom's Doom-Bots, members of the Mad Gear Gang along with Shadoloo and S.I.N. soldiers.

Chaos had erupted in Ponyville as all the henchmen began to attack, immediately destroying various homes and attacking innocent ponies.

"You gotta be kidding me!" Luke shouted. "Quick! Take those creeps down!"

"Already on it!" Rogue said, flying in to attack.

Peter recovered from his sucker punch, coming into visual contact with all the destruction that was happening before his eyes. "No..." Visions of the destroyed future started to plague his mind, along with visions of his friends dying.

His nightmares began to flash as well, the fear of his friends and family dying fully prompting Peter into action. "NO!"

Peter took down several different creatures, blitzing around and making short work of all those he came into contact with. However, Doom appeared behind Peter and blasted him, sending him flying across the field.

Peter stood back up, then blocked a strike from Iori, and attempted to strike back but Kazuya leapt in and kicked Peter to the ground.

Juri took the time to rush in and use her Tae-Kwon-Doe powered kicks to land a few hard blows on Peter, stunning him long enough to allow Tron to punch him with her Gustaff.

Peter skidded across the ground, standing up and immediately having to dodge a sword slash from Vergil, quickly kicking the half-demon away and then narrowly avoiding and countering The Prowler.

Eggman fired some laser blasts at Peter, the hero quickly dodging out of the way and then blocking a Naginata strike from Martin Li.

"Geez, it's like you all rehearsed or something!" Peter kicked Martin away, but was grabbed by Doc Ock, who slammed Peter a few times with his robotic limbs and then threw Peter back into the center of the fight.

Super Skrull went to attack but Peter bound him with an Impact Web, then punched the villainous alien through a wall.

Chrysalis went to strike, Peter quickly blocking and trying to plead with the former Queen, "Chrysalis, don't do this! It's not worth it!"

"You won't trick me this time!" Chrysalis blasted Peter back, to which the Sirens triple teamed Peter with a sonic blast, causing discomfort for the hero as Goblin flew in with a few bombs thrown right at the hero, sending him flying.

Mayday watched in terror from her balcony, "DADDY!"

Franklin and Aunt May could see this too, the latter feeling worried for her nephew, "Oh my...'

"Frankie, can't you do anything?" Mayday asked.

"Me?" Franklin asked.

"Yeah, you have powers, use them!" Mayday said.

"But...my parents told me they're too dangerous to use," Franklin said. "I can't just-"

"My daddy's in danger!" Mayday shouted. "A good boyfriend protects his girlfriend's family!"

"Mayday, enough!" Aunt May scolded.

"Daddy's being hurt! Someone has to save him!" Mayday said.

"My dad will! Look!" Franklin said, gesturing to the recently arriving Mr. Fantastic, joined by the rest of the Fantastic Four, along with Rainbow Dash.

"Whoa!" Rainbow Dash said. "What's going on!?"

"Looks like our foes weren't quite done!" Reed said. "Come on!"

Doom took note of the recent arrivals, a sinister glee filling his heart," Richards!" The Latverian Ruler charged up a lot of power and sent a massive blast toward The Fantastic Four, scattering them across the area.

Doom flew down to continue his assault as Rainbow Dash flew at him, "I won't let you-"

"Begone!" Doom blasted Rainbow Dash out of the way as he flew toward his rival. "Richards!"

"Victor!" Reed pleaded. "Listen, you don't need to do this. This isn't you!"

"What do you know of me!?" Doom blasted Reed, sending him flying. "The man you knew is not the same as he once was. I have reached better enlightenment."

"Enlighten this!" Ben grabbed a cart and threw it at Doom, the man blasting it and then blasting Ben.

"Foolish move, Grimm," Doom scolded.

"Yo Victor!" Johnny called.

"...Everyone is irritatingly casual with me today," Doom focused on Johnny. "Do you honestly believe you can defeat me?"

"Dude, I know I can," Johnny said, flying in to attack, Doom fending him off.

"None of you are a match for DOOM!" the villain sent out a shockwave to knock Johnny away as he prepared his assault once again. "Osborn and Wesker may have Spider-Man. My business is with Richards, and I will end it today!"

Franklin watched in terror from the balcony, the boy feeling very apprehensive all of a sudden. Mayday took note of what was happening, quickly comforting the boy she loved. "Frankie? What's wrong?"

"Uh...nothing," Franklin tried to hide his fears for Mayday's sake. "I'm just happy my parents are here."

Mayday took the boy by his hoof, still wanting to comfort him, "Sorry I got mad at you just now."

"You're just worried, it's understandable," Franklin said. "I'm worried about your dad, but I think he'd feel better if you were safe. So I'm going to keep you safe."

"I'll keep you safe too," Mayday said, then kissed Franklin on the cheek. "Hopefully this will be over soon."

"Yeah, hopefully," Franklin said.

More portals had opened, his time in the heroes' favor as Twilight had resummoned heroes from across Equestria and beyond to take part in the fight.

"Villains attacking...please hurry," Twilight said, falling over in exhaustion.

"Twilight!" Applejack checked on her friend. "Hey, hang in there now."

"You stay with her," Remy said, readying his staff. "I got a town to save!"

"Rarity, you stay too," Bobby said. "Keep Twilight safe."

"I will," Rarity said.

"Let's kick some asses!" Laura declared as all the heroes ran for it.

Rumble had stumbled out of his portal too, barely able to move, "My wing..."

"Rumble!" Silverstream checked on her friend. "Rumble, listen, you need to go somewhere safe!"

"I can't do that! The town's in danger," Rumble said. "A good leader doesn't abandon his team!"

"A good leader also needs to trust his team," Silverstream said. "You're hurt, you can't fight, stay where it's safe!"

Rumble shook his head, "No, I gotta-"

"Enough!" Silverstream slapped Rumble, taking the boy by surprise, even more when he saw tears in her eyes. "I just lost my father, I'm not losing my best friend too!"

"Silver..." Rumble felt sympathy for the girl, in spite of her anger, he could see her fear and did not want to add more to it. "Please come back safe."

"I will," Silverstream promised, rubbing Rumble's head before flying off.

Sweetie Belle passed by Rumble, the girl slightly irritated herself, "You shouldn't have come. I know you care about your team but we care about you too. Plus, you have a family to think about."

"I know..." Rumble said.

"Plus...I really admire you," Sweetie Belle said, a blush forming on her face. "I don't want to see you getting hurt either. There's no shame in staying on the sidelines if you can't fight, better than foolishly dying for the sake of your pride."

"I guess..." Rumble said.

Sweetie Belle heard an explosion, worrying her a bit. "Talk to you later, stay close to Twilight!"

The girl ran off, leaving Rumble sitting down and ashamed, "So much for regaining my honor." He looked to his damaged wing, still feeling angry. "I gotta figure out a way to heal fast."

As Cyclops and Jean fought away some henchmen, they were joined by Logan, Remy and Bobby.

"Hey, how's it going mes amis?" Remy asked.

"Gambit, you're here," Cyclops said. "I see you brought Wolverine and Iceman too."

"Dude, I know you're the leader of the X-Men, but you don't need to be so formal all the time," Bobby said.

"At least he stopped simply referring to you as 'Drake'," Logan said.

"Doctor Doom and his team just summoned some underlings, we need to fight them off before we get to the ones in charge," Jean said.

"Way ahead of you," Logan said, unsheathing his claws.

A robot tried to attack the group, but Rogue was quick to kick it away, "Nasty little thing."

"Rogue, it's been a while," Remy greeted.

"Oh hey Remy, when did you get back?" Rogue asked.

"Just now, Twilight summoned me," Remy said, then used his card to whack a monster back. "Just in time too."

"That's an understatement," Cyclops said.

"Remy!" Apple Bloom called, running over to the card user.

"Apple Bloom, what are you doing here!?" Remy asked. "You supposed to be home where it's safe!"

"Ah couldn't stay back! Especially with mah friends in danger!" Apple Bloom said. "Granny Smith and Cheerilee are watching over the youngins, but ah gotta do mah part too!"

"You need to go," Remy turned to Rogue. "Mind taking my wife's sister home?"

"Ah ain't going home!" Apple Bloom said. "You think I'll be able to rest easy knowing that mah brothers are fighting for their lives?"

"Brothers?" Remy asked. "Please tell me you just mean me and Peter."

"Big Macintosh is fighting too," Apple Bloom said.

Remy signed in worry, "Dang it, I do what I do to keep y'all safe!"

"Well who's going to keep you safe!?" Apple Bloom asked. "Apples stick together, you knew that when you married mah sister! Now I'm fighting too, and you ain't gonna tell me 'no'!"

Rogue chuckled to herself, "Wow Remy, that's one stubborn sister-in-law you got there."

"Tell me about it," Remy said. "Alright, you can fight Apple Bloom. Just stay close to me."

"I'll help you keep her safe," Rogue said. "Come on, let's send these creeps packing."

The X-Men along with Apple Bloom went back on the offensive, hoping to dwindle the enemy's forces.

Off in Canterlot, in the midst of a battlefield where the remaining Pillars laid injured, alongside Celestia, Goku Black felt shifts in power, the God looking to the distance. "Well now."

"What is it?" Zamasu asked.

"Seems as though things have gotten exciting in that other town," Black said. He turned his full attention to Zamasu. "What say we go and grace the locals there with our presence?"

"Sounds brilliant," Zamasu said. "Let us be on our way."

Meanwhile in Asgard, Thor had just been blasted by the combined magic of Loki, Tempest and Sephiroth, the King down and injured, but not willing to give up.

"Stubborn to the end, huh brother?" Loki asked. Suddenly Vomi appeared beside him, getting his attention. "What is it?"

"I just contacted Tirek, the plan is in motion," Vomi explained. "We must venture to Ponyville with Alastor. Shredder will be waiting there as well."

"Shredder? That's new," Seifer said.

"He is an ally I met when I attacked the Capcom Warriors," Loki said. "He is quite valuable."

"Sounds like a pitiful name though," Kefka said.

"Oh shut up," Seifer scolded.

"Let's hurry," Vomi said.

"What about Thor?" Tempest asked, gesturing to Thor.

Vomi glanced at Thor and blasted a hole through him, finally bringing him down. "What about him?"

"...That was my kill," Loki said.

"Then you shouldn't have taken your sweet time, it's a pet peeve I've noticed even in my own world," Vomi said, gesturing them through a portal. "Let's go."

"What about Lady Sif?" Seifer asked.

"If you don't want to share Thor's fate, then get moving!" Vomi instructed, everyone reluctantly following as the woman went through a portal.

Unknown to them, while Thor seemed to be dead, his fingers began to twitch. The God was not quite ready to surrender his life.

Back in Ponyville, the heroes continued fighting hard against the villains, doing their best to dwindle the numbers, but it proved to be more challenging than they hoped.

"How many freaking henchmen do these people have!?" Johnny asked, blasting them with fire.

"Probably a lot, but that's why we have to keep fighting!" Jubilee said.

Tony blasted a few, seemingly satisfied with his work, "Kind of missed this."

"We missed you too," the nearby Sugar Belle said, blasting enemies with magic. "It's good to have you back, sir."

"Good to be back," Tony said, blasting some more.

Gwen had returned as well, spotting The Green Goblin nearby. "There's the bastard who killed that version of me."

"You mean him?" Miles asked, landing beside her.

"Time for some payback," Gwen swung over, pulling her mask off. "Hey! Green Goblin! Do you remember me!?"

Goblin turned to face Gwen, momentarily confused before her face rang a bell. "Wait a minute..."

Gwen landed on the glider and punched Goblin hard. "That was for hurting Peter!" She punched him again, "That's for terrorizing innocents!" She punched once more, even harder. "And that was for killing the other me!"

"I'm about to kill two of you!" Goblin tried attacking with a razor blade on his wrist, but Gwen blocked the strike. He still managed to kick her off the Glider.

"Hey you!" Miles swung in and tackled Goblin off the Glider, the two falling into the crowd, getting lost in the mix of things.

Meanwhile Sweetie Belle fought away some monsters, then found herself confronted by Venom, both curiously glancing at each other.

"So, a piece of us did land on you," Venom said.

"At least I'm using my symbiote for good," Sweetie Belle said. "You're just being a bully."

"Someone's naive," Venom said. "If we're Venom, what does that make you?"

"Your antidote, Serum," Sweetie Belle said.

"How corny, Spider-Man definitely rubbed off on you," Venom said.

"Yeah, he did," Sweetie Belle said. "There's no hero I admire more than Peter Parker."

"How foolish!" Venom and Sweetie Belle clashed with one another, attempting to show who was the superior Symbiote user.

Janet flew around zapping several enemies, particularly focusing on Ultron Drones. In time she came face to face with the real deal. "You..."

"Hm?" Ultron noticed Janet, the robot brimming with intrigue. "Oh, Janet Van Dyne. I was worried we wouldn't have our chance to reunite."

"Bastard, I know what you did to Hank!" Janet said.

"What is it to you regarding what happened to my father?" Ultron asked. "You two divorced, did you not? If I recall, he was not very kind to you. Yet you still seem to mourn him."

"Hank and I had our disagreements, and things did get bad, but he was trying to get better," Janet said. "Divorced or not, he was still my friend! You took from me, Ultron! And I'll make you regret that."

"Come now, if you two were married, and he is my father, I suppose that could make you my mother, could it not?" Ultron asked. "Why fight when we can be a family?"

"I have a family, and you're not part of it!" Janet flew in to attack Ultron, unleashing all of her anger in the form of Bio Stingers.

"Such tenacity," Ultron whacked Janet out of the air. "But it means nothing to me."

"Ultron!" Scott flew in to punch the robot. "I'm not done with you!"

"Looks like I really am going to kill another Ant Man!" Ultron shouted, clashing with Scott.

"You wish!" Scott whacked Ultron through a house as he and Janet went to double team him.

Sigma flew over to assist, but Spike stood in his way, "I don't think so."

"Out of my way!" Sigma slammed his laser sword down, but Spike dodged and hit him with a fire breath.

"Not a chance!" Spike pulled out his own sword and began to strike, fighting Sigman while Scott and Janet double teamed Ultron.

Seconds later, Black and Zamasu had landed in Ponyville, taking a look around and beholding the damage.

"Seems they've begun the second phase," Black said. "Now that we're here, we can begin the last phase."

"Do remind me what the final phase is," Zamasu said.

"Simple..." Black glared at Peter as exchanged blows with Akuma. "Destroy Spider-Man."

Peter had a hard time fighting Akuma, but he did manage to deflect and parry his strikes, and got a good kick to his stomach. Peter then leapt into the air for an Ultimate Web Throw that sent Akuma flying.

Peter landed, still feeling a bit hurt but not ready to quit. Suddenly his Spider-Sense went off, and he was seen barely dodging a strike from Black, his face freaking Peter out a moment.

"How so very nimble of you," Black said, then kicked Peter in the chest toward Zamasu. "But not nimble enough."

"Was that...?" Peter shook his head. "No, that wasn't Goku."

Peter stood to fight and then took a ki blast to the back, courtesy of Zamasu, "Do try to make this entertaining." Peter turned for a punch that Zamasu blocked and then returned the attack to send Peter flying.

As Peter stood, he saw another portal open, this one revealing Loki, Alastor, Tempest, the Square Villains and Shredder.

"This must be Ponyville," Loki said.

"Yes, my old hometown," Tempest said, then glanced at Peter. "And there's the local hero."

"Spider-Man," Sephiroth greeted. "Shall I give you despair?"

"I get enough of that on a daily basis, by this point I can bottle and sell it for millions," Peter quipped.

"Clever," Loki said, then whacked Peter in the face with his staff. "But that won't win you the day."

"Peter!" Wade pulled out his katanas and went to attack. "Back away from my buddy!"

Sephiroth blocked the strike, glaring right into the eyes of the mercenary, "You have spirit."

"And you're about to be one!" Wade pulled back and attacked again but got whacked aside.

"Wade!" Pinkie ran over to check on her husband, "Are you hurt?"

"I'm fine, just keep your distance," Wade pulled out his guns and was about to fire when Seifer beat him to it with a shot from his gunblade, getting him in the chest. "Son of a..."

"Wade!" Pinkie checked on him again, then noticed Tempest approaching. "Wait! Why are you doing this!?"

"I don't need to explain myself to you," Tempest said. "Now stand aside."

"I'm not letting you hurt my husband!" Pinkie said. "You and your friends need to go!"

"Friends?" Tempest asked. "I wouldn't say I have friends, more like, accomplices who share a similar goal."

"Same thing," Pinkie said.

"No...Friendship leads to despair, without friends, I avoid that, and keep it all business," Tempest said.

"Huh? Friendship doesn't..." Pinkie had a realization. "Wait, do you not know about Friendship? Is that why you-"

Suddenly she took a blast from Loki, knocking her toward a house, "What a bothersome pony."

"Pinkie!" Wade ran to attack Loki, "No one does that to my wife!" Suddenly Sephiroth had cut Wade's arm off, the man reeling in pain. "Oh you fucking sneak!"

"Language," Kefka said, blasting Deadpool into a house. "That calls for a time-out."

Peter then zipped in to punch Kefka, then kicked Seifer. He turned his attention to Sephiroth but took a flare attack that sent him flying and crashing through some houses.

As Peter stood up, Black once again appeared beside him. "Still alive?" He kicked Peter back through the houses and crashed into a food stand.

Iori then picked Peter up and struck him a couple of times, then let Vice and Mature have a chance for a dual kick to his chest and face, knocking him back into a wall.

Super Skrull stretched his arm and pulled Peter in for a flaming rock punch that knocked him through the front door to his house.

"Daddy!" Mayday ran downstairs.

"Mayday, come back here!" Aunt May called, following the girl with Franklin right behind her.

Peter pulled himself up, seeing the worried look of Hope as the girl held his son Benjy close. "Hey Hope, how's it going honey? Don't mind your Uncle Peter, he's just playing a game."

"Yes," Black said, entering his home. "A fun game."

Peter stood up, getting into a fighting position. "Mind taking this back outside? We cleaned the house."

"Certainly," Black said, suddenly appearing behind Peter and kicking him back out the front door.

"Hey! Are you trying to hurt Uncle Peter!?" Hope shouted.

"Hurt him?" Black asked, facing the child. "My dear, I plan to kill him."

"...Y-you won't win!" Hope said. "Uncle Peter beats up bad guys like you!"

"Right, I'm the bad guy here, while your uncle is just a hypocritical fool, just like the rest of his mortal kind," Black made his way out of the house. "I'll see to it that he does not exist in the future I seek to create!"

"Hey you!" Mayday called. "You stay away from my daddy!"

"Another foolish child, perhaps I will make an example out of you," Black said, flying in to grab Mayday by the hair, holding her up. "Don't bother struggling. It will be in vain!"

"Mayday!" Franklin called.

"Unhand her!" Aunt May tried pulling Mayday away.

"Begone!" Black backhanded Aunt May, knocking her to the floor.

Franklin wanted to do something, the boy tried focusing his mind. At this point however, Peter had returned and tackled Black, knocking him against the wall, causing him to drop Mayday as the girl ran, with Aunt May and Franklin following her.

"NEVER! Hurt my family!" Peter shouted, unloading several powerful blows against his foe. Black however blocked and returned the punch, knocking Peter back outside and followed.

Mayday had already gone outside, so desperate to put distance between herself and Black, that she hadn't noticed the danger. All around her she could see fighting, countless explosions happening in the background, destruction raining down.

Mayday began to panic, memories of the Battle of Canterlot resurfacing in her mind as the girl started to hyperventilate. The more homes were destroyed, the more explosions there were, the more chaos erupted, it just got to be too much for her.

Her Spider-Sense was ringing extremely loud in her head as she placed her hooves on her ears in an attempt to block the noise out. In time, it was too much for her.

"AAAAAHHHHHH! MOOOOOOMYYYYYYY! DAAAAAADYYYYY!" Mayday cried in pain.

Many of the heroes heard her cry, each of them instantly worried about the girl. Even some civilians overheard, including her best friend Lustern Dawn, who had stuck her head out from a garbage can.

"Mayday!?" Luster pulled herself out and ran to her friend. "Mayday!"

"Mayday! We're coming!" Johnny called, then took a blast from Doom.

"You should pay more attention," Doom said.

"Mayday honey! I'll be right-" Janet's call was interrupted when Ultron blasted her.

"Aw, how nice of you to worry about that little girl," Ultron taunted. "Too bad it could cost you your life."

"You sick son of a bitch!" Scott flew in to attack Ultron again.

Peter desperately ran to his daughter, but just as he got close Black flew in and had her back in his clutches. "Is this who you want?"

"Put my daughter down you asshole!" Peter went for a punch that Black blocked and took a ki blast to his chest, sending him flying backwards.

"You varmint! Let mah Honey Pie go!" Apple Bloom tackled Black, but he back hoofed her for good measure.

"You're quite the popular one, aren't you?" Black commented. "All these heroes seem so worried."

"Mayday!" Fluttershy ran to help but Vergil blocked her path.

"I can't let you go," Vergil said.

"MOVE!" Fluttershy punched Vergil hard enough to actually stun him, taking the half-demon by surprise. However Fluttershy took a sneak attack punch from Tron.

"Ha, I took down someone who bested you," Tron mocked.

"If you do not want my blade to pierce through your shallow heart, you'll watch yourself," Vergil said.

"Oh please, you don't have the guts," Tron teased, much to Vergil's annoyance.

Black was fending off Logan, the man determined to rescue Mayday, "What kind of sicko uses a child as a hostage!?"

"A smart warriors exploits his enemy's weakness," Black said, blocking Logan's claws with his energy.

"It's cowardly!" Logan went for a strike that Black blocked with his psionic blade. "How nice, they almost look as impressive as Psylocke's."

"Do not compare me to that weakling," Black said, parrying Logan and slicing him across the chest. "You fool."

Suddenly Black felt someone touch the back of his head, his energy mysteriously being drained shortly afterwards.

"What in the-" Black was then punched away by a sneaky Rogue, the girl taking Mayday into her forelegs, being sure not to touch her with an exposed hoof.

"Shame of you fer endangering this little sweetheart," Rogue said. She turned her attention to Mayday. "You alright, pumpkin?"

"Thank you for saving me, Miss," Mayday said, trying not to cry. "But I just really want my mommy and daddy right now."

"Don't you worry, I'll get you to them," Rogue said.

"Mayday!" Aunt May called, trotting over.

"It's my Aunt May" Mayday said.

"Howdy ma'am, she's safe!" Rogue said. "Ah won't let anything-"

Super Skrull hit Rogue with a rock punch, causing her to drop Mayday, the girl quickly scurrying away.

"Mayday wait!" Aunt May called, unaware of a glider coming in from behind. "Don't go to-"

"Behind you!" Mayday called.

Unfortunately May got hit very hard with the sharp end of the glider, knocking the woman over as Mayday called out in worry.

"AUNT MAY!"

Peter's Spider-Sense erupted as he frantically looked in the direction of his daughter, spotting his injured aunt. "No...Aunt May!"

Peter ran over to check on the woman, seeing a lot of blood coming from her as she struggled to breathe. Peter then experienced flashbacks to the day his Uncle Ben died, that same feeling of helplessness returning in full as panic began to build in his mind.

Aunt May looked up at her nephew, and in spite of her pain, grew concerned when she saw the look of worry on her nephew's face.

"Aunt May!" Peter didn't know what to do at the moment, all he cared about what making sure his Aunt was okay. "Listen, just stay with me, alright? I'm going to get you treated."

"Peter...please..." Aunt May placed her hand on his face. "Please promise...that I won't be one more thing...that weighs you down."

Peter's eyes widened, reality trying to set in, but his denial pushed it away as tears began to form in his eyes. "Hey, don't talk like you're gonna die. You're not!" Peter began to panic more, the destruction all around him becoming simple background noise as his focus was on his aunt. "Please! Stay with me Aunt May!"

"Peter...I'm so happy...that I got to see you grow up," Aunt May said, tears of her own forming in her eyes. "You've become a great man. Please...promise that when this is over...you'll keep living your life. Promise me...that you will be happy."

"Aunt May...I can't be happy if you're gone!" Peter said, the boy fully and openly crying. "Please! I can't lose you too!"

"I won't be gone..." Aunt May said. "Even if it looks like I am, even if you don't see me, I will still be there, watching over you. Because, I love you Peter. I always will..."

"Aunt May?" Peter asked, hoping she was still alive. Unfortunately her body went limp, the sad reality setting in for Peter as he held onto his aunt in disbelief. "N-no...No...it can't...Aunt May!?" Peter started to panic when the woman stopped responding. "AUNT MAY!"

Grief fully took over Peter, the reality setting in that she was gone, and there was nothing he could do for her. This did not go unnoticed by many around.

Johnny looked on in disbelief, his best friend just lost someone who was like a mother to him, Johnny recalling the pain of losing his own mother, and knows that is what Peter was feeling.

Janet could hear Peter's cries of despair, having just recently lost someone herself, empathized with him greatly.

Twilight, the mare struggling to move, knew what happened to May, the mare feeling sadness of her own at losing a member of her family, and even more hearing her husband openly grieve.

Logan closed his eyes in shame and regret. May was always a nice woman, in his mind, she was one of the very few who did not deserve such a fate.

Applejack also felt tears coming to her eyes. Peter has always been close, and Aunt May had lived with the Apples for some time. She felt like part of the family. More than anything, she knew how Peter felt about losing a mother.

Rumble hated how he was feeling now. He felt like if he could still use his wings, then Aunt May would be alive. He remembered the death of his own parents, something his brother Thunderlane was currently remembering, with Lightning Dust by his side.

Many others, from Tony, to Starlight and Trixie, to Autumn Blaze, and those who knew Aunt May very well, including Mary Jane.

Gwen swung over to Peter, placing her hoof on his shoulder. "Peter?"

"Aw...how sad," Goblin taunted, making his way over. "Once again Peter, you couldn't save the ones closest to you."

Peter's eyes turned green as he immediately glared at Goblin, freaking him out a second before tackling him to the ground. "Bastard!" Peter unleashed some powerful punches to his foe. I'll kill you! I'LL KILL YOU!"

Goblin took several bad strikes to his face, blood gushing out of his mouth and nose as Peter continued his assault.

Wesker sped in to attack, but Peter blocked his punch and unloaded on Wesker, getting the former S.T.A.R.S. member bloody and bruised with how hard he was hitting.

Vergil attempted to strike with his sword, but Peter deflected it and then punched a hole through Vergil, the Half-Demon's eyes widening in disbelief as blood came out of his mouth.

"Someone stop him!" Loki shouted. Suddenly Peter's eyes were on him as Peter unloaded a righteous fury against the God of Mischief.

Black however was the first to approach him and with one swift strike, managed to punch Peter hard in the stomach, stunning him enough for a few extra strikes and knocking him to the ground.

"You fool!" Black kicked Peter and charged an attack. "KAMEHAMEHA!"

The dark beam clashed against Peter, the hero still withstanding it, but weakening him tremendously as he powered out of his green form.

"Don't let up!" Super Skrull said.

Wesker ran in and took revenge by getting in several blows to Peter, with Electro blasting him with his powers, Shocker assisting with his gauntlets, and Scorpion with the laser on his stinger.

Juri, Iori and Kazuya triple teamed him with their martial arts strikes, knocking Peter for a loop, getting him bruised up before Juri sent him toward Tron.

The girl picked Peter up by his handle and began slamming him a few times before punching him again. Peter tried to stand on his own, but Sephiroth slashed his sides with a sword before kicking him.

Vergil dashed in with a few sword slices of his own, while Martin Li attacked with his Naginata and Shredder attacked with his claws, leaving Peter covered in blood as Adagio rammed him and Alastor stuck with his electric swords.

"Peter!" Twilight called in worry.

"Get away from him!" Gwen went to save Peter, but Black had blasted her to the ground. Johnny went to help too but Ultron flew in with a kick.

"I got you Peter!" Starlight readied her magic but Loki appeared before the now startled woman. "Loki!?"

"You never should have betrayed us," Loki said.

Wesker appeared by her side, "Foolish decision, Starlight Glimmer."

"Starlight!" Trixie went to help, but Wesker effortlessly kicked her away.

"Trixie!" Starlight was about to attack but Loki whacked her with his staff, knocking her back down.

Mysterio assisted Peter back to his feet, then did a few attacks of his own, blasting Peter with his special effects magic, to which Wizard attacked from nearby using his tech. Afterwards, Venom rushed over and clawed Peter across the chest, knocking Peter back down, the boy now bleeding a lot.

Eggman and Wily blasted Peter with some lasers, with the former using a small missile to send him flying further, weakening Peter some more.

"Peter!" Thunderlane went to help but Kazuya kicked him aside. Lightning Dust tried assisting herself, but Sephiroth was quick to block and detain her.

Vomi zapped Peter with some ki blasts, with Doom appearing behind him and blasting the hero with his arcane energy.

"Peter!" Reed struggled to go help out, but he took a blast of his own.

'I'm still not done with you," Doom warned, then turned back to Peter. "But you're a nuisance too!" He then kicked Peter aside, further injuring him.

Super Skrull then slammed his rock fists on Peter a few times, cackling in glee, "Hurts, doesn't it!?"

Dormammu picked Peter up, and held his hand before the hero's face, mocking his chances of survival. "Go on...RUN!" He then blasted Peter with his magic.

"Peter!" Autumn Blaze wanted to help but Electro zapped her a few times and blasted her away.

Goblin picked Peter up and threw a few revenge punches of his own, badly bruising Peter's face, much to the horror of many ponies.

"Peter!" Wallflower called out. "Please! Stop already! He's had enough!"

"...Not quite," Goblin dropped a Pumpkin Bomb that sent Peter flying.

"Peter!" Wallflower cried in worry.

"Oh no..." Sandbar said in disbelief. "PETER!"

"Poor Peter, you've been struggling this entire time," Goblin taunted as he sinisterly walked toward his foe. "To have everything you want in life, while the world tries to make you choose. If you were one of us, you wouldn't have to choose." Goblin glared down at his foe. "You could take."

"...Screw...you," Peter said, spitting out some blood.

"What a waste," Goblin said, then delivered one final kick to Peter's face.

"Peter!" Toola Roola called. "You have to get up!"

"Please Peter! We believe in you!" Coconut Cream urged.

"Oh really now?" Goblin got their attention. "Earlier, many of you were against Spider-Man. But the moment he could be useful, you love him. It's like I always told him, in the end, you'll all just hate him. For all intents and purposes, he should hate you. More than that, he should rule over you!"

"Peter's too good to do that!" Toola Roola said. "He always says that, With Great Power, Comes Great Responsibility!"

"Oh please, it's more like he's strong enough to have all the power!" Goblin readied his claws. "But too weak to take it!"

"Peter!" Twilight went to stop Goblin, but she was restrained by Chrysalis's magic, the Changeling throwing Twilight aside.

"Mommy!" Mayday called in worry, her voice getting Goblin's attention.

"Well now, I just might have another idea," Goblin sinisterly approached Mayday, much to Peter's worry.

"H-hey! What are you..." Peter tried moving.

Goblin slowly approached Mayday, staring down at the very frightened girl. "It's like I always say. Why crush the body..." Goblin grabbed Mayday by the hair, worrying the girl. "When you can strike the heart?"

"Mayday!" Peter wanted to help but Black and Zamasu had restrained him. "Let me go!"

"Now, now, Norman here has an idea," Black said. "Let's see what it is."

"Spider-Man," Goblin held Mayday in front him, keeping his claws to her neck. "Lookie what I got!"

"Daddy!" Mayday cried in worry.

"No!" Rumble went to help. "Mayday! I'm-"

"PSYCHO CRUSHER!" Bison charged in and rammed into Rumble, knocking the colt through a building, injuring him more.

"Rumble!" Mayday cried in worry.

"Don't fret dear, soon this will all be over," Goblin said, keeping the claws aimed. "You can meet again in the afterlife."

"Norman! Please!" Peter called. "Come on, do what you want to me! Just leave my daughter out of it!"

"You? But you're already battered and bruised," Goblin said. "Torturing your body is boring now. Torturing your heart though..."

"Come on!" Peter struggled to escape. "She's just a little girl! Are you really that much of a monster!?"

"All I care about right now, is seeing you suffer," Goblin poked Mayday's neck with the claw, hard enough to draw a little blood. "And based on your reaction right now."

"NO!" Peter cried out in fear. "Please! Just kill me! That's why you're here! Kill me already! Just don't hurt my daughter!"

"Don't worry," Goblin glared hard at Mayday. "You'll die too."

Before anything could happen, Venom called out. "Norman!"

"What!?" Goblin asked.

"What the hell are you doing!?" Venom shouted. "That's a literal child!"

"It's Spider-Man's child!" Norman said.

"Yeah so!? She's innocent!" Venom said. "Are you insane!?"

"Dumb question to ask," Juri said.

"Eddie, I'm working here, go terrorize someone else," Goblin said.

"We're not here to terrorize!" Venom exposed his face, speaking less as the Symbiote and more like Eddie Brock. "I came here for justice, this is not justice!"

"It's perfect justice, this is the best way to get to Spider-Man!" Goblin said.

"No, this is not okay," Eddie said. "Put the kid down, I'm not letting you do this."

"...You would betray us?" Goblin asked.

"Come on, tell me someone else thinks this is nuts!?" Eddie said.

"I kind of do," Juri admitted. "I really don't like hurting kids, there's no pleasure in terrorizing the weak."

"I feel similar," Doc Ock said. "I don't mind hurting Spider-Man, but I draw the line when it comes to his daughter."

"Yeah, this doesn't feel right," Sonata said.

"Sonata! What are you doing!?" Cozy Glow asked, Shocker growing worried.

"Think reasonably Cozy Glow, if it was bad to put you in Tartarus despite your young age..." Sonata gestured to Goblin. "Then isn't what Norman doing much worse?"

"She has a point," Martin Li said.

"Loki, you did not mention your group having cowards who can't fight," Shredder said.

"Watch it, I'm no coward," Juri warned. "I'm not going to turn against anyone, but if it were up to me, we'd spare the kids. If you don't want to, well that's your problem, not mine."

"It should be a problem," Sonata said.

"Sonata, seriously, stop talking!" Cozy Glow shouted in a hushed tone.

"Seriously, this is the real world, grow up," Shocker said.

"I am not going to 'grow up'," Sonata said. "If I okay this, then I'm being hypocritical! I stand up for Cozy Glow because I hate how she was treated! I just can't live with myself if I didn't try to save a little girl, even if it is Spider-Man's daughter!"

"Wow, seems like a lot of traitors are among us," Goblin said.

"This isn't about betrayal, this is about morality," Doc Ock said.

"Screw your morals, I do what I want!" Goblin said.

Eddie resumed his Venom persona, "You do anything, and we strike!"

"Indeed," Doc Ock said, ready to fight. "Put the child down, Osborn."

"Seriously, this is not okay," Sonata said.

Juri kept her mouth shut, curious as to where this was going. Martin Li was also curious, but also judgmental of how some of his allies were acting.

"How foolish," Goblin said, gesturing to his allies.

Black flew in and kicked Doc Ock through a building. "For the record, I know you've been assisting survivors in my world when you thought I wasn't looking. I knew you'd slip up."

"Otto!" Venom went to help but Super Skrull punched him through another building.

Sonata got into a defensive stance, keeping an eye on everyone while her fellow Sirens looked on in worry.

"Hey wait," Aria said. "Ignore Sonata, she's just being stupid."

"No, I'm serious," Sonata said. "I'm not letting you hurt that girl!"

"Fool," Wesker dashed in and knocked Sonata out.

"Sonata!" Cozy Glow ran to check on the girl. "Hey! Get up!"

"Ignore her," Wesker said, pulling out his gun while Vergil readied his sword. "She will die along with Octavius and Brock."

"Wait! Can't you give her another chance!?" Cozy pleaded.

"You would side with a traitor?" Vergil asked.

"Well..." Cozy turned to Sonata, a feeling of remorse building in her. "I can't turn against her. She's been like a mom to me the last year. She always stood up for me and-"

"Oh spare me," Vergil said. "Move, or you will die too."

Cozy Glow stared the two down, but despite her feelings, and how much Sonata meant to her, she was too scared to go against Wesker or Vergil.

"...Sorry Sonata," Cozy Glow said, shamefully stepping aside.

Wesker turned to Adagio and Aria, "Do you two object?"

Adagio looked down at Sonata, feeling a sense of guilt, but ultimately shaking her head, "Do what you gotta do."

Aria looked on in disbelief, amazed that Adagio would betray one of her fellow Sirens, the last of their kind. Before she could object, Wesker was blasted by a shockwave.

"What!?" Vergil turned and got blasted too, courtesy of a now panicking Shocker.

"What the hell did I just do!?" Shocker asked in worry.

"Something foolish," Wizard said, blasting Shocker right afterward.

"Damn traitors, can't trust no one anymore," Rolento said.

"Does anyone else want to try our patience!?" Dormammu asked.

Franklin looked on in disbelief. The heroes were hurt, Peter was in danger, and the villains who gained a conscious were knocked out. "Please...let something happen..."

Suddenly some portals began to open, the villains turning to see Sunset Shimmer stepping through with many of the Capcom Warriors.

Ryu was there, alongside Ken, Chun-Li, Cammy, Dante, Trish, Chris Redfield, Jill Valentine, Leon Kennedy, Morrigan, Felicia, Mega Man, Viewtiful Joe and many others.

Square Heroes such as Cloud and Tifa had also come, ready to fight, joined by the likes of Tails, Genis Sage, Jude Mathis and The Ninja Turtles.

Miguel O'Hara and Peni Parker also came through, looking ready for a fight.

"Wow...more help!" Franklin said.

"Looks like we lucked out," Sunset turned to the side. "Thanks for the help, Stephen."

Strange stepped through the portal, the man joined by Kratos, Trunks, Domino and Psylocke. "Looks like we arrived just in time."

"Well...what do we have here?" Wesker asked.

"Strange..." Dormammu lamented. "Of course he'd be here."

"Cloud too," Sephiroth commented. "How he yearns for despair."

"I see that runt, Tails," Eggman said. "No sign of Sonic yet."

"Mega Man's here too, what a bother," Wily said.

"Viewtiful Joe..." Alastor said. "How dare he tell me to wear 'Yellow'."

Iori looked disappointed, "No Kyo..."

"I don't see Jin either," Kazuya said. "But perhaps I should just be patient."

"The Turtles..." Shredder held his claw out. "They've finally come."

"My foolish brother," Vergil commented.

"Chun-Li's here, and...wow, Cammy, she really is alive," Juri said in satisfaction.

"The cub..." Akura said, glaring at Ryu. He flashed a rare smile, "Let's see how strong he's gotten."

"Trunks? What a surprise," Black said. "He even brought two of his lady friends."

"Chris and Jill," Wesker said in a sinister yet jovial tone. "I'll get to see even more of my hated foes suffer."

"Sunset Shimmer..." Loki grumbled. "Again she pokes around in my affairs."

Sunset was horrified by the destruction she saw, spotting an injured Peter by the Green Goblin, who currently had Mayday hostage. "YOU!"

"Oh great, she's back," Goblin lamented.

"You have five seconds to put the girl down!" Chris warned.

"Otherwise you're dead!" Dante said. "Actually...I'll just kill you anyway."

"Try anything, and she-" Goblin noticed that Mayday was gone. "What in the world!?"

Nearby Nightcrawler had just teleported in to save Mayday. "Do not worry, I have you."

"Thank you Kurt," Mayday hugged the teleporter. "You saved me! Thank you!"

"It was no trouble my dear," Nightcrawler said, placing her down. "Go find someplace safe. I will save your parents."

"Please don't get hurt," Mayday said. "Uh, maybe God can keep you safe, you're his best follower after all."

Nightcrawler chuckled at the innocence, "I'd much rather God look after you."

"You speak of God?" Black asked. "Who is this God that you serve?"

"The Father in Heaven, that's who," Nightcrawler aimed his sword.

"Another foolish deity perhaps? Did he create these pitiful humans and ponies that you heroes foolishly protect?" Black asked.

"You would be wise to watch your tone," Nightcrawler warned. "I will not take too kindly to those who mock God or his creation. I may choose pacifism when possible, know that I am all but ready to fight with a righteous fury! Because right now, this is not about God or my Religion! I simply will not allow you to bring harm to my friends!"

"Loki!" Kratos shouted.

"Ugh, that brute's here too," Loki lamented.

"Do not think I forgot about you trying to brainwash my son!" Kratos said.

"He came to me! I merely spoke the truth!" Loki said. "But the truth just isn't easy to bear, is it!?"

"Here's some truth for you," Sunset said. "You're all going down. No one hurts our friends and gets away with it!"

"Black! Zamasu!" Trunks shouted, readying his sword. "This is it! I will avenge my future!"

"How naive," Black said in a condescending tone.

"Trunks..." Vomi said, getting his attention.

"Do I know you?" Trunks noticed the insignia on her lab coat. "Wait, are you with the Red Ribbon Army?"

"Red Ribbon Army?" Chun-Li asked.

"This is much too interesting, I look forward to gathering data on this battle," Vomi said.

"Yeah sure, you can calculate just how badly you got your butts kicked!" Mikey taunted.

"Take this seriously Mikey," Leo warned. "Especially with Shredder here."

Franklin looked quite cheerful, "This is perfect, there's no way the villains can win. Especially with their own injuries and exhaustion, that means..."

In the distance, several ponies were seen walking and collapsing, everyone curious as to what was happening.

Loud footsteps were heard as the centaur known as Tirek made his presence known, only this time, he was much bigger than he was prior.

"Sorry I'm late, it took time for me to gather this much energy," Tirek said.

"Who is that?" Trunks asked. "And what did he mean by gathering energy?"

"I am Lord Tirek, after one thousand years, I return to Equestria to exact my revenge!" Tirek declared.

"Oh...you've got to be kidding me," Sunset lamented.

Franklin sighed in disappointment, "Great, so much for that. At least nothing else can go wrong."

Off in Vanhover, Wanda looked out into the distance, feeling curious about something.

"Sis, what's wrong?" Pietro asked.

"I sense danger..." Wanda said. "Get the others, we're going back to Ponyville."

The Villain Invasion continued, one final obstacle remained for both sides. Only one could come out victorious.

Armageddon Begins Part III: The Core of Heroics

The Chaos that spilled the streets of Canterlot was devastating. Many homes were destroyed, injuring many ponies.

Among those were some unfortunate casualties.

Celestia, having been injured from battle, managed to stand herself up, though not without help from the nearby Steve Rogers.

"I got you," Steve helped Celestia to her hooves. "Can you walk?"

"I should be fine," Celestia said, feeling mortified by the damage caused to Canterlot. "My word..."

"Yeah, it's terrible," Steve said. "Unfortunately, those mysterious beings got away."

"Who could they have been?" Celestia asked. "Why did one of them resemble Goku?"

"I wish I knew," Steve said. "I should hope that wasn't the real Goku. I can't see a man like him committing such atrocities."

"I sensed too much evil in him to possibly be Goku," Celestia said. "Goku hungers for battle, not destruction."

"The only clue I have is hearing about there being an imposter of sorts," Steve said. "I don't know why someone would want to impersonate Goku however."

"Steve! Celestia!" Sam called, the man limping over to the two. "Oh good, you're alright."

"Still in one piece, what about the others?" Steve asked.

"Bucky's helping those Pillars, but um..." Sam turned his attention to the fallen Starswirl. "Obviously not everyone made it."

"Starswirl..." Steve lamented, Celestia feeling speechless herself. "He was old fashioned but he did seem to care about Equestria."

"We gotta find those guys, and deliver justice," Sam said.

"We will," Steve reassured, taking a quick glance around town, seeing a few injured ponies. "First thing's first, we gotta help the injured civilians. Let's round them up someplace safe."

While that was happening, things were getting tense in Ponyville. The Warriors that emerged from Doctor Strange's portal were surveying the damage. Homes were destroyed, a few on fire. There was rubble almost everywhere, and monsters about.

Many ponies were injured, some dead. A good chunk were gathered together, trying to stay out of harm's way.

Mayday had gotten herself to safety. Rather than go near the crowd of ponies, she merely kept her distance from them and the villains, opting to stay near a ruined house.

The villains continued facing off against the Capcom arrivals, as well as any heroes that were still standing and able to fight. All the henchmen had been given the order to cease their attacks for the moment, giving the others some time to breathe.

Ryu cautiously stepped forward, keeping an eye out everywhere to ensure there were no signs of ambush. As he got close, he immediately took note of the heavily injured Peter. The hero had bruises everywhere, and was bleeding a lot.

A wave of anger washed through Ryu, seeing his most respected rival injured on the ground did not sit well with him. Even more knowing this happened because he was fighting to keep everyone safe.

Sunset also took note of Peter, though she knows he can take a few punches, she also knows he feels pain like anyone else. Given that Mayday was just held captive, she also felt worried about his emotional state.

"Tell me this!" Sunset began, catching the attention of all the villains. "Why are you doing any of this? Targeting Equestria, and the worlds around it!?"

"You really need that explained? Or are you just trying to delay the inevitable?" Goblin asked.

"A lot of you have different motivations for your villainy, I doubt there's one big common goal you all share," Sunset said. "A few of you don't even seem like the conquering type. I get the feeling some of you just want to see others suffer."

"Well, the suffering is a good bonus," Goblin said. "Actually, if I'm being honest, it's the best part of this whole thing. Seeing ponies running and fleeing for their lives, watching the world burn before me, that's pretty much what I do."

"Yeah, that is what you do, Norman," Sunset said. "You just want to be feared by everyone, that was your main motivation for what you did to New York years ago."

"How nice of you to remember," Goblin said, holding up some pumpkin bombs. "Guess you've been paying close attention during that time you were under my control. Shame you switched sides so easily, a clever girl like you would make for a great conqueror."

"A conqueror huh?" Sunset asked. "Great idea, how about I conquer all of you?"

"This one has quite a mouth on her," Black said.

"That guy..." Sunset turned her attention to Black. "Hey you! Why do you look so much like Goku? Are you two brothers?"

"Brothers?" Black asked, almost offended. "Do not insult my divine being by comparing me to that inept mortal."

"Ugh, great, more God Complex guys," Sunset lamented. "How did people like you and Loki achieve Godhood? You're terrible people!"

"You deceive yourself young girl," Black said. "For I am not the villain here. The true evil lies within the sins of humanity, and all mortal kind. You, young girl, are amongst the impudent many who have corrupted the vast civilization of planetary beauty with your cruel and unjust lifestyle. That is why I am here, why we are here. Our noble efforts shall cleanse the multiverse of your malicious intentions!"

"Hey pal!" Scootaloo called. "What are you!? A Dictionary?"

"What an insolent pup," Black said. "No matter, I suppose a mortal cannot comprehend the elegance of a God."

"Wow you're full of yourself," Sunset said. "Seriously though, a God? You look just like Goku, and I know he has a God Form, but I doubt he's an actual deity."

"I'm fully aware of his God Form," Black said. "Mark my words, Son Goku will fall by my hand. It will be his punishment for besmirching the name of a God."

"Who are you anyway?" Sunset asked. "Why do you look like Goku?"

"It wouldn't be much fun telling you just yet," Black said. "Maybe when Goku is on the ground, begging for his life, will I offer something as merciful as an explanation."

"This guy's starting to get on my nerves a bit," Dante said, aiming his sword at his foe. "Might be better to just do away with these guys before they cause even more trouble."

"I'm with Dante," Chris said, aiming his handgun. "Quite frankly, I couldn't care less as to why any of you are causing trouble. We just need you stopped, one way or another."

"Chris..." Wesker stepped forward, glaring at his most hated rival. "Always so quick to play the hero. You've always been headstrong. It's an admirable trait, but just as foolish."

"Speaking of foolishness," Vergil stepped forward as well. "Dante, it's been a while."

"Hey bro, sorry I missed ya in South Town," Dante said. "Cloud's world needed some back up. I heard our buddy Miguel roughed you up."

"Hardly," Vergil insisted. "It matters little, what matters is that you and I can finally put an end to things. Settle once and for all which of our father's two sons is superior."

"Is that what this is all about, Vergil?" Dante asked. "Damn shame really, you're so desperate for power that you were willing to throw away any humanity you had left in you. What would dad say if he saw this?"

"Our father was a fool who protected weak humans from their rightful purging," Vergil said. "I am merely following my ancestry, as you should too. Humans have no value to demons like us."

"Not even mom?" Dante asked.

Vergil furrowed his brow, glaring intently at his brother, "Father made a mistake, choosing a human to be our mother. The sooner you understand that, the better off you'll be."

"A mistake?" Dante asked, almost in disbelief. "It's a mistake that he picked a woman like our mother to wed? That same woman who was always there for us? Who treated us like her whole world? Who every birthday, every single birthday, would always make sure we had the best experience possible? Is that who you're talking about?"

"You really think that meant anything to me?" Vergil asked.

"I think it does," Dante said, stepping toward his brother. "You can act like you hate her all you want, but I never had a doubt in my mind that you loved our mother. That's why you're acting like this." Dante aimed his sword at Vergil. "All this talk of power, this conquest. You don't hate our mother for being human. You hate yourself because you couldn't protect her. That's why you want power, isn't it!?"

"Watch your tone!" Vergil warned.

"You hated how weak you were! You wished you could have done more to save her from Mundus!" Dante shouted. "You wish you were stronger!"

Vergil huffed in anger, "You're only saying that because she favored you! While you were hiding like a coward I was out there trying to fight for my life! She ensured your safety, not mine!"

"She went to find you! And you know it!" Dante shouted. "She died trying to find you because she loved you! She loved us! You love her too, that's why you kept Dad's Amulet that she gave to us for our eighth birthday!"

"...It was a means for power, that's all," Vergil said. "In the end, Eva was just another human, that's all she will ever be."

Dante turned away in disappointment, "Even I never thought you'd end up like this. Guess my brother really is gone."

"You honestly should have come to that conclusion years ago," Wesker said.

"Put a sock in it, Albert," Dante warned. "Otherwise I'll save Chris a lot of trouble, and kill you myself."

"It's just like you Wesker," Chris said. "Manipulating others to hold power over them. I bet you have everyone thinking you have their best interest in mind, like you did with us and S.T.A.R.S."

"Chris, don't tell me you're still mad about what happened in Raccoon City," Wesker said. "You should feel honored, I trusted your skills enough to want to test them against my greatest creation. I would have liked the entire team there, but if they couldn't handle a few zombies, what chance did they have against something superior?"

"Is that all you have to say?" Chris asked, the man glaring in a furious rage. "Honestly it's sick. We trusted you with our lives, and you led many of my friends to their deaths. Edward, Forest, Richard, Joseph, Kenneth, they all died thinking you had their best interest in mind! They died believing you would always be their Captain!"

"Who says I'm not?" Wesker asked. "It's the duty of the underlings to obey their superior. Besides, you can't fault me entirely for Bravo Team. Even I did not expect that initial outbreak to occur."

"Well you were a big part of the reason it happened," Jill said. "You are just as much to blame for Raccoon City's demise as much as Umbrella was."

"If we're blaming others by association, perhaps you lot are to blame for what's happening across the multiverse, including this world," Wesker pointed out. "Have you considered that?"

Chris grimaced at his former boss, "You would put it that way."

"He's not wrong," Juri said. "You all did a piss poor job in keeping your problems locked away in your own world."

"Then once you showed up here, you seemed more interested in the glory of catching us than saving anyone," Tron added, causing more regret in the eyes of the Capcom Warriors. "Kind of scummy, and you're supposed to be the good guys."

"Always with that guilt trip," Sunset said. "They made a mistake, and they're trying to fix it. No one's perfect."

"Except for us," Black said.

"You be quiet, you terrorize powerless people for fun," Sunset said.

"I am merely performing my divine duty," Black said. "Is it wrong to take pleasure in your work?"

"Exactly, life would be boring if everything were treated like a chore," Juri said.

"If your idea of fun is causing pain for others, then there is no place for the likes of you in this multiverse," Ryu said. "Many of you claim to be warriors, but you lack the honor of a true fighter."

"A mortal like you is in no place to pass judgment," Black said. "Deities like myself and Loki are the ones with the final say."

"And we say, you've all outlived your usefulness," Loki said. "We all aim to take what is rightfully ours, it is our destiny. Those who get in our way deserve to perish."

"Loki..." Kratos stepped forward, glaring at the God.

"What do you want this time?" Loki asked.

"Your head," Kratos said, holding out his Leviathan Axe.

"Well, that's rather dark," Loki said, looking a little disturbed. "All because I gave your son some much needed advice? Can't you see that I too was a victim of Odin as you and your son were?"

"That does not give you the right to cause pain and suffering for others," Kratos said. "I tire of Gods like you who use their power for selfish reasons. I was foolish enough to believe the Gods of Olympus were my allies, and I was mistaken. I will not allow my son to make that same mistake, I have fought too hard to give him a better life than my own, I cannot allow you or anyone to give him unnecessary hardship."

"My, you are quite stubborn," Loki said. "As expected from a Spartan. I still find it impressive that you can handle the likes of Zeus. I can see why Atreus speaks so fondly of you."

"Do not mention my son's name," Kratos warned.

"You are quite unreasonable," Loki said. "Have you forgotten that your son and I are variations of one another? He is just as much Loki as I am."

"There is no Loki, only Atreus, my son," Kratos said. "You are not a variation, you are just a dark reflection, a version of my son that he feared he could become, if not for the kindness of his mother."

"And, having a good father," Sunset added. "Just thought I'd throw that out there since you're too humble to admit it yourself."

"Aw, isn't Friendship Magic?" Juri taunted.

"Oh shut up," Sunset said.

"Honestly it is rather repulsive," Loki said. "Many of you believe in Friendship, but in the end, it's just one more way to hurt another person. Just ask one of your own, Tempest Shadow."

Tempest stepped into view, glaring right at Sunset Shimmer. "I must admit, I thought that after Ragnarök, you'd Open your Eyes a bit more."

"You're not gonna start singing again, are you?" Dante asked.

"No, I've already made my point," Tempest said. "Friendship is not Magic, it's an illusion."

"Why would you think that?" Twilight asked, all attention on her as she stood by her injured husband. "Why would you think Friendship is that bad?"

"Because I had friends once," Tempest said as she placed her hoof over her scar. "Until that fateful day."

"Does this have to do with her scar?" Twilight wondered. "Or her horn?"

"You find out who your real friends are when disaster happens," Tempest said, placing her hoof on her damaged horn. "Or rather, who isn't your friend."

"You Equestrians speak of Friendship, but when the time comes, you're just as likely to push others away," Martin Li said as he stepped into view. "Anyone who does not fit your mold is an immediate outcast."

"Just like that filly there," Juri said, gesturing to Cozy Glow. "And from what she's told us, you weren't exactly nice to Spider-Man's daughter."

"You mean the same one you just held hostage?" Sunset asked.

"Hey, blame Norman, he's the sicko who wanted to hurt a child," Juri said.

"It's nothing personal," Goblin insisted, then took a moment to think it over. "Okay, maybe a little personal. Hearing Spider-Man beg for his daughter's life has been the highlight of my day."

Many had scowled at the villain, not only just the heroes and warriors, but even a few of his allies.

"I'm all for making people suffer, but it's no fun when it's a child," Juri said. "That's way too easy."

"I concur," Martin Li said. "Leave the children be, they are of no threat."

"I swear, even so-called villains are such wusses these days," Goblin said. "You can't go far if you aren't willing to do anything it takes. Besides, this isn't about me, it's about these ponies who, in a way, are just as bad if they bully a child."

"Hey, even I'll admit that Equestrians can be assholes," Sunset said.

"Hey!" Caramel shouted.

"Shut up!" Sunset scolded, before turning back to the villains. "I've seen firsthand how they treated Mayday for being an outcast, how they treat anyone that's an outsider. I used to hate Equestria too, but Peter taught me to look past my hatred. Seems like none of you have done that."

"You expect us to believe you can look past your own hatred?" Goblin asked. "I can tell just from the look in your eyes that it exists. All you're doing is needlessly repressing it, and delaying the inevitable."

"Oh, typical villain talk," Sunset commented. "Next you're going to tell me that you and I aren't so different. That we're basically two sides of the same coin or whatever."

"Make all the little puns you'd like, I'm quite used to them," Goblin said, glancing over at Peter. "In the end, it's all the same. You fight in vain, and then you die for nothing."

"How many of you have fought us in a feeble battle that is destined to never end?" Wesker asked.

"Or thought you could just cast us away?" Agadio asked. "It's easy to think you can just get rid of your problems, but then you don't know what to do when they come back. It's just like you Equestria, you get rid of what you disagree with, and cower when you receive resistance."

"Cloud..." Sephiroth began. "Do you still believe you can reduce me to a mere memory?"

Cloud turned away in anger, "Honestly, sometimes I wish I could just forget you. But, that also means forgetting everything I've gone through. With my friends..." Cloud looked to the sky, as pain, if but briefly, etched in his chest. "And with her..."

"You still miss the Cetra girl," Sephiroth said. "That's the irony of life Cloud. All that you cherish does not often outlast all that you despise. She is gone, yet I am still here."

"I will rectify that," Cloud warned as he aimed his sword. "Just you wait."

"Somehow I'm getting the feeling that this guy took my style," Goblin said, glancing at Sephiroth.

"Oh like you're the only one to take away someone's loved one," Bison said. "Chun-Li there still believes she can defeat me and avenge her worthless father."

"It's not about revenge, Bison," Chun-Li said. "It's about justice. With you gone, that's one less worry in the world."

"Oh please, don't act so righteous," Bison said. "In the end you're just as hungry for revenge as all your feeble friends. You lot act like nothing ever phases you, that you're in control of your emotions. In the end, all of your actions are emotionally driven. They more than often cloud your logic. Whether it's you, Chun-Li, or that worthless oaf Guile, who may have well died as uselessly as he lived."

"Watch it!" Chun-Li warned, clear venom in her voice.

"And there it is," Bison said. "In the end, your justice is just a ruse to act how you please without consequence."

"Perhaps the same can be said of all of these so-called superheroes," Mysterio said. "They may act it, but no one person is that selfless. Each of them have a selfish desire of their own, even Spider-Man."

"Something our friend Eddie knows about pretty damn well," Electro said, turning to the injured traitor to their side. "Despite his flaking out."

"All over a child too," Bison said.

"Right, you dickheads are allergic to having a conscience, so you quickly betrayed anyone who had one," Sunset said. "Guess there's truly no Honor Among Thieves."

"Pfft, honor," Shredder said. "It's a fool's game."

"Oh right, you showed up too," Sunset said. "The guy Leo and his brothers mentioned."

"The Shredder," Leo said, stepping over with his team. "Back again?"

"What are you up to this time?" Raph asked. "Should we even be surprised that you're doing some multiverse nonsense? This type of thing is right up your alley."

"I am merely expanding my business options, nothing more," Shredder said. "Seems like the simplest way to gain trust was assisting in killing that Spider-Man fellow. Seemed simple enough."

"Don't act all high and mighty," Mikey said. "The only reason any of you losers got the jump on Spidey is because you ganged up on him like a bunch of cowards. You even threatened his daughter just to get to him! I bet that was the only way you stood a chance, because boy would it have been embarrassing if Spidey whooped you despite the odds."

"Someone has a mouth," Vergil said. "You sound very confident in Spider-Man's skills."

"Duh, he's one of the greatest heroes in all of reality!" Mikey said. "Right up there with Captain America, Superman, and Luke Skywalker."

"That's sweet of you to say," Twilight said as she gently rubbed Peter. "If my husband were conscious, he would definitely appreciate your kind words."

"We're really sorry that our problems have become his," Donnie said, bowing to the girl. "We promise we'll get rid of Shredder and his buddies."

"Don't be so certain, Donatello," Shredder warned.

"Yeah, don't underestimate us!" Tron said.

"Tron Bonne," Mega Man got her attention. "What are you even doing here?"

Mikey chuckled a bit, "Wow she has a funny sounding name."

"First off, my name isn't funny sounding," Tron shouted. "Second, most Equestrians have funnier sounding names. That fox boy's real name is Miles Prower! Which sounds like a pun!"

"She's not wrong," Tails said.

"Well the name Miles sounds pretty cool," Mikey said.

"I second that!" Miles Morales said.

"Yes, Tails has a cool sounding name, and Tron's sounds meh," Mega Man said, much to the girl's annoyance. "We're getting off track. Why are you even here, Tron? Why are you teaming up with Albert Wesker of all people?"

"Simple, he asked me," Tron said. "This gig's making me rich, so it's got its rewards."

"But you're not even a real bad guy," Mega Man said.

"Huh? I am too a bad guy!" Tron said. "Well, I'm a girl, not a guy, but you know what I mean!"

"The way Volnutt describes you, he says you're a nice girl, just misguided," Mega Man said. "You don't belong with Wesker. Wily I understand, same with Sigma. But you? Honestly you seem out of place. After what they did to their more compassionate allies, I don't think you're safe with them."

"I don't believe this..." Tron said. "I, Tron Bonne, am out of place among villains?"

"Since when are we villains again?" Black asked.

"Not now!" Tron shouted. "Listen, whatever you wanna call us, remember that the Bonne Family are vicious pirates who have been plundering our land for Generations! My family is among the most dangerous on Kattelox Island, and even all of our Earth! There isn't a town that I won't topple to get my zenny, so don't ever tell me that I don't belong with these guys! Because I do!"

"Are you trying to convince me? Or yourself?" Mega Man asked. "Because you're doing a poor job if it's the former."

"Ignore him, Tron," Juri implored. "He's just trying to keep us apart."

"Oh you're definitely a villain, you literally take pleasure in hurting people," Mega Man said.

"Tell me something I don't know," Juri said. "You annoying little shit."

"Typical Mega Man, always so self-righteous," Wily said. "Meanwhile he serves someone like Thomas, who is quite honestly just as bad as he claims that I am. At least I don't steal the research of others."

"Huh? You have stolen research! You've captured and reprogrammed Doctor Light's robots in the past!" Mega Man shouted. "Honestly out of all the Robot Masters you've sent after me, only a handful were actually made by you!"

"Okay, so I borrowed a few robots," Wily said. "At least I'm honest about it."

"Geez Wily, kind of making us scientists look bad if you steal research," Eggman said. "I've never used anyone's creation other than my own."

"Uh, Shadow?" Tails asked.

"Technically he came to me," Eggman said. "Also he was created by my grandfather, so at least it's within the Robotnik family."

"The things villains say to justify their bullshit," Sunset lamented.

"We can say the same about you hero types," Electro pointed out. "Like we said, you ain't so righteous."

"I see a lot of darkness in all of you, just as Osborn had mentioned earlier," Dormammu said, glancing at Ryu. "Especially in your best fighter."

Ryu turned away from the being, not willing to engage in conversation.

"Dormammu!" Strange said, getting his attention.

"What is it, Stephen?" Dormammu asked. "Have you come to bargain?"

"Cute..." a bemused Strange said. "But no, I have come to send you back to where you belong."

"Well, perhaps you can prove to be a worthier challenge than the fools in The Crystal Empire," Dormammu said.

"That Kingdom's freaking overrated," Electro said.

"What a bunch of animals," Trunks said.

"Hey watch it, kid," Electro warned. "Who the hell are you anyway?"

"Trunks, I have come to help bring you all to justice," Trunks said.

"Again with the damn justice," Electro said. "Honestly, given that sword, you're probably just here to do more than justice. You look ready to strike someone down."

"If your deaths bring justice, that's fine by me," Trunks said.

"He isn't a superhero," Sunset said. "None of us are, we don't share Peter's idea of mercy. We don't share his no-kill code."

"Don't expect any of us to hold back," Spencer said.

"We will kill you if we must," Strider warned.

"Many of you know that, but to you Marvel Villains, I suggest you start saying your prayers," Cammy said. "We're going to do what the heroes won't."

"Not because they're too weak to do it," Dante said. "But we're just not as nice as they are."

"Quite honestly," Cyclops stepped forward with his team. "I don't think we in the X-Men will hold back much either."

"Hey Scott, it's good to see you and the team back together again," Chun-Li said. "I wish it were under better circumstances."

"Such is life, Chun-Li," Cyclops said.

"We shall reunite in a proper manner at a later time," Kurt said. "After we cast away these sinners."

"Hm!?" Black glared at Kurt. "You dare call me a sinner!? The only sinners are the foolish mortals created by inept Gods!"

"What makes you qualified to judge us?" Kurt asked.

"Simple, I have come to see the truth much sooner," Black said. "All mortals like you do is destroy the very worlds you inhabit with your pointless conflicts and petty differences. That's all you humans are."

"A flawed bunch who are prone to self-destruction," Ultron said. "Inferior in every possible way."

"Humanity must be reborn," Vergil said. "We shall burn it to ashes, and like the Phoenix, allow it to rise once more."

"There are many ways to do so," Wesker said. "Perhaps artificial intelligence. Perhaps a newer lifeform. Or my personal favorite, Complete Global Saturation, on a multiverse scale."

"All I hear are excuses to justify your cruelty," Kurt said. "You should all be ashamed of yourselves. Humanity and all creatures of similar nature are flawed, that much is true. But to ignore the genuine love, to make innocents suffer, how could any of you call yourselves better than those you criticize?"

"It's simple, I am a God," Black said. "You will kneel before me, you filthy peasant!"

"You may be a God..." Kurt aimed his sword at Black. "But, you are not MY God!"

"Those will be your final words," Black warned, readying his own ki blade.

"Be careful Nightcrawler," Ryu said. "That man's ki is not to be taken lightly. He is formidable. Many of them are. Despite their maliciousness and cowardice, they must not be taken lightly."

"Ever the martial artist, aren't you Ryu?" Kazuya said, taking his time to speak.

"Kazuya, I'm not surprised to see you here," Ryu said. "Still after the Mishima Zaibatsu?"

"It's part of my grand plan," Kazuya said. "Once I ravage this world, I will take all I need back to my own, and take what is rightfully mine back from that foolish son of mine."

"Most fathers would be proud of their childrens' success," Ryu said. "But you can't see past your own hatred."

"Don't try that with me, I'm not like this whiner over here," Kazuya said, gesturing to Iori.

"You..." Iori grumbled.

"Wait...Iori Yagami?" Ryu asked. "You're here too? With Mature and Vice? Why? What could you have to gain from this?"

"It's a simple deal," Iori said. "I help them with what they need, and they help me with my troubles back home, including a certain loud mouth."

"You must really hate Kyo," Chun-Li said. "I know he's a bit of a punk and he's probably been disrespectful more than once, but aren't you taking this too far?"

"Yeah man," Ken said. "Like Tron, you're not exactly evil. Despite the Orochi Powers within you, I think you have more humanity in you than a lot of these losers."

"Great, now Ken Masters thinks I can't handle being with all of you," Tron said.

"If it bothers you girl, prove it," Kazuya said as he glanced at Ryu. "I definitely will, once I annihilate you, Ryu."

"I don't think so..." Akuma said, getting his ally's attention. "You know the deal, that pup is mine to kill. Stay out of my way."

"Why should you have all the fun?" Kazuya asked. "You've had plenty of chances to kill him and you failed. I don't come to Capcom often, and none of you come to my world, so I'm taking this opportunity to prove that I am superior to Ryu."

"No, let me," Iori said, getting into a fighting stance. "I will personally crush Kyo's favorite Capcom Rival myself!"

"Looks like you're pretty popular, Ryu," Dante quipped, the warrior paying little mind.

"The pup is mine, stay out of my way," Akuma said.

"He's mine, I must do what Kyo could not," Iori said.

"I came all this way seeking a good challenge," Kazuya took a stance against Ryu. "I will not let that chance slip by me."

All three fighters stood opposite of Ryu, carefully assessing the situation. They each wanted a fight, but they knew getting that fight would not be easy. Their determination was unwavered however, and they took a big chance.

Akuma, Iori and Kazuya each dashed in with a punch thrown at Ryu, the martial artist blocking and getting knocked off balance for a quick second as he shook off some numbness in his arm.

The three went to attack again, with Ryu ready to block, but not alone as Ken and Chun-Li came to assist, helping Ryu in fending off his attackers.

"That's enough out of you!" Chun-Li threw a kick at Iori while Ken went straight for Kazuya, leaving Ryu facing off against Akuma.

"Let's settle this, boy," Akuma said.

"Your move," Ryu challenged.

Akuma and Ryu began exchanging blows against one another while the rest of the villains made their attack against the remaining heroes and warriors, with the henchmen resuming their assault as well.

"Once I defeat you, Ryu is next!" Iori shouted, going after Chun-Li.

"Don't be so sure about your victory!" Chun-Li managed to land a kick to Iori's face. She dashed in to attack but Vice and Mature blocked her way.

"Can't let you hurt him," Vice went to attack with Chun-Li blocking her strikes. However she was left open for a strike to her sides by Mature as Vice kicked the woman in the face.

"Chun-Li!" Cammy ran in with a kick to Vice, and blocked an incoming attack from Mature. "I see you girls haven't changed much."

"I'm surprised you're even here," Mature went for a kick that Cammy leapt away from. "I heard talk that you fell in battle."

"Unfortunately you are not so lucky to be rid of me," Cammy ducked a punched and did a double leg sweep that knocked Mature over, then rolled away from Vice's attack.

"Such a waste," Iori went to attack Cammy, but she parried and kicked the man back.

Chun-Li took the time to rush in with her own offense. "SPINNING BIRD KICK!" Using her trademark move, she managed to knock Iori back.

Mature went to attack but Chun-Li evaded and knocked the blonde woman away, allowing Cammy to follow up with her own move. "SPIRAL ARROW!"

Like a heat-seeking missile, Cammy locked on and sent Mature flying away with the force of her kick.

"Good fighting alongside you again," Chun-Li said. "Now let-'s"

Suddenly Rashid was thrown past the two, courtesy of Bison, the man sinisterly making his way toward the girls. "My how you two continue to grow."

"Bison!" Cammy wasted no time with the banter and rushed to throw blows at her former boss. Chun-Li was also quick to fight, wanting to bring down the man that killed her father.

Rashid stood up, feeling ashamed of his quick loss against Bison, "Great, kind of hard to prove myself when I look bad like this."

"You're new," Iori said, getting Rashid's attention.

"Not quite, I...Oh hey, you're Iori Yagami, you take part in the King of Fighters Tournaments," Rashid said. "That's awesome actually, next time Capcom takes part, I want in on that."

"If you live," Iori went to strike, with Rashid blocking the blow.

"Sorry, I can't afford to lose so easily again!" Rashid parried and used a kick to knock Iori back as a small gust began to form around him. "Now you go against The Turbulent Wind, Rashid!"

"You won't last against me," Iori engaged the fighter in combat.

Kazuya and Ken continued their fight, the villainous of the two gaining the upper hand, "I expected Ryu's training partner to be a bit more capable in battle."

"Training partner? I'm his best friend, pal," Ken managed to land a kick to Kazuya's head. "Guess you wouldn't know about Friendship, you're just about yourself."

"It's the only true way to survive," Kazuya said.

"That's bogus and you know it," Ken said. "Seriously, how the hell did you even get a son? You must have loved someone at least once, didn't you?"

"That is not your concern," Kazuya warned. "My son is merely just another obstacle in my path to power."

"Wow..." Ken said in disbelief. "How could you even say something like this about your son? I go home and see my family, and all I see is my whole world. You? Honestly, you really disgust me, Kazuya."

"Is that supposed to mean anything to me?" Kazuya asked. "If you wish to let yourself be held back by such trivial things, that is your choice."

"Trivial?" Ken asked in disbelief. "My family is why I push myself to get better. I want to protect them, from the likes of YOU!"

Ken punctuated that last part with a mighty punch across Kazuya's jaw, nearly knocking the man out. "You have more fight than I gave you credit for. Perhaps this won't be a total bore."

"HADOUKEN!" Ken fired one of his signature attacks, one Kazuya quickly sidestepped, then maneuvered in with a punch to Ken's stomach, keeling him over.

"Like shouting attack names? Allow me to play along," Kazuya said, hitting two quick successive uppercuts. "ELECTRIC WIND GOD FIST!"

Ken got knocked back, but the man didn't stay down for long, "Wow, kind of a mouthful. Whatever, I'm not one to judge."

The two resumed their clash in hopes of outdoing the other.

Cloud clashed against Sephiroth, the two renewing their rivalry once again, with Tifa and Barret not too far away, ready to help Cloud if need be.

"I'm still surprised you even have allies," Cloud's sword clashed against his rival's. "Let alone make more."

"It is to my current benefit," Sephiroth said, breaking the clash and fighting harder.

"Barrett, can you get a clean shot on Sephiroth?" Tifa asked.

"I'm trying," Barrett said, keeping his gun aimed. "He moves too fast. And honestly, I can't see my shots doing much."

"You'd be wise to stand aside," Came Seifer's voice, the man walking over with his two allies.

"Seifer Almasy?" Tifa asked. "How? I thought that...? Does Squall know?"

"Where is Squall?" Seifer asked. "I honestly hoped he'd be here. He and I can have another Sparring Match."

"Still, I didn't expect to see you," Tifa said, then took note of the others. "Kefka? Cloud of Darkness?"

"That's right, we've been invited to this party too!" Kefka cheered.

"Terra ain't gonna like this," Barrett said.

"Look, you have a choice," Seifer said, aiming his gunblade. "Stand down, or die. Cloud's life is forfeit but-"

"INDIGNATION!" Came Genis's voice, the boy using electric magic to blast Seifer and his allies back.

"Whoa!" Tifa turned to the Elven Blood boy, who was standing beside Jude, Elize and Presea.

"Thought you could use a little assistance," Genis said.

"Thanks Genis," Tifa said, then took note of the recovering Square villains. "I don't think that will be enough though."

"Don't worry, I got plenty more where that came from," Genis said, readying his Kendama.

"You good on magic in this world, though?" Barrett asked.

"It's different but I still have plenty of reserved Mana from my world," Genis said. "Plus, I think I can figure it out, I'd had to adapt before."

"It's better than standing around doing nothing," Jude said.

"Jude, you can heal right?" Tifa asked. "I think you should go find Spider-Man and get him back on his feet."

"Yeah, um..." Jude scratched his head. "Wait, which one is Spider-Man again?"

"Unicorn with a red and blue suit," Tifa said. "It's kind of hard to-"

"Take this!" Kefka blasted Tifa along with Barrett and the Namco warriors black. "Ha! Talk about getting all fired up!'

"I really hate that damn clown," Barrett said, sitting himself up. "Let's finish these guys off."

Cloud got knocked beside Barrett, then quickly put his sword up to block Sephiroth's strike, "Not yet!"

"You've improved so much since we met," Sephiroth said, leaping back. "But it won't be enough to defeat me. It never will."

"His eyes are as cold as Yggdrasil's," Presea commented.

"Oh yeah, you're right," Genis said, the boy a little creeped out by Sephiroth. "Is he human?"

"He's not an average human," Cloud kept his sword ready. "Regardless, he needs to be stopped!"

"Sephiroth, if you're bored with Cloud, then let me have a shot," Seifer said.

"I appreciate the offer, but I think I can handle Cloud myself," Sephiroth said.

"Bring it then!" Cloud dashed in to attack again as the Square villains went in against the heroes of their world and of Namco, keeping up the momentum.

Chris, Jill and Leon opened fire at Wesker, the man quickly dodging the attacks, and dashing in to knock the three back. They rolled back onto their hooves, continuing their attack.

Wesker then appeared behind Jill and whacked her aside with ease.

"Jill!" Chris fired at his former captain, the man dodging and appearing beside Chris to deliver a mighty uppercut.

"Come now, where is the creativity?" Wesker taunted. Seconds later he was seen blocking a knife strike from Leon. "Much better, but still not enough." Wesker parried the knife away and kicked Leon back.

Suddenly he took an optic blast, knocking him back, courtesy of Cyclops. "Albert Wesker!"

"Oh it's you," Wesker said as Cyclops ran in to throw a punch. "Now then, was that really-?"

Cyclops pulled his visor down and hit Wesker with a massive blast point blank that sent Wesker flying through a house. Once he was done, he placed his visors back on. "So much for one of Capcom's deadliest."

Wesker then appeared beside Cyclops and punched him across town, "I will admit, you took me by surprise. But that's the thing with surprise attacks. You rarely, if at all, get a second chance."

"Wes...ker..." Came Peter's voice, nearby hero still being tended to by his protective wife.

"Still moving? Even after all that?" Wesker said, almost in disbelief. "You never cease to amaze me, Peter."

As the man stepped toward Peter, Twilight immediately stood in front, readying her magic. "Don't do anything you'll regret."

"I don't have regrets," Wesker said. Suddenly he took a blast to his sides, courtesy of Chris and his magnum, then took two more which left him stunned.

Moving fast, Chris rushed in and delivered a couple of punches to Wesker's face, then a body punch, followed by a knee and ending with a double handled smash to Wesker's back to knock him to the ground.

Twilight then lifted Wesker up with her magic and blasted him across town. "That's for everything you've done to me, my friends and my family!"

"Nice work Twilight," Chris said. "Now we just need to-"

"Chris!" Jill ran in and kicked back an oncoming Prowler.

"Nice shot," Prowler said, immediately standing back up. "But that won't be enough to stop me."

"Uncle Aaron!" Miles called from the nearby roof.

"Not now Miles, I got work to do," Prowler went after Chris and Jill, swiping at them as they did their best to avoid his claws.

"Wait! Uncle!" Miles attempted to leap down but he got hit by Goblin and his glider.

"I broke one Spider-Man today, time to break another!" Goblin knocked Miles to the ground as he readied his Pumpkin Bombs. "Try to make this fun for me."

"Back off!" Miles webbed the bombs away and then leapt on the glider to throw some punches. "You make me sick to my stomach! Especially after the crap you pulled with Peter and his daughter!"

Goblin blocked a punch, glaring at Miles in a condescending manner, "Aw, did I make the little spider sad?"

Suddenly an electric shock went through Goblin's body, courtesy of Miles's abilities as he hit an uppercut that knocked Goblin off his glider. "Not as sad as you're about to be when I send your sorry ass packing!"

"Nice tricks, here's mine," Goblin said, using a remote to send his glider flying around with Miles still on it. "Time for all your hopes to come crashing down!"

The glider was sent toward a group of innocent ponies. Acting quickly, Miles webbed himself to the ground and quickly blocked the oncoming glider, preventing it from hitting anyone.

"Miles!" Mayday called out in worry.

"Don't worry Mayday," Miles aggressively flung the glider aside. "It's gonna take more than that to-"

Suddenly Miles was blasted by Doctor Doom, startling everyone present. As Doom went to finish Miles off, he found Reed's arm wrapping around him and aggressively flinging him through a house.

"I won't let you cause more harm!" Reed called.

"It's far too late for that," Doom said, blasting Reed from his location with arcane magic. "The damage done thus far shall only continue. And you, Richards, will behold such a thing in its full glory."

"Hold it, Victor!" Johnny flew in to attack, but his path was blocked by The Wizard. "Well if it isn't my old sparring buddy."

"The time of your end has come, Human Torch," The Wizard said.

"Technically, I'm Equine Torch in this form," Johnny said, gesturing to his whole body. "Also, sorry to burst your bubble, but I don't plan on dying in the near future. Kind of have to send you packing back to Earth."

"Do you honestly believe you can win?" Wizard asked.

"Uh...yeah," Johnny said. "I kind of do it all the time."

Wizard angrily gritted his teeth, "You dare to disrespect me!?'

"Kinda," Johnny quipped.

"For that, you shall feel my wrath!" Wizard shouted, readying his abilities. "When this is over, you'll have no one to blame but yourself for your inevitable loss."

Johnny raised his eyebrow, then took note of someone nearby. "Oh, hey babe."

"Babe?" Wizard asked, then took a kick from Rainbow Dash, knocking him through a roof.

"Ha, too easy," Rainbow Dash said.

"The others won't be as easy, let's get them out of town," Johnny said.

"Roger that," Rainbow Dash said, flying back into town with Johnny.

Below, Dante and Vergil had clashed against one another, fighting not too far away from Peni and Tron.

"Gotta admit, your mech's not so bad!" Tron said, exchanging blows with her Gustaff. "It's inferior to mine however."

"Oh please, I could build something like that with my eyes closed," Peni said, striking with her SP//dr. "The way it's designed, I wouldn't be surprised if that's how it was built."

"Hey, you don't get to judge my sense of fashion with your plain looking robot!" Tron snapped, clashing against Peni's mech.

"Focus more on the fight and less on your pitiful fashion debates," Vergil ordered.

"That's how girls can be, bro," Dante said, slamming his sword against Vergil's blocking stance. "Still, Tron isn't the only one who can change for the better. You can too, it's not too late."

"Save it," Vergil knocked Dante back. "I've made my choice, I will not give up when I am so close to my goals."

"Same here!" Tron clashed against Peni. "I will become rich beyond my wildest dreams, and I won't let any of you stand in my way!"

"How petty," Peni said, putting up some resistance. "You could do so much better with your genius than being a common thief."

"I'm no common thief, I'm a pirate!" Tron said, then proceeded to uppercut Peni.

"She's determined," Dante said.

"An admirable trait, I admit," Vergil replied. "So long as she pulls her weight, I couldn't care less what she does."

"I still feel like you're making a big mistake," Dante said. "This just isn't you."

"I am following my path," Vergil said. "Right now, you are a mere obstacle in that path."

"Fine...I'll just have to keep beating sense into you!" Dante engaged in battle once again.

In the skies, Trunks clashed against Goku Black, desperately trying to overtake him. "How many worlds must you torment!?"

"As many as need be to achieve my goal!" Black kicked Trunks away. "Honestly, given how long you and I have been quarreling, I expected you to realize by this point that your attempts to defeat me are futile!"

"I won't stop, not as long as people need me!" Trunks said, aiming his sword. "I won't let you take away everything I fought so hard to save!"

"Again with the heroics," Black taunted. "Words alone won't win you the day."

"Someone doesn't appreciate heart," Came Rogue's voice as she flew beside Black.

"You again," Black said. "I don't know what you did to me before, but that won't work twice."

"It's fine, I got just enough to teach you a lesson," Rogue said. "Especially after endangering a sweet, little girl. Shame on you for what you did to Mayday."

"Child, senior, it matters little," Black said. "A mortal, is a mortal."

"You know, if there's one thing that I am all too familiar with in my life, is people like you," Rogue said. "Full of hatred toward others for being born a certain way, or just being different in general. Be it country, culture, or just about anything these days. Mortals can be bad, I've seen it firsthand. I've been oppressed by bad people for being a mutant. But for every bad anti-mutant person I've met, I know ten times as many good people who don't care about what I am, but rather who I am. If you choose to judge all of us for the misgivings of a few, then that in a way makes you just as ignorant as those mortals that you judge."

"Oh how I grow tired of you mortals and your speeches," Black said. "You'll say anything to stay alive."

"Wow, didn't even try to think about what I said," Rogue said, shrugging it off. "You're so full of yourself."

"I do not need to heed the words of a mortal, you know nothing of the universe," Black said. "I am a God, and I know what is best."

"Didn't you say there were other Gods you disagreed with?" Rogue asked. "What makes you superior?"

"Simple, I opened my eyes," Black said.

"...That's it?" Rogue asked. "Geez, you really are just some sadist who enjoys causing pain for the sake of it."

"You are not fit to pass judgment on me, you should be on your knees, begging me to spare your simple life!" Black said.

"Yeah, I don't think so, sugar," Rogue said, then immediately punched Black hard across the face. "Gonna make you hurt for all the innocent people whose lives you've horribly affected!"

"How dare you!" Black clashed with Rogue, the two battling in midair.

Zamasu noticed and went to help, but he took a teleportation kick from Kurt, taking him by surprise. "Who dares!?"

Kurt landed and aimed his sword at Zamasu. "That is enough out of you!"

"You dare to strike a God!?" Zamasu asked.

"Do not flatter yourself, you are no God," Kurt said. "You are a fraud!"

"Insolence!" Zamasu tried blasting Kurt, but he teleported out of the way, appearing on the other side.

"I hope for your sake that is not the best you can do," Kurt taunted.

Zamasu tried blasting Kurt again, the man teleporting once more. Zamasu sent out more blasts, trying his hardest to destroy Kurt, but it proved to be futile as he kept teleporting, then eventually got in close enough to strike with his sword, slashing Zamasu across the back.

"You try my patience!" Zamasu tried again, with Kurt teleporting around and cutting Zamasu everywhere he could.

"I have no patience for a fraud who calls himself a God!" Kurt impaled Zamasu through the back, the deity finally having a chance to strike and knocked Kurt away while pulling out the sword.

"You have no chance against me," Zamasu went to attack again but he took a ki blast from Trunks.

"Back away!" Trunks flew in and kicked Zamasu aside, then charged more ki. "MASENKO!"

Zamasu stood up and took a blast head on from Trunks, sending him further back, but barely affecting him. "Fools, you cannot harm this body of mine!"

"Don't count me out!" Trunks shouted.

Kurt shook off his sucker punch, then noticed trouble, "Young man! Behind you!" Trunks turned and took a punch from Vomi, sending him toward the mutant. Kurt was quick to check on the boy. "Are you alright?"

"I'm fine," Trunks stood up and glared at the woman. "That girl though."

"Do you know her?" Kurt asked.

"I recognize the insignia," Trunks said. "She's a member of The Red Ribbon Army, they're the ones who created the Cyborgs that destroyed my future."

"I see, so your future is also at the mercy of machines," Kurt said. "If it's not Cyborgs, it's Sentinels."

"I heard about Sentinels from a man named Bishop," Trunks said. "Are you with The X-Men?"

"I am, you may call me 'Nightcrawler'," Kurt said, then gestured to the woman fighting Black. "And that is Rogue, my adopted sister."

"Strong family," Trunks said. "Nightcrawler huh? I heard about you, same with Rogue. Domino, Forge and Psylocke told me about you. I'm Trunks."

"It is a pleasure to meet you, Trunks," Kurt said.

"Are you two done talking?" Vomi asked. "It's rude to have a conversation in the middle of battle."

"Sorry, force of habit," Trunks said.

"I suppose it makes sense, it adds up with my data," Vomi said.

"Who are you anyway? How are you associated with the Red Ribbon Army?" Trunks asked.

"I'm a lead scientist there alongside my husband," Vomi said. "You may know him as Doctor Gero."

Trunks's eyes widened in terror, "Doctor Gero!? You mean that same madman who created the Androids, and Cell!?"

"The very same," Vomi said. "In my timeline and yours, my husband was killed by Seventeen and Eighteen, so I suppose I owe you some gratitude for killing at least one pair across the timelines."

"I did it for Gohan and the people of Earth, not for your lunatic husband," Trunks said.

"Figures you'd say that, it matters little," Vomi said. "I have new data to research now, let's see how long either of you lasts against me."

"Just try it!" Trunks shouted, powering into Super Saiyan.

"Impressive," Kurt said, then focused on Vomi. "Let us begin then!"

Trunks flew in to clash with Vomi, with Kurt by his side as they brought the fight to the woman.

Kratos was engaged with Loki, doing his best to bring the fight to the God. Loki used his staff to block the Leviathan Axe, but the force of the attacks were knocking the God off balance.

"You're a lot stronger than I anticipated," Loki parried and whacked Kratos across the face, then used his magic to blast the man back, though he merely skidded across his hooves.

"That was not enough," Kratos threw his ax as Loki parried, then delivered some blows that Loki attempted to block, but the God was really feeling it.

"Such intensity! Perhaps he was a match for Zeus, or I am just not taking this fight seriously enough!" Loki powered out and punched Kratos across the jaw. "I will not be another mere God for you to triumph over!"

Kratos brought out his Blades of Exile and swung them at Loki, the Tesseract staff blocking, but Loki was subsequently blasted back by the fire emanating from the chains. Kratos then pulled the blades back and summoned his ax to attack again.

"Damn you," Loki said, blocking the strikes and then teleporting beside Kratos and blasting him. "No one makes a fool out of me!"

Suddenly he took a blast from behind, courtesy of Sunset. "I'm not done with you!" Just as she went to attack, Adagio blocked her path. "Move!"

"Uh...no," Adagio headbutted Sunset, then hit an uppercut that knocked her toward Tempest.

"How sad, for all your talk-" Tempest took a blast from Sunset, who then blasted Adagio.

"I'm so done with all of you," Sunset said. She then spotted a nearby Cozy Glow, sticking by Aria who was fending off Remy.

"That all you got?" Remy asked, keeping Aria at a distance. "Come on, give me something better."

"Wow you're annoying," Aria said.

"Beat him up, Aria!" Cozy Glow shouted. Unknown to her, Silverstream was sneaking up on the filly, hoping to apprehend her but she took a blast from Loki that sent her flying.

"Watch your back, Cozy Glow!" Loki said, then blasted Kratos.

"Geez, such traitorous friends," Cozy Glow said.

"You're Cozy Glow, aren't you?" Sunset asked, getting her attention.

"That's my name, don't wear it out," Cozy Glow said. "Tch, as if that's even possible."

"You were part of Twilight's school," Sunset said. "Why did you betray her?"

"I just wanted friends, which is what the school was about," Cozy Glow said. "Not my fault they hated me enough to throw me into Tartarus. But it's fine, I made new friends."

"These friends aren't good people," Sunset said. "You're going to end up worse."

"Pfft, what's so bad about them?" Cozy Glow asked. "So they're a little aggressive, it's normal. It means they have ambition."

"I was in your position once," Sunset said. "I believed I knew better than Celestia, which led me down a path across the multiverse, and under The Green Goblin's employment. Believe me when I say that it's not worth it. You had friends here, you shouldn't have given up on that."

"Hey, I made friends too, like Sonata," Cozy Glow said.

"Sonata?" Silverstream asked, flying back over. "Sonata Dusk? The same one that your buddies knocked out while you did nothing?"

"Oh...that?" Cozy Glow nervously said. "It's fine, I bet she's going to wake up and realize this was one big mistake."

As Loki continued attacking Kratos, he felt something wrap around him. "Symbiote? That bratty filly!?" He turned to see that it was Venom who grabbed him. "You!"

"Thought we were done!?" Venom aggressively flung Loki through some houses. "Now, where's that damn Skrull?"

"You mean Super Skrull?" Sunset asked, gesturing to the warrior aggressively clashing with The Thing. "He's over there."

Super Skrull continuously punched at Ben, trying to deal some much-needed damage against his foe, "You've always been a hard shell to crack. But that's part of the fun!"

"Never changed much, have ya?" Ben asked, weaving in for a punch the first chance he got.

Super Skrull took a step back, glaring at his foe, "Not bad. But I'm not done!"

"Yeah, you're not!" Venom aggressively punched Super Skrull. "Not until we get a hold of you!"

Super Skrull shook it off, glaring at Venom, "Going full in on your betrayal, are you?"

"You threw the first punch!" Venom said, attacking Super Skrull again. "We're going to make you regret that!"

Aria glanced in worry nearby, "What the hell!? Venom's on their side now!?"

"Well ain't that a pleasant surprise," Remy said. He then saw Doc Ock walking past him on his tentacles. "What's he up to?"

Doc Ock looked up at Black as he fought Rogue. The man used his tentacle to grab Black's leg the moment he got knocked close to the ground, taking him by surprise.

"You again!?" Black asked.

"It's over!" Doc Ock attempted to impale Black, but he blocked the strike and pulled the scientist in for a punch that sent him flying.

"Fool," Black said, leaving himself open for a punch from Rogue. "And I tire of you!" He kneed her hard in the stomach and uppercut her away. Black then charged up his Ki and fired a Black Kamehameha that hit Rogue hard enough to knock her from the air. "That pesky girl."

"SHINKU!" Black heard, turning to see Ryu charging his ki. "HADOUKEN!"

"What!?" Black got knocked from the air and crashed down through a roof.

Ryu seemed satisfied with his attack, then quickly blocked an oncoming strike from Akuma.

"Do not ignore me!" Akuma threw strike after strike, Ryu doing his best to block, and even managed to parry Akuma into a Focus Strike.

"I will not allow you to win!" Ryu threw several more strikes, knocking Akuma for a loop. "I fight for those whom you have tormented!"

Ryu kneed Akuma in the stomach and threw another hard strike. Akuma glared at Ryu and delivered a powerful kick to Ryu's head, knocking him to the ground. "Again you choose weak reasoning for strength! It's not about others! It's about your own power! Has my useless brother really taught you nothing of worth!?"

"Do not speak of Gouken-Sensei in such a way!" Ryu generated enough power to hit Akuma with a powerful strike. "SHORYUKEN!"

"You got this, Ryu!" Sunset cheered.

"Quiet girl!" Akuma warned, focusing back on Ryu. "A few cheap tricks will not-"

Ryu did not allow Akuma to finish, he merely rushed in with another punch and readied another attack. "SHINKUU..." He attacked with his Tornado Kick. "TATSUMAKI SENPUUKYAKU!"

Akuma was sent flying, crashing through some more houses.

"Starting to feel sorry for the ponies in town," Ryu said.

"You should be more worried about yourself!" Black flew in to attack, with Ryu barely blocking, stunning his arms.

"Back off!" Sunset blasted Black and ran in to do a diving kick to his face.

"Stupid girl!" Black kicked her away, knocking Sunset into Kratos. Black took another kick, this one from Gwen.

"You really need to chill, pal," Gwen said, going for another strike that Black blocked.

Nearby, Wily and Eggman were on the offense against Mega Man and Tails, the two attacking from a distance. Mega Man with his Mega Buster, and Tails with a similar device.

"These guys really are going all out," Mega Man said as Wily sent some missiles that he was quick to destroy.

"We gotta remove their weaponry, otherwise this place is going to get even more wrecked!" Tails said.

"Get a load of this!" Eggman shouted, shooting down some lasers at the two.

"Ugh, I wish Sonic were here," Tails said, keeping his distance.

"Hey you're just as capable, you've been Eggman before," Mega Man said, dodging his own attacks. "Defeat Eggman so you can go and tell Sonic just how awesome you were."

"Yeah, I think I will," Tails said.

"Maybe Cream too," Mega Man teased.

Tails blushed in annoyance, "Not funny, Rock!"

"Hey Roll's the one who's more curious about that than I am," Mega Man said, sending out a Sticky Bomb that latched onto Wily's device, causing him to panic. "Do it for her."

"I'll worry about that later," Tails said as the Sticky Bomb exploded. "Speaking of Roll, is she around?"

"She's keeping a safe distance," Mega Man said. "She should be with Sally Acorn, or at least with Nathan Spencer."

"Hold it heroes!" Alastor said, getting their attention. "I am here to-"

Viewtiful Joe dashed in and kicked Alastor away. He turned to Tails and Mega Man. "Don't worry about him, just leave it to me."

"Thanks Joe," Mega Man said.

"Hey! You shouldn't interrupt villains during their monologue!" Alastor said. "Rule one of heroes! Every villain gets to monologue."

"This isn't a game, I'm not sitting around to risk seeing others get hurt!" Joe said, attacking Alastor once again.

"We gotta keep fighting," Mega man said, generating a leaf shield. "Let's go in close!"

"You got it," Tails said, ready to engage with Eggman.

Other battles were occurring all around. Shredder was fending off the Ninja Turtles, with some help from Martin Li.

"I will admit, your Naginata Skills aren't bad," Leo said, blocking Martin's strikes. "Too bad you're using them for evil!"

"So simple minded you hero types are," Martin Li said, kicking Leo back and continuing his attack.

Strange and Dormammu battled nearby, Strange using the depths of his powers to keep Dormammu at bay.

"Don't tell me that's all you have, Doctor," Dormammu said, trying to blast Strange, but the Sorcerer was quick to teleport and pulled out Vishanti.

"Spell of Vishanti!" Strange fired a beam from the book that blasted Dormammu back. Once he was stunned, Strange flew in to attack with a Mystic Sword strike against his foe. He followed up with a few more strikes and blasted Dormammu back once again.

"Not bad," Dormammu said, then struck Strange with a fire pillar from below, knocking him from the air. "I still expect more out of you."

"I expect just as much out of myself," Strange commented.

Dormammu generated some magical energy and sent it toward Doctor Strange, "Now perish!"

"Seven Rings of Raggadorr!" Strange created a magical barrier that protected him long enough to counterattack with his own magic, sending Dormammu flying. "That is one persistent fellow." Strange took a look around, seeing all the fighting and the damage that ensured. "I hate to do this since I would lecture Sunset about it, but we may need more assistance. Just a bit more."

Strange used his magic to summon some allies, that being from Lightning from the Square Dimension, Sonic from the Sega Zone, Terry Bogard from the SNK Realm, Marshall Law and Paul Phoenix from Namco's World, and lastly, Son Goku.

"This should be a good combination of strength and ability without fear of a power imbalance," Strange said.

"What's going on?" Paul asked.

"Trouble," Strange said, gesturing to all that was happening. "Ponyville, and the multiverse, need your help."

"Oh man..." Terry said in disbelief. "These guys were not messing around with this multiverse stuff."

"They weren't, and as you may have guessed, some of your enemies are here too," Strange said. "Sonic, you have Eggman."

"I got this," Sonic dashed off without question.

"Uh, right, go do that," Strange said, then turned to the Namco duo. "Paul, Law, you two have Kazuya. I don't know just how far your history with him goes but-"

"Oh I got history," Paul said. "The only reason he won that one Tournament is because I was stuck in traffic and had to forfeit!"

"...Excuse me?" Strange said.

"Time to prove that I'm the Best in the Multiverse!" Paul declared, running off to fight.

"Yeah! Let's get him!" Law said, joining his friend.

Strange sighed in annoyance, "Terry...I believe someone from your realm is here, a Team Yagami."

"Team Yagami?" Terry asked in surprise. "Didn't expect that. I'll see if I can do anything.'

"Lightning, I saw some villains from your world alongside Sephiroth," Strange said. "I don't know how well you know them but hopefully you find some of them familiar."

"I'll do my best," Lightning said.

"And Goku...your evil twin is here," Strange said.

"Evil twin?" Goku asked, trying to sense out some energy. "Something definitely feels familiar."

"I also heard Trunks mention a Red Ribbon Army when he saw some scientist girl," Strange said.

"What!? The Red Ribbon Army!?" Goku asked. "Geez, those guys never quit!"

"It's a big fight, so-" Strange felt more magic coming. "Watch out!"

One of Dormammu's attacks landed, spreading the heroes out, with Goku taking the air. "Hey, that wasn't okay, pal!"

"I can handle him!" Strange said, going to fight. "Just help the others!"

"Okay," Goku said, flying off with Terry and Lightning not too far away.

Twilight kept close to Peter, ready to use her magic to shield her injured husband from any trouble. She eventually spotted Scorpion and Electro making their way over, clearly ready for a fight. "Do not do anything you'll regret."

"Oh trust me on this one, I will not regret killing Spider-Man," Electro said.

"If you don't move, you will join him," Scorpion warned.

"In your dreams," Twilight said.

"Fine, don't say I didn't warn you!" Scorpion rushed in to attack with his tail, but it was suddenly cut off. "Huh?" He turned to see Strider, the man rushed in with a quick slice, with Scorpion's lifeless body falling over.

"We warned you," Strider cleaned some blood off his sword. "None of us are as nice as Spider-Man."

"Bastard!" Electro blasted Strider back, and went to continue his assault but Spencer leapt in with a powerful punch to his foe that sent him flying.

"My turn now!" Spencer continued his assault as Twilight kept a close watch over Peter.

"Twilight?" Peter asked, trying to stand.

"Don't move, you're hurt," Twilight urged.

"They need me...I can't, sit still..." Peter said, trying to stand.

"He's too stubborn," Twilight took a look around, spotting the other ponies. "Attention, we need to get further away. Make your way to Sweet Apple Acres!"

"Will Peter be alright?" Mrs. Cake asked.

"He just needs rest," Twilight said. "So I need everyone to work together."

"We got this, Twilight," Cheerilee said, then called to the others. "Everypony, single file!"

"Come on now, don't dawdle," Mr. Cake said.

Not too far off, Wade was fending off Juri, doing his best to keep her at bay.

"Come on, I thought you were better than this," Juri said, kicking Wade through a fence. Suddenly Pinkie Pie headbutted Juri from the side.

"You get away from my dear, sweet, Wade!" Pinkie warned. This earned her a kick to the face from Juri.

"I don't have time for you," Juri said. Seconds later she was blocking a strike from Chun-Li, "Sneak attacks are so lame."

"Gotta take you down somehow," Chun-Li said, going for another strike that Juri blocked.

Iori sinisterly trotted over, ready to attack Chun-Li, but Wade was quick to run in and punch him away. "Back off!"

"You!" Iori struck Wade hard enough to damage his mask upon impact. "Such an annoyance you were in that buffalo home."

"Those are Yaks, bitch!" Wade hit Iori with a strong uppercut that knocked him back. "Don't you forget it!"

The other civilians were being moved along, with Gallus and Sandbar assisting the very injured Yona.

"Hey, you still with me?" Gallus asked.

"Back...hurts," Yona said.

"She'll be fine, we just gotta hurry," Sandbar said.

"Geez, this is the type of thing I was worried about," Gallus said. "Why do we civilians need to pay for the actions of the heroes?"

"It's not their fault, the villains are the ones attacking, blame them," Sandbar said.

"But the villains are after the heroes!" Gallus said.

"Get a clue Gallus, they're not after them, they're after us," Sandbar said. "The heroes are just coming between them, and they're getting thrashed for it."

"Come on, we both know they just want Spider-Mane," Gallus said. "In fact, bringing him with us is dangerous, they're just going to target him!"

"Ahem..." Came MJ's voice, the mare currently carrying Benjy on her back. "I've been in situations like these long enough to know one thing. If there were no heroes, the same thing would happen, but much faster. Because then there would be no one to protect us. So I suggest you heed what your friend just said, because he's more on the mark than you are."

"Ugh, fine..." Gallus said.

MJ shook her head in annoyance, "No matter the world, there are some that just hate Peter. But, thankfully there's just as many if not more that appreciate him. I shouldn't worry about this though, all Peter would want is for everyone to be safe, and I gotta help with that."

Harry looked back toward town, the man looking heartbroken by what happened, "Dad..."

"Harry, I know it's hard, but you gotta focus on moving," Flash said. "Your pops...he's just not there right now. Maybe one of the heroes can do something but-"

"Like what?" Harry asked. "Perform a miracle?"

"Hey this is a land of magic," Flash said.

"Oh spare me that crap," Harry said as he angrily walked ahead.

"Ugh, at least he's moving," Flash said.

Goblin however had other ideas once he noticed the ponies leaving, "I don't like people who leave parties too early."

"Hey you!" Goku flew in to attack but Black blocked his path. "What in the world?"

"Son Goku, how I've longed to meet you," Black said.

"You must be Black," Goku said. "Who are you? And why do you look like me?"

"It's a long story, and I'd much rather spend what little time I have left in this world fighting," Black said. "At least before it all goes down in shambles."

"Well, I am curious about you too," Goku said, powering into a Super Saiyan. "Show me what you got."

"Excellent, this body itches to do battle against you!" Black said, flying in to engage in battle with Goku.

While they were clashing, Goku was taking the time to sense out Black's energy, "It's weird, it feels like my energy, but something's different."

Black tried swiping at Goku's head with a mini key blade, but Goku managed to duck and kick Black in the stomach. He then flew in with another kick to the ground below.

While standing, Black was seen laughing in triumph, seemingly satisfied with what was happening, "Ah, splendid! This is the type of fight I was looking for!"

"Seems you're just like me," Goku said. "You enjoy a good fight too."

"Yes!" Black said, flying in to attack again.

It wasn't long before Celestia had finally arrived in town with Steve, Bucky, Sam and the remaining Pillars, spotting everyone doing battle.

"Oh my..." Celestia said.

"Looks like these villains are not playing around," Steve said.

"That we aren't," Chrysalis said, sinisterly trotting over. "Hello there, Princess."

"The Changeling Queen..." Celestia said. "Just what are you up to this time?"

"Isn't it obvious? We're redecorating our new home," Chrysalis said, with Pharynx and some Changelings beside her. "I can easily repopulate Ponyville through my own means."

"Why are you even doing this?" Bucky asked. "Your buddy Thorax figured out how to feed off of magic without stealing it."

"Do not mention that traitor to me," Chrysalis said. "Once I am done with you, the rest of the world will fall."

"Not today, Chrysalis," Celestia said.

"Changelings..." Chrysalis began. "Attack!"

Just as they flew in, a few of them were downed by some gunshots. They turned to see Leon aiming his gun and firing away. "I will NOT let you destroy another future!"

"Who is that?" Pharnyx asked as the Changelings put up a magical barrier.

Chrysalis recalled what had happened years prior, when a mysterious group had arrived to attack The Changelings during the treaty, and a being who seemed to target her specifically. "It's him..."

"Him?" Pharnyx asked.

"He must be the one who led that assault on us in Canterlot, years ago," Chrysalis said. "I recognize his stance, and that weapon."

Leon pulled out a grenade and threw it at the Changelings, with Celestia putting up her own shield to protect them from the impact.

"Watch it, will ya!" Sam shouted.

As Leon reloaded his weapon, Chrysalis took the moment to blast him. "I have waited years for this! I will kill you myself!"

"Back off!" Leon pulled out an SMG and began firing, but Chrysalis used her shield for protection, then grabbed Leon with her magic, levitating him in the air.

"I could end it now, but that would be dull," Chrysalis slammed Leon against a wall. "So I will take this slow."

"Of course you would," Leon said. "Especially after what you did to her world. What you did to-" Leon noticed a mare in the corner of his eyes, "Sweetie Belle?"

"Huh?" Chrysalis saw a nearby Sweetie Belle fending off an attacking Ultron, to little avail.

"Is this all the strength you can muster?" Ultron kicked Sweetie Belle away. "You fool."

"Ultron!" Steve ran in and threw his shield at the android's face and then delivered a jumping kick.

"Looks like Ultron will be busy," Chrysalis said, then slammed Leon hard on the ground. "As will you, as I end your life."

"Better than you have tried," Leon said, then got slammed against a home.

"Don't get cocky," Chrysalis said, then blasted an oncoming Sweetie Belle. "Child."

Miguel rushed through town, trying to keep track of the chaotic situation, "My God, this is turning out to be more trouble than I expected."

"There's a Spider!" Poison shouted. "Get him!"

"Yeah, good luck," Miguel taunted as he leapt up and webbed everyone that came after him. "Looks like I'm going to have to turn up the aggression here."

He suddenly came across Mysterio. "Greetings."

"Great, it's you!" Miguel went for a punch that went through what was just an illusion.

"So close," Mysterio taunted.

"Ugh, now I gotta deal with this crap," Miguel said. "Hey, if you wanna fight, then fight like a shocking man!"

Mysterio then blasted Miguel from behind with a ray gun, "Come on, I thought spiders had better reflexes than that."

"I'll show you reflex!" Miguel turned around to slash Mysterio, but it was another illusion. Mysterio tried another sneak attack, but Miguel caught on this time and cut Mysterio across the chest, the man immediately backing up.

"Someone's in a violent mood," Mysterio said.

"To echo what those Capcom guys said before, I'm not nice like Peter," Miguel said. "I'd rather not kill you, but it would be helpful if you didn't leave me with a choice!"

Miguel then took a blast from behind, courtesy of Poison. "Thought you were done with me!?"

"Getting on my shocking nerves here!" Miguel rushed in to attack while Mysterio crawled away, hoping to regroup.

Meanwhile the other ponies were on their way to Sweet Apple Acres. Apple Bloom was helping Rumble walk, while Starlight and Trixie stayed close to them.

Mayday and Franklin stayed close to Derpy, the mare looking back and knowing her husband is off fighting.

Flitter was seen carrying Felicity on her back, knowing that her sister was fighting too. She hoped she would be okay.

"I wish I could do something," Rumble lamented.

"You tried, but yer hurt," Apple Bloom said. "Come on, Cumie's waiting fer us with Granny."

"Not far now," Mr. Cake said, the man walking with his wife and his twins.

"Will Pinkie Pie be okay?" Pumpkin asked.

"How about Wade?" Pound asked.

"They'll be fine, they're good at fighting," Mr. Cake said.

"Right now, they want to make sure you're okay," Mrs. Cake said.

As Twilight led the others away, Goblin flew in from behind, this getting the Princess's attention. "Big Mac, take Peter!"

"Eeyup," Big Mac carried Peter on his back.

"Everypony else, keep running!" Twilight flew in to attack Goblin, the villain distracting her with some Pumpkin Bombs that she shielded with her magic.

Once the smoke cleared, Twilight was seen looking around in worry, then saw Goblin heading toward the others. "NO!"

As Goblin flew in, he found himself dodging some magical fire from Trixie and Starlight. He wasted no time throwing the bombs at the girls, causing an explosion that sent ponies scurrying about.

Apple Bloom was quick to take stock of the situation, "Them villains are so dang stubborn!"

To make matters worse, Wesker was seen trotting over once again, with Peter on his mind.

"Don't you dare!" Thunderlane shouted, flying in to protect Peter and his brother, but took a kick back into town. Lighting Dust tried to assist but she took a blow that knocked her away.

Autumn Blaze charged in to attack but Wesker hit a speedy uppercut to knock her out.

Lightning Dust struggled to get back on her feet, finding assistance from Shocker. "Herman?"

"That's me," Shocker said. "Come on, we're going to stop Wesker too."

"We?" Lightning Dust asked, then spotted Sonata rushing into battle.

"Wesker!" She hit the man with a Sonic scream, causing a painful ringing in his ears as he took a kick to his face. "Serves you right!"

"Foolish girl!" Wesker punched Sonata aside and pulled out his Samurai Edge Handgun. "This should end it."

Starlight blasted Wesker from the sides. "Now's my chance!"

Wesker dashed in and kicked Starlight hard enough to send her flying. Trixie blasted Wesker next, leaving him open long enough for Shocker to attack from behind.

"Oh, so you're on our side now?" Trixie asked.

"Actually, he's just on mine," Sonata said, struggling to stand. "Whether I'm on yours remains to be seen."

"We appreciate you standing up for Mayday," Starlight said. "Just throwing that out there."

"I just don't like seeing kids get hurt, can't say the same about most of you," Sonata said. "After all, you're the ones who locked Cozy Glow away."

"That wasn't us, that was The Princesses," Trixie said.

"You're still loyal to them," Sonata said. "But, we'll talk about that later, just get to safety."

"What about you?" Lightning Dust asked. "This seems like a big change now that you're against the villains."

"I don't know, I didn't plan to be betrayed today," Sonata said.

"And I didn't plan to betray my bosses," Shocker said.

"And I didn't plan to kill either of you!" Goblin said from above. "Life's full of changes, sometimes it's fun!"

Goblin threw some Pumpkin Bombs down at the group, with Trixie rushing over to help while charging magic in her horn." TEACUP! TEACUP! TEACUP!"

Using magic, Trixie quickly turned all the bombs into teacups that smashed upon hitting the ground, much to Goblin's curiosity.

"Uh, that was unorthodox," Goblin admitted.

"Got that right, now...now..." Trixie felt her magic being drained from her body. "What's...."

"Trixie, what's..." Thunderlane felt woozy too. "Hey, what's going..."

"What's happening?" Starlight asked.

"Behind you!!" Shocker blasted at the magic stealer, but he had just enough to put up a shield.

"So, you've betrayed us huh?" Tirek asked, the centaur growing a little. "Big mistake."

"Hey, who is-?" Starlight's question was interrupted when another pumpkin bomb landed. She attempted to put up a shield but she only barely put enough to keep the blast from being fatal.

"I still had more," Goblin said, then found himself dodging a shockwave from Shocker.

"I never liked you, Osborn!" Shocker shouted, trying to blast his former boss.

Twilight flew in to assess the situation, "Is that a Centaur?"

"Princess," Wesker leapt up and kicked Twilight back into town. "I will finish you off myself."

Woozy as he was, Peter slowly stood up, seeing that his wife was in danger. "T-Twilight." He picked himself up and ignored his pain to follow Goblin.

"Daddy! Wait!" Mayday said, chasing after her father.

"Hey! Mayday!" Franklin chased after the girl.

"What is she doing!?" Apple Bloom gave chase too.

Back in town, things were getting even more chaotic. Big heroes like Tony Stark and Cap along with smaller assistants like Doctor Hooves and Felicia Hardy were doing their best to fend the villains off, but the fight proved to be difficult.

"I better get hazard pay for this," Black Cat said, kicking some enemies away.

"Worry less about that and more about survival!" Doc said, zapping a few with his Custom Screwdriver.

Paul and Law were working together against Kazuya, the man getting some assistance from Juri to keep his foes away.

"It's over Kazuya! No more terror!" Paul shouted, throwing some punches.

"I tire of your big mouth," Kazuya said, delivering a kick to knock Paul back.

Juri clashed with Law, the two doing their best to one up the other, and were currently evenly matched.

Terry did battle against Iori, the latter looking disappointed, "Where is Kyo!?"

"What, am I not good enough for ya!?" Terry asked, ducking a strike and flying forward with a punch. "BURN KNUCKLE!"

Iori got knocked back, but he refused to give up, "Fine, I'll just kill you in the meantime."

"How can someone be so full of hatred and rage?" Terry said, resuming his stance. "Whatever, I'm not letting you hurt anyone!"

Mayday had run into town, looking for her father, "Daddy! Come back! You're hurt!"

"Hello, little girl," Annihilus said, picking her up. "You shouldn't be out here all alone."

"LET ME GO!" Mayday shouted.

"Mayday?" Rogue turned to the girl. "Good grief, that girl asks for trouble just as much as her daddy does." She flew over to the child. "Don't worry sweetheart, Auntie Rogue is coming!"

"Just try to-" Suddenly Mayday was freed when Kratos used his ax to cut off Anihilus's right arm, causing the monster to scream in pain.

Kratos brought out his blades and continued his assault, just as Rogue flew over, keeping Mayday's eyes covered. "Come on Sweet Pea, let's get you out of here." She looked back and saw that Kratos had utterly decimated Annihilus. "I'm grateful he came to help but...yikes."

Logan, Fluttershy and Laura worked together to fend off some more enemies, most of them led by Rolento. "Keep attacking soldiers! Don't let a single one through!"

"I'm glad my training is paying off," Fluttershy said, using some martial arts strikes against the villains. "But this is still a lot."

"Just keep fighting darlin', yer doing good," Logan said as he disarmed some henchmen.

Laura kept fighting herself, "Wonder where Tender Taps is? I bet he'd love to see me in action."

"Laura, focus," Logan said.

"Okay fine..." Laura had another thought. "You think Capcom's Laura is here? I feel like she and I have much more to prove."

"I don't know, just keep attacking!" Logan said, striking the enemies down.

Twilight looked around for her enemy. "Wesker! Show yourself!"

"Hm?" Rolento turned around. "Hold it right there lady! You're in enemy territory so-"

Twilight blasted a hole through Rolento's chest, instantly ending the man as he fell over. "You be quiet!"

"Holy...shit..." Laura commented, both Logan and Fluttershy looking just as amazed.

Even the nearby Chris, Jill and Dante could not believe it.

"Okay, Spider-Man's wife is clearly not someone we want to piss off," Dante said.

"Guess even a magical friendship pony isn't as nice as Spider-Man," Chris said.

"Wesker!" Twilight called. "You don't get to cheap shot me and think you can hide!"

"Over here," Wesker appeared beside Twilight, going for another attack, but Twilight blocked and blasted Wesker.

"I've had just about enough of you," Twilight said, readying her magic. "Sorry to do this to Chris Redfield, but I'm going to destroy you myself, Wesker!"

"Someone's not very nice," Wesker taunted, then took another blast.

"Yeah, yeah, make all the jokes you want," Twilight warned as she readied more magic. "You're dead."

Tron noticed the troublesome situation, "Wesker!" She ran over to help but Twilight blasted through her Gustaff, barely missing Tron's body. This distraction allowed Wesker to strike, knocking Twilight further away.

"Fool," Wesker took a step, then was met with a punch from a very injured Peter.

"Stay...away...from-" Peter was interrupted when Wesker hit an uppercut that knocked him back down. Peter struggled to stand, but he took a blast to his back, courtesy of Tron.

"Ha, got him," Tron said.

"Very good," Wesker brought out his gun. He aimed and fired at Peter, hitting him again in the back, much to his pain. "Still resilient I see."

"Wesker!" Bobby glided in to attack but Wesker kicked him away with ease.

"Fool," Wesker turned back around to focus on Peter, but took a kick from Chun-Li.

"You've hurt him enough!" Chun-Li went for another kick but Wesker knocked her away as well.

"Would anyone else like to interrupt me?" Wesker asked.

Suddenly he spotted some ponies flying overheard, and heard the thuds of a large creature coming into town.

Twilight took note of him as well as she flew back, recalling him from just moments prior. "It's that centaur."

Tirek walked over to Twilight, glaring down at the pony. Twilight didn't back down, if this centaur wanted a fight, she would give it to him.

"Greetings, I am Lord Tirek," the centaur said. "You must be Princess Twilight Sparkle. I've heard a lot about you."

"Lord Tirek, I think I've heard of you," Twilight said.

"I should hope so, after all, it was your mentor that locked me away," Tirek said.

"I did..." Celestia said, making her way over with the Pillars.

"Princess Celestia, what a surprise," Tirek greeted. "Oh, and I see you still have the Pillars of Equestria, I'm surprised they're still alive." He looked around after doing a quick count. "Well, five of you at least."

"Where's Starswirl?" Twilight asked.

"He...is no more," Celestia regretfully informed.

"...No..." Twilight said, pain in her eyes. "How?"

"That imposter pretending to be Goku," Celestia explained.

"Goku Black..." Twilight repeated, venom in her voice. "He's next."

"Shame about Starswirl, I would have loved to kill him myself," Tirek said. "But, I will settle for the Pillars."

"Princess, who exactly is he?" Twilight asked. "How did you first encounter him?"

"I first encountered him over a thousand years ago," Celestia said. "He and his brother Scorpan had come to Equestria as a means of invading our land. His brother turned over a new leaf when he met Starswirl, and befriended him."

"Scorpan tried talking me out of our plans, but I had no intention of giving up on my hard work," Tirek said.

"Yes, and for that, you have been locked away in Tartarus for one thousand years," Celestia said.

"Until now," Tirek said, extending his arms triumphantly. "Now I have the power to accomplish my one thousand year old plan! This whole alliance you see here? Discord may have gathered them together, but it was my vision that saw it through. It was by my planning that this day could finally come."

"Wait, you're the real leader here?" Twilight asked. "You've been working from the shadows too! Haven't you?"

"That's how a good leader works," Tirek said.

"Then, you chose to work with Wesker too?" Twilight asked.

"Actually it was Loki's idea to work with Wesker," Tirek said. "I had no interest but eh...it worked out."

"We would have come anyway, just a year or so later," Tron said.

"I say that this has worked out better," Wesker said. He then felt Peter grabbing his ankle.

"Nothing you do...works out better," Peter said.

"Oh, he's still moving?" Tirek used his magic to lift Peter up and delivered a powerful punch across his face, knocking the hero out.

"PETER!" Twilight used a magic beam to blast Tirek in the face, the monster moving her magical beam away and zapping her through a house.

"Twilight!" Celestia turned to attack but Wesker kicked her in the face, allowing Tirek to steal some of her magic, and then blasted her as well.

"Ha, my power is growing!" Tirek triumphantly said as he began to grow along with his power. "More, I need more!"

"I know how we can get more," Wesker said. "Tron, go find Mysterio, I will find Martin Li."

"Yes boss," Tron said, quickly fixing her Gustaff to help move along her planning.

Eggman and Wily were beginning to struggle, thanks to the arrival of Sonic who had been knocking both men for a loop in their pods.

"That lousy hedgehog!" Eggman shouted. "How did he even get here!?"

"If I had to guess, it was Doctor Strange's magic," Wily said.

"That no good Strange," Eggman said. "You know, this plan isn't big enough for three doctors."

"Don't you guys work with Doctor Doom?" Mega Man asked.

"Quiet you!" Eggman warned.

"We may need to put a stop to Strange ourselves, and Sunset Shimmer too," Wily said. "They may call for more backup."

"Hm, good point, I should run this by Wesker," Eggman said.

"Are you two done?" Sonic asked.

"No! Not until you're nothing but dust!" Eggman said. Sonic shrugged it off and whacked Eggman's pod again, much to his annoyance. "Knock that off!"

"You fool, now I shall-" Wily was blasted back by Mega Man, much to his annoyance. "Lousy fool!"

The sound of thumps were heard again as Tirek walked by, glaring at everyone. From Sonic, Tails, and Mega Man fighting Eggman and Wily, to Trunks and Kurt fighting Vomi, to Goku fighting Black and even Zero doing battle against Sigma.

"Hey big fellow," Morrigan said, flying over. "Normally I love me a big man, but not if it will endanger the population."

Capcom's Felicia landed on a nearby roof, "So if you don't leave, we'll have to make you."

Hsien-Ko hopped by as well, "Make your choice."

"...Fools," Tirek immediately blasted Hsien-Ko, sending her through a house.

"Hey!" Felicia leapt up to attack but she got whacked into Morrigan, both girls falling from the air.

As things continued, Discord had finally come into the main part of Ponyville with Eris by his side. He could see all the damage being done in town, with guilt rising up within him. "Look at this...I caused all of this, didn't I?"

"Kind of pointless to feel sympathetic, you did assemble them," Eris pointed out.

"I did, but well...maybe I didn't think this through," Discord said. "I wanted a fun showdown between heroes and villains. You know, like a comic book. This doesn't feel that way."

"And now innocent ponies are getting hurt, some are dying," Eris said. "Is this what you wanted?"

"I...I can't be sure," Discord said. Without thinking, he stepped into town, calling out to the villains. "Stop! All of you, cease your actions!"

"Oh you gotta be kidding me," Aria said, many of the villains sharing the discontent.

"Listen, I know this was somewhat part of the plan," Discord said. "But, at least have this showdown somewhere more-"

Electro then blasted Discord with his electricity, the man relishing in his actions, "Ha! I've been waiting to do this to you! Not so tough now, are ya!?'

"Discord!" Eris went to stop the attack, but she took a blast from Doom for her effort.

As Discord tried to stand, Adagio and Aria did a Sonic Yell that caused pain to his eardrums, further torturing the Draconequess.

"Discord..." Loki flew over, readying his magic. "What a shame, we could have ruled as equals."

Loki blasted Discord through a house, knocking the creature out.

"Discord!" Fluttershy ran to help, but Vergil blocked her path.

"Going somewhere?" Vergil asked.

"Back off!" Laura went to attack, to which Vergil blocked with his sword.

As this went on, Tirek came closer to the center of town, right near Twilight's library. "Is this where all the heroes are!?"

"Whoa!" Goku said in disbelief. "He's huge!"

"Great, another giant monster," Chris said.

"Looks like Equestria has its own Kaijus," Ken said.

"Ahem! Hey, big fella!" Applejack called, the mare standing beside a freaked out Rarity. "Just who in tarnation are ya!?"

"Your end," Tirek said, using some magic to decimate some houses, much to the terror of the fleeing ponies.

"What is that thing!?" Octavia asked.

"It's awful..." Golden Harvest said.

"Tirek!" Martin Li made his way over with Wesker.

"I am here!" Mysterio said as well, having just arrived with Tron.

"Good, I trust this is part of your plan, Wesker?" Tirek asked.

"Yes," Wesker turned to Martin. "The bell if you'd please."

"What about Mysterio?" Tron asked.

"I believe he can figure it out," Wesker said as he took the bell.

"That I can," Mysterio said, bringing out the orb.

"Excellent," Tirek said, using his magic to lift both. "Now then, get ready Equestria!" Using his powers, he activated the power of the Orb, sending out a spell across town. "Those outside Equestria, return to your true selves!"

Using the Pearl, everyone in town that was not of Equestrian origin had begun to transform back into their humanoid states.

The only exceptions obviously being the natives, but each hero and villain from outside had taken back their true form.

Wesker looked down below, seeing his fingers again, alongside Martin Li, who also relished in his human form.

Logan and Laura had resumed their human forms, the two glancing down at the still Pony Fluttershy, who seemed very confused.

"Why did he transform us into humans again?" Tron asked.

"To make our victory much more memorable," Mysterio said. "That's my best guess."

"Now! Allies!" Tirek used the bell to transport energy. "Relish in your powers!"

The energy sprouted into a chaotic form however, proving to be harder to contain.

"This must be Discord's energy," Loki said, using his own magic. "No matter, just leave the chaotic magic to me, I can transport the rest."

"Uh...This is getting weird!" Applejack said.

Within seconds, magic began transferring into all the nearby villains, giving them even stronger power, enhancing all of their abilities, and giving some new forms.

Chrysalis developed some naturally stronger armor on her body.

Cozy Glow grew a horn, effectively turning her into an Alicorn.

Vergil's body began to turn grayish as his eyes turned red, electric energy coursing around him.

Kazuya grew demonic wings as his eyes began to glow, with his teeth sharpening.

Eggman's aura began to turn into a greenish color, with his egg mobile and suit following in accordance.

Adagio and Aria grew what appeared to be sea wings as their body just began looking scaly in nature.

Electro's energy turned from blue to a powerful green as he began to exude electricity from his body.

Goku Black felt his ki rising to an extraordinary state, the man looking satisfied with his newfound power.

"The power at the palm of my hands, it's Godly!" Black said, charging his ki as ominous energy began to surround him. Within seconds, Black had powered into a Super Saiyan transformation.

"Whoa, he can do that hair change thing too!" Applejack said.

"Just who is he?" Rarity asked.

"This is only the start of what I can do," Black said. "With this power, all will fall before us!"

"No way we're letting that happen," Applejack said. "Now ah suggest-"

Electro immediately blasted Applejack, sending her crashing back.

"Applejack!" Remy called.

"YOU BIG BULLY!" Apple Bloom charged in to attack, but she too got immediately electrocuted."

Remy ran in to attack Electro but he was effortlessly blasted away while Tempest ran in and zapped Remy as well.

Goku and Strange flew in to attack together, alongside Kratos, but it did not take long for the three to start feeling overwhelmed.

"We gotta stop them!" Bobby called, gliding in with his ice as every hero tried to gang up on the villains.

Franklin ran through town, hoping to find his girlfriend, "Mayday!? Mayday where are you!?"

"Franklin!" Came Luster Dawn's voice.

"What are you doing here!? It's not safe!" Franklin said.

"I had to come, Mayday's lost!" Luster Dawn said.

"Let me find her! You get to safety!" Franklin said, immediately running into town.

"But-" Luster Dawn barely avoided a random lightning blast. Seeing just how aggressive the villains got filled her with worry. "Oh no..."

Franklin ran through town, "Mayday! Please! Tell me where you are and...and..." Franklin came across Doctor Doom, one look from the villain sent shivers down his spine. "D...D...Doom?"

Doom stepped toward Franklin, stopped only by Susan's forcefield. "Don't you dare, Victor! Not again!"

Without a word, Doom blasted Susan, sending her flying back. Johnny, Reed and Ben went to attack, but found themselves at the mercy of Doom's incredible power.

Dante clashed his sword against Martin Li's naginata, the Half-Demon starting to struggle a bit. Dante parried Martin Li's weapon and went for a punch but the Negative powered man blasted the Half-Demon, sending him flying back.

"Pain in the ass," Dante went to attack more but found himself being levitated by Tirek, much to his confusion. "What the hell!?"

Tirek then began electrocuting Dante, painfully enough that Dante let out a bone chilling scream, all the while his energy was being absorbed by the centaur.

Tirek then generated some power above Dante and sent a massive magical beam at the Son of Sparda, power strong enough to cause a massive crater that destroyed several homes upon impact.

Ponies were horrified, the heroes and warriors could not believe this raw power.

When the dust cleared, Dante was seen laying in the middle of the crater. Not moving an inch, only covered in soot and blood.

"Dante!" Trish called. She ran to help but she got blasted through her chest, courtesy of Vomi.

"I love this power as well," Vomi said, sadistically licking her lips.

"NO!" Sunset called. "Trish! Dante!"

"Yet more warriors, you could not save," Loki said.

"DIE!" Sunset blasted Loki, but he withstood and returned the favor with a mighty blast at Sunset, sending her crashing through Twilight's library.

"Sunset!" Ryu ran toward the girl, but Goblin blocked his path. "YOU!"

"Yes, me," Goblin taunted, then blocked an oncoming punch from Ryu. "Whoa, someone's mad."

Ryu engaged in battle against The Green Goblin, throwing blow after blow, trying to get the upper hand.

"Ryu!" Peter crawled over, still trying his best to move.

"Geez, does this guy never quit?" Tirek asked.

"I don't think he knows the meaning of the word," Mysterio said.

Peter tried to stand as Goblin fought away Ryu. Acting quickly, the villainous man threw a Pumpkin bomb at Peter, the hero barely putting his arms up to shield himself, but still taking a lot of damage.

"That never gets old," Goblin said, then took a punch from Ryu.

"Does that make you happy!?" Ryu threw another punch. "Torturing a good man!?" Then another punch. "A GREAT MAN!?" Ryu continued his assault. "One who would do anything for those he loves!?" He threw more punches. "Do you understand love!?"

"Of course," Goblin said, spitting some blood out. "I love causing pain."

"Kisama!" Ryu threw punch after punch at Goblin's face, shouting angrily in his native Japanese. "Anata no yōna hiretsuna otoko wa shin no meiyo nado nani mo shirimasen!"

Ryu unloaded a lot of his anger onto The Green Goblin, throwing punch after punch. It proved to be in vain as Goblin could only look up at Ryu, smiling at the man despite punches, laughing off his efforts.

In a rare instance, Ryu looked visibly disturbed by The Green Goblin's sinister reaction, but it just fueled his anger as he kept punching, a blow that was eventually blocked as Goblin backhanded Ryu.

The martial artist began to feel angry as his eyes turned a sinister red. "Damn you..." He turned to Goblin, readying another punch. "I will send you to hell, my-"

Suddenly Ryu felt something sharp piercing his chest, he looked down to see that Goblin had brought out his hand blades, catching him off guard as blood dripped down his chest.

"You were gonna do what, now?" Goblin asked.

Ryu glared at Goblin, blood coming out his mouth as he began to speak, "You...will never...win."

Goblin aggressively pulled his blades out as Ryu fell over, his body going completely limp as blood spilled from his body.

Ken, Chun-Li, Cammy, Rashid, Chris, Jill, Morrigan, and many of the other warriors, Capcom and other worlds alike, could not believe what they had seen. Ryu has fallen, and The Green Goblin reigned supreme.

"Ryu..." Peter said, having just seen what happened. Guilt took over his being, knowing that a man he respected was killed by his greatest foe. Peter did his best to stand up, glaring at his foe. "Osborn...I'm going to-"

Now it was Wesker's turn to act, the man dashing in and using his Rhino Charge to punch through Peter's chest, blood coming out his mouth as his pupils dilated.

"DADDY!" Mayday shouted, the girl crying tears of grief while being held by Rogue. "DADDY! NOOOO!!!"

"My stars..." Rogue said, her eyes watering up as well. "Peter!"

"You son of a bitch!" Johnny looked ready to attack but he took a powerful kick from Juri, knocking him to the floor as she leapt up and dropped her knees on his chest, crushing his ribs and puncturing his lunges slightly, enough to draw some blood as he struggled to breathe.

"Not good enough," Juri taunted.

"Johnny!" Rainbow Dash flew in for revenge but she took a kick to the face from Juri, and to make things worse, she took a blast from a ray gun, courtesy of Tron.

"Ha, I told you I could do it!" Tron boasted.

"Well done," Vergil said, using his sword to strike down an oncoming Logan. "Keep up the good work."

"Gonna...kill you...myself!" Logan tried again but Vergil had become much stronger since before, aggressively slashing at Logan and then whacking him out of the way.

Goblin seemed disappointed when he picked up Peter's unresponsive body, "So much for killing him myself. Meh." He then aggressively threw Peter into the library, and readied another bomb. "Can't be helped."

"You're dead, Osborn!" Chris was about to fire from his magnum, but took a deadly blast from Doom from behind, falling to his knees with massive injuries all over his back as he fell forward to the ground.

"Chris!" Cloud went to attack, but Black appeared before him, impaling Cloud with a ki blade, and then blasting him into a house. "Fool."

"This...this isn't good!" Chun-Li said in worry. "These guys are too strong!"

"It's not over yet!" Spencer said. "Let's try to-"

Electro blasted Spencer hard enough to cause his bionic arm to explode, causing Spencer to fall over in pain.

"Nathan!" Chun-Li went to help but she took a blast from Adagio, sending her flying.

"NO!" Strider tried to help too, but Aria beat him to it, taking him out with a blast.

While this was happening, Rogue flew down to pick Franklin up, carrying the boy in her arms too, "Don't worry, I'll keep ya safe."

"Uh, thanks ma'am," Franklin said. "Mayday, you made me so worried."

"I'm sorry, I was worried about daddy," Mayday said.

"I'm gonna get you both-" Suddenly Rogue was pulled over by Tirek, forcing her to face him. "Going somewhere?"

"Tirek!" Sonata ran over with Shocker, Starlight, Trixie, Autumn Blaze, Thunderlane and Lightning Dust. "Come on! Don't do this!"

"Look!" Shocker pointed to Peter. "Looks like one of you got Spider-Man!"

"Wait, what!?" Autumn Blaze shouted in disbelief, tearing up the moment she saw what looked like a dead Peter. "Wh-Who did this!? I want names!"

"That would be me," Wesker boasted.

Autumn Blaze immediately turned into a Nirik, her rage focused on Wesker. "I'LL KILL YOU!"

She charged in to fight but Wesker kicked her into the library. "So close."

"Wesker you bastard!" Starlight shouted, readying her own magic. "Don't think you're getting out of this alive!"

"My, such violent creatures," Wesker taunted. "I thought Equestria was a peaceful place."

"It appears not," Tirek said.

Apple Bloom ran over to the behemoth, unable to process what she was seeing. "What is that!?"

"Apple Bloom!" Gabby called, making her way over with Smolder, Silverstream and Ocellus. "You need to run!"

"Ah gotta find..." Apple Bloom looked up, spotting a familiar filly. "Mayday!"

She ran ahead, much to the worry of the girls.

Nearby Bobby had taken some strong hits from Bison, the boy injured from the brutality of the increased Psycho Power. "Is that all you can do, Iceman?"

"Screw you," Bobby said, spitting out some blood. He then took a kick to the face, injuring him more.

"Bobby!" Rarity blasted Bison, but she took a strike from Shredder to knock her out.

"All too easy," Shredder boasted, looking over to the turtles, all of them having been injured, and attended to by their friend April, along with Reeve, Sally and Roll.

"April, you gotta run," Leo said.

"You know I won't," April said, glaring at the villains. "Not with these monsters around!"

"Calling us monsters is quite rude," Vomi commented.

"Not inaccurate," Roll sassed.

"Hey! Big guy!" Apple Bloom called, getting Tirek's attention. "You have about five seconds-"

Juri kicked Apple Bloom into the library. "Oh shut up."

Starlight, Trixie, Thunderlane, Sonata, Shocker and Lightning Dust all went to attack as well, but the interference from Chrysalis, Sephiroth and Kazuya stopped them which overpowered this group.

"Allow me," Wesker said, getting a punch in to Starlight the moment he got the chance.

"My turn," Vergil said, striking Trixie with the helm of his sword.

Shocker went to attack but Electro stood in his way, "Move it, Max!"

"You're seriously doing this!?" Electro asked, with Mysterio standing by his side. "After all that we've been through!?"

"Hey they betrayed me, and if they can do that, you bet your ass that you're next," Shocker said.

"Man, you could have it big with us," Electro said.

"Did you not hear what I said!?" Shocker asked. "If they betrayed me then-"

Electro grabbed Shocker with his energy, pitifully glaring at his former ally, "I liked how you used to be. Before Friendship ruined you."

Electro and Mysterio blasted Shocker into the library as well.

"Maxwell! Quentin!" Sonata shouted. "How could you!? Herman's our friend!"

"He was our friend," Adagio said, getting Sonata's attention. She was joined by a worried looking Aria and Cozy Glow. "So were you."

"Are you going to betray me too, Adagio?" Sonata asked, then turned to the other Siren. "What about you? Am I expendable?"

"Tch..." Aria looked away in shame.

Sonata focused on the young filly, "And you, Cozy Glow, are you going to turn away from me? After all I've done for you?"

"I..." Cozy Glow looked back to her wings, and at her horn. "I can't turn away, I'm finally going to be Princess! The new Princess of Friendship!"

"With what friends?" Sonata asked.

"...You...you're just being silly!" Cozy Glow said. "Come on, you can come back! I bet if we talk to Doom and Wesker, they'll let you back in."

"We won't," Doom said, blasting Sonata into the house. "She made her choice, and she will die for it."

"But..." Cozy Glow said.

"Let it go, child," Doom warned. "Otherwise, you won't get your Kingdom."

"...Yes sir," Cozy Glow said, flying away.

"Place them in the house, Lord Tirek," Black said, Tirek obliging as Rogue, Franklin and Mayday were placed inside the library.

"Was that Franklin Richards?" Doom asked.

"Yes, why?" Wesker asked.

"...Make sure his father sees what we're about to do," Doom said. "I want him to suffer before he dies."

"Wait, let's get one more in there," Vergil said, gesturing to a grieving Twilight over her fallen husband.

"Peter...please...wake up," Twilight cried. "Please! Don't leave me!"

Black flew over, with Twilight instinctively protecting her husband. "Grieve in there."

He grabbed the couple and threw them into the house, ready to be obliterated.

"Twilight!" Celestia flew in to protect her pupil. "I won't let you hurt her!"

"Fool," Dormammu blasted Celestia, knocking her unconscious. He grabbed her and threw her in as well. "Die with them."

Many of the heroes, now injured, could only watch as Tirek planned his final assault as Loki placed a boulder in front.

"With this, know, that our victory is absolute," Tirek said, readying his magic. Black and Zamasu flew by his side, generating some ki for a combined blast.

Doom, Dormammu and Loki also flew up, ready to unleash this final assault.

"It's over," Wesker said.

"They're finished," Electro added.

"Victory is as good as ours," Mysterio said.

Aria looked worried as she glanced to and from the library, "Adagio, we're not really letting them do this, are we!?"

"We don't have a choice," Adagio said.

"But...Sonata's our friend!" Aria said. "So is Herman!"

"Drop it Aria!" Adagio warned.

"I...I can't!" Aria turned to the door. "I can't let them!"

Reed was pulled in front by Super Skrull, the man forced to watch this event, "You should have taken better care of your son."

"NO!" Reed shouted, calling up. "Victor! Don't do this!"

Applejack stood up, looking toward the house. "Twilight! Peter!" A very terrible thought came to her. "APPLE BLOOM!"

"Die..." Tirek said, as all the villains sent a final attack on the house.

"SONATA!" Aria ran toward the library, but Adagio and Mysterio were quick to stop her just as the combined attacks hit the location, completely obliterating what was left of Twilight's library. Everyone watched on in horror, from those in town, to the civilians, as a final attack left everyone seemingly dead.

When the dust cleared, the library was no more. Victory had been achieved, but not by the heroes.

"It's over!" Tirek said. "Equestria, is OURS!"

The villains began to cheer, save for a now grieving Aria, a regretful Cozy Glow, a concerned Mysterio, and a saddened Adagio.

In addition, many began to grieve, from a disheartened Reed, to a horrified Applejack, to the broken Capcom Warriors.

Among them was a heartbroken Rumble. His brother, his wife, his foster parents, his sweet little sister, all of them seemingly dead.

“No…” Rumble teared up as he fell over in heartbreak.

Gwen felt the same heartache, seeing what looked like the destruction of her friend. “Peter…no, not again…”

“Twilight…” Rainbow Dash teared up at the loss of her friend. “I’m sorry.”

Logan was speechless, seeing the library destroyed, along with those he cherished. He had no words, only silence as he began to grieve those he lost.

Victory was to the wrong side. At least for now. As the villains had no idea that Eris was still conscious, and had plans of her own.

Even more knowing that not too far away, a witch and her team were ready to return.

For now, everything remains uncertain.

Bittersweet Aftermath

Within the middle of a dark void looking room, Twilight slowly woke up, the mare feeling pain all around her body.

"Where...am I?" Twilight asked. "What happened...?"

In an instant, Twilight began to remember everything. She remembered the Ponyville Invasion, all the villains, all of her friends fighting, and most of all, she remembered what happened to Peter.

The hero fought valiantly, but was slowly overcome by the villains that had invaded. Despite his determination, the villains began to outnumber him and overwhelm her loving husband.

The last thing she remembered, before Goku Black threw her into the library, was seeing Peter impaled by Wesker's Rhino Charge technique.

"Peter!" Twilight anxiously looked around, spotting her husband on the ground next to her. As a result of the transformation magic, he was in his human form rather than his pony, but that wasn't the important thing here.

From what Twilight could see, Peter was severely injured from his recent battle. She was quick to check his pulse. It took some time due to her lack of fingers, but she eventually did feel something. It was faint, but there.

Using her magic, she removed the upper part of his costume, seeing that his injuries were still there. His healing factor didn't seem to take effect, at least at the moment. Seeing all the bruises on his blood-stained body was an uneasy sight for the mare.

"Peter..." She gently stroked her husband's upper body. Part of her worried though, seeing her hoof on his human chest, unsure if she can even give him the gentle touch he needs. It didn't stop her for long, she had to do something for her loving husband. "I'll fix this, once I figure out where we are."

"Twilight?" Came Starlight's voice. Twilight turned to see her friend alongside Trixie and Autumn Blaze, the trio also in their original forms as two unicorns and a Kirin.

"Starlight, you're here!" Twilight said.

"What is this place?" Autumn Blaze asked, before taking note of the nearby hero. "Wait, is that Peter!?"

She ran over to check on the hero. He was very injured and barely breathing, the sight of this bringing tears to Autumn Blaze's eyes.

"Oh no, Peter," Trixie trotted over as well, same with Starlight. "What did those brutes do to him?"

"Peter hasn't looked this bad since Wesker first showed up," Twilight said. "Even then what happened years ago seems so tame compared to now."

Starlight was horrified to see Peter so hurt. In the years she's known him, Peter has always pulled through. Be it his first battle against Loki, the fight against Magneto, the time Sabretooth showed up, even the trials during the Avengers Civil War, Peter had always pulled through.

Seeing him hurt was uneasy on Starlight's eyes. The Peter she knew always got up, even when things were bad. This time, for the first time in her life, Peter just looked vulnerable in her eyes. This is not the Peter Parker that Starlight had come to admire.

"I should have done something sooner..." Starlight regretted her decisions. "Green Goblin, Tirek, I knew about them, but he...Discord...he was always in my head! I let Peter get hurt! I...I..."

Starlight was tearing up, a scene noticed immediately by Trixie, "Come on, not you too."

"Peter..." Starlight wiped some tears from her eyes. "I'm so sorry."

"Keep it together!" Trixie scolded. "I know this is bad, but crying won't fix anything. Right now we need to figure out where we are and what happened."

"The last thing I remember is that a bunch of us were in the library," Starlight said.

Flashback

Starlight was recovering from one of Wesker's attacks, the mare having been knocked into the Golden Oaks Library. She looked around and spotted Trixie having been just knocked there as well, along with a very injured Peter by a worried Twilight.

"What's going on?" Starlight saw that the door was shut and a large beam of light was right outside. "What's happening?"

She pulled herself to her feet, passing by the others as she looked out the window. All that light was various forms of magic and energy that was aimed at the library as many outside were seen horrified or even pleading for the villains to stop.

"What are they...oh no..." Starlight's eyes widened as she immediately turned to her mentor. "Twilight! We need to-!"

Within seconds, they were all gone. Seemingly wiped out in a flash, but it wasn't the combined magic that was the cause, rather it was something else.

End Flashback

"It...it looked like we died," Starlight said. "But, did we? Are we dead?"

"I don't feel dead," Autumn Blaze said.

"Neither do I," Trixie said. "Of course I've never been dead before so I wouldn't know."

"If we were dead, Peter wouldn't be this injured," Twilight theorized. "Plus, I still feel sore from the fighting. If we were dead, I'd think we wouldn't feel any pain at all."

"Unless...this is punishment!" Trixie worried. "What if we're not going up! What if we're on our way down!"

"Huh? Why would we?" Starlight asked.

"I used to be a thief!" Trixie said. "And you, Starlight, you enslaved an entire village for years, and worked for Loki!"

"Well what about Autumn Blaze, or Twilight?" Starlight asked. "Do they deserve eternal damnation?"

"Well, Autumn Blaze's village did have some serious anger issues," Trixie said.

"Huh? Being angry isn't a bad thing. It's not like we hurt anyone," Autumn Blaze said. "Then again, we might have hurt a few feelings but, it's not that bad, is it?"

"And, not to brag, but I've never sinned to any extent," Twilight said.

"You and your friends ran me out of town the first time we met, all because I wanted to put on a show!" Trixie said.

"Huh!? Are you seriously holding that against me!?" Twilight asked. "I let you live in my house, without rent mind you! Besides if anything you were way meaner to me the first time we met."

"Now isn't the time to bring up petty grudges!" Starlight shouted. "Besides, what about Peter!? He's a superhero who risks his life for others on a daily basis! You think he would suffer in the afterlife?"

"...I suppose you're right about that," Trixie said.

"Bottom line is that I don't think any of us are dead," Twilight took a look around. "But we're definitely not in Ponyville anymore."

"Is anyone else around though?" Starlight asked. "We weren't the only ones in that library."

Trixie took a look around before gesturing to a pair of Pegusai. "Over there!"

Twilight looked over and spotted Thunderlane and Lightning Dust, the two shaking off their own injuries.

"Where are we?" Lightning Dust asked.

"Can't say for sure," Thunderlane replied. "It's kind of creepy though, it's like nopony's around for miles."

"Thunderlane! Lightning Dust!" Twilight called.

"Huh?" Lightning Dust turned her attention to Twilight. "Oh sweet, we're not alone!"

"Wait, is that Peter?" Thunderlane asked as he flew over.

"Oh crap, you're right," Lightning Dust flew over as well.

"I'm so glad you two are alright," Twilight said.

"Yeah, but what about Peter?" Lightning Dust asked, the mare gently patting his head. "Geez, those villains really messed him up."

"Especially that weird Goblin guy," Thunderane said.

"Osborn did a chunk of the damage, but Wesker is the one who landed the final blow," Twilight said, anger evident in her voice. "If I ever find one of those two, I'll destroy them myself!"

"Let us help," Autumn Blaze said. "After what they did to Peter, I want to avenge him too!"

"Same here," Starlight said. "I can't let this slide."

"We'll get our chance at payback," Twilight said. "For now, let's make sure we're all here. Was anyone else in that library with us?"

"Yes siree," Came Rogue's voice, the human woman flying over with the human Franklin and the still Pony Mayday. "Heya Twilight."

"Rogue? Franklin?" Twilight took note of the one filly who needed the attention. "Mayday!"

"Mommy!" Mayday flew off and trotted into her mother's embrace. "You're okay!"

"I'm more worried about you," Twilight checked over her daughter. "Are you hurt? Any bruises I need to worry about?"

"I'm fine," Mayday said.

Twilight however found one thing on her daughter's neck. A slight scratch with evidence of a little blood. It just reminded Twilight of when The Green Goblin threatened her just to get to Peter, the memory fueling her with rage.

"Osborn..." Twilight gritted her teeth, memories of her impaling him through the chest filling her mind. "Next time, I'll go for the head!"

"Mrs. Parker," Franklin said as Rogue set him down. "Where are we?"

"Franklin?" Twilight took a second to try and recognize the boy, of course he was one of the few human children she's met. "I don't know where we are. Gee, I hope your mother's with us?"

"Ah didn't see her, or Mr. Fantastic," Rogue said.

"I'm really worried, last time I was there, I saw..." Franklin nervously gripped his fingers. "I saw...him."

"Him who?" Starlight asked.

"Doom..." Franklin said, wincing at the thought of the villain.

"Of course, Doctor Doom has terrorized your family on numerous occasions," Twilight said. "It's no different than how The Green Goblin terrorizes Peter."

"Honestly, it's just petty," Trixie said. "Guys like Osborn and Doom using so many resources just to go after people like that? I know villains have to fight heroes to take over the world, but they just seem to make it so personal."

"When you thwart them as many times as Peter and his friends have, at some point it does start to get a little personal," Twilight said. "Not that I condone it."

"Things are definitely personal when it comes to my parents," Franklin said. "That monster Doom has done some...really bad things to us."

"Looks like he wasn't just content with going after your family," Starlight said.

"We so gotta get him back for this," Lightning Dust said. "Same with Osborn and Wesker!"

"Well first thing's first, we gotta figure out where we are," Starlight said. "Then we figure out the villains' plans."

"After they take over Equestria, they're gonna use the power they have to conquer the multiverse," Rogue explained.

"You figured it out?" Trixie asked.

"Sort of," Rogue said. "When ah stole some power from that fellow everyone calls 'Black', ah got a bit of his memory. One thing ah can confirm, he definitely ain't Goku, he's someone or something else entirely."

"That's a start, but I wish I knew more about their plan," Twilight said.

"Curious about their plan, are you?" Came Sonata's voice. The still pony siren trotted over with the now human Shocker right behind her. "Heya Princess, how's it going?"

"You...you're one of the Sirens," Twilight said, then turned to the man behind. "And you're Shocker!"

"That's me," Shocker introduced.

Twilight readied her magic to use against the two, "Give me one good reason why I shouldn't-"

"Whoa, easy Twilight," Starlight urged. "Let's not get into a fight right now."

"You know who they are, right!?" Twilight shouted. "Invaders that came to our world to conquer it!"

"I also helped save your daughter's life," Sonata pointed out. "Remember? If me and Eddie didn't speak up, who knows what could have happened?"

"Fine, you saved Mayday," Twilight said. "After you hurt my husband! You may have more of a conscience than the other villains, but that doesn't make you any less my enemies!"

"It's not like any of you were better!" Sonata said. "You banished a filly to Tartarus! On top of that, my species is nearly extinct because of what your Princess did! You ruined your fair share of lives, so don't take a high ground with me!"

"I really don't want to hear your excuses for why you committed your atrocities," Twilight said. "Regardless of what you went through, it gave you no right to terrorize innocent ponies, or humans, over this!"

"Look, we get it, you don't trust us," Shocker said. "Honestly, that's fine. We can't say we want to be friends with you, but as of right now, we're stuck in this situation together. Now, we have nothing to gain by making enemies out of you, it's not like we can return to our old allies anyway. They want us dead after all, and it sounds like they came close to achieving that goal."

"It's true, they definitely aren't siding with Wesker by this point," Starlight said. "Sonata chose Mayday's safety over her allegiance, and Shocker clearly chose Sonata's side."

"Which kind of surprised me," Lightning Dust said. "That's very unlike you, Herman."

"It was a spur of the moment decision," Shocker said. "This moron was going to get herself killed."

"Hey!" Sonata snapped.

"And as usual, I had to step in and keep her safe," Shocker continued. "That's it, I was looking out for a friend of mine."

"Oh how nice, you discovered the Magic of Friendship, didn't you?" Twilight said in a mocking tone. "That still doesn't erase what you've done. Regardless of what you two may have gone through in your personal lives, it does not justify your terrible actions!"

"Twilight, enough," Starlight said. "You're hurt, don't stress yourself out."

"I'm hurt because of them!" Twilight shouted while gesturing to the two. "You are both just as much to blame as anyone else! For the destruction of my home!" She gestured to Peter. "And for my husband's injuries!"

Sonata looked away in irritation, trying to reconsider the situation she was in. Shocker himself didn't have anything to say either, nothing he could say would justify his actions. Granted he didn't feel the need to do so.

"Look, I'm not going to apologize for what I did, in the end it's meaningless," Shocker said. "But, that doesn't change the fact that this is a situation we're stuck in together. If you want your payback, that's fine. But let's try to think rationally here, and figure out how to get back to where we were."

"Oh sure, you two can go back and rendezvous with your buddies," Twilight coldly said.

"Have you not been paying attention!? "Shocker shouted in annoyance. "They're not my buddies! They tried to kill me! And Sonata! I'm in here because Electro, who I thought was my friend, turned his back on me! Same with Mysterio! Those aren't friends, they're coworkers who screwed me over just like everyone else does in my life! So I would appreciate it if you didn't act like you know who I am."

"Hey, I really don't care who you are," Twilight said. "I call it like I see it."

"Well see this," Shocker began. "Sonata and I have no friends, and no family! We have nothing we want to go back to."

"...That's not true actually," Sonata sadly admitted. "I do wanna go back, because I want to see my friends again."

"Tell me you're not talking about Adagio and Aria," Shocker lamented. "They left you to die, you think they care about you?"

"They...they just found themselves in an awkward position, that's all," Sonata said. "We've been together for so long, they wouldn't cast me out for those guys."

"Of course they would, that's life," Shocker said. "People always screw other people over. You think you have friends but those friends would cast you aside the moment you let your guard down. Adagio and Aria made their choice, they don't care about you."

"You're wrong," Sonata said. "I don't know why, but I can just tell that they didn't mean to do what they did."

"Ugh...all these years and you're still the same simple minded girl," Shocker said. "I always believed that your gullibility was going to get you killed, and honestly, it nearly did. Can't you see that you don't have anyone!? Your friends don't love or care about you! Get it through your thick, stubborn skull already!"

"Herman, enough!" Lightning Dust scolded. "Lay off her."

"Hey don't you start with me, you're in the same boat as far as I'm concerned," Shocker said. "You joined up with Spider-Man the moment you could."

"What was I supposed to do!?" Lightning Dust asked. "Our plan failed, and I thought you were dead! I was given a chance at real friendship, and I just couldn't turn it away! It wasn't easy at first, I suffered a lot of trauma due to my time as Wesker's minion. But I managed and now life's better for me."

"Wow, good for you," Shocker said. "Meanwhile I was stuck in Tartarus for the last five years, the only 'friends' I had were the ones who stabbed me in the back!"

"Well they weren't exactly good company," Starlight said. "Honestly, in times like these, I'm even happier that I got away from Loki when I did."

"Honestly Herman, we should have quit while we were ahead," Lightning Dust said.

"What, did you expect me to just befriend Spider-Man when it was all said and done?" Shocker asked. "Especially after what we did to Ponyville years ago!"

"Right...the aftermath was a really awkward time for me," Lightning Dust admitted. "Not gonna lie, I mostly just left the blame on Vega since it was his idea."

"You got off easier because you caused the least amount of damage," Trixie said. "While Vega did terrible things, Shocker here did destroy a lot of homes. So he's just as bad."

"Yeah, he hurt my brother," Thunderlane said. "Right after that creep Vega ambushed him."

"He ambushed my daughter too," Twilight pointed out. "Mayday got hurt, Shocker. Because of what you took part in."

"You hurt this girl?" Rogue asked, turning to Shocker in disgust. "Guess ah shouldn't be surprised by how low you stooped. Ah still remember that ambush yer boss led on the X-Men, then took Remy and Bobby for a mind-controlled joy ride."

"Exactly, you're not completely innocent here, Shocker," Twilight warned.

"It certainly doesn't help that he and that Siren girl recently destroyed another town," Autumn Blaze said.

"I have a name," The Siren said. "It's Sonata Dusk."

"Listen, I know there's some animosity, but to Herman's point, let's dial it back for now," Lightning Dust said. "Now, is this all of us?"

"Not yet," Sunset said as she trotted over, the girl still in her unicorn form.

"Sunset!" Twilight called her over. "I'm glad you're okay."

"I'll live..." Sunset said. "Question is, where the hell are we?"

"That's what we've been trying to figure out," Shocker said.

"Uh...any reason you're here?" Sunset asked, before turning her attention to Sonata. "And you too!?"

"This was not in my list of plans for today," Sonata said. "But, I'm stuck here, whether you like that fact or not."

"Well at least it's you," Sunset said. "Out of the Dazzlings, you're the least threatening."

"Hey! I can be threatening!" Sonata angrily insisted. "I destroyed a city recently, and I helped beat up Spider-Man."

"Can you not act like you did something great!?" Twilight shouted.

"This is getting us nowhere," Shocker lamented.

"Twilight?" Came Celestia's voice, the Alicorn mare also stepping into view.

"Princess Celestia!" Twilight called.

Celestia stepped over to her pupil, as well as her badly injured husband. "Peter..."

"Princess, do you know where we are?" Thunderlane asked.

"I'm afraid not," Celestia confirmed as she looked around. "I've never seen a place like this."

"You're in a dark void," Came a mysterious voice.

"Huh? Who's that?" Trixie asked.

"Ugh...don't tell me," Shocker said in disappointment.

"Herman, do you recognize the voice?" Lightning Dust asked.

"It's Eris..." Shocker said.

Popping into view was the female Draconequess, casually waving at the stranded group. "Hey there everyone."

"Well this is a surprise," Celestia said.

"Uh...who exactly is this?" Thunderlane asked.

"Why does she look like Discord?" Trixie asked. "Is this his sister or something?"

"Sister could somewhat be accurate," Eris said. "But no, I am not his sister, I am him so to speak."

"Huh? What does that mean?" Lightning Dust asked.

"I come from a dimension where all of your genders are reversed," Eris said. "All men in your dimension are women, and all women you know are men."

"...So, in this dimension, I'm a stallion?" Lightning Dust asked.

"Yes," Eris turned to Thunderlane. "And you're a mare. A pretty one at that."

"Please don't," Thunderlane said, the stallion almost looking bothered.

"Stupid, isn't it?" Shocker said.

"So, you're a Discord from a reverse gender Dimension?" Celestia asked. "Why are you here then?"

"Discord called me over," Eris said. "He came across my dimension and found it hilarious."

"I think I came across this dimension once by mistake," Sunset said. "I saw a girl version of Peter, and a male version of Twilight."

"Oh yes, Patricia Parker and Dusk Shine," Eris said. "They're fun to mess with."

"So...did you put them through this same situation that Discord caused!?" Twilight asked. "Are you trying to relive your past joys?"

"Easy now, this was not what me or Discord wanted," Eris said. "Discord just wanted this to be something akin to a fun game to play. Things just got out of hand."

"That's an understatement!" Twilight angrily stated. "We were almost killed! Actually, some people we know were killed! Including Peter's Aunt May!"

"I do regret that had to happen," Eris said. "And Discord is very remorseful."

"Wow, a lot of good that does," Twilight sarcastically said. "That doesn't make everything better!"

"I know, and I understand your anger," Eris said. "That's why I had to save you all before you were killed for good."

"Wait, you brought us here?" Trixie asked. "Where is here?"

"It's a space between Dimensions," Eris explained. "We're not in Equestria, or any version of Earth. We're just in a black void."

"So, you saved us out of guilt?" Starlight asked.

"Wow, how nice of you," Shocker mocked. "At least you're a bit more useful than your male counterpart. Mind telling me what his actual plan was? Because I get the feeling we were just pawns in some stupid game of his."

"Well, that is not far from the truth," Eris sheepishly admitted. "Sorry to say, but Discord saw you as entertainment."

"I knew it...that bastard," Shocker said.

"So I lost out on my family, because Discord wanted to play some stupid game!?" Sonata shouted.

"Hey, Discord was able to unite you with Cozy Glow at least," Eris said. "I know how much you love her."

"Lot of good that did, she turned against me too!" Sonata said, the girl feeling a tear coming to her eye. "I loved her too, she was precious to me. I just can't accept that she would just throw all that away."

"To be fair, I don't think she wanted to betray you," Shocker said. "She just couldn't do anything when it came to guys like Wesker or Doom. Then again she's a bit of a megalomaniac, so maybe she would have betrayed you regardless."

"That doesn't help, Herman!" Sonata scolded.

"I'm just being Honest," Shocker said. "And the truth sucks, I know that better than anyone. But I can't lie to you, Sonata."

"Wow, sounds like you'd get along well with mah sister," Came the voice of Apple Bloom, the final pony who was yet to be accounted for.

"Oh, there you are," Eris said. "Looks like everyone's here."

"Apple Bloom?" Twilight asked.

"Auntie!" Mayday ran over to hug the girl. "I'm so happy to see you."

"So am I, Honey Pie," Apple Bloom said as she stroked Mayday's mane.

"Apple Bloom!" Thunderlane ran to greet his sister-in-law.

"Howdy bro, glad yer doing well," Apple Bloom said.

"For the most part," Thunderlane said. "I'm glad you're safe too. I know Rumble would be devastated if something bad happened to you."

"Wait hold on," Lightning Dust said. "Does Rumble even know we're okay? Does anyone know we're okay?"

"Unfortunately, no," Eris said. "As far as everyone is concerned, all of you were killed in that blast."

"Wait, everypony thinks we're dead!?" Trixie asked.

"Yes," Eris confirmed. "For now at least."

"This can't be good," Starlight lamented. "Everypony's probably so worried or upset about us!"

"How's my brother going to react?" Twilight wondered. "Or Cadance? Or Flurry? Or my parents?"

"Flurry won't like it if she thinks I died," Mayday said. "But I'm even more worried about Luster Dawn. She's going to be so sad."

"How's mah family going to feel?" Apple Bloom worriedly wondered. "Applejack's going to be crushed. Big Mac too, he's strong but very sensitive deep down."

"What about Ryu? And Chris? Dante too?" Sunset asked. "Are they even alright themselves? After what happened...I just don't...I gotta know if they're okay!"

"What will my subjects do if I'm not there to raise the sun?" Celestia worried.

"What about Rumble?" Lightning Dust said, this bringing up not only concern with Apple Bloom, but also Thunderlane. "He's going to think his wife and older brother are dead."

"Crap, that's not good!" Thunderlane said, the pony starting to panic. "Rumble never fully got over losing our parents, if he thinks I'm gone then it's going to get worse!"

"Wait...parents..." Twilight's eyes widened in terror. "Our kids!"

"Kids!?" Thunderlane realized what she meant. "My daughter!"

"Mah son!" Apple Bloom said.

"Mine too," Twilight said. "Benjy's still in Equestria!"

"Cumie's only a few weeks old! He needs his mama!" Apple Bloom said.

"I hope Felicity's alright," Thunderlane said in panic. "Is there a way I can see her?"

"Right now, I think you should all be focused on your safety," Eris said.

"Lady, I'm a father, I'm more worried about my kid's safety!" Thunderlane said. "My daughter means everything to me!"

"I know, but if you want to be able to go back and save her, then you need to think rationally," Eris said. "Right now, going back to Equestria will be foolish. You'll all end up in the same position you are in now, except I won't be able to pull you to safety."

"Why did you save us?" Starlight asked.

"Truth be told, I was more focused on saving Spider-Man and Princess Twilight," Eris said. "You were all just lucky enough to be in the vicinity."

"Wow, so I'm only alive because of Spider-Man?" Shocker asked in disappointment. "That's cruel irony."

"You'll all get your chance to return, but for now, our goal should be helping Peter through his injuries," Eris said. "I suggest you lay low for a while."

"Where? In this dark void?" Trixie asked.

"No, I will send you to Earth," Eris said. "Peter can heal up and try again. Right now, he's alive, but barely."

"He should make it, doesn't he have special healing?" Thunderlane asked.

"He's taken so much damage, his healing factor may be blocked for now," Eris pointed out. "He'll need to be nursed back to health."

"Well, we can definitely help with that," Starlight said, then turned to her Friendship mentor. "What do you say, Twilight?"

"I just want my husband healthy again, I'll do all I can for him," Twilight said. "If you need to take us to Earth and lay low, that's fine, I'll accept it."

"I'd like a little clarification," Celestia said. "Where exactly will we be staying?"

"It will be in a nice and quiet house," Eris said. "You will be miles away from civilization to give you extra privacy."

"Maybe not too far away," Trixie said. "Depending on how long this takes, we might get a little bored waiting at the house."

"That and we will need to get food and other supplies," Starlight said.

"I can handle most of those needs," Eris said. "Don't worry, before long, this will all be back to normal."

"Uh, quick question...what about us?" Shocker asked, gesturing to himself and Sonata. "Where are we supposed to go?"

"Oh, do you not want to go with Peter's friends?" Eris asked.

"What makes you think I would want to!?" Shocker shouted in annoyance. "You expect me to live in the same house as Spider-Man!?"

"I'm not exactly too trusting of any of these ponies," Sonata said.

"We're not exactly eager to have either of you around," Twilight said.

"Hey, I know things are bad, but it's smarter to stick together," Eris said.

"This is nuts, if you send me back to Earth, just send me home," Shocker said.

"Shocker, you haven't been to your Earth home in years," Eris said. "You think anything's still there?"

"...Damn, forgot to consider that," Shocker said.

"Also, your hometown got destroyed, going back there right now is unwise," Eris said. "Unless you have money for a hotel, you're pretty much stuck with Peter's group."

"Oh, this is rich, it's like being in Tartarus all over again," Shocker said. "From one hell to another."

"Herman, give it a rest," Lightning Dust said. "I know this isn't what you wanted, but given everything that's happening, it might be better if you just swallow your damn pride and stay with us. That goes for your friend too."

"She might have a point, Herman," Sonata said. "We don't exactly have anywhere else to go."

"What about your world?" Shocker asked. "Not Equestria obviously, but that world where you tried to steal energy from a High School?"

"I don't think I have a home there these days," Sonata said.

Shocker rubbed his face in frustration, "Great, our options are that limited. All because you just had to go and play the hero."

"I couldn't do nothing while a little girl was in danger," Sonata said. "I wanted to take Equestria back for all the siren friends that I've lost over the years. Hurting a child though, that just seemed like too much. I know you don't care about Spider-Man, but even you must have felt a little sorry for him and his daughter."

"Feeling sorry won't change anything," Shocker said. "You let your emotions cloud your judgment."

"So did you!" Sonata said. "You didn't have to save me, but you did."

"And look where I am now," Shocker said. "Stuck in this void and having to potentially live with Spider-Man and his family."

"...Would you take it back?" Sonata asked.

"Huh? I can't take it back, what's done is done," Shocker said.

"If you were given the option to take it back, would you?" Sonata asked.

Shocker grumbled in frustration at the stubbornness of this siren, "Doing what I did exposed my allies of their true intentions and-"

"Herman! Stop dodging my question and answer me honestly!" Sonata said. "Would you take it back!?"

"NO! Alright!?" Shocker shouted. "I wouldn't take it back, alright? You're annoying as hell but, if I let you die then...I don't know if I could have lived with myself."

Shocker's answer proved to be surprising to everyone present, even Lightning Dust was amazed by this level of honesty.

"See, you do care," Sonata said. "I always knew deep down you had a soft spot."

"Oh shut up, it's not like that at all," Shocker said. "You're just so naive and stuff that ignoring you would be like...I don't know, ignoring a stray cat."

"That's quite the analogy," Trixie said.

"Hermie loves cats, so I'm not surprised," Sonata said. "He even dreams of opening a Cat Cafe."

"...A what?" Trixie asked.

"Don't tell them that!" Shocker shouted, grateful his mask covered his embarrassment. "It kind of conflicts with my true nature as a tough guy!"

"No one thinks you're a tough guy," Twilight said.

"Put a sock in it!" Shocker warned. "For the record, the main reason I never achieved my goal is because your husband kept screwing me over!"

"How!? I don't think Peter would have stopped you from opening a cafe," Twilight said. "Honestly he would have encouraged you, so you'd stop committing crimes!"

"Businesses require money," Shocker said. "No money, no business!"

"Did you never hear of Bank Loans?" Twilight asked.

"Yes...that's why I rob banks, it seemed easier than going through all that boring paperwork," Shocker said. "Plus banks always take a bogus cut. One way or another, someone's getting robbed, and I'd rather it not be me."

"Frankly I see his point," Trixie said.

"Don't encourage him!" Twilight scolded.

"All this yelling isn't getting us anywhere," Autumn Blaze said, then turned to Shocker. "Listen, I know you don't trust Peter, but even you yourself said we're in this together. If you promise to maintain harmony, we'll do our best to be welcoming. Can you work with that?"

Shocker still seemed mistrusting of the situation, but he knew it couldn't be helped. He needed assistance and this was the only way he could get it. "Alright, fine. As long as it's okay with Sonata."

"I'm cool with it," Sonata said.

"Keep in mind that since this is Earth, you will all take human forms," Eris said.

"Well, four of us are already human," Rogue said. "Whatever that orb did, it reversed the effects we have in Equestia."

"Yes, what Tirek and the others did was revert all humans to their original forms," Eris said. "The spell does not keep ponies in their true forms outside of Equestria however. Even if it did, magic has different rules in other realms, so the spell could just wear off anyway."

"Permanently?" Starlight asked.

"Probably, that or it'd just return to normal upon returning to Equestria," Eris said. "That hardly matters, we need to get you to safety."

"Wait, is there any way to know if my friends are safe?" Sunset asked.

"I can't risk showing you right now," Eris said. "The good news is that your friends have a minimal chance to survive."

"How is that good news!?" Sunset shouted.

"It's better than zero," Eris said. "Look, things got bad, and-"

"You know what, I'll just check on them myself," Sunset said, ready to open a portal.

"Wait!" Eris snapped away Sunset's horn, taking the girl by surprise.

"What the hell!?" Sunset glared at the Draconequess. "Restore my horn or I will show you what I learned in Capcom!"

"Listen, I know you're worried, but if you waltz into a fight, you're going to get killed!" Eris warned.

"At least let me go and save my friends!" Sunset said. "I can bring them into this strange place and they can heal up too!"

"Sunset, let's not compromise our safety," Celestia suggested.

"How can you be worried about our safety when my friends are still in danger!?" Sunset asked.

"Sunset, I know you're worried, but Celestia has a point," Starlight said. "We all have friends in danger, but if we're not careful, we might make things worse for them. Let's just go along with Eris's plan for now."

"...Fine, now give me my horn back," Sunset warned.

"Promise you won't do anything sneaky?" Eris asked.

"I'll be a good Little Pony," Sunset said. "Now, restore my horn."

Eris had her suspicions but obliged, restoring Sunset's horn to her head. "Now, is everyone ready?"

Twilight took a look around, seeing no opposition to the plan. She nodded her head at Eris, "We're ready."

"Excellent," Eris used her magic to open a portal to Earth. "The house is available and empty. Do you need help moving Peter?"

"We got this," Twilight said, as she, Trixie and Starlight used their magic to comfortably lift Peter and carefully carry him to the other side of the portal, with the others joining.

Once on the other side, they already found themselves inside the empty house. Apple Bloom checked around to make sure it really was empty, and not a prank of sorts from Eris.

As Twilight used her magic, she found herself already beginning to transform. Within seconds, she had become a human, but still used her magic to help carry Peter.

"Let's take him to a bedroom," Twilight ordered as the still pony Trixie and Starlight assisted Twilight.

"The bedrooms are upstairs," Eris said, the girl taking on a human form. "Pick any room you want."

Within seconds, Sunset Shimmer had also transformed into a human, then snapped her fingers a bit to see if she still had her magic. "Okay good...I'll fix this the first chance I get."

Sonata also transformed into a human, the girl checking over her hands. "Wow, I have fingers again. It's been a while."

"You were human not too long ago in Doctor Doom's castle," Shocker said. "It hasn't been that long."

"Oh right, silly me," Sonata said.

"And she's back to normal," Shocker thought to himself.

Everyone else present seemed to maintain their pony forms for the time being.

"So...when do we transform?" Lightning Dust asked.

"Give it some time, our bodies probably need to get used to this new world," Starlight said. "Twilight, Sunset and Sonata transformed because they've been human before."

"I hope it's soon, ah wanna know what ah will look like as a human," Apple Bloom said.

"I've seen it, you had a bit more hair," Sonata said.

"Huh?" Apple Bloom replied. "How did you know?"

"I've seen another version of you in Canterlot High," Sonata explained. turned to Apple Bloom, "You had more hair, it wasn't as pretty as your friend with the blank white skin."

"You mean Sweetie Belle?" Apple Bloom asked. "And fur?"

"No, I meant skin," Sonata said, lifting her hands up before remembering something. "Oh right, the skin color is different here."

"Different how?" Thunderlane asked.

"Well in Canterlot High, my skin tone matched the color of my fur," Sonata said.

"Oh yeah, you had light blue skin just like you had light blue fur," Sunset recalled. "When I was there, my skin was yellow instead of white."

"Well in the human world, skin color ranges from light to dark," Shocker explained. "There is no blue, purple or pink. That's why you girls have light skin while someone like Tempest has a darker skin tone."

"I wonder why it's like that?" Sonata asked.

"Biology," Shocker said. "Simple as that."

Twilight had come back downstairs with Trixie and Starlight, "Alright, Peter's sound asleep in his bed. Now we can figure out a plan."

"Also, how long before the rest of us turn human?" Trixie asked.

"Give it time," Apple Bloom said.

"Come to think of it, I saw you in Canterlot High as well, Trixie," Sonata said.

"Hm? Canterlot High?" Trixie asked.

"You had more hair on your head, and you were so full of yourself," Sonata said. "Easily exploitable too."

"Excuse me!?" Trixie shouted in offense.

"Let's not get into that right now," Sunset said. "While Peter is healing, the rest of you need to figure out ways to buff up and get stronger, so we can take back Equestria."

"Easier said than done," Trixie said. "How are we expected to fight villains like that? They clearly had a superior attack plan."

"Then we'll make one of our own," Starlight said. "With brains like Twilight, experience like Rogue and Peter, skills like Sunset Shimmer, Lightning Dust and Thunderlane not to mention the fact that we have two of the villains' former allies on our side now, coming up with a plan of attack shouldn't be too hard."

"Well it won't be easy," Eris said. "But it's doable. The first key is to strip them away of their magic and power, and that starts with those artifacts that they have."

"Artifacts?" Starlight asked. "You mean those things they used to fight?"

"What are they?" Thunderlane asked.

"I can explain," Shocker began. "First, the Pearl they used to transform you is, simply put, the Pearl of Transformation."

"It belonged to Queen Novo of the Hippogriffs," Sonata explained. "During the invasion, Juri Han and Mysterio went to steal it, with help from some others like Doctor Octavius, Doctor Wily and the Mad Gear Gang."

"It's capable of transforming anyone into anything," Shocker said.

"Funny, ah think Silverstream mentioned this once," Apple Bloom said. "When Rumble and ah had her over fer dinner, she told us about her Aunt's Magic, and how she once used it to turn her subjects into Sea Ponies."

"Huh, so that's where the legend came from," Thunderlane said to himself.

"Why did she turn everyone into Sea Ponies?" Rogue asked.

"To hide from The Storm King," Apple Bloom explained. "Once Doctor Strange drove him off, she turned everyone back to normal."

"Funny how she just told you about this thing," Shocker said.

"She's mah husband's best friend, she trusts us," Apple Bloom said.

"If we can get that orb into our possession, we can probably use it to transform everyone into something strong enough to defeat the villains," Twilight theorized. "What else did they have?"

"Some Scepter that Wesker stole from the Dragons," Shocker said. "I don't know exactly why he got it though."

"Do you mean The Bloodstone Scepter?" Twilight asked. "That is useless to anyone who isn't a Dragon King. Plus at most it's used to track dragons more than anything."

"Well for your sake, I hope it stays useless," Shocker said. "If Wesker does figure out how to use it, the Dragons won't have anywhere to hide, and he just might do away with them like he did with Dragon Lord Torch."

"Excuse me, but how exactly did Wesker kill a dragon that size?" Lightning Dust asked. "I've done a Washouts Show in The Dragon Lair, and that guy was huge!"

"I don't know, he just pulled it off," Shocker said. "Point is, the other dragons may be in danger."

"Like Spike..." Twilight worried about her adopted brother before quickly shaking it off. "What else?"

"Chrysalis is using the stone from her throne to block magic," Sonata said.

"Block it how?" Twilight asked.

"The Changeling Hive has some special properties to block all Equestrian Magic, with the exception of the magic a Changeling Possesses."

"Just Equestrian Magic?" Twilight asked.

"Yes, even Chrysalis isn't sure if someone like Doctor Strange could bypass it," Sonata said. "I don't think she wants to test that out."

"Smart, Doctor Strange is a strong fellow," Rogue said.

"Anything else?" Twilight asked.

"There's the Crystal Heart," Sonata said.

"I know how that works, so you don't need to explain that one," Twilight said. "But that is concerning, they need that Crystal Heart to drive away the snow. Those crystal ponies are going to end up freezing in that blizzard."

"They'll figure out a way to survive," Starlight said, then focused on the villains. "Did they steal anything else?"

"Tron Bonne did steal something from Griffonstone called 'The Idol of Boreas'," Shocker said. "From what Cozy Glow said, it has the power of control."

"She specifically said either unite everyone as one, or get them to do what you want them to do," Sonata clarified.

"That will definitely be troubling," Lightning Dust said.

"There's also the biggest one of all, Grogar's Bell," Shocker said.

"Ugh...Grogar," Twilight lamented.

"Who's this Grogar fellow?" Rogue asked.

"I remember him," Celestia said, getting everyone's attention. "He was a cruel creature who had the form of a goat. He terrorized Equestria a millennia ago, until he was sealed away by Gusty the Great. She sealed the bell away on Mount Everhoof, where we thought it would never be seen again."

"Well it was, because myself along with Sonata and some of our friends went to get it," Shocker said.

"You climbed Mount Everhoof?" Celestia asked.

"It wasn't easy, we had to spend the night there," Sonata said. "It did seem like a fun camping trip, I felt like we all bonded."

"Not enough if they turned against us," Shocker said. "Point is, that Bell Absorbs magic, and give out a giant buff."

"It's how everyone got so strong toward the end," Sonata explained. "It's also how Discord lost his powers."

"Oh right, Discord did mention that," Twilight said.

"So if you want the advantage, get possession of the Pearl and that Bell," Shocker said.

"Okay, we have a strategy," Starlight said. "That wasn't too hard."

"You know it won't be easy to take it back, right?" Shocker pointed out. "You still have a fight ahead of you, unless one of you is a master thief."

"Thunderlane's ex is a master thief," Lightning Dust said.

"Felicia's not here right now," Thunderlane pointed out. "She's back in Equestria."

"Well, didn't she teach you anything?" Lightning Dust asked.

"No, not really," Thunderlane said. "I was basically a stay at home husband with her. She goes to work and I watch our daughter. Then she 'came out' and things got complicated."

"Just in case you didn't know, she's not actually gay, Peter caught her flirting with a male Abyssinian," Twilight said.

"A what?" Rogue asked.

"An Abyssinian is a cat creature," Twilight said. "Guess it's fitting that Black Cat would flirt with an actual cat."

"Pal, your first mistake was flirting with a girl who gives Spider-Man the runaround," Shocker said.

"Also, she could be bi," Sonata said.

"She did flirt with you too," Trixie pointed out.

"Only because she knows I wouldn't return her affection," Twilight said.

"Um..." Mayday spoke up. "What is everyone talking about?"

"Yeah, I'm confused too," Franklin said.

"It's nothing," Rogue insisted. "You know, you two should go explore the house or something. Let the adults talk about these matters."

"Okay," Franklin looked down at the little Pegasus. "Come on, let's explore upstairs."

"Right behind you," Mayday said, following Franklin to the second floor.

"Try not to be too noisy!" Twilight called, then focused back at the task at hand. "Now, all that aside, I do agree that just stealing back these items won't be easy. We will need to still overpower our foes if need be."

"Do they have any notable weaknesses?" Thunderlane asked.

"I didn't see any from the Capcom side, aside from the fact that most of them have big egos," Shocker said.

"A lot of the others are too mysterious," Sonata added.

Rogue turned her attention to Eris, "What about you? Any tips you have?"

"Yeah, get stronger," Eris said. "Tricks won't work on a lot of these guys."

"Oh come on, there's gotta be more to it than that," Rogue said.

"I'm not a total expert on all of them," Eris said.

"Wait, aren't you a reality warper?" Shocker asked. "Just poof them away."

"Don't you think I tried?" Eris asked. "Keep in mind they have access to Chrysalis's Throne. It counters my magic too. Plus if I tried getting rid of them, they could use the bell to steal my magic!"

"Wow, guess you aren't all that strong," Shocker mocked.

"Watch it, I have power over you," Eris warned.

"Hey back off, you're just as big of a reason this mess exists," Sonata said. "You could at least be a bit more proactive in helping us figure this out!"

"Listen, you two gave the most tips regarding the Magical Artifacts the villains used," Eris said. "Work off of that. Now, I'm going to keep an eye on things and make sure we weren't followed."

"Followed!?" Thunderlane asked. "Is that possible!?"

"You never know. So I'll catch you all later," Eris said, then disappeared in a snap.

"That girl's full of it," Shocker said. "I wouldn't trust her."

"No offense Herman, but you're not in any position to talk about trust," Lightning Dust said. "Now, let's figure things out from here. I might know some tips myself since I used to work for Wesker. One thing I can confirm is that he tends to let his guard down because he thinks no one or nothing can hurt him."

"That sounds about right," Sonata said.

"Doom's kind of similar," Shocker said. "He doesn't let his guard down as much, but we could play into his ego with some effort."

"Has Peter fought all of the villains that came from his world?" Thunderlane asked.

"Yeah, a good chunk of them are old enemies of his," Shocker said. "Myself, Electro, Mr. Negative, Mysterio, Scorpion, Doc Ock, Venom; they're all guys that wanted to take down Spider-Man."

"We won't have to worry about Scorpion since he's dead," Apple Bloom said. "Strider Hiryu made sure of that."

"I also dealt with some guy with a red hat," Twilight said.

"And that muscular fellow with the beard took down Annihilus," Rogue said.

"Okay, so Mac, Rolento and Annihilus aren't going to be a problem then," Shocker said. "I kind of feel bad for Mac but he made his choice."

"Otto and Eddie seem to be against the villains now too," Sonata said. "They didn't want to hurt Mayday either."

"So that leaves the others," Shocker said. "In addition to Doom, Super Skrull, Ultron, Dormammu and The Wizard. I know Spider-Man's fought Doom before, many times too."

"Okay, so that covers the villains from Marvel Earth," Thunderlane said. "What about Capcom?"

"Wesker has super strength, speed and a genius intellect," Sunset said. "Vergil has outstanding demonic magic. Bison has his impressive Psycho Power. Doctor Wily is an evil genius with impressive weaponry. Those are the four guys we need to worry about the most from Capcom."

"You know them well," Shocker said. "Of course, you're buddies with their enemies."

"I think you're forgetting about how dangerous Akuma is," Sonata said. "And don't underestimate Juri, she led the Invasion that stole the Pearl. She also killed Captain Sky Beak."

"Right, of course," Sunset said.

"Hopefully you can elaborate on some of those other villains, like Sephiroth for example," Twilight said, recalling the former SOLDIER. "That man's eyes can stare right into your soul."

"Cloud's told me a lot about Sephiroth, he's very powerful and not easy to defeat," Sunset said.

"You're quite familiar with martial artists," Trixie said. "Anything to note on those other guys? The one with the glowing red eye and the creep with the purple energy?"

"If you're talking about Kazuya Mishima and Iori Yagami, then I know a little," Sunset said. "Ryu's had run-ins with both. They're both cunning and ruthless, but Kazuya comes across as the cruelest of the two."

"He definitely gave those vibes," Shocker said.

"Okay, at least we're getting somewhere," Twilight said. "We'll plan more but right now, I think it would be a good time to get some rest. This has been a long day. Besides I need to patch up my husband and make sure he heals up just fine. The rest of you make yourselves comfortable."

"Wait, shouldn't we assign rooms?" Shocker asked.

"In a bit," Twilight said. "Now, let's try to get comfortable. I don't know how long we're going to be here, but hopefully it won't be too long. I need to see my friends and family again, especially my son."

"Yeah, we gotta work fast, for Felicity's sake," Thunderlane said.

"Let's just take a load off," Rogue suggested as everyone went to do their own thing.

Meanwhile Sonata had one piece of advice for her friend, "Hey Herman, since we're off duty, maybe you should do away with that mask of yours."

"I guess," Shocker said as he pulled his mask off. "I hope this whole thing doesn't take too long."

"It will take as long as it needs," Sonata said. "But I want to go back too. I want to see Adagio and Aria, and work things out. I also want to see Cozy Glow, and save her from herself."

"Yeah, you do that," Shocker said.

"You'll help me, won't you?" Sonata asked.

"Yeah, sure," Shocker said, then walked toward the kitchen. "I need a drink, I hope there's something hard."

While upstairs, Mayday was seen exploring a room. It was moderately sized and seemed comfortable enough. "So, this is going to be our home, huh?"

"Seems like it," Franklin said, the boy sighing in worry.

"What's wrong?" Mayday asked.

"I'm worried about my family," Franklin said. "Mom, Dad, Uncle Ben, Uncle Johnny."

"I'm worried too, especially about my little brother," Mayday said. "But, Uncle Spike and Aunt Janet are still in Equestria, so I know they'll keep him safe."

"At least you're optimistic," Franklin said as he sat on a bed. "I never would have imagined something like this could happen. All those villains...especially Doom."

"You must not like him," Mayday said, leaping up beside the boy. "He hurt your family a lot, didn't he?"

"He did...a lot of bad things," Franklin winced at some terrible memories. "I'll never understand why my sister seems so fascinated with him. I know he helped deliver her, but he only did that to spite my father."

"Well, he'll be brought down soon," Mayday said. "For all we know, the heroes back home are still fighting hard, and winning!"

"That would sure be great," Franklin said as he laid back in bed. "I'd still like to know for sure."

Mayday snuggled beside him. "We'll be fine."

"Yeah," Franklin pulled her closer to him. Despite Mayday still being in her pony form while he was human, he still very much cared about his girlfriend. The fact did dawn on him that without context, their relationship was weird, but he would not turn away one of the few things he still had in his life that he treasured. "I'm glad you're with me, Mayday."

"Me too," Mayday leaned up to kiss his cheek.

Franklin let out a loud yawn as the boy started to feel sleepy. "I think I need a nap."

"Yeah, me too," Mayday said, cuddling next to Franklin. "Just for a few minutes."

The two had fallen asleep together, finding a bit of peace even among the tragedy. Twilight had passed by the room, spotting the two in bed and cuddled up together.

Instinctively she walked in to helped get the two more comfortable, by pulling off Franklin's shoes and socks.

"I wonder if I have any pajamas for him?" Twilight asked. "I might need some clothes, in the meantime." She grabbed a blanket to place over the two. "There. You two get rest, and I promise I will fix this." Twilight placed a kiss on Mayday's head, then one on Franklin's before leaving the two kids to their slumber.

While this was happening, Sunset made her way outside, and began working on a portal, "I'm coming Ryu."

Meanwhile, within the town of Ponyville, a somber scene was beheld where the Golden Oaks Library once stood. What was once a humble library, and home to Equestria's Princess of Friendship, and Top Superhero, was nothing more than a crater in the ground.

The villains responsible stood tall, seemingly pleased with their work. All but a few. Aria was still heartbroken over Sonata's apparent demise. Adagio tried not to show it, but she also held remorse for what had to be done.

Cozy Glow couldn't bear to look. While she does not regret many things, losing Sonata as a friend and seeing her perish is a big one she has.

Electro and Mysterio felt conflicted regarding Shocker, but in their minds, he made his choice. Martin Li also seemed conflicted, but he could not allow this to occupy his mind, he had ambitions that needed to be met.

The others just looked on with little to no concern over their actions. If anything, many were proud. Tirek, Wesker and Goblin were satisfied to have triumphed over their foes. Black was happy to be rid of some bothersome mortals. Everyone else just took this as their biggest win since coming to Equestria.

Obviously not everyone was in high spirits. Many friends looked on in terror of what had happened.

Johnny, despite his internal bleeding, could only focus on the crater. His best friend was gone. A girl he loved like a sister was gone. A girl he loved like a niece was gone. His nephew, his own flesh and blood, gone. Johnny could not bear this thought, and the heartache was massive for the flame user.

Rainbow Dash was in tears. She just saw one of her best friends die, along with a hero she admired for years. They always pulled through, she didn't know why this had to be different. Worse was knowing that Mayday was gone, a girl she loved very much, along with her nephew Franklin.

Applejack was distraught, her sister seemed to have died with her best friend and a boy she considered family. She looked over to Big Macintosh, who seemed just as heartbroken. Then she turned to Remy, who looked lost and confused by what happened.

Remy was definitely upset about Apple Bloom, someone he treasured dearly in his heart. He also felt pain in knowing that Twilight and Peter were gone, along with Trixie whom he saw as a Kindred Spirit. Rogue's demise however resonated with him. Even if they were not together, he still valued her as a dear friend, one he regrets not being able to save.

Logan felt ashamed in not being able to save anyone in that house. Peter, Twilight, Trixie, Rogue, Lightning Dust, and especially Mayday. He turned to Fluttershy, the girl trying to process what had happened. He turned to Laura, who was just as heartbroken.

Laura loved Lightning Dust, the two were close as sisters, or in Laura's mind, even beyond sisters. They were soulmates, the deepest love they could have without romance. Laura could not accept this reality.

Luster Dawn was crying, the girl had to be comforted by the nearby Spike, who himself couldn't stop thinking about Peter, Twilight and Mayday. His family was gone in an instant, all because of these villains. Spike felt ashamed that he couldn't save them, he still felt weak.

Janet did her best to comfort her daughter Hope, but the girl had just seen her aunt, uncle and cousin seemingly die, along with the other nice mares she knew. Janet couldn't accept that in a short amount of time, many people she loved and cared about were gone.

Mary Jane was comforting Benjy in the distance, but she saw it all. The destruction of the home, and the demise of Peter, someone she greatly cares about, someone who she feels, in another lifetime, could have been someone she would spend her life with.

Flash seemed heartbroken too, but Harry was a wreck. Seeing his father commit such atrocities was overbearing. Even more knowing that it resulted in the death of Peter. Harry suddenly felt guilty thinking about his old friend, and wished now he had a chance to apologize.

Flitter was in tears as she tried to comfort Felicity, with Cloudchaser trying to be strong for the both of them. But, knowing Thunderlane was gone did not put them at ease, especially knowing the added consequences.

Rumble stood there in disbelief. His brother was dead. His wife was dead. Trixie was dead. Lightning Dust was dead. Peter, Twilight and Mayday were all gone. That's what he believed, and that belief was tearing away at him.

Silverstream was beside Rumble, empathizing with his pain. She too lost her father to all this, and she hated seeing Rumble so lost. She could only hug Rumble, hoping to make him feel the tiniest bit better.

Nearby Sweetie Belle had sympathized with Rumble herself, while also lamenting the death of her best friend, and of her personal hero. Scootaloo also felt the same, the girl devastated by what happened.

Gabby and Smolder were nearby, both trying to calm a crying Cumulon for Rumble's sake. These girls knew that this colt would be growing up without a mother. Smolder felt the most empathetic, as she too lost family because of this.

Steve grumbled in anger, feeling ashamed in not being able to save Celestia. It was his job to keep her safe, and he failed. He couldn't forgive this.

Kurt was seen kneeling in silence, unable to process what happened. Just earlier he saved Mayday's life, wanting nothing more to see her safe. To see that effort be for nothing broke his heart. To lose Rogue on top of that, even God's grace couldn't soothe Kurt's wounded soul.

Only Ocellus was there to comfort Kurt, and while he was in no mood to pray, she tried silently doing so on his behalf. She too couldn't stop herself from crying. She owes her freedom to Peter's efforts, to see what happened to him was too much. Even worse knowing Mayday was gone too.

Reed couldn't believe his eyes. His son was obliterated in a split second. His only son was gone, and he couldn't save him. Reed began to tear up, angry at himself for being unable to save his only son. Part of Reed never expected Doom to do this, to be proven wrong hit like a train.

Susan and Ben Grimm also felt the pain of Franklin being gone. Especially the boy's mother as she cried for her son.

Chun-Li was staring in disbelief. To know Sunset Shimmer was in that library when it exploded did not resonate well with her. Sunset had really become one of her dearest comrades. To see her meet her demise like this ached Chun-Li's heart.

Spencer and Strider looked just as heartbroken. Spencer didn't even care at the moment that his Bionic Arm got destroyed, it paled to losing Sunset. Strider felt a sense of dishonor in allowing a pupil of his to die. More than a pupil, she was his friend.

Miles felt hurt at seeing Peter meet his demise. It wasn't his Peter, but it was Peter nonetheless. He respected any Peter Parker who donned the Spider-Man guise, because Miles more than anything wanted to feel just as worthy, and prove to someone he admires as many times as he could.

Gwen also felt heartbroken. She's failed her own Peter Parker, she could not handle failing another. She had a chance to reconnect with him and form a bond with his new family. She just couldn't accept things as they were.

Everyone else felt their share of pity. Be it Marvel, Capcom, Equestria or the other worlds. This was a big loss for them, and one that struck some more than others, but struck hard regardless.

"To think, that feeble hero was the great Spider-Man that I heard so much about," Tirek taunted. "To defeat Twilight Sparkle and Princess Celestia that easily as well is honestly disappointing. Twilight at least put up a fight, but Celestia? It's no wonder this world is weak. It had a weak ruler. With me in charge, now-"

"Will you shut, your fucking face already!" Johnny shouted, still feeling pain in his ribs but was too angry to care. "Congrats, you blew up a home that had two kids inside! You feel accomplished, you big red asshole!?"

"Watch your tone, Toch," Wizard warned. "For we-"

"QUIET!" Johnny blasted Wizard through a house. The temperature on Johnny's body continued to rise. "I don't care, how strong you morons think you are. If you think, we're going to just give up...well-"

Doom blasted Johnny with his arcane magic, "That's enough out of you!"

"You jerk!" Rainbow Dash flew at Doom but she took a blast from Chrysalis.

"Nice hit, my Queen," Pharnyx said.

"It was hardly a challenge at my level of power," Chrysalis boasted.

Chun-Li tried standing up as well, the girl not ready to back down. "This doesn't end, until one of us-"

Juri took the moment to kick the martial artist, then kicked away Spencer and Strider right afterwards. "I love this power boost."

"Naive fools," Doom taunted.

"Victor!" Reed rushed in to attack with Susan and Ben, but the three were blasted with the villain's enhanced power.

"A feeble attempt," Doom said. "If you couldn't defeat me before, you have no hope now."

Logan tried to impale Wesker with his claws, but his arm was easily caught. He used his other arm but that was caught too.

"Foolish," Wesker pulled Logan's arms off his shoulder sockets, the man screaming in pain as some blood burst out of his stumps.

"Logan!" Fluttershy called in terror.

"Take him back," Wesker said as he kicked Logan toward his wife and threw his arms back at him. "He's powerless against me."

Fluttershy was quick to help Logan reattach his arms, the girl barely paying any mind to the blood she got on her, she only cared about her husband's safety. "I got you dear."

"Come on, is that all!?" Goblin taunted. "Don't tell me you're all wiped out!"

"I would not be surprised," Ultron said, then punched away an oncoming Bon Bon. "Humans and Equestrians are feeble creatures. Along with anything else resembling one of these lower lifeforms."

"Indeed," Sephiroth said as he glanced at the lifeless body of Cloud Strife. "They have determination, but they will inevitably fall."

"It's only a shame that I couldn't kill my brother," Vergil said, glancing at Dante's lifeless body. "But it's a small price to pay for victory."

Akuma glanced at a downed Ryu in disappointment, "He was mine to kill."

"So was Chris," Wesker said, gesturing to the fallen BSAA member. "Some things just can't be helped."

"It's fine, perhaps I can kill Osborn in his stead," Akuma said.

"Be my guest, but I'd suggest waiting until you can do so one-on-one, to make sure you have no interference," Wesker suggested.

"That is a desirable plan," Akuma said. "I will keep that in mind."

"Did someone mention me?" Goblin asked, glancing in their direction.

"Do not mind us, we are simply planning the future," Wesker reassured.

"Uh, alright I guess," Goblin said, the man suspiciously glaring at Wesker and Akuma, and keeping his hand close to his Pumpkin Bombs.

Kratos stood before his foes, "I am not done with this battle!"

"Me neither!" Terry said while adjusting his hat. "Come on!"

"I'll still prove that I'm Best in the Multiverse!" Paul shouted while getting into a battle stance.

"Heh..." Tirek used his magic to blast all three, sending them flying back. "Don't make me laugh."

Kratos brushed it off and leapt at Tirek, but he was ambushed when Goku Black appeared before him and impaled his ki blade through the Spartan.

"How foolish," Black taunted. Suddenly he was on the receiving end of a headbutt, taking him by surprise. "How dare you!" Black then blasted Kratos, sending him flying back again. Black checked his forehead, seeing that Kratos's attack was strong enough to draw a drop of blood. "That neanderthal. Striking a God!"

Gwen leapt up to attack Black, but he backhanded her, knocking the girl back, but fortunately caught by Goku. "I got ya!"

"Whoa, great timing," Gwen complimented.

"Goku, perhaps you still have fight left in you," Black said.

"You had your turn with him," Bison said. "I want to challenge this Saiyan myself!"

"Don't worry, I have plenty of fight to go around," Goku said. He then presented Gwen with a bag while whispering to her. "These are Senzu Beans. They can heal just about any injury and restore your full power. I only have six so find whoever needs them the most."

"Uh, thanks," Gwen said as she took the pouch.

Goku took to the air and powered into Super Saiyan Blue, "Alright, who's ready for a fight now!?"

Just as the villains were about to strike, a voice was heard. "Hold it!"

Coming into view was one foreign to many, but familiar to a few, especially ones who understood her power quite well.

"Wanda!?" Cyclops said in disbelief.

Indeed it was Wanda Maximoff, along with her brother Pietro, and the other members of the Brotherhood; Avalanche, Toad, Boom-Boom and Pyro.

"Wait, are they in their human forms?" Avalanche noted.

"Wanna join?" Tirek used the Pearl to Transform the six back into their human appearances.

"It's been a while since I had this body," Wanda said as she glanced at the villains. "The offer is appreciated, but wasted."

"Be careful with this one," Dormammu said. "Her magic is not to be underestimated."

"Interesting, and who exactly are you?" Tirek asked.

"Wanda Maximoff, the Daughter of Magneto," Wanda introduced. "But you may call me, 'The Scarlet Witch'."

"Name's Pietro, Wanda's brother," The Silver-Haired man said. "Call me Quicksilver. I can run circles around you." Pietro demonstrated his power by instantly zipping around rooftops and waving before ending up back in his original position.

"His speed's no joke," Sonic observed.

"Great, not another speedster," Eggman lamented. "Why do they have such big egos?"

Wanda noticed the crater beside her, remembering a key detail. "This is where Twilight's library was." She then focused back on the villains. "What did you do!?"

"Neutralized a threat," Tirek boasted. "If you were hoping to see Spider-Man or Twilight Sparkle, I'm afraid they've been permanently removed from this world!"

Wanda's eyes glowed in anger, "Damn you! I will not allow this to go unpunished!" Wanda sent out a magic blast toward Tirek, the monster absorbing what he could while Loki took control of Grogar's bell.

"This should be fun," Loki began absorbing Wanda's magic in an attempt to weaken the girl.

"Sis!" Pietro ran to help but Black had appeared before him and kicked him back.

"You're quite fast, I almost couldn't keep up with you," Black said. "Good thing you're predictable."

"Predict this!" Pietro disappeared from Black's vision. The man turned to see where he went and then took a punch to his face.

"I got this," Eggman utilized his newfound energy and controlled some tech of his to shoot at Pietro as he quickly dodged out of the way.

"Hope this isn't the best you have, old man!" Pietro taunted. "Nothing can stop my speed!"

This did however distract Pietro enough for Black to kick him from behind, leaving him open for one of Eggman's larger blasts that sent him flying.

"I could have handled that, but I appreciate the assistance," Eggman said.

"The pleasure was all mine," Black insisted.

"We gotta help!" Toad led the others to attack, but each of them were laid out by Wesker, the man dusting himself off afterwards.

"Much too easy," Wesker looked up to see Wanda struggling as Tirek hit her with a mighty blast that sent her flying.

"Pitiful," Tirek taunted.

Loki seemed satisfied with the bit of magic he absorbed. "Time to make good use of this." He then spread the magic around to give everyone a slight buff in power, making them a bit stronger.

"This ain't good," Logan said as he fully reattached his arms. "I hate to say it, but we're outmatched here."

"What should we do?" Fluttershy asked.

"...We need to get all the innocent towns ponies and our injured allies out of here," Logan said. "Cap's hurt so he can't lead us. Maybe Stark but-"

"Go take the lead," Fluttershy said. "You and the X-Men can get us to safety."

"...Scott!" Logan called.

"What is it!?" Scott Lang replied as Hawkeye and Kate helped him to his feet.

"Not you! Cyclops!" Logan clarified.

"Logan?" Cyclops ran over. "What is it?"

"It's time we live to fight another day," Logan said. "We gotta get everyone out of here."

"Easier said than done," Cyclops said.

"Are you retreating?" Trunks asked as he flew over. "If so, then I can hold them off. Just make sure you get all the innocent ponies out of here."

"We'll owe you one, kid," Logan said.

"Black's my problem, plus I owe your friend Bishop a lot, so I'll help the X-Men however I can," Trunks said.

"If you're looking for a diversion," Strange said as he flew over. "I can help. Besides, I need to try and get that Bell from them."

"I can assist," Miguel said as he swung over. "We'll get it back or die trying."

"Try not to die though," Fluttershy said.

"We'll do our best," Miguel said.

Chun-Li got back on her feet, the woman still having some fight in her. "Capcom! Assemble! We're not done until we're dead!"

"How foolish," Dormammu taunted as he readied his magic. "You were barely a match for me before, what hope do you have now?"

"I don't know honestly, but if Peter were here, he'd keep fighting!" Chun-Li said as she tore off part of her shirt to air herself out. "So that's the example I'm going to follow!"

"Oh, you're going to do the exact same thing that got him killed!?" Goblin taunted as he extended his arms in a welcoming manner. "Well be our guest then!"

Cammy tossed away her coat, while Ken tore off the top of his gi. Leon stood and tossed away his shirt, with Spencer following suit. Strider himself tore away his scarf and shirt, glaring hard at the villains.

"Are you fighting or stripping?" Juri asked. "Because I'm fine with either."

"Attack!" Chun-Li led the charge to hold off the villains while the X-Men worked to help their fellow heroes and innocent ponies out of town.

Meanwhile Gwen had pulled Ryu, Chris, Dante and Cloud aside and held the Senzu Bean pouch. "Okay, these guys need this the most, otherwise they're dead."

Gwen placed the first one in Ryu's mouth, helping him chew it. She also massaged his throat to help him swallow. Suddenly his wounds began to heal as Ryu slowly opened his eyes. "Huh?"

"Oh good, you're alive," Gwen said.

Ryu sat up, still feeling a bit dazed. "What happened?"

"Talk later," Gwen fed one to Chris. "But things are bad."

"Bad how?" Ryu asked.

Once Gwen finished helping Chris, she moved to Dante, "The villains won, they used their power boost to defeat everyone."

"...Right, of course," Ryu lamented, recalling his defeat at the hands of The Green Goblin.

Gwen finished helping Dante and went to help Cloud, "That's not all. Peter and Twilight are dead."

"They're what!?" Ryu shouted. He angrily clenched his fist, thinking about his rival turned friend. "Dammit, I couldn't save him!"

"He was more worried about saving you," Gwen said as she finished helping Cloud. "I don't think he wanted you involved in his battle."

"Ironic, given my dishonorable behavior five years ago," Ryu said.

"What's happening?" Dante asked. "What's this about Spider-Man dying?"

"And his wife?" Chris added.

"Their daughter's gone as well," Gwen said.

"The hell!?" Dante shouted. "No way, how cold hearted are these...ugh! Those rotten mother-!"

"Keep your voice down," Gwen scolded.

"What are those things you fed us?" Cloud asked.

"Senzu Beans, I got them from Goku," Gwen said.

"We owe him our lives," Ryu said. "Still, Mayday too?"

"And Trixie, and Starlight, and Celestia, and..." Gwen expected drama from this one. "Sunset Shimmer."

"NO!" Ryu shouted.

"I said keep your voice down!" Gwen scolded.

"How..." Ryu couldn't fathom the situation. His allies looked just as devastated. They've all grown to admire her, to lose a good friend was too much to burden. Ryu's eyes slowly started turning red as his teeth hardened, "Those bastards..."

"Ryu, calm yourself!" Dante urged. "I know you're worried about Sunset, but-"

The fight in Ponyville had gotten intense, more explosions went off as Gwen led everyone away. "Come on!"

The retreating ponies also looked back, seeing the damage caused by the fighting, and lamenting the situation.

"Our home..." Pinkie lamented.

"It's tough, but we have to keep moving," Logan said. "Come on! Hurry!"

Rumble's hero team did their part to assist, aside from Rumble himself, who was phoning it in. Sweetie Belle was the first to notice and went to check on him.

"I know you're sad, but you need to snap out of it," Sweetie Belle said. "Apple Bloom and Thunderlane would want you to focus on safety, especially for the sake of your son."

"Uh-huh..." Rumble replied in a deadpanned tone.

Sweetie Belle gently nuzzled the boy, "You still have friends. I'm here for you, so are Scootaloo, Gabby, Smolder, and Silverstream. We're here for you. Please, stay with us."

"Yeah..." Rumble again replied with his deadpan demeanor as he kept walking.

"Poor Rumble..." Sweetie Belle said as her ears drooped. She followed the boy closely, hoping to find a way to raise his spirts, impossible as it seems.

"Where are we even going?" Bobby asked as he carried his daughter in his arms.

"Don't worry, I know a place," Came Felicia's voice as she took the lead.

"Where'd you come from?" Remy asked.

"I've been here the whole time, I was fighting the villains," Felicia said. "I came with Deadpool and Doc through the portal!"

"Yeah, she did," Wade confirmed.

"Never mind that," Logan said. "What do you have in mind?"

"Let's go south, I know a place that might be obscure enough for those villains to avoid," Felicia said. "I hope you don't mind desserts."

"...This better work," Logan warned.

Johnny looked in the opposite direction, "You guys go!" He began to fly up. "I gotta do something!"

"Johnny! Get back here, you're hurt!" Rainbow Dash said.

"I gotta check on The Crystal Empire," Johnny said. "I'm fine, just go with them!"

"Hell no!" Rainbow Dash flew beside Johnny. "I'll go with you."

"You gotta stay with Firefly!" Johnny said.

"I gotta make sure Firefly's father comes back home," Rainbow Dash said. She looked down at the group, "Can any of you watch my daughter!?"

"We're already on it, dear!" Rarity reassured, the mare having Firefly on her back. "Just be careful."

"Listen to Auntie Rarity, kiddo!" Johnny called, then turned to his wife. "Let's fly."

The two went north as Felicia kept leading the way. "Come on, to the south we go."

The ponies along with the heroes of town, with help from The X-Men had continued along, bringing an injured Steve, Scott Lang, Hawkeye and all the other Marvel Heroes while the other worlds stayed behind.

When it was all said and done, the heroes from the other worlds lost, and were forced to retreat, if they were lucky enough to survive. Strange and Miguel were quick to open a few portals to aid in the escape, alive but feeling terrible.

Even Venom and Doc Ock had to make their own escape. Eddie's mask came off as shame filled his body.

"This isn't what I wanted..." Eddie grabbed his head in frustration. "What the hell was I thinking!?"

"I know this is hard, but we must not stop!" Octavius said. "Let's go, Brock!"

"Osborn...Wesker...I'll get you for this," Eddie's mask formed again as Venom spoke. "We will enact justice!"

A triumphant Tirek stood tall, satisfied with what he had done. "Seems like this round is ours."

"The war is not quite over," Dormammu reminded. "Our foes will return."

"And they will fall just as easily," Wesker said. "Now, let us finish our claim of this world."

"We're getting our own cities, right?" Electro asked.

"Of course, and it's only the start," Tirek said. "Go my faithful allies, and continue bringing this world to ruin!"

"Awesome, ready boys?" Adagio asked.

"Hell yeah!" Electro said.

"Quite so," Mysterio said.

"I look forward to it," Martin Li said.

"What about you girls?" Adagio asked.

Aria looked away in shame, "Yeah, sure..."

Cozy Glow was also ashamed, she still missed Sonata but tried to shake it off, "So, can I be Princess Cozy Glow now?"

"Yes dear, you are Princess Cozy Glow," Martin Li said.

"Sweet! Now as Princess...I want ice cream!" Cozy Glow said.

"...I could go for some," Electro said. "Come on, let's find a city we haven't destroyed yet."

"Assuming there is one," Aria commented.

"Onward!" Cozy Glow said as everyone ran along, eager to continue their plans.

In the distance, Gwen had led the Capcom Warriors away, along with Cloud as shame filled their minds. They lost, and there was no way of denying that. That humiliation will stick with them, but motivate them to get stronger.

"Sunset..." Ryu lamented. "I'm sorry...I couldn't...I wasn't..."

"Wasn't what?" Came a voice. Everyone turned to see Sunset Shimmer, back in her Pony form. "What's up?"

"Sunset!?" Ryu shouted in disbelief.

"You're alive," Cloud said, the merc flashing a rare smile.

"But...how?" Gwen asked. "The blast, you were...I thought..."

"Long story, but I'm alive, and so are the others," Sunset confirmed.

"Peter?" Gwen asked with hope in her voice.

"He's really injured but he's alive too," Sunset explained. "Twilight and the others are coming up with a plan to defeat the villains. We'll need your help."

"Hell yeah, you can count on us," Dante said.

"I'm so glad they're all okay," Gwen said. "Where are they?"

"On Earth," Sunset said. "I'll take you there later, for now let's find the others."

"They retreated," Dante said.

"We should too," Sunset opened another portal. "Come on, let's go to your Earth, guys."

"You mean Capcom?" Dante asked, earning a nod. "Alright, let's make plans there."

"I hope everyone's safe, especially Jill," Chris said.

"They'll be fine, they're tough bastards after all," Dante said, then turned to Sunset. "Lead the way."

Back on Earth, as the day came to an end, everyone was finally settled in, the best they could be after all. The rooms were assigned, with everyone having a roommate.

Thunderlane and Lightning Dust claimed a room for themselves, the two awaiting the moment they turned human.

Shocker called a room, and Sonata would be his roommate. His logic is that the former villains stay together. Sonata was of course fine with that.

Trixie, Starlight and Autumn Blaze all called one room together, with Rogue and Apple Bloom calling another. Celestia was the only one in her own room in the house right now since Sunset wasn't anywhere to be seen as she struggled to get used to this, and worried about Steve.

Twilight was in her room, having dressed Peter in more comfortable clothing. Thanks to her efforts, he was cleaned up, with all the battle damage from the fight minimized, and fortunately there were no more signs of bleeding.

He laid in bed, comfortable as he can be. Twilight noticed that his facial expression was still tense. Peter was still ready for a fight, even while like this. Twilight wasn't sure when he would wake up, but she hoped he would at all.

"Peter," She gently stroked his face. "You fought so hard, you can relax now. Please, just rest, and get better. That's all I want from you."

Twilight leaned in to place a kiss on his cheek. Twilight noticed his facial expression loosening a bit. It relieved her a bit, but she needed more time to adjust.

"I hope everyone back home is alright," Twilight said.

Things looked grim for the moment, with the villains having claimed victory. However, the fight was not over, and no one was ready to quit. Victory was a must for the heroes.

Processing the Situation

Morning time came as the sun shined brightly in the new house for the currently stranded heroes. There was potential for an interesting day regarding these individuals, for a lot, it's starting a new life on Earth, if at least temporarily.

Of course some may not be ready to go out, as not all of them got their human transformations, but they knew it was coming eventually.

Twilight had woken up, looking next to her to see her still injured husband. He looked better than yesterday, but he was still very much hurt.

"Peter..." Twilight gently caressed his face. She leaned in to meet him with a kiss, just wanting to feel some form of contact from her husband.

"...Twilight..." Peter whispered. Twilight's eyes widened, hoping her husband was awake. Unfortunately, he was still asleep.

"Guess he's dreaming..." Twilight said.

"I'll...save you..." Peter again whispered.

"Peter...even now you're so focused on rescuing others," Twilight gently hugged her husband. "When the only one who needs saving right now, is you. But I will, I promise I'll take good care of you, just like you do for everyone else, especially me."

Twilight laid in bed for a couple of more minutes, just wanting some alone time with her husband before starting her day.

In another room, while in his bed, Franklin felt the bright sun hit his face, the boy reacting upon contact. He felt something next to him, something with a bit of body heat, mixed with some light breathing.

Franklin turned to the side, expecting to see Mayday there. While she was present, she didn't look like herself. Instead of the Pegasus Pony who slept next to him last night, it was a human girl instead. One with blue hair and a pink streak, along with lightly tanned skin.

"Mayday?" Franklin's eyes widened as he pushed the blanket off of him as he turned to shake the girl. "Mayday! Wake up!"

"Huh?" Mayday's eyes opened slightly as she looked up at the boy. "Franklin? What's wrong?"

"Mayday, you've changed!" Franklin said.

"Changed?" Mayday rubbed her eyes. "How did I...huh?" It was then she noticed that instead of a hoof, she had a hand. "Whoa...Is this a human hand? Am I..."

"Mayday, this is great!" Franklin pulled the blanket off the girl. "You're finally a...a..." The boy's face turned completely red as he immediately had second thoughts about his decision. "M-Mayday?"

"I can't believe I'm human now!" Mayday sat up to check her hands. "Well you did give me a sneak peak not too long ago, but this time it's for real! I have an actual human form! I wonder if I look the same though? Do I look like how you imagined it?" She noticed that Franklin was hiding under the blanket. "Huh? What's with you?"

"Mayday! Your clothes!" Franklin said.

"What about them?" Mayday realized what Franklin meant when she looked down. "Oooooooh, right. No fur. Wait, I don't materialize clothes? Didn't mom, Miss Shimmer and that siren lady materialize clothes? Or is it because they had clothes before? Is that why this wasn't an issue in Equestria?"

"Mayday! Ask later! Put some clothes on!" Franklin demanded from under the blanket.

"Wow, nudity is really weird for humans, huh?" Mayday asked. "Well I don't have clothes, but you can warp reality, can't you? Just use that."

"I can't use my powers willy-nilly, I'll lose control!" Franklin said. "Wait, I have an idea!"

Without looking, he wrapped Mayday up in a blanket to completely cover the girl, much to her confusion. "Should I walk around only in a blanket?"

"No, just stay like this and don't leave the room," Franklin said, quickly getting up from the bed and running to the door.

"Human life is really weird," Mayday commented.

Franklin hurried to Twilight's room, gently knocking on her door. "Excuse me? Miss Twilight?" He knocked a few more times until the door was answered by the woman he was seeking.

"Oh, Franklin, good morning," Twilight said.

"Hi Miss Twilight, I'm sorry if I woke you, but there's a bit of an emergency," Franklin said.

"Franklin, you don't need to be formal with me," Twilight said. "And I was already up so you didn't wake me. If anything it's late in the morning. But what's the emergency?"

"Mayday turned into a human," Franklin said.

Twilight's eyes widened in surprise "She transformed? Well, that makes sense, obviously Equestrian Magic will wear off. We just need to wait for the others I guess."

"There's a bigger problem," Franklin said, gesturing for Twilight to get in close as he whispered into her ear. "She's naked..."

Twilight's eyes widened in surprise, "Oooh...and you were sleeping in the bed next to her...which means..." The huge blush on Franklin's face as the boy reacted in discomfort told the story. "Right, I should have thought ahead there. I forgot that something like that could happen, but I was so worried about Peter that it slipped my mind."

"How is he doing?" Franklin asked.

Twilight looked back into the room, "He's still recovering. He hasn't woken up yet." She turned back to the boy. "But, if I know Peter, he'll pull through. He's too stubborn to give up on anything."

"I hope everything works out," Franklin said.

"It'll be fine," Twilight reassured as she rubbed Franklin's head. "For now, let me figure something out for Mayday. Unfortunately I don't think this house has many clothes laying around."

"Says who?" Came Eris's voice as she popped in out of nowhere, startling both Twilight and Franklin.

"Where'd you come from!?" Twilight asked.

"I never left," Eris said. "Remember, my main goal is protecting all of you until you're ready to go back to Equestria. That includes playing the role of bodyguard should any of those villains catch on to my plan."

"How? Don't they think we're dead?" Twilight asked.

"You disappeared without a trace, at some point they might realize something's up," Eris said. "It's fine, right now they're too focused on the rest of your friends back home."

"Wouldn't it be better to take us to an Earth that they won't know about?" Twilight asked. "Maybe even one that moves at a different pace. Peter's world used to do that before Capcom did something to change that."

"That's not as easy as it sounds," Eris said. "Especially after Capcom messed the multiverse as much as they did. Point is this house was made to keep you safe. It's got some magical barrier to it, so while it's not impenetrable, it's enough to keep you safe. Right now there should be ample food in this house, along with clothes and whatever else you might need to survive off of."

"How did you get all of this stuff anyway?" Twilight asked.

"Does it matter?" Eris asked, earning herself a glare from Twilight. "Fine, if you must know, Julia helped me out."

"Julia?" Twilight asked. "Wait, how would she arrange something so fast? Something doesn't add up."

"Hey, I'll tell you everything you want to know later," Eris said. "Right now, I suggest you get ready for the day."

"Okay fine, but I want details later," Twilight said.

"Yeah, yeah," Eris said as she snapped away.

"That lady's weird," Franklin said.

"Yeah, she is," Twilight replied. "Well, I guess I should find clothes for Mayday. Eris says there's plenty here."

"I hope they fit," Franklin said.

"Hey, Franklin, I need a favor from you," Twilight said.

"Oh, sure, what is it?" Franklin asked.

"This is Mayday's first time in the human world," Twilight said. "So I'm going to need you to help her with some human basics."

"Me?" Franklin asked. "I don't mind, but are you sure you trust me with that?"

"Why wouldn't I? You already look after Mayday, you're one of her first real friends," Twilight said. "And, you're her boyfriend too. If anyone can help Mayday, it's you."

"Right, of course," Franklin said. "What exactly would she need to know?"

"Well, I remember it was hard for me to walk when I first became human," Twilight said. "You can help her with that. Oh, and you can help with the utensils. Maybe even how to tie her shoes. Any basics you can think of."

"What about...bathroom stuff?" Franklin asked.

"Oh... that I can help her with," Twilight reassured. "If not me, then you can ask Rogue, or even Sunset Shimmer."

"Okay, sure," Franklin said.

"Honestly, I don't think Mayday will need that much help," Twilight said. "Human life isn't that much different from Equestrian Life. The only things that really change as humans are us being bipedal, having a slightly different diet and clothes being a necessity."

"So...I mainly have to make sure she walks properly, make sure she eats human food, and make sure she has clothes on," Franklin said. Franklin awkwardly rubbed his head, "I really hope I don't have to focus too much on the latter."

"Mayday's worn dresses before, she hates them but she's capable of wearing clothes," Twilight said. "I had no trouble adjusting, and I don't think Sunset Shimmer did either."

"Yeah, good point," Franklin said. "Anyway looking after Mayday shouldn't be too hard if I keep those things in mind."

"Also, considering she has fingers now, she might need to learn to use those too," Twilight said. "That means properly using utensils. Oh, and she can't use her wings in this form either, but I don't think she'll miss them too much."

"I can teach her to use forks and spoons if I need to," Franklin said.

"Thanks, I really appreciate that," Twilight said. "I'd do my share but I'm going to be busy watching over my husband. Still, don't hesitate to come to me if you really need help."

"I won't," Franklin said.

"Now, let's go find some clothes for Mayday," Twilight said as she made her way to the room.

"Uh...I'll stay here actually," Franklin said. "A girl needs her privacy after all."

"Yeah, good idea," Twilight said as she went to find her daughter.

Franklin had gone downstairs, the boy hoping to find something to eat for breakfast. Upon arriving in the kitchen, he came across Rogue at the stove, seemingly cooking something.

"Rogue?" Franklin asked.

The woman turned to greet the young Richards boy, "Good morning Franklin, how are you doing?"

"Fine," Franklin said, not wanting to go into detail regarding what happened with Mayday. "Are you making breakfast for everyone?"

"Sort of, I'm not sure what everyone wants, but ah figured I'd make a few eggs," Rogue said. "Boiled, fried, scrambled, the usual. Gotta keep up with the protein."

"Makes sense," Franklin said. "Question, did you see where this food came from?"

"Not really, come to think of it, the fridge was already stacked," Rogue said. "Didn't question it much."

"The lady who saved us, Eris, apparently she supplied us with everything," Franklin said. "But that kind of makes me suspicious. How could she have planned all this when she just saved us not too long ago? Did she know something like this could happen?"

"That's a good point," Rogue said. "Someone should ask her about it."

"Twilight tried, she stopped by a second ago," Franklin said. "All she said was that some lady named Julia helped."

"Julia?" Rogue tapped her chin. "That sounds familiar."

"This whole thing feels so strange to me," Franklin said. "To think those villains could drive us away. It feels like they won. But they're not supposed to win, only heroes are supposed to win, aren't they?"

"Usually they are," Rogue said. "Sometimes, heroes do find themselves in a bad situation. Much as they want to win, it can't always happen."

"That's a scary thought," Franklin said.

"It is, but don't give up hope," Rogue said. "We're still alive, and there's still a chance. Plus our friends are still in Equestria, and they'll keep everyone safe."

"Yeah..." Franklin started to feel terrible the moment he remembered his family.

"Are you okay, hon?" Rogue asked, lowering the stove to focus on the young boy.

"I miss my parents," Franklin said. "Right now they're back in Equestria, and they probably think I'm dead."

"Ah know this is hard on you, and ah do wish you weren't in this situation," Rogue said as she gently rubbed Franklin's head. "But you gotta try to be as strong as you can be. You'll see yer parents again. Ah can't say when but it dang sure is going to happen."

"I hope it does soon," Franklin said.

Moments later, the unmasked Herman Shultz had come into the kitchen with a newspaper in hand, and was joined by a still sleepy Sonata.

"I smelled food," Sonata said. "Is that eggs?"

"Sure, help yerself," Rogue said. "If yer still hungry, there's plenty of food in the fridge and cabinets."

Sonata walked over to the fridge and opened it, then closed it afterwards while scowling at Rogue. "There's hardly anything in there!"

"Is there coffee at least?" Herman asked.

"Uh, yeah, ah think so," Rogue said. "Still, there's a decent amount of food in there."

"Not for me," Sonata said as she grabbed a protein shake. "Maybe this can help."

Herman grabbed the pot and poured some grinds in, "I'll settle for some toast at least."

"Ah saw loaves of bread in the cabinet," Rogue said.

Herman looked to see for himself, spotting various pieces of bread from Italian to Baguettes. "Where's the sliced bread?"

"Above you on the right," Sonata noted as she helped herself to one of each type of egg.

"You should have some eggs too, uh...should ah call you Shocker?" Rogue asked. "You are Shocker right? Ah don't think I've seen you without yer mask."

"Just call me Herman," the man said as he placed his bread in the toaster. "Also, I'm good with the eggs. I've gotten by on little food before."

"Well if you change yer mind, don't be shy," Rogue said.

Sonata sat on the table, shaking her protein drink before opening it and taking a sip. "Strawberry Flavor, not bad." She took a bite from the eggs while looking around. "Where is everyone? Are they still asleep?"

"Ah saw Starlight, Trixie and Autumn Blaze outside," Rogue said. "They already ate and are just exploring the yard."

"Are they still ponies?" Sonata asked.

"Yeah, I'm not sure when they're gonna transform, but ah imagine it will be soon," Rogue said. "Apple Bloom's still asleep ah think. I don't know about the others."

"Twilight's awake," Franklin confirmed, which did remind Rogue of the fact. "So is Mayday. She transformed."

"That's Spider-Man's daughter, right?" Herman asked as he grabbed a mug for his coffee.

"Yeah, she is," Franklin said.

"Well good for her then," Herman said. "What about Spidey himself?"

"He's still hurt...your buddies did a real number on him," Franklin said.

"Can't deny that," Sonata said while her mouth was full, accidentally spitting out some eggs in the process.

"Don't talk while you eat," Herman lightly scolded as Sonata swallowed her food.

Franklin felt uneasy knowing that two villains were present in the kitchen, especially ones that were directly responsible for Peter getting hurt. "Why did they want to hurt him? Why did you want to hurt him?"

"Here we go..." Herman said as he poured his coffee. "Kid, I doubt our answer will make the situation easier. Fact is that Spider-Man was my enemy, and as such, I had to fight him."

"You didn't have to, you could have chosen a different life than being a criminal," Franklin said.

"Yeah, I could have, I could have gone to MIT and put my engineering skills to good use," Herman said as his bread was ready. "Or I could have opened that Cafe that I've always wanted to open. But sometimes, life doesn't go like you plan, so you have to make due. I never asked to be a criminal, but if that's the only way to survive, so be it."

"Are you really happy with that decision?" Rogue asked.

"What does it matter?" Herman had taken his food to the table and sat down next to Sonata, who had already finished her food and was chugging down her drink. She drank too fast and nearly choked, to which Herman pat her hard on the back to help her out. "You can't control life, you can only survive in it."

"He's right, we can't always help how things are," Sonata explained. "I didn't ask to be born a Siren, but I was, and I need negative energy to survive. Somehow that makes me one of the bad guys though. All I'm trying to do is survive."

"Is that the only way?" Rogue asked. "Didn't the Changelings find an alternative way of doing what they do?"

"Sirens aren't Changelings," Sonata said.

"Well there's gotta be something you can do," Rogue said. "Maybe you won't have to hurt or inconvenience so many people."

"Or hurt Spider-Man," Franklin said.

"Look kid, Spider-Man's not perfect himself," Sonata said. "He allowed a little girl to be sent to Tartarus. He and those stupid Princesses. The only thing I would change is giving Celestia and Luna the same whooping we gave to Spider-Man."

"Is that so?" Came Twilight's voice as she entered the kitchen with Mayday by her side, the girl now fully clothed.

"Hey Franklin, how do I look?" Mayday asked as she showed off her yellow shirt and pink skirt with a twirl. Doing so nearly caused her to lose balance, but fortunately Franklin was quick to catch her.

"Whoa, be careful," Franklin said as he helped Mayday back to her feet.

"That was close, thanks Frankie," Mayday said as she kissed the boy's cheek, resulting in a blush from him.

"Aw, how sweet," Rogue said.

"That was sweet, but I need Sonata to repeat herself," Twilight said as she glared at the siren. "What's this about you wanting Celestia and Luna to go through what you did to my husband?"

"I meant what I said," Sonata insisted without hesitation. "Princess Celestia is quite honestly one of the worst things to happen to Equestria, same with her sister."

"Oh why? Because she didn't allow the likes of you to wreak havoc without remorse?" Twilight asked.

"Don't judge me," Sonata warned. "Sirens had a right to exist too, but she deemed us such a big problem that she sent Starswirl's group to banish us into another dimension. Princess Celestia is also a big reason why my species is nearly extinct. She had us banished to some island where we had to fend for ourselves! But Sirens need negative energy to survive, without it we were doomed. But she didn't care about that, because as far as she was concerned, we were a bunch of monsters."

Twilight furrowed her brow at the girl, offering a look of disapproval. "Well, after what you've done lately, I think you just proved her right."

"Or maybe, you just left her with little choice," Herman said. "It's so easy for those in power to screw over the little people and then play the victim when those little people stand up for themselves."

"Attacking innocent ponies is not an ideal way of standing up for yourself!" Twilight scolded. "Honestly, it just sounds like you two are so desperate to justify your horrid actions."

"Yeah, sure, whatever you say," Herman said as he opened his newspaper. "Look, let's just agree to disagree then, not like it means much right now."

"He's kind of right, Twilight," Rogue said. "Our focus should be getting ready to take Equestria back from the villains. We can't afford this infighting right now."

"It's not really infighting if they're not actually on our team," Twilight said.

"Keep in mind that we turned our backs on our allies because of what they were doing to your daughter!" Sonata reminded.

"Why did you?" Mayday asked. "Why were you so concerned about my safety?"

"I just don't like hurting kids, it's that simple," Sonata said. "Obviously Eddie and Otto felt the same way."

"Eddie and Otto?" Mayday asked.

"The muscular guy with the black suit and the other guy with the metal tentacles," Sonata explained.

"Eddie..." Mayday scratched her head a bit. "That's Eddie Brock, right? Daddy said the two of them used to be friends."

"That's what Eddie said too, until your dad betrayed him," Sonata said.

"Don't blame Peter for what the suit made him do," Twilight said.

"I'm just relaying what Eddie told me," Sonata said. "The two were good friends until Peter showed that he had an ego."

"To be fair, he was acting weird back when he had that black suit," Herman said. "And he did go back to his brand of normal once it was gone."

"Well obviously Eddie isn't really bad, like I said, he spoke up to keep Mayday alive," Sonata said.

"Well, I really appreciate that he did that," Mayday said. "And you too. Thanks for saving me."

"It's nothing, don't worry about it," Sonata said.

"I'm still mad that you hurt my daddy though," Mayday admitted. "You may think he's bad, but he's the nicest daddy in the world in my eyes."

"I would expect you to say that, you're his daughter after all," Herman said.

"It's also common sense too," Twilight said. "I can't imagine why you think you wouldn't be bad if you hurt innocents, as well as those who protect those innocents."

"Funny, Eddie never saw him as innocent," Sonata said. "Only his daughter, which I guess makes her lucky."

"Okay, dial it back there," Rogue said. "Whatever you have against Peter, you're going to have to work on that. Yer living in this house with him, his wife, his daughter and a lot of his friends. Now we don't mean y'all any harm, and if yer nice to us, we're nice to you. Think either of you can manage that?"

"Yeah sure, not like I have anything to gain by betraying any of you," Herman said.

"Same," Sonata said.

"So you're okay with the fact that we're going to fight your buddies?" Twilight asked.

"They ain't our buddies," Herman said. "Last I checked, buddies don't betray you. Do what you want to them, I don't really care. I never even liked them anyway."

"Actually...I'm a little conflicted," Sonata said.

"I swear, this better not be about those damn Dazzlings," Herman lamented. "Maybe you forgot Sonata, but they turned their backs on you."

"Even if they did, they're still family," Sonata said. "They're all I have left of my kind."

"Well they clearly don't care," Herman said. "You really need to grow up and accept reality. Those girls don't love you. Now please stop being stupid and accept reality."

"Hey, easy now," Rogue said. "Try to be a little understanding."

"Don't you start, remember they attacked you too," Herman said. "After all that I've tried doing for them myself, after all that Sonata and I did for Max and Beck, and for that brat Cozy Glow, all we got was tossed aside the first chance that opportunity came along."

"We can't just give up," Sonata said. "I bet they didn't even want to turn against us. You saw what Doctor Doom and the others did. They were just trying to stay safe."

"They betrayed us, it's not even up for debate," Shocker said. "Fine by me, let them do what they want, I'm done."

Sonata huffed her cheeks in anger, then focused her attention on Twilight. "You're the Princess of Friendship, aren't you? Can't you talk some sense into him?"

"Honestly, at this point, I'm not concerned about your friendships or lack thereof," Twilight said. "But to Herman's point, you should just give up on your friends. As far as I'm concerned, they're enemies of Equestria and they will be dealt with."

"Wow, simple as that huh?" Sonata bitterly asked. "Ever think that even us so-called villains have friends and family that we care about?"

"Even Magneto's been capable of love," Rogue said. "He just wasn't good at embracing the good qualities of it."

"You've given second chances before, haven't you?" Sonata asked. "We know about Nightmare Moon. As well as Stygian."

"I hardly consider those good examples," Twilight said.

"What about Sunset Shimmer?" Sonata asked. "She's had a shady past too!"

"Speaking of Sunset, have any of you seen her?" Rogue asked. "She hasn't come down, and she wasn't in her room."

"...I hope she didn't go back to Equestria," Twilight said. She focused her attention back on Sonata, "I'll deal with you later, right now I gotta check on a friend."

"Wait, what about food?" Rogue asked.

Twilight snapped over some bread and some eggs to make a sandwich out of it. "I'll run and go."

The girl left, leaving an annoyed Sonata behind as she hugged in annoyance, "Lousy Princess."

"Look, things are tense, and you ain't exactly sympathetic right now," Rogue said. "Just play nice and maybe she'll consider things from your perspective."

"Honestly, I don't have too many high hopes on that," Sonata said as she laid back in frustration.

"Do you regret your choices?" Mayday asked.

"Hm? What choices?" Sonata asked.

"Saving me," Mayday clarified. "Do you regret doing that?"

"...Not exactly," Sonata admitted. "I hate the situation it got me in, but I just couldn't live with doing nothing."

"What about you Herman?" Mayday asked, the man barely acknowledging her. "Do you regret helping Sonata?"

"The only thing I regret is painting a target on myself," Herman said. "If I could redo it, I would have tried being more discreet about it."

"So, what yer saying is, you really did want to help this girl?" Rogue asked.

"What does it matter?" Herman asked as he grabbed his mug. "Can I just read the paper in peace? I'd like to see if there's anything about this world I should be aware of."

"This is our Earth," Rogue said.

"Yes, and not too long ago, Doctor Doom and some of our allies completely decimated it," Herman said. "New York City's been trashed."

"Including my family's home," Franklin bitterly stated.

"Where is this house anyway?" Mayday asked. "Is it near New York City?"

"From what ah can gather, we're upstate," Rogue said. "Probably close to Ithica. We're pretty far from the city."

"Don't The Avengers have a second base in Upstate New York?" Franklin asked.

"That'd be great, it means extra protection just in case the baddies find us," Mayday said.

"Are there any Avengers left though?" Franklin asked. "Most of them would have gone to New York City if it was under attack."

"Maybe some stayed behind," Mayday suggested.

Franklin had another thought as he turned to the older hero in the room, "Rogue, are there any X-Men around? I know your mansion is in upstate New York too."

"Yeah, in Rochester," Rogue said. "Might be about an hour or two away from here, depending on where we are. There might be some at the school still, but ah can't say fer sure who. Most of us went to Equestria."

"Right now, we can only protect ourselves," Sonata said.

"What are the bad guys planning?" Mayday asked.

"Multiversal domination," Sonata said. "They want Equestria, Marvel Earth, Capcom Earth, and any other version of Earth they're familiar with."

"Is that why they took them magical artifacts from Equestria?" Rogue asked. "Right after weakening them other worlds too."

"Already figure that out?" Sonata asked. "Then again, Eris did fill everyone in."

"That and I got the info ah needed from that feller who looked like Goku," Rogue said.

"He talked?" Sonata asked.

"No, but when ah touched him, some of his memories reached mah mind," Rogue said. "Including something about a Zero Mortals Plan."

"Oh yeah, he wanted to wipe out mortals from across timelines since according to him, we're a bunch of self-destructive ne...ne...uh, what was that word he used?" Sonata asked.

"Neanderthals," Herman confirmed.

"Right that," Sonata said. "He says we're useless creatures."

"Sounds like he'd get along well with Ultron," Franklin bitterly said. "Wait, they are getting along, and destroying so many lives!"

"Frankie, I think you need to dial it back a little," Mayday said. She took the boy by the hand and tried leading him outside. "Lets get some fresh air."

"...Alright," Franklin said.

As Mayday stepped, she immediately tripped, to which Franklin had to catch her again. Blushing from her clumsiness, Mayday awkwardly rubbed her head. "I'm still not used to having only two legs."

"I'll lead the way," Franklin said.

"Wait, y'all gotta eat something," Rogue said as she placed some food on a pair of plates. "At least take this with ya."

"Okay Rogue," Mayday said as Franklin took the plates. "Come on Frankie!"

Franklin held his plate and gave Mayday hers as he helped her walk outside, leaving Rogue satisfied. "Such cute kids."

"They really are," Sonata said. "Spider-Man's daughter looks like a little sweetheart."

"He raised her well," Rogue said.

"...If Spider-Man's capable of that kind of love, why didn't he help Cozy Glow when she needed it?" Sonata asked. "And why would he be loyal to the Princesses despite the terrible things they've done?"

"Hon, yer gonna have to ask Peter when he wakes up," Rogue said. "Until then, try to keep an open mind."

"...Sure," Sonata said as she sat back while lost in thought.

Outside at the side of the house, a portal opened with Sunset quietly stepping through. "Okay, so far so good." She turned around to face the team of Ryu, Chris, Dante and Cloud. "I'll try to rendezvous with you and the others later. Right now I gotta check in with Twilight, hopefully she hasn't noticed that I left."

"Keep in touch with us," Chris said. "Do you still have the device that Gwen gave you?"

"Yeah," Sunset showed it off.

"Isn't she going too?" Cloud asked.

"Gwen went to meet up with Miguel, she'll come by when the time is right," Sunset explained. "Right now, the rest of you just try to recover."

"I'm fully healed," Ryu said. "I can fight now."

"If you fight, you're going to get yourself killed," Chris warned. "Stick to the current plan. We need strategy if we're going to win."

"We'll see if we can contact anyone from across the multiverse too," Dante said. "Any suggestions on where to start?"

"First and foremost, try to find Mark and All Might," Sunset suggested.

"Mark might be tough," Chris said. "Remember what we said before, he's dealing with his own troubles, ones he does not want to become our troubles."

"His abilities can help, I'll go help him fight those Viltrumites myself if I need to," Sunset said.

"You certainly won't be doing that alone," Ryu said.

"Fun as that sounds, let's try to be rational about this," Dante said. "We have people to save after all."

"Right, and at the very least, we can get All Might," Chris said. "Most he's doing these days is training some boy to be a hero."

"Wonder how far along his training is?" Sunset asked.

"Let's not involve more than we need to," Cloud said. "This is still mostly our problem."

"Right, of course," Sunset said. "Look, just keep those two in mind. Maybe that Naruto boys as well, see if he can bring his ninja buddies."

"Sunset!" Twilight was heard calling from around the corner.

"Crap, Twilight's coming, you guys just go and I'll chat with you later!" Sunset said.

"Stay safe," Cloud urged.

"Sayonara, Sunset," Ryu said as he and his allies closed the portal.

Feeling relieved, Sunset called Twilight over to her location. "I'm over here, Twilight!"

"There you are," Twilight said while holding her half eaten sandwich. "Where were you?"

"Just taking a walk," Sunset insisted. "I wanted to check the area out."

"Seriously? Was that all?" Twilight asked. "I hardly saw you yesterday after we got dropped off and then you disappeared all morning? Sunset, given the situation we're in, we need to stay together as much as possible."

"It's fine, we're totally safe out here," Sunset said.

"We don't know how safe though," Twilight pointed out. "Just please try not to wander off like that again."

"Sorry, but it's in my nature, I like to explore," Sunset said. Upon seeing Twilight getting even more irritated, Sunset decided to lay off. "But, if it will make you feel better, I'll try not to go too far."

"That's all I want," Twilight said.

"How's Peter by the way?" Sunset asked.

"Still sleeping," Twilight said as she solemnly looked toward the house. "He's been hurt really badly and I'm very worried about him."

"Don't worry about it, if I know Peter, he'll pull through," Sunset reassured. "We just need to keep a close eye on him."

"I envy your optimism," Twilight said.

"My optimism isn't anything special, I'm just pointing out the facts," Sunset said. "How many times has Peter been hurt like this? And how many times has he gotten back up, ready to fight again?"

"Well...I suppose you're right," Twilight said.

"Nothing keeps him down," Sunset said. "King Sombra couldn't do it, The Green Goblin couldn't do it, Wesker couldn't do it. No matter what, Peter always gets back up to fight again. And he won't be fighting alone. He's got friends, family and allies who are more than willing to help him. We just need to get ready on our end, that includes getting strong enough to handle whatever those punks have to throw at us."

"Right, I need to work on my magic," Twilight said. "Hopefully we can find a way to help everyone else too."

"We'll figure something out," Sunset said. "Now, I'm going to head inside, I could use a bite to eat."

"Rogue made some eggs, you can cook whatever else you want afterwards," Twilight said.

"Sounds good to me," Sunset said as she started heading inside.

"By the way, Mayday turned human," Twilight said. "So if you see a human girl, that's her."

"Oh cool, she's part of the human club," Sunset said. "Catch you in a bit."

Twilight waved Sunset off, then figured it would be best to go and find Trixie, Starlight and Autumn Blaze. "Soon, I'll take my world back, and keep the others safe. Wesker, Osborn, Tirek, I'll make you regret crossing paths with us."

On the front porch of the house, Mayday and Franklin sat on a rocking bench together as they looked toward the front. There were no other houses, just a lot of trees, a mountain in the distance, some cliffs, and even some water.

"It's so pretty here," Mayday said.

"Yeah, nice view," Franklin said. "Eris found us a really nice place. Though I still don't know how she came across it."

"Don't worry about the small stuff," Mayday said. "What matters is that we're here and we're safe. No bad guys, just us."

"I know, but I am worried about my family," Franklin said. "My parents, my uncle Johnny, my uncle Ben. They must be so worried."

"Yeah, I understand that," Mayday said. "My mom's friends must be so worried too, same with daddy's. Then there's my Uncle Shining Armor and Aunt Cadance. Also my cousin Flurry Heart, and my best friend Luster Dawn. I really miss them."

"This is so not fair, why is this happening to us!?" Franklin asked. "How did things get so bad?"

"I don't know, but we'll make things better," Mayday said. "Things seemed bad when that Captain Marvel lady caused a war between the heroes. But we stopped her and put everything back to normal."

"My father felt so bad because of how messy that got," Franklin said.

"It's not his fault, all the heroes following Tony Stark were just trying to help," Mayday said. "That lady just ruined things because she's so bossy. I'll never forgive her for what she did. Having Auntie Applejack and Uncle Remy arrested over nothing, hurting Auntie Apple Bloom, sucker punching my daddy. She's just a lousy lady, and I never want to see her again."

"With any luck, we won't," Franklin said. He then noticed Mayday scratching herself. "Uh, what are you doing?"

"Sorry, my clothes are too itchy," Mayday said. "I'm not used to wearing them."

"You wore clothes at the wedding that Rumble and Apple Bloom had," Franklin reminded. "And again when we were at the Gala."

"That was a dress that I didn't have to wear all day," Mayday said as she scratched her backside a bit. "I certainly didn't have to wear this extra thing."

"Thing?" Franklin asked.

"This thing here," Mayday stood up and lifted up her skirt to show off her panties. "What are these?"

"Agh, Mayday, put your skirt down," Franklin said as shielded his eyes.

"What for? I'm wearing clothes," Mayday said as she dropped her skirt. "Human customs are so weird. You can't be naked, you can't show off whatever this thing is."

"They're called underwear," Franklin said. "Everyone wears them, they add extra protection for...um...for certain parts."

"Oh...so you wear them too?" Mayday asked. "Can you show me?"

"What!? No!" Franklin said.

"Oh come on, how am I supposed to believe you if you don't lead by example," Mayday said.

"Mayday, do you understand the concept of shame?" Franklin asked.

"Well yeah, I'm ashamed of a lot of things," Mayday said. "What does that have to do with clothes?"

"Look, it's different for ponies because you're used to being naked," Franklin said. "But humans aren't like that. Keep in mind that we don't have fur, the clothes provide us natural protection that we wouldn't get otherwise. Without them, humans will feel vulnerable."

"Oh, that makes sense I guess," Mayday said.

"So now do you understand?" Franklin asked. "You need to keep your clothes on so you don't feel vulnerable either."

"...But what about my underwear?" Mayday asked. "You seemed so freaked out."

"I just want to respect your privacy," Franklin said. "You are a girl after all."

"Huh? What does me being a girl have to do with anything?" Mayday asked.

"If one girl saw another girl naked, it won't be as embarrassing if it was a boy seeing her naked," Franklin said. "Same with boys, we'd feel embarrassed if a girl saw us naked but not if another boy does."

"Really?" Mayday asked.

"Well...sometimes," Franklin said. "Some people just don't like being seen underdressed. It took me a while to be like that as a pony, but I got used to it because I at least had fur. Still, it's wrong for boys and girls to see each other like that."

"But my daddy was half dressed before," Mayday said.

"He was injured, besides it's fine if your mom sees him like that, they're married," Franklin said.

"Well you and I are boyfriend and girlfriend," Mayday pointed out. "So you don't need to feel embarrassed around me, even if I'm not wearing clothes."

"Mayday, can we drop this please," Franklin turned away to hide his blush. "This isn't something we should be talking about. It feels wrong. Maybe you're not ashamed of your body, but I am of mine."

"...I'm sorry to hear that," Mayday sat back down and took the boy's hand in her own. "I don't think you should have anything to be ashamed of, especially around me. I want us to be comfortable with each other. But, I'll wait for you to feel that way. Until then, you don't need to turn away from me at all."

"Heh, it's funny..." Franklin began. "Among ponies, you're very shy and reserved, with little confidence in yourself. Yet now, as a human, you seem so confident."

"Because you help me feel confident," Mayday said. "I feel less worried around you because I know you will never judge me."

"I'm happy you feel that way," Franklin said. "I just wish it didn't have to deal with the topic of being naked."

"We'll find another topic then," Mayday said.

"Let's try science, you already have a lot to be confident about there," Franklin said. "You're the smartest girl I know."

Mayday bashfully rubbed her head, "Come on. What about your mom? She's a scientist. Also my mom's much smarter than I am."

"Well you're the only girl around my age that's super smart," Franklin said. "I've always liked that about you. You can do so many amazing things and you always want to do more. You're very determined and you let nothing stop you. I know you think you're not confident in yourself, but the way you tackle any science project shows a determination that not many others have. You're very talented Mayday, and I'm so proud to be your boyfriend. Lucky too, a girl as smart and pretty as you is way out of my league. You definitely could have done better than me, so I feel even more honored that I get to date you. You are a treasure in every sense of the word."

Mayday's face was completely red, prompting the girl to hide it behind her hands. "Geez Frankie, you didn't have to lay it on that thick! I would have settled with you just calling me smart."

"Sorry, I got carried away," Franklin said. "I just really like you. I admire your intelligence, and you're pretty as both a pony and a human so-"

"No more! Please! I can't take the kindness!" Mayday said, turning away to hide her blush. "I already know you like me, you don't need to get all sentimental."

"Okay, I'll stop," Franklin said. Without warning, Mayday turned and kissed him, taking the boy by surprise.

She held it for a few seconds before pulling away, then proceeded to playfully stick her tongue out at him, "That's what you get for getting me in such a good mood."

"You little sneak," Franklin playfully said.

"By the way," Mayday held Franklin's hand tighter. "I know it's not the same as your family, but I hope me being here with you is comforting enough."

"Of course, I miss my family but I love...I mean..." Franklin tried to reword his statement. "I really care a lot about you."

"...I feel the same," Mayday said as she pressed her forehead against Franklin's. "And thanks..."

"What for?" Franklin asked.

"I'm really worried about my daddy, but being around you helps me feel less scared," Mayday said. "I hate to ask, but given your powers..."

"Mayday, I want to but, I don't think I have the best control," Franklin said. "Believe me though, if I could make everything better, I would."

"Well, just being with you helps," Mayday said.

Franklin moved in to gently rub his nose against Mayday's. "Glad we could help each other out then."

Mayday blushed harder at Franklin's sign of affection, even more as he gently caressed her face. The two leaned in for another kiss when Mayday felt her stomach grumble.

"Uh...I should probably finish eating," Mayday said, blushing from what just happened.

"That's fine, eat up," Franklin said. "Pretty girls need to keep up their strength."

"Ugh, you're making me want to kiss you again, just let me eat," Mayday playfully said.

"Alright, alright," Franklin said.

Mayday took another bite from her eggs, feeling satisfied with the food. "Rogue is a great cook. She's about as good as...as..."

Franklin waited for Mayday to finish her sentence. Instead he only saw tears. "Mayday?"

"...Aunt May..." Mayday began recalling what happened. The fatal blow Aunt May took due to The Green Goblin's glider. So much happened that she hardly had time to register the loss of her aunt.

In an instant, Mayday's tears began streaming like that of a waterfall as her face grimaced into a saddened state as she came to realize a dreadful fact. Her Aunt May was gone, and nothing was going to bring her back.

Mayday immediately began crying in despair as the loss of her relative began to sting a thousand-fold. Instinctively, Franklin moved the food out of the way and pulled Mayday in for a comforting hug.

As Mayday cried in the arms of her boyfriend, Franklin gently rubbed her head, doing his best to try and calm her down. However this moment just made him feel angrier about the current situation. The girl he felt strongly for was crying in his arms because of what a terrible group of people did. This was not something Franklin would so easily forgive.

Back in Equestria, Logan was once again leading the group of Ponyville Refugees toward their next destination, with Felicia as his guide.

Unfortunately everyone had to traverse a hot desert known as The Badlands to get to where they needed to go. Bobby used his powers to try and keep everyone cool with constant soft flurries of ice, but there were a lot of travelers.

"You sure dis the right way?" Remy asked.

"For the last time Gambit, I know where I'm going," Felicia said. "Unfortunately we have to travel the desert, and without carriages, or magic, it's going to be a hike."

"Don't worry," Tony said as he walked along. "She's on the money."

"You know this place, right Iron Man?" Silverstream asked.

"Klugetown," Tony said. "I sent Peter there once with Princess Luna to check on some pirates."

"And I accompanied them," Felicia said. "Fun times, until Las Pegasus took the brunt of a blast."

"That was a freaking disaster," Tony said. "And a big reason The Accords went to hell."

"You can say that again," Bobby said as he continued trying to keep everyone cool. "But the past is the past."

Kurt continued walking along as well, occasionally looking back with a saddened look on his face.

"Are you okay, Kurt?" Ocellus asked. "You seem off."

"I can't help but think about Spider-Man and his family," Kurt lamented. "More specifically, I can't stop thinking about his daughter."

"Mayday..." Logan angrily clenched his fists. He looked to his own daughter that was currently being carried by a depressed looking Laura. To know these villains were that cruel filled him with undeniable rage.

"Kurt, I know you're sad, I am too," Ocellus said. "But you can't let that bring you down."

"I saved her..." Kurt wiped his eyes of his tears. "I hoped that me saving her would ensure her safety. All it did was delay the inevitable."

"Kurt," Ocellus tried to comfort him. "You did your best."

"It wasn't good enough," Kurt said, the man's sadness turning to rage. "What manner of beasts would do what those men would do!? If I find them, I will personally deliver them to God, and watch him strike them down in damnation!"

"Whoa, take it easy Kurt," Ocellus urged. "This isn't you. You're not a vengeful man, you're a kind soul. You always believe there is good in everyone and everything."

"Not them..." Kurt hissed. "They are beyond salvation. They do not deserve to exist in this world! In God's world!"

"Okay, dial it back, Kurt!" Logan scolded. "You're starting to sound like that Goku imposter."

Kurt's eyes widened in disbelief, "How could you say something like that!? I do not wish to hurt innocent people like those self-righteous bastards!"

"Kurt!" Ocellus scolded as she latched on for a comforting hug. "Please, I don't like seeing you like this! I know you're angry but you think Peter would want you feeling this way!? Or anyone!? Mayday asked God to keep you safe, didn't she?"

"God protected the wrong person!" Kurt said. "It should have been me! Not her!"

"Kurt! Enough!" Logan shouted as he wiped the sweat off his head. "Christ Almighty, I think the heat is getting to you."

"Refrain from using the Lord's name so carelessly," Kurt warned. "He has nothing to do with the heat, nor my anger."

"That ain't what I heard," Logan said. "You said God protected the wrong person. Aren't you the one who says he works in mysterious ways?"

"Ugh..." Kurt grumbled in frustration, no longer wishing to talk.

Rumble continued to trot along, the boy filled with anger as well. Sweetie Belle walked beside him, trying to get his attention.

"Rumble, how are you handling this heat?" Sweetie Belle asked.

"Fine..." Rumble said.

"Long trot huh?" Sweetie Belle said. "Really hoping we get to this place soon. What do you think it's like?"

"I don't know, I've never been there," Rumble said, almost bitterly.

While Sweetie Belle knew Rumble was in a sour mood, she had no plans to leave him to his sorrow and anger. "You miss them, don't you?"

Rumble turned away in anger, "What of it?"

"Rumble, you don't have to hide how you feel," Sweetie Belle said. "I'm sad too. You know how much I liked Peter. I also really admired Twilight, she's the type of pony I wanted to be the most like. I also really liked Mayday. She was bratty but I wouldn't change her for anything."

"Where are you going with this!?" Rumble asked. "Yes, they're gone, not like I can do anything about it. Not like they're the only ones in my life that I've lost."

"You mean like Thunderlane?" Sweetie Belle asked. Rumble's silence was telling for her. "I know that if it were Rarity, I'd be sad."

"Well it wasn't, so you don't have anything to worry about," Rumble said. "Your sister is right there with your brother-in-law and your niece. All of them alive and healthy."

"Not sure what you're trying to accomplish here, but it's not working," Serum said.

"Quiet..." Sweetie Belle whispered as she spoke up again. "Rumble-"

"Sweetie Belle, listen, I know what you're trying to do, and I appreciate it, but I need you to lay off," Rumble said. "It's hot, and I'm in a really bad mood. I don't want to risk lashing out and possibly hurting your feelings, so just drop it."

"How thin skinned do you think I am?" Sweetie Belle asked.

"You've always been really sensitive," Rumble said. "Not that it's a bad thing but-"

"Hold on, I know I'm the type to be very emotional, but I'm not that sensitive," Sweetie Belle said. "I've been though my fair share of heartache and I turned out alright. I just want to be here for you since...well..."

"I don't need anyone there for me," Rumble said. "I can get through this on my own."

"Is that what Apple Bloom would have wanted?" Sweetie Belle asked, to which Rumble immediately stopped, with some anger mixed with sadness running through his mind. "You miss her, I know you do. Guess what, I miss her too. She was one of my best friends, and as such, I can't bring myself to ignore your pain. I'm not just doing this for you, I'm doing this for her."

Rumble's anger started to become more visible as he recalled what those villains did. That anger slowly turned to sadness as the realization of never seeing his wife again started to settle in as some tears came to his eyes.

"We just got married, losing her just doesn't feel real," Rumble said.

"Rumble..." Sweetie Belle hugged the colt, hoping to make him feel better. "I know it hurts."

"It's strange too, despite what I saw, part of me just doesn't think she's really dead," Rumble said. "I know that's crazy but..."

"You just love her that much," Sweetie Belle said. "I want to believe she survived too...but holding onto that just isn't healthy."

"I know..." Rumble said.

Sweetie Belle pulled back and gently stroked his chin, "I know it looks bad, but you're not alone. You have me. You also have your friends who love you very much. You have the Apples, I bet they still see you as family. Most importantly, you have your son."

"Yeah, you're right," Rumble said. "As a father, I have to be strong and set a good example for my son."

"I'll be right there to help you," Sweetie Belle reassured.

"Thanks, I appreciate that," Rumble said.

"Rumble! Sweetie Belle! Don't slow down!" Bobby warned.

"Sorry," Sweetie Belle gestured Rumble along. "Come on."

"Right behind you," Rumble said as he followed Sweetie Belle.

As the Apples continued to walk, Granny Smith suddenly fell over, much to her grandkids' concerns.

"Granny!" Applejack checked on the older mare. "Not good! Bobby, we need ice!"

"On it!" Bobby rushed over and used his powers to cool off Granny Smith. "Don't worry, I got ya."

"Thanks sonny..." Granny Smith said in a weak tone. "Sorry to hold y'all up."

"Do you need a lift?" Bobby asked. "One of my X-Men buddies can carry you."

"Oh pish posh, I'm a grown mare, ah can walk mahself," Granny said as she stood back up. "Come on, this ain't the time to dilly-dally."

"Don't push yerself too hard," Applejack said.

"Dagnabbit, I'm fine!" Granny hastily insisted. "Let's just keep going already!"

Bobby looked worried for the mare, "I never usually see her this feisty."

"Ah haven't seen her like that since we lost ma and pa," Big Macintosh said.

"After Apple Bloom..." Applejack wiped some tears from her eyes.

Remy knelt beside his wife, "You okay, mon cherrie?"

"I'm fine," Applejack insisted. She took a glance at her kids, same with her nephew and even Bobby's daughter. "Come on, we gotta get the young'ins to Klugetown."

"Right..." Remy said as he helped everyone along.

Nearby Wade was walking alongside Pinkie Pie. He looked down at his still pony wife as she carried their two pony kids.

He looked not too far off to see Maud walking as well. Despite her expressionless face, the mare looked just as tired as everyone else.

He looked behind to see Mr. and Mrs. Cake walking with their twins. The family seemed exhausted themselves.

"Bobby! When you get a chance, cool the Cakes off!" Wade called.

"On it," Bobby said, using his powers to help the family.

"Thank you dear, we appreciate that," Mrs. Cake said.

"No trouble," Bobby said.

Wade looked around, keeping an eye on everyone. "Man, everyone's so tired."

"We've been walking since yesterday," Pinkie said. "The only breaks we took were to eat and sleep."

"I hope we get to this place soon, we really gotta get back on our feet," Wade said.

"We will, we just gotta stay positive," Pinkie said. "After all, at least we have each other. There's you, me, the twins, The Cakes, our entire family is...is..." Pinkie's eyes widened in worry. "My family!"

"Huh?" Wade asked.

"My Rock Farm Family!" Pinkie said. "Mom! Dad! Marble and Limestome! They're in danger!"

"Easy there Pinkie," Wade reassured. "What reason would those guys have to go after your family? No offense, but all you do is farm rocks."

"Remember why we farm them, they have precious resources!" Pinkie reminded. "Those villains could want something from there!"

"Shit, you're right," Wade said.

"Maud! We have to go home!" Pinkie called to her stoic sister.

"What are you talking about?" Maud asked.

"Our parents and sisters could be in danger!" Pinkie said. "If we hurry-"

"Whoa, dial it back," Wade said. "It's way too dangerous to just change course. We need to press on to Klugetown."

"Wade, I can't do nothing!" Pinkie said. "Especially with Marble in danger! She's my little sister! As a big sister, I have to protect my younger siblings!"

"Well as your husband, I have to protect you," Wade said. "It's too risky to change course now."

"Wade's right," Maud said. "I know you're worried about our family, but putting yourself in danger won't do anyone any good. Besides you have your kids to think about."

"But..." Pinkie was still worried.

Not too long later, Ororo was seen flying in from up ahead. "I have returned!"

"Storm!" Cyclops called, getting her attention. "Any sign of the town?"

"I did find a civilization, continuing on foot should get you there in at least an hour," Ororo said.

"An hour!?" Lyra asked in disbelief. "But it's so hot!"

"Storm, mind helping a bit with your powers?" Bobby asked.

"Very well," Ororo used her abilities to generate a light rain over everyone, cooling them off from the hot desert.

"I appreciate that Ororo," Logan said. "Hope that didn't take anything out of you."

"It's nothing I can't handle," Ororo said.

"A nice breeze like this could make the travel much easier," Logan said.

"About time too," Tony said as he walked ahead. "Bobby could only do so much, and honestly, it felt like he was holding back."

"Hey I did my best," Bobby said. "Besides the rest of us could have been cooled off sooner if you went to scout ahead instead of Storm."

"My suit's too damaged to be used effectively," Tony said. "Don't worry, once I have a chance to fix it, I'll put everything back to normal."

"Not the return you imagined, huh Stark?" Clint said. "You finally come out of retirement, and you end up on the losing side."

"That's life, things don't go as planned," Tony said as he looked toward Steve. "This isn't exactly how I imagined an Avengers reunion. Instead of reuniting with a bang, we barely got a whimper."

"Honestly Tony, it might be better this way," Steve said as he bitterly walked past Tony. "Last time we were a team, we fell apart too easily. So let's do our own thing."

Tony scratched his head in annoyance, "What was that about?"

"It's Celestia," Came the voice of Taskmaster as he walked by. "He and Cap had a thing together, and now she's gone. I don't think Cap's handling it well."

"Oh right, they were awfully chummy," Tony said. "Still, is she really gone?"

"You saw what those lunatics did," Taskmaster said. "Ain't no way she survived that."

"You never know," Tony said.

"Stark, enough, don't give anyone false hope," Logan said. "Many here are hurting after all."

Tony looked around to spot a few sad faces as memories of those who seemingly perished returned. Luster Dawn grieved over Mayday, The Apples grieved Apple Bloom, Flitter and Cloudchaser grieved Thunderlane, Spike and Janet grieved the Parkers. It was a tough situation.

"I get their loss, I haven't forgotten what they did to Rhodey," Tony said.

"I'm getting them back for what they did to Danny," Luke Cage said.

"And us..." Flash Magnus said, gesturing to his Pillars. "For Starswirl."

"Yeah, time for the Avengers to live up to their name," Tony said. From the distance, he spotted some newcomers. "There's something coming in from the sky."

Everyone either prepared for a fight, or hid somewhere out of fear of the villains. Fortunately it was Johnny Storm and Rainbow Dash flying in with a giant hot air balloon.

"Don't worry, we come in peace," Johnny reassured as he set the balloon down. "And we have friends."

Emerging was the Family of Shining Armor, Cadance and Flurry, joined by Sunburst, Flash Sentry and some surviving Crystal Ponies.

"Flurry!" Luster Dawn ran to hug the girl. "You're okay!"

"Only on the outside," Flurry said as she returned the hug, followed by some tears. "Johnny told us everything. About Uncle Peter, and Aunt Twilight, and Mayday..."

"I miss them too," Luster Dawn said and pulled back. "I'm here for you though, and I'll stay by your side."

Flurry wiped her eyes and forced a smile, "Thanks Dawn."

"Already been briefed, huh?" Logan asked.

"I...want justice," Shining Armor said with venom in his voice. "I want to find the ones who took my sister from me!"

"You'll get yer justice," Logan said.

Nearby, the scholar Sunburst was seen to be very depressed, "Is it true? About Starlight Glimmer?"

"It's true," Sugar Belle confirmed, the mare with her village friends. "She's gone."

"I see..." Sunburst wiped his eyes. "Any hope of rekindling our old bond is gone then. It's my fault for barely seeing her but..."

"Hey, she was busy too, and couldn't leave Ponyville for a long while," Sugar Belle said. "Otherwise she would have gone to jail."

"Blame Stark for that one," Johnny said.

"Need I remind you that she teamed with Loki and tried to kill you once?" Tony said. "She got off easy."

"Okay, enough," Logan said. "Now ain't the time to bring up pointless stuff. What matters is that Dash and Torch got the Crystal Empire family and some followers."

"It wasn't easy," Rainbow Dash said. "Especially once those creeps showed up."

Everyone recalled what happened just earlier. While Johnny and Rainbow Dash were preparing to help everyone leave, Dormammu had returned to the Crystal Empire, and he was not alone.

Wesker had made his grand return alongside Juri, Vergil and Tron, eager to take back the city he once controlled.

The villains were quick to make their mark, and things went downhill from there for the heroes as they scrambled to escape.

Upon hearing about this, all the traveling ponies were seen as scared and worried for what had happened.

"The Crystal Empire fell!?" Pinkie asked.

"Unfortunately, yes," Shining Armor said. "We were already weak from one attack, the villains just finished what they started."

"These were the only survivors," Rainbow Dash said. "Those guys took no prisoners when they invaded."

"Bastards..." Logan said.

"Also...we found a few others on our way back here," Rainbow Dash said.

Stepping out of the balloon were the trio of Venom, Doc Ock and Discord. Needless to say, not many seemed happy to see the three.

"I know that guy!" Silverstream gestured to Doc Ock. "He was there when my Kingdom got attacked! And when my father was killed!"

"That guy attacked Griffonstone!" Gabby said as she gestured to Venom.

"Figures they wouldn't accept us," Venom said. "Not that I'm surprised, we did mistakenly hurt them."

"What do you mean 'mistakenly'!?" Silverstream shouted in fury. "How do you mistakenly hurt innocent people!?"

"Hey, we were under the impression that all of you were the villains," Venom said. "Have you seen those Griffons? What a greedy bunch! One of them even sold out Spider-Man to save his own feathers."

"Well Gallus is a jerk, so of course he'd do that!" Gabby said.

"You know I can hear you, right?" Gallus asked.

"Be quiet!" Gabby shouted.

Gallus turned to Sandbar in disbelief, "Can you believe this?"

"She's just stressed," Sandbar said.

"I know, but still, rude," Gallus replied.

"Listen, we do apologize for what we've done," Doc Ock said. "And we know you may not forgive us but-"

"Oh we definitely won't forgive you," Wade said. "After what you did, and what you caused, your apology doesn't mean a fucking thing to us right now!"

"Especially one from you!" Applejack said, gesturing to Discord.

"Who? Me?" Discord asked.

"Yeah you! Yer the miserable varmint that caused all this in the first place!" Applejack shouted. "Because of you, mah little sister is dead!"

"Mine too!" Shining Armor said. "And both my brother-in-law, and my niece!"

"And my Aunt Celestia!" Cadance added.

"And my older brother!" Rumble continued.

"I know what I did was terrible, but this isn't what I planned," Discord said. "It was supposed to be a smaller group, I had no idea it would grow as much as it did! I even tried making sure certain individuals wouldn't come to avoid making the situation worse but the whole thing got away from me the moment Doctor Doom showed up with Wesker, then Loki came along..."

"We don't want to hear your excuses," Bobby said.

"No one is going to forgive what you did," Bon Bon said.

"You may have 'lost control' but you still played your part in destroying our livelihoods!" Rarity said.

"We hate you!" Luster Dawn shouted.

Many of the ponies and heroes voiced their frustrations, to which Fluttershy stepped in. "Okay, that's enough. What Discord did was bad, but try to compose yourselves."

"Only you could see the good in someone like that, Fluttershy," Applejack said.

"Don't get me wrong, I'm still angry myself," Fluttershy said. "But, these three are not our enemies. Remember, two of them tried to save Mayday."

"Yeah, we wouldn't want a kid to get hurt," Venom said, "She didn't do anything wrong."

"I couldn't live with myself if I did nothing," Doc Ock said.

"See? They have good in them, and that should be nurtured," Fluttershy said. "It worked for Taskmaster."

"'Huh!? 'Ey don't lump me in as some goody two-shoes," Taskmaster said.

"Let's just try to get along for now until we reach Klugetown," Fluttershy said. "Can we manage that?"

Despite some hesitation, everyone collectively agreed to Fluttershy's terms, albeit reluctantly.

"Alright, move yer asses then, we gotta go," Logan said.

"This way," Felicia said as she continued leading everyone along.

Johnny took a look around, worry running through his mind. "I had hoped Reed, Sue and Ben would have come along. Where'd they go?"

In the Capcom World's Portal room, many of the fighters were back on their feet. Chun-Li, Spencer, Strider, Ken, Cammy, Leon and Jill were properly recovered, and ready to do more. Gwen was also around, getting ready for her part of the plan.

The Ninja Turtles also had recovered, and felt a sense of dread knowing that Shredder was part of this.

"Think it's our fault that Shredder showed up?" Mikey asked. "What if the bad guys got him because they were worried about us?"

"Whatever the reason, we need to do what we can to save everyone," Leo said. "We've fought Shredder before, and we'll do it again."

"That you will," Chun-Li said as she passed by the brothers. "And we'll help."

Leo bowed to Chun-Li, "I regret making your problems more complicated."

"Please rise, Leonardo," Chun-Li said. "The only ones at fault are Bison, Doom and all those other miscreants."

"Still, this poses another problem," Miguel said as he walked by with Miles. "Just as we can access the multiverse for allies, so can they. The last thing we need is a Multiverse of Madness happening here."

"Multiverse of Madness?" Mikey asked. "That sounds like a cheesy action fantasy movie."

"Really? I asked Doctor Strange and he thought it was clever," Miguel said. "But that ain't the point here. We can't risk endangering the multiverse over something like this."

"That is correct," Cammy said as she walked over. "We do not want any of the Justice League's enemies showing up. However, I did hear talk of Lex Luthor being aware of what's going on."

"Lex Luthor?" Miguel asked. "Ugh, just what we shocking need. That's one of the worst guys that we can deal with from that world."

"Let us not panic, the odds of him finding this particular part of the multiverse are slim," Cammy said. "He may know I'm from Capcom, but there's hundreds if not thousands of different Capcoms."

"Still, I'm not taking any chances," Miguel said. He called over to his fellow scientist. "Richards, how is the stability?"

At the control center, Reed was viciously rummaging through the computers, "Everything is stable, so far no sign of any multiversal dangers."

"I'm almost surprised you're here," Leo said. "Shouldn't you have gone with your Brother-In-Law?"

"That would not have been wise," Reed said. "I had to get away from Doom for the time being, and if I traveled with the Ponyville refugees, he would have targeted them to get to me. He is to me what Shredder is to you, and he would have stopped at nothing until I was dead."

"What did you do to the guy?" Raph asked.

"Let's just say I could have been a better person than I once was," Reed said. "In the end, sometimes we make our own worst enemies."

"Sorry you're going through that," Leo said.

"It's fine..." Reed said. "Now if you don't mind, I need to get some work done."

"Let us know if there's anything we can do to help," Miles said.

"If you need computer assistance, I am at the ready," Donnie said.

"I'll keep that in mind," Reed continued working. "Right now, I will handle this."

"Speaking of geniuses, where's Peni?" Miles asked.

"And that twin-tailed fox?" Donnie asked.

"They're both in Sega," Chun-Li said. "Tails needs to help Sonic and his friends clean up the villains' mess, and Peni went to help."

"She seems quite fond of that fox," Cammy said.

"Well he is cute..." Chun-Li blushed a bit. "Sometimes, I kind of want to cuddle with him."

"Ha, you're such a girl," Mikey joked, regretting it the moment Chun-Li glared at him. "I was just kidding!"

Chun-Li turned and left, with Cammy following after her. Once the ladies left, Raph turned his attention to Mikey, "Bonehead."

"Bro, do I look like a mirror?" Mikey taunted. This resulted in a scuffle between the brothers.

"Hey! Knock it off!" Donnie scolded as he tried pulling them apart.

"Now isn't the time for this!" Leo scolded as well.

Not too far off, Cammy was looking back and laughing at the scuffle. "Boys can be so silly. Still, it's kind of adorable how close they are, isn't that right Chun-Li?" She didn't hear anything, only some sniffles. "Chun-Li?"

She could see the Interpol Agent wiping some tears from her eyes, this immediately worrying the Delta Red woman.

"Chun-Li? What's wrong?" Cammy checked on her friend.

"Sorry, I shouldn't be crying," Chun-Li said. "It's just...I can't stop thinking about what happened yesterday."

"Chun-Li, you don't need to be sad," Cammy said. "We saw Sunset, and she said everyone's alive."

"She also said that Peter was hurt," Chun-Li said as she folded her arms in sadness. "I just feel like it's our fault that this happened. If we kept better tabs on our own enemies, they wouldn't be a burden for Peter, someone who already has enough enemies of his own. I keep wondering what if one day, he stops being so lucky? What if that luck does run out?"

"It hasn't though," Cammy said.

"But it might!" Chun-Li insisted. "What if Peter does die regardless!? All because we allowed danger to come to his home!? I just..." Chun-Li wiped her eyes some more. "I'm tired of seeing him suffer. He's a really nice guy, a great husband and a loving father. He deserves to be happy more than anyone I know. If he dies because of our world, then how do I live with that?"

"Chun-Li," Cammy pulled her shirt up to show her scar. "I survived this. I should have been dead, but I survived. If I can pull through, then so can Peter." She released her shirt, "He's one of the strongest men we know, we just need to have faith in his abilities."

"Yeah...you're right," Chun-Li said.

"Gee, if you're getting this emotional over Peter, I have to wonder how you felt when you thought I died?" Cammy asked.

"Honestly, I was devastated," Chun-Li said. "I had to keep it together because Sunset was already overly emotional. She thought she got you killed, and I wanted to be strong for her sake."

"Come on, she seriously blamed herself?" Cammy asked. "I knew what I was signing up for. Guile and Carlos knew too. They would not want Sunset blaming herself for what happened."

"I know, but Sunset needs to know that," Chun-Li said.

"I'll have a word with her when I can," Cammy said. "Still, would you have cried for me?"

"Stop fishing for compliments," Chun-Li said.

Cammy shrugged it off, "Couldn't hurt to ask. But if it were me, I probably would have been quite sad. I really admire you, Chun-Li."

"Feeling's mutual," Chun-Li said. "Now come on, let's round up the boys."

"Right," Cammy said as she went to reunite with her allies.

Back in Equestria, Cozy Glow was sitting in the Headmare's Office of what was once the School of Friendship.

With the world being taken over, one place Cozy Glow wanted was the School, something she believed was hers.

However she was distracted by some pictures she had, which reminded her of her old happiness.

"Golly, why does everyone I love end up leaving me?" Cozy Glow sadly wondered as she looked at one picture. "Sandy...I still love you. But, you never noticed me, only Ocellus. Someone I thought was my friend." She looked at another picture. "Sonata...I'm really sorry. I never wanted anything to happen to you."

She glanced more at the picture, it was a simple one of the two that Mysterio was nice enough to take. Tears formed in her eyes as they fell onto the frame.

"I loved you so much. When I got sent to Tartarus, you took me in without question," Cozy Glow hugged the picture as she continued to cry. "I'm so sorry, if I could bring you back, I would in a heartbeat." She wiped her tears. "All this power isn't as fun without you here."

Cozy Glow continued to cry in what she thought was private. Unknown to her, Aria was standing outside the door. She had come to check on Cozy Glow, but she overheard everything, and she too felt a sense of loss.

"Dammit Sonata...look what you left behind," Aria wiped her eyes. "Why did you have to be so damn stupid? Cozy Glow needed you, and I...I needed you too. I loved you..."

Aria held her tears, because she had something she knew she needed to do. Knocking lightly, she walked into the room, catching the filly's attention.

"Aria!?" Cozy Glow quickly placed the picture away. "Sorry, I was just...hey, what's wrong?" Cozy Glow could see tears in the girl's eyes, the girl who failed to suppress her emotions because her instincts were in full effect.

In one swift motion, Aria trotted over to hug Cozy Glow, this taking the filly by surprise. Aria hadn't been as nice to her as Sonata had, yet this feeling she felt was a very positive one.

"It's okay to miss her, I miss her too," Aria said as she gently stroked Cozy's head. "I miss Sonata, and I even miss Herman. He was a grouch but, I could tell he cared. He was that big brother who acted tough but was soft deep down."

Cozy Glow hadn't forgotten about Shocker. She too admired him, and at least found him funny. "Why? Why did Sonata and Herman have to do what they did? Why did they get themselves killed?"

"I don't know, but we can't help what happened," Aria said. "It's alright, because I'll be here for you. I promise, you won't be alone."

Cozy Glow slowly returned Aria's hug, wanting nothing more than her comfort.

They weren't the only ones thinking about the two. At the front of the school, Adagio along with Electro, Mysterio and Martin Li were gazing at the spot where the Library was destroyed. Their minds were filled with conflict and confusion. But in the end, they believed that they did what needed to be done, aside from one.

"Peter...if only things were different," the inner thoughts of Martin Li said. "I'm so sorry my boy."

Back on Earth, Celestia was standing in the backyard, the mare looking really worried about her predicament.

"I shouldn't be here," Celestia said. "I should be back home."

"Well you're not," Herman said, the man laying against a lawn chair outside while drinking a bottle of beer. "So I suggest you stop moping."

"Besides, you brought this on yourself," Sonata said, also laying down while munching on some chips. "Next time, don't do stupid things."

"You two are quite bold to speak like this, given that you played your part in this travesty," Celestia said.

"Whatever," Sonata said. She then spotted Twilight coming outside with Sunset. "Oh look, a Princess reunion. Or rather a Princess and a Reject."

"Oh shut up," Sunset said.

"Well you two seem to be enjoying yourselves," Twilight said. "Our here relaxing despite the situation."

"What else can I do?" Sonata asked. "Until I get back to Equestria, I have to make the most of things here."

Twilight shrugged it off and turned to Celestia "How are you feeling, Princess?"

"I'm not sure what to feel," Celestia said. "Everything is so different. In time, I will be human, but how will I fair as one?"

"It's not that different, you just walk on two legs and have the option to eat meat," Sonata said. "Speaking of which, I could go for some tacos!"

"Wanna find a local Taco Bell later?" Herman asked.

"Sounds fun," Sonata said.

"You two should not be leaving the premises," Twilight said.

"Fine, we'll have it delivered," Herman said. "Or we can have Eris summon some."

"Someone mention me?" Eris asked as she appeared out of nowhere, startling everyone.

"Jesus, lady!" Herman shouted.

"Eris, you're back," Twilight said.

"I'm just here to make sure you're doing well, and that you have food," Eris said.

"There isn't enough," Sonata said as she chugged down some soda. "I need more."

"Some more beer too while you're at it, and pizza," Herman said. "New York style."

"You'll get what you get," Eris said, then focused on Celestia. "Oh, I see you're still a pony."

"It's taking a while for me to transform," Celestia said. "I wish I knew why."

"Let me speed it up," Eris said, then snapped her fingers. Soon enough Celestia began changing right in front of Twilight's eyes. Within seconds, her pony form took the shape of a human. However when the light dissipated, Celestia looked different than expected.

She was human indeed, but she was missing something.

"Am I human?" Celestia asked. "I feel a strange draft."

Twilight and Sunset blushed in reaction while Sonata stifled a laugh. Herman awkwardly looked away as Eris looked seemingly embarrassed.

"Whoops, guess you took shape without clothes," Eris said, then snapped some on the ground for Celestia. "Oh well, time to help the others."

Eris disappeared, leaving a panicked Twilight behind. "Princess! You need clothes!"

"Huh?" Celestia could tell she was exposed and immediately covered up. "This feels unnatural!"

"That's quite the sexy body you have, Princess," Sonata teased.

Herman quickly stood up, "I'll leave you with some privacy." He immediately ran off, leaving everyone alone.

"Someone's shy," Sonata said, then turned back to Celestia. "Kind of pissed that you have wider hips than me though."

"Seriously!? "Twilight asked.

"Wait...is Eris going to 'help' the others?" Sunset asked.

Twilight's eyes dilated in fear, "Oh no..."

While a lot of this was happening outside, in Peter's room, the boy was still asleep. He had a tough expression on his face.

The boy was half naked as Trixie, Starlight and Autumn Blaze washed him with some sponges and rags.

"Why are we doing this?" Trixie asked.

"We're splitting the work," Starlight said. "Twilight trusts us to handle Peter while she and Sunset work on some plans for us to return to Equestria."

"Peter does a lot for us, the least we can do is make sure he's clean and that he has food in him," Autumn Blaze said. "Even if it's difficult to feed someone in a coma."

"Twilight has her ways," Trixie said.

Starlight looked down at Peter, the hero with a very serious expression on his face. "He's so serious. In the past whenever I saw Peter napping, he always seemed so relaxed. But now..."

"It's like he's still fighting," Trixie said.

"Poor Peter," Autumn Blaze said. "I hate seeing him like this."

"Me too, but we'll fix this," Starlight said.

Not too long later, Eris had appeared in the room. "Your turn."

"Huh?" Trixie turned to see Eris snapping her fingers as the three girls began to transform. Within seconds, the three were human, but unfortunately, lacked the necessary clothes needed.

"Uh...why do I suddenly feel exposed?" Trixie asked. She tried standing properly but she lost her balance. "Gonna fall!"

"Trixie!" Starlight tried to help, same with Autumn Blaze but all three girls fell on the bed and on top of Peter, each of them scrambling to get back to normal.

"This is worth a picture," Eris said, then took a moment to snap a picture and left.

All three girls were scrambling on the bed, each stopping a moment to realize that they were all naked and exposed.

"Don't look!" Trixie covered herself with a pillow.

"So embarrassing!" Starlight covered herself with a blanket.

"...I feel fine," Autumn Blaze said. Suddenly the door opened, revealing it to be Mayday.

"Uh...what's going on?" Mayday asked. She had one more question, "Why do you have large bumps on your chests?"

"...Twilight!" Trixie called.

Meanwhile in their room, Thunderlane was talking to Lightning Dust about their situation.

"I hate that we have to stay here, Rumble probably thinks we're dead," Thunderlane said. "And Felicity...I gotta get my daughter."

"Listen, we'll be fine, we just have to put up with this a bit more," Lightning Dust caressed his face. "Until then, just try to chill."

"I don't have your optimism, babe," Thunderlane said.

"Then let me be optimistic for you," Lightning Dust said as she pressed herself against Thunderlane. "Peter will be back to normal, and ready to fight. You and I will fight by his side and save Equestria."

"Yeah, we'll do that," Thunderlane said.

"Damn right," Lightning Dust said. As she leaned in for a kiss, Eris popped and and snapped them both into a human form.

Suddenly Thunderlane was standing on two legs, trying to keep his balance while Lightning Dust found herself propping against her boyfriend.

"Whoa!" Lightning Dust was trying to keep her balance when she realized. She and Thunderlane were not only human, but fully naked.

"Hey, what's going..." Franklin opened the door and spotted the two, especially Lightning Dust as the girl had her back to Franklin. Seconds later he fainted on the ground, worrying Lightning Dust.

"Guess I was too sexy for him," Lightning Dust commented.

"Now isn't the time for that!" Thunderlane said. "We really need pants!"

A nearby door was opened by Apple Bloom, "What in tarnation is going on!?"

"Seriously!" Rogue was also in the room. "Stop making so much dang noise!"

Eris appeared beside Apple Bloom and snapped her into a human form, leaving her bipedal, imbalanced and naked.

"Huh?" Apple Bloom looked down, "What's dangling from mah chest? And...why do ah feel so exposed?"

Rogue looked just as surprised, but knew just what to do. "So...do you fancy panties or boxers?"

"Huh?" Apple Bloom asked.

"ERIS!" Twilight shouted the moment she got upstairs.

From above, Eris happily snapped her fingers, "Well that's done, now for the next part. Training. It's going to be brutal."

Twilight managed to get everything under control, though needless to say, among this chaotic drama, at least her mind was way away from the drama in Equestria.

More work needed to be done however, and soon the heroes would need to strike back.

Uneasy Adjustments

In a black void, Peter was seen standing alone in the middle of a room. It was an all too familiar sight to the hero of Equestria.

"Twilight!?" Peter called, looking around the endless void. "Twilight! Where are you!?"

Peter frantically ran around in search of his wife, hoping she was safe and sound. Of course she wasn't the only one he was worried about.

"Mayday! Benjy!" Peter called. "It's daddy! Where did you go!?"

He heard a terrified scream, immediately turning around and to his horror, spotted his home on fire.

"Twilight?" Peter stepped toward the burning house, his heart racing in fear as he worried for the safety of his wife. As he walked however, he stumbled across another concerning situation. Looking down, he spotted something that made his stomach churn. "Aunt May!?"

On the ground below, May was seen holding a large gash on her stomach, trying to stop blood from coming out. "Peter..."

"NO!" Peter knelt down and checked over his aunt. "Oh God...What...?" Peter shook off his fears, "I gotta keep it together!"

"Peter..." May placed her hand on his arm, trying to calm the boy's worries.

"Don't worry May, I got you," Peter reassured. "I won't let anything bad happen!"

"Too late..." Came the sinister voice of Wesker. Peter quickly turned around, coming face to face with the sinister man. "Try as you might Peter, you can't save everyone. Sooner or later, everyone you love will die."

"You...You did this!" Peter gritted his teeth in anger. "You bastard! I'll never forgive you!"

As Peter threw a punch, Wesker disappeared, with only his voice remaining. "In the end Peter, you cause more harm than good. This world would have been so much better if you never came."

"Hardly any different from our world, eh Peter?" Came the voice of The Green Goblin, who had suddenly appeared before Peter. "Guys like us don't belong anywhere. In the end, our fate is the same, but you chose the wrong team."

"No, I made the right choice!" Peter said.

"And what has that done for you?" Goblin asked, then gestured to May. "All it did, was get the closest thing you had to a mother killed, and soon, the rest will follow."

"This...it wasn't my fault!" Peter shouted, angrily clenching his hands as his eyes began to glow slightly. "I didn't kill her, you did!"

"And why was I here?" Goblin asked. "That's right, I came after you. But instead, you hid behind your family like a coward, and now they're suffering. That's your thing Spidey, you don't bring peace, you bring suffering."

"SHUT UP!" Peter threw another punch, but Goblin disappeared as well. "OSBORN! SHOW YOURSELF!"

"My, so bossy," Came Cozy Glow's voice as she appeared nearby. "I'm ashamed of you Peter. You say you want to save everyone, but in the end, the only thing you'll save the most, is your own reputation."

"What reputation exactly?" Peter asked. "Me being a hero is not all it's cracked up to be."

"Tch, are you talking about the few people that dislike you?" Cozy Glow asked. "Anyone who dislikes you is just a loud minority, you just like acting like it's more than it is because you want sympathy. For all your so-called selflessness, deep down you enjoy the attention you get as a hero."

"Cozy Glow, believe me, I would never willingly leave you to such a place," Peter reassured.

"Please, you're all talk," Cozy Glow said. "It's easy to say things, but they mean nothing if you do nothing."

Sonata came up from behind Cozy Glow, placing her hooves on her shoulders, "This girl needed you. You keep saying you would have done something, but is that true? Or just a false promise? Words can only get you so far, Peter Parker."

"...Yeah, you're right," Peter said. "I have done nothing much to help. All of my promises to myself, promises I made to others, all for nothing. Had I kept my promises...maybe none of this would have happened."

"Finally coming to your senses?" Adagio asked, the siren coming up behind Peter. "At least you have that going for you. Still, how will you atone for your sins? If you even can."

"How many more must die until you realize your mistakes?" Wesker asked while sinisterly walking over.

"Do you perhaps, enjoy seeing them die?" Vergil asked. "If you have to suffer, then why shouldn't they suffer even more?"

"Then you can use their deaths as 'motivation’,” Goblin taunted.

"Such a sickening individual," Mysterio chimed in. "This world would be better if you never came back."

"At this point, all you'd amount to is false hope," Cozy Glow said.

"Begone from this world," Shocker said. "And take your failures as Spider-Man with you."

"...No, I can't do that," Peter said. "I know you're all just trying to get in my head. I won't allow it."

"You won't let them get in your head?" A voice asked in amusement. Suddenly the villains disappeared, and popping in front of Peter was the darker version of him. "They already are in your head. You wouldn't be going through all this if they weren't. Once again, you're all talk!"

"Who are you anyway? Why do you keep showing up?" Peter asked.

"Guess a simple, 'I'm You' won't be enough, huh Parker?" Dark Peter said.

"It's the most cliched thing a person could say after all," Peter replied.

"Well, here's the thing about cliches, they exist for a reason," Dark Peter said. "Because even cliches have truth to them."

"Wow, how philosophical," Peter mocked.

"Make all the jokes you want, the fact is that I am the true version of you," Dark Peter said. "I am the truth you want to hide from the world. Spider-Man isn't the only mask you wear after all."

"You're starting to tick me off, do me a favor and get the hell out of my head," Peter said. "I am so done with you."

"Oh, a tough guy huh?" Dark Peter asked. "You could talk tough all you want, the fact is that-"

"SHUT! UP!" Peter threw a punch that knocked the evil version of him away. "I'm done with this! I'm tired of you trying to invade my mind! I know who I am! I am Peter Parker, and I-"

Suddenly latches of the symbiote grabbed Peter by his wrist and began pulling him down.

"What!? What's happening!?" Peter shouted in worry.

"You think you can get rid of me that easily!?" Dark Peter's voice rang out. "No matter how hard you try, I will always be there! You can't escape who you truly are, and one day, I will be on the outside and expose you for the terrible person you truly are!"

"Wow, what a great story, make that up yourself!?" Peter pulled away, trying to escape the grasp of the symbiote.

"Give it up," Wesker's voice said. "You have no chance."

"You are a fool trying to escape your own destiny," Vergil said.

"You can't avoid their hatred," Goblin said.

"Your journey will end in darkness," Adagio said.

Within moments, many of the villains gathered around Peter, from Doctor Octopus, to Doctor Doom, to Dormammu, to Bison, and even to Tirek. Each of them doing their best to demean Peter and his efforts.

"You will fall, Spider-Man," Bison taunted.

"Destruction is inevitable," Doom said.

"Your world belongs to us," Tirek boasted.

Peter struggled with everything, the boy mustering the strength to try and fight it. But it all slowly began to feel for nothing as the darkness began to consume him.

"Peter!" A voice called, the only thing preventing him from completely going mad. "Peter!"

"T-Twilight!" Peter mustered all the strength that he could to pull away from what bound him. "TWILIGHT!"

"PETER!" A hand reached out to the hero, to which he reached out himself. It was tricky, he nearly got pulled away. Fortunately the hand pulled forward, motivating Peter to try harder until he grabbed the hand.

Within moments, he was pulled upwards toward a light, hearing only one voice.

"I got you, Peter!"

"Twilight!" Peter said until he was pulled through a bright light.

Within seconds, Peter jolted up on his bed, sweating profusely as he looked around. He saw that he was in a bedroom, but it wasn't in his home, rather he was somewhere unknown to him.

"What in the world?" Peter looked down and felt his body, seeing that he was not a pony, but rather in his human form. "How am I? Wait, what happened?" He looked at his hands, still confused by what caused this. "This isn't a dream, is it? No, it can't be."

He did his best to recall what happened, and what led to this moment.

"Ponyville...I remember, there was a fight," Peter said. "All those guys showed up and attacked everyone. Twilight, Johnny, Ryu..." One name ran through his mind as a terrible memory began to form. "Aunt May..."

What happened was not just in his nightmares, and Peter knew this. His aunt was gone, and he couldn't fully accept that. Regret formed in his mind as he hated his powerlessness to save the closest thing he had to a mother.

"May, I'm sorry," Peter lamented, the boy nearly in tears. Of course Peter figured he would save his emotions for later, he had to make things right. "Twilight...is she alright?"

He then heard some light breathing next to him, followed by some mumbling. He looked to the side and spotted his wife. Unlike how she was the last time he saw her, this time Twilight was human.

Peter also recalled that every non-native fighter in Equestria had turned back into their humanoid forms, while the ponies remained the same. However, despite his own transformation, Twilight wouldn't look like this unless she too was transformed, or she too was back on Earth.

"What is happening?" Peter wondered.

"Finally awake?" Came a voice from behind him, startling the hero in the process. His abrupt gasp, mixed with his reaction on bed had actually woken up his wife.

"Huh?" Twilight rubbed her eyes as she slowly opened them. To her immense satisfaction, she could see that her beloved husband was finally awake. "PETER!"

"Huh?" Peter found himself tackled to the floor as Twilight maintained her hug.

"Peter! You're finally awake! I'm so happy, I...I..." Twilight began to break down in tears as she hugged even tighter. "Oh Peter! You had me so worried!"

"Whoa, Twilight, dial it back a little!" Peter urged. He normally liked the attention, but he was too confused to process any of this.

"I'm so glad you're finally awake!" Twilight glanced at Peter through her watery eyes. "Are you feeling better? No more injuries!?"

"I'm fine, but what's happening?" Peter asked. "Where are we? What's going on?"

"It's a long story," Twilight said, then locked Peter in a long kiss before pulling apart. "I'm just glad you're okay."

Confused as Peter was, his first instinct was to bring Twilight into a closer hug, hoping to calm his wife down. "Hey, take it easy. I'm here, aren't I?"

"My, how cute," the voice said again.

"Hey! Who's there!?" Peter asked as he and his wife stood up.

"Hello Peter," Julia said from behind the hero, once again startling him.

"Can you NOT sneak up on me like that!?" Peter shouted in annoyance.

"It is rather inconvenient," Twilight admitted.

"My apologies, I just needed to check on you," Julia said. "You suffered some life-threatening injuries after all. I was worried that you were going to die."

"Must have been bad," Peter said.

"Of course, don't you remember?" Twilight asked. "You were brutalized by those villains, especially by Albert Wesker and The Green Goblin. Not to mention that one villain who resembled Goku."

"He is known as Goku Black," Julia said. "Quite the mystery that one is."

"That whole thing was rough," Peter said. "But, how did we get here? Is this Earth?"

"Yes, your Earth to be precise," Julia said. "You're residing in an old house in Upstate New York."

"Upstate?" Peter asked. "Where exactly?"

"A little past White Plains," Julia said. "We're actually close to the border of Connecticut."

"Okay, so not that far away from Manhattan," Peter said. "Still a hike but a decent hike."

"This area is much different, navigating took some time," Twilight said. "There aren't a lot of towns nearby."

"Upstate is not like the city, it's more country," Peter said. "Way more farms too."

"We've noticed," Twilight said.

"Still, why are we on Earth?" Peter asked.

"After the fight, your home was destroyed, and you were presumed dead, along with Twilight and a few friends," Julia said. "There are more living in this house, including your daughter."

"Mayday's here?" Peter asked. "Wait, what about my son?"

"I'm sorry to say, but he's back in Equestria," Julia confirmed.

"Crap...well hopefully he hasn't gotten far in..." Peter had one more thing to consider. "How long was I asleep?"

"Nearly two weeks," Julia confirmed.

Peter's eyes widened as he nearly lost his balance, "I'm sorry, how long!?"

"You've been asleep for nearly two weeks," Julia confirmed. "Your injuries were that bad. Like I said, it's a miracle you survived."

"But...two weeks!?" Peter asked in disbelief. "Wait, that means only a day has passed in Equestria, right?"

"Peter, that's not how it works now," Twilight said. "Remember Capcom?"

"Right...they 'fixed' that," Peter said in disappointment. "Ugh, couldn't you send us somewhere else that still had that in effect?"

"I didn't rescue you, Eris did," Julia said.

"And I already asked Eris about that," Twilight confirmed. "She said it would have been difficult finding a world that Capcom didn't sync with ours. They've been traveling a lot."

"It may not be the ones you know specifically," Julia said. "Remember, for as many Marvel worlds there are, there are also many Capcom worlds to match."

"Crap...so a couple of weeks passed in Equestria too then!?" Peter asked.

"I'm afraid so," Julia confirmed. "But I have maintained some contact in Equestria. Your son is alive and well, he is under the care of your friends. Specifically Mary Jane Watson."

"Benjy's with MJ?" Peter asked. "Well, that puts me at some relief, she does seem to care a lot about my kids."

"I still find that strange, but I guess she just cares that much about you, Peter," Twilight said.

"I owe her big time for this," Peter said. "Is there anything else you can tell me?"

"Not a lot, I only really checked to find your son since I knew both of you would be worried," Julia said. "If I'm not careful, I could get spotted by one of the villains, and I don't want them tracing me back to you."

"This is terrible..." Peter lamented. "I gotta fix this. Alright, send me back."

"Hm? Where?" Julia asked.

"...To Planet Tatooine," Peter sarcastically replied. "Where do you think I mean!? Send me to Equestria!"

"Peter, I can't do that, you're not ready to go back," Julia said.

Peter glanced in disbelief at his wife, then back at Julia, "I didn't ask for your opinion. I'm telling you to send me back."

"I can't," Julia said. "It's not wise."

"Julia..." Peter did his best to stay patient. "I don't know what you're thinking right now, but I really...and I mean, REALLY, cannot take 'no' for an answer. Please, I need to go back home. Please, I have to save my son."

"If I send you back, you would just be killed by that large assembly of foes," Julia said. "Right now, it's best if you take this time to prepare yourself."

"What do you mean 'prepare'?" Peter asked. "Are you talking about training?"

"Precisely," Julia said.

Peter furrowed his brow in annoyance, "Looks like it's Dagobah for me, instead."

"Dagobah?" Julia asked.

"The Planet where Luke Skywalker trained with Yoda," Twilight clarified.

Peter's eyes widened in disbelief as he turned to his wife, "You...you actually got the reference?"

"After ten years of being together with you, I should hope that I know a bit about this stuff," Twilight said. "It helps that Luke Skywalker actually exists in another dimension and he was able to clarify some things."

"Still, I'm glad you remembered something like that," Peter said. He focused his attention back to Julia. "In all seriousness though, is this training really necessary?"

"These villains have reached incredible power, and grow stronger with each passing moment," Julia said. "You have potential to get better, but right now, you would not be much of a challenge for them."

"I know how frustrated you are Peter," Twilight said. "These last couple of weeks haven't been easy for me. I've tried going back to Equestria myself, but either Eris or Julia here would prevent that to the point where Eris threatened to create a magical barrier that would disallow all travel."

"Seriously? That sounds more suspicious than her being concerned," Peter said. "She was in league with these villains, so she better not be up to something."

"I assure you that Eris has only your best interest in mind," Julia said. "She was not too thrilled with what happened in Equestria."

"Still, threatening to lock us to this world is still a bit suspicious," Peter said.

"Believe it or not, she almost did, but Sunset managed to talk her out of it," Twilight said.

"Sunset's here?" Peter asked.

"Yes, she was among the many that were transported here by Eris," Julia said.

"The way Sunset spoke to Eris, she was so adamant on preventing her from locking us here," Twilight said. "I have never seen such a fire in her."

"Well I'm glad she spoke up," Peter said. "But why exactly is Sunset here too?"

"She was nearly caught in the same explosion as you," Julia confirmed.

"Yes, right after Wesker critically injured you, that fellow, Goku Black, threw us into the library where he along with his friend Zamasu, and his teammates Tirek, Loki, Dormammu and Doctor Doom readied an attack," Twilight said. "Fortunately Eris was able to save us just before the attack landed."

"Several others were in the house, good friends of yours who want to see you again," Julia said. "They're downstairs if you're interested."

"Sure," Peter said. "Wait, so two weeks, does that mean anyone who was Equestrian is a human now?"

"They've been human for quite some time," Julia said. "Eris sped up the process."

"How have they been adjusting?" Peter asked.

"Quite well, in this time they've managed to find something to do or find a way to keep themselves occupied," Julia said.

"Alright, well I guess I should go see them," Peter said. He looked down at himself, "Just let me get dressed. Or maybe I should shower first, I feel kind of sweaty."

"How charming," Julia commented.

"...That better not be sarcasm," Peter said.

"It's fine, Peter, let's just get you to the shower," Twilight said.

"...Wanna join me?" Peter asked, shifting his eyebrows up and down at a now blushing Twilight.

Julia awkwardly backed away, "And that's my cue to leave."

"Ha, there's something that should freak you out," Peter joked. "Well, time to hit that shower."

"Wait a second," Twilight said as she got his attention. "How legit was that offer of yours?"

Now it was Peter's turn to blush. He was half joking but he wasn't a fool.

A half hour later, Peter and Twilight had gone downstairs, and to Julia's word, everyone was gathered in the living room.

Thunderlane and Lightning Dust were watching some cars race on TV. Apple Bloom, Trixie, Starlight and Autumn Blaze were playing Go Fish. Mayday and Franklin were reading a book together while Rogue read a fashion magazine.

"Whoa, that's quite a gathering," Peter said. "Is this everyone?"

"Not quite, some are missing, but they're probably outside in the backyard," Twilight said. "I hope they're not causing trouble."

"Why would they be?" Peter asked.

As Thunderlane was watching TV, he couldn't help but notice something in the corner of his eyes. He turned and came across the biggest surprise since coming to this house. "Peter's awake!"

"Peter!?" Starlight asked as she and everyone else turned their attention to the hero.

"...Hey everyone," Peter greeted.

"You seriously need a better greeting than that," Twilight whispered.

"What am I supposed to say? Salutations?" Peter whispered back.

"Yo! Peter!" Thunderlane ran over to the hero. "Wow it's so good to see you awake! It's been forever!"

"Thanks, uh..." Peter squinted his eyes to try and recognize this person, granted what really helped was how familiar his voice was. "Thunderlane?"

"You got it," Thunderlane brushed his hair back. "I kind of had to ditch my usual hairstyle. Everyone said it looked weird as a human. Which I don't get, mohawks seem to be a normal hair style."

"It's technically normal, but it ain't fashionable," Rogue commented.

"Rogue? You're here too?" Peter asked.

"Hey there, sugar," Rouge walked over and hugged Peter. "I'm so glad yer alright."

"Yeah, I'm happy to see you too," Peter said as he briefly hugged back before letting go. "I'm still a little surprised. I know you and The X-Men were in Equestria. Seems like Twilight summoned you."

"She needed help, so we were ready to help fight for our friends' world," Rogue said.

"And she did a great job too," Starlight said as she walked over with Trixie, Apple Bloom and Autumn Blaze. "Hey Peter, we're happy to see you awake."

Peter glanced at the girls, "Wow...Starlight? Trixie? Apple Bloom? And even you Autumn Blaze?"

"Like my hair style?" Autumn Blaze asked as she played with it a little. "I had to fix it up a little, everyone kept telling me that my hair looked more like a lion's mane."

"I do like your new style," Peter said. "Of course your hair is fine regardless."

"Aw, you're sweet!" Autumn Blaze hugged Peter hard. "I'm super glad you're awake. You really had me worried, you know."

"Sorry I put you through that," Peter said as he returned the hug. "But I will get stronger and take back our world."

"And we'll be right there to help," Autumn Blaze said as she released the hug. "That's a promise!"

"Got that right," Lightning Dust walked over. "Sup, Peter?"

"I recognize that voice and attitude," Peter said. "Good to see you, Lightning Dust."

"I knew a little beatdown wouldn't be enough to stop you, I've seen you get back on your feet before," Lightning Dust said.

"Peter's stubbornness really comes in handy," Trixie commented.

"Glad it has some use then," Peter quipped. Out of all those present, he spotted one girl he really wanted to see. "Mayday?"

Mayday's eyes had long left the book, starting from when her father walked into the room. All she could do was stare in disbelief. She waited for this day, and the moment her father finally woke up.

"Daddy..." Slowly Mayday got up from the couch and approached her father. In an instant she rushed into his arms, hugging him tightly , and never wanting to let go. "You're finally awake!"

"Yeah, I am," Peter said as he rubbed her head.

"I was so worried about you! Why do you always do this to me!?" Mayday cried as she held her father even tighter. "I know you're a hero, but that doesn't mean you should be so reckless! What would I do if something ever happened to you!?"

"Hey, take it easy," Peter reassured.

"Don't tell me to take it easy, you big jerk!" Mayday cried some more. "All you do is give me reason to worry about you!"

Peter awkwardly looked around, feeling a bit sheepish about this whole thing. Everyone else was looking away, making Peter feel even more awkward. "Uh...Mayday?"

"Can't you ever let someone else be the hero for a change!? It doesn't always have to be you!" Mayday shouted. "I know the world needs you, but I need you more!"

"...Yeah, I know," Peter pulled Mayday into a tighter embrace. "I'm sorry for worrying you. I didn't mean to make you so upset."

"I'm not upset, you are!" Mayday shouted as she hugged tighter.

Peter couldn't help but chuckle, finding that response adorable, "Regardless, I'll try not to worry you again. I can't make any promises though."

"Which is why we're all going to step up to make sure your boneheaded father doesn't do anything too foolish," Trixie said.

"Please don't insult me in front of my daughter," Peter stated in a deadpanned tone.

"What Trixie means is, we all love Peter just like you do," Starlight said. "So we're all going to keep him safe because, well...I think all of us would be heartbroken if something bad happened to him."

"Sometimes I cry at night when I realize that Peter could have died that day," Autumn Blaze said.

Peter's eyes widened in surprise, "Wait, really?"

"See what you did, daddy!?" Mayday again shouted as she pulled away from Peter. "Now you made Autumn Blaze cry! She's kind, sweet and really pretty, yet you made her cry!"

Autumn Blaze blushed at the compliments she received from this cute little girl, "Aw, Mayday, you're such a sweetheart."

"Ah can understand how Autumn Blaze feels," Apple Bloom said. "Ah was really worried when you didn't wake up fer a while. I was afraid you'd never wake up, and that thought terrified me."

"It terrified me too," Starlight said.

"Same, I didn't want anything bad happening to you, bro," Thunderlane added.

"See, you made everyone worried about you!" Mayday said. "Mommy especially got scared! She didn't want to leave your side!"

"It's true, some days I barely ate," Twilight confirmed. Seeing the worried look on her husband's face made her revise what she meant, "Uh, not that I blame you or anything, it's a choice I made after all."

"Well, I appreciate you staying by my side," Peter said. "In the future though, please take care of yourself. Even if I did die, I don't want you getting depressed over it." He turned to his daughter. "The same goes for you, young lady. I don't want you being sad the rest of your life if something bad happens to me."

"Easier said than done," Mayday said.

"Hey, look at me," Peter knelt before his daughter, maintaining strict eye contact. "When my Uncle Ben died, I remember how upset I was. Not just because I blamed myself, but the fact is that my uncle was gone. Despite that, Aunt May told me that he would want me to move on and still be happy. That's what it means to love someone. I love you too much to want you to be depressed over my death. Be sad, take time to grieve, but move on."

"Okay..." Mayday said. "And daddy...I don't know if you're aware, but Aunt May..."

"I know," Peter said, a saddened look passing through his eyes. "I'm going to miss her, and I know you will too. But she loved us enough that she would want us to keep going. Just because Aunt May is gone, it doesn't mean her love is. She's looking down at us from Heaven, and she more than anything just wants us to be safe and happy."

"Okay," Mayday said.

"That's my girl," Peter said and kissed his daughter on the cheek. "I love you."

"I love you too," Mayday pulled Peter into another hug, to which he returned.

Right now, Starlight and Autumn Blaze were happily hugging each other while tears streamed down their eyes.

"That's so adorable!" Autumn Blaze said.

"Peter and Mayday are the cutest father and daughter duo I know," Starlight said.

"Hey, what about me and my daughter?" Thunderlane asked.

"Wow, making this about you?" Trixie asked. "How narcissistic."

Thunderlane glared at Trixie in disbelief, "There's no way you of all ponies...I mean, people, or whatever, are calling me narcissistic!"

Peter found this exchange humorous, then noticed another guest present, "Franklin?"

"Hi Peter," the boy said.

"You're here too?" Peter asked. "What about your parents? Or your uncle?"

"It's just me," Franklin confirmed. "I got caught up in this trying to protect Mayday."

"It's true, Franklin stayed by my side," Mayday said. "Even now he's been keeping me company."

"I see," Peter said as he turned to the boy. "Thanks for taking care of my daughter, Franklin."

"Of course, sir," Franklin said.

"Hey, no 'Sirs', I'm not an old man," Peter said.

"Geez, what's with everyone denying formalities?" Trixie asked. "Franklin calls me Miss and it doesn't bother me. I quite like it."

"Really? Well how about that?" Peter said. "So, who else is here? Twilight said there were more."

As if on cue, the front door opened to the sound of some bickering.

"Geez, some of these stores are expensive," Sonata said.

"And they call us crooks," Herman added. "At least one store was decently priced."

"You're telling me," Sonata said as she and Herman entered the room.

The two immediately spotted Peter, the hero taking a moment to register their faces. It didn't take long for him to recognize at least one of them.

"Sonata?" Peter asked. "Sonata Dusk?"

"Finally awake, Spider-Man?" Sonata asked.

Peter turned to the man next to her, feeling some familiarity, despite him being unmasked. At the very least, Peter recognized Herman's voice a bit. "Shultz?"

"Wow, didn't think you'd figure it out," Herman said.

Peter wasn't sure what was happening. Villains were in his house, but his Spider-Sense was not going off. "Are they harmless? What's going on?"

"Geez you look tense," Sonata said as she placed some bags down. "And here we were kind enough to go grocery shopping for you."

"Grocery shopping?" Peter asked.

"Yeah, we all live here, so we all gotta eat," Herman said.

Peter turned to his wife in disbelief, "Twilight...are they?"

"Living with us?" Twilight finished. "Yes, they are. Herman and Sonata got caught up in this as well, and now they're our roommates."

Peter looked at the two in complete shock. He had mixed emotions upon seeing them. They were once villains and took part in not only the destruction of Equestria, but the beatdown he received.

But he did vaguely recall Sonata speaking out against harming his daughter. His memory was vague, and wasn't sure of what Herman was up to.

"So...are you on our side now?" Peter asked.

"In a way, but it's less that we're friends now and more that we just have a common enemy," Herman confirmed.

"Common enemy?" Peter asked. "Wow, it really seems like Doom and the others didn't take kindly to you speaking up."

"Be happy it happened," Sonata said. "Eddie's the reason your daughter's alive. I backed him up because as much as I didn't like you, I didn't find it necessary to hurt your daughter."

"Otto spoke up too," Herman said. "As for me, I got caught up trying to keep Sonata alive."

"I'm surprised you cared," Peter said. "You're not one to look out for others, Shultz."

"Don't act like you know me," Herman said. "Just because I don't go around praising Friendship doesn't mean I won't value a comrade. Unfortunately my teammates didn't feel the same. Electro, Mysterio, Mr. Negative, they all turned on us."

"Your mistake was trusting those guys," Peter said. "They're not exactly good people."

"Well neither are you," Herman said. "Guys like us just want to survive and you treat us like the lowest scum on Earth. Did you ever once stop to think about how our lives must be?"

"Dude, any sympathy I have for you usually goes away the moment you endanger an innocent person," Peter said. "I don't care how bad you have it, that's no excuse to hurt others."

"Yeah, whatever," Herman dismissed. "No use talking to someone like you. Not like you could understand with your fancy rich life."

"Dude, I grew up in Queens, where I struggled to get through the day," Peter said. "My job sucked because my boss underpaid me. I couldn't afford to live anywhere, I couldn't afford to go anywhere, I couldn't afford a car. I struggled in school, not because my work was hard, but because I was too busy being Spider-Man that I slacked on my studies. My personal life took hit after hit, for all the work I did as Spider-Man, it meant nothing because Peter Parker was just everyone's punching bag. Don't talk to me about having it hard because for my four years on Earth as Spider-Man, the only things I had to show for it were debts, disrespect, a lack of money, and my girlfriend dying!"

"Huh?" Sonata asked. "Girlfriend?"

"He must be talking about some girl named Gwen Stacy," Herman confirmed. "That nutjob Osborn threw her off a bridge just to mess with Spider-Man. I heard rumors that the two were close, but hearing Spidey here confirm that was his girlfriend really adds that extra perspective."

"Gwen wasn't the only one who died because I couldn't save her," Peter said. "There was also her father, Captain Stacy. My friend Betty's brother. Even my uncle. All dead because I couldn't save them! So don't act like I don't know what suffering is, because that was my whole life until I met Twilight."

"Oh, well isn't that great, I guess your life sucked just as much," Herman said. "It's not like you had people there that still cared about you. Who did I have, Spider-Man?"

"Save it Shultz, I don't want any more excuses out of you," Peter said.

"Hey, be nice," Sonata said. "I know he did bad things but what do you expect when the world hits us with unfairness? Don't act all high and mighty because you think you took a high road. It doesn't always work!"

"I don't want to belittle either of you, I know life isn't easy. But I can't look away from the bad things you did," Peter said. He took a moment to think things over, trying to ease the tension. "I get it, you both probably went through some terrible things and got screwed over, and now you're feeling bitter. I get that, I've been bitter before, and I will admit I've been less than kind to people. That's why you need to try to stay strong despite that, and not give into evil temptation."

"I just wanted money to survive, that's all," Herman said. "I wasn't going to take over the city and be its new overlord, I just needed cash so I could pay my bills and eat decent food for once."

"I know you need money, but I can't let you rob banks," Peter said.

"What was I supposed to do!?" Herman asked. "I tried doing things the right way, but when you get screwed over as many times as I have, things just don't work out. It's not like I wanted to be a thief, Spider-Man! I had goals in life! I could have been an engineer, but the system makes it difficult for guys like me to succeed! All my hard work and I get screwed over, how is that fair!?"

"You're right, it's not fair," Peter said. His sympathy did take Herman by surprise, he half-expected to keep arguing with the hero. "The system is unfair to people, I've been screwed over enough to understand that. My problem is that I never really had the confidence to speak up about it, the only time I got anywhere in life was when I had the black suit."

"Black suit?" Herman asked. "You mean the suit that Eddie Brock has?"

"Exactly," Peter said. "That suit turned me into a different person. I was more confident, but I got carried away."

"Tell me about it, Rhino thought you were going to kill him once," Herman said. "Even I worried for my life."

"I'm sorry about that, despite our differences, I would never want to take your life or anyone else's," Peter said.

"Uh...yeah, that's fine," Herman said. "I had a feeling something was off about you."

"Guess I've made mistakes too, so I know how you feel," Peter said. "I got lucky since I had friends. I took them for granted but I guess they did more for me than I realized. Maybe that's what you needed."

"Well, I got friends, then they betrayed me," Herman said.

"If you're talking about Electro, Mysterio and Mr. Negative, then I would suggest friends that aren't even supervillains," Peter said. "If you hang out with a bad crowd, you're going to get worse."

"Well no one's going to trust me anyway, might as well go where I'm a bit more wanted," Herman said.

"It didn't work out for you, I think you needed some real friends," Peter gestured to Sonata. "Seems like you have one in this girl."

"Ugh...this isn't a Friendship is Magic, moment, is it?" Herman asked. "I need to maintain some dignity."

"It's fine, I kind of hate that too sometimes," Peter said.

"HEY!" Twilight shouted.

"Except for you dear," Peter nervously replied, worried by his wife's glare.

"Yikes, careful what you say around women, kid," Herman said.

"Hey come on, I'm not a kid anymore," Peter said. "I'm a grown man."

"Meh, you're still that punk kid to me," Herman said, then glanced at Mayday. "But, maybe being a father helped you grow up a little. You got a great kid there."

"Me?" Mayday asked.

"Yeah, you're quiet, but respectful," Herman said.

"Her mother taught her well," Peter said.

"Oh stop, she takes more after you," Twilight reassured.

"Just call it a team effort," Rogue said. "That's how it works with parents after all."

"Anyway, I do appreciate you hearing me out," Herman said. "This doesn't make us friends but, at least you're not as annoying as I thought you'd be."

"Hey, under my mask I'm an ordinary person with ordinary problems," Peter said. "I see you're the same. I get you wanting to survive, but hopefully after this, I can help you find a better way to. There's no reason for you to go back to being a bad guy."

"I will say that, to his credit, Shocker hasn't done anything bad," Twilight said. "That we know of."

"Well you did seem to trust him and Sonata to go shopping," Peter said.

"Actually, we didn't even know, we did ask them not to leave the house without letting us know," Twilight said.

"Every time we ask, one of you comes with us and starts annoying us," Herman said. "That one guy wouldn't shut up because you hurt his feelings regarding that stupid mohawk of his."

"First off, rude!" Thunderlane said. "Second, no one hurt my feelings! I'm a grown stallion...or man...or whatever!"

"Point is, someone has to go with you to make sure you behave," Twilight said. "I should hope you really didn't cause trouble out there."

"What benefit would we have?" Herman asked. "We have money, I don't need to go out and steal any. The only thing bad out there is the pricing."

"Is it that bad?" Peter asked.

"Some places, yes, others, no," Herman said. "It's still a pain in the ass."

"Maybe we just need a better place to shop for stuff," Sonata said. "Maybe since Spidey lives in New York, he can tell us."

"I'm not that familiar with this part, but there are places we can check out," Peter said. "But if we're near White Plains, we can head to Manhattan at some point. It's not that far from here. Knowing how fast Damage Control works, they probably fixed it up."

"They did, but I hear people are still adjusting to what happened," Herman said. "Places haven't completely re-opened."

"If anything, we can also try going to Yonkers," Peter suggested. "It's more urban so maybe it can affect the economy better. But then again, I'm not a genius there."

"How far away is Yonkers?" Twilight asked.

"About a half hour, I think," Peter said.

"It is, Yonkers is pretty close to the city, and we're not that far ahead," Herman said. "Anyway, I hear it was just Manhattan that got hit. We can try going to The Bronx, or Brooklyn."

"Or maybe Queens," Peter turned to Mayday. "I would like to show my daughter where I grew up."

"That sounds fun," Mayday said. "And even if Manhattan is still recovering, I'd like to see that too. Including all the fun places, if there are any."

"There's plenty," Herman said. "Try going to Central Park."

"Or Radio City Music Hall," Franklin said.

"Save that for Christmas," Herman suggested. "Hell take her to Rockefeller Center and show her the Christmas tree."

"Dude, that's an amazing idea, Mayday would love it," Peter said.

"There's an ice skating rink too, ain't there?" Rogue asked.

"Oh yeah, it's fun, assuming Mayday doesn't mind falling a few times," Peter said.

"I'll think about it," Mayday said.

"Try taking her to the Statue of Liberty too," Herman suggested. "Or maybe Broadway."

"Broadway? Oh, that's like Briddleway in Equestria! I'd love to go see a show there," Twilight said. "Actually, we should check out the New York Public Library too! That was my favorite landmark when I was last here."

"Of course you'd pick a library," Trixie teased.

"Yeah? So sue me!" Twilight replied. "I like reading books. It's my whole thing."

"I'd like to take Mayday to The Bronx Zoo," Franklin said. "I know that's obviously not in Manhattan but still."

"That works," Peter said. "Time's Square might also be fun."

"If you want your daughter to truly experience New York, take her to see The Empire State Building," Herman said. "Or better yet, take her to Yankee Stadium and see a ball game."

"Do you like baseball, Peter?" Rogue asked.

"Sort of, I remember I was going to go with my uncle once to see a game, he even bought the tickets" Peter said. "Unfortunately, we never got to go due to reasons."

"Uh, I take it that it's a sore spot," Herman said. "Sorry about that."

"It's fine, I still like the idea," Peter said. "Maybe I'll take her to a basketball game in Madison Square Garden too, I bet she'd love that"

"Maybe..." Mayday said. "Um, how loud do these places get?"

"...Crap, I forgot," Peter said. "Mayday hates loud noises."

"You do?" Herman asked.

Mayday nodded her head, "It bothers me a lot, and I start to get scared."

"Yikes..." Sonata awkwardly rubbed her head.

"Loud noises do suck sometimes, of course I can't complain given my gauntlets," Herman said.

"Funny, I kind of like your gauntlets," Mayday said. "They're loud, but impressive. Daddy made his own because of how cool yours were."

"Uh, yeah, I kind of stole your thing, sorry about that," Peter said.

"Wait...you like my gauntlets?" Herman asked.

"Yeah, it's really excellent engineering," Peter said. "It always bugged me that you used them for evil, because they can be used for great good as well."

"Wow...that's," Herman was a bit flattered. "I didn't expect my invention to be liked. I mean, I should probably be a little annoyed that you basically plagiarized my idea, but then again, imitation is the sincerest form of flattery."

"That's one way to put it," Peter said.

"Anyway kid, try wearing earmuffs," Herman said. "Or just put plugs in your ears, that helps."

"It's fine, I guess if anything mom or Starlight could cast a spell for me," Mayday said.

"Or that," Herman said. "Don't let little things ruin life, take control of it."

"Sure, okay," Mayday said.

Peter turned his attention to the Siren beside Herman, "So...Sonata right?"

"That's me," Sonata said.

"I didn't get to hear much from you," Peter said. "Hope this talk of New York landmarks didn't throw you off."

"It's fine, I don't mind learning about these places, a lot of them sound fun," Sonata admitted.

"What's your story, why are you with the bad guys?" Peter asked.

"To survive," Sonata said. "I'm a Siren, as such, I feed off of negative emotions. It's why Celestia banished me and my friends a thousand years ago."

"Oh right, I forgot you're a lot older than you look," Peter said,

Sonata narrowed her eyes at the hero, "What was that!?"

Herman facepalmed in annoyance, "Come on kid, you've been married long enough to know not to bring a girl's age up."

"Hey! What's that supposed to mean!" Sonata asked, spooking Herman in the process.

"Let's dial it back," Peter said. "Sorry about the age thing. Back to what you said, it sounds like you're mad because you got banished."

"I was dismissed as evil, when I'm not," Sonata said. "I just want to survive. I can't help feeding off of negative emotions, it's in my nature."

"I suppose I can't blame you for that, it's like the Changelings with love," Peter said. "But, they changed for the better."

"It's easier with Changelings, people are willing to share love, it's a positive emotion," Sonata said. "How many are willing to share negativity?"

"It could work..." Peter began thinking. "Maybe you can be like a counselor or something?"

"Not gonna happen, I can't pull that off," Sonata said. "But it's fine, I've been able to go this long without feeding on negativity. It was tempting too, everyone was so worried. But I didn't want to risk getting thrown out, so I played nice."

"Well I'm glad, that was very mature of you," Peter said.

"Please don't talk to me like a child," Sonata said.

"Sorry, but it does sound like you just want to survive," Peter said. "I just wish you didn't hurt so many people to do so."

"Hey, if they were going to treat me like a monster, I might as well have been," Sonata said. "I never asked to be born a siren."

"I know, and I will admit that maybe Celestia could have done a better job," Peter said. "It's still no excuse to hurt others. I'll see if there's anything I can do to help though, someway where you can survive without hurting anyone. If I can do that, will you promise not to hurt innocents ever again?"

"Sure, I guess," Sonata said. "With any luck, maybe I can talk sense into Adagio and Aria."

"The other sirens?" Peter asked.

"Yeah, they're my best friends, unfortunately I got separated after Tirek's attack," Sonata said.

"You mean the same ones that betrayed you?" Herman asked.

"Don't start! They didn't mean to!" Sonata said. "They were probably too scared to stand up to Doctor Doom and the others."

"They turned against you, don't be a moron," Herman said.

"Stop calling me that! I'm not dumb!" Sonata shouted. "Adagio and Aria are like family to me! I love them and they love me! Once we defeat the real villains, things will go back to normal, maybe better! We can finally live in peace together with Cozy Glow!"

"Cozy Glow?" Peter recalled the bond she had with Sonata. "You seemed really adamant on protecting her back in Equestria."

"I had to, she was tossed into Tartarus without remorse," Sonata said. "That was pretty cruel if you ask me."

"She worked with Mr. Negative to take over Ponyville, what did you expect?" Trixie asked.

"She was a child!" Sonata said. "But, that's fine. Putting her in Tartarus meant putting her with me. It didn't take me long to grow attached to her. I've only known her for a year but somehow, she seems precious to me."

"Do you actually love her or do you only sympathize with her because of your similar circumstances?" Herman asked.

"Hey! Don't you even go there!" Sonata warned. "I love Cozy Glow, and I will get her back!"

"Honestly, I hope you're successful," Peter said as he got Sonata's attention. "I screwed up, I didn't protect Cozy Glow well enough. I should have followed through on seeing what punishment she got, but I let myself get distracted by the mess that The Accords created. So I promise you Sonata, I will help you save her, and I will make sure you both have a home."

"...You really mean that?" Sonata asked, the girl almost in tears. "Please tell me you're not lying."

Peter walked over and held his pinky finger out, "I'll Pinkie Promise you."

"Huh?" Sonata asked.

Herman scratched his head in confusion, "Spidey, this is nice and all, but a Pinky Promise? That's kid stuff."

"Just trust me," Peter said. "Sonata, do you Pinkie Promise?"

"...Okay," Sonata grabbed Peter's pinky finger with her own. "I Pinky Promise."

"Cross your Heart? Hope to Fly? Stick a Cupcake in your Eye?" Peter asked.

"What the fuck is this!?" Herman asked.

"Dude, don't talk like that when there's little kids nearby," Peter said as he glanced at Mayday and Franklin.

"Ugh, fine..." Herman said. "Still..."

"I know this looks stupid, and honestly I do feel weird doing this," Peter admitted. "But if there's one thing Pinkie Pie taught me, it's that even little gestures like these can mean a lot. It's a sign of trust, and breaking that trust means losing a friend. This is for Sonata to know I'm serious about helping her, and if I were to break that trust, she has every right to hate me."

"...Well, you're right, this is silly," Sonata said. "But somehow, it feels so sincere. So, yes, I Cross my Heart, Hope to Fly, and Stick a Cupcake in my eye!"

Herman rolled his eyes in annoyance, "I feel like I'm in Kindergarten."

"You know Herman," Twilight got his attention. "Silly things like this can come in handy. It helped me figure out that my old foalsitter had an imposter pretending to be her. Because she didn't know the Ladybug dance."

"Uh...aren't you afraid of ladybugs?" Autumn Blaze asked.

"It was one time, and I was having an off day," Twilight said. "Don't worry, I'm totally over it."

"Are you over your fear of Quesadillas too?" Trixie asked.

Herman curiously glanced at Twilight, "You're afraid of what!?"

"I'm not afraid of Quesadillas," Twilight said. "I just don't like how cheesy they are."

Peter started laughing as he pulled his pinky away, "I love my wife so much. She's so dorky, but super cute about it."

Twilight huffed her cheeks in anger as she looked away in dejection.

"Even now she's cute," Peter said. He walked over and pulled his wife into a hug. "Who's my cute, angry wife?"

"Don't you patronize me," Twilight said.

Herman still looked on in confusion, the man shrugging off the weirdness, "Geez, Spider-Man is something else."

"Yeah, he is..." Sonata curiously glanced at Peter, thinking back to her Pinkie Promise. "Somehow, he seems so genuine. He's a lot nicer than I expected too. I hope this isn't a ruse, but if he can help me get my friends back, then I suppose I can consider trusting him."

"Hey, who else is here?" Peter asked.

"I saw Princess Celestia outside," Thunderlane said. "I don't know where Sunset Shimmer is."

"Celestia's here!?" Peter asked.

"Come with me," Thunderlane led Peter outside with Twilight following.

"I'm glad things are going well," Franklin said. He turned his attention to Mayday. "Now that your dad's awake, things can really get rolling. He'll beat up those bad guys and save the world."

"I hope so," Mayday said.

"Hey, he's got this," Franklin said, then gave Mayday a kiss on the cheek. "I promise that."

Mayday began to blush as she took Franklin by the hand and led him outside to the front. More than anything, she wanted a little privacy with her boyfriend right now.

Outside, Celestia looked out into the distance. The house they had was surrounded by trees for extra privacy, but she still took in the sight of nature. It was a feeling she desperately wanted engraved into her mind.

But she constantly thought of Equestria, and the sad state it's in. It broke her heart to know that such a thing could happen to her home.

"Celestia!" Peter called, getting the woman's attention.

"Peter?" Celestia turned to face the hero.

"Hi Celestia," Peter greeted. "Wow, I didn't expect you to be here as well. I hope you've had time to adjust."

"Honestly, it's been a strange two weeks for me," Celestia said. "I haven't left this house at all."

"It's true, she spends all of her time here," Twilight confirmed.

"I get why, but still," Peter said. "Celestia, try not to be too contained to this place. It's not good for you."

"I just can't be out there, I don't know or understand humans very well," Celestia said. "Plus, I miss my home, and my sister."

Peter furrowed his brow as he thought of Luna, still wanting answers for what she did. "I'll get it back, I promise."

"It's a tall task, I can't ask you to do such a thing," Celestia said.

"Uh...you know who you're talking to, right?" Peter said. "This isn't me accepting a quest in a JRPG, I'm going to get my home back."

"I will help of course," Twilight said. "We will succeed."

"I hope so..." Celestia said.

"Hey, I think we have a lot to discuss," Peter said. "Come inside, we'll talk there."

"Sure..." Celestia said.

"By the way, have you seen Sunset Shimmer?" Twilight asked.

"I saw her go into the woods," Celestia said, gesturing to her location. "I'm not sure why though."

"...I'll go see for myself," Twilight said as she went into the woods.

Meanwhile Sunset was sitting on a rock and talking into a portal, "How are things in your world?"

"Could be better," Ryu said, the man standing beside Chris and Dante in the Portal Room. "Just recently, some trouble stirred up where Rock lives."

"Is it Wily?" Sunset asked.

"More than that, he created a bunch of robots to attack the city," Chris said. "Rock's fighting them off, and he has his counterparts helping, along with Zero."

"Without X around, no one's stopped Sigma from freely utilizing his city to create more machines," Dante said. "It's gotten bad."

"Makes sense that they would fight this hard," Sunset said. "But it seems like most of these villains are back in Equestria. Has no one else come?"

"Wesker came by and tried experimenting a new virus of his on some town in Africa," Chris said. "If you remember that BSAA Agent Sheva Alomar, she went to stop it. I provided assistance, but it was bad. The towns were completely infected."

"Things are rough where I am too," Dante said. "Nero's holding the fort, but I don't know for how long."

"To make matters worse, rumor is that a new branch of Shadaloo emerged," Ryu said. "The leader's name has been outed as Ed. We don't know much beyond that other than that he was trained by Balrog."

"Balrog? Well that can't be bad, can it?" Sunset asked. "It's just Balrog."

"He may not be the smartest man, but he is driven by power," Ryu said. "We need to be careful."

"Honestly, I'm not even sure why the three of us are here," Dante said. "Staying watch isn't my style."

"We have to take turns guarding this place," Chris said.

"Do I look like a guard?" Dante asked. "I'm a mercenary, I fight!"

"I don't exactly like staying in one place either, Dante, I'm not even a soldier," Ryu said. "But, this is an emergency, and we need to cooperate. Otherwise our world will be condemned to destruction."

"I wish I could help more, but I have to stay here," Sunset said.

"Don't worry about it, you're protecting Peter, aren't you?" Chris asked. "Let us know when he wakes up, and we'll show up personally to check on him."

"Sounds good to me," Sunset said.

"Guys!" Came Cloud's voice as he came through a portal himself. "I hate to bother you, but there's some trouble in my world."

"Is it Sephiroth?" Dante asked.

"No, it's Kefka," Cloud said. "He's more Terra's problem than mine, but things are getting bad."

"Fine by me, ever since my time in The Temen-ni-gru, I've come to realize something very important," Dante said.

"That being?" Cloud asked.

"I do not like clowns," Dante said.

Chris chuckled to himself, "Well God help us if The Joker showed up."

"Don't even joke about that," Dante said. "You heard what Cammy said, there are rumors that Lex Luthor might get involved in this. Honestly, who knows what other villains could show up? These guys want the multiverse, and they'll make any ally they need to so they can accomplish that."

"I'm not afraid of Lex Luthor or The Joker," Chris said. "Bring them on, I can take them."

"Pride comes before the fall," Ryu warned.

"Look, let's focus on the now," Dante said as he turned to Cloud. "Come on, let's get rid of Kefka."

"Thanks, come with me," Cloud said as he led Dante away.

"Hey, have you heard from the other worlds?" Sunset asked. "Anything on Mark?"

"I tried talking to him the other day, but some guy named Cecil told me to stay out of that dimension," Chris said. "Things are rough there, and he doesn't want any more trouble with The Multiverse."

"Figures, what about All Might?" Sunset asked.

"He's still training that boy, but he knows what happened," Ryu said. "He's ready to fight if he needs to."

"He seemed worried though, like he wasn't confident in his own abilities," Chris said.

"We can't afford doubt now," Sunset said. "What about Goku? Or Vegeta?"

"I heard that Goku Black and Zamasu returned to their timeline a few times, so they've been recently fighting Goku, Vegeta and Trunks," Ryu said. "It hasn't gone well for them."

"Can't we find anyone!?" Sunset asked. "Has anyone contacted those guys who helped us during Ragnarok? Like Harry Potter? Or Luke Skywalker? What about Spawn?"

"We're getting to that," Chris said. "According to Cammy, the Justice League once came across a group of fighters themselves, ones led by a Thunder God named Raiden. If things really get bad, we can call them as well."

"Just be careful, even Miguel agrees with Stephen that being careless with the multiverse could lead to consequences," Ryu said.

"I know, but we have to try something," Sunset said.

Next through a portal came the Blue Blur himself, "Ryu..."

"Huh?" Ryu turned around. "Sonic?"

"I hate to bother you, but we're having trouble back home," Sonic said. "That guy Bison showed up. Since you know him better than any of us, we could use your help repelling him."

"I'm on my way," Ryu turned back to Sunset. "Take care."

"I will," Sunset said as Ryu left.

Chris sighed in worry, "I'm going to have to let Chun-Li know that things are dwindling here."

"Hey, any sign of Kratos?" Sunset asked.

"I spoke to him, he's ready to fight, but he's worried because his son is desperately trying to join this fight," Chris said. "Loki really got in his head, and Kratos is understandably really pissed about that."

"I'd be too," Sunset said as her mood darkened. "If I'm being honest, I want to kill Loki myself. After what he's done to Carlos, Guile, Dhalsim, Viper, and everyone else, he does not deserve to walk away in one piece."

"We'll serve justice for our friends," Chris said.

"Sunset!" Twilight's voice was heard calling.

"Crap, it's Twilight," Sunset said as she turned to Chris. "Let me know if anything pops up!"

"I will," Chris said. "See you later."

"Bye Chris," Sunset said. She then deactivated the portal just as Twilight arrived.

"There you are, you had me worried," Twilight said.

"Sorry, I was just...taking a break," Sunset said.

"You've been acting very strangely the last ten days," Twilight said. "Is something going on?"

"Who me? No, why do you ask?" Sunset nervously said.

"Sunset, I know you're upset about what happened to Ryu, but don't bottle it up," Twilight urged. "You have friends who want to help."

"I know, I'm sorry," Sunset said. "I'll do better."

"Well, anyway, good news," Twilight said. "Peter's finally awake."

"Oh really?" Sunset asked. "That's great! Where is he!? I gotta see him!"

"Come with me," Twilight said as she led a now excited Sunset back to the house.

In the front porch, Mayday and Franklin were sitting on their rocker as they looked into the distance.

"It's great that your dad's up and about," Franklin said.

"Yeah, I'm really happy," Mayday said. "I was so worried about him."

"I know what it's like to worry about parents," Franklin said. "I worry about mine all the time. And my Uncle Johnny, and Uncle Ben."

"It hasn't been easy, huh?" Mayday asked. "A week and a half of just waiting. Now daddy's gotta train to fight the bad guys."

"He'll win, especially once he teams with my family," Franklin said. "Together, they're unstoppable."

"Until then...at least we'll get to do some fun stuff," Mayday said. "I can't wait to see what New York City is like."

"Yeah, we have The Bronx, Queens, Brooklyn, Staten Island and of course, Manhattan to explore," Franklin said. "It's going to be fun."

"Is there anything that you and I can do together?" Mayday bashfully asked as she twirled her hair. "Like, what can we do for a date?"

"Um...well..." Franklin blushed as well. "We can take a pedal boat around the lake, that's fun."

"Oh, neat," Mayday said.

"Maybe a carriage ride too," Franklin said. "Or a bike ride around the city."

"I don't think I know how to ride a bike," Mayday said.

"I can teach you," Franklin said. "Maybe if you get good enough, we can ride a Tandem Bicycle."

"What's that?" Mayday asked.

"A Bike where two people can ride at once," Franklin said.

"Oooh! That sounds neat," Mayday said. "I can't wait, it will be a fun date."

"It sure will be," Franklin said. Without warning, he turned Mayday to face him and locked her into a quick kiss, causing more of a bashful reaction out of her.

"F-Frankie!" Mayday turned away to hide her face. "Geez, warn me before you do that."

"It's more fun this way, I love making you blush, it's cute," Franklin said. Mayday glared at the boy, causing him to reel back. "Uh, preferably a shy blush, not an angry one."

"You're lucky you're cute," Mayday said. She hopped off the chair and rested on the porch as she looked ahead. "I wonder what Queens is like? Have you been there?"

"A few times," Franklin hopped off as well as he rested on the porch. "There's one place in particular that my dad finds interesting. In fact, I think your dad likes it too."

"Really? What's that?" Mayday asked.

"Hm, tell you what, I'll leave that as a surprise," Franklin said.

Mayday furrowed her brow in annoyance as she glared at the boy, "Way to get my hopes up! You're such a tease!"

"I'm not saying this to tease you, I just want to give you a nice surprise," Franklin said. "It's going to be a fun date for the both of us. I just need to clear it with your father."

"...Okay then," Mayday said. "But it better be good. Do you promise?"

"Mayday, I will promise you The World," Franklin said. "Take my word for it."

Mayday took a moment to glance at her boyfriend. She knew he would never trick her, though she did wish he was more upfront. However she wanted to trust him. He had that confidence in his voice that said she should do so.

"Okay," Mayday said. "I trust you, Frankie. I know you would never do anything mean. Besides, just spending time with you is enough for me."

"I know, but I want something special for you," Franklin gave Mayday another kiss, taking the girl by surprise. "Because you're special to me."

Mayday backed up a bit, once again blushing, "Dang it, Franklin!" She grabbed her skirt and pulled upwards, still trying to regain her composure. "You're way too cute! I can't stand it sometimes!"

"Well I..." Franklin noticed that Mayday was lifting her skirt, with her panties now being exposed. "Mayday! Your skirt!"

"What about it?" Mayday asked.

"Put it down, you're exposing yourself!" Franklin said.

"How? I'm wearing panties, aren't I?" Mayday asked as she scratched her butt. "Even though I really hate these, they're itchy."

"Get something silkier then, just don't expose yourself," Franklin said.

"Geez, first I can't be naked, now you can't see my panties?" Mayday asked. "Human customs are weird. I saw you in your underwear the other day and nothing happened."

"That was uncomfortable for me too," Franklin said.

"This is dumb, I should be able to decide what I where and when," Mayday said.

"Ugh, you're so stubborn," Franklin said. "Please, just don't pull your skirt up, especially outside."

"Okay fine," Mayday said. "I don't know why but you seem worried for whatever reason, so I'll compromise for your sake."

"Thanks," Franklin said. "Look, it doesn't bother me too much to see your panties, I just don't want you to-"

Mayday then snuck a kiss on Franklin, embarrassing the boy. "Got ya!"

"Hey!" Franklin said as he tripped backwards.

"That's revenge," Mayday said.

"Little sneak," Franklin said as his face turned red. "I didn't hate it though."

"I'm glad," Mayday said as she blushed some more. "Because I really like you, and your kisses give me a warm feeling that I can't replicate on my own."

"Same here," Franklin said.

The two moved in close to one another, and shared a mutual kiss, the two taking a moment to just be lost with one another before they pulled away.

"You're the best, Mayday," Franklin said.

"Yeah, you too Frankie," Mayday replied.

The two shared one more kiss before going back inside.

While back in the house, Peter had reunited with Sunset Shimmer.

"I'm so glad you're awake, you really had me worried!" Sunset said.

"I had everyone worried, but I'm fine," Peter said. "How are you feeling?"

"All good, the last several days gave me time to recompose myself," Sunset said.

"...Hey, how are you handling what happened to Ryu?" Peter asked.

"Hm?" Sunset replied, before remembering something. "He doesn't know..."

"Sunset?" Peter asked.

"Oh um...yeah, what happened to Ryu messed me up a little, but it's just motivating me even more," Sunset asked. "Really, it's fine."

"Sunset's been a little distant, I'm worried about her," Twilight said.

"I said I'm fine!" Sunset loudly insisted. "I just don't want to talk about it, okay?"

"Well, that's okay, but you shouldn't bottle this up forever," Peter said.

"I know what I'm doing," Sunset said. "Look, you're alive and that's all that matters. Eris says you need to train, and that's what we're going to do."

"Uh, okay," Peter said.

"So get your Spider Ass outside, I got some drills for you," Sunset said as she marched to the backyard. "Move it, Parker!"

"Whoa, she's determined," Peter said.

"Come on bro," Thunderlane said. "Let's get stronger. I wanna get back to my brother and daughter."

"Yeah, I miss Rumble and Felicity too," Lightning Dust said.

"Rumble..." Apple Bloom thought back to her husband. "Ah hope he's okay."

"He is, he's a strong little guy," Thunderlane said. "Now, let's get stronger!"

"Hell yeah!" Lightning Dust said as everyone went outside, ready to train.

Back in Equestria, within Klugetown, the Refugees from Ponyville had promptly settled. Due to this place being so far down south, none of the villains thought to check here, and the town was free from their control.

Despite how crude the location usually was, thanks to Steve, a truce was formed. There would be no shady business, and the heroes would keep their town safe from trouble.

In addition, many of the heroes would fly out to find ponies in need to save them from the villains, all the while building homes to keep them all sheltered.

Pinkie Pie made dinner in her home, with assistance from Mr. and Mrs. Cake while Wade was out looking for people to rescue. In addition, Pound and Pumpkin Cake would play with Lil Cheese and Elanor.

Pinkie took a closer look at what she was making, it wasn't the best food in the world, but an improvement. "I'm glad we got some new resources. This place wasn't exactly the fanciest, but at least the food is edible."

"And we're all together in one piece, that's enough for me," Carrot Cake said.

"Yeah, I'm happy about that too," Pinkie said. "I'm happier that my sisters are safe too. Thanks to my husband, Johnny and Dashie."

"They've settled quite nicely," Cup Cake said as she poured some soup into a bowl.

"Yeah, they found some...edible rocks?" Carrot Cake pointed out. "Is that how it works?"

"My family knows rocks, and which ones give off nutrients that we need to survive," Pinkie said. "Maybe my mom and dad will bring some over again."

"Oh they don't need to," Carrot Cake said.

"I know, but they want to," Pinkie said. "They can't thank you enough for looking after me."

"It's no trouble, we love having you around," Mrs. Cake said.

"You're like a second daughter to us, and you do so much for our family," Carrot Cake said. "If anything, we should be thanking you."

"It's not necessary, everything I do is a labor of love," Pinkie said. Moments later, the door opened, the girl spotting her husband. "Wade! You're back."

"Hey," Wade said, feeling less enthusiastic than normal. "How is everyone? Okay? No injuries?"

"We're fine, don't worry about us," Pinkie said.

"Did you find anyone?" Cup Cake asked.

"I almost did, before that scumbag Dormammu showed up," Wade said, checking his burnt clothes. "He spotted me and began attacking just as I was about to save some ponies. They scattered the moment he showed up, and only the lucky ones made it out alive. The rest, well..."

"I'm sorry to hear that," Carrot Cake said. "But you tried at least."

"Trying isn't enough," Wade lamented. "This bites, how am I supposed to be a hero if I can't save anyone?"

"Don't be so hard on yourself," Pinkie gave him some food. "Cheer up, I hate seeing you depressed."

"As long as you're alive, I have no reason to be depressed, you're the main reason I can still smile," Wade said as he lifted his mask slightly to eat.

"Wow...he usually eats through the mask," Carrot Cake noted. "He really is feeling down."

Wade looked a little grossed out as he ate, "Well it's better than last time. Honestly, if anyone else cooked this, it'd be inedible. But only Pinkie and the Cakes could work a miracle with this stuff. But it still needs improvement."

"Soon Wade," Pinkie said.

"Well still, I'm lucky to have a wife that cooks for me, even I'm not dumb enough to take that for granted," Wade said as he kept eating.

"Cakes!" Limestone called from outside. "Ma and Pa made some more food for you!"

"Come on in, Limey!" Pinkie called as the Cakes lamented. They were grateful, but that did not make this any easier.

Outside, Capper was seen passing through town. It was thanks to him and his ties with Felicia that the refugees even got a home. Seeing them working hard to maintain a living impressed the cat.

"To think that when this world started coming to an end, this old washed up city would be the first spot for a safe haven," Capper said. "Sounds like even The Crystal Empire fell. I suppose it's lucky this city has mostly kept out of trouble, save for a bad moment or two."

"Hey Capper," Felicia said, getting the cat's attention.

"Felicia, my fellow bipedal beauty," Capper took her hand and kissed her palm. "How are things?"

"The new settlers that Gambit brought over are doing well," Felcia said. "He's helping them get comfortable."

"Well good on him," Capper said. "Gambit's settled into this town quite well."

"He grew up in a place like this," Felicia said. "He understands these types."

"Got that right," Capper said. "He seems to be doing well, but he always has this serious look on his face. Guess he really misses his Sister-In-Law."

"From what I've heard, they were pretty close," Felicia said. "Gambit loved that girl, she was precious to him. He was precious to her, especially given how good of a husband he is to her sister."

"And not once did these ponies and humans look odd about being together despite their differences in appearances," Capper said.

"That really says something," Felicia said, spotting an example nearby. "Just check out Bobby and Rarity."

Nearby, Bobby had just come back himself, kneeling before his wife as she tended an injury of his to his shoulder. Her tenderness was on full display as she used her magic to soothe his pain.

Bobby was grateful enough to share a kiss with his wife as he followed her back home.

"No hesitation on that kiss," Capper said.

"Back home, that would be considered gross," Felicia said. "Somehow, it's not here. In their minds, all they see is the person they married."

"Makes you wish you found someone, doesn't it?" Capper asked.

"Well, I almost did," Felicia said. "Nice guy, I even had his baby. But things didn't work out."

"Because you prefer girls, right?" Capper asked.

"Pfft, who honestly believed that?" Felicia said. "I just wasn't ready to settle down. Then he found someone else and that's great ,but nowadays, I can't even be with my daughter."

"Hm? Why can't you?" Capper asked. "Ain't she in town?"

"Yes, with her father's friends," Felicia said. "It's weird, the other day I picked her up, and she looked at me like she didn't even know me. My own daughter is forgetting my face."

"Come on now, you sure you're not pulling my leg?" Capper asked.

"I'm serious...my daughter doesn't recognize me," Felicia said, with a pained expression on her face. "You have no idea how much that hurts."

"Hey, you just need to spend time with her," Capper said. "Don't let anyone stop you. Her father's gone, you're all she has left in her life."

"I know, I just hope it's enough," Felicia said.

Nearby, Mary Jane was seen rocking Benjy while feeding him a bottle. Things had been a little rough, but she's slowly adjusted to life in Klugetown. Of course she wished she were back home.

"MJ," Harry said as he sat next to her.

"Harry...it's been ten days," Mary Jane lamented.

"I know," Harry replied.

"I miss Normie, and I know Liz is probably worried about us," MJ said.

"We owe her a lot of overtime," Harry joked.

"Ugh, Harry!" MJ scolded.

"Sorry, I just needed to lighten the mood somehow," Harry said as he glanced at Benjy. "How's the little guy doing?"

"He's alright, but I'm worried," MJ said. "He seems so sad, it's like he knows what happened to his parents."

"He might, kids know these things sometimes," Harry said as he angrily clenched his hand. "I can't believe this. Why would my father take part in destroying the world!?"

Benjy started crying, to which Mary Jane pulled him up to pat his back, "There, there." MJ turned to Harry. "Keep your voice down, it scares him."

"Sorry, I'm just..." Harry stood back up. "I still can't process this!"

"Things will be fine," Mary Jane said.

"You don't get it, I blamed Peter for all this!" Harry began to tear up. "I spent years thinking that everything wrong with my life was his fault! Had I known that my dad caused all this..." Harry shut his eyes in regret. "I didn't even get to apologize to him!"

"Peter would not hold a grudge, you know that," Mary Jane said. "Even now he was more worried about you."

"That's what upsets me, how can I live knowing I treated him that way?" Harry asked.

"By being better," Mary Jane said. Eventually she got Benjy to stop crying as she rocked him. "Be the man he knows you can be."

"...I'll try," Harry looked down at Benjy. "The least I can do is be there for his son."

"I want to be there too," Mary Jane said. "Who knows? When we go back home, Normie may have a new little brother."

"Yeah...I'd like that," Harry said.

In his house, Rumble was seen working on something while looking at some pictures of an old Wonderbolt named Wind Sock.

"Come on..." Rumble tried working on the device but struggled. "Dammit, how did he pull it off!?"

"Rumble?" Sweetie Belle said as she walked over to him. "What's wrong?"

"Hey Sweetie Belle, what brings you here?" Rumble asked.

"I cooked something for you, Flitter says you've been so busy that you barely eat," Sweetie Belle said.

"Oh, that's nice..." Rumble thought things over. "Wait, you cooked it? Like, by yourself?"

Sweetie Belle grumbled in annoyance, "I know I used to be a lousy cook, but I got better. But if it makes you feel better, my mom helped."

"She did? Well that's nice," Rumble said. "Thanks, I appreciate that."

Sweetie Belle grew concerned for this boy, he looked so determined yet also miserable. "Hey, is there anything I can do for you?"

"I'm fine, really," Rumble said. "I just need to get this stupid wing to function."

"A wing?" Sweetie Belle asked.

"It's supposed to help me fly, I got the idea from an old Wonderbolt named Wind Sock," Rumble said. "He's the only Earth Pony to be a Wonderbolt. He did so by making these wings."

"That's neat!" Sweetie Belle looked over his wings. "I bet I can help, I used to work on special effects stuff with Scootaloo and Apple Bloom."

Rumble winced upon hearing his wife's name, causing regret for Sweetie Belle.

"Sorry, I know it's still a sore spot," Sweetie Belle said.

"Don't be, she was your best friend," Rumble said. "I just need to get stronger. I'll be fine, soon I can remember her and smile."

"...She loved you, she loved you a lot," Sweetie Belle said. "She wouldn't want you to be sad forever."

"I know...I'm trying but..." Rumble thought back to his son. "When I look at Cumie...I just think of her."

"Yes, you two made him together," Sweetie Belle said. "He's proof that you were once with an amazing mare. He's proof that you had someone, that's something to be cherished."

"Yeah...I know," Rumble said. He then felt Sweetie Belle's hoof on his own.

"Love doesn't die, it just takes a new form," Sweetie Belle said. "I know it will be a while before you come to terms with what happened. I haven't come to terms with it either. But, I will be there to help you every step of the way. If you need help with your son, call me. I bet I'd make a decent foalsitter."

"Well, I have Flitter for that, but I suppose I could use your help too," Rumble said. "Thanks Sweetie Belle, you really live up to your name."

Sweetie Belle began to blush as she and Rumble maintained eye contact. Before long, the two realized what was happening and broke it apart.

"So...let's focus on this," Sweetie Belle said.

"R-right!" Rumble replied as he and Sweetie Belle worked together on the wing.

Over the skies of Equestria, Black, Zamasu and Loki were seen scouting the area.

"I see no more resistance members," Zamasu said. "Foolish ponies, they are of no match for us."

"This is quite boring, I suggest we return to our world," Black said. "There are still humans there, we can annihilate them, or find another use for them."

"Perhaps pick out some servants," Zamasu said. "What say you, Loki?"

"I must return to Asgard soon," Loki said. "I am quite concerned about some turn of events."

"What is there to be concerned about?" Black asked.

"I thought my brother to be dead, but when I returned to Asgard upon annihilating Ponyville, he was nowhere to be seen," Loki said. "I know he is mounting a defense, I must stop him before he undoes all of our hard work."

"That is troubling, perhaps I should lend my assistance," Black said.

"Do not trouble yourselves, this is a matter between brothers," Loki said as he flew off. "I will destroy Thor with my own hands. That I swear!"

With Loki gone, Black crossed his arms in worry, "I hope he knows what he is doing."

"He is fulfilling his destiny, just as we should ours," Zamasu said. "Come, let us make our own plans."

"Of course," Black said as he followed Zamasu.

They had flown over Ponyville while Cozy Glow looked up from the Friendship Center. Despite all the freedom she had, and all the sweets she could eat, even having slaves doing her bidding, she still felt empty inside.

"This is so boring..." Cozy Glow stormed back inside. "Ugh, being a Princess isn't as fun as I thought it would be!"

In the main office, Aria was fixing things up when Cozy Glow stormed inside, "Whoa."

"There's nothing to do!" Cozy Glow shouted. "No one even wants to be my friend! I'm the new Princess of Friendship! Ponies should want to be my friend!"

"Take it easy, Cozy Glow," Aria said. "If you want friends, just force the ponies into-"

"Forcing is not fun!" Cozy Glow said. "What's the point of having friends if they don't really like you! This is worse than when I was with Sandy's friends. At least he liked me, even if the others didn't."

"I thought this is what you wanted?" Aria said.

"Well it's not!" Cozy Glow shouted. Slowly she began tearing up as she wiped her eyes, "I really miss Sandy! I just want to see him again!"

"He may not be alive," Aria said.

"I don't want excuses!" Cozy Glow shouted. "I want my friend!"

"Hey, dial it back," Aria scolded. "Look, we'll do what we can. How about I get you some more treats."

"I'm tired of treats," Cozy Glow sat back on the chair as she started tearing up again. "I...just don't know what I want anymore. Things were better when Sonata was here."

Aria walked over and pulled Cozy Glow into a hug, "Listen, I miss her too, but we gotta make the best of the situation. Things can only get better."

"Or worse..." Cozy Glow said.

"Not as long as I'm here," Aria said, then placed a kiss on Cozy Glow's head. "Now cheer up, squirt. My advice, let's ditch this place and find something fun to do."

"Okay, lead the way," Cozy Glow said as she followed Aria, hoping to find fulfillment.

At Canterlot, Tirek was sitting on his Throne, satisfied with what had become of the city. The ponies remaining were his slaves and they worked on all he desired, including creating monuments as well as keeping order in his Kingdom.

"Simply perfect, this is how I was always meant to live," Tirek said as he took a sip from a drink a servant gave him.

"My, someone's happy," Came the voice of Wesker as he, Vergil, Tron and Doom made their way into his throne room.

"Albert, Victor, welcome," Tirek said. "Same to your friends here."

"Do not call me by my name so casually," Doom warned.

"That goes for me as well," Wesker said.

"What brings you to my Kingdom?" Tirek asked. "Do you need more forces for your realms? Perhaps some test subjects?"

"I do not require that at the moment," Wesker said.

"We bring some troubling news," Vergil said. "Apparently Dormammu has mentioned constant rifts within the dimensional realm."

"Seems like someone is trying to contact the other realms," Tron said.

"Hm, that could be troubling," Tirek said.

"Many in our world have escaped," Vergil said. "We've sent forces to weaken that world, but they're a cunning bunch."

"Especially with Square, Miguel O'Hara and those troublesome Turtles assisting," Wesker said. "In addition to The Dragon World being a threat."

"I will send scouts," Tirek said. "Who knows? Maybe we'll find some more secrets. After all, did you notice anything strange about Ponyville? When the library was destroyed?"

"Yes, there was evidence of strange magic," Vergil said. "You don't think a certain spider is still alive, do you?"

"Impossible, he could not have escaped," Doom said.

"I am partial to believing our Latverian friend here, the odds of them escaping are slim to none," Wesker said. "But...we should not take any chances."

"Then go and learn what you can," Tirek said as the villains left. He placed his hands together. "Spider-Man, I hope you're not trying to play a trick on me. If you are, I will make you wish you did die that day. Because there are fates that are worse than death itself."

Both sides were preparing to fight back, and either maintain control, or take it back.

Strong Memories

One week later on Earth, Peter was seen in the backyard, facing off against Sunset Shimmer. The two had been sparring regularly the past seven days in hopes of getting stronger.

Peter was of course determined to take back his home, and help his friends. Sunset strived to get stronger to prevent more tragedy for herself and her teammates.

Sunset would fire some of her magic spells at Peter as the hero swiftly dodged. As she homed in on another spell, Peter backflipped and fired some webbing at her face, which she blocked with a portal that she used to send the webbing back at Peter.

While it temporarily blinded him, his Spider-Sense kicked off just as she was closing in on a magic powered punch, which Peter blocked.

"Is that all you got?" Peter went for a kick that she backflipped away from as she cupped her hands together. "HADOUKEN!"

Sunset fired a magical blast at Peter, destroying some trees behind him just as he got the webbing off of his face.

"Wait, did you just fire a magic blast and call it a 'Hadouken'?" Peter asked. "There's a lot about Ryu's fighting style that I don't know, but I'm pretty sure the Hadouken has certain properties which lets it earn its name."

"Okay fine, it's not a real Hadouken, I'm having a hard time pulling off the actual move," Sunset said. "I've been training with Ryu for a year and there's still a lot I haven't figured out. Same with the others."

"Guess learning their style is harder than it looks," Peter said. "But give yourself some credit, you're pretty good at fighting. Ryu and the others taught you well."

"I appreciate that, but I still need to do better," Sunset said. "Otherwise, we won't be able to defeat our foes."

"Hey, we'll figure this out and save Equestria from those villains," Peter said.

"It's not just Equestria," Sunset said. "Remember, the whole multiverse is at stake here."

"Right, the multiverse," Peter lamented. "Sometimes I miss the days when all I had to do was protect New York City. Mainly Queens and Manhattan. Then later when all I had to do was protect Ponyville."

"Your life stopped being normal long before you came to Equestria," Sunset said. "You met the Capcom Warriors before I did after all."

"Yeah, and I already knew about the multiverse to an extent, thanks to Doctor Strange," Peter said. "I just never imagined it'd be anything like this. Nor did I expect villains from far and wide to come to my new home."

"Life's full of surprises," Sunset said, then saw that more were coming. "Here come more sparring partners."

Peter turned around to see Thunderlane and Lightning Dust. "Hey, you two here for practice?"

"Yeah, Thunderlane and I are going to do a bit of flying, but we wanted to see how things were going along here," Lightning Dust said.

"Going well, I'm just trying to keep up with my reflexes," Peter said as he checked his hands. "For some reason though, I'm not moving as fast as I used to."

"You'll get there," Thunderlane said. "You're probably just still exhausted because you were asleep for like two weeks."

"But I've been up for one," Peter pointed out. "I should have gotten over this by now."

"Maybe it's your biology?" Thunderlane theorized. "I don't know for sure, I'm just spit balling."

Peter threw a few quick shadow punches, "I just feel like something's holding me back. I don't feel like myself, and all this training hasn't helped."

"Maybe you need a break?" Lightning Dust said. "Since waking up, you've done nothing but train. That or work in that lab of yours."

"I have to train, how else am I going to defeat The Green Goblin and all those other guys?" Peter asked.

"Well maybe you're working too hard," Lightning Dust said.

"I'm surprised to hear you of all people say that," Peter said as he glanced at Lightning Dust. "You're the one who always looks for ways to push past your limit, even if you risk injury."

"Yeah, I do, then Fluttershy told me that it's counterproductive," Lightning Dust said. "Maybe she was right, when I dialed back and just hung out with Laura, it helped big time."

"You do seem to stress out a lot," Thunderlane said. "I get that being a big hero is time consuming and that you need to be on your toes a lot, but dude, you really gotta take better care of yourself."

"If I had a nickel for every time I heard that..." Peter lamented.

"If a lot of people are saying it, then that should tell you something," Lightning Dust said. "Look, you and Sunset have been training non-stop for the past week, and that's great, but at some point, you're going to need a break."

"I think we all could benefit from one," Thunderlane said. "We've been stuck at this house for three weeks, and for the most part, haven't really interacted much with other people."

"Upstate New York is a baron wasteland, especially to a city guy like me," Peter said. "I don't mind being away from people, but I can also understand that it's getting irritating being stuck in the same place all the time."

"Oh yeah, I hate being stuck in the same place," Sunset said. "That's why I travel the multiverse."

"Lucky you," Lightning Dust said. "We should plan a road trip or something."

"A road trip?" Peter asked. "I don't think we have time for that, remember that our home is in danger."

"Yeah, but we need a small break from all this training," Thunderlane said. "I know Dust and I came out here to practice as well but even I'm tired of the drills."

"I'm kind of surprised to hear you say that," Peter said. "Didn't you train with Spitfire?"

"Believe me when I say that I have not forgotten those days," Thunderlane said. "Still, a break would do us some good."

"Talk breaks later, Peter and I still have some training to do," Sunset said. "But we'll finish up early."

"So will we," Lightning Dust said as she turned to Thunderlane. "Let's go."

"Right behind you," Thunderlane flew off with his girlfriend.

Peter stretched his arms and focused back on Sunset, "Alright, round two."

"Fight!" Sunset went for a magical punch that Peter parried as he and his sparring partner continued to go at each other.

Inside the lodge, Mayday is seen working on a new invention of hers with Franklin by her side, the boy looking curiously at his girlfriend's work.

"So...what's this for again?" Franklin asked.

"Since daddy is going back to fight those bad guys, I figured I'd make some support items he could use in combat," Mayday pulled one out. "Like this for example. It's a sticky stun bomb, it could disorient the bad guys."

"That's an interesting idea," Franklin said.

"Thanks, I heard about it from Sunset Shimmer," Mayday said. "She said she met a hero with electric powers that was capable of doing that. My daddy got to talk to him after Ragnarök."

"That's amazing," Franklin said.

"I also have this," Mayday pulled out a suit. "I modified one of daddy's Spider-Man suits to spark out electricity. I got the idea from that Hedgehog that Rainbow Dash fought."

"From the Tournament?" Frankin asked.

"Yeah, and this," Mayday showed off another bomb looking device. "This one explodes in ice. Kind of like Bobby's."

"How did you even get the materials you needed?" Franklin asked.

"Sunset Shimmer gave it to me, I don't know from where but I'm not about to question it," Mayday showed off a weapon of sorts. "This is something else ice related, but shaped like an axe. I got the idea from the big, bulky guy who fought Uncle Shining Armor at the Tournament. His axe generates ice."

"That's two ice related things, but how about fire?" Franklin asked.

"I'm working on some based on cool moves I've seen from your Uncle Johnny, as well as Dante," Mayday said. "I also want to make a robotic arm like Nathan Spencer, and maybe even build a suit of armor like Iron Man, and a Shield like Captain America."

"Sounds like you're pulling inspiration from everywhere," Franklin said.

"Of course, even daddy gets inspired by others," Mayday said. "The Gauntlets he named after my mom were from Shocker."

"Right, Shocker didn't seem too happy about it," Franklin said.

"He's over it," Mayday glanced over in his direction. The Man was sitting in the kitchen while drinking coffee and reading the newspaper. "Gotta say, he seems so normal."

"Normal?" Franklin asked.

"Yeah, I guess even villains aren't villains all the time," Mayday said. "Plus he doesn't seem so bad."

"He did turn against the other villains," Franklin said. "I don't think he's really evil, seems like he just wanted money."

"Shame, he should be able to make money, he's really smart," Mayday said. "He knows a lot about engineering."

"Guess getting into the right business isn't as easy as it sounds," Franklin said.

"Maybe Mr. Stark can hire him after we save Equestria," Mayday said. "Which means I need to work harder to help daddy achieve that plan."

"Is there anything I can do?" Franklin asked.

"I don't need help right now," Mayday asked. "But thanks for offering."

Not too long later, Apple Bloom and Rogue had come in through the front door, the two girls wearing jogging shirts and shorts while having worked up a sweat.

"That one felt longer than yesterday," Apple Bloom said.

"Are you sure about that?" Rogue asked. "Feels like less."

"Hey girls!" Mayday happily greeted. "Were you out for another jog?"

"You bet, we wanna toughen up fer the big showdown," Apple Bloom said as she flexed her arm. "When Peter goes to take back Equestria from them varmints, ah wanna be there. I'm gonna fight for mah home too!"

"That's awesome, if you want I can make you some weapons," Mayday said.

"I'm good hon," Apple Bloom said.

"Besides, ah don't think a girl yer age should be making weapons," Rogue said.

"It's fine, I'm working on stuff for my daddy," Mayday said. "He's going to kick a lot of butt!"

"He sure is, and we'll be there to help," Rogue said.

Also coming into the living room was Sonata, the girl currently stuffing her face with some chips.

"Howdy Sonata, lovely day ain't it?" Apple Bloom said.

"Yeah, real lovely," Sonata said as she emptied the crumbs from the bag into her mouth before tossing it aside. "It's already gone, why do we keep getting small bags?"

"Sonata dear, that was a party sized bag," Rogue pointed out.

"Yeah, not to be rude, but you've been eating lots of chips," Apple Bloom said.

"Hey it's not all chips, sometimes I get popcorn, speaking of which," Sonata called into the kitchen. "Herman! Did you get my popcorn!?"

"I got you two bags yesterday, what happened to it!?" Shocker called from the kitchen.

"I ate them!" Sonata said.

Shocker stepped out of the kitchen, glaring at the girl in the living room, "You did WHAT!?"

"I ate them both," Sonata said.

"Sonata, they were huge bags! For the last couple of weeks, all you've been doing is eating junk food!" Shocker shouted. "Are you trying to gain weight!?"

Sonata's eyes widened in fury, "Did you just call me fat!?"

"I did NOT say that!" Shocker quickly pointed out. "I'm just warning you that you're getting dangerously close!"

"To her credit, she still seems really skinny," Franklin said. "I guess she has really fast metabolism."

"Yeah, what he said," Sonata replied. "Wait, what's metabolism again?"

"It's a chemical reaction within us that turns food into energy," Franklin said. "And you seem very energetic."

"Is this normal for her?" Apple Bloom asked.

"Not really, she always seemed fine, even when we lived in Tartarus," Shocker said.

"And I'm still fine, it's no big deal," Sonata said.

"Still, try to dial it back," Apple Bloom said. "Money ain't exactly easy to come by."

"Don't we get this stuff from Eris?" Mayday asked. "Where does she get the money anyway?"

"She said not to worry about it," Apple Bloom said.

"So she's probably stealing it from somewhere," Shocker said.

"She insists that it's being legally acquired," Rogue said. "Peter looked into it and didn't see anything shady, so best not to jump to conclusions."

"Whatever you say," Shocker said. "It makes no difference to me."

Twilight had come downstairs with Autumn, Starlight and Trixie, the girl taking a quick look around, "Hey, has anyone seen Peter?"

"He should be outside training with Sunset Shimmer," Sonata said.

"I'll go get him," Twilight said as she rushed outside.

"Did something happen?" Rogue asked.

"It's just Celestia, she's gotten worse over the last few days," Trixie said.

"What is she bored here too?" Shocker asked.

"She's a bit paranoid," Starlight said. "Being away from Equestria for so long has her worried about her home."

"It can't be that bad," Shocker said.

"Herman, she's been away from her home for weeks, do you know what that does to a person?" Starlight asked.

"Gee, what makes you think that I would know?" Shocker sarcastically commented.

Starlight rolled her eyes in annoyance, "Okay, you don't need to be a sarcastic jerk about it. Keep in mind that your old friends are wreaking havoc in Equestria, so try to have a little sympathy."

"Look, chances are most of them aren't even there, Equestria isn't the only world they wanted," Shocker said. "They took it over to steal things like The Crystal Heart and that weird Pearl thing."

"Doctor Doom wants to take over the multiverse," Sonata said. "So he's gathering as much strength as possible to do so. In the end he wants this Earth, meaning that if we don't hurry up with our plans, he's going to end up coming here."

"How long before that happens?" Trixie asked.

"Beats me, he'll come when he feels like it," Sonata said. "Maybe he's back now?"

"He might be back in Latveria," Shocker said. "We had plenty of meetings in his castle before the plans took hold."

"So, should we attack his castle?" Starlight asked.

"You really think it's going to be that easy?" Shocker asked. "It's Doctor Doom, he's one of the most dangerous men in my world for a reason."

"There's gotta be some way to weaken him," Starlight said.

"Destroying his castle isn't going to work, it's just going to piss him off," Shocker said. "The best thing to do is get those magical artifacts away from that group."

"Okay, and how would we go about it?" Trixie asked.

"Given that you worked for them, shouldn't you know a few secrets?" Autumn Blaze asked.

"Does the Head of the Corporation tell his employees every little thing about what the business does?" Shocker asked.

Autumn Blaze scratched her head in confusion, "Is this a riddle?"

Shocker face palmed in annoyance, but rather than him speaking up, Mayday decided to chime in.

"What he means is that just because he worked for them, it doesn't mean he knows everything," Mayday said. "They may have had some secret plans he wasn't a part of."

"Exactly," Shocker said. "I knew about most of the invasion plans, but some things, Doom and his buddies kept to themselves."

"Even Adagio kept some things from me," Sonata said. "I do know that they want to hit places like Capcom, Sega, Namco and Square."

"Right now, the best advantage is that they think we're all dead," Shocker said. "But if I'm being honest, I don't know how long that's going to fool them. We need to strike sooner than later."

"Is Peter ready though?" Apple Bloom asked.

"Peter? What about his wife?" Shocker asked. "She looks strong, let her take back her world. Hell let that sulking Princess do it."

"I'm kind of ready and willing to fight too," Sonata said. "I need to confront my friends, and Cozy Glow."

"I wouldn't mind giving an ass kicking to my old buddy Maxwell in the process," Shocker admitted.

"...You know, I kind of want to fight too," Starlight said as she began cracking her knuckles. "Why are we waiting? Let's have Eris bring us back right now! Drop us off in front of Doom and just reign destruction down on him!"

"Hey, easy now," Rogue said. "Ah wanna take it to Doom as well, but we need to be sure we're all ready. Some of us may not be."

"Are you one of them?" Sonata asked.

"No, I'm ready to go whenever, but let's take Peter's wellbeing into mind when doing this," Rogue said.

"Ugh, again with Peter," Shocker lamented. "What is it about him that makes that web head so valuable? How did he go from some punk kid in Queens to being placed on a pedestal like if he's Thor or something?"

"I've always wondered that myself," Rogue said. "How did Peter get so big in Equestria? He must have done something amazing."

"He was the only major superhero we had for a while," Trixie said. "He really came into to his own when he defeated King Sombra. One of the most dangerous unicorns in Equestria."

"I've heard all about King Sombra," Shocker said. "Still, is that all?"

"Defeating King Sombra isn't a small feat, in fact Peter defeated him twice," Trixie said. "And that wasn't the only thing he did on his own."

"His first day in Ponyville, he saved everyone from some mean dragon," Apple Bloom said.

"Even when he had friends, he did a fine job of always leading the charge," Starlight said. "He even brought down Loki."

"He also beat up Captain Marvel," Mayday said. "That's the best thing he did."

"Captain Marvel?" Shocker asked. "You mean that lady with the short hair trying to pass herself off as a man?"

"Why would she do that?" Sonata asked.

"She had a bit of a fragile ego," Trixie said.

"Such a shame, she used to be so much nicer," Rogue commented. "But when she got the Power, she just couldn't handle the Responsibility."

"Wow, how poetic..." Shocker sarcastically replied.

"Rogue, did you know Captain Marvel?" Trixie asked.

"Yeah, that's how I'm able to fly," Rogue said. "Ah had a scuffle with her a few years back, so ah ended up absorbing all of her powers, along with her memories, and let me tell you, that was not pleasant. Imagine having two different set of memories in one brain."

"Sounds rough," Trixie said.

"I'm curious though," Franklin interjected. "When you absorb powers, I was under the impression it wasn't permanent."

"Normally, it ain't, ah can only hold borrowed powers fer a little while," Rogue said. "Captain Marvel's got some alien biology that allows me to hold her powers fer much longer."

"Can you borrow any power?" Mayday asked. "Like, can you use mom's magic?"

"It's very possible, not that ah would try taking her powers," Rogue said. "When ah touch others, it drains them, not only of their powers but their stamina too. It might risk killing them."

"That sounds terrifying," Starlight said.

"It is, but ah am working on not hurting others when ah take their powers and stuff," Rogue said. "Still, ah can do magic. Why, back in the X-Men vs Street Fighter tournaments, ah would even drain some of the Capcom Fighters and do their moves. Ah have experience using a Hadouken."

"Oh cool, did you shout it out like a moron too?" Shocker asked, much to Rogue's irritation.

"Hey now, was that necessary?" Rogue asked.

"We've all heard them shout their attack names for no reason, it feels counterproductive," Shocker said.

"It's just their culture, personally I find it really cool," Starlight said. "Especially during that Tournament."

"Kind of wish ah was there fer it," Rogue said. "Maybe next time."

Meanwhile outside, Twilight had already gone to check on Peter, talking to her husband while he was taking a quick break from his training with Sunset Shimmer.

"Peter, we need to talk for a minute," Twilight said.

"Sure, what's up?" Peter asked.

"I'm really worried about Celestia," Twilight said. "She's been couped up in that house for three weeks and I think it's getting to her. She's so worried about Equestria too."

"I have noticed that she seems so distant," Peter said. "Don't worry, I'm training hard so I can go back and save everyone. With any luck, I can be ready by tomorrow, or the next day."

"Don't count on it," Julia said, her sudden appearance startling both Peter and Twilight.

"You know, there's a better way of getting someone's attention!" Peter shouted as he clutched his hand to his chest.

"You sounded so confident a moment ago, thinking you could go back soon," Julia said.

"Yeah, I've been training for a week, that's all I need right?" Peter asked.

"Not quite," Julia said. "You're strong, but your enemy is stronger. You need to do a lot more preparation."

"Julia, it's already been three weeks," Peter said. "If I don't go back soon, everyone in Equestria could die. Besides, Twilight and I really miss our son."

"I know you miss Benjy, but like I told you, he's being taken care of by Mary Jane Watson, and she's doing a good job of it too," Julia said. "Also, going back too soon could get you killed. Do you think it's worth being the hero if the villains still win in the end? Who would you be protecting by going back sooner than you should?"

"Who am I protecting now?" Peter asked. "Better to try and fail than to not try at all."

"Do you doubt your friends in Equestria?" Julia asked. "Do you believe they can't handle the dangers that were there? You're not here because you fled, you're here because you need to improve so you can do your part. Your friends have things under control for now, get stronger and you can fight by their side."

"I am stronger, and I already have a strategy," Peter said. "These guys just used numbers against me, some of them I barely even knew. But now that I know what they can do, I can avoid it and take down the big guys in charge. Now, I want to go back tomorrow, so let Eris know-"

Julia threw a punch across Peter's face, taking Twilight by surprise. "Julia!"

"What was that for!?" Peter rubbed the spot he was hit.

"You should have been able to dodge that," Julia said. "How did you let me get such a clean hit on you?"

"You took me by surprise, I didn't expect you to throw a punch at me!" Peter said as Twilight checked where he got hit. "I'm fine Twi, don't worry."

"You don't look fine, she really hit you hard," Twilight said.

"A hit he should have avoided," Julia said. "And me taking you by surprise is not a good excuse, Peter. Your Spider-Sense should have warned you, I gave it plenty of time."

"...Okay so I'm a bit slow on the intake, but I can fight without a Spider-Sense," Peter said.

"Do you really want to handicap yourself in a time where your enemies are at their strongest?" Julia asked. "Figure this Spider-Sense thing out, otherwise you're going to walk into your own demise."

Peter furrowed his brow in frustration. However, he could not argue the situation, "Alright fine."

"Fortunately for you, I brought you a sparring partner," Julia gestured to an opening portal. Emerging from it was a familiar girl.

"Gwen!?" Peter asked.

"Peter!" Gwen ran over and hugged her friend, nearly tearing up at the sight of the boy. "You ARE alive! I mean I already heard about it from S-from Julia, but seeing you in close and being able to hold you is so much better confirmation."

Twilight looked a little bothered by Gwen's affection, but chose not to let it get to her. It was not an easy thing to do, so the woman opted to simply look away.

"I decided to bring Gwen along so she can help you further your training," Julia said.

"What about Miles? Or Miguel? Or Peni?" Peter asked.

"Miguel is helping the Capcom Warriors at their base," Julia said. "I informed them of your survival."

"Wait, so they know I'm alive then?" Peter asked, barely paying any mind to Gwen's hugging by this point.

"The only place we're keeping that quiet is Equestria," Julia said. "Word is much easier to spread there, which could tip your foes off. We didn't even want to risk telling your friends, but I wouldn't be surprised if they figured it out on their own."

"This all feels a bit convoluted," Peter said. "If my friends know, they can help me prepare. It's not like it needs to be a secret from everyone. If anyone can hold a secret, it's a superhero. Besides, Mary Jane should know I'm alive too, and that I owe her big time for looking after Benjy."

Julia rubbed her chin in thought, "I suppose I could let a few of them know. It would be cruel to let them believe you were dead."

"Yeah, obviously," Peter said.

"I agree, our friends should know, and they can help us prepare. I also agree that we do owe Mary Jane, I'm glad my son is in her safe hands, even if I want him in mine," Twilight said before focusing on the female spider. "And, Gwen, would you mind letting my husband go?"

Gwen blushed upon realizing she still had Peter in a hug and promptly let go, "Sorry about that."

"It's fine, I found it flattering," Peter said. "It's great to see you again."

"You're telling me, I thought you were dead," Gwen said. "You should have seen everyone's reactions too, your friends were mortified. Even the Capcom Warriors were worried sick about you and your family."

"Well, I'm alive, so you and the others have no more reason to worry," Peter said. "I'm going to keep training and get back on track."

"I'll help with that," Gwen said. "And hey, maybe in time, we can get the Capcom Warriors to come. They do know guys like Wesker a whole lot better."

"Wesker is definitely up there on the list of people I owe a knuckle sandwich to," Peter said. "Right alongside Doctor Doom, Tirek, and especially The Green Goblin."

"I'd like another shot at that creep myself," Gwen said.

"Gwen will stay here for the time being to continue your training," Julia said. "Peter, you have a responsibility to get stronger and to be at your best. The multiverse is counting on you."

"Right...the multiverse...totally no pressure," Peter said.

"I'll be off," Julia made her exit, leaving everyone else behind.

"So, Gwen, how long are you staying?" Twilight asked.

"Not long, hopefully," Gwen said. "Not that I don't like being around all of you, but it's really hard explaining my long absences to my dad. I already have him convinced that I'm on tour with my band, and even then I have to maintain some form of contact so he's not worried. Julia has it under control though."

"I take it your dad doesn't know you're a superhero?" Twilight asked.

"No, I couldn't tell him," Gwen said. "It's not easy telling loved ones you're a hero, especially with all the drama and pressure that comes with it."

"Tell me about it," Peter said. "Still, guess it's our turn to spar. I just finished with Sunset Shimmer."

"Where is Sunset? I haven't seen her," Twilight said.

"In the woods," Peter said, gesturing to the girl who seemed to be looking at something. "Probably practicing some type of magic."

"I'll go and get her," Gwen said as she left.

Peter looked as Gwen left before exhaling deeply in worry, "I gotta get better."

"You'll get there," Twilight said. "You've been training hard all week."

"It's not enough though," Peter said. "My Spider-Sense is on the fritz, I can't react like I used to."

"Maybe you're stressed out," Twilight said. "I get it, you have a lot of pressure placed on you, but don't let it affect your mood."

"Twilight, I have to do this," Peter said. "Those villains came after me, it's my fault that Equestria's in danger."

"Peter, we've been over this, what happened wasn't your fault," Twilight said. "Don't let what Gallus or anyone else says get to you."

"But Twilight..." Peter tried insisting.

"Those villains were going to attack regardless," Twilight said. "In fact, without you around, we would probably have lost a long time ago. You're a big source of inspiration Peter, don't ever forget that."

"Heh, leave it to you to keep me from spiraling into the abyss," Peter said. "Still, I have to keep trying."

"Peter!" Sunset called, making her way over with Gwen. "Hey, I heard Julia came by."

"Yeah, she wants Gwen to train with me," Peter said.

"So I've heard," Sunset said.

"Sunset, how would you rate Peter's training?" Twilight asked. "Do you think he's improving?"

"He's fine for the most part, just not as fast as he once was," Sunset said. "But he has been working hard, so it's not out of laziness."

"Julia told me too, right after she socked me in the jaw," Peter said, rubbing the spot where he got hit.

"Huh? What did she do that for?" Sunset asked.

"To prove a point," Peter said. "I'm just not fighting as well as I used to, and it's starting to worry me."

"Wow, maybe you do need a break," Sunset said. "You should take Lightning Dust and Thunderlane up on their offer to go traveling."

"Traveling? That sounds fun," Twilight said. "Where to?"

"Try going to New York City," Sunset said. "It's not too far away, just take a day to explore."

Tempting as that offer was, Peter looked unsure about it, "I don't think I can afford a break."

"Just try it," Sunset said. "A day or two won't do any damage. Even Ryu says rest is a part of training. If you overwork yourself, it will have the opposite effect."

"I don't think Ryu has had the fate of the multiverse on his shoulders," Peter said.

"Maybe not," Gwen commented. "But that doesn't mean he's wrong. Take a break. Why don't you at least stop by Queens?"

"Queens?" Peter asked.

"Yeah, show your family where you grew up," Gwen said.

"I'd like that," Twilight said. "Come on Peter, it can't hurt."

"...Fine, just for today," Peter said. "But only for a little while."

"Great, come on!" Twilight pulled Peter into the house. "Let's tell Mayday."

"Hey easy," Peter said as Twilight pulled him along.

Sunset was relieved to see Peter taking a break, then focused her attention on Gwen, "So...Julia sent you?"

"Yeah, she's worried about Peter's progress," Gwen said.

"Peter has the drive, but he's letting the worry get to him," Sunset said. "I know a lot of the Capcom Warriors feel bad about it. They never wanted anyone else wrapped up in their troubles."

"Well, we're all in this together," Gwen said. "And be careful when trying to contact Ryu with Peter around."

"Hey, I've been perfectly stealthy for three weeks," Sunset said. "I might as well be like Solid Snake himself."

"Who?" Gwen asked.

"A warrior from another world, a master of stealth, the living shadow..." Sunset rubbed her chin. "Wait, I might be thinking of Sam Fisher with the last one. Hey, he's great at stealth too, both guys know how to blend in to the background and be invisible to the naked eye."

"Why does it sound like you're describing video game characters?" Gwen asked.

"I don't know, why do you look like a comic book character?" Sunset pointed out.

"...Got me there," Gwen said.

"Just let me worry about how I contact Ryu," Sunset said. "Speaking of which, I should go talk to him."

"I'll cover for you," Gwen said as she went into the house.

Sunset looked around to make sure no one could see her, then ran into the woods and through a portal.

Inside the home, Twilight had gotten everyone's attention. "Who's up for a trip to Queens?"

"Queens?" Shocker asked. "If you're taking a trip to the city, go to Manhattan. There's more to do there."

"I want to see Peter's old neighborhood," Twilight said.

"Yeah, I'd like to show my daughter too," Peter said.

"Oooh, I've always wanted to see where you grew up," Mayday said. "Franklin had somewhere in Queens that he wanted to take me to as well."

"You do, where?" Peter asked.

Franklin walked over to Peter to whisper something into his ear, the hero's eyes widening in curiosity and satisfaction.

"That's an awesome idea," Peter said, earning a smile from Franklin. "Now, it's a quick trip, anyone who wants to come is welcome."

"Count me out," Shocker said as he opened his newspaper.

"Dude, come on, you've been stuck in this house reading that paper like an old man," Peter said. "Have fun."

"Maybe you forgot Spidey, but I have a criminal record, and I'm pretty sure there's still warrants out for my arrest," Shocker said.

"Didn't you already serve time in jail before coming to Equestria?" Sonata asked.

"I didn't serve time, I was bailed out by The Kingpin," Shocker said. "He needed bodyguards for his...Construction Projects...then Wesker showed up and his plans went downhill."

"Well, getting bailed out still counts, I think," Peter said.

"It wasn't a traditional bail, he bribed some crooked cops on the force," Shocker said. "Remember Spidey, The Kingpin had guys everywhere, even in the police. Those guys probably got busted by now and that arrest warrant is probably back."

"Fisk does have a knack for getting his grubby hands everywhere he can..." Peter admitted. "Still, maybe I can talk to someone at the force if need be."

"Who? You may be a hero Spidey, but some guys still hold you accountable for what happened to Captain George Stacy," Shocker said. "Not everyone in New York worshipped you after you defeated Osborn. Some even say you abandoned them."

"Herman!" Twilight scolded.

"Hey I'm just the messenger," Shocker said. "Look, why do you want me to come? Do you not trust me here alone? You think I'm going to rob you blind and run off? Or realign myself with Osborn? Eris has her eyes everywhere, if I tried anything, she might erase me from existence."

"I want you to come because I think you need a better lease on life," Peter said. "Look Herman, despite our differences, I don't think you're that bad of a guy. Yeah, we've fought, and you have tried to kill me. But, I've made peace with enemies before. Starlight used to hate me."

"Yeah, I tried trapping Peter, Twilight and their friends in my village and let Loki reign over Equestria," Starlight said.

"I was willing to give Chrysalis another chance, before some jerks ruined it," Peter said.

"That's still so mysterious," Twillight said.

"Besides, I feel kind of bad for you," Peter said, causing Shocker's eyes to twitch. "Given how lonely you seem-"

"Let me stop you right there," Shocker said. "I don't want, nor do I need your pity. I made my choices, and I'm man enough to stand by them, even though they got me nothing but grief."

"Don't you want to start over?" Trixie asked. "I've gotten another chance despite what I've done."

"What did you do? Steal from Spidey once?" Shocker asked.

"I've made mistakes, which resulted in an Ursa Minor being let loose in town," Trixie said. "Peter often tells me that wasn't my fault, but I still indirectly caused it."

"Exactly, you indirectly caused trouble, the only thing wrong was that ponies treated you like shit for it," Shocker said. "Like humans, they love a good scapegoat."

"Well how about Lightning Dust?" Peter asked. "She joined forces with you and Vega back when you worked with Wesker. But now she's here, and on our side."

"Even Gambit was a thief once," Rogue said. "And Hawkeye."

"Don't forget that Sandman joined The Avengers," Peter said.

"Not a good example considering he went back to being a thug," Shocker said.

"He still joined, and he helped out during the Accords stuff," Peter said. "Also, Rogue just mentioned Gambit and Hawkeye."

Shocker grumbled in annoyance, looking away from Peter, "Just drop it, alright? I'm on your side long enough to get my revenge against my old allies, but don't think we're friends. When this is over, I'm going back to my old life."

"Um, excuse me, Mr. Shultz?" Mayday said, getting the man's attention. "It would be great if you came too. You don't want to be lonely all the time, do you?"

"I like lonely," Shocker said.

"I used to like it too," Mayday said, before glancing at the boy next to her. "Then I met Franklin. He showed me that it's alright to have friends, because real ones accept you for who you are, and don't try to change you as a person."

"I'm a thief, kid, do you want that as a friend?" Shocker asked.

"You said that being a thief wasn't your goal," Mayday said. "You wanted to be an Engineer, or the owner of a Cafe."

"Both dreams are dead," Shocker said.

"But that shows me you're not really a bad person," Mayday said. "I think you want to have a better life, but you're afraid of failing. I know that feeling, I was afraid of having friends because I thought they would judge me. Franklin and Luster Dawn showed me that I can have real friends who don't judge me. Friends who like who I am. Don't you want friends who likes you? Friends who would never turn away from you?"

"Kid..." Shocker angrily crunched his newspaper, feeling irritable due to these words. He couldn't be mad at Mayday, because he knew deep down she only wanted to speak out of kindness, something that felt so foreign to him. "I had friends..."

"Shocker had friends, and the moment you stopped being Shocker, you lost those friends," Mayday said. "Do you want friends as Shocker? Or as Herman Shultz? Friends who will help you follow your dreams?"

"...Son of a..." Shocker couldn't believe this nine-year-old girl was getting to him. "Kid, you're something else. You talk as much as your pops, but at least you don't make me want to pull my hair out."

"Hey!" Peter said.

"So...what do you say?" Mayday asked.

"...I make no promises," Shocker said. "But if you really think I should come, for whatever reason you think is needed, then fine, I'll put up with it."

"That's great! I bet you'd love it," Mayday turned her attention to Sonata. "That also goes for you of course. You can find friends here just like Mr. Shultz."

"Don't call me 'Mr.' kid, I ain't an old man," Shocker said. "Just call me Herman."

"Okay Herman," Mayday turned to the siren. "What should I call you?"

"You can just call me 'Sonata', nothing formal," The siren said.

"Wow, Mayday has a real knack for Friendship," Peter turned his attention to Twilight. "Just like her mother."

"And like her father, she wants to save lives, in any way possible," Twilight said.

"I will admit, Mayday's a sweetheart," Sonata said, earning a blush from the girl. "But, being around her still makes me miss Cozy Glow."

"Do you think there's a way to save her?" Peter asked.

"She wants friends," Sonata said. "She grew up an orphan, and was manipulated by Discord and Tirek into joining their side. They promised her Friendship, so she followed through on their plans."

"Kid just wanted friends, that's the main reason she even liked that school," Shocker said. "Yeah it was to carry out her evil scheme, but it sounds like she always intended to go regardless. Discord just thought it'd be fun to manipulate this girl for his game. Didn't help that Martin Li encouraged her in his own way."

"She did grow close to that group of students, and honestly, if things turned out differently, she may have abandoned her plans," Sonata said. "Then again, she was terrified of what Tirek could do to her, so that's uncertain."

"She did seem to like Sandbar," Mayday said. "I liked him at first too, then he got all judgy about how many friends I had."

"She didn't just like Sandbar, she was in love with him," Sonata said. "When she got banished, she only thought about him, and her goal was to make him love her back. Then she had her heart broken at the Gala."

"Because he was dating Ocellus, right?" Peter asked.

"You guessed it," Sonata said.

"The kid had potential to be better, but she threw that away because she had a strong desire for power," Shocker said.

"Still, it sounded like her reasons were born out of fear of being alone," Peter said. "I gotta help that girl."

"Spider-Man, if you truly are serious about helping Cozy Glow, then I want to be part of that," Sonata said. "Do that for me, and I will abandon my desires to take over. I already soured on the idea when I saw how far those guys would go when it came to your daughter. I want to be better."

"I'll help you with that," Peter said. "I'll help in any way I can."

"I'm trusting you, Peter," Sonata said. "Don't let me down."

"I won't," Peter promised.

"Sounds like you're all making plans," Gwen said as she came into the living room.

"Gwen Stacy?" Trixie said. "When did you get here?"

"A little while ago, thanks to Julia," Gwen said.

"Gwen!" Mayday ran over to hug the woman. "I missed you so much!"

"Wow, Mayday is willingly hugging someone," Trixie said.

"I love it," Gwen hugged back. "I missed you kid. I'm really glad you're alive."

"I'm glad you're alive too," Mayday said. "Guess what, daddy's taking me to his old neighborhood in Queens."

"That's awesome," Gwen said. "How have you been holding up though?"

"Fine, a little stressful, but nothing I can't handle," Mayday insisted.

"That's great, you wanna know what helps me out when I'm stressed?" Gwen asked.

"What?" Mayday replied.

"Music," Gwen pulled out a media player. "I got this for you, I figured it could make for a nice distraction."

"What is it?" Mayday asked as she took the player.

"A Zune, a type of MP3 Player that holds all kinds of music," Gwen said.

"Those things still exist?" Rogue asked. "Kids these days use their phones."

"I am not going to be the one who introduces Smart Phones into Equestria," Gwen said. "Mayday, take this Zune, and use it to your heart's content."

"How does it work?" Mayday asked.

"Plug in these headphones," Gwen explained. "And put them in your ears."

"Okay..." Mayday did as instructed.

"Now, press play," Gwen said.

Mayday did as she was told, and suddenly music started playing in her ears, much to the girl's delight. "So...amazing!"

"I put in lots of songs based on what I think your tastes are," Gwen said. "If there's anything you don't like, or anything you may want, hit me up, and I'll help."

"That thing looks kind of familiar," Apple Bloom said. "Ah think ah saw someone in Marvel use it."

"Maybe Star-Lord, he likes listening to music on devices like these," Peter said. "He told me he still has an old cassette player of his favorite songs."

"Thank you for the Zune," Mayday said. "You didn't have to get me it, though."

"Yeah, aren't those things expensive?" Peter asked.

"It's just an old device I had. I just got another one from a friend, so I gave Mayday my old one," Gwen said. "I will admit, my new one has more memory, but I figured it's better than nothing."

"It's fine, you did something nice and I appreciate it," Mayday said. "You're really kind."

"Aw...you're so well mannered," Gwen kissed the top of Mayday's head. "I wish you were my daughter."

"Ahem!" Twilight interjected. "Thanks for being kind to my daughter, but don't get carried away."

"Twi, don't be jealous," Apple Bloom said. "Take it from me, it ain't flattering."

"I'm not jealous..." Twilight insisted, nervously looking around.

"Well, I'm going to talk with Sunset about something, you all have fun in the city," Gwen said.

"Wait, don't you want to come?" Peter asked.

"Bad idea, considering I'm dead in this timeline, I might freak out anyone who recognizes me," Gwen said. "I'll be fine, go on."

"Well, okay," Peter gestured to the door. "To Queens!"

Meanwhile in Equestria, Tirek was overlooking Canterlot as the ponies did their assigned tasks. They were in the middle of constructing an enormous statue for the evil ruler.

Among them were Fancy Pants, Fleur De Lis, Saffron Masala and Sugarcoat.

"How did it come to this?" Sugarcoat asked as she pulled on a wagon. "I thought the heroes were supposed to keep guys like Tirek away?"

"They tried, but they were overpowered," Saffron said, also pulling the wagon. "Did you see that scary villain from a few weeks ago? He overpowered Celestia like it was nothing, even with The Avengers there to help."

"Work faster!" A Servbot ordered. "And no talking!"

"Ugh, taking orders from these stupid things is really what stings the most," Sugarcoat said. "If I could I would-"

"You would what!?" Came the voice of Tron Bonne, who was accompanied by Poison.

"Nothing ma'am," Saffron insisted. "She was just venting some frustrations."

"It better be nothing," Tron said. "Hurry and finish up, my Servbots are tired of observing you weak ponies."

"Be happy it's them and not my boys," Poison warned as she held her whip out. "Or me, I'm not one to tolerate slacking."

"Of course!" Saffron said as she and Sugarcoat hurried along.

Tron huffed in annoyance, "Stupid ponies." She turned to Poison. "What are your boys up to anyway?"

"The Prowler needed help hauling some gems from the Dragon Lands, so my boys went to help," Poison said.

"Hauling gems and you didn't ask me?" Tron replied.

"Hey, you already raided Griffonstone, Mount Aris and even that Rock Farm," Poison said. "My boys deserve something. Besides it's been a few weeks, why haven't you raided the place?"

"There's a lot of lava there, I was building something to help me explore without danger," Tron said. "Are your boys even prepared for the Dragon Lands?"

"...Crap, I didn't think of that," Poison began making her leave. "Be right back!"

"How foolish," Tron said.

Unknown to her, Remy, Bobby, Rarity and Applejack were not too far away.

"Remind me why it's just us?" Bobby said.

"If we bring too many, it's going to raise attention," Applejack said. "Remember what happened the other day when The Wonderbolts tried liberating this town?"

"Yeah, they're down to like four active members," Bobby said.

"Exactly," Applejack said. "We don't need to liberate the town, just free the ponies."

"I see Fancy Pants and his wife, Fleur," Rarity said. "They're not too far away."

"I'll sneak in, the rest of you watch my back," Remy said as he leapt down. "Anything happens, run or fight."

"Ah ain't running unless yer with me," Applejack said. "Be careful Remy."

While sneaking past some Servbots, as well as some guards, Remy got close to Fancy Pants, tossing a rock near him to get his attention.

"Hey, rich pony, over here," Remy said.

"Hm?" Fancy Pants noticed Remy. "Oh, this is quite a surprise."

"I'm gonna get you out of here, follow me," Remy said. "Get your wife."

"I have some comrades who need rescuing too," Fancy Pants said.

"I got them," Remy said. "Now hurry and-"

"What's going on?" A Servbot asked. The moment he spotted Remy, he pulled out a whistle. "Intrud-"

Remy whacked the robot away with his staff, but this alerted the rest of them, much to Remy's annoyance as he went to fight, "Shit. Y'all gotta run! Now!"

"But sir!" Fancy Pants said.

"Dear, he is buying us time," Fleur gestured Fancy Pants away. "We must run!"

Bobby groaned in annoyance, "He got spotted. Let's go girls."

Applejack and Rarity rushed in to help fight off some robots and guards, the riots getting Tron's attention.

"Hey! What's going on!?" She spotted the heroes and proceeded to pull out a radio. "Tirek, you have intruders."

"That I can hear," Tirek replied. "Troops, find them!"

Remy whacked the foes away, allowing more ponies to escape. He then came across two that were surrounded, "You two! This way!'

"It's Gambit!" Saffron said to Sugarcoat. "Come, this is our chance for Freedom!"

"About time!" Sugarcoat said.

Some Servbots tried to stop them, but Bobby was quick to freeze them in place, "You guys gotta chill."

Tron leapt into her Gustaff and charged at the heroes, "You're going down, intruders!"

Applejack leapt in front of Tron and buck kicked her machine through the wall of a house, "Get going!"

Tron pulled herself out of the wall, looking furiously at the heroes, "Oh they're so gonna get it!"

As the heroes ran out of town, Tirek could spot them from the distance, and grew increasingly frustrated. "Must I do everything myself!?"

As Remy lead the escape, he spotted Tirek landing nearby, and how angry the Centaur looked, "Whoa, watch yourselves! Dis guy, he looking mad!"

"Did you really think you could escape so easily!?" Tirek shouted.

"Of course not, we ain't fools," Remy said as he pulled out his cards.

"I got this!" Bobby glided up to blast Tirek with his ice, but the Centaur managed to whack the hero away, sending him flying across the fields.

"Bobby! Rarity shouted in worry.

"Ha, do you honestly believe you can stop me with-!?" Tirek's questioning was interrupted when he took a kick to his head.

He turned and spotted Tony in his Iron Man armor, "Hey big guy, here's a humble offering from Stark Industries to your Reign of Terror!"

Tony fired a massive Ion Beam from his chest right in Tirek's face, stunning the beast momentarily while the others ran. In a fit of rage, Tirek managed to whack Tony away, though needed time to recompose himself.

Afterwards, he looked around to see that everyone was out of sight. In his anger, he charged up some magic and fired at the ground around him.

"None of you will escape with your lives!" Tirek shouted, causing a mess of destruction while the heroes hid with any captives they could rescue.

With that done, Tirek focused his attention on ponies trying to escape, forcing them back into town while the heroes looked on.

"Damn...we couldn't save everyone," Remy said. "I'm gonna go back."

"You crazy!?" Applejack asked as she bit Remy's coat, then tried speaking through her teeth. "It ain't safe!"

"He's right, Tirek's going to expect us," Bobby said. "Plus Tron Bonne's in town too."

"I ain't worried about that girl, one touch and her machine might as well be a ticking time bomb," Remy said.

"If you go back, you might end up killed," Rarity said. "Besides, we need to rendezvous with Bobby, and pray that he's not too hurt."

"Either way, ah think ah saw Tony heading into town, he'll rescue the others," Applejack said. "Fer now, let's get these ponies to Klugetown."

"Klugetown?" Sugarcoat asked. "Where's that?"

"It's a bit of a hike, but don't worry, we might be able to get a ride halfway through," Applejack said. "Come on."

"Thank you for coming," Saffron said.

"It's no trouble dear," Rarity said, then took a look around. "Oh, it looks like we couldn't find your father. I hope Tony can-"

"My father is dead," Saffron sadly confessed, startling Rarity and worrying the others. "When Tirek took over, he made an example out of some ponies, including my father."

"Oh...oh my..." Rarity said. She took the lady by her hoof, hoping to express her condolences. "I am so sorry."

"One more thing Tirek will answer for," Remy said. "Still, your father would want you to be safe, and I'm going to make sure of it."

"Thank you, Gambit," Saffron said as she wiped a tear from her eye. "I am ready to go."

Tron had spotted them from a distance with some binoculars. She could go after them, but she figured the best thing she could do was plan ahead.

This wasn't the only place where heroes were fighting to liberate others. In Manehattan, Johnny was seen clashing with Electro in midair.

"You think you can handle me, Torch!?" Electro blasted Johnny through some buildings. "I'm unstoppable! This city is mine!"

Johnny blasted out of the building and punched Electro hard in the jaw and continued to fight while Rainbow Dash escorted some ponies away.

"Hurry, this way!" Rainbow Dash urged.

"We owe you for this," Blueberry Curls said.

"Yeah, thanks," Azure Valor chimed in.

"Don't thank me until you're safe," Rainbow Dash said.

"Wise words," Came the voice of The Shredder.

"You!" Rainbow Dash shouted. "Your name is Shredder, right!? What are you doing here!?"

"I came to this city as it reminded me of another town that I rule," Shredder said as he readied his claws. "And like that town, it has nuisances like you causing trouble for my empire!"

"Run!" Rainbow Dash engaged in combat with the samurai styled villain.

Johnny blasted Electro again, then spotted Rainbow Dash's troubles. "It's that dude with the armor, the one who has a rivalry with those Ninja Turtles."

"Don't ignore me!" Electro attacked Johnny again as ponies made their escape.

Fortunately Soarin, one of the few remaining Wonderbolts, was there to help guide them away and fended off Shredder's Mouser robots, long enough for Johnny and Rainbow Dash to eventually escape.

"Okay, that's a few down...and so much more to go..." Soarin lamented. "Are we even making a dent?"

Within New Asgard, Loki sat on his Throne and overlooked various portals, hoping to find any sign of where Thor might have gone.

"Brother...I know you're still alive," Loki said as he bitterly searched. "If you do not show yourself, I will tear the multiverse apart until you do! Worse yet, I'll find your precious wife and daughter and show them no mercy!"

"You seem troubled," Wesker said as he, Vomi and Doom made their presence known. "Still unable to find Thor?"

"He is evading my detection like a coward," Loki said. "I had sent Sephiroth and his allies to look for him as well, but they are having no luck."

"It would have been easier if you made sure he was dead," Vomi scolded. "From what I hear, Thor is not a foe to take lightly."

"He isn't, but I am doing what I can to find him," Loki said. "Trust me when I say, I want him dead just as much as you do. Honestly, my desire to see him dead far exceeds yours!"

"Such aggression," Wesker said, almost impressed. "I understand the desire, and fear not, for you may not have been the only one to make such an oversight."

"Unfortunately, yes..." Vomi said. "There's a good chance that Spider-Man is alive."

"So I've heard," Loki said. "These heroes seem to evade death much to easily."

"They are like cockroaches," Doom said. "They should be easy to stomp, but nothing appears to be enough."

"Not without drastic measures at least," Wesker said.

"I will handle Thor, meanwhile the rest of you have your own troubles," Loki said. "Don't you have other worlds to purge?"

"It will take some time, we've done what we can, but the warriors in those worlds are still putting up a fight," Wesker said.

"Let them, in time we shall dispose of them," Doom said. "It will take a large effort, but it shall be done."

"...Well, I am done sitting around," Loki said as he exited his chair. "I will look for Thor myself."

"Do you think it wise to leave New Asgard unattended?" Doom asked.

"It would be even more unwise to leave my brother to his devices," Loki said as he opened a portal. "I shall return."

With Loki gone, Wesker had turned his attention to Doom, "We should take initative too. Send scouts to places that Spider-Man may be, if he is alive."

"That could be anywhere," Vomi said. "Would he truly return to his own world? That seems like an illogical choice, as it is the first place we would check."

"Yes, and Peter may have considered that too," Wesker said. "Let us be off."

Vomi and Doom followed Wesker out of New Asgard to make their plans.

Within Klugetown, more heroes were arriving with ponies, placing them in a shelter that had been built for them. Some heroes had come with food as well, whatever they could find.

"Geez, even getting materials to cook things is rough," Wade said. "Soon we're going to run out."

"We won't," Pinkie said. "Even villains need to eat, so they won't destroy this world too much."

"The other day, I saw a family having to eat dog food," Wade said. "It's getting bad. Some of them only eat once a day."

"Hey, we're still making it, plus the Apples found a field with suitable soil, so they're able to farm food," Pinkie said. "It's slow, but effective."

"Also, don't forget..." Came the voice of Cammy as she stepped through a portal with some bags of food. "You get some specially imported food from the finest parts of the multiverse."

"Hi Cammy!" Pinkie greeted. "Wow, did you bring all this food by yourself?"

"Not alone, Felicia helped too," Cammy said.

"Oh Felicia's helping?" Wade almost sarcastically asked. "Is she actually moving her ass rather than placing it over Capper's-"

"Hi!" Came the voice of the Darkstalker Felicia as she dropped off more food.

"Oh, this one, the one who's ironically not slutty despite wearing less clothes," Wade said.

"Wade, don't say things like that," Pinkie scolded. "Felicia Hardy is the one who told us about Klugedown. Plus she is helping, just the other day she helped save some kids from Fillydelphia. It wasn't easy sneaking past Mysterio either."

"She only pulled that off because Laura went with her, and they nearly got caught because Felicia got distracted by a ring that fell on the ground," Wade said.

"That ring belonged to one of the kids, she lost her mother in this war and that ring was for her and her father to remember the mother by," Pinkie said.

"...Still," Wade said.

"Sounds like Black Cat has quite the bad reputation here," Cammy said. "Is it because she's a thief?"

"It's more that she's broken a few hearts," Pinkie said. "First Peter's, then Thunderlane's."

"Which one is Thunderlane?" Cammy asked.

"The grey one with the goofy mohawk," Wade said.

"I am still unsure of who that one is," Cammy said.

"All you need to know is that she had his baby, then ditched him," Wade said. "She claimed to be gay or some dumb shit like that. Spoiler alert, she's not."

"It doesn't seem like any of my business," Cammy said. "But in times like these, it's better to get along."

"We all have to try and be friends," Felicia said.

"It's easy with you, Felicia," Wade said. "You're not a sneaky tramp, like Felicia."

"Yeah, Felicia's cute, unlike Felicia who's sneaky," Pinkie said.

"...This is getting weird," Cammy said.

"I purr-feclty understand them," Felicia joked.

"...You're lucky you're a cat, otherwise I'd hate you for that joke," Cammy said.

"You couldn't hate me regardless," Felicia teased.

"Don't push your luck," Cammy playfully warned. She focused on Wade, "Also, there's some good news and bad news. The good news is that with any luck, I can contact my old buddy Superman to help."

"You and Superman are friends?" Wade asked.

"Long story," Cammy said. "The bad news, don't be surprised if the villains try to even the score. But they may go for guys like Lex Luthor and The Joker even if Superman and Batman didn't come."

"The multiverse is both a gift, and a curse," Felicia said.

"Honestly, do we want to risk more?" Wade asked.

"We may not have a choice," Pinkie said.

"There's always a choice, let's choose not to get ourselves killed," Wade said.

"Wise words," Cammy said as she left. "I wish you luck."

"We'll keep an eye on you," Felicia said as she left too.

Pinkie glanced at the food left behind, feeling confident, "Come on, let's get this all cooked up."

"To the grill!" Wade ordered.

Meanwhile at her temporary home, Sweetie Belle was feeding Rumble's son Cumulon with a bottle formula she prepped up.

On the top of the roof, Rumble was heard trying to test out his new glider, but failing. Seconds later, she heard him coming back inside and saw the disappointment on his face.

"You'll get there soon," Sweetie Belle said.

"Soon isn't enough, I need to figure this out now!" Rumble dejectedly stated.

"Rumble, these things take time," Sweetie Belle said. "But you're getting closer, don't give up."

"I won't, because I can't!" Rumble said. "If I give up, then I can say 'good-bye' to any hope of being a hero again. I just want to be able to protect everyone close to me!"

"Rumble, don't be so hard on yourself," Sweetie Belle said. She gently placed the baby down and trotted over to the boy. "You can't always expect instant results. Now you'll get there, but it may take a bit more time. You need to be patient with yourself."

"I'm trying..." Rumble said as he glared at his straps. "The longer I take, the more people suffer."

"Rumble, you sound so much like Peter sometimes," Sweetie Belle said. "I love how much you care, but before trying to help others, you must go easy on yourself. Everyone's already doing their part so you don't need to worry. Your time will come, just believe in our friends."

"...Okay, I will," Rumble said as he smiled at the girl. "Thank you Sweetie Belle."

"I'll always be here for you," Sweetie Belle said as she gently rubbed Rumble's face.

Rumble looked flattered by Sweetie Belle's affection as the two leaned in close, as if looking to share a kiss. Rumble however caught a glance of Apple Bloom's picture, causing him to stop just before contact.

"I can't..." Rumble backed away and went back outside. "I'm going to try this out a few more times. I know it can work. It did for Wind Sock, and it will for me too."

With Rumble outside, Sweetie Belle dejectedly turned to the picture. "Apple Bloom...I know Rumble misses you. I miss you too. But, should he move on, I hope you can forgive him." She picked the picture up as a tear fell down her eye, "I won't ever try to replace you, but I want to make things work with me and Rumble. He deserves someone, and I know you'd want him to have someone. Not just him, but your son too, whom I love like my own now. I also love you too, you're my best friend after all. Scootaloo misses you too, and that's why she's training right now, because she wants to get revenge on your behalf."

True to Sweetie Belle's words, Scootaloo was practicing her kicks under the watchful eyes of Logan and Fluttershy.

"Don't overexert yerself, kid," Logan said.

"It's not just about power, it's about precision too," Fluttershy added.

"Thanks, I got this," Scootaloo said, taking down more dummies, hoping to get her own revenge. "You guys will pay for what you did to Apple Bloom, and to Peter."

In Ponyville, Cozy Glow explored the town, keeping an eye on the Pony slaves as she passed by some houses. One such was Sandbar's house, the girl staring at it for a little bit.

"Where are you?" Cozy wondered. "I really need you Sandy, I need to know you're safe."

"Cozy Glow," Martin Li got her attention.

"What is it?" Cozy asked.

"Vergil is here, he wishes to speak with you," Martin Li said. "He says you found something interesting under where the School of Friendship is."

"Don't you mean The Friendship Center?" Cozy sarcastically asked.

"I don't care what it's called, just hurry and meet with him," Martin Li said. "Also, try to focus on your patrols. Heroes have been liberating slaves."

"Don't worry, I'm an Alicorn now," Cozy gestured to her horn. "I have the power of an Equestria Princess, and nothing is greater than that."

Cozy returned to the school while Martin Li briefly glanced curiously at the house before leaving as well.

In the Capcom Portal Room, Gwen was talking to Sunset, practically lecturing her about her recent choices, "You really need to be careful when traveling. Not only do you need to keep it a secret from Peter, but from Julia too."

"What's the big deal if I travel?" Sunset asked.

"Because you really ticked off Doctor Strange, and in turn, ticked off Julia," Gwen said. "Even Miguel is worried."

"Well don't," Sunset said. "I'm going to fix this, and do so my way. Now I gotta go talk to Ryu. Are you coming?"

"Fine, just don't make things worse," Gwen said.

"I got it," Sunset said as she went into the other room.

"Pain in the butt..." Gwen said as she followed.

In the other room, Ryu had welcomed his friend, "Hello Sunset, and you too Gwen. We've been waiting for you."

Gathered around were Chris, Dante, Mega Man, Morrigan, Cloud, Sonic, Bayonetta, Kratos, Cole MacGrath, Terry Bogard, Jin Kazama, Goku and Leonardo.

"Big gathering," Sunset said as she sat between Ryu and Mega Man.

"So many strong guys," Gwen said, sitting between Sonic and Cole.

"Well this is a multiverse sized problem," Chris said. "We gathered everyone we could for this meeting."

"Naruto wanted to come, but he's dealing with a Shinobi problem," Goku said. "Nothing major, he'll be around when he can."

"What about Mark?" Sunset asked. "And All Might too?"

"All Might said he will come when needed but he can't afford to be away from his world too long," Chris said. "As for Mark, well you know about the Viltrumite Situation."

"Has anyone had contact with him?" Sunset asked.

"I did," Dante said. "I asked him if things were well. He told me not to ask. I think he's going through a lot."

"Mark's father turned out to be a General for the Viltrumite Army, and they intended to conquer Earth," Chris said. "He's not in a good place."

"Viltrumites don't sound too different from the Saiyans," Goku chimed in. "I know what it's like to be caught up with that. The reason I went to Earth was to conquer it, but I bumped my head and lost my memory, so I ended up living peacefully there instead."

"Given how strong you are, then it seems like your version of Earth lucked out," Chris said. "You're a protector rather than a conqueror. So to speak at least."

"I know Equestria is having troubles, but if Mark's dimension is in danger, shouldn't we try to help him too?" Sonic asked. "What's to stop any of these villains from reaching out to the Viltrumites?"

"They're clearly accepting new recruits given that they teamed with Shredder," Leo said. "Plus those rumors about them going to the Justice League's world."

"How did those rumors start?" Cole asked.

"Some grunts keep talking about it," Dante explained.

"We don't want things to get worse," Leo said.

"Then end the problem before it gets to that point," Bayonetta said. "It's that simple."

"You got any plans you want to share, Bayo?" Dante asked.

"Take out whoever's in charge," Bayonetta pointed out. "Power or not, even the strongest are vulnerable when you strike them at their weakest."

"That is a lesson I learned in my battles against The Gods of Olympus," Kratos said. "And again with the Aesir Gods of my world."

"Exactly, Kratos here fought Zeus," Cole said. "Send him after their strongest guy, and we'll be backup."

"Cole, keep in mind that Kratos was there when this happened, and we still lost," Chris said.

"That is correct, even I had difficulty against their forces," Kratos said. "I had no idea that Equestria had such power."

"Our world is a big mystery," Sunset said. "Celestia has told me in the past that there's more to my dimension than meets the eye. I never understood what she meant, that could be why I like to explore."

"You think Equestria has its own branches?" Gwen asked. "Like us in Marvel?"

"Yeah, maybe," Sunset said.

"Well if it's true, and the villains haven't figured it out, that could be our advantage," Gwen said.

"Just be mindful," Cloud said.

"I will," Sunset replied. "Still, what about all our other allies? Like the guys from Ragnarök?"

"That could work too," Leo said. "You met some strong people, haven't you?"

"I did, guys like Harry Potter, Luke Skywalker, Captain Jack Sparrow, John Rambo, Legolas..." Sunset listed. "Guys who Peter described as straight out of movies."

"Speaking of which, Leon saw one guy there he thought was cool," Chris said. "That being John McClane."

"I wouldn't mind bringing Spawn back," Dante said. "That guy is strong just looking at him."

"There's others from my world that can help," Cole said. "Guys like Gabriel Logan if you want tactical espionage. Guys like Ratchet and Clank if you want more on the side of mechanical engineering mixed with awesome space power. Or girls like Kat, her Gravity Powers will work wonders."

"I suppose that can work," Sunset said.

"We can also try going for Geralt of Rivia," Dante said. "Convincing him may not be easy."

"We could use anyone we can, preferably those who can survive or adapt to Equestria," Sunset said.

"If you want someone good at adapting, let's find Lara Croft," Mega Man said. "She can adapt anywhere."

"She's not really the hero type though," Chris said. "What can we offer her to make her want to come?"

"Show an adventurer a neat playground, and you don't need any convincing," Sonic said.

"Besides, she'll like the challenge," Dante said. "Also, a dual wielding, badass chick? Sounds like my kind of lady."

"Oh, is that so?" Bayonetta teased as she pulled out her guns. "Good to know."

"Come on, Bayo," Dante said. "You know us Demons and Umbra Witches are a bad combo."

"Speaking of supernatural, we should find a member of the Belmont Family," Morrigan said. "Like Simon perhaps."

"Good choice," Dante said.

"How about Alex Mercer?" Mega Man asked.

"Oh yeah, bring him on..." Cole said as he readied electricity.

"Save the rivalry for later, bro," Dante said.

"Oh, and let's not forget guys like Mario and Link," Sonic said.

"I was just thinking that," Mega Man added. "They can bring Samus Aran too."

"Bring Kirby, let him inhale everyone," Dante suggested.

"We should reunite with Lloyd Irving as well," Jin said. "He and Yuri Lowell have expressed their interests."

"So has 2B," Cloud added.

"I can get a girl named Athena," Terry said. "She has some experience with all this."

"We could use more survival experts, like Issac Clark," Chris suggested.

"Oh, and Shantae," Dante said. "Let her fight by our side again."

While this was all going down, Sunset was busy jotting notes, keeping all these suggestions in mind.

"Guys, chill," Gwen said. "Remember what Strange said. Don't get carried away."

Despite their prior excitement, many of them did calm themselves.

"You're right, we need to handle this responsibly," Chris said.

"I fully agree," Ryu said. "The ones here should be enough, but I concur that we should assist Mark," Ryu said.

"I can go find him whenever you're all ready," Sunset said, placing her list someplace safe.

"Let's make plans," Chris said as he pulled out some sheets and charts, fully prepared for what he must do.

Back on Earth, in the town of Forest Hills in Queens, Peter was seen driving around with Twilight in the Front Seat of his car. Mayday, Franklin and Celestia were in the back.

Rogue had her own car, with Apple Bloom in the Front Seat, and the back with Trixie, Starlight and Autumn Blaze in the back,

Lastly Shocker drove in his car with Sonata in the front, and both Thunderlane and Lightning Dust in the back.

"Good thing Eris made these cars for us," Peter said. "And it's a good thing I practiced driving a bit, feels like forever since I drove a car."

"Do you have your license?" Franklin asked.

"I think Eris gave me one, I feel bad for using a fake license but this is an emergency, sort of," Peter said. He came across an old neighborhood. "There it is."

He came across a humble house within the middle of an urban neighborhood. After finding some parking, which took a few minutes, Peter led everyone toward his old house.

Shocker did his best to keep his face obstructed, while trying not to look too suspicious. He came across the Parker home as well, looking up at it.

"Wow...it's actually here," Peter turned to his daughter and pointed at the house. "This is where I used to live."

"Wow, it's so small," Mayday said.

"It's not that small, especially compared to the Library," Peter said. "Besides, it was just me, my aunt and my uncle. We had all the space we needed."

"Ah think it looks great," Apple Bloom said. "Nice humble home fer a humble family."

"Feels like just the other day we were here," Twilight said.

"Wait, you've been here before?" Trixie asked.

"Of course, I stayed here when I came to Earth ten years ago," Twilight said. "Ten years in Equestria time at least."

"Oh yeah, I'll never forget that time," Peter recalled the memories. "After all, it's where Twilight and I conceived...ugh..." Peter's face turned red as he tried to think of something. "Our love for each other! Yeah that's it."

Aside from the kids, everyone knew what Peter meant to say, all they could do was glare, some with a snarky grin, some weirded out, the rest awkwardly.

"It was a great memory," A now blushing Twilight said.

Celestia glanced at Peter, the woman still feeling apprehensive about all of this. "So, you used to live in a place like this? It feels so...compact."

"Compact?" Peter asked.

"Yes, all these houses seem close together, and this is just one neighborhood," Celestia said. "It looks different from Ponyville."

"Well yeah, Queens isn't exactly a village," Peter said. "Not like Ponyville. It's an Urban Area, one of the Five Great Boroughs of New York."

"There must be a sense of community here," Autumn Blaze said. "Given how close everyone is."

"It depends," Peter said. "Not everyone gets along with their neighbors, but those who do find treasure in that. It's a different kind of Friendship."

"Meh, most New Yorkers are punks, Queens is just tamer compared to the other Boroughs," Shocker said.

"Even Staten Island?" Peter asked.

"Screw Staten Island," Shocker said.

"Wow..." Peter replied.

Rogue found the house amazing, but had one worry, "Should we be standing here? Someone else might live at this house. I doubt he or she will take kindly to a bunch of strangers staring at this house."

"Right, good point," Peter said. "Come on, let's go explore somewhere else."

Peter took everyone on a tour of his old neighborhood, including some old stores he used to shop at, and pizzerias he used to eat at. He showed them some of the more beautiful parts of Queens, and the places he was most fond of.

Mayday stuck close to her father, partially due to him showing her around, but also due to her feeling nervous around strangers.

Celestia just walked around, awkwardly taking in the sights. Despite how happy Peter was, Celestia couldn't help but notice how crude the place looked. She could see rats on occasion, dragging litter. She could smell the foul sewers. Or even all the terrible graffiti on the walls.

What really startled her was how aggressive some of the drivers were. In the car she was in, she would occasionally hear some loud honking, especially from Shocker who was yelling at people.

Everyone else saw the wonders of Queens, even if they too didn't find it perfect. Some enjoyed the good graffiti, the more talented parts of the city.

The group drove around a bit more, enjoying the sights on the road, despite the occasional traffic and the difficulty finding parking. To Peter however, this was all part of the Queens lifestyle.

There weren't too many grand places, but for Peter, a trip through memory lane was enough to put him at ease. Sharing it with his daughter made things even better.

Soon came the one part that Franklin suggested. Once parked within the town of Flushing, he took Mayday by the hand and led her somewhere. He was so excited about surprising her that he made her wear a blindfold.

"You're not going to prank me, are you?" Mayday asked.

"You know I would never do that," Franklin said as he led Mayday though a park. "There, take off your blindfold."

Mayday did as asked, and beheld an amazing sight. "Whoa..."

Right before Mayday was the famous Unisphere, the Globe Statue in the Middle of Flushing Meadows-Corona Park.

It was a huge structure surrounded by a small moat, possibly double or even triple the size of her old Equestrian Home. Water was spurting up as she gazed at the structure's beauty.

"It's so pretty," Mayday said.

"I told you I would give you the world," Franklin said.

"And how..." Mayday started clutching her skirt, to which Franklin was quick to stop.

"Careful, you're in public," Franklin said as he kept her skirt down. "But, I'm glad you like it."

"This was a great surprise, thank you Franklin," Mayday said.

"Oh that's not the whole surprise, this is just the appetizer," Franklin took the girl by her hand and led her off. "Come on."

Not too far away, Peter and the others were also approaching the globe. They allowed Franklin his private time with Mayday, given that this was his idea and something he wanted to do for her, but they themselves appreciated what they were seeing.

"The Unisphere, you never get tired of seeing it," Peter said.

"It's amazing..." Celestia admitted as she admired it.

"Got that right, man I really loved this place growing up," Peter said. "It's perfect for a science geek like me."

"This globe?" Lightning Dust asked.

"Not just that, look," Peter gestured to a building. "That's where Franklin really wanted to take Mayday. A place of science and wonders."

"Speaking of wonders, check that out!" Apple Bloom gestured to some yellow structures. "What in the world is that?"

"The New York State Pavillon," Peter proudly explained. "One of the finest structures in the city. Especially one outside of Manhattan."

"It's beautiful," Twilight said.

"Yeah Peter, your home has so many amazing things," Starlight said.

"This is just a small taste," Peter said. "Soon, we'll cross the Queensboro into an even more awesome place. Manhattan."

"Is the Queensboro really a good route to take?" Shocker asked.

"What do you suggest we take? The Midtown Tunnel?" Peter asked.

"What are you nuts? That place is terrifying," Shocker said. "I'm just saying, why not take the Williamsburg Bridge?"

"That's in Brookyln," Peter said.

"Well we could take them through Brooklyn too," Shocker said. "We could even drive by the Brooklyn Bridge, that's more of a-"

"No," Peter said.

"No?" Shocker asked.

"I can't go there..." Peter said.

Shocker looked confused, "What do you mean..." He then remembered the story, of the night that Gwen Stacy died. He fully understood why Peter did not want to go there. "Never mind, sorry I brought it up."

"It's fine, I get why you'd want to suggest it," Peter said. "I don't mind taking them through Brooklyn though, there's plenty to see there too. Like maybe Coney Island or something."

Twilight held Peter's hand, hoping to ease his pain, "Anything you want Peter, I'm there for you."

"I know, thanks," Peter shared a kiss with his wife. "Come on, let's join the kids. I gotta pay for admission anyway."

"You have to pay?" Trixie asked. "For science? How bogus."

"Well they gotta pay the rent somehow," Peter said. "Later maybe we can take them to Citi Field for a Baseball game."

"Screw that, it's Yankee Stadium or nothing," Shocker said. "Don't introduce your daughter to a bunch of losers."

"Hey! Don't talk shit about The Mets!" Peter said. "It's not like I'm taking Mayday to a Knicks game."

"What are the Knicks?" Lightning Dust asked.

"The shame of New York," Shocker said. "Come on."

Meanwhile, Franklin had stopped in front of the building he really wanted to take Mayday too, the girl already feeling excitement. "Franklin...what is this?"

"Mayday, I present to you...The New York Hall of Science!" Franklin introduced.

Hearing those words brought wonder to Mayday's ears, "Franklin...I love you!"

"Heh, I guess you really-" Franklin was then pulled into a really strong kiss by Mayday, one that she held for a solid ten seconds before breaking it off.

"You are the best boyfriend ever! I'm so going to marry you one day!" Mayday took Franklin by his hand as she dragged the boy. "Come on, let's hurry! I have to see what's inside!"

"Wait, we need to buy tick-" Franklin got pulled in by the girl, who could barely contain her excitement.

For the moment, the Parker Family and Friends were enjoying themselves. But, this was merely a calm before another storm.

The Problem Spreads

Another day had come and gone. That morning Franklin was laying peacefully in bed. The city trip the day prior left him feeling exhausted.

Mayday dragged him all around the Hall of Science, wanting to see every little detail about the place.

Together they checked out different science experiments such as blowing and stretching bubbles to study properties. Using Lego Sets to construct tiny feats of architecture. They got to experiment with electricity in a safer environment.

The Design labs were fun too, which allowed them to really test their mental prowess using regular materials to form great structures. They got a nice view of ecological systems, demonstrated with incredible animation.

They had some fun outdoors, such as playing Mini Golf around Rockets, and running through a playground.

Their favorite part was relaxing in a theater together, seeing mini movies about Space, Wildlife and other forms of science.

While Mayday enjoyed the education aspect of it, and was blown away by all that Earth had discovered as far as science goes, she more than anything enjoyed sharing this moment with Franklin.

To her, this was the best thing Franklin could have done for her. It felt like a real date.

Franklin was satisfied, and more than happy to have shown Mayday a great time. All of the running around left him very exhausted however, resulting in him plopping down in bed the first chance he got.

That morning however, he was awoken to a gentle touch that was followed by a kiss on the cheek. "Morning Frankie."

The boy slowly opened his eyes and saw Mayday kneeling over him, greeting him with her gentle gaze and soft smile.

"Oh, good morning Mayday," Franklin said as he sat up. "You're up early."

"It's almost 11:00 AM," Mayday said.

"Wait really?" Franklin checked the clock, seeing a time of 10:47 AM. "Wow, I slept later than I expected to."

"Well, we did have a lot of fun in Queens yesterday," Mayday said. "And that's only part of New York that we're exploring. We still have four more boroughs."

"I'm not sure how much more there is to see," Franklin said. "All Brooklyn has is some basketball arena. The Bronx and Staten Island are pretty boring too. But, there is Manhattan, and that has plenty of impressive spectacles."

"As long as you're with me, I know I'll enjoy it," Mayday said as she placed a tray near Franklin. "Anyway, eat up. I made you some breakfast."

"Wow really?" Franklin asked.

"I didn't do it all by myself, I had some help, but I handled most of it," Mayday said.

"That sounds great, I..." Franklin immediately saw that she prepared something rather unique. "Uh...what is it?"

"I made some eggs, sunny side up," Mayday glanced at the food item. "But it did crack a little since I slightly overcooked it. It should still be edible."

"That's fine..." Franklin noticed what was next to the eggs. "I see some sausages...they're blacker than I expected them to be."

"Yeah...I may have cooked them too long, but Rogue did insist that they should be edible," Mayday said. "I also poured you a glass of apple juice, home made by Auntie Apple Bloom."

"Oh, that sounds nice," Franklin said.

"Is it...bad?" Mayday nervously asked as she twiddled her feet.

"Huh? No way!" Franklin insisted. "It's just...different. But that's fine, different can be good."

"Do you mean it?" Mayday asked as she shyly glanced away.

Franklin stood up and took the girl by her hand, "Listen, you were kind enough to cook breakfast for me when you didn't have to. That alone makes me happy, because it shows just how much of a caring person you are. I am so happy that you're my girlfriend, and I never want to give you up."

"Aw...thanks Frankie," Mayday said, then placed a kiss on the boy's cheek. "You always know how to make me feel special."

"It's nothing," Franklin said while blushing from the affection.

"It's funny, before I started dating you, I don't think I could stomach the idea of being so close to someone else," Mayday said. "Yeah I had Flurry but we were cousins, so I felt kind of obligated to be there for her. There's also Luster Dawn, she means a lot to me too, but we only bond over how much we dislike socializing. But you? Something about you just makes me feel so different."

"You don't seem that different to me," Franklin said. "You've always been the same sweetheart of a girl that I've known since I met you."

"Pfft, I wasn't a sweetheart, it took me forever to like you," Mayday said. "Plus, remember how unkind I was to Sandbar and his friends?"

"To be fair, they deserved it half the time," Franklin said. "They kept telling you that you need friends or something. I do agree with them to an extent, everyone needs a friend, but they didn't need to make you feel isolated over it."

"Yeah, that hurt me quite a bit," It was Mayday's turn to take Franklin by his hand. "Which makes me even more grateful that you were there to look out for me."

"Of course, I would never let someone talk to a girl like that," Franklin said. "Especially a friend of mine."

"You're such a gentleman," Mayday said as her blush deepened. "Hey...Frankie?"

"Yeah?" Franklin replied.

"...I love you," Mayday said just before leaning in to catch Franklin in a deep kiss.

Franklin was blushing hard, something about this kiss felt different from normal. A lot of Mayday's kisses usually have some type of energy to them, and a bit of awkwardness due to her social ineptness.

This time her kiss had much more passion, with a gentler approach. She wanted to feel as close as possible with Franklin, not just with the kiss, but also a hug she began pulling him into.

Franklin instinctively hugged back, gently rubbing Mayday as he fell deeper into her kiss.

After a solid minute, the two broke away, gently gazing into each other's eyes. Both their faces were red, and their hearts were pounding. Franklin could not resist and pulled Mayday into yet another kiss as he fell back on his bed, with Mayday landing on top of him, the girl still locked in the kiss as the two enjoyed the company of one another.

Downstairs, Peter was seen working on some gadgets in the living room alongside Shocker. Peter focused on his web shooters while Shocker applied some fixes to his gauntlets.

"Maybe this will work," Shocker said as he placed his gauntlet on. "Where's the window?"

"Twilight would prefer if you stopped firing out the window, she's worried about the shockwaves," Peter said. "Plus last time you fired at nothing, it ended up knocking over some trees and they blocked a nearby highway. Fortunately no one caught on."

"I gotta experiment somewhere," Shocker said. "These things need to really pack a punch. We're going against some really dangerous people after all."

"I know, that's why I'm upgrading my webbing," Peter said. "We just need to be careful with our testing. We don't want to alert anyone to our presence."

"Who are we going to alert?" Shocker asked. "Everyone that's dangerous is back in Equestria."

"That we know of," Peter said. "These guys can travel the multiverse, who's to say they haven't come back and are waiting for the next moment to strike?"

"Eh...good point I guess," Shocker said.

"Plus, not all the villains are there," Peter said. "I probably got some old enemies of mine that are still around."

"They hang around the city, not Upstate," Shocker said.

"Word travels fast," Peter said.

"Well anyway, I don't know who else is even around," Shocker said. "Kingpin maybe, but he's got his own troubles. I imagine that attack on New York City a few weeks back has him busy. The Hood's also out doing whatever."

"With Martin Li in Equestria, it looks like Fisk and Robbins are having quite the power struggle," Peter said, before some dread took over. "That actually has me worried. I wonder if I should look into that?"

"What happened to staying out of trouble?" Shocker asked. "The moment either guy spots you, they'll go through hell just to finish you off. I don't need to tell you that you left a lot of enemies behind, people who still want you dead."

"Still, some days when I'm in Equestria, I worry that I basically abandoned New York," Peter sadly admitted as he looked to the side, now deep in thought of his current dilemma. "The people there counted on me. Without me there-"

"They were just fine," Shocker finished, earning Peter's curiosity. "Look, I get you were worried, but you weren't the only hero in New York. People like Daredevil, Luke Cage, Iron Fist and Jessica Jones stepped up in your absence. I certainly didn't fare any better with one of those nutballs around."

"They keep you out of trouble?" Peter asked.

"I took a punch from Luke Cage, bastard hits like a truck," Shocker said.

"Yeah, that adds up," Peter said.

"Don't even worry about Fisk either," Shocker said. "After all, I think we both know someone that handles Fisk just as well as you do."

Peter thought back to his good friend Daredevil, knowing full well that he too prioritized stopping Kingpin just as much if not more than he did. "Good point. I do feel kind of bad for leaving it on them though."

"They made their choice," Shocker said. "Not like you made them do anything. They would be doing this thing regardless if you were a hero or not."

"I guess so..." Peter said. "Still, did I shirk my responsibilities?"

"Wow..." Shocker said as he glanced at Peter. "Kid, I gotta admit. You really take this hero thing to heart. I honestly respect and admire that determination. But you really gotta stop acting like villainy depends on your existence. It's not like you went somewhere else just to screw around. You became the protector of another country, that's way more intense than just keeping New York City safe. Now enough with the worries already. You're a hero, show a little optimism."

"...I can't believe I'm getting advice like this from one of my old villains," Peter said.

"Watch it kid, I'm not that old," Shocker said.

"Well, thanks though, I appreciate you looking out for me," Peter said. "You really aren't such a bad guy, I don't know why you became a crook."

"Like I always say, it wasn't my dream to be a crook, life just left me with no choice," Shocker said. "I wanted to be an engineer, I even went to college for it."

"It's not too late," Peter said. "Bad as you were, you were never evil like The Green Goblin. There isn't anything you've done that can't be reversed. You can start over. Taskmaster did, and now he's Captain of the Guard in Canterlot. He's actually pretty happy about that."

"Heh, gotta say, I didn't expect Masters to make it that far," Shocker said.

"Doctor Connors has been doing well with his treatment, and Marko has been trying to put everything behind him as well," Peter said. "Marko teamed with The Avengers once. You can do that too. Imagine being a member of The Avengers, doesn't that sound cool?"

"I guess..." Shocker said. "Kid, answer me this. What really drives you as a hero? Like, I heard about your uncle, and I'm sorry that happened to him. But was it really just that?"

"It's something I think about a lot," Peter said. "My wife believes I could have been a hero even without my uncle dying. But honestly, it's not just because of what happened, it's because I allowed it. Had I not been stubborn, my uncle wouldn't have been shot. I can't make that mistake again. Hesitation leads to death."

"Well, that explains why you're so worried," Shocker said. "Still, why is it completely your fault? Couldn't someone else have stopped that mugger?"

"It doesn't matter if someone else didn't stop him, what matters is that I didn't stop him," Peter said. "Every man is responsible for the good he did not do."

"Well someone's getting philosophical," Shocker said.

"Point is, if I have the power to do the right thing, I should take it," Peter said. "It's what my Uncle would want."

"I think he'd also want you to chill out a bit," Shocker said. "Life's too short to worry about this crap. Do your best, but stop acting like you're Jesus himself. You've done plenty of good in your life, just keep up the pace and you'll be fine."

"Funny, it feels like everyone keeps telling me stuff like this," Peter said.

"Wow really? Gee it's almost like maybe it's something you should do!" Shocker said. "What's it going to take for you to just lighten up?"

"I wish I knew," Peter said.

Not too long later, Sonata walked by while stuffing her face with a bag of pretzels. She noticed the boys and started speaking despite her mouth being full. "Hoi Petuh, hoi Humie!"

"Sonata, don't talk with your mouth full," Shocker said. "Also you really, REALLY need to dial back with the junk food."

"I'm honestly amazed she hasn't gained any weight," Peter said. "She must have really fast metabolism."

"What..." Sonata swallowed her pretzels before resuming. "...Are you boys up to?"

"Just working on our gadgets and getting ready to storm Equestria and take the land back," Shocker explained.

"Neat," Sonata said.

"Hey, do you have any suggestions on what to do when we go against your siren friends?" Peter asked.

"Here's some good advice for fighting them," Sonata then got in Peter's face, glaring hard at the hero. "Don't!"

"Uh...noted," Peter nervously said.

"Sonata, if they attack, we gotta fight back," Shocker said.

"I can talk to them, just please don't hurt Adagio or Aria," Sonata said. "More than that, please do not hurt Cozy Glow. If you could spare Marty too, that would be a big help."

"I'll let you handle Aria and Adagio, and we'll stay away from Cozy," Shocker said. "But, we make no promises with Martin Li. He's too dangerous to leave to chance."

"We'll do our best though," Peter said.

"Hey, don't be soft," Shocker said.

"Herman, just let him try to spare them," Sonata scolded. "The real bad guys are The Green Goblin, Doctor Doom and Albert Wesker. Plus a bunch of others, but those are the main ones."

"Don't worry, I will definitely not let The Green Goblin escape," Peter said. "Not after all the cruel and terrible things he's done."

"Things are personal with you and Osborn, right?" Shocker asked. "What did you do to piss him off?"

"Foil a guy enough times, and he'll make things personal," Peter said.

"Peter," Twilight said as she came into the room. "Sunset's out back, I think she's waiting for you."

"Probably wants to do more training," Peter said as he attached his web shooters. "Time to test these things out."

"Finally, someone worthy of my testing," Shocker said as he placed on his gauntlets. "Let's go, Spidey."

The two had gone out back, leaving Twilight with Sonata for the moment. Twilight turned to the girl who was still stuffing her face.

"Have you tried eating more fruits?" Twilight asked.

"Don't you judge me," Sonata said.

Twilight shrugged it off before focusing back on the girl, "Hey, is there anything else we should worry about with those villains back in Equestria?"

"Hey I told you all that I could," Sonata said. "The Green Goblin never talked to me much, Tirek was too mysterious, and we didn't interact with Wesker and Doom until much later."

"Their goal is the multiverse," Twilight said. "How were they going to pull that off?"

"With numbers," Sonata said. "That's why we weakened their worlds a bit. If all is going to plan, then I think Super Skrull went back to Sega to weaken that world with help from Doctor Eggman. There's people fighting back but Kl'rt is really bringing it to them."

"Sega...that's where Sonic is from," Twilight noted. "Chances are he and his friends may be leading the charge."

"Or what's left of them," Soanta said. "Goku Black really did a number on Sonic's world, and killed a few of his friends."

"So I've heard..." Twilight said, feeling sympathy for the fallen. "I shudder to think what Goku Black could be doing in Equestria."

"Honestly, he might have gone back to his own dimension," Sonata said. "He has some unfinished business there. That world's only hope is a boy named Trunks, and some members of a group called The X-Force."

"I remember Trunks, he's Vegeta's son from the future," Twilight said. "Rather his world's future."

"Exactly," Sonata said. "And Wesker's got some muscle of his own watching over Capcom. There are actually some villains that haven't shown up in Equestria that are under his payroll. Figuratively speaking for some."

"How many more?" Twilight asked.

"I don't remember," Sonata said. "I think he mentioned some guy named Urien, and that he didn't want to show up to the meetings. He also mentioned a Balrog too."

"Balrog? He was there when Capcom first invaded Equestria..." Twilight said. "He's that sleazy boxer."

"That's him," Sonata said. "He has his own sub-section of Shadaloo, so they might be thrashing Capcom."

"...Has Wesker or anyone mentioned someone from this world?" Twilight asked. "Here in Marvel?"

"I think I heard the name Kraven," Sonata said.

"Kraven? As in Kraven the Hunter?" Twilight asked.

"I don't know any other Kraven," Sonata said. "For all we know, he's in this world somewhere."

"That worries me," Twilight admitted. "So much chaos, and Tirek's been planning this for ten years?"

"Well longer, but it was ten years ago when he met The Green Goblin and Electro," Sonata said. "Then me and the girls showed up a year later, then sometime afterwards, we got Shocker on our side. Then the more that got sent to Tartarus, the more that came back. Like Mysterio, and Marty, and Cozy, and Scorpion."

"Scorpion...I believe he's dead," Twilight recalled. "He along with that Mad Gear Gang member, and Annahilus."

"Did you say 'Annihilus'?" Sonata asked. "That big, bug monster?"

"Yes, Rogue mentioned that a man named Kratos finished him off," Twilight said.

"Well, that's strange," Sonata said. "I heard he was immortal and couldn't die."

Twilight slowly turned her attention to Sonata, staring in disbelief, "You mean that monster could still be alive!?"

"Yeah, but maybe it's nothing," Sonata said. "I might have gotten the wrong information."

"Sonata...this is not something I can leave to chance," Twilight said. "Do you know for sure if he can come back or not?"

"I think Doom mentioned it, but like I said before, he never really talks to anyone," Sonata said. "More often than not, a lot of us aren't even talking to Doom. We find out later that it's just some robot and that Doom is somewhere else plotting stuff. He's not very social."

"Great, so Doom can recreate a perfect robot of his likeness," Twilight lamented. "For all I know, that wasn't the real Doom fighting us out there."

"I'm pretty sure it was, but yeah, it might have been a fake," Sonata said. "Those old co-workers of mine are very sneaky."

"This is not easing my worries," Twilight said.

"Sorry I can't be of more help," Sonata said.

"Can you at least tell me about that Bell?" Twilight asked.

"I already told you," Sonata said. "It's an old Bell used by Gusty the Great that stole Grogar's powers, then got sealed away because it was too dangerous to use."

"But how does it work?" Twilight asked.

"I don't know Twilight, you're going to have to ask Celestia," Sonata said. "She's been alive long enough to remember Grogar and Gusty the Great."

"I can't get two words out of Celestia lately," Twilight said. "She just stays cooped up in her room."

"Still?" Sonata said. "Even after that tour yesterday?"

"She seems worse," Twilight said. "I think she's homesick."

"We're all homesick, but we're trying our best here," Sonata said. "Now I suggest we march up there and get some answers out of her about Grogar's Bell. And maybe those other Artifacts. They did steal Queen Novo's Pearl."

"Right, that's how the non-Equestrians returned to their original form," Twilight noted.

"That might be able to be used to our advantage too," Sonata said. "It's just going to take a little bit of planning."

"Anything else?" Twilight asked.

"We can try grabbing that Idol from Griffonstone and that Scepter from the Dragon Lair too, but they're pretty useless compared to the Bell and The Pearl," Sonata said.

"I'm honestly amazed you got that Bell," Twilight said. "You really climbed Mount Everhoof just to reach it?"

"While braving a magical snowstorm too," Sonata said. "It was fine. It was just me, Cozy, Aria, Adagio, Herman, Max, Quentin and Marty. We had lots of fun."

"You sound so fond of them," Twilight said.

"Well yeah, you know I'm close with Adagio and Aria, we're like sisters," Sonata said. "Then we adopted Cozy Glow into our family as our little sister. Then came Herman who was like that cool big brother. Then there's Max who was that pouty cousin. Then Quentin, our theater kid best friend. Then Marty, who's like that father figure to us. We felt like one big, happy family."

"And that's why you want to keep them safe, right?" Twilight asked.

Sonata nodded in confirmation, "They mean a lot to me. I just can't understand why I'm in this position. Aria and Adagio have been through so much with me since our banishment. Cozy...I promised her that I would take care of her, and I have. I've been very doting towards her. Max, Quentin, Marty...I really thought we were close."

"Well, you believed it was fear that caused friction, is that correct?" Twilight asked.

"Yeah, there was definite fear," Sonata said. "I can't be too mad that they wouldn't stand up to Doctor Doom and the others, but the betrayal still stings."

"I imagine it would," Twilight said. She then gently placed her hand on Sonata's shoulder "Don't worry, we'll do our best to fix this for you. I promise."

"...Thanks Twilight," Sonata said. Despite Twilight's words, the girl could not help but worry about her friends.

Outside, Lightning Dust was seen throwing some discs into the air while Peter webbed them down.

"Great work Spidey, looks like your precision isn't slacking," Lightning Dust said.

"Yeah, that's still fine at least," Peter said as he checked his web shooters. "Though, I still feel a little off. Like, maybe I can do a bit better."

"You're fine," Lightning Dust insisted. "Alright, time to test Herman's precision."

"Screw that, my gauntlets have a kick to them now," Shocker said. "Give me a big target."

"Big huh? Sure, let's roll with that," Lightning called over to Sunset. "Got something big?"

Sunset used her magic to levitate a massive boulder in front of Shocker, earning an excitable reaction from the former villain.

"Now THIS is what I'm talking about!" Shocker aimed his gauntlets and charged up. "Try not to get caught in the blast!"

Everyone waited in anticipation as Shocker readied an incredible blast, with Lightning Dust eager, Thunderlane worried and Sunset readying a forcefield.

Peter however noticed that the gantlets were making a strange noise. He wasn't sure what to make of it until he saw a tiny spark with some smoke coming out of it. "Shocker..."

"Get ready for a blast!" Shocker said as he was about to fire.

"Shocker, wait!" Peter called, but the man was too in the zone.

"AND FIRE!" The moment Shocker pressed his button, Peter rushed in to yank the gauntlets off and threw them into the air just before they exploded, the soundwaves worrying everyone in the house.

Trixie had poked her head out to yell at everyone, "What is going on down there!? I am trying to read a book!"

"Sorry!" Lightning Dust called.

Peter looked relieved that the situation had calmed itself, the hero immediately checking on Shocker. "Hey, you alright there, Herman?"

"Yeah..." Shocker said, albeit in a disappointed manner. "Crap...so much for my gauntlets."

"Herman, you nearly lost your hands," Lightning Dust said. "Is that more important than your gauntlets?"

"Hey, the point of the gauntlets was to have power so I can blast our enemies to smithereens," Shocker said. "All this shows me is that I still have more work to do."

"Fine...also Peter just saved you, don't you think you owe him a thanks?" Lightning Dust asked.

"It's fine, don't worry about it," Peter said as he looked down at his hands. "I barely reacted in time anyway."

"Well, I am glad you were here Spidey," Shocker said. "Pretty relieving to be at the other end of a rescue."

"Yeah sure..." Peter walked off with a lot on his mind as he wandered off.

"What's with him?" Thunderlane asked.

"Geez, he must have really been worried about you, Herman," Lightning Dust said.

"No, something tells me he has something else on his mind," Shocker said.

Twilight had just come outside with Sonata, the girl frantically looking around. "What was that explosion!?"

"That was me," Shocker said. "My new Gauntlets had too much power."

"Ugh, you gotta be more careful than that, Hermie!" Sonata said.

"I'll do my best," Shocker said, then turned his attention to Lightning Dust. "I don't suppose you have any suggestions."

"Do I look like an engineer?" Lightning Dust asked.

"To be fair, you help design those dangerous looking traps that you and your Washout Buddies like to fly through," Shocker said.

"There's designing traps and doing whatever it is you're doing," Lightning Dust said.

"Just work with Peter, he's got his own gauntlets," Thunderlane said.

"He's got enough on his plate, and I gotta get this done now," Shocker said. "I'm itching for payback and I want to make sure it's the most painful experience possible for the bastards who screwed me over."

"I feel the same way," Lightning Dust said. "I can't wait to go back to Equestria and kick some ass."

"I'd settle with rescuing my family," Thunderlane said, the man sadly looking aside. "I'm really worried about my brother and nephew. Flitter and Cloudchaser. I'm definitely worried about my daughter."

"I know how you're feeling," Twilight said. "I'm worried about my son. I'm glad Mary Jane is keeping an eye on him but...I'd feel better if he were in my arms."

"They know we're alive, right?" Lightning Dust asked. "I imagine that'd be one less thing for them to worry about."

"Julia did say she was going to tell a few of them, she's trying to keep our survival a secret for now," Twilight said. "This way we have the advantage against the villains."

"Honestly, I can't imagine that will last long," Shocker said. "These guys aren't dumb. All they need to do is find proof that we survived the blast, and they'll come after us."

"Well hopefully they haven't caught on," Twilight said.

"Mom?" Mayday had come outside with Franklin. "Frankie and I heard a boom."

"That was me kid," Shocker said. "My gauntlets exploded."

"Oh no..." Mayday ran over to the man and checked his arms. "Are you hurt?"

"I'm fine, your pops helped me out," Shocker said. "I put too much energy into them."

"You have to be careful with that, your gauntlets are too small to handle that output without the proper modules to contain it," Mayday said. "You might need some really strong metal and better wiring if you want a strong blast."

"Well unfortunately, we're limited on resources," Shocker said.

"Can't you contact Eris?" Mayday asked. "She can pop some materials into existence."

"Couldn't she pop the whole thing?" Sonata asked.

"I don't know how her powers work, besides it's better to build it yourself," Mayday said.

"It is, but I'd rather not rely on her," Shocker said. "I can barely trust that woman."

"That so?" Eris asked, popping into existence and startling Shocker, Mayday and everyone around.

"For God's sake, lady!" Shocker shouted. "Learn to knock!"

"Seriously, that's getting really old," Thunderlane said. "Bad enough Julia does it too."

"Does what?" Julia asked, her presence startling everyone again.

"These fucking ladies, I swear..." Lightning Dust lamented.

"Julia, what brings you here?" Twilight asked.

"I just came to check on you," Julia said. "How goes your progress?"

"Fine...it looks like we hit a few snags, but we're getting there," Twilight said. "How's Equestria?"

"Your friends are doing a good job of suppressing the threat for now," Julia said. "But things are getting grim. As of right now, almost every major city in Equestria is under their command. From Canterlot, to Manehattan, to Las Pegasus. Even places outside of Equestria such as Griffonstone and The Dragon Lair have fallen."

"Is it really that bad?" Lightning Dust asked.

"I'm afraid so..." Julia said.

True to her word, each city was being hit hard in different ways.

Electro had molded the city into his image as he sat upon an electrical throne, using his powers to command the ponies below.

"So this is what it's like to feel like a God!" Electro boasted as he used his electricity to show his face across the screens. "Work hard ponies, if you slack off, well you'd be in for quite a shock!"

Electro sent out a warning shockwave to encourage the ponies to work faster as he glanced at a nearby picture that Cozy Glow had made once, featuring himself, The Dazzlings, Mysterio and Shocker.

"Damn Herman, if you hadn't screwed up, you could have your own piece of the pie," Electro said. "Same with you Sonata, you really broke Cozy Glow's heart."

Within Griffonstone, Tron Bonne was seen laying on top of a pile of treasures that she found, thanks to the Idol of Boreas.

"Now this is how a Queen is supposed to live," Tron said as she clapped her hands. "Servbots! More lemonade!"

"Yes Miss Tron!" The Servbot said as it went to grab more for the Pirate Queen.

"I bet Wesker will be so happy about how I'm ruling this place," Tron said as she glanced at a picture of her brothers. "I should call Tiesel and Bon over. They'll be so proud!" Tron glanced at another picture, one featuring two people. "If only my parents could see me now."

In Canerlot, despite his troubles the day prior, Tirek continued fiercely ruling over the land, keeping a closer eye on the ponies.

"Work faster!" Tirek shouted. "Thanks to those so-called heroes, your work just got doubled!"

He looked out to the distance, trying to figure out where his enemies may have gone.

"You won't evade me for long, I will take my revenge against you fools!" Tirek warned. "I will make you watch as I destroy everything that you hold dear!"

Back with Julia, the woman shuddered as she considered just how many lives were being affected by the villains' rule.

"This is just Equestia too, some villains have even returned to their home worlds to wreak havoc there as well," Julia said.

"Just like I thought," Sonata confirmed. "I bet Goku Black is one of them."

"Yes, and I believe the one called Shredder has returned to his world as well, with his newfound power to boot," Julia said.

"I still don't know where that guy came from," Twilight said. "The only clue is that he's an enemy of those Ninja Turtles, as Donatello confirmed to me."

"Badass name though," Lightning Dust said. "When someone's called Shredder, you know he kicks butt."

"It's also a cruel reminder that they will align with anyone in the multiverse," Julia said. "If they worked with Shredder with little hesitation, imagine them aligning with The Justice League's villains."

Sunset turned to the side, the girl thinking about this herself, "Cammy was worried about this too."

"Not to brag, but I think we can handle whoever that world sends our way," Twilight said.

"Even if it's The Joker?" Shocker asked. "I won't lie, even I would be a little worried fighting that guy. Especially after the stories I've heard."

"I can handle a clown," Twilight said.

"Someone's confident," Eris said. "But enough of the What-Ifs, if you strike soon enough, those villains won't have time to make new allies."

"That is the plan," Twilight said. "We still need a little more time; I don't know if Peter's ready."

"How much more do you need?" Eris asked. "It's already been about three weeks."

"I realize that, we're not exactly sitting around doing nothing," Twilight said. "We're trying here, but Peter's not quite ready, and I don't know if anyone else is either."

"I need more time for my Gauntlets," Shocker said.

"I'm ready to go," Lightning Dust said.

"No, you're not," Thunderlane said. "Not without us at least."

"Hey, I want to rescue your family too," Lightning Dust said. "Your family is my family. Plus, I'm worried about Logan, Laura and Fluttershy."

"Logan..." Twilight thought about the older mutant. "I hope he's alright. Does he know we're alive?"

"I told him," Julia confirmed. "Just yesterday too."

The night prior at the edge of Klugetown, Julia had gathered the remaining Elements along with their husbands. Mary Jane Watson was also present with Laura.

"So, I bring some good news," Julia said. "Peter, Twilight and the others are still alive."

"For real!?" Johnny asked, the hero's eyes lighting up. "They're really alive?"

"You better not be pulling our legs!" Applejack warned.

"I assure you that they survived," Julia said. "They were pulled out at the last second by Eris. They're currently on Earth, recovering and preparing."

Mary Jane felt very relieved to hear this, "I knew Peter would be okay."

"He is okay, right?" Bobby asked. "I know you said he's alive but..."

"He was in a coma for at least a week and a half," Julia confirmed. "He's back up and getting ready to return."

"A coma?" Johnny asked in worry. "I'm glad he's alright, but a coma? Man, those guys really messed him up then."

"Peter needs to improve his strength," Julia said. "He is unfortunately not ready to return, but he is working at it."

"Hey after how bad things got, of course he's gonna need to buff up," Remy said. "No use in him coming back if he's gonna get another whoopin'."

"I'm glad Peter's alright, and Twilight too," Applejack said. "What about mah sister though?"

"She's alive and well," Julia confirmed.

"Oh thank heavens..." Applejack said, the mare almost crying in relief as Remy knelt down and pulled her into a comforting embrace.

"That means Franklin's okay too," Johnny confirmed. "We gotta tell Reed and Sue!"

"They know," Julia confirmed. "They're with Capcom right now, and they already knew."

"Wait, Reed and Sue knew!?" Johnny asked. "How come I'm the last to know? I'm Franklin's uncle!"

"Hey, maybe Ben doesn't know yet either," Rainbow Dash said.

"He knows," Julia said.

"BRUH!" Johnny shouted.

"Easy babe, what matters is you know now," Rainbow Dash said.

"That means Mayday's alright too," Logan said.

"Yes, she also survived," Julia said.

"Oh thank goodness," Fluttershy said.

"That also means Lightning Dust is alive!" Laura said, the girl actually smiling. "Sweet!"

"This is perfect, so everyone's alive," Wade said. "Those dumbasses couldn't get the job done. Now all we gotta do is wait for Peter to come back and kick ass."

"Assuming we don't liberate Equestria before his return," Johnny said. "We might actually beat Peter to it."

"Hell yeah," Laura said.

"This is perfect!" Pinkie said. "I can't wait to tell everyone!"

"Hold on a second, if you tell others about this, Peter may lose the element of surprise," Julia confirmed. "For now, let's keep it a secret, okay?"

"A secret!?" Pinkie asked. "But...I'm not really good at secrets."

"Besides, you really want to keep something like this a secret?" Johnny asked. "What about their other friends?"

"Rumble deserves to know his brother's alive," Laura said. "He should also know about his wife too."

"Ah gotta tell Big Mac that Apple Bloom's alive," Applejack said. "We should tell Sweetie Belle and Scootaloo too."

"We gotta tell Shining Armor and Cadance about Twilight for sure," Wade said. "Flurry Heart and Luster Dawn need to know about Mayday too."

"I should tell Harry about Peter," Mary Jane said. "Flash too."

"...Okay, you can tell them, but don't let it spread out too much," Julia said.

"Do it in the morning though, it's late and everyone needs sleep," Logan said. "It's hard to sleep with the excitement."

"Good point," Johnny said. "Anyway, thanks for keeping us up to date. With Peter alive, we can try to work him into our plans, should he be ready."

"I will let you know," Julia said as she left.

Back in the present, Twilight was relieved that her friends knew of her survival, "At least my brother will know."

"Mine too," Thunderlane said.

"They will keep those villains busy, but try not to take too long," Julia said.

"Just give us another week," Lightning Dust said.

"Or two," Thunderlane siad. "Just to be safe. I want to get back to my daughter and brother, but I also want to be ready to protect them."

"My, how admirable," Eris said. "It's sweet how all of you are so worried."

"By the way, how's Discord doing?" Twilight asked.

"He's fine, he's in a shack where Fluttershy checks up on him," Eris said.

"Seriously?" Shocker asked. "Leave that guy to rot, this is all his fault."

"Fluttershy wouldn't do that, she's too kindhearted," Thunderlane said.

"Still, that guys deserves some comeuppance for all this crap," Shocker said.

"Do you really want to talk, Herman?" Eris asked. "Remember, you were just fine with the plan until you got betrayed."

"Herman didn't get betrayed, he turned on the others while trying to protect me," Sonata said.

"And Sonata turned on the villains trying to protect me," Mayday said. "She and Herman are really good people."

"Aw..." Sonata rubbed Mayday's head. "You're such a sweetheart!"

"It's nothing..." Mayday bashfully insisted.

"By the way," Shocker focused on Eris. "You had your hand in this as well, don't you dare act like you did much."

"Herman, she rescued us," Lightning Dust reminded. "We kind of owe her our lives."

"Consider it even, I did it to earn your trust after all," Eris said.

"At least you're honest," Shocker said.

"Well, we shall leave you to your training," Julia said as she focused on Eris. "Let's be off."

"Ta-ta for now," Eris said as she and her friend left.

"So...now what?" Shocker asked.

"Let's find Peter and make some plans," Lightning Dust said.

"For training?" Sonata asked.

"No, for another city trip," Lightning Dust said. "He promised us Manhattan."

"You really want to go to the city?" Thunderlane asked. "After what we found out?"

"Hey, we'll train, but we should have some fun," Lightning Dust said, then turned to the nearby child. "Besides, I bet Frankie here has more ideas to woo Mayday."

"H-Hey!" Franklin shouted as Mayday began blushing.

"Peter did say he wanted to take another trip," Twilight said. "He even still has more of Queens that he wants to show off. He definitely wants to take the kids to Citi Field soon, despite Shocker's insistence that we don't go."

"Hey if he wants to see money to see New York's second worst team get their asses kicked, that's on him," Shocker said.

"You know The Mets have actually gotten better," Franklin said.

"I'll believe it when I see it," Shocker said.

"We also gotta make time for that Coney Island place," Sonata said. "Autumn Blaze sounded really excited about it."

"Alright, we'll train for a bit, then go to Manhattan," Twilight said. "Come on."

Just as everyone went to train, Franklin walked over to Mayday and took her by the hand, "I have some places I'd like to show you, even in Manhattan. It may not be as exciting as the New York Hall of Science but-"

Mayday placed her finger on Franklin's lips, then brought him in for a quick kiss. "Just spending time with you is enough."

"Heh...thanks," Franklin said, still feeling the effects of their previous moment of passion, one that was interrupted by the explosion of the gauntlets.

"So...wanna keep kissing?" Mayday asked.

"I love kissing you, but I kind of want to watch a movie with you instead," Franklin said. "I take it you've already seen all of Star Wars?"

"Not all of them, daddy only showed me the original trilogy," Mayday said. "It's weird knowing that Luke Skywalker is real."

"That's the multiverse for you," Franklin said.

"Mom wants to see Lord of the Rings since daddy told her about it," Mayday said. "Meeting the real Legolas made her even more curious. But right now she's reading through those Harry Potter books."

"Good choices," Franklin said. "So um...how about a cartoon movie?"

"Sure, which one?" Mayday asked.

"Ever hear of The Lion King?" Franklin asked.

"Hm...sounds familiar, but lets watch it," Mayday said.

"Come on," Franklin said as he led Mayday inside.

Back in Equestria, Laura had just alerted Flitter and Cloudchaser about Thunderlane's survival.

"He's really alive?" Flitter asked, then turned to Felicity. "You hear that? Your daddy's alive!"

"Hey, lower your voice," Laura said. "We're trying to keep this discreet so it doesn't find its way to the villains."

"Oh right, of course," Flitter said.

"So...if they're alive, what now?" Cloudchaser asked.

"Peter's training for a comeback," Laura said. "Which means we need to keep this world safe until he arrives, otherwise he'll come back to protect nothing."

"Makes sense," Cloudchaser said, the girl still processing the news she was told. "Man, to think they were alive this whole time...Thunderlane, Apple Bloom, Peter..."

"It's a lot to take in, but I got this straight from Madame Web," Laura said. "I suggest we keep going out there and bringing the fight to our enemies."

"Of course," Cloudchaser said.

"Should we let Rumble know?" Fitter asked.

"Johnny went to do so, it should be fine," Laura said.

"What do you mean Rumble's not here!?" Johnny asked in disbelief, the hero alongside his wife.

Lyra, who was rocking Cumulon to sleep, just shrugged it off, "He said he was busy. He left somewhere with Sweetie Belle and some friends."

"Crap, we had something important to tell him," Johnny said.

"Did he say when he'll be back?" Rainbow Dash asked.

"Not that I know of," Lyra said. "He just told me he was leaving and asked if I could watch over his son. I was delighted to, mainly since I want to have a kid myself soon."

"Any reason you haven't had one?" Johnny asked.

"Well...not sure if you remember, but I'm married to another mare," Lyra said. "You know, Mrs. and Mrs., hugging, kissing, nightly activities. Bonnie and I do all that with each other."

Johnny's face turned red as dirty thoughts filled his mind. He cleared his throat while trying to suppress a smile, "Continue..."

Rainbow Dash smirked at Johnny before focusing back on Lyra.

"Since we're both girls, we can't have babies, no matter how much sex we have," Lyra said.

"...Have you tried harder?" Johnny asked. "Perhaps with an audience?"

"Too on the nose there, hon," Rainbow Dash said, then focused on Lyra. "You could adopt, Derpy did with her first kid."

"That's a possibility," Lyra said. "We also considered a donor."

"Would that donor be in bed with you?" Johnny asked.

"Johnny!" Rainbow Dash scolded.

"I don't mean me! I mean like...I don't know," Johnny said. "Tender Taps?"

"...Huh?" Rainbow Dash replied.

"Well, I actually considered Peter once," Lyra said, with a hint of sadness in her voice. "But Bonnie wasn't sure if it would affect our baby. Mayday seemed fine, I don't know if she had any major mutations."

"She has something," Johnny said.

"It doesn't matter since Peter's gone," Lyra said. "But, that would have been a nice thing to consider."

"Well, that's the thing," Rainbow Dash said. "Peter's alive."

"Huh?" Lyra asked. "But...I saw his house explode! With him in it!"

"He was teleported to Earth at the last second," Johnny said. "Same with everyone else. Twilight, Mayday, Starlight, and all the others."

"Wow...this is amazing!" Lyra said, the girl in disbelief. "That means...this little guy's mother is still alive!"

"Keep it on the down low," Johnny said. "We're fine telling you since Peter's a friend of yours too."

"And I know you and Twilight are childhood friends," Rainbow Dash said.

"Finally!" Lyra said. "You know, so many ponies forget that! Kind of bugged me that Twilight herself often forgot. It's like she doesn't care."

"She literally officiated your wedding with Bon Bon," Rainbow Dash said.

"Yeah, it was a beautiful day," Johnny said. "All the guys just ate up that kiss you had with Bon Bon."

"Aw, nice that they really appreciate romance," Lyra said.

"Oh yeah, we definitely appreciated it," Johnny said, the man confidently smiling.

"Johnny...is there something you want to tell me?" Rainbow Dash asked. "Or ask me to do?"

"...Nothing you're not comfortable with," Johnny said.

Rainbow Dash shrugged it off, "Still, we gotta find out where Rumble went. I hope he's alright, especially with that wing."

Rumble had snuck into Ponyville, sneaking past some guards on the way to the building that was once The Castle of Friendship. He wasn't alone, as Sweetie Belle joined him, alongside Scootaloo, Ocellus, Silverstream, Gabby and Smolder.

There were a few guards patrolling, keeping an eye on some enslaved ponies as they built some monuments in town, each fo them dedicated to Cozy Glow and her closest friends.

"Someone's got an ego," Scootaloo said. "Cozy Glow can't be brought down soon enough."

"Same with those dangerous friends of hers," Rumble said, the boy looking back at his wing. "I really want to get a little payback on the Siren who did this to me."

"Don't get too emotional, remember this is our chance to weaken the enemy's defense," Sweetie Belle said.

"Yeah, I know," Rumble added. "Come on."

The group snuck around town, bypassing all the guards to the best of their abilities. It wasn't too easy as some of the guards were a lot more vigilant than they would have liked.

The moment a few got too close, Sweetie Belle had used her symbiote to grab and dispose of them, or Smolder used her dragon strength to knock them out.

The front entrance had some guards in place as well, to which Rumble used his speed to remove them before anyone noticed.

With the guards out of the way, Rumble gestured his team over, "This way, quick!"

Everyone had run inside, with Silverstream being the first to comment on the inside of the Friendship Center.

"This place sure brings back memories," Silverstream said.

"Yeah, it's where we all met," Ocellus said.

"Well, it's where three of us met," Smolder said. "Along with Sandbar, Gallus and Yona."

"This is also where we met Cozy Glow," Silverstream said. "Little did we know, she wasn't as she seemed."

"That we know of," Ocellus said. "She could have been controlled."

"No way, she knows what she's doing," Scootaloo said. "We're going to find her and put a stop to her."

"Just be careful, you never know..." Rumble heard some talking down the hall. "Quick, hide!"

Everyone jumped into a nearby room, listening in on a conversation.

"To think that kid found a secret entrance like that," Came the voice of Poison. "That could lead us to a very lucky find."

"I just hope that place isn't cursed or anything," Came the voice of The Prowler. "This world sure has some freaky magic."

"Well with any luck, we can use it to our advantage, and crush those heroes," Poison said.

"If we're lucky," The Prowler said. "Anyway, I gotta head to the Dragon Lair and find some stuff to pawn off. I might be able to get The Tinkerer of my world to cut a deal with me regarding some much needed upgrades. I have a Spider to take down."

"Isn't Spider-Man dead?" Poison asked.

"The one of this world, but I'm after the one that came here from my world," The Prowler said.

"...Oh right, there's some skinnier Spider-Man in a black suit," Poison said.

"Things are personal between the two of us, so I'd rather be the one to take him down," The Prowler said.

"Fine by me," Poison said. "I just need to finish getting all the weapons I need to bring the Mad Gear gang into power. I should try meeting up with Hugo and Abigail, and lead our boys on an assault over Metro City."

"Need backup?" Prowler asked as he extended his electric claws.

"Sure, do this right, and we'll make you an honorary member of our gang," Poison said.

The two had long gone, to which Rumble came out of his hiding place with his friends.

"Magic huh?" Rumble said. "Better find it before those jerks use it for evil."

"Where could it be?" Smolder asked.

"Not sure, but we'll find it," Rumble said. "Come on."

As they searched the school for any sign of this magic, Sweetie Belle felt something strange. Her horn began glowing as she looked down toward a room.

"Hey, follow me," Sweetie Belle said.

Everyone joined the girl as they ran toward a library. They waited out front to make sure there was no potential danger. Ocellus had briefly transformed into a fly to search the area before coming back.

"The coast is clear," Ocellus said as everyone entered the room.

Despite her hopes, Sweetie Belle didn't find anything useful, much to her disappointment. "I was sure I felt something."

"Maybe there's still something around," Rumble said. "Check every corner."

The young heroes spread out, with Silverstream checking the ceiling, Smolder checking under some tables and Scootaloo moving some books, hoping one of them would activate some hidden passageway.

"Nothing's here," Smolder said. "Come on, let's try-"

"Wait up..." Rumble spotted a trap door nearby. "Look!"

Everyone walked up to the entrance, with Sweetie Belle feeling it out once again, "There's something down there."

"Come on then," Rumble said as he opened the trap door.

Everyone explored the area down below. It was dark, but fortunately Sweetie Belle was able to light a path with her horn. Ocellus was glowing as well, to the amazement of Gabby.

"Wow, you glow in the dark, Ocellus?" Gabby asked.

"Changelings glow when they feel love," Ocellus said, the girl blushing a bit. "Right now, I'm thinking about Sandbar."

"That's so cute!" Silverstream said. "Sandbar's supporting you even all the way out here. That is true love."

"I guess..." Ocellus bashfully said.

"Let's focus," Rumble said, then stopped in his tracks. "I hear something up ahead."

As they approached, they came across a secret meeting between villains, near what looked like giant roots.

"So...This was under the school this whole time?" Juri asked as she stood by Vergil, Cozy Glow, Aria and Martin Li.

"Seems like it," Martin Li said, using his naginata to slightly poke it. Suddenly some magical whiplash knocked his weapon back. "It's quite dangerous."

Vergil touched it with his sword, sensing a strong magical presence. "I can feel the power, but it's power we cannot weild."

"Should we get the bell?" Cozy Glow asked.

"Not yet, we don't know what this is capable of," Vergil said.

"I've felt this magic before..." Aria said. "Right around the time of the Plunderseeds."

"...Come to think of it, so have I," Martin Li said. "The magic here was strong enough to overpower Discord's magic."

"We need to seal this place off then," Juri said. "And find the root of the problem."

"This is the root though," Cozy Glow said.

"You know what I mean you little smart-ass," Juri said as Aria held Cozy Glow close.

"What is this the root of anyway?" Aria asked. "It looks like it's connected to some tree."

"The answer may lie in The Everfree Forest," Martin Li said. "We must find the cause, and exterminate it."

"Okay, well good luck with that," Cozy Glow said as she turned around.

"Where are you going?" Vergil asked.

"Back to my work," Cozy Glow said. "I'm trying to find Sandbar."

"Who?" Vergil asked.

"A boy she likes," Aria said. "He escaped with the other ponies."

"He is likely down south," Vergil said. "We've just finished seizing The Crystal Empire, along with Yakyakistan. None of the refugees were there, the only other place would be a remote area past the badlands dessert."

This revelation startled Rumble and the others.

"Are you certain?" Martin Li asked.

"Oh yeah, there's a place called Kludgetown where Spider-Man and Princess Luna fought some pirates," Cozy Glow said. "Then they crashed a ship into Las Pegasus, killing so many innocent ponies."

"That's likely where the refugees are then," Vergil said. "They must have been desperate."

"Then I will go to Kludgetown," Cozy Glow said. "I'll destroy the place, and bring Sandy home."

"You will remain here," Vergil said. "I will exterminate Kludgetown."

"Hey! Since when do I take orders from you!?" Cozy shouted. That earned her a sword near her neck.

"Do not try my patience," Vergil warned.

"Hey, back off!" Aria shouted as she pulled Cozy Glow away.

"Keep that child under control, or you will be joining that traitorous friend of yours," Vergil warned. "I will alert Wesker so we may dispose of this tree."

"If anything we'll go to Future Dragon World and ask Goku Black to destroy it," Juri said.

"We can't let that happen," Gabby said.

"Who's there!?" Vergil asked, startling the others.

"Smooth move, Gabby," Smolder scolded.

"Hey lay off, it was an accident," Rumble said.

"This goes beyond an accident!" Smolder shouted.

"Reveal yourselves!" Martin Li warned.

"...I'll keep their attention, you girls go," Rumble said.

"Are you nuts?" Silverstream asked. "I can't let you do that."

"Just go!" Rumble said.

"If you don't show up, we're going to you, and I can't promise if you'll live beyond that point," Juri said.

"Okay, okay...you got me," Rumble said as he stepped into view. "I surrender."

Cozy Glow's eyes widened in surprise, "Rumble?"

"Who's this supposed to be?" Aria asked.

"I'm...wait, you know who I am!" Rumble shouted. "You broke my wing a few weeks ago!"

"...I'm supposed to remember that?" Aria asked, much to Rumble's disbelief.

"Well, what about you!?" Rumble gestured to Martin Li. "You nearly sliced my wing off!"

"I do remember encountering a Pegasus," Martin Li said.

"Wow, you don't even remember the ponies you hurt," Rumble said. "Scumbags. For what you've done, you shall-"

Vergil dashed in to attack, but fortunately Sweetie Belle blocked the strike with a forcefield she quickly put up, though the power of the strike broke it immediately. "Run!"

"You!" Vergil shouted, then took a punch from the symbiote.

"Rumble!" Sweetie Belle saw that the boy was frozen in fear, to which she punched him on the arm, not too hard but enough to snap him out of it. "Let's go!"

"Uh, right!" Rumble said as he followed Sweetie Belle.

"After them! They might know where Sandy is!" Cozy Glow ordered as the others chased after the two.

"Sweetie Belle, I told you to run!" Rumble said.

"Good thing I didn't, Vergil nearly killed you!" Sweetie Belle made a sharp turn. "Over here!"

They hid down a path while the villains ran past them.

"Come on," Sweetie Belle led the boy out, though their presence was noticed by Juri.

"Hey wait, they're back this..." Juri said that everyone left, and opted to pursue them alone.

Rumble and Sweetie Belle ran further down the path, coming across the tree's roots once again.

"If memory serves me right, this is The Tree of Harmony," Rumble said. "It's connected to Twilight's friends in some way."

"The villains seemed afraid of it, you think it could come in handy against them?" Sweetie Belle asked.

"It may be our last hope," Rumble said. "If we can use the tree's powers-"

"Hold it!" Juri rushed in to strike, but Sweetie Belle managed to block the attack. "Oh look, Vega's little pet."

"Almost surprised he's not here, I figured he would have cheated death like Shocker did!" Sweetie Belle said as she fought back.

"You wouldn't be far off," Juri said. "Unfortunately, some of our allies just couldn't make it, Vega included. But don't worry, he may be back sooner than you expect."

"Fine by me, I owe him a beating!" Sweetie Belle said as she continued fighting Juri.

Meanwhile Scootaloo and the others were still trying to escape, the girl finding the trap door. "Not too much longer, let's-"

Suddenly Cozy Glow's magic beams flew past them as the villains got close.

"You're not getting away!" Cozy Glow shouted.

Smolder blasted some fire at the villains and kept running, unaware that Vergil leapt through with his sword out. The fire was not meant to do damage, rather it shielded them long enough for Smolder to create a smoke screen for an easy escape.

"Fools, I will not forget this," Vergil said.

Back with Juri, she continued attacking Sweetie Belle, getting a few strikes in that knocked her back. Fortunately Rumble rammed the woman, stumbling her long enough for Sweetie Belle to blast her down the pathway.

"We gotta run! She's too strong right now!" Rumble said as he helped Sweetie Belle along.

Juri came back, then took a quick look around, seeing that the two had escaped. "Morons, they're only delaying the inevitable."

Rumble had gotten Sweetie Belle far enough, keeping an ear out for any danger. So far, no sign of Juri, just like he wanted.

"Okay, I think we're...gah!" Rumble checked his wing, finding himself in pain. "Ramming her was a bad idea. She's tougher as a human too."

"Hey, let me check your wing," Sweetie Belle said as she looked over the appendage. "It actually looks like it's getting better, and...is this the strap you were working on?"

"Yeah, I don't know if it's ready," Rumble said. "I was hoping to find some place to test it out after this little mission."

"We'll get that chance soon," Sweetie Belle said. "Right now, we gotta make our escape."

"This is terrible..." Rumble lamented. "This should have been a big moment for me, to prove that I can be the hero Peter wanted. I figured if I couldn't fly, I'd just go after one of the leaders. Cozy Glow seemed easy enough. Aria would have been a nice bonus. But Vergil just had to be here too..."

"Well they are allies," Sweetie Belle said. "It's just bad luck."

"I almost died..." Rumble lamented. "Right when I was asserting my dominance too. All that shows is that they don't consider me a threat."

"All it shows is that villains fight dirty, so don't let your guard down," Sweetie Belle said. She then saw what looked like tears coming from the boy's eyes. "Rumble?" She heard some sniffling, which broke her heart. "Rumble..."

"Sorry, I shouldn't cry but..." Rumble wiped his eyes. "I really want to be better. After losing Peter, Twilight, Trixie, Thunderlane, Lightning Dust and Apple Bloom...I just have to avenge them somehow! I can't just take their deaths lying down!"

"You're not," Sweetie Belle said. "You're trying, but you're still learning. You can't expect to go against people of Vergil's caliber just yet." She wiped the tears from the boy's eyes, "Now stop crying, and let's just get the heck out of here already."

"Might be tough," Rumble said.

"I got this," Sweetie Belle blasted a hole above him, and used her symbiote to latch on and pull herself and Rumble up.

The two found themselves in the Everfree Forest, near the Tree of Friendship itself. Sweetie Belle used her magic to seal up the entrance to the best of her ability.

"That should cover it," Sweetie Belle said. She turned around and spotted the tree in all it's glory. Her eyes sparkled at the sight as she and Rumble admired it.

Rumble couldn't believe just how wonderous the tree was. He could almost hear it calling to him. Sweetie Belle stood by his side, feeling the same sense of satisfaction.

"It's beautiful, huh?" Sweetie Belle said.

"Yeah..." Rumble turned to the girl, noticing how the sparkles bounce off her emerald eyes. Much as he missed Apple Bloom, he could not deny Sweetie Belle's beauty, both inside and out. "Hey, Sweetie Belle?"

"Yeah?" Sweetie Belle replied.

"Thanks...for being there for me," Rumble said. "After losing Apple Bloom, you really stepped up. You're watching over me, and taking care of my son. You didn't have to but.."

"Hey," Sweetie Belle caressed Rumble's back. "Apple Bloom was my best friend. I want nothing more than to protect the ones she loved. I know you miss her dearly,. I do too of course, I loved her. I still love her, and I know you love her."

"I do..." Rumble said.

"I'll be by your side for as long as you need me to," Sweetie Belle said as she gently turned Rumble to face her. "Not just for her, but for you too. I...I love you."

Rumble had no immediate response; he was just lost in the moment as he gazed at the girl's beauty. For a brief moment, it felt like he was looking at Apple Bloom. His heart pounded and his body began to move on instinct.

In a moment, Rumble had brought Sweetie Belle in for a deep kiss, taking her by surprise. Part of her felt almost guilty while another part fully accepted the embrace.

Rumble deepened the kiss as the two fell to the ground. This wasn't anything simple, this kiss had passion behind it.

The symbiote felt something was about to happen, and it left Sweetie Belle's being for the moment as she pulled Rumble closer, allowing him to do as he pleased.

"I miss you...Apple Bloom..." Those thoughts rang through Rumble's mind as his body took complete control. It craved affection, and it went with the one most recipient to it.

Deep down, Rumble feared however, that this may be a big mistake, one he has fully committed to.

With Wesker, while he along with Doom and Vomi remained in Asgard, they still had some contact with the outside world, specifically Marvel Earth.

"Do you have her contact?" Wesker asked.

"Yes..." Doom said as he turned to a mini-portal device to speak with the Marvel world.

"Can this woman help us?" Vomi asked.

"She is a powerful Psychic, with a knack for Hellfire, so to speak," Wesker said.

"Come in...Emma Frost, do you read me?" Doom asked.

Within her home, Emma Frost had received a message from the Latverian Dictator. "Doctor Doom?"

"There you are," Doom said. "It has been a quite a long time."

"Yes, it has been," Emma said. "You have left quite a mark recently. You and a few friends of yours."

"I would put them as more...accomplices than actual friendship," Doom said.

"Of course, you've never been one to play nice with others, unless it was all business," Emma teased. "Even then, you can be quite unpredictable."

"Doom, who is this?" Vomi asked, which got Emma's attention.

"Speaking of accomplices," Emma said. "Who do we have here?"

"This is Vomi, a scientist from another dimension," Doom explained.

"Hey..." Vomi greeted.

"And this...is Albert Wesker," Doom introduced as he gestured to the man.

"Albert Wesker? As in the same one from Capcom?" Emma asked. "So, another team up? He must be your favorite if you're willing to work with him again."

"My reputation precedes me," Wesker said. "Of course, I know a lot about you madam. Your abilities can rival even that of Professor Charles Xavier."

"How flattering of a comparison," Emma said in an almost teasing tone.

"I wish to clarify that Wesker is not my favorite of anything," Doom said. "He is merely the least incompetent of my allies."

"Doom, you didn't answer me," Vomi said. "Who is this woman?"

"This is Emma Frost, The White Queen of the Hellfire Club," Doom introduced.

"Oh, that's what Wesker meant by 'Hellfire'," Vomi said. "I expected something a little more interesting though."

"Now that the introductions are out of the way, what do you need from me, Victor?" Emma asked.

"I believe Spider-Man is somewhere in your world," Doom said. "I need you to locate him and send his coordinates to myself, so I may launch a plan to finish him off."

"Hm, interesting," Emma said. "What's in it for me?"

"Name your price," Doom said.

"Well, tell me, why do you want Spider-Man dead?" Emma asked. "Quite frankly, I imagined you would ask me to locate Reed Richards for you."

"I can find Richards on my own," Doom said. "I just need you to locate Spider-Man, he is a liability to my grand plan."

"Grand Plan huh?" Emma asked. "If you let me into your club, perhaps I will be more than willing to offer my services for much longer."

"This plan's pretty big, can you handle it?" Vomi asked.

"Try me," Emma said.

"...Come to this world, and we will make a deal," Doom said.

"Very well then," Emma said.

Doom activated a portal, which allowed Emma Frost easier access to Equestria. Using the bell to ensure she remained human, the woman had stepped into the new world.

"Well, I'm here," Emma said.

"Good, now locate Spider-Man for us," Vomi said.

"Not so fast," Emma turned to Doom. "I want to know everything."

"Kind of foolish to assume you're in any position of leverage," Vomi said. "You're in our domain and-"

Suddenly the woman felt some pain in her head, courtesy of Emma raising her hand, "You don't think I am that foolish, are you?"

"What's going...GAH!" Vomi held her head in pain as she angrily glared at the telepath. "Release me, or die!"

"Say please, dear," Emma teased.

Vomi's eyes began to turn black and red as she struggled to aim her index and middle fingers while charging some energy.

"Enough, release her!" Doom ordered. "I will tell you what you need to know, but then you will locate Spider-Man!"

"Very well," Emma said as she released Vomi.

Before anything could continue, Wesker managed to calm the woman down, "Do not do anything rash, we need her alive for the time being."

"...Very well," Vomi said as her eyes went back to normal. "If she tries that again though, I'm going to help myself to a snack."

Wesker knew what that meant, and made sure to keep an eye on both ladies while Doom began explaining the situation.

"Come take a seat, there is much I should catch you up on," Doom said.

"Sounds intriguing," Emma said as she went to join Doom while taking in the sights. "I do love your castle."

"It is not mine, I am...House Sitting...so to speak," Doom said. "This is Loki's castle in New Asgard."

"Loki rules New Asgard?" Emma asked. "What of Thor?"

"Loki pursues him," Doom said. "Now, let us talk."

Later, Peter and his friends had gone to Manhattan, opting to take a train into the city than drive like they did through Queens. The only one not joining being Sunset Shimmer, who had gone somewhere with Gwen.

Trixie was not too fond of the subway however, the floors were sticky and the place smelled like the sewers. "Ugh, why is the city so dirty?"

"That's New York for you," Peter said as he and the others disembarked.

"I hate it..." Trixie said. "Why couldn't we drive again?"

"Because driving through New York is a terrible idea that I fortunately managed to talk Peter out of," Shocker said.

"It wouldn't have been that bad," Peter insisted.

"Do you want to spend hours looking for parking!?" Shocker pointed out.

"Which Station are we at?" Rogue asked.

"Penn Station," Peter said as he led the others through. "Come on, I have something to show all of you."

Mayday nervously looked around as she walked through the crowd. There were so many more people here than in Queens. She started to feel surrounded and trapped, and nearly began panicking.

Fortunately she felt Franklin grabbing her by the hand. "I got you, don't worry."

Mayday looked almost surprised, but started to feel at ease as she allowed Franklin to navigate her through the subway.

With everyone together, they walked up the stairs where the Equestrians feasted their eyes on something amazing.

"Whoa...big building..." Autumn Blaze said.

"That...my friends...is the prize of New York," Peter said as he gestured to the Fifth Avenue Monument. "The Empire State Building!"

"Wow...it looks better than ever," Twilight said.

"Man...being here makes me so nostalgic," Peter said. "Come on! If we make a left from here, we should hit Times Square."

Peter led everyone up and out as they walked through the busy New York City streets. Starlight looked amazed, Autumn Blaze was super excited as usual, and Apple Bloom was shown to be her usual eager self, ready to explore a new area.

Mayday stayed close to Franklin, nervously clutching her shirt as he gently led her though the city.

Peter looked back, keeping an extra eye on his daughter, but trusting Franklin to keep her calm. He looked around to ensure things were fine. Much as he liked the city, it was not always a pleasant place. Mayday just needed to take her mind off of things.

"Put your music on, it might help," Franklin said.

"Okay..." Mayday put her earphones in and pressed Play on the Zune.

She glanced back at Franklin, his reassuring smile helping alleviate the mood as she took in the sights of the amazing city.

"This place reminds me of Manehattan," Lightning Dust said.

"Yeah, somehow it's busier though," Thunderlane said, then heard some honking and yelling. "But still the same commotion."

"Stay off the streets, New Yorkers can't drive for shit sometimes," Shocker said.

Peter took a look around, spotting construction sites almost everywhere, "Guess Damage Control isn't done cleaning up. I can only imagine what this place was like just a week ago."

"Some places aren't even open yet," Twilight pointed out, gesturing to a coffee shop. "I hope the owners are alright?"

"One more thing for those guys to pay for," Peter said.

Celestia nervously looked around, just seeing all the poverty was putting her on edge. Not to mention the trash and the graffiti.

As she crossed the streets with the others, a car nearly ran her over as it turned red at the light.

"Watch where you're driving!" Shocker shouted as he helped Celestia across. "I told you New Yorkers suck at driving."

"That person seemed to be in a hurry," Celestia said.

"Everyone's in a hurry," Shocker said. "Anyway, we're almost at Times Square. Stay close and don't talk to anyone."

"Any reason?" Celestia asked.

"Just trust me, New Yorkers can be sneaky," Shocker said. "There's a reason Peter had to be a superhero here."

"Okay..." Celestia said as she stuck close to the group.

Everyone started passing by Broadway, Peter gesturing to all the interesting shows on display. "Does anyone like Cats?"

"Wow, that child looks Miserable," Trixie said.

"Holy wow! Is that a Phantom!? Here!?" Autumn Blaze excitedly asked.

"Genies and Magic Lamps!?" Trixie asked. "How exotic!"

Mayday found one that caught her eye, "Frankie, it's The Lion King!"

"Oh yeah, that one's also on Broadway," Franklin said. "How about I bring you here? My treat. I'll even get you front row seats."

"Franklin, those tickets can cost up to $500," Peter reminded.

"So? My family's rich," Franklin said. "Maybe we're not as rich as Tony Stark, but my father's a genius scientist and a college professor."

"Your parents may be rich, but I doubt you are," Peter said. "Unless you have good allowance or something."

"Besides, Front Row is overrated," Shocker said.

"And ah don't think Mayday would want to be that close to the action," Rogue said.

"...Fine, but I'll come up with something," Franklin said.

"It's fine, you don't have to," Mayday said.

"I want to though," Franklin said,

"Franklin, start small," Peter said. "Save Broadway for something serious."

Twilight noticed another show that caught her eye, "That seems like a Wizarding good time."

"Of course..." Shocker said.

"I bet I could be on Broadway, in fact I did a show here once," Peter said. "I wanted to make some money of my powers, so I demonstrated some cool abilities."

"That's marvelous Peter!" Trixie said. "So, did you make a lot of money?"

"...No, since my identity was secret, they couldn't give me a proper check," Peter lamented. "I lost out on so much money because of that."

"That's bogus," Shocker said.

"I take it this is when money problems were bad?" Starlight asked.

"I considered robbing banks once," Peter confessed. "I couldn't bring myself to do it though."

That took Starlight and everyone else by surprise as the woman was at a loss for words, "Wow..."

"Damn Spidey, you and I could have been buddies much sooner," Shocker said.

"Hey, be careful talking about this," Sonata said. "Also, is it okay for you two to be walking around like this? What if someone recognizes you?"

"They won't," Shocker said. "I usually hide my face well."

"And I doubt anyone's going to recognize me," Peter said.

"Parker!" Came a familiar voice.

"Oh...no way..." Peter turned around and came across his old boss. "Jameson!?"

"Parker!" Jameson ran over to shake the boy's hand. "Good to see you! It's been years!"

"Jameson...what are you...when did you...?" Peter couldn't find the words. "Huh!?"

"You sound surprised, makes sense, why I haven't seen you in like...ten years," Jameson rubbed his chin. "Or maybe five, did I see you when those creeps from that Cup Can world showed up?"

"You mean Capcom?" Peter asked.

"Cup Can, Capcom, same thing," Jameson said. He then noticed Twilight, "Oh, it's you."

"Good day to you, Johan," Twilight greeted. "How's business?"

"Bad right now, the place got trashed a few weeks ago by that lunatic Doctor Doom and that freakish robot Ultron," Jameson said. "But New York has the bets insurance against evil villains, so I should be back up and running in a week."

"That's great," Twilight said.

"So..." Jameson turned to Peter. "Back again huh? On vacation or something?"

"Kind of," Peter said. "I wanted to show New York to my friends and daughter."

"Daughter?" Jameson asked.

"She's right there," Peter said, gesturing to the girl. "Mr. Jameson, meet my daughter. Mayday."

Mayday clutched onto Franklin, unsure about greeting this man, especially after recognizing his name.

"Mayday? Just like your aunt," Jameson said as he glanced at the girl.

"Yeah, I named Mayday after her," Peter said.

"I see..." Jameson approached the girl, but she stepped back and behind Franklin. "Uh...guess she's shy."

"I do apologize, it takes a while for her to warm up to strangers," Twilight said. She turned to her daughter, "Mayday, don't be rude, say hello."

Mayday shook her head while still glaring at Jameson.

"Mayday, you're not being proper," Peter said.

"It's fine," Jameson said. "I'm a father too, so I know what it's like when your kid's shy."

"She still needs to overcome that, or at least greet you once," Peter said.

"It happens," Jameson said. "Why, I remember-"

"You..." Mayday said, getting Jameson's attention. "You said mean things..."

"Huh?" Jameson replied, but it didn't take him long to figure it out. "Ooooh..."

"You said mean things about my daddy," Mayday said, still hiding behind Franklin. "I don't trust you, mister. Not after how terrible you've been."

"Mayday!" Twilight scolded. "That is not-"

"It's okay, I take it she knows about The Daily Bugle?" Jameson asked.

"Yes, but I also told her that people change," Peter said. "She really should not be so quick to judge you."

"Hey I've been pretty judgmental too, that's how I made a living," Jameson said. "Look, it's fine. The way I see it, your daughter loves you so much that anyone who badmouths you must be a terrible person. It's cute in its own way, and your daughter's cute. Something tells me you raised her well."

"I did my best," Peter said.

"Well Peter, you've always been a good kid, so I don't doubt you raised a good kid yourself," Jameson said. "Anyway I gotta get going. How's your aunt doing by the way?"

"...She recently passed away," Peter confirmed.

"Oh...geez..." Jameson felt an immense amount of pity for the hero. "I'm...I'm very sorry to hear that. I know she meant a lot to you. She was practically your mother."

"Thanks...it's a process, but I'm healing from it," Peter said.

"Well, if you need someone to talk to, come by the old Bugle," Jameson offered. "I know loss isn't easy. Just don't push yourself too hard, okay kid?"

"Don't worry, everyone warns me about that," Peter said,

"Good, you're a good kid, but you got a hard head," Jameson said, then turned to his wife. "Keep an eye on him."

"I will," Twilight said.

"Well, it was nice to meet you Mr. Peter's Old Boss," Autumn Blaze said.

"Call me 'Jonah'," the man said. "It was nice meeting you all too. I gotta get back to my building. If you're around, come find me."

"Bye sir," Peter said with the others as Jameson left.

"Wow, he was nicer than I expected," Trixie said.

"Guess he mellowed with age," Starlight said.

Mayday still felt unsure about Jameson, but felt worried when her father glared at her.

"Mayday...I know you don't trust him, but you have to be give people more of a chance," Peter said. "Just like you did for Herman."

"Herman saved Sonata because she saved," Mayday said. "They proved they're good people. That old guy did not."

"Mayday!" Peter scolded.

"Why don't we talk about this later," Starlight said. "Let's just keep exploring."

"And be careful, we don't want anyone else recognizing Peter," Apple Bloom said. "Otherwise we'll attract trouble."

"We'll be careful," Peter said. "Now let's go."

Franklin turned to Mayday to ensure she was calm enough to walk, "Are you ready?"

"Y-yeah," Mayday said.

"It's so cute how much you two like each other," Apple Bloom said. "Reminds me of how caring Rumble can be."

"Do you miss him?" Mayday asked.

"Of course, but it sounds like our friends know we're alive, so at least he's not grieving mah death," Apple Bloom said. "Ah bet he just can't wait to see me again."

"Yeah, he'll be so happy," Mayday said. "Well, let's go."

"I hope no one recognizes us again," Franklin said.

"Let's try not to jinx it," Apple Bloom said.

Unfortunately, a few others had recognized Peter, including a strange man who dipped into an ally to put on a red-colored hood.

"This is my lucky day..." The man known as Parker Robbins said as he generated some magic in his hands.

Meanwhile another man grabbed his phone and made a call, "Get me Fisk."

In a large tower, a big, hulking man was seen talking on the phone. "That so? Well then, this is a surprise. Yes...I will plan accordingly. Good day to you." The Kingpin, Wilson Fisk had placed his phone down as he smiled deviously, "So, the Spider has returned. For years he's trapped many flies, but how will he do against a Beetle I wonder?"

Elsewhere, Sunset and Gwen were gathered in front of some portals along with Julia, Ryu, Cloud, Chris, Dante, Morrigan, Sonic, Goku, Kratos, Cole, Mega Man, Leonardo, Bayonetta, Terry and Jin.

"So, this is it, we're going across the multiverse then?" Sunset asked.

"Yes, we'll split into teams," Julia said. "There are seventeen of us, so we'll need to figure out how to divide that evenly."

"That seems to be at least eight per group," Gwen said. "Who gets the extra member?"

"Does it matter? We're recruiting others," Cloud said.

"Yeah, with luck, we'll have more members," Cole said.

"Don't worry, I did notice that we were short one, so I called a buddy over," Gwen said as she gestured to Miles Morales.

"You better not be exploring the multiverse without me, that's my whole specialty," Miles said.

"It's your only specialty right now," Gwen said. "Try not to make it too much of a habit, or you'll get stale."

"Hey, what's that supposed to mean?" Miles asked.

Sunset felt a bit self-conscious, knowing she's no different. "Okay, so that's nine per team. Who leads the teams?"

"You lead one team, I'll lead the other," Julia said. "Since you're closer with Capcom than I am, you may have everyone present."

"So...I get Ryu, Chris, Dante, Mega Man and Morrigan," Sunset said.

"Just like it should be," Dante said. "Too bad Joe's not here."

"Joe's defending our world with Chun-Li, Spencer, Hiryu and Amaterasu at the moment," Ryu said. "Their plight is much more important."

"Meanwhile, I do hope Cammy is contacting Superman," Morrigan said.

"That needs to be done carefully," Chris said. "We still don't know if guys like Lex Luthor are aiming to come here or not, and we'd rather not give him or anyone else any ideas."

"It'll happen, it's practically inevitable," Dante said. "If not them, then who knows who else? We've seen guys like Legolas, Jack Sparrow and Spawn. Even those Jedi. Anything's possible."

"Damn, imagine having to fight Darth Vader," Miles said.

"Which is why we must be careful and prevent that possibility," Julia said. "There's very powerful beings across the multiverse, beings that put our current enemies to shame. Don't mess this up!"

"We'll get this under control, and fast," Sonic said. "Honestly, I kind of wish I was back home and dealing with those Skrulls."

"Don't worry, Peni's there," Miles reassured. "She wanted to help your buddy Tails and your friend Sally fend off that Eggman guy. Some group called The Phantom Thieves are helping too."

"I know them, they're good at what they do, especially Joker," Sonic said.

"Remind me, he's not related to that clown, right?" Miles asked.

"No relation, just a similar name," Sonic confirmed. "Alright, let's do what we gotta do."

"Sonic, mind joining me?" Sunset asked.

"You got it," Sonic said.

"You too Cloud," Sunset said.

"Picking Sonic before me?" Cloud mocked. "I'm hurt."

"Nothing wrong with being second best," Sonic teased, holding his fist out for a fist bump with Cloud.

"To you, I suppose not," Cloud said.

"Hey Cloud, how are things with your home?" Julia asked.

"Noctis and his Royal Guard are teaming with The Luminary and his companions to play defense," Cloud said. "Tidus, Squall and Lightning are also there. Oh, there's a new guy there named Clive. He's helping too."

"You also got new guys?" Dante asked. "That's good. Right now we got some newbies helping too, including a kid named Jamie."

"He's a newer Street Fighter" Ryu said. "Very cocky, but he can back it up. Same with other fighters, like Manon and Lily."

"Think Kimberly has a chance?" Morrigan asked.

"As long as she doesn't listen to Luke," Chris said. "Still, Bison is said to have a new ally somewhere in our world, a man named JP."

"We'll stop him like all the others," Mega Man said. "We're not giving up."

"Yeah, of course not," Dante said.

"We ran into a girl named Eve," Cole said. "She kind of reminds me of that 2B chick from Cloud's world."

"Is she curvy too?" Dante asked.

"...Seriously!?" Chris asked in disbelief, a sentiment shared by everyone else.

"She...she is," Cole admitted. "Not the main point though, she knows how to fight."

"That's good, not saying otherwise," Dante said.

"Well, our other boys are helping too," Cole said. "Sly and his gang, Jak and Daxter are there, Ratchet showed up with Clank and some girl named Rivet. Our world's got some good defenders."

"Which means we must be successful, and not let their efforts go to waste," Kratos said.

"Yeah, we got this," Cole said. "Anyway, keep picking your team Sunset."

"Right, so I also pick Gwen," Sunset confirmed. "I think that's it, no one else is-"

"Hey, wait up!" Came the voice of Yuri Lowell as he ran over with Viewtiful Joe.

"Joe, what are you doing here?" Dante asked. "Weren't you with Chun-Li?"

"She asked me to check on you guys," Joe said. "Anyway, that Genis kid is there with his buddy Lloyd. They got this under control."

"I came along with him," Yuri explained. "My friends along with some newbies are helping."

"Newbies?" Jin asked.

"Some guy with an Iron Mask showed up with a pink haired friend," Yuri said. "Some old guy's there too, he said he knows you."

"...It's not Heihachi, is it?" Jin asked.

"No, he had some sunglasses and a weird sword," Yuri said. "He was there with some other girl."

"She had a major coffee addiction," Joe said. "I think she and the old guy mentioned something about some girl that knew Jin's family."

"What girl exactly?" Jin asked.

"I don't know, the old guy spoke mostly French, and that new girl spoke mostly Spanish," Joe said. "That other girl I think is Japanese."

"...I hope it's not Reina," Jin shook it off. "Can't be helped now."

"Joe, mind coming with me then?" Sunset asked. "We're going to get more help."

"Sounds good to me," Joe said.

"Alright, so anyone not with Sunset is with me," Julia said. "That includes you too, Yuri."

"Uh, sure," Yuri said.

"Welcome to our club," Cole said. "We're out of jackets though, sorry."

"I've had enough parting gifts from old clubs of mine anyway," Yuri commented.

Julia activated a portal, "This should take us to where All Might is."

"All Might, you mean that big, buff, blonde guy?" Goku asked.

"The very same," Julia said. "He did want to help."

"Alright," Goku said as his mind wandered. "How long will this take? I kind of want to get back to my world. Things aren't going well with Trunks, and we're not having an easy time against Goku Black."

"Is he that powerful?" Cole asked.

"He's definitely trouble, and he's got allies helping him too," Goku said. "Luckily, I got my son to help fight."

"Is he good?" Julia asked.

"Yeah...he is," Goku said.

Gohan was indeed fighting Goku Black in the Dragon World, though the fight was far from easy, Gohan was not backing down.

Dormammu wished to help, but he was blocked off by Ben Grimm, who was more than ready to pummel the monster, or die trying.

"Does it worry you?" Black asked his opponent. "Fighting someone who's the spitting image of your father?"

"I've had some experience," Gohan said as he powered up. "Regardless, you're still not my dad! Just an enemy to defeat!"

"Well...you're half right," Black said as he clashed with Gohan.

Julia had successfully led her team into All Might's world while Sunset brought her team to another world.

"Okay, so there's a list, correct?" Sunset asked.

"Yes, Julia's off to find All Might, Geralt, Luke Skywalker, Alex Mercer and Spawn," Gwen said. "Who's on your list?"

"Let's see..." Sunset read some names. "Lara Croft, Shantae, Link, Mario and-"

"Watch out!" Dante said as he saw some explosions in the distance, and some people in grey suits flying.

Sunset looked on in disbelief. Whoever these people were, they were ruthless, but they were at least opposed, especially by a girl in pink.

"Hey, Sunset...who was last on the list again?" Gwen asked.

Sunset looked up and uttered one word, "Mark..."

In the air, the hero who called himself Invincible was preparing for his own fight.

The troubles across the multiverse were still growing, as what was once a barely contained threat was now growing to concerning lengths.

On the Defense

So far, the trip to New York City was going rather well. For some more than others.

Peter was showing his friends some of his favorite spots around town, one such being his favorite pizza place, that being Joe's Pizza.

After Peter ordered four pies and two liters of soda for his friends, they began walking around, looking for a place to sit while Peter held the four pies and Twilight held the soda. Looking for a place to sit was a task that's easier said than done.

"For a fancy Pizza Place, Peter, it certainly did not have a lot of seats," Trixie said.

"It's good pizza, it just doesn't have a lot of places to sit," Peter said. "Usually this place just delivers. I should know, I have experience."

"You do?" Autumn Blaze asked.

"Yeah, I liked Joe's Pizza enough to work there," Peter said. "It's not easy to keep a job when you're always late."

"Late? That's not something Twilight likes to hear," Trixie teased.

"To be fair, he was a superhero with a secret identity at the time trying to stop bad guys from terrorizing New York," Twilight said.

"Damn, now I kind of feel bad for making you late," Shocker said. "I know how hard it is to keep a job too."

"It's cool," Peter said. "Anyway, we can find a place to sit with no problem."

"Where?" Trixie asked as she looked around the city. "This place is beyond crowded."

"We'll just walk to Central Park," Peter said. "That's not too far away."

"It's a twenty-minute walk, Spidey," Shocker said.

"Oh, yeah..." Peter said. "Right, I usually just swing there. But still, twenty minutes isn't bad."

"I am not walking twenty minutes," Trixie said. "Besides, the pizza will get cold."

"Bryant Park is less than five minutes away from here," Shocker said. "It has places to sit, even if it's on the grass. It's an ideal picnic spot."

"Oh yeah, good point," Peter said.

"See, that sounds better than walking all the way to this Central Park place," Trixie said.

"Hey, you should still check it out," Shocker said. "There's a lot to do there."

"Yeah, like taking a bike ride," Peter said.

"Actually Peter, that plan may have a slight problem," Twilight said.

"What is it?" Peter asked.

"No one here has learned to ride bikes," Twilight pointed out.

At that point, Peter did begin to remember and understand Twilight's point, "Oh yeah. You all just learned to be bipedal, not to actually pedal."

"...Was that your lame idea of a joke?" Shocker asked.

"Hey, you gotta admit that it's clever," Peter said.

"May we please go before our food gets cold?" Trixie said.

"Yeah, alright," Peter said. "Come on, let's get moving."

The group went to find a street to cross, though just as they approached the corner, a car had quickly turned just before they could leave the sidewalk.

"Watch where you're driving, dumbass!" Shocker shouted.

"Was that a legal turn?" Rogue asked.

"Technically, yes. That car was stopped," Peter said as everyone began to cross. "Still, it could stand to wait a few seconds more."

Franklin held Mayday close, keeping an eye out to make sure there weren't too many crazy drivers as he and Mayday crossed the street with their party.

Celestia continued walking close to everyone, to which she suddenly shrieked, taking everyone by surprise.

"Princess Celestia, what's wrong?" Twilight asked.

"I thought I saw a rat," Celestia said.

"It's New York, you're going to see rats," Shocker said. "What you should be worried about is seeing a raccoon."

"Aren't raccoons nocturnal?" Trixie asked.

"Exactly, if you ever see one in broad daylight, that's bad," Shocker said, then gestured to a nearby ally. "Like that raccoon right there."

"AAHH!" Celestia screamed as she took a step back.

"Herman, stop scaring Celestia," Peter said. "And Mayday, stay away from that creature, it probably has rabies."

"Okay," Mayday said as she stuck close to Franklin.

"I wasn't trying to be mean," Shocker said, seemingly unaware of someone getting close to him. "All I'm saying...HEY!"

The person seemingly grabbed some money and tried to run, but Shocker grabbed him by the wrist and pulled him into a punch.

"Herman!" Peter gave Autumn Blaze the pizza and went to defuse the situation.

"I wasn't born yesterday, pal!" Shocker shouted as he got in the person's face. "Try that crap again and you'll regret it!"

"Herman! Enough!" Peter called as he pulled Shocker away. The man got his stuff back but the pick pocketer ran off. "Give me a second."

"Go kick his ass!" Shocker said as Peter pursued the pick pocketer.

"What just happened?" Mayday asked.

"A typical day in New York," Shocker said. "That asshole tried to steal from me. But I know how guys like that work, they're low-level scum."

"This is bringing back some not so pleasant memories for me," Trixie admitted.

"I guess this city isn't that great," Starlight said.

"Of course it isn't, why do you think superheroes needed to be a thing here?" Shocker asked. "I know I shouldn't talk; I used to rob banks."

"Shush Herman," Sonata said in a whispered tone. "Someone might hear you."

"Like these people care," Shocker said. "Just keep an eye out and protect your stuff. Especially anything precious."

Mayday subconsciously reached into her pocket to feel her music player. Even if she currently had earphones in, it made her feel better to double check.

Everyone else did similar, making sure nothing of value was lost. Not too long later, Peter had returned, the hero dusting his hands off.

"Peter, what happened to the pick pocketer?" Twilight asked.

"I managed to detain him, I alerted a nearby officer to take him in," Peter said. "Sorry you all had to go through that."

"No harm done," Starlight said. "I guess these things just happen."

"Hopefully that guy learns a lesson," Lightning Dust said.

"He's probably just some poor fellow down on his luck, let's not be too harsh," Rogue said. "Things like this happen."

"Once again, very relatable," Trixie said.

"To Rogue's point, sometimes people do dumb things," Peter said. "It's not that they're bad, they just made a mistake. It's no excuse to break the law though."

"This is just terrible," Celestia said. "What causes this city to produce such delinquency?"

"Simple answer, poverty," Peter said. "The poorer people are, the more desperate they are to survive."

"New York's full of poverty," Shocker said. "Not sure if you've noticed, but there's quite a number of homeless people."

"Oh yeah...I think I saw some not too far away," Twilight said. "I thought about giving them some cash but-"

"Try not to give homeless people cash," Rogue said. "They might use it to buy alcohol, or worse, drugs."

"Oh...I never considered that," Twilight said, the girl awkwardly rubbing her head.

"When I see homeless people, I usually refer them to F.E.A.S.T.," Peter said.

"What's that?" Sonata asked.

"It's a homeless shelter," Peter said. "The acronym stands for Food, Emergency, Aid, Shelter and Training."

"Ooooh," Sonata said. "Sounds neat."

"It's a perfect place to send homeless people, my Aunt May even volunteered there a few times," Peter said. "So if we see someone, then-"

"Spidey, problem," Shocker interrupted. "F.E.A.S.T. was run by Martin Li."

"...Crap," Peter lamented.

"Martin Li?" Trixie asked. "As in...Mr. Negative!?"

"The same one terrorizing Equestria with those other villains?" Starlight asked.

"That's the guy who brought The Pony of Shadows to Ponyville, isn't he?" Autumn Blaze asked.

"Yeah...I don't even know if it's open now," Peter said. "I've been gone for so long, at no point did I think to check on F.E.A.S.T."

"It hasn't been in the best condition, but last I remember, it was still running," Shocker said. "I don't know if Li was still pulling the strings or not."

"Do people know he's evil?" Starlight asked.

"Even if people suspected it, guys like Martin Li have enough lawyers to get him out of jail in no time flat," Shocker said.

"You're not kidding," Peter said. "Daredevil and I went through hell just trying to get Wilson Fisk arrested, then he's back on the streets the next day because he knows a good lawyer."

"Even better than Matt Murdock?" Twilight asked.

"Well, Matt's an amazing lawyer, so he does a better job in at least exposing The Kingpin," Peter said. "Still, it's hard keeping him away."

"I'm sure everything is fine. For now, let's just have our lunch, then we can check on F.E.A.S.T. later," Starlight said.

"Sure, that sounds good," Peter said. "Plus, I have a little surprise to show everyone, especially a certain lady in our group."

"Lady?" Thunderlane asked. "Not really narrowing it down there, Peter."

"Keeps it all the more surprising," Peter said as he gestured his friends along. "Pizza time! Let's-a go."

"Oh God, are you pretending to be Italian or something?" Shocker asked.

"Well I do know how to speak it," Peter said. "Want me to demonstrate?"

"No," Shocker said.

"Va bene," Peter replied, much to Shocker's annoyance.

"Your dad's really funny," Franklin said.

"Yeah, he is," Mayday replied, the girl keeping close to Franklin as she continued keeping a lookout throughout the city.

Peter was still worried about F.E.A.S.T., but he wanted to put those worries aside, if to at least provide a fun time for his family and friends. Despite that, he had a nagging feeling that something was about to go horribly wrong.

Peter's bad feeling was true. Not too far away, a man in a flying Beetle suit was seen flying toward Peter's last known location.

"I'm almost at Midtown, still no sign of Spider-Man," reported the flying man.

"He's around there, don't let me down Abner," Kingpin said.

"Why are we doing this anyway?" Beetle asked. "Spider-Man's been gone for so long, it's not like he's our biggest problem these days."

"Are you kidding? Even when he's off in that other world, he's a problem," Kingpin said. "Do you remember what happened weeks back with Doctor Doom?"

"Yeah, he destroyed the city, what else is new?" Beetle asked. "Not the first time New York's been dealt a blow. Most of the city's already been rebuilt. The only really bad places are East Harlem and south of Midtown. What does that have to do with Spider-Man though?"

"Among Doctor Doom's allies included a strange woman that had been identified as a Changeling," Kingpin said. "Creatures native to a land known as Equestria. Do you know what Equestria is?"

"I think so?" Beetle said.

"It's where Spider-Man lives," Kingpin said. "A distant land of incredible power."

"How do you know these things?" Beetle asked.

"You're quite talkative today, that isn't like you," Kingpin said. "Perhaps Spider-Man's return has brought out an inquisitive side to you. After all, you haven't seen him in ten years, hearing of his return must even interest one such as yourself."

"If you don't want to tell me, just say so," Beetle said. "All I care about is getting paid."

"Still, if you must know, I have contacts in The Raft," Kingpin said. "Spider-Man has indirectly caused me a lot of problems. The city getting destroyed had a heavy toll on my wallet, due to several of my most profitable locations taking a bad hit. Places like that are not easy to rebuild. Plus, even in his absence, Spider-Man's name has been tossed around here and there, especially rumblings along Midtown and Hell's Kitchen. I am considering this a chance to protect my business. Once I ensure Spider-Man's death, that's one less thing to worry about."

"Now who's talkative?" Beetle snapped back. "I'm almost at Midtown, keep me posted."

"Very well," Kingpin said as he hung up his phone. "Spider-Man...how I greatly anticipate our reunion."

Meanwhile in another Dimension, Sunset was seen leading her team somewhere safe while trying to take cover from what looked like an alien invasion.

"This is just perfect," Gwen lamented. "We come here to ask one guy for help regarding an invasion, and now we're trying to avoid chaos from another!"

"It shouldn't be a surprise," Chris said. "Every world has danger in it, it's not like anyone expected to come here and there would be no danger."

"Yeah, we're looking for a superhero after all," Dante said.

"I'm just saying that this seems like really bad timing," Gwen said. "Also, dealing with potential bank robbers is one thing, dealing with another invasion is another!"

"We don't know if it's an invasion," Sunset said. "We just need-"

"Get down!" Ryu ran in and blocked a punch from an oncoming punch from a Viltrumite, which completely numbed his arms. Fortunately Dante sped in and kicked the being away.

"Ryu, are you alright!?" Sunset went to check on her friend, who looked to be in pain.

"I can't move my arms," Ryu said as he struggled to lift his hands.

"How strong was this guy?" Dante asked.

"Dante, behind you!" Chris called.

The Viltrumite tried attacking again, but Sunset was quick to create a portal to shield Dante, sending the viltrumite out into space.

"Thanks Sunset, but I had him," Dante said.

"Best not to take any chances," Sunset said.

"Well, you're new," Came the voice of the girl in pink. She glanced at Sunset in particular, "Have I seen you before?"

"I don't think so," the girl replied. "My name is Sunset Shimmer."

"Sunset Shimmer?" The girl asked. "Oh, you must be the one Mark was telling me about."

"Yeah! I'm looking for Mark!" Sunset said. "Where is he!?"

"He should be around," the girl said. She held her hand out to Sunset. "My name's Eve by the way. Atom Eve if you want to be fancy."

"Sup?" Gwen introduced. "Name's Ghost Spider, but you can just call me Gwen."

"Spider huh?" Eve asked. "Any relation to some guy called Spider-Man?"

"Yeah, he's one of my best friends," Gwen said. "We have the same powers."

More explosions were heard in the background, worrying Eve, "I'd love to get to know the rest of you, but we're in the middle of a crisis."

"We can see," Sunset said. "What's going on?"

"Alien Invasion," Eve said. "Not a lot, but some woman named Anissa showed up with some Viltrumite allies. Mark went to intercept her."

"Crap, so those Viltrumites did show up," Chris said. "Sunset, I'm thinking we shouldn't bother Mark. He clearly has his own problems, we can't ask him to help us with ours."

"Wait, what's wrong with you guys?" Eve asked.

"An enemy of mine named Albert Wesker is leading a multiverse invasion alongside a viscous villain called Doctor Doom," Chris said.

"Wait, Mark mentioned this," Eve said. "He even expected you to come."

"If he can't help us, that's fine," Chris said.

"No, he wanted to help, he actually liked experiencing new worlds," Eve said. "It sounds like he made good friends with a guy named All Might."

"He did," Sunset said. "He also helped out when the God of Thunder Thor was having trouble."

"I wanted to help you guys myself," Eve said. "Traveling the multiverse and facing strong enemies-"

Another explosion occurred nearby, startling everyone.

"Christ Almighty!" Chris shouted. "Listen, maybe we should deal with these guys first!"

"Are there any other heroes?" Gwen asked. "Like, I don't suppose this world has its own Avengers or Justice League type group, does it?"

"You mean a group of the world's most powerful superheroes?" Eve asked. "Sort of. Here that group is known as The Guardians of the Globe. We're training new recruits to replace the older members."

"What, can the older guys not fight anymore?" Dante asked. "Did they retire?"

"No, they were killed," Eve said. "All at once too, it really took the world by surprise."

"Wait, they're all dead!?" Gwen asked. "No survivors?"

"Yes and no, one of them did die, but his powers allow him to return from death," Eve said.

"That's pretty badass," Dante said. "Still, who could have-?"

"It was a Viltrumite," Eve said, not wanting to go into too much detail. "They're that bad."

"Yeah, that much seems obvious," Sonic said. "So, what do you guys wanna do?"

"...I know we need to worry about Equestria," Sunset said. "But..."

"If you're thinking about getting involved, then don't," Eve said. "This is too dangerous, and you shouldn't have to die because of our problems."

"Mark was willing to risk his life for us," Sunset said. "He didn't even get a say, I summoned him unknowingly. I need to make it up to him."

"Yeah, besides there's nothing we can't-" Dante's words were interrupted when a Viltrumite punched through his chest.

"DANTE!" Sunset shouted in worry.

Despite the situation, Dante was completely fine, but was understandably annoyed as he glared back at the now frightened Viltrumite with red eyes. "You really fucked up there, pal."

Dante pulled away from the Viltrumite while grabbing his sword and slicing once, causing some of his allies to wince from the violent sight before them.

After wiping the blood away, Dante glared down at the Viltrumite he just struck down, "I hoped for more of a fight. I hate fighting anything weaker than me."

"Whoa, that was impressive," Eve said. "Are you even human?"

"I am on my mother's side," Dante said. "My dad though, he was one of the strongest Demon Generals from The Underworld."

"Oh...you're half demon?" Eve asked. "That's pretty cool. What's your name?"

"Dante," The Son of Sparda replied. "Alright, point me to anyone giving Mark trouble. I'll make life easier for him."

Back in Equestria, Rumble was seen laying on the ground next to Sweetie Belle, the girl feeling exhausted from what just happened. The two currently had opposite reactions to what just transpired.

Sweetie Belle felt a strange gleam to her. She had just been intimate with a boy she crushed on for years. She never expected to have this opportunity, and while she felt grateful, part of her felt guilty for going through with this.

Rumble however, felt more regret than happiness. In his mind, he only thought of Apple Bloom, a girl he believes is gone. His urges got the better of him, and his desire for the unreachable clouded his mind. Deep down, he felt unfaithful to Apple Bloom.

"Rumble..." Sweetie Belle slowly sat up. "About just now...it was...I mean, I felt..." Sweetie Belle struggled putting her thoughts into words. "I know that...well...we both know..."

"Don't worry about it," Rumble said as he sat up as well. "What's done is done, we can't change the past."

"...I really enjoyed it, if that's any consolation," Sweetie Belle said, the girl with a pink blush on her face.

"That's good, I'm glad I could make you happy," Rumble said.

"...I don't want to replace her," Sweetie Belle said, Rumble barely acknowledging this. Despite that, Sweetie Belle felt compelled to continue speaking. "I can never replace Apple Bloom. You two had something special, and that deserves to be cherished. I don't want to take her place, and I don't want you to feel like you ever had to truly move on from her. I miss her too, and maybe my pain doesn't compare to yours but-"

"Sweetie Belle..." Rumble interrupted. "It's fine. You don't have to justify anything, you don't have to explain anything. Since...losing Apple Bloom, you've tried being there for me. I know it wasn't easy, because you and Apple Bloom were best friends. You're hurting too, yet you did your best to help out me and my son. I respect you for that."

"It's the least I could do," Sweetie Belle said. "I know Apple Bloom didn't make me the official Godmother, but I still wanted to look after her son. I also wanted to look after the stallion that she loved. Maybe I took it too far, and I would understand if you weren't interested in romance."

"You're a great girl, Sweetie Belle, and I think you're very beautiful too," Rumble said. "I don't think I'm ready to commit to another relationship though. I'm sorry, it's wrong of me to say this after we just...you know...got intimate."

"Don't be, I'm the one who started it," Sweetie Belle said. "I feel just as bad. I feel like I took advantage of you, and that was wrong. I'll keep my distance."

"Hey, I still want to be friends with you," Rumble said. "But if you feel uncomfortable around me, then-"

"No, I don't," Sweetie Belle insisted. "I don't want to give up our friendship either. Besides, I don't mind helping you out more. I actually like taking care of your son. I want to be a mother someday, this is as close as I can get for now."

"Well, I think you're going to be an amazing mom," Rumble said.

"Aw, thanks Rumble," Sweetie Belle said. The girl stood up and began looking around. "Now, where did that suit of mine go?"

"It left?" Rumble took a quick look around. "Well I can't say I'm surprised, given how intimate we just were not too long ago."

"I feel kind of bad, it's easy to forget that my suit's alive," Sweetie Belle said, then began calling out. "Serum! Where are you!?"

"Is it hard to control?" Rumble asked.

"No, he's actually very easy to talk to," Sweetie Belle said. "This suit used to be bound to Peter, and I think he senses the bond that I have with him."

"Wasn't it also bound to Eddie Brock?" Rumble asked. "Did you ever talk to him about it?"

"A little, but he's not very talkative," Sweetie Belle said. "Since joining our side, he's been off on missions. Probably trying to prove himself."

"When you get a chance, you should try talking to him," Rumble said. "It might help you explain your powers."

"That sounds easier said than done," Sweetie Belle said.

"Don't worry, I'll be by your side," Rumble glanced at his wing. "I'm not sure how much I'll be able to help but-"

"Rumble! Sweetie Belle!" Silverstream called from the air, taking the two by surprise.

"Oh, it's Silverstream, neat," Sweetie Belle said.

Rumble's eyes widened in worry, "Crap, I forgot we were in the middle of a mission! Last we saw, we were being chased by those villains!"

"Yeah we were!" Silverstream said as she landed before the two. "I nearly got caught by Martin Li. Scootaloo was trying to escape Cozy Glow. I don't even know where Smolder and Gabby are."

"I'm here!" Smolder said as she flew in. "I managed to get away from that Vergil guy. Seems like you three had luck."

"Sweetie Belle and I put distance between ourselves and Juri Han at least," Rumble said. "That lady's nuts."

"Well have you seen her company?" Smolder asked.

"How did you know Rumble and I would be here?" Sweetie Belle asked.

"It didn't take long to realize that the roots under the old School of Friendship led to the Tree of Harmony," Silverstream said.

"Yeah, this seemed like a safe bet," Smolder said. "Hopefully those villains don't know their way around the Everfree Forest."

"They do, unfortunately," Sweetie Belle said. "Well, Vergil at least. When his world invaded five years ago, they set up base in this forest."

"That Juri lady, she's from Vergil's world, right?" Smolder asked. "Was she not here during the original invasion?"

"No, she's new," Sweetie Belle said. "Albert Wesker recruited a lot of allies for this job, looks like he found more people from his world to include in those plans."

"That woman..." Silverstream lamented. "She killed my father, I need to avenge him."

"We'll help you," Rumble said. "Just don't do anything rash. I want revenge too, those creeps killed my brother, his girlfriend and my wife. But, we gotta do things the way Peter would."

"Is that a good idea?" Smolder asked. "Peter got killed fighting these guys."

"Yeah, I realize that," Rumble said. "But he wouldn't want us going revenge crazy."

"I make no promises," Smolder said. "Martin Li killed my brother, I can't let that slide."

"Look, we all suffered, but we can't lose our way," Rumble said. "Come on, do it not just for Peter, but for Twilight too. We need to help restore this world to the beauty she helped turn it into."

"Rumble's absolutely right," Sweetie Belle said. "Don't let revenge corrupt your minds. Focus on rescue and saving others rather than dealing out punishment against those bad guys."

"Okay, we'll try," Smolder said. "But I'm not making any promises."

"Hey guys!" Scootaloo called as she rushed over as well, alongside Gabby and Ocellus. "There you are. We really need to go. Cozy Glow's pissed, and it won't be long before she calls for more backup. We did see Poison and The Prowler earlier, they might call the Mad Gear Gang, or maybe Shadaloo."

"There's also Aria Blaze to worry about," Ocellus said. "We don't want her controlling us."

"Alright, let's go," As everyone was about to leave, they heard a voice calling out.

"Wait..."

Rumble looked around in confusion, "Uh...did everyone hear that?"

"Yeah, it sounded like someone was calling us," Silverstream said.

"This way!"

Rumble turned with the others to face The Tree of Harmony, glancing at it in confusion for a second.

"Was it the tree?" Rumble asked.

"How? Trees don't talk," Scootaloo said.

"Well we are in the middle of the Everfree Forest," Sweetie Belle pointed out. "We can't rule out any possibilities."

Suddenly a bright light began to form near the tree, before taking the form of a pony very familiar to the kids.

"Twilight!?" Rumble immediately ran to the figure, stopping just short as he tried processing the situation. "Is that...is it really you!?"

"Not quite," The pony said. "This is just a form I took, of a pony I deeply admire, just the same as you."

"So, you're not Princess Twilight, you just look like her," Smolder summarized.

"Correct," The Tree said.

Rumble was understandably let down, slightly glaring at the tree, "It probably wasn't the best idea to take the form of someone we recently lost."

"I am aware of your loss, and you have my deepest sympathies," The Tree said. "Then again, I do not truly believe Twilight Sparkle is gone."

"Yeah, we know," Sweetie Belle said. "If we think about her a lot and keep her memory alive, she lives on in all of us."

"No, I believe she is physically alive," The Tree said, much to everyone's surprise.

"Physically? But how?" Rumble asked.

"I cannot explain how, but I still feel the power of her Element of Harmony," The Tree gestured to the branches. "Thanks to the Elements, I feel a strong connection to those who wield it, especially Twilight Sparkle."

"So, if she's alive, does that mean everyone else who was with her is still alive?" Ocellus asked.

"I do not know all the answers, but I do believe that Twilight Sparkle is alive," The Tree said. "Perhaps, she and her friends can assist in the dire situation that plagues us."

"We're working on it now," Rumble said. "But, if you have some super secret powers you can share, that'd be great too."

"Hm...normally I would come up with a test to ensure ponies are worthy of my power," The Tree said as it gestured to what looked like a locked chest. "This could be the ticket to stopping the villains."

"A chest?" Sweetie Belle glanced over the object. "There's six locks on this chest, where are the keys?"

"Those you would need to find on your own," The Tree said.

"With all due respect, we really don't have time for that!" Scootaloo said. "Our world's in danger! If you can help us, you gotta do it now!"

"Or at least give us a hint on how to get these keys," Sweetie Belle said.

"The keys are found after an act of true Friendship pertaining to each Element," The Tree said. "A true test of Loyalty, Kindness, Generosity, Laughter, Honesty, and Magic."

"I think it's safe to say that Twilight and her friends have proven those things time and again since they met over ten years ago," Rumble said. He turned his attention to the sole unicorn of the group. "Like, Sweetie Belle. Can you tell me the most generous thing Rarity has done?"

"Hm...hard to pick just one," Sweetie Belle said. "I do remember one story about how she worked hard to enter a Fashion Contest, especially after her rival Suri Polomare cheated. Then in the end, she chose to do something nice for her friends rather than care that much about the contest. Her Generosity inspired Coco Pommel into being a better pony. She even gave her this neat Rainbow Thread, it was really pretty."

"That's so great of Rarity to do," Silverstream said. "She's a class act."

"I think I remember that, it was around the time I think Rainbow Dash had her loyalty tested," Scootaloo said. "She wanted to fly with some friends at The Equestrian Games, then Spitfire's team tried recruiting her right after Soarin got injured. They wanted her even after he was ready to fly, and were willing to handicap her team. Eventually she chose to fly with her friends, and it inspired Spitfire to be a better friend too. As a sign of respect, Spitfire gave Rainbow Dash some pin of honor."

"Wow, isn't Spitfire like her boss or something?" Smolder asked. "Siding with your friends over your boss is something else."

"Yeah, but that's what makes Rainbow Dash so awesome," Scootaloo said. "Besides, I think this is from before she was a Wonderbolt."

"I remember that, my brother mentioned it," Rumble said. "It was also around the time of a story that Apple Bloom told me. How The Flim Flam Brothers tried scamming ponies with some magical cure tonic. Granny Smith drank it and she began to believe she could do all these amazing things. Applejack didn't want to say anything because her grandmother was happy, but she had to step in when she was about to do something dangerous. She exposed Flim and Flam, and even inspired their employee, Silver Shill, to be a better pony. He was so grateful, he even paid Applejack a bit. She still has that bit."

"Those are all amazing stories," The Tree said. "Perhaps if you can regale me with three more, then I may be able to help you. Come back with proof of each story, and the power can be yours to wield."

"Speaking of power," Rumble glanced up at the tree branches. "Any chance we can borrow the Elements of Harmony?"

"I'm afraid not," The Tree said. "Only a chosen few can wield its power."

"But my friends here are perfect for it," Rumble gestured to each one. "Silverstream always makes others laugh. Smolder is very generous and helps others out. Gabby is the most honest girl in her town. Ocellus is incredibly kind. Scootaloo is incredibly loyal to her friends. Sweetie Belle here is great with magic. That should count for something."

"It's admirable, but I'm afraid that's not enough," The Tree said,

"Aw, bogus," Rumble lamented.

"It's fine, Rumble, we can manage without The Elements," Sweetie Belle said. "I just need my-" Suddenly the suit latched back onto her. "There you are."

"We need to run!" Serum said. "They're coming!"

"Oh no, it sounds like the villains are nearby," Sweetie Belle said.

"Let's sneak away before they find us," Rumble said as he left with the others. "Come on, quickly!"

"Good luck my friends," The Tree said before dissipating its astral projection.

Not too far away, Cozy Glow was seen with Aria, Vergil, Juri and Martin Li as they searched around for Rumble and his team.

"I just know they're around here!" Cozy Glow shouted. "When I find them, they're mine!"

"We've been searching this stupid forest for the last ten minutes, and still no sign of those brats," Juri said.

"This is a waste of time," Martin Li said. "Let us return, we have more oppressing matters to concern ourselves with."

"Hey, those brats gave us the slip, I'm not letting that slide," Juri said.

"We will get our due revenge," Martin Li said. "For the moment, we must be wise and exercise caution."

"Li's right," Aria said. "This chase is boring."

"Hey if you two can't handle being in here, feel free to leave," Juri said. "Cozy, Vergil and I can handle this."

"Actually, I agree with Martin Li," Vergil said. "This is a waste of time. It would be wiser to return to our original plan."

"But those brats!" Juri said.

"They will fall with their friends," Vergil said. "I already sent some reinforcements to handle their little base. They won't last much longer."

"Indeed, our troubles with them are but a side note, our main troubles must be our priority," Martin Li said. "Now, let us go."

"...Fine," Juri said as she left with her team.

Cozy Glow stuck around for a second, still desiring revenge. She then felt Aria's hoof on her back.

"Come on, we can't stay," Aria said.

"Ocellus was there," Cozy Glow said. Despite her anger, a slight tear could be seen coming to her eye. "I need to settle things between us!"

"You will, but now isn't the best time," Aria gently nudged Cozy Glow. "Come on."

"...Okay fine," Cozy Glow reluctantly went along with Aria.

Back with Rumble, he and his friends had successfully snuck out of town, glancing back with a bit of worry.

"I hope we put some distance," Gabby said.

"We'll be fine," Rumble said. "Let's just return to Klugetown."

"Sure," Gabby said. "Also, about what that tree said. Do you really think Twilight and the others are alive?"

"That would be amazing!" Silverstream said. "That means Peter can come back and beat up those villains!"

"You mean the same villains that beat him up?" Smolder asked. This earned her some glares, not that she relented. "Hey, I respect Peter too, but we gotta be real. Even with all that help, he still lost. If anything, our advantage may be with Princess Twilight and her friends."

"She has a point," Scootaloo said. "Let's sort this out later, right now we should head back home."

"While there, we should ask Fluttershy and Pinkie Pie about some good examples of their Kindness and Laughter," Ocellus said.

"Exactly, let's go," Scootaloo said as she gestured everyone to follow her.

Rumble was the only one who didn't, as some thoughts began to plague his mind.

"Rumble?" Sweetie Belle glanced at the boy. "What's wrong?"

"I just realized...if Twilight might be alive, so is my brother," Rumble said.

"Oh yeah, that's great right!?" Sweetie Belle said.

"And Mayday..." Rumble said.

"That's a relief, I really want to give her a big hug when I see her again," Sweetie Belle said.

"And...Apple Bloom," Rumble said.

"Yeah...Apple Bloom," Sweetie Belle was elated that her friend might be alive. She also knew that she officially had no more chances with Rumble. But she cared more about her friend than anything, so her happiness prevailed.

"...You and I...we...kind of went far, didn't we?" Rumble said.

"That's an understatement," Sweetie Belle said, once again blushing at the memory. "I can finally say that I'm no longer a virgin, thanks to you."

"Does that mean...that I cheated on Apple Bloom?" Rumble asked.

"Uh...crap..." Sweetie Belle grumbled in annoyance. "Rumble, you're not a cheater. I instigated that whole thing. Besides, you didn't know Apple Bloom was alive. If we did it again now, then yes, you're a cheater. But you don't have to worry about that. Anything between us is over. I'm going to move on like I should have."

"First Base?" Serum asked.

"Maybe, I'll think about it later," Sweetie Belle replied.

"Should I tell her?" Rumble asked.

"If you want to," Sweetie Belle said. "She might be a little mad, but she's also very understanding. If anything, she might be more mad at me than you."

"That doesn't make me feel better, I don't want you getting into trouble," Rumble said.

"It's fine, if she gets mad at me then she and I can work it out," Sweetie Belle said. She placed her hoof on Rumble's shoulder, hoping to reassure him. "I know Apple Bloom very well, things between you two will be fine. I can't tell you what to do, except trust in your own judgement."

"Yeah, I guess..." Rumble said.

"Look, we still don't know for sure if she's alive," Sweetie Belle said. "I hope that she is. I really miss her, and I know you do too. I want what's best for both of you, and I won't allow your love to fail because of me. Whatever happens, I will be right by your side."

"Thanks..." Rumble said.

"By the way, that tree was alive, right?" Sweetie Belle asked.

"Yeah, we all saw it," Rumble said. "Why?"

"You think it saw us having sex?" Sweetie Belle asked.

Rumble's pupils dilated as he shook it off, "I don't even want to think about that!"

"Yeah, me neither..." Sweetie Belle sheepishly admitted.

"Rumble! Sweetie Belle!" Scootaloo called. "Get your flanks in gear! We gotta move!"

"Oh yeah, we should hurry," Sweetie Belle said. "Come on."

"Right behind you," Rumble replied as he followed his friends.

Within Klugetown, both Sam and Bucky were delivering some food to the ponies in town.

"Eat up, we got this straight from Fillydelphia," Sam said.

"We don't think that The Wizard will miss any of this," Bucky joked.

"Thank you both."

"Yes, thank you!"

"It's no trouble," Bucky said.

"Well now, someone's a big hero," Came a voice. Buckly turned to see Sugar Belle walking over.

"Hey Sugar Belle, I got this especially for you," Bucky said as he handed some flour over.

"Thanks," Sugar Belle used her magic to grab it. "Pinkie Pie wanted to make some cupcakes, but we were short on flour."

"Do you have everything else you need?" Sam asked.

"We should, hopefully," Sugar Belle said.

"Just let us know what else you need, and we'll go back out there," Bucky said.

"I won't trouble you," Sugar Belle said, before bashfully fluttering her eyes, "But, I wouldn't mind your company later."

"Uh...sure, if I can make time," Buckly awkwardly rubbed his head, all the while Sam smirked at his friend.

"I'll see you boys later," Sugar Belle trotted off, leaving Sam and Bucky behind.

"She really likes you," Sam said.

"I know, it's weird too," Bucky said. "I'm human again, yet...she's still kind of cute. I don't think that's normal."

"Pony or not, she's pretty human like herself," Sam said. "Besides, it's not like she looks like a pony from our world."

"I guess," Bucky said.

"Soldier!" Came a voice from behind him.

"Steve!?" Bucky turned around, expecting to see his friend. Instead he saw Johnny, "Oh, it's you."

"You actually thought I was Cap?" Johnny asked. "Wow, I feel flattered."

"You two do look almost alike," Sam said. "Difference is that Cap's much muscular, and has a larger chin."

"I get compared to Cap a lot, it's fine," Johnny said. "Not like Deadpool, who for whatever reason, hates being compared to The Green Lantern."

"Lantern sucks!" Wade called from across town.

"...I don't get that guy sometimes," Sam said.

"You kind of learn to understand him in time," Johnny said. "Anyway, sounds like you two have been busy."

"Yeah, we just snagged some food from right under the nose of your old buddy, Wizard," Bucky said.

"Wizard...I gotta deal with that guy soon," Johnny said. "I want to just fly out and blast these guys, but Rainbow Dash says she doesn't want me to go alone, and that she wants to join me. The thing is, I'm afraid to bring her, because I'm afraid she's going to get hurt."

"Wow, I didn't know you could feel fear," Sam said.

"Well duh, she's my wife," Johnny said. "I can handle the danger, but if my wife's involved, then I tend to think twice."

"You still love your wife, even with your different forms?" Sam asked.

"Uh, no offense dude, but that's kind of a stupid question," Johnny said. "Of course I love her. I don't see a pony, I see my wife, and the mother of my daughter."

"Well, I'm not surprised, it's you after all," Sam said. "I bet you'd date a literal bug if it were a female."

"I have standards dude, I don't know what fantasy world you're living in," Johnny said. "Besides, I saw Sugar Belle flirting with Bucky here."

"Yeah, I feel weird about approaching her," Bucky said. "I felt weird back when I had my pony form, but now...it's even weirder."

"Give it time, and soon you won't even notice it," Johnny said. "These mares, they're basically no different than Earth women, barring some magic and flying. And yeah, sometimes they eat grass, but besides that, they're still girls that are worth dating."

"You really think so?" Bucky asked.

"Hey if you don't believe me, talk to Gambit," Johnny said. "Or Logan, or anyone else you trust. Even your buddy Cap has been friendly with Celestia."

"Oh yeah..." Sam said. "Geez, I'm surrounded by Pony Lovers."

"Not funny, Sam," Bucky scolded.

"Just give it a shot bro, you got nothing to lose," Johnny said.

"Johnny!" Rainbow Dash flew over to her husband. "I heard that Rumble left a while ago to Ponyville with Scootaloo and a few others."

"Who told you?" Johnny asked.

"Laura, she and that Kate Bishop chick went to go find them," Rainbow Dash explained.

"Kate's going?" Bucky asked. "Hopefully she can handle it, she's kind of new."

"She'll be fine, she's got potential, and she was trained by Clint," Sam said. "Sometimes the best practice is experience, and she's got X-23 by her side."

"Hopefully she listens," Bucky said. "A lot of the newer heroes nowadays don't really listen to their predecessors."

"Yeah, and it got some of them killed," Sam said. "It's a damn shame because they had such a bright future."

"Elijah too..." Bucky said.

Sam sadly nodded, "Yeah...he was reckless, but better than the others. Steve took that news pretty hard."

"We'll avenge them," Johnny said. "Right now we have a new plan. Find either Wesker or Doom, and finish them off. You take out one of the top guys, everything fumbles."

"It won't be that easy," Sam said. "They got Loki too."

"Then we take him out as well," Johnny said. "We'll get Tirek too. Anyone just to send a message."

"Whatever the plan, just let us know," Bucky said. "We'll strike them, and hard."

"Then, we'll liberate Equestria," Johnny said. "It's going to be awesome."

Not too far off, Fluttershy was delivering some tea to Discord from within her temporary home, "There you go, I hope you like it."

"It has a delightful scent," Discord said. "Thank you for your Kindness."

"It's no trouble," Fluttershy said. "How have you been doing lately?"

"Not too well, everyone still doesn't trust me, so I try not to talk to anyone," Discord said. "Even Eddie and Otto keep their distance. I'm not surprised, the villains were never really fond of me. I guess they knew that I could get rid of them in a heartbeat."

"Assembling them like that wasn't a good idea, but you already know that," Fluttershy said.

"I just crave chaos, it's in my nature," Discord said. "Not once did I think anything could go wrong. Now so many lives are being ruined. I guess I shouldn't talk though, I was the same way once."

"I'm curious, why do you feel so guilty?" Fluttershy asked. "Celestia described you as pretty heartless."

"That's a bit too far, everything I did was all in good fun," Discord said. "But, perhaps getting blasted by those accursed Elements of Harmony was the start. Then I met Peter, something about his good nature was endearing. I felt fascinated by his abilities. How one so strong could also be so just and heroic? I wanted to test the limits of all of Peter's best qualities. Originally it was meant to be myself, Tirek and a select few. Afterwards more started to come. At that point, I didn't want it to just stop at everyone here, I wanted to expand to across the multiverse. Then...things really got out of hand the moment the team led by Wesker and Doom teamed up with Loki's group to convince my guys to overthrow me."

"Well...that sounds like a strange way to go about things," Fluttershy said.

"I embody Chaos, so don't try to make sense out of my actions," Discord said. "I just go on a whim for the most part. The unpredictability of life is what makes it so thrilling."

"Still, I hope that after all this, you never try anything like this again," Fluttershy said. "So many died over this. Ponies, Dragons, Hippogriffs, Humans, even Mobians. I like Tails and his friends, that world is so cute and fascinating. This is not really how I wanted to interact with them."

"I suppose you would like those critters," Discord said.

"Our friends in Marvel Earth, Capcom Earth, and the other Earths did not deserve what happened," Fluttershy said. "They're good people, and they're really nice to us. Maybe not at first, but we became friends in time. You can have that too if you try hard enough."

"Ponies don't like me, neither do the humans, so why bother?" Discord asked.

"Because it's worth it," Fluttershy said. "So long as you're with us, you have a chance to make friends. With friends by your side, nothing truly bad can happen."

"...I hope so," Discord said.

Not too far off, Wade was helping Pinkie and The Cakes move some supplies, when he noticed something in the air. "What the hell?"

"What's wrong Wade?" Pinkie asked.

"...You need to run," Wade said.

"Huh?" Carrot Cake asked with his wife coming to his side. "What's wrong?"

"I said run!" Wade called just as a bomb landed in the house they were in, causing a massive explosion, startling everyone in town.

"What the hell!?" Bobby said, then called his friend. "Remy! Trouble!"

"Dat can't be good," Remy grabbed his staff and cards. "Applejack, find the family and keep them safe."

"You stay safe too!" Applejack said as she ran off.

"Rarity, go with AJ, and make sure your parents are safe too!" Bobby ordered.

"Yes dear!" Rarity joined her friend. "Come on Applejack!"

"Right behind ya!" Applejack said.

Near the house, Pinkie was seen struggling to stand. Her ears were ringing, only hearing the faint sound of Wade trying to call her.

"Pinkie!" Wade tried helping her to her hooves. "Pinkie, you gotta run! Hurry!"

"Huh?" Pinkie said.

"Run! Take the kids and run!" Wade said, gesturing to the Cake Twins along with the Pie Twins, who were thankfully not in the house, but were terrified of what was happening. "Go! Now!"

"Oh, don't go yet!" Goblin said as he threw more bombs.

Wade was quick to shoot some out of the air, but the blast made it hard for him to see one land next to him, and send him flying, the mercenary losing his arm and a good chunk of his body.

"Wade!" Pinkie called as Goblin landed beside the girl.

"I hope you've said your prayers, Little Pony," Goblin taunted as he held another Pumpkin Bomb.

"Osborn!" Johnny flew over to the villain.

"Johnny Storm, ready to end up like your dear friend, Peter Parker?" Goblin taunted.

"You don't get to use that name!" Johnny warned as he generated some fire. "I'm not nice like Peter is either, don't think for a second that I won't incinerate you!"

"I'd love to see you try!" Goblin said. "As of right now, this town is mine! My associates will see to that!"

From the distance, various henchmen started making their way over. From Shadaloo, to The Mad Gears, to many of Wesker's experiments, even some Skrulls led by Kl'rt. This group was joined by Akuma, Iori, Vice and Mature."

"Guess it is good that I came back," Super Skrull said.

"Indeed," Bison said as he landed nearby. "Time to crush this town."

"Hold it!" Remy said as he came to the entrance while holding his staff. "You ain't getting through here just yet."

"Well now, if it isn't Gambit?" Bison said. "You do not believe you can stop us, do you?"

"I don't just believe, I know I can," Remy twirled his staff as Bobby stepped beside him.

"How arrogant," Iori generated some of his Orochi power. "I can't stand guys like you! You think you're so much better than everyone!"

"We don't think, we know," Bobby said. "We just don't always get a chance to prove it. But we are now!"

"Tirek mentioned you and this ice creature specifically, seems as though you've angered him recently," Kl'rt said.

"Let him be mad, it makes no difference to me," Remy said. "We're gonna send you lot packing."

"Unless you want to give up now," Bobby taunted.

"You wish," Kl'rt said as he gave the order. "Attack!"

"You ready, Remy?" Bobby asked.

"Before I was born, mon ami!" Remy brought out his cards. "Whoo! We about to make a name for ourselves, here!"

As the two and some allies led the attack, from within town, Felicia called out to Capper. "I hope you have a back-up plan for this!"

"You know I do, babe," Capper whistled out to some nearby movers. "Time to make yourselves known!"

The movers got rid of their worker clothes, and revealed themselves to be pirates, led by the fearless Captain Celaeno.

"Thought you'd never ask!" She gestured to the villains. "Move it you lubbers! Defend our base!"

With that, a battle to protect Klugetown was under way.

Back in Mark's Dimension, one of the Viltrumites flew after Sonic, but his speed made it hard to catch the hedgehog.

"Almost got me there," Sonic taunted, then sped away once more before hitting the alien with a Spindash to his chest, followed by several homing attacks and ending with a powerful kick to send him flying. "Piece of cake."

One Viltrimite went after Cloud, but he was quick to block with his sword, and then kicked the alien away. Cloud then hit the alien with a sword beam to attack stun him before dashing in and slaying him with a quick slice of his Buster Sword.

"Was that all you had?" Cloud asked as he placed his sword away.

Mega Man, Joe and Morrigan fended off any remaining Viltrimutes, with Ryu ending their attack with a massive attack.

"SHINKU! HADOUKEN!" Ryu fired a massive beam that wiped a few villains out, with Sunset picking off the rest.

"How are your arms?" Morrigan asked.

"Feeling better," Ryu shook them off. "That one guy just took me by surprise."

"You're doing better than me," Chris said as he reloaded his gun. "These bullets don't do a damn thing."

"You provided some distractions at least," Gwen said as she swung over. "Don't feel bad, even I struggled a bit. These guys are freaking dangerous."

"Tell me about it," Sunset said, then heard her radio go off. "Yeah?"

"Sunset, it's Julia," the girl said. "We just stopped off to grab All Might, he was in the middle of training a young boy here. He's really excited to meet everyone."

Nearby, a boy named Izuku Midoriya was seen speaking with Miles, "So your quirk is Spider related?"

"Yeah, but we don't call it a quirk where I'm from," Miles said. "It's just a superpower."

"Right...so what's your hero name?" Izuku asked.

"Spider-Man," Miles said.

"Oh, are you the one All Might mentioned?" Izuku asked. "I thought your suit was a different color, or did you change it?"

"He means a different one," Miles said. "I'm the Spider-Man of my dimension, the one you want to meet is Peter Parker."

"It's weird knowing that you're a Spider-Man too," Cole said. "Superhero mantles should be tied to the person. It'd be like if just anyone could be called Captain America."

"Well my son and his wife are superheroes," Goku said. "They're known as The Great Saiyaman and Saiyaman 2."

"Wasn't it Saiyagirl?" Terry asked. "Or Saiyawoman?"

"She flip flops," Goku said. "So if Peter is Spider-Man, Miles should be Spider-Man 2."

"That makes me sound like I'm a sequel," Miles said. "Which, I guess I am?"

"What's Peter Parker like?" Izuku asked.

"He's a great guy, you'd like him," Cole said. "If you ever need superhero advice, talk to him."

"I don't know him too well, but he screams justice," Yuri said. "He's also good at talking to others from what I've seen."

"One of the only people my Street Fighter buddies will speak highly of," Terry said. "Anyone who can bring the fight to Ryu deserves it."

"He could stand to be less annoying,' Jin said.

"He doesn't seem that bad," Terry said.

"Because you're the same way," Jin said. "All talk."

"Ease up, Spider-Man gets things done," Cole said.

"If he did, we wouldn't be in this situation," Jin said. "He's not this God you all make him out to be. He's just another man, one who lost."

"...You're right," All Might said. "Peter Parker is a man. He can bleed, he can die. It's not the strength that defines him, it's his determination. Even when he was losing, he never stopped trying. I know what it's like to experience that hopelessness, it's not pretty, but sometimes, that just makes us stronger."

"I've taken a few beatings in my life," Goku said. "All it did was motivate me to be better. I bet Peter's the same way. Not just him either, his wife's pretty amazing too."

"Right, we can't forget Twilight Sparkle," Cole said. "That woman is not someone anyone with a working brain would mess with."

"Got that right, Peter married an amazing woman," Miles said.

"She sounds amazing," Izuku said. "Is she pretty too?"

Cole raised his eyebrow at Izuku, before laughing it off, "You really are a teenage boy, aren't you?"

"Huh? It's just a simple question..." Izuku insisted.

"Now, now, ease up on the boy," Bayonetta said as she walked over with Kratos and Leonardo. "He can't help it."

"She's tall..." Izuku thought to himself.

"Spider-Man's wife is very beautiful," Leonardo explained. "She's a perfect combination of beauty and power."

"Careful, that's a man's wife you're describing," Yuri said.

"Hey, I'm just being respectful!" Leonardo said.

"She is quite brave too," Kratos said.

"She sure is," Goku said.

"Look, we got who we came for, let's leave," Jin said. "We still need to find more allies."

"Hey, um, can I come too?" Izuku asked.

"Don't be idiotic, you'll just slow us down," Jin said.

"Hey, ease up," Yuri said. "You don't know this kid. He might be more amazing than he lets on."

"Just because you let some dopey kid onto your team back in the day doesn't mean we should make the same mistake," Jin said.

"I'm ninety percent sure that Karol could take you in a fight," Yuri said.

"Let's not worry about that now," Cole said. "We're teammates, not rivals."

"Fine..." Jin said.

"As for you, Izuku," Cole said. "Maybe next time. Get stronger and soon you can join us."

"Okay, I will," Izuku said. "I'll get stronger!"

"Hm, you are eager," Kratos said. "It reminds me of my son. He too wishes to fight, and he will, when he is ready."

"I'd say he's plenty ready, brother," Came Mimir's voice.

"Huh? Who said that?" Izuku asked.

Kratos pulled out Mimir's head as he greeted Izuku, "Hello there, lad."

"AAAAAHHHHH!" Izuku freaked out. "Why is that head talking!?"

"Easy kid it's...wait," Terry turned to Kratos. "How is that thing talking?"

"Thing? I'm a man!" Mimir said. "Well, only a head, but still!"

"It is a long story," Kratos said.

"Long? It isn't that complicated brother," Mimir said. "I was stuck on a tree in Jötunheim, then you cut my head off with your axe and-"

"Please, no more!" Izuku begged.

"Honestly, no want wants to hear you drabble on," Bayonetta said. "Especially in such a repulsive way."

"Repulsive? It's my backstory!" Mimir said. "Ye be calling my backstory repulsive now!?"

"Hey, come on. No fighting, remember?" Leonardo asked.

"Calling me repulsive, you Umbra Witches were always so high on yourselves!" Mimir said.

"That...sounds kind of racist," Miles said.

"Whoa, that's another can of worms," Cole said.

Julia shook her head in annoyance, "Well that was fun, how about..." She heard some explosions. "Sunset?"

"I'm still here!" Sunset said. "We went to find Mark, but there's a war going on! His planet is being invaded by Viltrumites!"

"Do you and Mark need help?" Julia asked, this catching All Might's attention.

"We should be fine but-" The frequency got cut off.

"Sunset? Where are you!?" Julia asked, but no response. "No!"

"What's wrong?" All Might asked.

"Viltrumites are attacking Mark's world," Julia said.

"Mark?" Izuku asked. "Wait, you mean Invincible!?"

"He needs my help," All Might said. "Direct me to his world."

"But..." She whispered to All Might. "Can you maintain your form against those creatures!?"

"I'll do my best," All Might whispered back, then spoke aloud. "Send me over."

"...Okay," Julia said.

"Wait, not alone!" Cole said.

"You all have your jobs to do, don't worry about me," All Might said as he leapt through the portal.

"Don't!" Leonardo went to stop him, but the portal closed. "Julia! Send me through!"

"Not now, we still have the others to find," Julia said. "Come on."

"But..." Leonardo relented. "Okay fine, but I'm not dropping this."

"Izuku, can you get home on your own?" Goku asked.

"I should be able to," Izuku said as he began to leave. "Good luck!"

"Good kid," Cole said. "Glad we were able to communicate with him, it's not always guarenteed."

"You can thank Mr. Fantastic for that," Julia said.

"Oh yeah, these earpieces," Cole said as he checked his ear. "It's like everyone's speaking English."

"Indeed, now come on, next is Geralt of Rivia," Julia said as she opened another portal.

"Fancy name," Terry said as he followed the others.

Back in Mark's world, as Sunset led her team through town, she spotted something troubling. "That family's in danger!"

"Huh?" Chris said, then noticed a building about to fall on a family of four. "Oh no!"

Before any of the heroes could react, they were already rescued just in time by an oncoming All Might.

"You're safe, now quickly, get to safety," All Might said.

"Thank you sir!" The father said as he left with his wife and children.

"All Might!" Sunset called.

"I heard about the trouble here, where's Mark?" All Might asked.

"We're looking for him now," Sunset said. "Atom Eve said he's fighting a powerful Viltrumite."

"Then let's hurry," All Might said as he led everyone through town.

Back on Marvel Earth, Peter and the others had just finished eating, and were introduced to a marvelous spectacle.

"Ladies and Gentlemen, I present to you, the New York Public Library!" Peter said.

Twilight and Mayday looked amazed by the sight before them. So many books in one building was a dream for them.

"Woooooooow...!" Mayday said. "It's so pretty!"

"A goldmine of books, I love New York!" Twilight said.

Celestia looked impressed, but the woman still had some doubts and slowly stepped away, to which Peter noticed.

"The rest of you go on ahead, have fun," Peter said.

"Okay!" Mayday took Franklin by the hand and led him toward the building. "Come on!"

"Mayday, slow down!" Franklin urged as Mayday pulled him along.

"Aw, that ain't ever going to stop being cute," Apple Bloom said. "Reminds me of me and Rumble."

"Can't wait to see him again?" Rogue asked.

"Got that right, ah just hope he hasn't forgotten about me," Apple Bloom said.

"You? No way," Rogue said.

"Ah just hope he finds out I'm alive, sometimes I worry that he'll move on," Apple Bloom said.

"You think he will?" Rogue asked.

"I'm not sure, we did promise each other once that if anything happened, we would move on eventually," Apple Bloom said. "Rumble's a Wonderbolt, he worried he wouldn't come home one day, and just wanted to make sure I'd still be happy. I told him that I wanted him to be happy too if something ever happened to me."

"Well, it hasn't been that long, no one gets over love like that," Rogue said. "It took me forever to get over Remy, and he's still alive."

"Why did you two break up?" Apple Bloom asked.

"Things happened, but ah got no regrets," Rogue said. "Remy's happy with his wife, and I'm happy how ah am right now. Besides, I've seen a few cute guys that ah wouldn't mind taking a chance with, even in Equestria."

"Ah can keep an ear out for ya," Apple Bloom said. "Ah know plenty of single guys around yer age."

"Ah look forward to hearing yer suggestions then," Rogue said as she went inside.

Twilight wanted to go, but she was worried about Celestia as well. Despite that, she could feel Shocker nudging her.

"Peter will talk to the Princess, meanwhile he came here to make you happy," Shocker said. "Go read a book or ten, enjoy yourself."

"Well...okay," Twilight went into the building.

Peter walked over to Celestia, hoping to start off slow with her. "So...was the pizza good?"

"Huh?" Celestia turned to Peter. "Oh um...yes, it was."

"I used to deliver from there, I think I told you this story at least once," Peter said.

"Yes, you had to be careful when swinging," Celestia said.

"Pro Tip, flipping is not good for pizza," Peter said.

"Hehe...I suppose not," Celestia tried to smile.

"So, what's nagging at you?" Peter asked.

"...Things have not been going well for me," Celestia said. "Between my sister disappearing, losing Starswirl, being stranded here. I don't wish to hate this world, but...it's just so different from Equestria."

"Different?" Peter asked.

"It's not as clean, there's so much poverty, and all this pollution," Celestia said. "It's mostly a city problem it seems since it's nicer at our house. But honestly, there's just so many unusual things about this place."

"You're still taking time to adjust, I get it," Peter said. "This world isn't perfect, but it's worth giving a chance to. Bad as things are, there's still good. This city is full of hard-working people, who just want to feed their families. Poverty is bad, but some people make do. And you can always find a sense of community, sometimes from places that don't seem so fortunate. They realize that it's not about having what you want, it's about having what you need. I know you miss home, but you're surrounded by people who care about you. I hope we're enough."

"You are, please don't get me wrong," Celestia said. "I am sorry, I should be much more grateful."

"Don't beat yourself up, like I said, this isn't easy, but we'll get through it, I promise," Peter said. "Now, let's go into the library and-"

Suddenly Peter was tackled by an unknown assailant, much to Celestia's worry. "Peter!?"

Peter was being dragged along the ground and slowly into the air as he looked up at his assailant, "Huh!? Beetle!?"

"Welcome back," Beetle said as he threw Peter through a nearby building, startling everyone inside as they ran for cover.

The Beetle then charged in and tackled Peter again, slamming him through some more buildings, and making things worse for the superhero.

Meanwhile Celestia had run inside the library, calling out to her friends. "Twilight! Starlight! Anyone!?"

"Princess Celestia!?" Twilight ran over to the woman. "What's wrong!?"

"Peter's in danger!" Celestia said.

"Danger!? How!?" Shocker asked.

"Someone's attacking him! I don't know who!" Celestia said.

"Crap, did one of Doom's men find him!?" Shocker asked.

"No time to worry," Starlight said. "Right now, we need to help Peter!"

"What's wrong!?" Mayday asked, this getting Starlight's attention. "What's happening to daddy!?"

"We're not sure yet," Twilight said, then focused on Mayday. "For now, you stay here with Franklin where it's safe."

"But..." Mayday tried pleading.

"No buts!" Twilight said, then turned to Apple Bloom. "Can you watch over my daughter?"

"Like ya gotta ask," Apple Bloom said with a confident smirk.

"I'm so happy I could depend on you," Twilight turned to her friends. "Let's go!"

"Right behind you!" Sonata said as she, Autumn Blaze Thunderlane and Lightning Dust followed Twilight.

"Stay safe," Rogue said to Apple Bloom. "Eris gave us all phones, so call us if you need help. You remember how to use it?"

"Ah do," Apple Bloom said. "Good luck!"

"Thanks!" Rogue said as she left.

"Franklin," Trixie turned to the boy. "Please, keep Mayday safe for us."

"I will," Franklin said. "Nothing bad will happen on my watch."

"Keep yourself safe too," Trixie said, then ran off. "Let's go Starlight!"

Meanwhile Mayday was hugging Starlight hard, "Try not to get hurt out there!"

"I'll be fine, sweetheart," Starlight gently rubbed Mayday's head. "This shouldn't take long, we'll grab some ice cream after all this. Good for having after pizza."

"Okay..." Mayday said as Starlight let go. "I love you."

Starlight felt a twinge in her heart as tears of joy came to her eyes. Innocent words piercing through and filling her with the determination she needs to fight for her family, "I love you too! Stay safe, Mayday! You too Franklin!"

"Good luck out there!" Franklin took Mayday by the hand. "I got you, don't worry."

"...I hope daddy will be okay," Mayday said.

"Hey, your dad is Spider-Man," Franklin said. "There isn't anything he can't do."

Mayday shut her eyes in worry as memories of her father's last fight flashed through her head. Seeing him taking a beating from those villains was a lot for her to bear, and she worried it was happening again. "I hope you're right..."

Suddenly, Mayday began weeping, this worrying Franklin as he hugged her close, trying his best to comfort the girl.

"Mayday, Franklin, with me!" Apple Bloom called.

"Come on," Franklin said as he took Mayday by her hand and led her away while Celestia just observed from a distance, worried for the Spider Hero.

Outside, Peter was thrown against a truck, the hero pulling himself out and glaring at his foe, "Wow, we haven't seen each other in like ten years, and you still want me dead!? Then again, you don't do this for nothing, so who are you working for!?"

Beetle flew in to attack again, to which Peter dodged out of the way.

"Still the silent type, huh?" Peter asked. "Fine, I'll just beat the answers out of you!"

As Peter clashed with The Beetle, Twilight led the others toward the fight.

"I think I see them!" Twilight said. "But, who's that guy?"

"No way..." Shocker said.

"Sounds like you know him," Twilight said.

"Yeah, he calls himself The Beetle," Shocker said. "He's a mercenary for hire. Looks like someone put a hit out on Peter."

"Probably Doctor Doom," Twilight said.

"That means he knows we're alive!" Sonata said.

"I'm not too sure," Shocker said. "Remember, Peter still has a lot of enemies in New York, someone may have found out he was here."

"Who could it be?" Trixie asked.

"Who cares, let's just help Peter!" Lightning Dust flew at The Beetle.

"Right behind you!" Thunderlane flew in as well.

The Beetle kicked Peter away after the hero swung over to him, then blocked the oncoming Thunderlane and Lightning Dust.

"Back away from our pal!" Thunderlane went for a punch, but he took one of his own to his stomach and was kicked away.

Lightning Dust went to attack as well, then got knocked to the side.

"He's fast!" Twilight said. "Herman, do you have your gauntlets?"

"Even better," Shocker pulled out some Vibro-Shock gloves. "I had these babies, easier to carry for civilian outings."

"Alright, let's protect Peter then," Twilight said.

"Not so fast..."Came a voice. Everyone turned around to see a man wearing a red hood.

"Huh? Who is this?" Twilight asked.

"You! Were you the one who hired Beetle!?" Shocker asked.

"I'm afraid not, but I do have my own score to settle with Spider-Man," the man said.

"Another villain!?" Trixie asked. "Who is this guy anyway!?"

"That's Parker Robbins," Shocker said. "To many, he's known as The Hood."

"Right you are," The Hood said. "It seems my reputation precedes me. Of course, you would know who I am, wouldn't you, Shocker?"

"Recognize me, do ya?" Shocker asked as he aimed is gloves. "I'm almost surprised, the likes of you never remember those ranked low in your eyes. So, who sent The Beetle? Was it Hammer Head? Fisk? Or did Smythe want another crack?"

"It hardly matters, none of you will live long enough to worry," The Hood said. "Now, prepare to die."

Trouble rang through the multiverse, from Mark's showdown with Anissa and Goku Black engaging with Gohan, all the while he had Zamasu and Dormammu fending off Trunks and Ben Grimm, each of those fights not in favor of the heroes in those situations.

Gohan had enough, and charged up enough ki to reach the levels of Super Saiyan 2, much to Black's enjoyment.

"Yes...show me more of your power," Black taunted.

"With pleasure," Gohan said as he and Black continued to clash, alongside Mark's clash with Anissa.

"Not bad," The Viltrumite woman said as she continued her attack.

Mark was not going to give up, neither were Gohan, Trunks or Ben. They were not the only ones either.

The citizens of Klugetown were doing their best to push their foes back, but to little avail. That was not going to deter them, as all strived to maintain their freedom.

All the while, Wesker, Vomi, Doom and Emma Frost continued to search for Peter, narrowing down his location, as Doom expected to send a surprise Peter's way.

The heroes would continuously pushback, until they no longer could.

Unaccounted For

The evening had come all around. Especially in the suburbs of the New York region. Peter and his team had returned home, exhausted from the day.

"Well, that was a unique trip so to speak," Trixie said as she slugged inside. "I would have hoped to see a bit more after all that traveling however."

"It wasn't that long of a travel, we drove to a train station to get into the city," Peter said. "And the city's only a half hour away."

"Don't contradict me when I'm in one of my moods," Trixie warned.

"I wasn't...ugh, forget it," Peter said.

"Trixie, it can't be helped," Lightning Dust said. "You know trouble tends to follow Peter wherever he goes."

"Dust!" Thunderlane scolded, earning an awkward blush from Lightning Dust.

"Uh, I mean...we just had bad luck, it's normal," Lightning Dust said. "Trouble tends to follow Twilight too, so Peter's not alone. They can be the trouble magnets together and-"

"Dust, babe, I love you, but you gotta stop talking," Thunderlane said.

"I wasn't trying to offend Peter, I was just trying to sympathize with him," Lightning Dust said. "Not like he asked to be unlucky."

Apple Bloom furrowed her brow at the blabbermouth Pegasus. "You have quite a way with words, don't ya Lightning Dust?"

"Yes..." Lightning Dust took a second to think. "Wait, is that a compliment?"

Apple Bloom rolled her eyes in annoyance before focusing on the hero. "Look Peter, regardless of what happened, it was still nice going into the city. There were lots of neat places. We can try again tomorrow. Or another day."

"I'm not so sure," Peter said. "Given that we know Fisk is out to get me, it might be too risky bringing any of you into the city."

"Does it matter?" Sonata asked. "Now that we know this guy's after us, it will be easier to prepare for it."

"I'm worried enough as it is about Doom and Wesker," Peter said. "I don't need anyone dragged into this fight with Fisk."

"Is this guy really as bad?" Sonata asked.

"Fisk is no Wesker, and he's definitely no Doom," Shocker said. "But he's The Kingpin for a reason. He's got connections that most crime lords don't. The Beetle may be a go to for him, but he can find someone else."

"Aren't all of Peter's most dangerous enemies in Equestria though?" Lightning Dust asked.

"Not all of them," Shocker said. "Like, don't get me wrong, it's hard to top guys like Doc Ock, Venom or even The Green Goblin. But you still have plenty of people to worry about here."

"Earlier you mentioned a few names," Trixie said. "One of them had something to do with a hammer."

"Yeah, Hammerhead, another crime lord, just like Fisk, Robbins and Li," Shocker said. "I don't know if he's still active or not, but he could be someone to worry about."

"Who was that other name?" Autumn Blaze asked. "Did you mention one more?"

"Smythe," Shocker said. "Specifically Alistair Smythe."

"That's a name I haven't heard in a while," Peter said.

"Who is he?" Apple Bloom asked.

"He's a scientist with a knack for robotic engineering, just like his father Spencer," Peter said. "See Spencer actually created some robots known as Spider-Slayers for the purpose of trying to kill me. He came close a few times too."

"So now we have more mad scientists to worry about?" Trixie asked. "I don't suppose this Spencer person is retired and just letting his son handle everything, is he?"

"You can say he's retired," Peter said. "Technically speaking though, he's dead."

"Lucky us," Lightning Dust said.

"Uh...that sounds kind of harsh to say, Lightning Dust," Apple Bloom said.

"Hey, he created robots to kill Peter, he's clearly evil," Lightning Dust insisted.

"Ah know, but still, being happy about someone's death feels wrong, especially knowing he had a son," Apple Bloom said.

"She's not wrong to feel that way," Peter said. "Alistair was devastated when his father died, and dedicated his life to revenge on anyone who was associated with his death. That included me, so he took over his father's work to finish what he started."

"And you think it's a possibility that he might return, Herman?" Autumn Blaze asked.

"It's something I'm worried about," Shocker said. "Smythe isn't just good with robots. Last I remember, he's also mutated."

"Mutated!?" Trixie asked in worry.

"It's nothing too threatening, he just grew wings like a bat," Shocker said.

"That still sounds like trouble," Trixie said.

"Look, right now, let's not jump to conclusions," Shocker said. "We don't even know if Smythe is up to anything. Let's focus on what we do know, that being The Kingpin causing trouble."

"Figures this would happen," Peter lamented. "No matter what I try, I always tend to attract trouble."

"Peter, don't blame yourself," Twilight said. "It's not like you could have predicted any of this."

"These villains are after me though," Peter said. "If I hadn't been in town, The Beetle wouldn't have shown up. Neither would The Hood. I was their target!"

"You're not the sole cause of everyone's trouble," Twilight said. "That girl Yuriko even said that trouble hasn't completely died down without you around."

"Yeah, she mentioned that other heroes are there to keep everyone safe," Sonata said.

"But my presence didn't help," Peter rubbed his head in frustration. "Maybe Gallus was right about me. Maybe I am a magnet for trouble."

Hearing this statement was a bit unsettling for Mayday, the girl now feeling a sense of sympathy for her father.

"First off, who's Gallus?" Shocker asked.

"A Griffon from back home," Peter said.

"He's the one who clawed Cozy Glow across the face and nearly blinded her," Sonata said. "I still owe him for that crap."

"Don't tell me you're still hung up on that kid after she betrayed you," Shocker said.

"I know she still loves me, and I love her!" Sonata said.

"I'm not getting into this with you, let's focus on the real problem here," Shocker turned to Peter. "Look, I don't know who this Gallus kid is, but it sounds like he's been talking crap about you."

"He has," Lightning Dust said. "He tried smearing Peter's name recently. Saying that because he's in Ponyville, that's why the villains came after us."

"Is he wrong though?" Peter asked. "Those villains endangered everyone just to get to me. It's my fault they were there."

Mayday again felt her chest tighten, angry that her father feels this way. Sensing her anger, Franklin took Mayday by her hand to calm the girl down.

"Peter..." Twilight gently stroked her husband's back. "You need to stop being so hard on yourself."

"I have to face the facts," Peter said. "I'm the one the villains want after all."

"Tch, wow, no offense Peter, but that's kind of a conceded mindset to have," Sonata said.

"Hey!" Twilight scolded.

"It's true!" Sonata said. "Like, seriously Peter, do you honestly believe you're the main reason we invaded? Like, you're definitely a threat, but not the only one!"

"Yeah, I can also confirm that Peter was not our only target," Shocker said. "We didn't invade Equestria to go after Peter, we invaded to steal it's magic and power. We only went after Peter because he was the biggest threat to our plan. Or at least one of the biggest threats."

"Exactly, he wasn't the only one on our minds," Sonata said. "If anything, some of us were more worried about Celestia."

"Me?" Celestia asked.

"Yeah, you're the Princess, and one of the most powerful beings in our world," Sonata said.

"Yeah, Peter wasn't the top of everyone's list," Shocker said. "Doom mostly spoke about destroying Mr. Fantastic. Wesker, much as he disliked Peter, still had Chris Redfield on his mind first and foremost. Vergil wanted to get rid of his brother, same wit Loki. Chrysalis wanted Twilight out of the way. That guy, Goku Black, wanted to bring down some kid named Trunks."

"Exactly, we all had more targets than just Peter," Sonata said. "That's why we attacked different cities and different parts of the multiverse. If Peter was the only threat, we would have gone right after him from the get-go."

"So...it's not just me?" Peter asked. "I'm not the reason Equestria's doomed?"

"Equestria was doomed whether you were there or not," Shocker said. "Tirek came up with the original plan to invade. You weren't really a big part of his worries, if anything he figured you were just a minor inconvenience. His goal was always weakening the four princesses."

"What about Wesker?" Peter asked. "He came to Equestria to come after me."

"Friendly reminder that he was already invading Earth," Shocker said. "He didn't go to Earth for you, he wanted to take over. Did he go to Equestria for you? That could be part of the reason, but he and Vergil both admitted that they mostly just cared about the power."

"Herman's got a point," Lightning Dust said. "Wesker did say that while he liked the idea of you joining him, in the end he saw a chance for power and went for it. It's safe to say that even if you weren't in Equestria, he would still want to invade it just for the power."

"It's true that a lot of enemies did come after you, I won't deny that, but in the end, it's not just you that matters, you just happen to have been a bigger pain to deal with," Shocker said. "Like, imagine you're washing a plate. The goal is to get rid of all the germs, that's what the heroes and ponies were. Germs. But some things on that plate, like maybe some dried up sauce, proved to be more of a pain to get rid of, so it required more effort. That's you Peter."

"I'm...dried up sauce?" Peter asked.

"Exactly, you're the hardest part of the dish to wash, so we had to give you a little extra attention," Shocker said. "But that didn't mean you were the only part that was a pain. Twilight was like the syrup from a pancake. The Capcom Warriors are grime from another dish that needed focus. You get what I'm saying? We didn't wash the dish just to get rid of you, we needed to get rid of everything. You just put up a lot of fight."

"...This has got to be one of the weirdest analogies I've ever heard," Peter said.

"Just tell me you understand what I mean," Shocker said.

"Yeah, I get it, but wow," Peter said. "Washing dishes? I knew you were pretty boring sometimes, but this just takes the cake."

"...Okay you know what? Screw it," Shocker turned to leave. "That's the last time I try to cheer up your ungrateful ass."

"Herman wait!" Twilight urged, then turned to Peter. "You could be nicer, Herman is just trying to alleviate your worry."

"...Yeah, you're right. Sorry Herman," Peter said. "But hey, I did forget about my worries for a split second, thanks to your silly analogy. So thanks."

"Whatever," Shocker said. "Just stop moping already and get things done!"

"I will," Peter reassured. "Still, I can't just ignore the situation with Fisk, and how he came after me."

"Well from what Yuriko said, he's been a problem fer a while," Rogue said. "He only went after you because he knew you were a threat to his plans."

"Just like we've been saying," Sonata said. "You're not always the main target; you're just in the way of our actual target."

"Plus you being here can be a big help now," Apple Bloom said. "Yer one of the only people who would know how to deal with this Wilson Fisk fellow."

"I bet Herman would know too," Lightning Dust said. "Maybe not as an enemy, but as a former ally."

"Yeah, Spidey and I can get this under control," Shocker said.

"It will be perfect for your community service," Peter joked.

"Don't start with me on that," Shocker said.

"It might be a good idea to meet up with Warren and this Gwen girl," Rogue said.

"Right, and I suppose we should meet up with Elektra and The Punisher," Peter said.

"I'm not too sure if I want to be around The Punisher," Shocker said. "He's not exactly a forgiving person. Quite honestly I don't think I'd be comfortable around Elektra either."

"Well I can talk with them," Peter said. "Then I'll convince them not to deem you an enemy."

"Aren't they heroes too?" Sonata asked. "It shouldn't be that hard, right?"

"The term 'hero' does not describe Elektra or The Punisher," Peter said. "They're just vigilantes that take things WAY too far."

"Well we'll keep everyone here protected," Twilight said. "Anyway, it's been a long day, let's just lay back for a while. Fortunately I managed to pick up a book from the library."

"That was fast, feels like we were barely in there," Rogue said.

"I'm good at spotting books," Twilight said as she pulled one out. "I actually spotted this in the romance section, it seems to be really popular."

"Sweet, what did you...?" Peter's face turned red upon seeing the title. "Uh...Twilight? Are you sure about that one?"

"Yeah, it looks nice, though I don't know what the color gray has to do with romance," Twilight said.

"...Well Peter, you might be very busy soon," Shocker said. "Just promise to be mindful of the fact that there's other people in this house."

"DUDE!" Peter shouted.

"Yeah Peter, no noise," Lightning Dust said. "It's very inconsiderate."

"Don't even. I heard that the moment you and Thunderlane turned human, you..." Peter glanced over at a very confused Mayday and Franklin, almost forgetting that the kids were nearby. "Just put a cork in it."

Franklin scratched his head in confusion, "What's going on?"

"I think they're talking about sex," Mayday said. This of course earned the girl some curious and horrified glances toward the girl. "What? Most of you already knew I read about it in a book."

"What book!?" Shocker asked.

"A biology book," Mayday said. "I know what sex is, it's how animal species reproduce. It's completely natural."

"She's not wrong," Autumn Blaze said.

"...Hey, um, Mayday?" Peter said. "Let's forget about the book and focus on doing something else. Do you want to watch another movie?"

"Sure I guess," Mayday said. "Can I get something to eat too?"

"Mayday, you already had a hot dog," Twilight said.

"I'm still kind of hungry though," Mayday said.

"It is one little hot dog, it's not enough for a growing girl," Peter said.

"Okay fine, but she gets something small," Twilight said.

"Yeah, we wouldn't want her gaining weight," Sonata said. "Oh, speaking of food, where are my chips?"

"Sonata, you just ate too!" Shocker said as Sonata went toward the kitchen. "Sonata!" He began to follow. "Hey! If you're still hungry, eat an apple!"

"You eat an apple!" Sonata snapped back.

"...That is one hungry girl," Apple Bloom said.

"She's definitely a bit of a glutton," Trixie said.

"It still seems like stress eating," Starlight said. "It's a very easy habit to fall into."

"She doesn't seem to be gaining any weight," Autumn Blaze said. "Lucky her."

"I should go find Sunset," Peter said. "I hope she hasn't missed us too much."

Meanwhile in a Tropical Rainforest out in Malaysia, Sunset and her team are seen braving the area as they traveled with famed archeologist, Lara Croft.

"So that's our story," Sunset said, having just explained the situation to Lara. "We hear that you're very capable, your name is among the greatest when it comes to explorers who brave incredible unknowns. So we ask, can you help us?"

"Help you topple some conquerors?" Lara asked. "That's quite a tall task, dear. I'm no stranger to the supernatural, but I can't say I'm an expert in vanquishing such foes."

"You'd be able to travel to new worlds though," Sonic said. "Doesn't that sound fun?"

"Hm, I suppose so," Lara said.

"You'd be able to do what most archeologists could only dream of doing," Sonic said. "Plus, if you help save Equestria, you might be able to explore there as well."

"It'd be like having a new playground," Dante said. "All the fun attractions that wait, especially in a world that functions slightly different than yours."

"This is all quite tempting," Lara said. "And all you need me to do is help you in this war. Is that right?"

"We know it's selfish to ask," Chris said. "But keep in mind, this could affect your world too. We're not expecting you to fight a God, but if you could at least provide support, we could greatly benefit from it."

"We'd really owe you big time, Lara," Cloud said.

"...Well, I do recall stumbling into your world once Cloud," Lara said. "The people there have been hospitable, so I suppose I could consider it returning the favor. Besides, if I'm being honest, you did have me at exploring these new worlds. My world still has many great mysteries that I wish to uncover, but I wouldn't mind checking a new area out. The idea has me rather excited."

"It's fun, isn't it?" Sonic said. "Once we're done saving Equestria, I might explore it myself."

"...Come to think of it, I don't think I've fully explored it," Ryu said. "I've been too focused on my own training in my world, it slipped my mind to learn more of Equestria."

"Now's your chance," Cloud said.

"So...will you help us, Miss Croft?" Sunset asked.

"Lara is fine, and yes," Lara said. "Just allow me to finish up here. I heard talk of a lost tomb nearby, I'm curious to see what it entails."

"Isn't it creepy to explore tombs?" Gwen asked.

"You see creepy, I see a chance to unravel lost history," Lara said.

"She is an archeologist," Sunset said. "So she's probably getting paid to do this."

"Honestly, I just really like exploring," Lara said. "It's a fun past time for me."

"Heh, really starting to see why Cloud said you and I would connect," Sonic said.

"Careful Sonic, you have enough girls eyeing you as it is," Mega Man said.

"Dude, not cool," Sonic said.

Sunset then heard an alarm on her wrist going off, "Crap...Peter's back. I gotta get home!"

"Already?" Morrigan asked. "That was quick."

"I expected him to be out longer," Sunset said.

"Don't worry, I can get you home," Gwen said. "The rest of you should return to the Portal Room."

"What about the others?" Chris asked.

"I can go find Mario," Sonic said. "Mega Man can help."

"From there we can grab Link," Mega Man said.

"I'll contact Shantae on my own," Dante said. "She used to hang with Capcom, so I can reach her."

"You shouldn't go alone, I'll go with you," Morrigan said.

"I should reunite with my allies too," All Might said. "Hopefully, they found their own success."

"Sounds good," Sunset said as Gwen opened the portal. "I'll catch you all later!"

After some good-byes, Sunset returned to the backyard, with Gwen saying her own good-bye.

"I gotta check in with Miguel, I'll see you later Sunset," Gwen said before pulling away.

"Yeah, see you," Sunset said as she began walking off just as Peter came outside.

"There you are, still training?" Peter asked.

"Yeah, I've been getting ready any way I can," Sunset said. "Still...back already? Is everyone else here too?"

"We're all here, we had a nice day in the city, for the most part," Peter said. "Then we ran into trouble."

"Trouble?" Sunset asked. "What kind of trouble?"

"Some old enemies of mine found out I was in the city, so we got ambushed," Peter said.

"Ambushed!?" Sunset asked in worry. "Is everyone alright!?"

"Everyone's fine, we stopped the guys that came after us," Peter said. "One of them however, was a hired gun sent by an old enemy of mine, called The Kingpin."

"Kingpin huh? Sounds familiar," Sunset said.

"He has an old grudge against me, so he tried to have me killed," Peter said. "Fortunately the guy he sent after me, The Beetle, was dealt with. Same with The Hood."

"The Hood?" Sunset asked.

"A crime lord from the city," Peter said. "The threat isn't done. So while I'm here, I'm going to try and find The Kingpin and put a stop to him."

"Peter, that's great and all, but what about Equestria?" Sunset asked.

"This world might need my help too, I can't ignore it," Peter said.

"Well...I suppose I can't tell you not to be a hero," Sunset said. "Just prioritize. We're going back to Equestria soon after all."

"I'm aware, and don't worry, I got this under control," Peter said. "Anyway, Starlight saved some food for you. Better hurry and get it before Sonata gets any funny ideas."

"Sure...also, how's Mayday?" Sunset asked. "She wasn't scared, was she?"

"Mayday...didn't handle some of the traveling well, especially the loud noises," Peter said. "And she was a bit shaken up by the fight, but she's fine. Thanks for asking."

"No trouble," Sunset said. "By the way, I spoke with Gwen, and it looks like we're going to be getting more allies. Including Mark. You remember him, right?"

"Yeah, the kid who calls himself Invincible," Peter said. "I hope he can spare the trouble."

"Yeah, we all do..." Sunset said in worry, thinking more about The Viltrumite Invasion.

Later in her room, Mayday was seen laying in bed and thinking about the events of the day prior. Seeing New York City up close, meeting Jameson, visiting the library, the pizza and of course the villain attack.

While she thought it all over, she heard the door open, seeing only the boy she eternally crushed on, "Oh, Frankie, you're here."

"Yeah," Franklin said as he closed the door behind him. He got in bed beside Mayday, the girl scooting over to give him room to lay down as both of them stared up at the ceiling.

"Does this type of thing really happen a lot?" Mayday asked.

"What thing?" Franklin asked.

"The villains attacking," Mayday said. "Do heroes like daddy really get ambushed at random?"

"Sometimes," Franklin said. "My parents had to deal with that from time to time, especially from aliens like The Skrulls. The worst of course is Doctor Doom."

"Why though?" Mayday asked. "Why are some people like that? My daddy wasn't trying to look for trouble, he just wanted to have a normal day of fun."

"That's how villains are," Franklin said. "They don't care about what you want, they just want to do what they want. I don't know exactly why The Kingpin hates your dad. I know he's stopped him before, I guess he foiled him one too many times."

"I heard The Green Goblin hates my daddy for little to no reason," Mayday said. "I don't get that either. What could daddy have done to deserve being treated that way?"

"Sometimes, it just takes one act of disrespect, or even a misunderstanding," Franklin said. "My dad never set out to disrespect Doctor Doom...at least, I don't think he did. But that didn't stop Doom from hating my dad, and wanting him dead."

"Things like that is why my daddy gets worried," Mayday said. "All those ponies who hated him just because of the villains. Not like daddy wanted that to happen."

"Everyone with common sense knows that," Franklin said. "You can't let yourself get too burdened by those ponies, or anyone like that."

"It's still wrong of anyone to blame my daddy," Mayday said. "He does so much good, doesn't he?"

"Well, no one here seems to be blaming your dad," Franklin said. "That cop lady was actually relieved he was here. Considering how long he was gone, people probably have a newfound appreciation for him."

"I hope so," Mayday said. "Daddy does so much for other people. To know there are those like Jameson and that stupid Griffon Gallus who think it's okay to say bad things about daddy, even making things up. Why are people like that? Why would anyone go through so much trouble to say bad things about other people?"

"Guess some people never knew love and understanding, so they never learned how to treat others," Franklin said. "Or maybe, some people are just spoiled and learned the wrong lessons when it came to kindness."

"Sounds like people can just be really stupid then," Mayday said,

"Maybe, but in Jameson's defense, he seemed to be much nicer," Franklin said. "I don't think he hates your dad."

"Well, I still don't trust him," Mayday said. "Not yet."

"I suppose that's to be expected," Franklin said. "Just promise me you'll at least try to be forgiving. If we can't learn to forgive, I don't think anything will change."

Mayday smirked to herself, "I gotta say Frankie, you're very wise for a boy your age."

"Is it wisdom?" Franklin asked. "I'm just going off what I saw with Sonata and Herman. They used to be bad, but now they're good, because they learned to change for the better. They did go from trying to destroy your father to wanting to help him."

"Yeah, you're right," Mayday said. "They're his friends now."

"Trixie had to learn to be better too, didn't she?" Franklin asked.

"Yeah...and so did Lightning Dust, and Starlight," Mayday said. "Now Lightning Dust is really nice, and Starlight is part of the family, just like Trixie."

"Exactly," Franklin said.

"Thunderlane is nicer than he used to be too," Mayday said. "To think he used to hate daddy. It was bad, but one good thing came out of it."

"What was that?" Franklin asked.

"Rumble became our friend," Mayday said. "He lived with us for a while, and even after he moved away, he kept visiting and my parents kept treating him like family."

"Sounds like something good came from something bad," Franklin said. "More good things can happen too, if we allow it."

"...You think any of the other villains can change?" Mayday asked.

"Well, Sonata seems to want her friends to change, even if Herman doesn't think it will happen," Franklin said.

"I don't blame him, it almost seems too good to be true," Mayday said.

"Hey, come on," Franklin grabbed Mayday by her hand. "Try to think positive. Bad things might happen, but let's not rule out good things happening too."

"Sure..." Mayday said. "I just wish good things happened more often. Daddy deserves a break from all this headache."

"He'll get it," Franklin said.

"...Hey, what do you think will happen when we go back to Equestria?" Mayday asked. "Will things get better? Or worse? Will ponies still hate my daddy? Will they still hate me?"

"Once your dad saves them, I think many of them will realize how valuable of a person he is," Franklin said. "Not that he should have to prove anything. If he's doing this heroing work out of the kindness of his heart, then no one has a right to complain about what he does or how he does things. But even if that happens, those who complain will just be some loud minority."

"A loud minority...that might make sense," Mayday said.

"As for you, I can't imagine why anyone would hate you," Franklin said.

"You know why, it's because I'm not social enough," Mayday said. "I'm the daughter of The Princess of Friendship, yet I can barely make any friends."

"You have friends," Franklin said. "Like Luster Dawn. She's your friend. It's only one, but like your dad likes to say, Quality over Quanity. Better you have one friend that truly loves you than fake friends who wouldn't even miss you."

"Yeah...I hope she's alright," Mayday said. "I really miss her."

"I bet she misses you too," Franklin said.

"...Oh man, she probably thinks I'm dead," Mayday said.

"You don't know that, I heard Uncle Johnny knows we're alive," Franklin said. "He might have told Luster Dawn."

"He better have," Mayday said. "I am not worrying my only friend."

"Aren't The Cake Twins your friends too?" Franklin asked. "What about Flurry Heart?"

"Flurry's my cousin, she doesn't count," Mayday said. "The Cakes are nice but I don't know if they count either."

"Well...you have one other person who really values you," Franklin nuzzled his face against Mayday's neck. "And he's laying next to you."

Mayday began giggling from the contact, "Frankie...that tickles."

Franklin then positioned himself over Mayday, maintaining intense eye contact with the girl below him, who was now too shy to say anything.

"I can't promise things will be better, nor do I know for sure if they will be worse," Franklin lowered his face until it was inches apart from Mayday's. "But I can promise that I will be there for you."

"Wow..." Mayday nervously looked aside, feeling flustered by the affection. "This feels very grown up of you."

"Yeah...maybe," Franklin admitted. "But...I really do care a lot about you, Mayday. I promise that no matter what, I will always take care of you."

"Thanks Frankie," Mayday said. "I...I love you."

"...I...love you too," Franklin said.

Neither of them were certain if they understood the weight those words carried, perhaps it was emotions running wild, but they were sticking to it for the moment.

Franklin then leaned down and began kissing Mayday, the girl eagerly returning the affection. Mayday knew Franklin wouldn't do it, but given her comment about her mother's book earlier, it did cross Mayday's mind.

"To think, once me and Frankie get married, we get to do that," Mayday thought to herself. "It might be weird though, I don't even know if I want kids. Then again, I wouldn't mind carrying Franklin's baby one day."

Franklin himself had some worries in his mind, "I feel like I'm rushing things. I can't help it though, she's too cute and precious. I want to take special care of her. I want her to feel protected. One day, I want her to be my children's mother." Franklin had to take a mental step back after that. "Whoa, I'm really getting carried away now."

Their kissing session was interrupted when Starlight called the two, "Franklin! Mayday! We're making some popcorn! Plenty of it! Peter picked out another movie! It's about mermaids!"

Franklin pulled away from his girlfriend, "Sounds like we're in for a classic. Guess kissing will have to wait."

Mayday sat up why glancing at Franklin in a flirty manner, "We can continue later. I kind of liked that feeling, and I want more of it."

"Uh...sure," Franklin said. "If that's what you want."

"Come on," Mayday got off the bed and pulled Franklin along with her as the two made their way downstairs.

Within Equestria, after the destruction of Klugetown, the ponies were seen traveling across the desert, hoping to find refuge somewhere. Due to the sun going down however, the desert was notably colder.

"Sun's almost down, everyone stay close to Johnny," Rainbow Dash ordered, the mare well enough to move on her own, as was Pinkie Pie.

"How is the sun going down anyway?" Wade asked, the man still holding the cake twins in his arms. "Celestia's not even here. Neither is Luna for that mater."

"They probably figured something out," Johnny said. "That or Celestia and Luna were faking the whole raising the sun and moon thing. Like, to this day I still don't know how that works. It goes against everything I learned from astronomy."

"Astronomy?" Wade asked. "It's so weird hearing you talk all science like."

"Hey, I was an astronaut at one point," Johnny said. "That's how I got my powers."

"Still, you're thinking about this sun and moon thing way too hard," Wade said.

"You're the one who brought it up," Johnny said. "Sometimes I wonder what it would be like if we went into space from Equestria. Like does this planet not revolve around the sun? Does it even rotate? Given that we have gravity here there's gotta be some method of science to this."

"Careful Johnny, your egghead is showing," Rainbow Dash teased.

"Babe, come on," Johnny said. "You know I'm not like Sue or Reed. I'm just an average guy with normal questions."

"First off, you're not average, you're just as smart as Sue and Reed, but more on the mechanical side," Rainbow Dash said. "Second, keep in mind that our world has a lot of magical properties, which could explain why we have gravity."

"That answer honestly feels kind of vague," Johnny said. "You know what? Once we stomp on the jackasses invading this world, I'm going into space and figuring this stuff out for myself! With help from Reed and Sue of course. Oh, and Ben's gotta come too."

"Exploring space in this dimension?" Rainbow Dash asked. "Gotta say, that does sound like something Reed would love to do."

"Reed and Doctor Hooves have talked a lot about science and whatnot," Johnny said. "Reed's been very distracted though, given The Accords, fixing that mess and now this. But Reed's learned a thing or two at least."

"That he has," Came the voice of the Doctor himself as he traveled alongside Derpy, their son as well as Dinky and Crackle Pop. "Reed is quite fascinated with this world and all of its properties. I do believe he would enjoy the vast concept of space."

"So, as a native, do you buy into Johnny's idea that Celestia was faking it?" Wade asked.

"I would never want to besmirch the good name of Princess Celestia," Doc said. "But, even I have wondered how such a thing worked. Ponies focus so much more on the magic of this world over the science. Magic itself is a scientific phenomenom, it must be understood more. Brushing anything off as 'just magic' is never enough for a curious mind!"

"Seems easy to me," Rainbow Dash said.

"It's not about liesure, it's about answers," Doc said. "Your husband is right to wonder these things, he too is a man of sceince after all."

"I'm really not," Johnny said. "I literally just build cars."

"That requires intelligence," Doc said.

"You know what a car is?" Wade asked.

"Mr. Wilson, I have been around Earthlings for quite some time, I've even visited Earth at least once," Doc said. "I know what a car is. Honestly given that Equestria has TVs and Radios, and even generators, I do believe that cars are just as possible. Why my wife here helped build a go-cart once."

"Yeah, me and Crackle Pop here," Derpy said as she gestured to the boy.

"It was really fun," Crackle Pop said. "Until the carts crashed at least."

"Wasn't that because of Rainbow Dash, Rarity and Applejack?" Dinky asked.

"Hey!" Rainbow Dash protested.

"That did happen, babe," Johnny said.

"Still..." Rainbow Dash looked around. "Where is Applejack anyway?"

"She's up ahead," Johnny said while gesturing in her direction. "Right beside Remy, Rarity and Bobby."

"My point is that there's so much that Equestria could benefit from, scientifically speaking," Doc said. "Unfortunately it seems like a lot of progress tends to be halted for one reason or another."

"Mayday liked talking about this kind of thing," Johnny said. "But I think Celestia was just afraid of technology or something. It's kind of bogus."

"Well, after all this has been settled, perhaps we should revisit this idea in the future," Doc said.

"Hey y'all!" Applejack called. "We're gonna be stopping in a few!"

"You got it!" Johnny said. Curiously he had to wonder, "Wait, stopping for what?"

"Ponies probably need their rest," Rainbow Dash said. "And to process what just happened."

"Plus we do need to count how many of us are here," Wade said.

"Yeah, I guess," Johnny said.

Mary Jane was seen walking with everyone too while holding Benjy close. She looked nearby, seeing others with children of their own.

Marble, Limestone and Maud were seen with Pinkie's Twins, Elanor and Lil' Cheese. Johnny's daughter Firefly was seen with her grandparents, Bow and Windy. The daughter of Bobby and Rarity was with her grandparents as well.

She could see Applejack's kids Oliver and Becky walking along with the rest of the Apple Family. Not to mention Flitter with Felicia's daughter Felicity.

All of this reminded her of her son, Normie, and how much she missed him. "I hope this is dealt with soon. I gotta get home."

"Same, Liz is probably worried sick," Flash said. He noticed his sulking friend nearby. "How's Harry been doing?"

"Not so good," Mary Jane said. "The more his father does these terrible things, the worse he feels about the situation. It's like he blames himself somehow."

"It's not his fault, not like he can control his father," Flash said. "But, I get that feeling. I used to wonder if my dad's behavior was my fault too."

"Dealing with fathers is not easy, huh?" Mary Jane said.

"Not always," Flash gestured to Benjy. "I doubt this little guy will need to worry about that. Peter's a great dad, especially if his daughter's any indication."

"I just hope Peter has good advice for Harry," Mary Jane said.

"Peter can give Harry all the advice he can, but it's on Harry to change for the better," Flash said. "But, he's got potential. He's really caring, he just needs to show it better."

"Mama..." Benjy said while looking up at Mary Jane.

"Huh? I'm not your mama, little guy," Mary Jane said.

"Mama..." Benjy repeated.

"...He's probably just calling for his mother," Flash said.

"I hope so, otherwise I'll have a very angry mother to deal with," Mary Jane lamented.

A few minutes later, everyone stopped as planned, with Applejack and Remy keeping count of who was available.

"Looks like some folks are missing," Applejack said.

"Anyone seen Wolverine? Or Nightcrawler?" Remy asked.

"Sorry, no," Johnny said. "They must be back in town."

"Well...hopefully they're catching up," Applejack glanced at a worried Fluttershy as she comforted her daughter. "Fer all our sakes."

"Double Diamond's team isn't here either," Wade said. "Neither are Venom, Taskmaster or Octavius."

"Looks like Bucky stayed behind too, along with Sam," Rainbow Dash said.

Applejack shook her head in worry, "This went so badly. We should have been better prepared for them villains. That place couldn't be a sanctuary fer long."

"It couldn't be helped," Felicia said. "What matters is that we're alive and can try again. Plus, those other guys are still fighting, for all we know, they managed to win."

"I'd like to think that, but ah ain't too sure," Applejack said. "Those guys were pretty tough."

"That's an understatement," an irritated Bobby said. "I can't believe how badly things went against Bison."

"You tried," Applejack said.

"And I failed, if you weren't there to pull me out, I'd probably be dead," Bobby said.

"That's what friends are for," Applejack said. "Yer alive, so you can still be with yer wife and daughter while you figure out how to get stronger."

"Just unleash that pure rage I saw from you last year," Johnny said. "You know you're stronger than this. You always boast that you could freeze this planet if you wanted to."

"My powers are dangerous though," Bobby said. "If I use too much, I could hurt innocent ponies. It's the same reason you know how bad it is to go Super Nova."

"Yeah, I guess," Johnny said.

"We just gotta hold out a bit longer," Applejack said. "Help's on it's way after all."

"We can't just rely on help, we gotta do something now," Johnny said.

"Yeah, we do," Bobby said. "The first chance I get, I'm flying over to Canterlot and turning Tirek into an icicle."

"That ain't a smart move," Remy said. "You still don't know his full power."

"I'll just sneak up on him," Bobby said. "I can totally take on Tirek."

"Not alone," Rarity said. "You're strong Bobby, but I'm not taking any chances. I do not want to lose you."

"Hey I won't do anything that gets myself killed," Bobby reassured. "If you think I need someone by my side, well I'll compromise. Having help would make it easier anyway."

"Well, glad that's settled," Rarity said.

"Tirek's strong, but he's not the only major head honcho," Johnny said. "We still have Doom to worry about, same with Wesker."

"Take them down, the operation could fall apart," Rainbow Dash said.

"That won't be enough," Remy said. "Even if you take them out, you still got others who can just as well take over."

"Our best bet is to weaken them somehow," Applejack said.

"That will not be simple," Came Discord's voice, the Draconequess seen beside Fluttershy, Cadance, Flurry Heart and Luster Dawn. "Their power came from not only Queen Novo's Pearl, but Grogar's Bell."

"Yeah, we all saw that," Johnny said.

"If you want to weaken them, you need to use that same bell to take their powers back," Discord said. "Bonus if you're able to use the Pearl to make yourselves stronger."

"We just need to weaken them, that should be all we need," Johnny said.

"If you believe so," Discord said.

"You know any other weaknesses?" Bobby asked.

"I'm afraid not," Discord said. "I did everything I could to ensure their plan was mostly successful."

"Mostly?" Johnny asked.

"They were never meant to win, I was not going to allow them to reign too much damage on the world," Discord said. "Had things gone bad, I could have easily depowered them and removed them from this world."

"I doubt Doom would have let that happen," Johnny said.

"To be fair, he was not part of my original equation," Discord said. "I do confess that I did want to recruit him, same with Dormammu. My allies at the time warned me it would be risky. I can see why."

"That's right, you didn't bring all of these villains, some came on their own, didn't they?" Applejack asked.

"Yes," Discord confirmed. "Osborn, Electro, Mysterio, Scorpion, Shocker, Venom, Octavius The Dazzlings, Annihilus, Cozy Glow and Martin Li were the only ones planned to come. I had more but I had to downsize, mainly since some I feared I couldn't control."

"At least you had some common sense," Johnny said. "I couldn't imagine who else you wanted."

"Well, there was Impossible Man," Discord said. "I did contact him, but he was too much of a wild card, even for me."

"...Dude, you're so lucky you didn't go through with that," Johnny said.

"I even thought about working with more of the Klyntar, like Knull," Discord said. "But the only one I needed in the end was Eddie. He was the only one most likely to listen."

"Ironically he ended up switching sides," Remy said.

"I did have Loki on my side, that's someone I should have gotten rid of since in the end, he was the one who convinced Wesker and Doom to help my side overthrow me," Discord said. "I have even tried contacting Wesker, apparently he's been in New York a few times. Marvel's New York to be precise."

"What could he have needed there?" Johnny asked.

"I'm not sure, though I think I heard something about magical energy," Discord said.

"Hopefully it's nothing we have to worry about," Applejack said. "Of course, that's just wishful thinking."

"So, you've basically just told us who you wanted, but not how to stop those you had," Johnny said.

"Keep in mind that the ones I deemed dangerous could still show up," Discord said. "What's to stop Impossible Man from coming?"

"Bro, don't even!" Johnny warned.

"Same with The Klyntar," Discord said. "You never know who can pop up."

"Johnny can burn them, I can freeze them," Bobby said.

"Speaking of those symbiotes...I'm worried about Sweetie Belle now," Rarity said.

"Oh yes, Sweetie Belle, she's had quite a bit of fun herself with villains once," Discord said. "She made some interesting allies."

"Watch it dude, or I'll turn you into an icicle," Bobby warned.

"I wouldn't bring it up needlessly," Discord said. "Remember who Peter had to rescue her from?"

Rarity furrowed her brow in worry, "I'd rather not..."

"What were you even thinking with this crap, dude!?" Johnny asked. "Was this a game!?"

"Quite honestly, yes," Discord said. "One I firmly believed you could win. By gathering all of your villains into one location, I figured you'd have the chance to finally be rid of them."

"Weren't they already locked away in Tartarus?" Doc asked.

"They would have escaped, if anything I helped buy some time," Discord said.

"You also gave them more allies," Johnny said.

"It was a high risk with high reward type of deal," Discord insisted. "The risk didn't pay off, but I tried."

"Well Discord, your 'trying' led to a lot of casualties," Johnny said. "You think Tony is going to forgive what happened to Rhodey? Or how about Janet? She was close to reconciling with Hank, and that won't be happening."

"Because of you, Saffron won't be cooking with her father any longer," Bobby said.

"I have a pair of orphans in my arms," Wade said, glancing down at the twins. "This was because of you."

"What of my crew?" Celaeno asked. "How will you explain their demise?"

"This plan of yours even got some of Sonic's friends killed," Rainbow Dash said.

"And some of the Capcom Fighters too," Pinkie pointed out.

"Don't forget about what he did to Peter and his family," Derpy said.

"We certainly haven't," Cheerilee said. "Escpecially since Apple Bloom was part of that."

"And Peter's Aunt May," Bobby commented, unknowlingly causing a nearby Harry to flinch.

"...Dammit dad," Harry lamented.

"I ain't gona forgive any of that either!" Babs commented. "Your stupid plan made me leave home, my whole family couldn't even make it out in one piece! Some of them are still in Manehattan! Probably dead!"

"...I am aware of what I've caused," Discord said. "I did not mean for it to happen."

"It still did," Johnny said. "Saying 'sorry' isn't going to bring them back."

"He knows that," Fluttershy said. "But he's trying to make things right. Let's give him a chance."

"I'm all for giving people second chances," Remy said. "But, given what he did, that ain't gonna be easy."

"Hey, we were willing to give a second chance to Wanda and her friends, weren't we?" Fluttershy asked.

"Wanda...?" Johnny recalled the woman in question. "Wait, speaking of Wanda, she and The Brotherhood were there at the fight, weren't they? What happened to them?"

"Oh crap, you're right," Rainbow Dash said. "I hope they're alive."

"And, just like that, Discord has one more thing to potentially answer for," Wade said.

"Discord's suffered too," Fluttershy said. "Go easy on him."

"Uh, yeah, I don't think so," Wade said. "Remember, I got orphans! Forgiveness will not come easy!"

Discord sighed in sadness, "I suppose it can't be helped. Even if I never earn their forgiveness, I have to make things right."

"You'll get there," Fluttershy said.

Flurry and Luster Dawn looked on in worry, both girls thinking about Mayday. Though they were reassured she was alive, and they knew to keep Peter's survival under wraps, they feared not seeing the girl again.

"Excuse me..." Cadance said, getting everyone's attention. "Regardless of our worries, let's try to maintain control. Right now my husband Shining Armor along with Iron Man and Captain America are doing their best to repel the invaders. Until then, let's focus on getting to safety."

"Where can we even go?" Pinkie asked. "Most places might be under a villain's control."

"We'll find someplace," Cadance said.

"Honestly, I don't think it matters too much," Bobby said. "There's a lot of us, if we find a villain controlled town, let's just overthrow it."

"Well, if we keep going north, we should end up in Appaloosa," Applejack said. "Hopefully we'll luck out there."

"Alright, we'll keep going until it gets too cold, then make camp for the night," Remy said.

"Don't worry about the cold," Johnny said with a snap of his fingers. "I'll keep everyone warm."

"I can help during the day," Bobby said.

"Sounds good to me," Remy said. "Come on, let's go."

Back in Klugetown, the villains had the area completely under control. However, their victory was bittersweet.

"Seems like our foes got away," Bison said. "This is rather troubling."

"They got lucky, we'll get them next time," Iori said.

"We came so close too," Annihilus said. "But that's one more area under our control at least."

"I'm surprised you're even here," Iori said. "I could have sworn you were killed."

"I do not fall so easily," Annhilus said.

"Well since our enemies don't either, I suggest we make plans on how to squash this little rebellion," Mature said.

"I believe I have a plan, if we could just..." Bison noticed one of the villains was leaving. "Akuma! I did not dismiss you!"

Akuma glared back at the Shadaloo leader, "I do not follow your orders. I came here to do battle, not to conquer. If there are no worhy opponents, then I do not wish to waste my time."

"Are you in any position to defy us!?" Annihilus said.

Akuma focused his attention on the Negative Zone ruler, "I would watch my tone if I were you, unless you wish for me to finish what that Spartan started."

"Try it, if he could not kill me, what hope do you have?" Annihilus said.

"Seems like a worthy test," Akuma took a battle stance.

"Hey wait up!" Kl'rt interrupted. "We're supposed to be on the same side! Save your quarrels for after disposing our enemies! If we fight now, we will be left vulnerable!"

"Oh let them," Goblin said, the creature back in his regular form. "Sometimes you just gotta let people settle it with their fists."

"I am compelled to agree with Super Skrull here," Bison said. "Save your quarreling for later."

"Tch, have it your way," Akuma said as he marched off. "I will do things my way."

"...I'm tempted to follow his example," Iori said. "I don't care about your conquest, I just wish to test myself further, so I may have the strength to slay my enemies."

"You'll get that power, but you need to work with us," Mature said.

"Then Kyo can be all yours," Vice added.

Kl'rt shook his head in annoyance, "Who even hired these guys anyway?"

"Akuma came with you," Bison reminded. "He was Loki's hire."

"Loki brought him along to take over Asgard, which did not go according to plan," Kl'rt said. "I cannot speak for this trio."

"We were just given an offer, that's all," Mature said. "Iori here may not be as invested, but we're all still loyal to this cause."

"So long as you do your assigned jobs, that is all that matters," Bison said. "Now, search the town. If you come across any resistance, terminate it."

Meanwhile Logan was seen leading his friends and some other survivors out of town, including Tender Taps and First Base.

"So much for our safe haven," Tender Taps lamented.

"It couldn't be helped," Double Diamond said. "What matters is finding somewhere else to go."

"Tch, screw that, we should go back and fight!" Night Glider said.

"You'll get killed," Double Diamond said.

"Better than running," Night Glider said. "I'm no coward."

"Cowards run without trying," Logan said. "Going back just to prove you're not a coward isn't bravery though, it's stupid. If you have a chance to live to fight another day, take it. This way you have a better chance at stopping these guys for good."

"Alright fine," Night Glider said.

"...Still, part of me does want to fight too," Logan admitted. "Though if I'm being honest, I'm more concerned about Fluttershy and everyone else that escaped with her."

"We will find her," Kurt reassured. "For now, we must press forward."

"Traveling this desert's a pain though," Bucky admitted.

"Stay close to the ocean," Logan said. "The breeze will make it easier."

"You think we should try going to Mount Aris?" Night Glider asked.

"That's risky considering it was one of the first places attacked," Bucky said.

"We gotta try something," Sugar Belle said.

"We'll make plans in a few hours," Logan said. "For now, keep putting distance."

Lyra walked among them with Rumble's son on her back while staying close to Bon-Bon.

"This sucks...I wish Peter were here," Lyra said.

"Well he's not," Bon Bon said. "But hope's not all gone, just try not to give up on me."

"Yeah, sure..." Lyra said.

"Also, that's Rumble's son, right?" Bon Bon asked.

"Yeah, I wanted to foalsit him," Lyra said. "I talked about wanting to be a mother one day. Consider this practice."

"Yeah, you've mentioned that," Bon Bon said. "After all this, maybe it is something to look into."

"Whoa, really!?" Lyra asked. "You mean it?"

"We just need to fill out some adoption forms," Bon Bon said. "Unless you want to find a donor to get you pregnant."

"The second one," Lyra said. "I can ask Noteworthy to help."

"Noteworthy? You mean your ex-boyfriend?" Bon Bon asked.

"Yeah, at one point I thought it might be weird, but given everything that's happened, I'm willing to talk things out with him," Lyra said. "A new lease on life."

"I suppose that sounds good," Bon Bon said. "Let's discuss this later."

"Sweet," Lyra said as she continued on.

Time passed across the dimensions, and soon it was a new day. The Klugetown survivors continued along, with one team heading toward Appaloosa, and the other team going toward Las Pegasus.

Meanwhile Rumble's team was awake and he led them toward where he believed Klugetown was.

"Rumble, are you sure you're going in the right direction?" Sweetie Belle asked. "This place doesn't look like the path to Klugetown."

"I'm a Pegasus, we have an excellent sense of direction," Rumble said.

"I don't know Rumble, I kind of agree with Sweetie Belle," Silverstream said. "I think you took a wrong turn somewhere."

"Hey, I'm telling you, we're fine," Rumble said.

As they kept going, Laura pointed to the distance, "Is that Manehattan?"

"Huh?" Rumble looked ahead, unable to believe what he just saw. "What in the world!?"

"I told you that you were going the wrong way!" Sweetie Belle scolded.

"I don't get it, my gut feeling told me to go this way!" Rumble said.

"Well it was wrong," Smolder said.

"Well now what?" Gabby asked. "Do we try again? Maybe we can-"

Suddenly a large bolt of electricity was seen firing out of the city.

"Uh...what was that?" Scootaloo asked.

"I'm not sure," Rumble said as he stepped forward. "But I'm going to find out."

"H-hey! Don't just run off!" Sweetie Belle said.

"I gotta see what's happening!" Rumble said as he trotted toward the town.

Sweetie Belle rolled her eyes in annoyance, "He's going to get himself killed!"

"Come on!" Silverstream said as she and the others followed Rumble.

The boy had run toward the town and saw several ponies working under intense labor. He could see more bolts of electricity striking down.

"Come on, move your asses!" Came Electro's voice as he zapped down at some ponies. "I want those monuments done!"

Rumble spotted a pair of ponies that looked familiar to him, "That's Apple Bloom's Aunt and Uncle Orange!"

The two were forced to work hard under Electro's rule, though the mare of the duo collapsed in the streets.

"Darling!" Uncle Orange helped his wife. "You have to get up!"

"I can't..." Aunt Orange said.

"Hey! What's with the slacking?" Electro asked as he floated over. "Is this why progress has been halted whenever I wasn't around!?"

"Please, my wife's just tired!" Uncle Orange said. "Have mercy!"

"Look, I try to be nice, I try to be understanding," Electro said. "But, I don't like it when people try my patience! If you're not motivated enough, then you're useless!"

"We are, but we're tired!" Uncle Orange said.

"You're not tired, you're just lazy," Electro said. "I know who you are, a pair of rich ponies. I bet you never had to work a day in your life, compared to someone like me! People like you make me sick!" He then charged up some electricity, "Maybe we're better off without you."

"Wait, don't!" Uncle Orange pleaded.

Just before Electro attacked, Rumble ran out to get his attention, "Hey Sparky!"

"Huh?" Electro turned to see the Pegasus. "Oh, it's that annoying kid."

"You leave those two alone!" Rumble said.

"Wanna play the hero kid!?" Electro asked as he fired some electricity that Rumble barely dodged. "Here! Be a hero!"

Rumble ran to the side, avoiding all the electric strikes that he could. Fortunately his friends had finally caught up.

"Rumble! We'll save you!" Sweetie Belle leapt at Electro and attacked with her suit's power, but the villain avoided the attack and blasted Sweetie Belle out of the air.

"Attack!" Silverstream led the others after Electro.

"Oh don't think this will be an easy win!" Electro started blasting everyone, each strike proving to be much more aggressive than the last.

Rumble tried to sneak up from behind with a leaping kick, but he was instead knocked back and sent flying through a window.

"Stupid kid," Electro went to attack but Silverstream knocked him out of the air.

"I won't let you hurt him!" Silverstream said.

"That ain't up to you!" Electro blasted the girl and sent her flying. "You punks are gonna breath your last breath today!"

While inside the building and trying to recover, Rumble found himself surrounded by what looked like Ultron Drones.

"Surrender," the drones said. "Resistance is futile."

"You wish," Rumble said as he attacked each of the drones with quick kicks. Unfortunately they did not stay down long, causing Rumble to worry. "That can't be good."

"Surrender!" The Drones went to attack but Rumble had quickly ran off, with the drones following.

These robots weren't the only ones here, as Gabby and Smolder found themselves surrounded by Sigma's Mavericks.

"Guess Electro has some security," Gabby said.

"Fine by us! Let's roast them!" Smolder said as she blasted fire.

Sweetie Belle took note of what was happening, this of course worrying the girl, "Great...of course he had backup."

An Ultron Robot tried sneaking up on her, but she managed to destroy it with a suit made claw attack.

Ocellus did her best to take down some Mavericks, the girl keeping her distance while blasting the robots as well.

Kate fired her arrows at the robots while Laura provided some assistance by taking down any that got too close.

"If these Ultron Drones are here, does that mean the real Ultron is nearby?" Kate asked.

"He might be," Laura took down a Maverick. "I'm not sure what these things are exactly."

"Might be related to one of the robots that came with Ultron," Kate fired her arrow again. "Someone named Sigma."

"Got that right!" Electro said as he blasted the girls. "Ultron and Sigma were kind enough to lend me some robots while they went to Capcom Earth to deal with Zero!"

"Zero? Which one's that?" Kate asked.

"A red and white robot with long blonde hair," Laura said. "He's pretty cool actually, we competed in Marvel vs Capcom a couple of times."

"Marvel vs Capcom?" Kate asked. "Clint told me about that, it sounds fun."

"You should join us next time," Laura said.

More robots came, much to Kate's worry, "Assuming there is a next time."

"We got this," Laura said. "Come on, time to kick some ass!"

Meanwhile Rumble was running up toward the roof, doing his best to avoid the robots as they followed him to the top.
"I gotta fight..." Rumble said, trying to figure the situation out. "If I'm not careful, I'm a goner."

The robots flew in to attack, with Rumble frantically dodging out of the way. One robot came close, but Rumble leapt up and allowed it to crash into another robot.

"Sweet!" Rumble said. He then found himself avoiding some lasers as he backed away from another robot. "Not good."

Silverstream flew up to see her friend in danger, "Rumble!" She then attacked the robots as well, providing Rumble with some much-needed backup.

"You go Silverstream!" Rumble cheered. "Alright, now it's time to-"

"Time to what!?" Electro said as he floated up toward Rumble. "Give up? Because that sounds like a damn good idea to me."

"You..." Rumble said.

"Yeah, me, the guy that's going to kick the crap out of you!" Electro flew in to attack, but Rumble managed to avoid his strike.

"Rumble!" Silverstream went to help but Electro blasted her off the roof.

"Silverstream!" Rumble went after Electro but electricity struck near his hooves a few times as he backed up toward the edge of the building. Rumble looked behind him and saw a large drop waiting. "Crap..."

"Looks like you're in a bad situation," Electro said. "I'm a nice guy though, so I'll cut you a deal. Join us, and you'll live. Cozy Gow seemed really fond of you, and maybe seeing you will take her mind off that traitor Sonata."

"Sonata?" Rumble asked.

"Refuse, and you're dead," Electro said. "What's it going to be?"

Rumble looked around, trying to analyze the situation. He knew he couldn't win, but he also refused to join the enemy.

"I can't die yet, not before I see Apple Bloom..." Rumble thought to himself. "I gotta do something."

"Time's running out kid," Electro said. "What's it going to be?"

Rumble looked behind, remembering the drop. His wing was broken, so he couldn't fly, and he wasn't sure about the strap he made. He had several failed test flights. But if he didn't do anything, it was over regardless.

If he stayed, he was dead. If he tried flying, he would risk dying. One way or another, his life was in danger. He worried if whether or not he had a better chance to fly than to fight. He wasn't sure what to do, and tried imagining what Peter would have to say.

Surprisingly, while he remembered the words of a Spider-Man, it wasn't his Spider-Man. Rather, he remembered something he once heard from Miles.

"Sometimes, you gotta take a leap of faith."

Rumble looked behind, more thoughts flashing through his mind, "Somehow, I don't think this is what Miles meant by a Leap of Faith, but I don't think I have much of a choice."

"Time's up kid, what's it going to be?" Electro asked.

"...Electro, if I'm going to plummet to hell, I'll do it on my own accords," Rumble said. He then leapt off the side of the building.

"Huh!?" Electro looked overhead. "Is he stupid? I'm pretty sure Adagio crushed that kid's wings. He's dead!"

"Rumble!" Scootaloo saw her friend falling, everyone stopping to look up.

"Oh no..." Ocellus commented.

"His wing's broken!" Smolder shouted. "Is he crazy!?"

"Someone catch him!" Gabby called.

Sweetie Belle looked ready to leap into action when Rumble's wing opened. He did struggle a bit to get the altitude needed, much to everyone's worry as even Silverstream was flying in to help.

Fortunately, Rumble's fake wing started to work and he immediately pulled up and began soaring through the air, much to the amazement of not only everyone else, but even himself.

"Holy crap...!" Rumble said in disbelief. "I'm actually flying! This is a miracle!"

Rumble stayed in the air a bit longer as he soared around the city, much to the amazement of his friends.

"Oh wow, is he actually flying?" Scootaloo asked.

"Either that, or he's falling with style," Sweetie Belle said.

Happy as Rumble was, he noticed that he was losing altitude, "Crap, this thing's not as flight ready as I wanted." He carefully lowered to the ground, landing safely, though not without a few bumps along the way.

"Come on!" Laura said as she and the others ran out of the city.

"H-Hey! Stop them!" Electro ordered as he sent some Drones.

Sweetie Belle grabbed those drones and flung them hard after Electro, causing a minor explosion and allowing not only herself, but some captive ponies to make their escape.

By the time Electro recovered, everyone was gone, much to his fury. "Damn it!" He fired off a load of electricity as a result. "DAMMIT ALL TO HELL!"

Rumble was safely out of the city, and while he wished his wings worked better, he's happy that he came close.

After a few minutes of catching his breath, he felt someone hug him from the sides, "Rumble!"

"Whoa, Sweetie Belle?" Rumble asked.

"Rumble, you did it!" Sweetie Belle praised. "I knew you could! I told you that all you had to do was keep trying!"

"Yeah, looks like I pulled it off," Rumble said. He then felt a bonk on his head, courtesy of Sweetie Belle. "Hey! What was that for!?"

"For being stupid!" Sweetie Belle scolded. "And for getting us lost!"

"Mistakes happen," Rumble insisted.

Sweetie Belle rolled her eyes in annoyance, "Luckily for you, everything worked out. We managed to free some ponies, including the Oranges."

"Okay, that's good at least," Rumble said.

"Just don't be that reckless again," Sweetie Belle said. "You're so close to reuniting with Apple Bloom."

"Yeah, I am," Rumble said. "Come on, let's leave before we run into more trouble."

Unknown to them, a mysterious being was watching from far away. A human with brownish-blonde hair, holding a mask in one hand and wearing claws in another.

"Looks like we have ourselves a little reunion to prepare for," the man said as he placed his mask on. "Little Malvavisco, you and your crippled friend are now under my mercy."

In the portal room, Miguel, who had returned from business in his world, was trying to understand some new developments.

"Okay, so you completely lost contact with Trunks and his world?" Miguel asked.

"I'm afraid so," Chun-Li said. "During his battle with Black, things went silent. I don't even know what's happening."

"Okay, and how is the recruitment going?" Miguel asked.

"Well we managed to get Invincible, but he has trouble in his world regarding Viltrumites," Gwen said. "I'd like to go and see him soon."

"Very well," Miguel said. "Anyone else?"

"We found Lara Croft," Gwen said. "Also thanks to the others, we were able to get into contact with Mario and Link. As a bonus, we got some Inklings too."

"What about that Genie Girl?" Miguel asked.

"I haven't heard from Dante, but he said he was going to find Shantae at least," Gwen said. "I don't know if there was any trouble though."

"I'll look into that," Miguels said, then turned his attention to Leonardo. "What about your team?"

"We got All Might, and we were able to at least recruit Alex Mercer," Leonardo gestured to the man as he faced off against Cole. "But there's a bit of hostility."

"Hey! You two! No fighting!" Miguel scolded.

"...We'll settle this soon, Mercer," Cole said.

"Yeah, sure," Mercer said. "Soon..."

"Already regretting hiring that guy," Miguel said.

"We also got Geralt of Rivia," Leonardo said, gesturing to the man nearby.

"Is this going to take long?" Geralt asked. "I don't want to keep Ciri waiting."

"If we think there will be any delays, I will bring you back personally," Miguel said.

"Very well," Geralt said. "I suppose I can see what this place has to offer."

"Have you done any traveling like this before?" Leonardo asked.

"Once, it had something to do with Soul Calibur," Geralt said.

"You too huh?" Miguel asked. "Seems like a few others have encountered that. Even Darth Vader himself wanted that power."

"Darth Vader?" Gwen asked. "Whoa, wait till Peter hears about this."

"The time is coming soon to strike," Miguel said. "Reed's already got all the portals just about ready to go. We'll end this in one fell swoop."

"Alright, we'll just make sure Peter's ready too," Gwen said.

"Not so fast, there's still one problem," Miguel said. He then gestured to a girl with an orange bandana who was joined by Tails, Peni and Donatello. "Who is she? How and why is she here?"

"I...can answer that," Chun-Li said. "This is Son Pan. She is Goku's granddaughter."

"Sup?" Pan greeted.

"Uh...sup?" Miguel said. "So, you're Goku's granddaughter? Correct me if I'm wrong, but aren't you supposed to be an infant?"

"She's from the future," Tails said.

"Well, an alternate future at least," Donatello said.

"An alternate future?" Miguel asked. "So, not the one Trunks is from?"

"There is a Trunks, but he's not the one fighting Goku Black," Tails explained.

"I know who you mean though," Pan said. "Papa told me about another version of Trunks who came back in time to warn everyone about The Androids."

"She came here accidentally," Chun-Li said.

"Pfft, accidentally," a nearby Genis scoffed, the boy currently joined by his friends, Lloyd and Presea with Jude Mathis, Elize and Yuri Lowell also nearby.

"Is there something you'd like to say, Genis?" Miguel asked.

"You bet I do," Genis gestured to Tails, Donatello and Peni. "These 'geniuses' as you call them were too busy trying to calm our so-called great leader down." The boy gestured to Chun-Li at the last part. "Because of that, they left a portal open and allowed Pan to just casually step out."

"Genis, that's kind of harsh," Lloyd said, the boy looking worried by the annoyed glances Genis was receiving.

"It's true though, we're in the middle of a terrible crises, and they have to act like children, it's embarrassing!" Genis said, this making Tails, Peni, Donatello and Chun-Li even more unhappy. "Suppose a villain showed up instead!? Our whole operation could have been doomed!"

"Hey chill kid, it was an accident," Gwen said.

"Accidents don't excuse ineptness," Genis said.

"This punk..." Peni said as she clenched her fist.

"Don't let him get to you," Donatello urged.

"Miguel, you should reconsider who you leave in charge," Genis said. "Chun-Li's done a lousy job lately. Ever since Spider-Man seemingly died, she's been so out of it. He's not even dead in the end, and she's still acting immature."

"Genis, be nice!" Elize scolded.

"Yes, you're going to upset these nice people," Presea said.

"Besides, you can't blame Chun-Li for worrying," Tails said. "This is a stressful job! She's just trying to protect everyone."

"It's fine Tails, Genis may be right," Chun-Li said. "If I can't pull myself together, I shouldn't be in charge of anything."

"But Chun-Li," Tails began. "You just made one little mistake. One we all share."

"Don't be so hard on yourself," Peni said.

"Coddling her like this isn't helping," Genis said.

"Will you shut the hell up, already!" Peni shouted. "Where do you get off being a condescending little punk anyway!?"

"Yeah, if you think you can do such a good job, then you be leader," Tails said.

"I never said that, Fluffy," Genis mocked, mildly offending Tails. "I'm just trying to speak from an objective position. This little fight personally affected my home, I've had to see friends die! I nearly lost Presea here! So I want to make sure it's being taken care of!"

"It is being taken care of," Miguel said. "Whatever stress you're feeling, imagine how the rest of us feel. Chun-Li regrets what's happening because a chunk of the threat is coming from her world. She wants this resolved just as much, if not more than you do."

"She saw friends die too," Tails said.

"At least one of them came back," Genis said. "Where is she anyway?"

"She's speaking with The Justice League," Donatello said. "It will be thanks to her that we have back-up from them. Her and Vincent Valentine."

"We'd be done faster if Rita was here," Genis said.

"Hey, Genis," Yuri commented. "I miss her too, but what happened to Rita isn't anyone's fault but Loki's."

"Losing Guile and Carlos hurt Capcom too," Gwen said. "But they're trying to make do."

"They must have been good soldiers," Jude said.

"Good?" Spencer asked as he walked into the room with Roll, Strider Hiryu and Leon. "They were among the best."

"Pan, meet Nathan Spencer, Roll, Strider Hiryu and Leon Kennedy," Tails introduced.

"Hi," Pan greeted.

"Oh hi! It's nice to meet you!" Roll said while running over to grab Pan's hands. "Welcome to our Portal Room."

"Aw, thanks," Pan said.

"Who's this kid?" Spencer asked.

"Goku's granddaughter," Tails said.

"Granddaughter?" Spencer asked. "Is she strong?"

"I can hold my own in a fight," Pan said while flexing her arm. "Just ask Baby."

"You fought a baby?" Genis asked. "That's just sad."

"Not a baby, the guy's name was Baby," Pan corrected. "He's a Tuffle."

"A what?" Spencer asked.

"An alien that the Saiyans mostly wiped out," Pan said. "He was evil and tried taking over my world by infecting people like a parasite. But Grandpa turned Super Saiyan 4 and beat him."

"Super Saiyan goes up to four now?" Gwen asked. "Dang, that's impressive."

"Talk numbers later," Miguel focused on the newcomers. "How are things in Capcom?"

"A little bad, but nothing we can't handle," Spencer said.

"We were able to get detailed reports on what happened, thanks to Phoenix Wright," Leon said. "He and Frank West have been keeping an eye on things.

"We did spot Ultron and Sigma however, seems as though they're going after Zero," Strider said.

"It was bad," Roll said as she focused on Miguel. "A lot of people are really getting hurt."

"The villains are already targeting worlds we haven't even encountered yet," Spencer said.

"Just what we feared," Miguel said.

"I can see why you got me then," Geralt said. "Sounds like my world could be in danger."

"Mine too..." Mercer said.

"That's why we're trying to get the strongest people we can," Miguel said. "We may not be able to get everyone, but we'll damn sure get enough."

"We gotta end this soon," Spencer said. "The more these guys draw power from other worlds, the harder it will be to stop them."

"Especially if they not only take refuge, but increase their numbers," Strider said.

"These guys are pretty damn ambitious," Miguel said.

"Hey, we're not going to risk an incursion, are we?" Gwen asked.

"I'm not sure. I know it can affect our world, but we don't know if it will affect anywhere else," Miguel said. "However, an imbalance is at risk."

"...I suggest we strike by the end of the week then," Gwen said. "Better yet, within the next two days."

"Two days!?" Peni asked. "Will we be ready?"

"We better be," Gwen said. "If we prolong this, it will be to their advantage. Things are bad enough, we can't let them get worse. I'll relay this information to Peter."

"Okay, very well," Miguel said. "We strike in two days."

Things were already getting bad. Trunks's team had lost against Black and Zamasu, prompting them to retreat after Trunks offered to hold them off.

Vegeta had no choice but to leave this timeline to find Goku and alert him to the situation, while Mai made plans of her own.

Trunks laid in bed, still recovering from his fight against Black and Zamazu while Domino and Psylocke waited nearby.

"That was some power he showed, wasn't it?" Psylocke asked.

"Yeah..." Domino said. She recalled how Trunks got his clean hits against Black and Zamasu, but one sneak attack was enough to knock him out.

"How much longer will this world suffer?" Psylocke asked.

"I wish I knew," Domino said. "But we need to keep fighting. Otherwise this problem will spread."

Suddenly they heard some footsteps, and saw two orphans with a bucket of water and a towel.

"Haru, Maki," Domino said.

"We brought some water for Trunks," Maki said.

"And a towel, it's to cool him off," Haru said.

"Bishop asked us to do this," Maki said. "He said it would help Trunks."

"It would definitely cool him off," Psylocke said as she placed the towel on the boy's head.

"Hng..." Trunks reacted in his sleep before relaxing.

"Will Trunks be okay?" Haru asked.

"He'll be fine," Domino said. "You two should go back with the others. Mai will be worried."

"Mai left," Haru said.

"Left? Where?" Domino asked.

"She didn't say, she just left with Forge," Haru said.

"...I gotta find her," Domino stood up.

"Hey wait, what about Trunks?" Psylocke asked.

"Stay with him, I'll make sure Mai doesn't do anything stupid," Domino said as she left.

"...That girl's stubborn," Psylocke said.

"Will she be alright?" Maki asked.

"She better," Psylocke said.

In his timeline, Goku is seen on his Master Roshi's Island, practicing a technique that could deal with the Immortal Zamasu.

"Evil Containment!" Goku shouted, trying to get his master's turtle into a jar, but so far having no luck. "Damn...I gotta keep trying. Either that or see if I can get Roshi to teach this to someone else too. Someone with more focus..."

Despite considering that, Goku wasn't one to back down from a challenge. He decided to keep trying on his own to learn the technique. After all, any chance to learn something new about fighting is something Goku would gladly try.

Meanwhile in Mark's world, the boy was seen speaking with Cecil about the multiverse threat. Needless to say, the man didn't look too pleased.

"First these damn Viltrumites, now this?" Cecil asked. "I thought the problem was being handled already?"

"Well it isn't, that world is still in danger," Mark said. "I have to help them, they need me."

"Mark, this world needs you," Cecil said. "Let those guys handle their own problems."

"But what if those villains come here!?" Mark said. "We're risking so many lives by doing nothing!"

"The Viltrumites could return at any moment," Cecil said. "I'm sorry, but they're on their own. This is their fight, and we have ours."

"Is that how you truly feel then?" Came the voice of Doctor Strange as he stepped into the room.

"What the hell!?" Cecil asked. "Who are you!? How did you get in here!?"

"Easy Cecil, that's Doctor Strange," Mark said. "He's a magician of sorts."

"Magician? Oh what, do you do children's birthday parties on the side?" Cecil asked.

"Should I call for security!?" Donald asked.

"That would be unwise," Strange said as he used his magic to restrain Donald.

"How are you doing that?" Cecil asked.

"Lot's of children's birthday parties," Strange commented.

"Son of a..." Just as Cecil reached for a gun, Strange used his magic to restrain him as well.

"Come now, let's be civil," Strange said.

"What brings you here?" Mark asked.

"Sunset told me about The Viltrumites, she's worried about you," Strange said.

"We're fine, the Viltrumites are all gone," Mark said. "I'm still willing to help against Doctor Doom and Albert Wesker."

"Things are getting chaotic, and I imagine they'll want to strike soon," Strange said. "Be ready Mark."

"I will be," Mark reassured.

Unknown to Mark, more trouble was brewing. Coming from a portal was a disfigured man who had only one thing on his mind. Revenge.

Zero himself was holding his own, keeping Sigma and Ultron at bay while nearby, Frank West and Phoenix Wright helped people to safety.

"Maya, more coming your way!" Phoenix Wright called as he focused on Zero. "When Spencer and the others left, I thought they were sending a replacement to help Zero! Where is that replacement?"

"I think I see it, there's a one guy there," Frank West said before another appeared. "Uh, make that a guy and a girl."

Ultron laid eyes on his new foes, "Mr. Fantastic? To what do I owe-?"

Reed wasted no time punching Ultron through some nearby buildings, "That was for Hank!"

"Try to leave him in one piece," Susan said. "We want him to answer to Janet."

"Strong woman to willingly patrol Equestria with diligence despite her grief," Reed said.

Sigma landed nearby, "You two will regret that."

Susan used her forcefields to attack Sigma as well as Reed focused on finding Ultron, the robot quickly reappearing.

"You will regret that!" Ultron shouted. "For I am-"

Reed punched the robot again, "Enough talk!" He then rolled into another attack, sending Ultron flying back. "I may not win today, but if I can save lives, I will take that chance."

Nearby, Alistor worriedly looked on, "That's not good." He contacted the quartet of Wesker, Doom, Emma Frost and Vomi through a portal, "We got a problem here!"

"Handle it yourself for now," Doom said as he focused on Marvel Earth. "We're busy."

"Peter's destruction takes priority," Wesker said. "He will not be getting away so easily."

On Earth, Peter had returned to the city to meet with Yuriko in the Greenwich Police Station, alongside Shocker, Twilight, Sonata and Rogue.

Everyone else stayed behind at the house for the time being, save for Thunderlane and Lightning Dust who opted to do a little exploring of their own.

The moment Peter walked into the room, he came across some would be allies. Two he was very familiar with, one he was vaguely familiar with, and one he did not know at all.

"Hey Yuri, we're here," Peter said.

"Good," Yuri said as she gestured to the two Peter was familiar with. "You of course know Elektra and The Punisher."

"Yeah...seems a bit weird seeing you two in a Police Station," Peter said.

"No weirder than Shocker being here," Elektra said. "You're certain he's gone straight?"

"He's one of us, I trust him," Peter said.

"These two have offered to help and I convinced them not to take things to a violent level," Yuriko said.

"I'll do what I can to bring The Kingpin down by your rules," Punisher said. "But if things get bad, you know what we gotta do."

"The right thing," Yuriko said. "Don't make me regret trusting you. I already feel nuts asking for your help."

"I know Frank here isn't the friendliest guy, but he does have a sense of justice," Peter said.

"Still soft as ever, huh Web Head?" Punisher asked.

"Be nice, he's on your side after all," Twilight scolded.

"Well anyway, I'd also like to introduced Warren Worthington III," Yuriko said, gesturing to the hero known as Angel.

"Heya Warren, good to see you," Rogue said.

"Rogue, it's been a while," Angel said. "How are things?"

"They could be much better," Rogue said.

"Lastly," Yukiko said. "I'd like to introduce..."

"I got this," the girl said as she extended her hand to the hero. "Sup? I'm Gwendolyn Poole. But you can call me Gwenpool."

"...Gwenpool?" Peter asked.

"I know, it sounds like Deadpool, and it looks like a Deadpool costume too," Gwenpool said. "Thing is, when I sent in my application to be a hero, the tailor, his name's Ronnie, misread my name. Apparently I have sloppy handwriting, so he thought I put Gwenpool as my name when I was just trying to write my actual name. So he gave me this Deadpool looking costume."

"I see..." Peter said.

"So now I'm Gwenpool, and I think I can roll with it," the girl brought out some swords. "I'm here to fight for justice!"

"Well, that's neat," Peter said. "Uh, so how much do you know about the situation?"

"Tons, I know all about this type of thing, I read about in comics," Gwenpool said. "I know a lot about you, and Rogue here. Shocker, kind of surprised to see him good but hey, that's the fun of life."

"Uh..." Peter wasn't sure how to reply.

"Also, those other girls look familiar," Gwenpool glanced at Twilight. "Have you ever seen a show on Nickelodeon called Glitch Tech?"

"What's Nickelodeon?" Twilight asked.

"Well, she's quirky," Sonata said.

"My name is Twilight Sparkle," the girl said. "I'm Spider-Man's wife."

"Huh?" Gwenpool turned to Peter. "You didn't marry Mary Jane Watson?"

Peter awkwardly glanced at his now slightly annoyed wife before focusing on Gwenpool, "No, I married Twilight."

"Wow, multiverse..." Gwenpool said. "Also, why does the name Twilight Sparkle sound familiar? That sounds like the name of a toy."

"Well, I'm clearly not a toy," Twilight said.

"My name's Sonata Dusk," Sonata introduced. "I'm a friend of Shocker."

"Did you know he was a villain?" Gwenpool asked.

"Yeah, that's how we met, I used to be a villain too," Sonata said.

"...You're fully reformed, right?" Punisher asked.

Shocker stood in front of the girl, "Back off, Castle!"

"Hey, no fighting," Peter urged. "I promise that Sonata's on our side, and is a good lady."

"You're absolutely positive?" Punisher asked.

"Hey, his daughter likes me, and she's a great judge of character," Sonata said.

"You have a daughter?" Gwenpool asked. "Did you name her after your aunt?"

"Okay, how the hell did you know that!?" Peter asked in concern.

"Lucky guess," Gwenpool said.

"...Should we be worried about this girl?" Shocker asked.

"She knew a bit about me too, and Elektra," Punisher said. "Not perfectly, but at the very least she knows about our legacy."

"She asks too many questions," Elektra said.

"Hey all I asked is if you were dating Daredevil," Gwenpool said. "He's really dreamy, so I wanted to know if he was single or not."

"Wow..." Shocker said.

"Look, let's just get to work," Peter said. "I want to put an end to Fisk, and I'd like to get to it as soon as possible."

"Do you know where he might be?" Shocker asked.

"We do, but it's not as easy as just arresting him," Yuriko said. "Guys like Fisk know how to work the system, so we need clear evidence. The answer may lie in his construction work."

"Construction?" Sonata asked.

"We have reason to believe that Fisk uses his construction site to make shady deals," Yuriko said. "Such as selling illegal firearms."

"Sounds like something he'd do," Shocker said. "Fisk used a lot of his businesses as cover for some form of money laundering."

"Would you know any place that is worth checking out?" Peter asked.

"I haven't been here in years, so I don't know what places would work the best," Shocker said. "I know he tried laundering money in some auction house once, he even got into a big fight with Mr. Negative about it. That was six years ago though."

"Hey, it might be worth checking out," Peter said.

"Anything else?" Yuriko asked.

"He should have a few labs somewhere, one was upstate," Shocker said. "Then there was another that belonged to Spencer Smythe."

"Smythe again?" Sonata asked.

"That reminds me, has there been any reports on Alistair Smythe?" Peter asked.

"We haven't heard from him in years," Yuriko said.

"Well, let's hope it stays that way," Peter said, then turned to his friends. "We'll figure this out as we go. Come on!"

Everyone immediately left the Police Station, and were on their way to find out information about Fisk.

Unknown to them, Fisk had his insurance, as lurking in the distance was his back up plan.

"Doom told me he was capable," Fisk said as he checked some street monitors. "Time to see if he lives up to his word."

From Peter's distance, his next foe kept a close eye on him, his red eyes seen from behind his long flowing hair as he began his chase.

Wedding Bliss

It had been ten years since Peter Parker, the hero from Earth known as Spider-Man, had arrived in the land of Equestria, a hero summoned through magical means to help Twilight and her friends fend off an internal threat.

In his first year, Peter, now Spider-Mane, had become a hero to Equestria as well, made friends with The Elements of Harmony members, Applejack, Rainbow Dash, Pinkie Pie, Rarity and Fluttershy, in addition to befriending Spike the Dragon and Trixie Lulamoon, as well as joining The Cutie Mark Crusaders; Apple Bloom, Scootaloo and Sweetie Belle, Wonderbolts Captain Spitfire, and the Equestrian Princesses. Cadance, Princess of Love, Luna, Princess of The Night, and Celestia, Princess of the Sun.

He had saved Equestria from disasters, including the returning King Sombra on two occasions, and fended off the menace that was The Green Goblin, and in the process, befriended a mare named Sunset Shimmer, who had a fascination with The Multiverse.

Most importantly to him during that time, he had fallen for and married Princess Twilight Sparkle, the two birthing a daughter named Mayday Parker-Sparkle, and Peter would permanently reside in Equestria with his new family.

A few years later, his life took a weird turn when he ended up in a Dystopian Future ruled over by Queen Chrysalis and her Changeling Army, and with the help of Sweetie Belle, had defeated her and saved Equestria. Peter then returned to his own timeline after that, at least that's what he believed.

One year later, not only did his world come back, but another world had collided with Equestria. Peter's world was known as Marvel Earth, a place home to other legendary heroes like Captain America, Iron Man, The Hulk, Thor, and his two closest allies, Human Torch and Wolverine.

Capcom Earth, Marvel's greatest rival, was home to warriors such as Ryu, Chris Redfield, Dante, Chun-Li and Mega Man. But it was also where villains like M. Bison, Vergil and Albert Wesker resided too, the three attempting to take over Equestria with assistance from Fantastic Four enemy, Doctor Doom, but failing after a combined effort from the heroes of Marvel and Capcom.

After all that, heroes from Marvel began to settle in and even fell in love with Twilight's friends. Johnny Storm married Rainbow Dash, Logan married Fluttershy, Bobby Drake married Rarity, Remy LeBeau married Applejack, Wade Wilson married Pinkie Pie and Janet Van Dyne married Spike.

It was also around this time Peter befriended and took in a young boy named Rumble, making him an honorary member of the Parker-Sparkle Family, a bond that stayed to this very day.

Over the next few years, the families grew, many of Peter's friends becoming parents, and deeper relationships forming in Equestria, as well as out of it. Heroes like Scott Lang came to live in Equestria, while Sunset Shimmer formed a strong bond with the Capcom Warriors.

More threats however started to show, with attacks from The Leader, Mysterio, Annihilus, Baron Mordo, Starlight Glimmer, Loki and Magneto. Out of all them, Starlight was the only one who redeemed herself, while the other villains were captured or vanquished, with the exception of Loki, who had gone on to fulfil his plans elsewhere.

It was also around this time that Peter attempted to form peace with The Changelings to prevent the Dystopian Future. The plan was not a full-on success, while many Changelings did switch sides, some, including Chrysalis refused and vowed revenge after a raid occurred in an attempt to wipe out the species as a whole. In that time, Thorax, a sympathetic Changeling, had taken the throne and become the new King to lead a better example for his subjects.

Then came the School of Friendship, Twilight Sparkle's grand plan to spread Friendship across Equestria, with the help of Ambassadors. Silverstream from the Hippogriff home of Mount Aris, Gallus from the Griffon home of Griffonstone, Smolder from the Dragon Lair, Ocellus from The Changeling Hive and Yona from the Yak home of Yakyakistan. The five formed a bond with Ponyville stallion Sandbar and Cloudsdale native Cozy Glow.

Other threats emerged in Equestria, including Sabretooth and his Weapon X team which were defeated by Wolverine and allies, along with the arrival of the Saiyan from Dragon World Earth, Son Goku, who's power left Peter amazed and made him realize he needed to get stronger.

Sometime later, Tony Stark created The Earth/Equestrian Allegiance Accords alongside Celestia, Luna and Spitfire to maintain control of Equestria due to Celestia fearing long term damage from the various villain attacks. Heroes would be assigned to protect towns, and hero work would only be done by those registered. Anyone nonregistered would be deemed a violation of The Accords and punished accordingly.

Tony even strived to get other Kingdoms to join, successfully getting Griffonstone, The Dragon Lair and Mount Aris on his side, even nearly getting the Kirin Grove thanks to the budding friendship between Peter and Autumn Blaze.

Despite it all, villains still caused trouble, including the Pony of Shadows, an associate of Equestria's Pillars possessed by evil and Mr. Negative, who left a lasting impact that affected Equestria as a whole, including aligning with the now traitorous Cozy Glow to rule over the land.

All the drama led to a civil war between Team Iron Man and Team Captain America, all culminating with the surrender of Tony Stark after Carol Danvers had taken things too far in her own attempt to not only defeat Cap but overthrow Tony and The Princesses.

Meanwhile Sunset Shimmer had gone with Capcom and many other otherworldly warriors to Asgard to battle in Ragnarök Loki, and his team of The Storm King, Tempest Shadow, Mystique, Ulik, Fenrir Wolf, The Midgard Serpent and Square Earth's most dangerous villain, Sephiroth. Unfortunately Asgard was lost once the Fire God Sutur showed up and decimated the land. Sunset and her team made it out, but not without suffering some losses.

By the end of it all, Asgard refugees settled in Equestria to rebuild, The School of Friendship shut down due to the conflict and betrayal, and many deal with personal trauma, such as Sunset grieving the loss of some friends, Twilight and the revelation that her husband's time travels had consequences, Cozy's betrayal stinging her friends, the retirement of Tony and Spitfire, even Peter's daughter Mayday going through unfortunate changes that have begun to affect her psyche.

Even the big reveal that Twilight may succeed Celestia has the family shaken up, and wondering how this will affect the future.

There have been bright spots, such as new friends and romance formed, proof that there was light even in the darkness, and despite all that, they still had each other.

Peter and Twilight still have one big conflict ahead, one that will shape the future of not only Equestria, but many worlds. Discord's alliance of villains grows, Loki's revenge is underway, and Wesker's return is afoot. For now, Equestria and its allies face a Sinister Invasion.

One year had passed since The Conflict of The Accords, Winter Wrap up had just recently happened and now a big day was underway. For it was the day that two young lovers would be joined together in Holy Matrimony. This was the Wedding of Rumble and Apple Bloom.

The Parker-Sparkle family were on their way to Sweet Apple Acres where the ceremony would be taking place. It was Peter along with his wife Twilight. The two were joined by their daughter Mayday, who had recently turned nine-years-old, along with their son Benjy, who not too long ago had fully turned a year old.

Joining them were Spike, his wife Janet and their four-year-old daughter Hope. Also present was Peter's Aunt May, and his two roommates and best friends, Trixie and Starlight. Each of them were dressed for the occasion, Peter and Spike wearing their suits, the women wearing their dresses, most of them designed specifically for them, aside from Trixie who, with bits Peter lent her, went out and bought an extravagantly expensive dress.

"I can't believe this day is finally here," Peter commented. "Apple Bloom getting married, amazing how fast kids grow up. Feels like yesterday she was this curious little Crusader who yearned for her Cutie Mark, now she's a lovely young mare and about to give her hoof in marriage."

"Yeah, I still remember when I first met Apple Bloom, she was so small and innocent," Twilight said. "Where does the time go?"

"Apple Bloom growing up is nice, but what about my dear Rumble?" Trixie said. "That cute little colt became such a great stallion seemingly overnight."

"That's big for me too, the little guy really grew up," Peter said. "He and Apple Bloom go so well together."

"They're already off to a good start too," Starlight said. "I mean, their baby was born last month, and they seem to be handling parenthood well so far."

"It only looks that way from the outside," Peter said. "When I went to the farm last week to get some apples, I could hear that baby crying really loud. Applejack mentioned they're experiencing some bumps in the road, but thankfully they each have a family that's willing to help."

"Good thing they have a lot of energy," Trixie said. "Plenty to keep up with their baby."

"He's a cute little fellow though, an Pegasus, just like his dad," Peter said. "Apple Bloom said he kicked pretty hard in her belly, so he'll definitely be ready to kick some apple trees."

"Think they'll have more kids?" Starlight asked.

"Not for a few years," Twilight said.

Mayday eagerly trotted to the wedding, not just because two ponies she cares about are gonna be together, but because she gets to be the flower filly. "Let's hurry, I don't want to be late, Rumble and Auntie Apple Bloom are counting on me to spread the flowers."

"Been a while since I've seen Mayday this excited," Peter said. "I think she was looking forward to this day more than her last birthday party."

"I'm surprised they didn't get married on her birthday," Trixie said.

"They thought about it, but they didn't want to take attention away from Mayday's special day," Peter said. "But the gifts, geez. Rumble, Apple Bloom, Johnny, Scott, Sugar Belle, even Ocellus, they all came by to spoil Mayday that day."

"Even Sunset came by with gifts from her friends outside Marvel and Equestria," Twilight said. “Mayday still seemed so shy around everyone.”

"Mayday is learning to be more social and expressive but she's not quite there yet, she still needs work," Peter said. “At least she’s eager for the wedding, probably thanks to Flurry. For a kid, she’s really into romance.”

"I remember when I was a kid, I called Sunburst my boyfriend," Starlight said. "We still laugh about that."

"How is he doing? You two have seen each other a lot recently," Twilight said.

"Anything blooming romantically between you two?" Trixie teased.

"Uh, no, nothing yet," Starlight nervously said. "We're still just friends."

"How about you Trixie? Still content on being single?" Peter asked.

"Fine by me, I just haven't found a good stallion, the best one I've come into contact with recently is taken," Trixie said. "Probably should have moved in when I had the chance, but it wasn't meant to be."

"Sorry if I ended up breaking your heart," Peter said.

"Huh? I wasn't talking about you! I was talking about Logan," Trixie said.

"Logan? Fluttershy's husband!?" Starlight asked.

"I considered asking him once to be my stallion, but sadly I had a fear of commitment, and he seemed like a guy with a lot of scars from the past," Trixie said. "I did not think myself capable of being his mate for life, so I did not pursue it and he ended up with Fluttershy, whom I believe is much more suited for that role."

"Kind of selling yourself short there, Trixie," Peter said. "You would have made a great wife."

"It's fine, Peter, what's done is done," Trixie said. "At least he and I will always have that one night."

"Well that's a good way to..." Peter's eyebrow raised. "What night? Did you two date?" Trixie did not verbally answer, instead she offered a coy smirk that told Peter the entire story. "Uh...okay, don't even know what to say to that."

"At least she had one night with someone," Starlight said. "She got further than I have."

"It's not a race, just find someone you can fall in love with," Peter said. "I mean, we talked about Sunburst earlier, and if not him, how about one of those guys from your village? Like Double Diamond or Party Favor."

"I doubt that would work since I once had them enslaved and all," Starlight said. “I made peace with everyone but I can't see us going that far."

"Hey you never know," Peter said. "I mean, you're a better pony than you once were, I think you owe it to yourself to give it a chance. Only if you're genuinely interested."

"I'll see how I feel after the wedding," Starlight said. "Gotta say, I can relate to Trixie. The perfect guy for me isn't even available. Kind of wish I met Peter so much sooner than I did."

"I can already see a large crowd," Spike said. "It's like an Apple Family Reunion."

"Those are always fun," Peter said. "It was at a reunion where Apple Bloom confessed her feelings to Rumble.”

"I hope she's not too nervous," Starlight said.

"She might be, but she'll be fine," Twilight said. "She's a tough filly after all."

Meanwhile with Apple Bloom, the girl is in her room along with her sister Applejack, her sister-in-law Cheerilee and another Sweet Apple Resident, Sugar Belle.

"You almost done sis? Ah don't want to be late for mah own wedding," Apple Bloom said as Applejack applied some finishing touches to her mane.

"Just a bit longer," Applejack said. "We got time though."

"How are you feeling right now?" Cheerilee asked.

"Little nervous, ah still can't believe this day is actually here," Apple Bloom said.

"It can be nervous, I still remember how I felt when I was going to marry your brother," Cheerilee said. "If I recall, you were the one to keep me calm."

"To the best of mah ability," Apple Bloom said.

"Nerves definitely get to ya, just like with me and Remy," Applejack said. "Times like these though, you gotta put the fear beside you. You'll be so much happier once you and Rumble are made official."

"You two do love each other after all, don't you?" Cheerilee asked.

"Of course, he's a great stallion, and the father of mah baby," Apple Bloom said.

"You two have such a pretty baby too," Sugar Belle said, passing some material to Applejack.

"Takes after his daddy," Apple Bloom said.

"And you," Applejack pointed out. "Don't leave yerself out of that."

"Somehow getting married has me more worried than giving birth," Apple Bloom said. "And that was hard too!"

"Warned ya it would be painful," Applejack said. "Ah did it twice now."

"I only had to do it once so far," Cheerilee said.

"None for me, I can't even get a boyfriend," Sugar Belle said.

"Ain't you and Bucky still dating?" Applejack asked.

"We try sometimes but, he's just so aloof," Sugar Belle said. "Shame too, he's a real gentleman. Too bad he isn't a romance expert."

"Not all guys are, human or pony," Cheerilee said. "It takes a special talent to get one to open up. Depending on the stallion in question at least. Like for me, Big Macintosh is not much of a talker, which is fine, because he's a good listener. I could come home after a long day and he'd be there to hear out anything that stressed me out. I mean, I love my job but being a teacher can be stressful."

"Something ah probably attributed to at least once or twice," Apple Bloom said.

"Oh it's not anything you or any of your classmates did," Cheerilee said. "I mean, yes you were rowdy but you also had ambition, something I like to see in a student."

"I get that Big Mac isn't much of a talker, but you must have done something amazing to get him to notice you," Sugar Belle said.

"Not really, the first time he noticed me was when I was a teenager, but back then he ran his mouth a lot," Cheerilee said. "I didn't pay much attention to him until we got older, plus I knew three little fillies who played their role in us getting together."

"I'm really happy it worked out," Apple Bloom said.

"Still, what am I missing?" Sugar Belle asked. "Applejack, how did you get Remy to notice you?"

"Well ah didn't set out to get his attention, he just came to me because he thought ah was pretty," Applejack said. "Didn't really like him at first, and not because he was mind controlled into fighting me, but because he seemed like a typical flirt.

"He did come off that way a bit," Apple Bloom said. "But thankfully he turned out to be a really nice guy."

"That he did, and he was persistent trying to woo me," Applejack said.

"Well, what about you Apple Bloom?" Sugar Belle asked. "How did you get Rumble to notice you?"

"Ah just spent a lot of time with him," Apple Bloom said. "Thing is, ah had competition from Scootaloo and Sweetie Belle, they both really wanted to date Rumble too. Thankfully everything worked out, and Rumble chose me."

"I tried spending time with Bucky though, it wasn't enough," Sugar Belle said. "Maybe it's just me, guess I'm not appealing."

"It takes time dear," Cheerilee said. "It took a few years for me and Big Macintosh to really get comfortable, not all romance happens as fast as the love between Peter and Twilight."

"Personally, ah think Bucky cares, but he's still obligated to duties back on Earth," Applejack said. "Plus, he's been through a lot, maybe he's just worried about something or he doesn't want to drag you into a dangerous situation. Just give it a bit more time."

"Try comparing how you two were when you first met to how you are now," Apple Bloom said.

"Well, the first time we met it was more of a group thing," Sugar Belle said. "Me and my friends, and even then he was a bit aloof. He got friendlier over time bit he still kept to himself."

"Well, next time you see him, see how he reacts," Apple Bloom said. "Sometimes changes can be gradual, not easily noticeable at first, but once you pick up on it, then you'll see what's truly there."

"Already the expert, aren't ya?" Applejack teased.

"I've picked up a thing or two," Apple Bloom said.

Suddenly there was a knock on the door, in came the sole brother of the trio along with the sole brother-in-law, at least for the moment, both dressed exceptionally well.

"It's almost time," Big Macintosh said.

"We're just adding some last-minute touches...and there," Applejack said, finishing up. "How does it look?"

Apple Bloom checked the mirror, seeing her hair decorated with flowers, and not just any type either. They were buttercups, her mom's favorite. Just the sight brought a slight tear to Apple Bloom's eyes. "Thanks sis."

"Thought you might like them," Applejack said, taking note of a nearby picture. "Ah know she would."

The entire family turned their attention to the photo on display, that of Bright Mac and Pear Butter.

"Think mom and dad would be happy fer today?" Apple Bloom asked.

"Ah know they would be," Applejack said. "Ah sure am."

"Mom and dad loved you very much, Apple Bloom," Big Mac said. "They loved all of us all, and would be happy with whom we each chose to be with."

"I hope so," Remy said. "Still wonder if your parents would have been fine with a former thief joining the family. At least Cheerilee is a normal wife."

"Remy, we've been over this, mom and dad would be more impressed with who you are now than who you were," Applejack said.

"She's absolutely right," Came the voice of Granny Smith, the matriarch of the family as she trotted over to the younger apples. "Remy, if ah know Bright Mac, and ah should since he's mah son, he would be happy knowing you turned your life around the way you did. You make a great husband to Applejack, you stay by her side through thick and thin, just like Bright Mac did fer Buttercup."

"Appreciate that Granny," Remy said.

"Cheerilee, the same goes fer you of course," Granny said. "You were no troubled soul but needless to say, mah son and his wife would have been thrilled to see the young filly they once knew become such a wonderful mare, teacher and wife."

"Did you know their parents well, Cheerilee?" Sugar Belle asked.

"Sort of, I was only a filly when they passed but I do remember seeing them around," Cheerilee glanced at Big Macintosh. "Of course my attention was focused on the cute young colt that often traveled with them."

This got a flustered reaction from Big Mac, with the rest of the family having a chuckle.

"We should hurry now, Rumble's gonna be waiting, so are the kids, including your little guy," Remy said.

"Yeah, let's get you to that altar," Applejack said, leading Apple Bloom off with the rest of her family in tow.

During all this, Rumble seemed to be very nervous. The boy was pacing around a nearby section of the farm, a million thoughts swirling through his head.

"Moment's almost here, by the end of today, Apple Bloom and I will be official," Rumble said, frantically trotting back and fourth. Present with him were Flitter, Cloudchaser, Lightning Dust and Thunderlane, all feeling empathy for the colt. "I gotta keep it together, but...I just feel so nervous. I've never felt this nervous before, even when I tried out for the Wonderbolts I composed myself better than this!"

"Being a Wonderbolt and being a married stallion are two different things," Thunderlane said. "But I can't talk since I never got married."

"Not yet," Lightning Dust said, striking a flirty gaze at the stallion. "But in all seriousness Rumble, just go into this like you would for anything else in life. Look that fear in the eyes and tell it to buzz off."

"I'm not the daredevil you are Dust, and honestly your stunts are a cakewalk compared to getting married," Rumble said.

"Rumble, you need to get a grip," Cloudchaser said. "I know this is big but it's something you wanted. I mean you do want to spend your life with Apple Bloom, don't you?"

"Well yeah, of course I do," Rumble said.

"Then focus on that, remember you're approaching one of your life's goals, use that motivation to take Apple Bloom in as your wife," Flitter said.

"She's already the mother of your son, you two are experiencing parenthood together, so you'd be husband and wife regardless," Lightning Dust said.

"And even then some ponies aren't that lucky," Thunderlane said. "I never even got married to my daughter's mother, the fact that Apple Bloom is still by your side is more of a blessing than you'd think. I know that's something you don't want to waste."

"Yeah, you're right," Rumble said. "I'm gonna marry Apple Bloom, and I'm going to be one of the two luckiest ponies in Equestria today!"

"That's the spirit," Lightning Dust said. "Let's hurry, all the guests should be here now."

The Parker-Sparkle Family had arrived, Trixie immediately taking Benjy and Hope to Logan and Fluttershy, the two watching over not only their daughter Rina, but also the Apple Kids of Oliver Apple LeBeau, Becca Caramel LeBeau, Little Macintosh and the newly born Cumulon Bloom, the son of Rumble and Apple Bloom.

They were joined by Thunderlane's daughter Felicity, along with Lil' Cheese and Elanor Pie-Wilson, the twin children of Pinkie Pie and Deadpool, the two parents also watching over, along with Snow Gem, the daughter of Bobby Drake and Rarity, and Firefly, the daughter of Johnny Storm and Rainbow Dash.

Rumble stood at the altar alongside Thunderlane, who was poised to be Best Stallion while Applejack waited as Apple Bloom's Maid of Honor, with Scootaloo and Sweetie Belle standing nearby, the latter looking conflicted today.

While she was happy for Apple Bloom, this day was just another reminder of what she didn't have, someone for her to love. Her past two major crushes were one sided and ended up going nowhere. First was her major crush on Peter, which was already doomed due to the age difference at the time. Even though she's an adult mare now, it didn't change the fact that Peter was happily married.

Her second major crush was the stallion getting married on this day. She had a chance to be with Rumble, but several wrong choices only served to be the downfall of what could have been true happiness for her.

She's had other crushes, but Peter and Rumble were top contenders, and now they're both out of her grasp.

Rumble looked to the crowd, spotting several familiar faces. Of course he could see the Parker-Sparkle Family, alongside Lightning Dust and his foalsitters. He can see many members of the Apple Family, both immediate to Apple Bloom plus her extended family, including her cousin Babs Seed, plus a pair of cousins from the first time he went to an Apple Family Reunion, those cousins being Apple Flora and Candy Caramel Tooth.

He spotted many ponies he's known since foalhood, including Diamond Tiara, Silver Spoon, Lily Longsocks, Carrot Crunch, Kettle Corn, Skedaddle, and even Tender Taps, the latter being surprising given his not-so-secret crush on Apple Bloom.

Also in the crowd, he could spot three of Twilight's former students, that being Ocellus, Smolder and his Best Friend from the Wonderbolts, Silverstream. Those were the three students he was on the friendliest terms with, especially the sole Hippogriff of the group.

To his surprise, he could see that Yona, Gallus and Sandbar were also attending. He had no issues with Yona, but he wasn't exactly friendly with her either. Gallus and Sandbar were less friendly, but they are Silverstream's friends, hence why he and Apple Bloom sent out the invites to them. He's just surprised they took it, though he could tell they did not want to be here.

He eventually spotted his newborn son, Cumulon playing with some other kids. To have his son at the wedding meant a lot to Rumble of course, he had his whole family in attendance. He only wished his parents could be here, but even his soon to be wife felt that same burden. A common pain that somehow connected them in another way, and only served to make them value each other that much more.

The piano started playing the traditional wedding music as Mayday trotted down the aisle, throwing her flowers. As she did so, she slowly started to feel nervous, now being the center of attention for so many ponies who stopped to look at her.

Surprisingly to herself, Mayday could barely focus on her task, only distracted by her own rising anxiety. "What's wrong with me? I did this before...I did it for all my mom and dad's friends. It's easy, just go down the aisle, and throw the flowers...it's not hard..."

Mayday however couldn't keep moving, she just froze near the end, confusing a lot of the ponies, drawing even more attention to herself. Peter was quick to pick up on this, and swiftly made his way over to the filly. "You alright honey?"

"No...everyone's staring at me..." Mayday said.

"If you're uncomfortable, you don't have to do this," Peter said.

"But I want to, it's for Rumble and Auntie Apple Bloom," Mayday said. "If I don't, I'll let them down."

"Rumble and Apple Bloom would understand," Peter said. "Remember, they care about your feelings."

"I can...I just need to prepare," Mayday said.

Thunderlane looked a bit confused at the altar. "What's happening?"

"I think Mayday's getting nervous," Rumble said. "Probably still bothered by that scare she had a year ago with the Friendship Students."

"Hope it's fixed, Apple Bloom's supposed to be walking down the aisle," Scootaloo said.

"Peter's up there, he'll get everything under control," Rumble said.

Silverstream kept a lookout from her seat as well, "Poor Mayday, I don't think she was prepared for this."

"Think this is gonna hold up the wedding?" Smolder asked.

"If it does, I'm leaving," Gallus said. "I don't want to spend my entire day here."

"I’ll go check it out, be right back.” Ocellus quickly flew over to the father-daughter duo, "Everything alright?"

"Mayday's feeling really shy," Peter said. "She wants to do this but she's too scared."

"Mayday?" Ocellus said, kneeling before the girl. "Are you nervous because everyone's watching?"

"A little..." Mayday said.

"I know how you feel, I'd be nervous too," Ocellus said. "How about someone walks down with you? Where's Franklin? Maybe he can help."

"Oh, good idea," Peter said, looking around. "I see his family near the front, you go get Franklin while I stall."

"You got it," Ocellus said, making her way over to the Fantastic Family.

Peter took this time to head to the front of the aisle, right near the altar, "Hey Sweet Apple Acres! How's it going!?"

"Uh, Peter, what's going on?" Rumble asked.

Peter turned for a second to whisper to Rumble, "Mayday's feeling shy, we're working on a solution because she still wants to do this."

"Oh okay," Rumble said. "Do what you gotta do then."

Peter turned back to the crowd, "So...who here knows the lucky couple? Any friends in the crowd? Actually, that might be a silly question, since you normally invite friends to a wedding. But for real, who knows these two well."

"Ahem..." Diamond Tiara stood up. "I happen to be a good friend of the both of them, especially my dear, sweet Apple Bloom."

"Oh yes, Diamond Tiara, anything you have to say regarding the two?" Peter asked.

"I do in fact," Diamond Tiara cleared her throat. "Rumble, you are a nice guy, full of passion for what you do, and very fitting to marry a filly as beautiful and wonderful as Apple Bloom."

"Uh, thanks," Rumble said.

"But...if you hurt my precious little Apple, I will reign down despair upon your life," Diamond Tiara warned.

"...Gee, thanks," Rumble loosely repeated, a little less enthusiastic than before.

"Okay...anyone else have something nice to say?" Peter asked. "How about...you, Dinky?"

"Well me and Rumble totally go back, he was our leader when we won that Buckball game," Dinky said. "It wasn't even a contest, we totally trashed the other team."

"Uh, Dinky...maybe omit that last part?" Rumble said, nervously looking over to where Silverstream and her friends were. "It's not even entirely accurate."

"Seemed accurate to me, I mean, by the end, it seems like that team just gave us that win," Dinky said.

"Okay, moving on," Peter nervously said, immediately pointing to another mare. "Cheerilee, you were a teacher to both the bride and groom, what's it like seeing two of your students get married?"

"Oh it's wonderful seeing how both of them have grown up, and to call one of them my little sister," Cheerilee said. "This just brings all of us that much closer together, and a good reason for family and friends to celebrate the bonds we share."

"Very wise words befitting a teacher," Peter said. "This is why you're one of the only teachers Twilight and I rely on to help educate our kids."

"It's no trouble at all," Cheerilee said.

As Peter was stalling, Ocellus had gotten Franklin and led the boy to Mayday, getting the girl's attention. "Mayday, I brought Franklin, he's going to walk down the aisle with you."

"Huh? Me and Frankie? Walking down the aisle..." Mayday nervously gulped. "Together?"

"Oh, did you prefer someone else?" Franklin asked. "I think Flurry and Luster Dawn are here to so-"

"No, no, it's fine," Mayday said, nervously trying to hide her face behind her mane. "Just give me a second so I can get back into the mood."

The filly immediately trotted away, leaving Franklin a bit confused, "What's wrong with her? It wasn't me, was it?"

"No Franklin, it's not you," Ocellus said. "I think this just made her really happy and it can be overwhelming sometimes. Just give her a minute."

"Sure, alright," Franklin said as Ocellus made her way back to her seat, signaling Peter in the process.

"Well the wedding will start soon, so let’s wind this down," Peter said. "Silverstream, you're one of Rumble's best friends, how would you describe our groom today?"

"Oh that's easy, he's like an agate," Silverstream said. "Bit rough around the edges at first, but once you smooth it out, it becomes something very precious. Rumble is kind of like my agate, smoothed out and a valuable treasure for me, the treasure of Friendship."

Rumble turned away to hide his blush, "Come on, don't get sappy!"

"That was sweet, and just the right about of adorable cheesiness that I've grown used to in my...wow, ten years living in this country," Peter said. "Geez, where'd the time go? Feels like yesterday I met my own wife, well she wasn't my wife yet, honestly I didn't think I would marry her, not just because I still thought like a human but, Twilight was just way out of my league."

"You weren't out of mine, Peter," Sweetie Belle said, earning a slight glare from Scootaloo.

Peter turned to the mare, about to reply when he felt strange. Seeing Sweetie Belle all grown up like this reminded him of her future counterpart. It reminded him of his shame, and that shame brought on the terrible memories of that timeline. Peter looked to the crowd, all the ponies in attendance, he knew that if things turned out slightly differently, that this wouldn’t be happening. Ponies wouldn’t be gathered together; they’d be running in fear from the Changelings. This wedding, the love between the two ponies gone, just like his wife, just like his daughter, just like everyone he cared about. All it took was one time travel accident, and everything he loved crumbled, another mistake made by him that resulted in loss of those he lost, just like his uncle, just like Gwen, just like he constantly kept losing, for years at a time.

“Peter?” Rumble said, snapping him back to reality. “Are you alright?”

Putting on the best smile he could, he nodded his head, “Sorry, seeing all these ponies reminds me of something that bugged me for years…can any of you sit like Lyra tends do to?”

Lyra, who happened to be in the crowd as well alongside her wife Bon Bon was seen sitting like a typical human, “It’s a gift.”

“I’ll say, the best trick a pony can learn, the art of human style sitting,” Peter said, chuckling to himself. “Sorry, didn’t mean to make you all the butt of a joke. Hope I’m not making an ass out of myself up here.”

“…Peter?” Rumble said.

“Right sorry,” Peter turned to Sweetie Belle. "Still precious as always, aren’t ya?" Peter focused on his speech again. “For real, when I first came here, I was pretty nervous. It's not easy trying to fit in somewhere new, especially when you were considered a burden elsewhere to a lot of people. Plus, at the time, I was in a really hard stage in my life so that added stress really did not help."

"Hard stage?" Rumble tried recalling what could have bothered Peter at the time.

"That's why I was so grateful that I met Twilight and her friends, they really helped me get back on my feet, or hooves rather, and got me moving along again," Peter said. "Back in my world, if you told someone, 'Friendship is Magic', that someone might find you weird, and honestly I could have very well been that person. But with them, it felt so real. They all helped me feel so welcome in their own ways."

"Ooh, this is getting good," Silverstream whispered.

"Like Rainbow Dash, or Skittles as I like to call you," Peter began. "You gave me a fun rivalry on par with Johnny Storm, though you did get a little carried away at first, and did some dangerous stuff to prove yourself, but you're also that bit of toughness that I needed."

"Happy to help, always here if you need your flank kicked in the right direction," Rainbow Dash said, Johnny proudly placing his foreleg around his wife.

"Then there's Fluttershy, I have to say, she had me questioning my manhood with how cute she was," Peter joked. "I mean, a girl like that could give you a toothache with how sweet she was."

"Aw, thanks Peter," Fluttershy said.

"Speaking of toothaches, Pinkie Pie," Peter said, getting her attention. "I may not be one for loud parties, but you helped me get settled in my own way. You gave me my pony name...which was just Pony in the middle of my already alliterative name. You also gave me the Spider-Mane name, that I've been stuck with for ten years and constantly had fun poked at it but, you were really trying to help and I appreciate that."

"No trouble for my fellow 'PP'," Pinkie said.

"Don't call me that in public!" Peter said, hearing some stifling laughter. "Hey! Anyone who laughs will be the last one rescued in a crisis!"

"Pfft, like you'd follow through on that threat!" Johnny said.

"Shut up..." Peter lamented. "Moving on, for Rarity, thanks for helping me out the way you did, like fixing up my suit, a lot, and just being there when I needed you."

"Anytime darling," Rarity said. "You were a pleasure to be around yourself."

"And Applejack, you and I bonded over a lot, granted my reasons for bonding with you were a bit personal, something I don't feel like getting into in front of so many ponies," Peter said, Applejack understanding what Peter meant. "Point is, you gave me words of wisdom that helped me out, plus meeting you allowed me to meet your sister, the bride of this particular day. You really gave me a family when I needed one."

"Aw shucks, it was nothing," Applejack said. "You've been there fer us just as much."

"You make The Apples happy, that means just as much to this family as their generosity does for you, mon ami," Remy said.

"I've made plenty of other good friends, like Spike, who's like a little brother to me," Peter began. "The Cutie Mark Crusaders, who let me into their group. Trixie, awkward start but now my most reliable friend. Sunset Shimmer, she's off exploring other realms right now, but I admire her sense of adventure. Princess Luna, a mare who became Godmother of my daughter. Rumble here, me and Twilight took him in for a few months but he still feels like family. Starlight Glimmer, even rougher start but now somepony I care deeply about. And Autumn Blaze, she likes to talk, even more than I do. There's also Ocellus, each day I'm happy to know that I helped her find a better life and that she's enjoying her freedom."

"Is he winning an award or something?" Bobby joked.

"Finally...my wife, Twilight Sparkle," Peter said, getting the mare's attention. "I'm honestly amazed at how far you and I have come. Honestly, for a while, I have looked in your direction, I mean even while I was still getting used to being a pony, when I talk to you, I don't see our species, I just see a wonderful girl to whom I felt a special connection with. Pony, Human, that doesn't matter to me, you do. I...feel weird saying this out loud in public, so I'm gonna do it fast and feel weird about it later. Twilight, I love you and I'm so happy the two of us got married."

"Aw, Peter..." Twilight used her magic to teleport to the hero to share a nice kiss with him. "You're so sweet."

"And you're still an amazing kisser," Peter said, quickly returning the kiss.

"Not the kiss we expected to see today," Johnny said.

Eventually Peter started to remember why he was even there, "Uh sorry Rumble, I think I took up way too much of your time. This is your day, not mine."

"It's cool, getting a speech from a legendary superhero on my wedding day certainly makes it that much more memorable," Rumble said. "Granted it's usually after the wedding, but all that matters right now is that I get to make it official with Apple Bloom."

"That you shall," Peter gestured to the piano player. "You're up."

The wedding music played once again as Twilight teleported herself and Peter back to their seats. This time Mayday wasn't walking down alone, Franklin was right by her side as she tossed the flowers around.

Despite Franklin next to her, she still felt a bit apprehensive about her position, once again having the attention of all the guests in attendance.

"Mayday, don't focus on them, focus up ahead," Franklin said, gently stroking her back. "Rumble's there waiting, he wants to see you."

"R-right, of course," Mayday said, walking forward. Somehow all the ponies round Mayday seemingly vanished, the girl walking a straight white path toward Rumble, tossing the flowers on instinct trying to reach her older brother figure.

By the end, she tossed out the remaining flowers, looking up at Rumble, hoping she did well in his eyes. She didn't have to wonder long, Rumble immediately and playfully ruffled her mane.

"Thanks Mayday," Rumble placed a kiss on her forehead. "You were awesome."

"Yeah, I guess I was..." Mayday nervously but semi-confidently said.

The piano played again, this time Apple Bloom was walking down the aisle as everyone watched on in awe and amazement. Many of the mares her age were jealous to see Apple Bloom with such a handsome groom.

Her relatives, though surprised to see her marrying so young, were just as grateful to see another Apple being part of Holy Matrimony, and eagerly awaited what type of family she and her new groom would start.

As she reached the end, she turned to Mayday, who was still present at the altar, kneeling down to give her a kiss on the cheek, "Thanks honey pie, you helped make this wedding perfect."

"Anything for you, Auntie," Mayday said.

Apple Bloom stood across from Rumble, the young stallion doing his best to look confident, but could not shake off the nerves.

"Greetings guests, friends and families of the Bride and Groom," Began Mayor Mare. "Today marks the union of Rumble and Apple Bloom. Two young lovers who have been together since their youth. Their union proves that love can start even at early ages, and blossom into something magnificent."

"This is so amazing, Rumble looks so handsome up there," Silverstream said.

"Mayday looked cute walking down that aisle," Ocellus said. "But she's cute all the time. What do you think Smolder?"

"She's alright I guess," Smolder said, the dragon feeling very shy.

"What's with you Smolder? You've looked awkward since we got here," Silverstream said.

"It's this dress..." Smolder said. "I feel so weird."

"We're all wearing dresses, all the girls are at least," Ocellus said. "And you're a girl."

"Plus Sweetie Belle made that for you, I know it's not as good as her sister's, but she tried," Silverstream said.

"I know and I appreciate that...but what will everyone else think?" Smolder asked.

"Hey come on, you know what Kurt would say, the most important thing is to be yourself, no matter how hard it seems," Ocellus said.

"Plus I think you look cute," Silverstream said. "Right everyone?"

"Yes, you cute, we all cute," Yona said.

"At least you're not wearing this itchy tux," Gallus said.

"I just want this over with, kind of bored here," Sandbar said.

Silverstream furrowed her brow at her friend, but she’s not surprised. Neither he nor Gallus cared about coming, she practically had to beg them since she wanted all her friends around, hoping the scenery would help the two get over everything bothering them about Rumble and the Parker-Sparkle family.

Meanwhile Diamond Tiara watched on with hearts in her eyes, "I still can't get over how pretty Apple Bloom is. Those flowers were a nice touch."

"I think those were her mom's favorite flowers," Silver Spoon said.

"Yeah, they're called 'Buttercups'," Diamond Tiara said. "Apple Bloom's really come a long way, I honestly never thought she'd get married before me."

"Wasn't there a time you wanted to marry her?" Silver Spoon teased.

"I was only joking...and I was a filly when I said that," Diamond Tiara said, nervously looking away while Silver Spoon playfully shook her head.

At the altar, Mayor Mare winded down on her speech, "Now, I believe that both the bride and the groom have something to say."

"Whoo! Speech!" Bobby shouted.

"Bobby! Quiet down!" Rarity scolded.

Rumble chuckled to himself, finding humor in Bobby's reaction. "Apple Bloom, I gotta say, there was a time I never thought this day would come. I mean, as foals, we disagreed a lot when it came to Cutie Marks. You believed in their value as a pony, and I thought they were too limiting. Plus, I remember there was a time you physically wanted to hurt me."

"It was an intriguing story!" Silverstream said, then got shushed by Smolder and Ocellus.

"It sure was Silver Medal," Rumble said, then focused back on Apple Bloom. "Despite that, you and I bonded pretty quickly back when the other superheroes began arriving in Equestria. That crazy adventure regarding them and the Capcom Warriors was a great catalyst for us coming together, and while it was tough at first since I liked all your friends, I know I made the right choice going with you. Even during my later years, when I developed this newfound arrogance, you were there to reign me in and keep me from being too stupid. It's because of my love for you, and the love for the baby we created, that I wanted to be better. You inspire me to be better, and it's thanks to you and your love that I was able to chase my prior dream of becoming a Wonderbolt, and a Superhero like the one we both equally admire. So thank you, Apple Bloom, for being the pony that I needed and for allowing me to fulfil my new dream, being your husband."

Apple Bloom's face turned a shade of red, flattered by all the kind words that her groom had said to her. "Gee, gonna be hard to top that."

"It's not a contest," Rumble said.

"Yeah, but still...yer words were really kind," Apple Bloom said. "You credit me fer helping you mature up, but in a way, you did that fer me too. Ah wasn't much better as a kid, like you said, ah got mad at you and mah first instinct was to pummel ya."

"That's how you know you got a strong girl," Laura said, getting shushed by Logan and Fluttershy afterwards.

"Well, moving on, you've been something of an inspiration to me too," Apple Bloom said. "Yer so passionate about what you want out of life, and sometimes it leads you to do outlandish things, but ah can see the heart behind it. That's why ah always stuck by you, because of yer determination. Ah just needed to make sure it was aimed in the right direction, and once it was, it was smooth sailing. That determination of yers helped me big time while ah was pregnant, you were always right by my side, offering to help me with just about everything. Granted, it did seem like a lot at times, and you were a bit too overprotective, but that just means you love me, and ah feel lucky to have such a determined husband. That's why ah know I'm going to be a very happy wife, and ah am more than willing to share that happiness with you."

"You make the hard work worth it," Rumble said. "By the way, I made you something."

"Huh?" Apple Bloom asked, then saw Rumble pull out a necklace.

"I made this out of some seashells I found near the beach at Mount Aris," Rumble said. "Silverstream helped me put it together. I know it's not the fanciest thing, but it's something I want you to have, to signify our love for each other."

"Aw...yer the sweetest," Apple Bloom said, allowing Rumble to place the necklace over her. "Funny, ah made you something too."

"Really?" Rumble asked, then saw Apple Bloom strap a bracelet onto him.

"Rarity helped me pick out some nice gems, it's supposed to be similar to a stone that Peter gave to Twilight when they got married. She wears it as a necklace, but ah thought you'd prefer a bracelet, so that when yer flying through the skies at high speed, you'll have that to think about me with."

"Well, I don't need a bracelet to remind me of your love, but I will graciously accept this, because you made it, and that makes it worth more than gold," Rumble said.

"Thanks sugar pie," Apple Bloom said.

"Pretty romantic, huh Johnny?" Rainbow Dash asked, turning to see some steam coming from his eyes. "Uh...what's with your face?"

"I'm not letting anyone see how much this wedding is getting to me," Johnny said, more steam coming from his face.

"Heh...wow, clever," Rainbow Dash said, kissing Johnny on the cheek. "Wow, hot face, but gentle heart."

"Dammit Dash, you're making me work more," Johnny said, trying to keep his face dry.

"Do you, Rumble, take Apple Bloom as your wife? To love, care and provide for each day?" Mayor Mare asked.

"I sure do," Rumble said.

"Do you, Apple Bloom, take Rumble as your husband? To always show love and care to?" Mayor Mare asked.

"Yeah, ah do," Apple Bloom said.

"Then, by the power vested in me, as Mayor of Ponyville, I now pronounce you two, Husband and Wife," Mayor Mare said. "You may kiss your bride."

"With pleasure," Rumble said, pulling Apple Bloom in for the biggest kiss he could offer her as the wedding music played up again, everyone clapping and cheering for the newlywed couple.

"Yeah! Those are my friends up there!" Dinky cheered.

"You did it Rumble!" Silverstream cheered.

"I'm so happy for you Apple Bloom!" Diamond Tiara complimented.

"Wow...he's really holding onto that kiss," Laura commented.

Luster Dawn wiped a tear from her eye, "That was actually really nice, don't you think so Flurry?"

Right next to her, Flurry was bawling her eyes out, "So pretty! I love it! I love Love! It’s so lovely!"

"Fitting for the girl who is the daughter of the Princess of Love," Luster Dawn said. "You must be really proud Mrs. Cadance."

"You don't need to be so formal dear," Cadance said. "And Flurry, dial it back a little. You're as loud as your father."

"It's so pretty!" Shining Armor bawled. "Love is Romantic!"

Meanwhile Mayday had rushed back to her father, "Did I do good daddy?"

"You were Amazing!" Peter said, lifting his daughter up and hugging her. "You must have made them so happy."

"Yeah, I did," Mayday said. "And now they're happy."

"They sure are," Peter said, looking to the still kissing couple.

Rumble then flew Apple Bloom into the air, still holding his kiss until he reached a high enough altitude.

"So...wanna find a cloud so we can, 'celebrate'?" Rumble asked, the boy shifting her eyebrows.

"Save it fer the honeymoon," Apple Bloom teased.

"We're still going to Mount Aris for that, right?" Rumble asked. "Or did you prefer somewhere else?"

"Ah feel bad about going to Mount Aris, Sweetie Belle said she wanted her honeymoon there," Apple Bloom said.

"Feeling conflicted then?” Rumble asked.

"We'll talk it over tonight," Apple Bloom said. "Yer coming over tonight, right?"

"Well yeah, we're married," Rumble said.

"Ah know, it's just..." Apple Bloom was saying. "It's hard to say."

"You can be honest," Rumble said, finding a nearby cloud and sitting down, positioning Apple Bloom to sit on his lap. "Something bothering you?"

"We got engaged a year ago, and in all that time, we never really lived together," Apple Bloom asked. "Ah know it's hard since you were too young to buy a house anyway, ah definitely couldn't. You at least stayed on the farm when you could but it still never felt like you lived there, plus you were gone most of the day fer your Wonderbolts stuff."

"I know, I'm sorry if you didn't think I was around enough," Rumble said.

"It's fine, you did yer best and we made it work," Apple Bloom said. "Plus ah had Applejack, Big Mac, Cheerilee, Remy and Sugar Belle helping out too. Yer brother stopped by from time to time as well. Rumble, ah know you don't think you can handle living on a farm, and maybe the house is a bit too crowded since not only do Applejack and Big Mac live there with the ones they married, but now Sugar Belle lives there too, along with all them kids."

"Yeah, that's why I wanted a house for us," Rumble said. "So we can live on our own and grow our family."

"But that's the thing, ah can't be away from mah family yet," Apple Bloom said. "I'm not ready to be without mah brother and sister, I'm kind of nervous."

"Yeah, I know you are, you love them very much," Rumble said. "I know how that feels, I'm hesitant to leave Flitter, Cloudchaser and my brother behind but, I want to start my own life, and I want you to be part of that. But, if it makes you happy, then I'll just move onto the farm."

"Ah appreciate that, but, ah don't want you to feel obligated to do that," Apple Bloom said.

"I just want to be with you, whether it's at my house, yours, with Peter and Twilight, even if we lived on the moon," Rumble said. "I just want to live with you and be with you. I'll make it work."

"Yer the sweetest," Apple Bloom said, kissing her husband. "Thank you."

"Well, we should head back down, we still have a party to host," Rumble said.

"In a bit, let's just enjoy some alone time," Apple Bloom said, bringing Rumble in for a kiss, the young stallion holding his newlywed wife tightly.

As the day went on, The Apples really brought out the festivities, with all types of party games and square dancing. Everyone mingled amongst themselves or chatted with the newlywed couple.

"So, not only are you a momma now, you're also a wife," Babs said. "You went through some big changes in the last month cuz."

"Sure did, honestly if it weren't for mah family ah would have been even more nervous than I was today," Apple Bloom said. "But ah guess after giving birth, marriage wasn't as tough."

"You gave birth to a fine young stallion," Babs said, looking to the colt resting on the back of Flitter. "Takes after both of ya. Got Rumble's eyes, and your hair."

"He's our pride and joy, and hopefully first of many," Rumble said.

"Let’s hold off before the next one, this little guy's already a hoofful," Apple Bloom said.

"Yeah, he's already flying, but all baby Pegusai fly at random, right now it's pure instinct," Rumble said.

"Plus, squeezing that baby out of me was a lot of work," Apple Bloom said, recalling the day she gave birth. "Applejack wasn't kidding when she said it's the hardest job any mare could do. It was a labor of love though."

"Well good for ya both," Babs said. "Kind of jealous, wish I had a guy."

"I'll keep an eye out for you," Rumble said. "Of course I'm already doing that for Scootaloo and Sweetie Belle."

"And Dinky, and Wind Sprint," Apple Bloom said.

"Right, Wind Sprint," Rumble said, spotting his friend in the crowd talking with Dinky.

"Things still rough?" Babs asked. "It's been a year since the rebellion, I know she sided against ya but not like she wanted to hurt you."

"I know, and she has apologized, a lot, which I appreciate but..." Rumble began. "It's just hard."

"Rumble and I talk about this a lot, and ah can't blame him, forgiveness isn't easy," Apple Bloom said. "I mean, just because somepony apologizes, doesn't mean the pain goes away. Babs, even when you apologized fer bullying me, it still bothered me for a while."

Babs lowered her head in shame, "Yeah, I know, I don't blame ya. I still regret what I did, I never should have sided with Diamond Tiara and Silver Spoon. Even Peter tore into me for that one."

"Ah still wanted to make peace, because we're cousins and ah don't like holding grudges against family," Apple Bloom said. "So that's why I hope Rumble finds peace with Wind Sprint."

"What makes it hard is that we let her into our group when she was still new, we were still building trust, and unfortunately a lot of that trust was based on giving Silverstream and her friends a hard time," Rumble said.

"Oh yeah, you had that big rivalry," Babs said. "And now she's like your best friend, right?"

"Yeah, and I guess it's because she learned to forgive me...wow, really makes me feel scummy now," Rumble said. "Even Silverstream has encouraged me to make peace, she cares a lot about a Friendship that was once dedicated to ruining her reputation."

"She's a nice girl, that's why," Apple Bloom said. "And you're a nice guy, you have it in you to forgive."

"Hey, have you ever talked to Peter about this?" Babs asked. "He's probably had to learn to forgive a lot of folks."

"Well, he forgave my brother for being a jerk to him, honestly Thunderlane tells me that Peter doesn't seem to have any sense of hostility," Rumble said. "Peter's actually happy to be around my brother, it really boggles Thunderlane's mind."

"Remy said that Bobby and Johnny forgave each other after the conflict, after the two told each other off," Apple Bloom said. "They got it out of their system, ah don't think Peter did that with yer brother though. But he's probably like Big Mac, in that they deal with this stuff a bit differently. Johnny and Bobby are more likely to vocalize their annoyance. Maybe you should do that with Wind Sprint, I mean, you never actually told her how you felt."

"I just wanted to move past it, but I guess if I don't address it, the problem lingers," Rumble said. "Silverstream addressed with me, somewhat, only because I pushed her buttons to do so."

"Then do that with Wind Sprint, clear the air with her," Apple Bloom said.

"What's this about Wind Sprint? "Silverstream said, trotting over. "Oh, hi Babs."

"Sup? Came all the way from Mount Aris, did ya?" Babs asked.

"Well yeah, I wanted to be here for Rumble," Silverstream said, ruffling his mane. "So happy to see you married."

"Thanks Silver," Rumble said, fixing his mane afterwards. "Hey, could you clear something up for me?"

"Sure, what is it?" Silverstream asked.

"Why did you forgive me after I was mean to you and your friends?" Rumble asked.

"I don't like holding grudges," Silverstream said. "Plus, I could tell you weren't bad, if anything you were being unlike yourself since you used to be really nice to us. Honestly, I think you were being mind controlled; I mean wasn't Martin Li around during that Buckball thing?"

"Well, he was, but I still had some resentment towards you, he just brought out what was already there," Rumble said.

"Still, I knew you were nicer than you were acting, and I wanted to give you that chance to get back to normal, which you did," Silverstream said. "That's why it was easy for me and my friends to forgive you. Or, at least Ocellus and Yona."

"Figures that Smolder, Sandbar and Gallus would still hate me," Rumble said.

"Well Sandbar's just grumpy, he's still not fully over Cozy Glow's betrayal," Silverstream said. "Smolder's working on it, thanks to Sweetie Belle. Gallus, he's a stubborn one, so he might take a bit longer."

"Well, I guess I should try to make peace with them," Rumble said. "Though if I want their forgiveness, I guess I should practice my own with Wind Sprint."

"She seems like a good kid too, you should definitely truly give her another chance," Silverstream said.

"Think you can help me?" Rumble asked.

"Of course, anything for my bestie," Silverstream said, placing her foreleg around Rumble. "For what it's worth, I'm happy we put things behind us, you really helped me a lot during the Wonderbolts Academy."

"Yeah, now we're two of the Top Bolts," Rumble said. "Maybe one of us will be made Captain once Soarin retires."

"I doubt it, Rainbow Dash is in the running to be Captain," Silverstream said. "Or your brother, he's really been climbing the ranks since he joined a few months ago."

"Yeah, funny since he's dating the Captain of The Washouts," Rumble said. "Imagine if he became Captain of The Wonderbolts, that'd be one Mighty Couple."

"Hey, Apple Bloom," Applejack said, making her way over. "Hate to interrupt, but you got a bouquet to toss."

"Oh right, gotta give hope to another mare," Apple Bloom said, grabbing what she needed.

"Attention everypony! Time for the Boquet Toss!" Applejack said.

Rarity sighed in admiration, "Ah, the Boquet Toss, takes me back to when I tossed mine."

"Didn't you catch one once yourself?" Bobby asked. "That's what some mares in Canterlot said, you caught it rather aggressively too."

"Hey when the bouquet is involved, that's when every mare looks out for themselves," Rarity said. "Plus it gave me the luck for the two of us to meet."

"Won't argue that," Bobby said.

Apple Bloom tossed the bouquet, all the girls moving in.

"It’s mine!" Dinky shouted.

"I got it!" Wind Sprint said.

"No, I got it!" Starlight said.

“I deserve this!” Sweetie Belle said.

All the mares quickly rushed in, but the flowers went over their heads. "NOOO!!"

Meanwhile Mayday was seen eating an apple when the bouquet fell on her head, confusing the filly, "Huh?" She looked at what had struck her, "More flowers? Do I throw these too?"

"Oh, Mayday, you caught the Bouquet!" Flurry shouted, running over with Luster Dawn. "You're so lucky!"

"Huh?" Mayday asked.

"Oh, didn't you know? Those who catch the bouquet are very likely to get married," Luster Dawn said.

"Wait, married? Me?" Mayday asked. "I'm only nine, it's too soon for me to even thing about-"

"Wow, so much fuss over one thing," Franklin said, trotting over. "Funny how even in another world, some girls go nuts over flowers, can't be helped I guess."

Mayday had no immediate reaction, instead she was glancing at Franklin with awe, a slight blush forming on the prodigy’s face, talk of bouquets and weddings now circling in her mind.

"Uh, Mayday?" Franklin said. "You alright there?"

"Huh!?" Mayday shook it off. "Y-yeah, I'm fine. Right, silly flowers, don't need them." Mayday then tossed the bouquet aside, most of the nearby mares lunging for it. "Let's go eat cake!"

"Yeah, sure," Franklin said, following Mayday to the catering table.

"Luster, you see what I see?" Flurry asked.

"A bunch of grown mares fighting over some flowers?" Luster Dawn asked.

"No, I mean did you see how Mayday reacted around Franklin?" Flurry asked. "I think she likes him."

"Well yeah, we all like Franklin," Luster Dawn said.

"No, I mean she really likes Franklin," Flurry said. "I think she has a crush on him."

"A crush?" Luster Dawn asked. "Mayday? I can't see it; she doesn't strike me as the lovey-dovey type."

"Everyone's capable of these feelings," Flurry said. "Mayday is no different, she has a crush on Franklin and we're going to help her admit it."

"Pfft, good luck, I can't see Mayday being that willing to talk, I mean she almost never talks about her feelings, and we're her best friends," Luster Dawn said. "Well, we're her only friends, but still, even when she's with us she's not always eager to talk about what she's feeling."

"We'll just have to get her to talk," Flurry said. "Fortunately, love is my specialty, now let's go plan."

As this went on, Peter was personally congratulating the now married couple, "You two have really come a long way. Apple Bloom, I remember you were a very curious kid, and that curiosity helped you figure out I was Spider-Mane back when my identity was secret."

"One of my best achievements," Apple Bloom said.

"And Rumble, I still remember having to take you in after that incident regarding your brother," Peter said. "You've been a big part of our lives since."

"That day set great things in motion," Rumble said.

"It sure did, you've had a few ups and downs, but you developed into a fine young stallion," Peter said. "Honestly, I'm really proud of how you've handled your recent situation. You got Apple Bloom pregnant, but you took responsibility and stayed by her side, even making her your wife. You're willing to make sacrifices for her, like she is for you. What you're doing takes a lot of guts and maturity."

"I really appreciate that Peter," Rumble said.

"I'm also impressed by how you handled your situation Apple Bloom, I know it was tough at first but you picked yourself up really fast," Peter said.

"Thanks to you," Apple Bloom said. "And of course the rest of mah family."

"Just remember, if either of you need anything, I'm here for you," Peter said.

"Thanks, but we'll try to manage on our own," Rumble said. "Plus, it sounds like we're going to be staying at Sweet Apple Acres, so I have plenty of in-laws to help."

"Finally moving in, Rumble?" Peter asked.

"Yeah, I am," Rumble said. "I'll make it work, I want to make it work, because I really want to be with my newlywed wife."

"And you will be," Applejack said, trotting over. "But, we also want you two to feel comfortable. We know that the house is a bit crowded, even Remy's considered moving me and the boys away since Big Mac's gonna be the one to take over the farm. Granted it's not an easy decision for either of us since we don't want to leave mah big bro or his own family behind, but sometimes you gotta spread yer wings, literally fer you."

"What does that mean, exactly?" Rumble asked.

"Ah think you two need a special place of yer own, but we won't move you too far," Applejack said, then turned to Remy. "You know what to do, sugarcube."

Remy nodded in agreement as he pulled out a radio, "Bring it in, mes amies."

To the surprise of many below, including the newlywed couple, a barn house was being flown in by a group of Wonderbolts, led by their former Captain, Spitfire.

Neither Rumble nor Apple Bloom could believe it as the Wonderbolts lowered the barn house as many in the Apple Family went to help it lower down safely.

"What is this?" Rumble asked.

"Consider this yer wedding present," Applejack said. "A new barn house fer you two to live in. Me and the rest of our family built it in secret, with help from those old Patroller Robots. It's got plenty of space and it's right next door to us so you're not too far away from us."

"Wow...this is perfect!" Apple Bloom said, turning to hug her older sister. "Thanks fer this Applejack!"

"I can't believe you built this for us," Rumble said. "Must have taken a while."

"Well like ah said, them robots helped," Applejack said. "Plus, it's a labor of love. Ah want mah little sister, mah new brother-in-law and mah new nephew to live nice and happy."

"You sure have a caring sister-in-law there, Rumble," Spitfire said, landing before the newlywed stallion. "She contacted The Wonderbolts, asking for their help. Soarin was more than happy to oblige for one of his best flyers, even asked me to help."

"I really appreciate that Spitfire," Rumble said. "How are things with you and Soarin?"

"When are you two getting married?" Apple Bloom asked.

"We actually eloped," Spitfire said. "I mean, I'm all for a big wedding like you two had but we already lived together and we wanted to feel official in some way. Maybe one day we'll hold a ceremony."

"I'd love to see that," Rumble said. "I hear Soarin is close to retirement himself."

"You might have heard wrong, he's still gonna fly, just not as Captain," Sptitfire said. "He's going to make more time for me...and our kid."

"Kid? You don't have a kid," Rumble said.

Spitfire rubbed her stomach, "Not yet, but in ten months, you might see a future Wonderbolt emerge."

"You're pregnant!?" Peter asked. "Wow, congrats."

"Thanks, that's actually why I wanted to help, get a bit of last-minute flying done before I'm bed bound," Spitfire said.

"Just don't push yourself too hard, mah family actually got mad if I did too much Apple Bucking," Apple Bloom said.

"I won't go overboard, being pregnant is a big responsibility," Spitfire said. "One you handled well yourself, kid."

"Yeah, surprisingly," Apple Bloom said.

"Uh, but tell me, how much does it hurt when you give birth?" Spitfire asked.

"Ah can't even describe it, ah was so potty mouthed that Steve Rogers himself would have given me a proper scolding," Apple Bloom said.

"Figured, but it's worth it to be a mom," Spitfire said, taking off. "Enjoy your gift, you earned it!"

"Let's go check it out Rumble!" Apple Bloom said, dashing off with Rumble following right behind her.

"Wow, nice work there Applejack," Peter said. "That looks like a well-crafted barn house."

"As long as they like it," Applejack said.

"I think they do," Peter said. "You did great, they're going to be really happy together."

"To think, ah used to not like that boy," Applejack said. "But, he's Loyal to Apple Bloom, loyal enough make Rainbow Dash proud."

"Oh you bet," Peter said. "He made a few mistakes, but I think he's learned from them. Does the rest of your family like him?"

"Probably, but what matters is that Apple Bloom likes him," Applejack said. "But ah like him too, he's grown on me."

Peter looked behind him, "Too bad that can't be said about everyone else."

Applejack looked back to see the Student Six talking amongst each other, "You worried about them or something? Ah mean, while it would be nice if they put their differences aside, it's not like it matters too much. Some just aren't meant to be friends."

"Yeah, but the thing is, Rumble and Silverstream are pretty close and I get the feeling that Silverstream wants all her friends to be in harmony with each other," Peter said. "Gallus though, that's one stubborn guy."

"Most griffons are stubborn though, it's just how their culture is," Applejack said.

"Sounds like a negative stereotype," Peter said. "They can be friendly, they just need someone to talk friendly to them. Granted, Gallus has had his same friends for like two years, so he has that covered."

"It's how he grew up, ah mean Logan's been around fer a long time, and he's still a grump," Applejack said.

"Yeah, you have a point," Peter said. "Still, I can't help but feel tension around Gallus."

"You haven't really spoken to him all that much since the school closed down, things got heated between you two," Applejack said. "Well you kept yer cool but he really started pushing yer buttons a bit. All you wanted was an apology fer how he treated yer daughter. Though he hasn't bothered her much, has he?"

"No, he hasn't spoken to her, when he comes to town, he's hanging out with his friends," Peter said. "Mayday's in no hurry to speak to him, which is fine, if she's gonna get stressed out talking to someone more stubborn than she is, the I don't blame her."

"The sad thing is that they probably would have gotten along better if not fer outside manipulation," Applejack said. "First you had Rumble who was jealous fer a while because he thought he was being replaced by them six. Which was kind of a silly thing to do."

"Rumble really admires Twilight and myself, and given that his parents are gone, he looks to us as parental figures," Peter said. "Guess the thought of us focusing our attention to six other students, including ones who also don't have many strong parental figures, just made him worry a bit."

"Thankfully mah sister snapped him out of that mindset," Applejack said. "But it wasn't all just Rumble, that filly Cozy Glow played her part."

"Cozy Glow...it's been a year and I still haven't heard anything about her," Peter said. "I know she did something bad but, I'm still worried about her."

"Has Celestia told you anything?" Applejack asked. "Or even Luna?"

"Sort of, but it wasn't what Luna said, it's how she said it," Peter pointed out. "Like, when I ask Luna about Cozy Glow, she can never give me a straight answer, and she always looks away from me. I feel like she's hiding something, that Celestia's hiding something. I wouldn't put it past Celestia, she's made some shady choices. But, I would have hoped Luna could be more open with me, I mean even though we were on opposing sides of The Accords, we're still really close. I hope she's not faking it nowadays though."

"Ah don't think she is, ah mean, she came to the wedding today, to support Rumble and Apple Bloom, two foals that you really care about," Applejack said. "And y'all always hang out, just last week you celebrated Mayday's ninth birthday together. It might be something else."

"Yeah, you're right," Peter said. "Luna's a good mare and one of my best friends, I just need to keep reminding her, maybe she won't feel so awkward around me."

"Then she can tell you about Cozy Glow," Applejack said.

"That too, I just have to know where that filly is," Peter said.

"Has Twilight mentioned her?" Applejack asked. "Is she worried too?"

"She actually hasn't," Peter said. "When I bring it up, she just tells me to have faith in Celestia. It almost feels like Twilight isn't thinking for herself. I know she admires Celestia but even she has to see through her a little bit. Even during the Accords stuff she showed some doubts, but I guess since Celestia ended up siding against Tony, it cemented in Twilight's mind that Celestia will always do the right thing in the end."

"Not many ponies would oppose Celestia's way of thinking," Applejack said. "It's easier fer you since you didn't grow up in Equestria, so you don't have that attachment. You see things through an outside lens. Twilight looked up to Celestia like a second mother, you understand why she can't side against her, don't you?"

"I hate to admit it, but I can see your point," Peter said. "But I still feel like Twilight should be more worried about one of her students. It's almost like the moment she betrayed her, Twilight just wrote her off and figured six out of seven isn't bad. I know Twilight is better than that too."

"Maybe it's how she's coping, Twilight can be stubborn with her feelings at times," Applejack said. "Not that it's an excuse, I'm a bit worried mahself since she was one of mah students but there isn't much ah can do."

"Well, there might be something I can do," Peter said. "One year is a long enough wait, honestly I should have acted sooner but better late than never. I'll start with those six and see if they've heard any rumors, or maybe Cozy's been contacting one of them."

"I'll stand back here just in case," Applejack said.

Peter took the moment to approach the Student Six, which Ocellus immediately noticed, "Hey Peter, how's Mayday doing?"

"She's fine, thanks for your help earlier," Peter said. "There's something I need to ask the six of you about though."

"Alright, Yona confess," the yak girl began. "Yona is the one who knocked over the ice sculpture Miss Rarity and her husband made."

"Wait, you did what!?" Peter shouted in disbelief. "Great, Rarity's gonna be so peeved."

"Such language!" a nearby mare shouted, then began trotting off.

"Uh, that was weird..." Peter said, scratching his head, then focused on the six. "Actually I'm not here about the ice sculpture, I'm here about Cozy Glow. Have any of you had any contact with her over this past year?"

A solemn silence fell over the six, Sandbar being notably upset while Ocellus gently rubbed his foreleg. Smolder awkwardly turned away, Yona awkwardly kicked the dirt, Gallus had glared a bit at Peter for bringing this up and even Silverstream was at a loss for words."

"We haven't, actually," Ocellus said. "None of us have heard from Cozy since she was taken away."

"So no letters, or anything?" Peter asked. "She hasn't tried any form of contact?"

"Sorry, no," Silverstream said.

Peter huffed in annoyance, "Where could she be then?"

"Any reason you're looking for her?" Smolder asked.

"I'm worried, I was hoping wherever she was sent, that it's to help her with her villainous personality," Peter said.

"Well, sorry to tell you, but none of us know where she is," Sandbar bitterly said. "And even if we did know, it's not like we would tell you."

"Sandbar!" Ocellus scolded.

"Sorry, I know Cozy is a sensitive topic, and I know you all really cared about her," Peter said. "That's why I'm asking about her, I want to bring her back someday."

"That would be nice, wouldn't it Sandbar?" Ocellus asked.

"It would be great...but it won't happen," Sandbar lamented. "Nothing good seems to happen with you so-called superheroes around."

"Ugh, come with me, now," Ocellus said, pulling Sandbar away, leaving a few of their friends a bit embarrassed.

"I'm so sorry about that Peter," Silverstream said.

"Not the first time I've dealt with grumpiness," Peter said.

"To his point though, you probably could have spotted Cozy Glow's plan sooner if you weren't busy fighting some silly battle," Gallus said.

"Come on Gallus, not you too," Silverstream said.

"I'm just being Honest, that stupid war nearly got us all killed," Gallus said. "You had to fight in it, I got attacked by mind-controlled ponies on top of trying to keep up with a baby that kept slipping through my talons! It was ridiculous! Then later I get crap because of his daughter!"

Peter rubbed his temples, trying to rationally process this, "Look, I'm sorry if you think my daughter's been rude. I know it wasn't entirely your fault, Rumble and Cozy Glow played their part but, you gotta let this stuff go. You don't have to apologize to my daughter, just at least promise that if you're around her, you won't engage with her. If she antagonizes you, come to me and I will deal with it myself."

"You can't even scold her properly when she back-sasses her own mother," Gallus said.

"Gallus!" Silverstream scolded. "Knock it off!"

"Hey I'm just relaying what I heard from some of the ponies say, a few of them did stick around a bit longer, including ones, whom I might add, are still very sore about the school closing down," Gallus said. "Especially when they saw that fellow outcast Luster Dawn playing kiss-up."

Applejack looked ready to step in, but she could see Peter holding his hoof out, gesturing her to stop, to which she bitterly obliged.

"Dude, come on, she's a kid," Peter said. "Gallus, you should know how hard it is to talk to others, why are you so hard on my daughter and her friend?"

"Because someone has to be, you're too soft," Gallus said.

"She's not your daughter though, if you had a kid and I started lecturing that kid, would you be happy with that?" Peter asked.

"Well no, you're not good at parenting," Gallus said.

Peter again had to hold his hoof out, knowing Applejack would be quick to try coming over again, "Look, I'm not getting into this with you. If you want to think I'm a bad parent, well go on ahead. Agree to disagree."

"I think you're a great parent," Silverstream said.

"Thanks but you don't need to make me feel better," Peter said. "Gallus, I'm honestly surprised. You spoke highly of Twilight's school, but did you even learn anything about Friendship? Because you're kind of proving my point as to why the school didn't work out."

"Well maybe if you weren't against the school, it wouldn't have closed down, now would it?" Gallus asked.

"Ugh, why does everyone keep putting words in my mouth?" Peter lamented. "I never said I was against the school, it just needed work. Clearly your not so friendly nature is proof of that."

"I feel insulted now," Gallus said.

"I'm just...ugh, never mind, I can't get through to you," Peter said. "Look, it's fine if you don't like me, but can you at least make peace with Rumble? For Silverstream's sake."

"No way, he's just another you, and Silverstream's wasting her time with that loser," Gallus said, this nearly setting Applejack off again.

"Loser!?" Silverstream shouted. "Gallus, you know I like you, but I like Rumble too! He's really sorry about how mean he was but you're not even giving him a chance! Peter's right, you didn't learn anything at the school! Nothing at all!"

Silverstream immediately flew off, not wanting to be around the others. Gallus looked remorseful for a second, before angrily turning to Peter, "Great job, now Silverstream's upset!"

"I'm gonna go," Peter said, making his leave.

"Good, don't come back!" Gallus shouted.

"Put a sock in it," Smolder said. "I mean, I'm not Rumble's biggest fan either but he did invite us to his wedding."

"Probably because Apple Bloom made him," Gallus said.

"...This feels wrong," Yona said. "Peter is Friendly Neighborhood Hero, why isn't there any friendliness happening?"

"I don't know, Yona," Smolder said. "Look, I'm gonna go find Ocellus and Sandbar. I'll see you two later."

As Smolder left, Gallus turned to Yona, "This is why we shouldn't have come, I knew this could happen."

"I don't know, maybe it good this happen," Yona said. "In Yakyakistan, you have problem, you get aggressive! You show who boss. You need to stand ground more, prove you're right!"

"Yeah, good point," Gallus said. "Telling off Peter is cathartic after all."

"That so?" Came the voice of Thunderlane, the Pegasus flying over. "So, you like telling off Peter? You think it makes you look cool?"

"Well it's good to get this stuff off my chest," Gallus said.

"Yeah, well consider this," Thunderlane said. "I was in your position, I used to trash talk Peter. I would defame him any chance I got, and you know where it got me? Nowhere. I had to leave my home and my brother behind, I had to stay stuck in a small apartment in Canterlot for years, and the one good thing that could have happened in my life was just some game played by a mare I used to love. The only good thing that came out of all that was my daughter, but it was a long, lonely road I could have avoided if I wasn't being as dumb as you're being right now."

"So basically it's your fault that Rumble's such a scumbag," Gallus said.

"...You are so lucky that today is his wedding day," Thunderlane warned, holding up his hoof. "Otherwise, I would clobber the shit out of you."

Thunderlane took off, leaving Gallus annoyed once again, "So, anyone else wanna come complain to me?"

"Don't press luck," Yona said. "Let's go."

With Peter, the stallion looked a bit disappointed, "That didn't go to well."

"Ugh, I'm so disappointed in him, he should know better," Applejack said. "Also, Rumble did want him to come because he cares about Silverstream's feelings, clearly Gallus don't give a damn."

"He's just...he's very misguided, I think he can be better but we have to show him how," Peter said. "I mean, is it really just a Griffon thing to be mean? There's gotta be some griffon that's friendly."

"There is," Gilda said, flying over. "Had a run in with Gallus?"

"How'd you know?" Peter asked.

"I saw Ocellus a second ago talking with Sandbar, he got upset because of something you said, and I figured Gallus would take the time to talk trash about you," Gilda said. "Guess I was right."

"Is he always like this?" Peter asked.

"Yeah, most Griffons are just bitter and unfriendly, I know it sounds like a stereotype but unfortunately it's true," Gilda said. "Gallus is a product of our culture."

"Isn't there anything we can do to help?" Peter asked.

"Pinkie Pie and Rainbow Dash help a little, they visit the town to talk about Friendship, and they do get some interest from some of the Griffons," Gilda said. "One girl, Gabby, she's super interested in Pony culture."

"Gabby?" Peter scratched his head. "Right, I think I saw her once or twice before. She was the only friendly Griffon I could remember seeing."

"She's super friendly, she's always trying to help others, even when they're rude to her," Gilda said. "Her kindness is wasted in Griffonstone for the most part. She'll get gratitude once in a while, helped that Jen was there with those twins, and Jen was really nice to Gabby too."

"Jen's a nice woman, I'm glad Gabby liked her," Peter said. "I think Gabby would fit right at home here."

"I know she wanted to come to the School of Friendship, but Grandpa Gruff sent Gallus instead," Gilda explained. "So she missed out on a chance to move here."

"Why did it have to be either, or?" Peter asked. "If she wanted to come, she should have. She and Gallus could have attended."

"Twilight wanted ambassadors, and asked Gruff to send one Griffon," Gilda said. "Guess he thought Gabby was already friendly and sent Gallus instead. Wouldn't be surprised if he just wanted to get rid of him."

"That's harsh," Peter said. "Still, Gabby should have come. Picking one of each species feels like obligation than genuine interest. Plus one good thing at the school was that it taught Equestrian Culture, something anyone could benefit from, Pony or Non-Pony. That's better than trying to teach Friendship, which can't be learned in a school."

"Funny, ah think Twilight once told me that Celestia said something similar to her," Applejack said. "Makes me wonder why Twilight made a school in the first place."

"Something's not adding up," Peter said. "Anyway, Gilda, if Gabby's still interested in coming to Ponyville, send her this way. I'll personally help her get settled in, she could even stay at my place for a bit, after I talk to Twilight."

"Huh? That's very generous of you Peter, but why?" Gilda asked.

"I want to help in my own way, Twilight wants the world united, and a good way to do that is to show the best of each culture," Peter said. "She can stay with us for a few days and if she likes Ponyville, I'll help her get an apartment or something. Or better yet, I can help Ocellus, Smolder and Silverstream with their moving issues and just build a house for them to live in since they want to live in Ponyville too."

"This is a lot Peter, yer really going the extra mile, including for a girl you don't even know well," Applejack said.

"Yeah, I mean you don't even know if Gabby would be friends with them," Gilda said. "She would be though, she's met them thanks to Gallus and they seem to really like her, but wow."

"Is it too much?" Peter asked. "I mean, I know it sounds sudden but I really do want to help Ocellus out, and if I can help out two of her friends and do something nice for a pure hearted Griffon, well I want to try."

"Wow, you're awesome Peter," Gilda said. "If you feel confident about this, then I'll do anything I can to help."

"Same here," Applejack said. "You tell us what we need to do."

"Right, to...The Hall of Friendship!" Peter said, gesturing away, much to the confusion of Applejack and Gilda. "Hall of Friendship? Like the Hall of Justice? You know, where the heroes from Superman's world gather? It's a reference and-"

"Peter, focus," Applejack said.

"Right...let's just go meet up at my place," Peter said.

"Shouldn't we wait until after the reception?" Gilda asked.

"Ugh, you girls totally destroyed the mood," Peter pouted, earning a giggle from Applejack and Gilda.

Meanwhile in the distance, Ocellus was speaking privately to Sandbar, "You need to work on this bitter attitude of yours Sandbar. I told you before to be nice to Peter."

"I know but, I still feel so angry about what happened to Cozy Glow," Sandbar said. "She didn't deserve what happened to her."

"I know she didn't, but blaming Peter is not fair," Ocellus said. "Cozy Glow made her choice, her thirst for power clouded her judgement. If anything it falls on us for not helping her understand true Friendship, that it's more than a means for power. We should have kept her on the right path, but we didn't."

"I know...we messed up," Sandbar said, a tear emerging from his eye. "I just really miss her. I miss her cute giggles, I miss how puffy her cheeks got when she smiled, how it showed off her cute freckles. I miss her big eyes and how she would replace her 'L' and 'R' sounds with 'W', I miss her constantly saying 'Golly', I even miss when she flirted with me."

"I miss all that too, she's an adorable filly," Ocellus said. "We'll see her again one day, have hope."

"I'll do my best," Sandbar said.

"Also...you liked her flirting?" Ocellus asked, playfully eyeing Sandbar. "You weren't falling for her, were you?"

"Come on, I got enough of that from Cozy Glow, she even tried flashing her butt to me and making it look like an accident," Sandbar said. "She was so weird but she's more like an adorable little sister than anything else."

"Good, I like Cozy Glow too, but I don't want competition," Ocellus said.

Sandbar quickly pulled her in for a kiss, smiling to the girl afterwards, "You got nothing to worry about."

"Now, please try being nicer to Peter," Ocellus said. "He is my friend after all, he's the reason the Changelings aren't evil. Most of them at least."

"Sure, I'll do my best," Sandbar said.

"If you have anything that's bothering you, we can talk it out with him," Ocellus said. "He's very understanding after all."

"Sure, I'll trust you on this," Sandbar said, stroking her head. "Thanks for being there for me."

"Of course, I love you," Sandbar said.

"I love you too," Ocellus said, the two once again sharing a kiss.

In the distance, Smolder could see the two sharing in their passion, the dragon girl feeling a bit jealous. She wished she had confessed her feelings before, though it's too late now. She's happy for her friends but she still felt a bit heart broken.

"Hey Smolder," Sweetie Belle said, snapping her out of it.

"Oh, Sweetie Belle," Smolder greeted.

"What a wedding huh?" Sweetie Belle said. "Rumble and Apple Bloom are already going off alone."

"Well it makes sense, they're married so they want alone time," Smolder said. "By the way, I don't think I got to thank you for this dress yet."

"I'm glad you like it," Sweetie Belle said. "I know you don't like dressing girly in public but-"

"It's fine, I don't care too much," Smolder said. "I mean, it is weird for a dragon to want to look pretty but...you know, where I'm from that's considered weakness."

"Honestly, the fact that you're willing to be yourself is more of a strength than a weakness," Sweetie Belle said. "It takes true bravery to defy what others think of you, especially for a dragon."

"I guess," Smolder said. "You're just lucky though, you're the epitome of what a pony can be, especially a Unicorn. You're naturally pretty and you can be as girly as you want without judgement. I still can't face other dragons looking like this."

"What about your brother?" Sweetie Belle asked.

"He's an exception, I can trust him with my secrets, because he trusts me with his," Smolder said. "Honestly, I hate his reputation, everyone thinks he's a jerk but he's not. He's just under the same social pressure as the other dragons."

"I think the world could be a friendlier place if everyone was more accepting of our differences," Sweetie Belle said. "You shouldn't be ashamed of your likes, and neither should your brother. If it's not mean spirited, you can be what you want. You, Smolder, are a very beautiful dragon, and you should be proud of that."

Smolder began to blush, awkwardly turning away, "Come on, that's a bit much. If either of us is beautiful, it's you."

Sweetie Belle blushed a bit herself, "Thanks...but don't sell yourself short. I bet many dragons, or even ponies, like looking your way. A few are looking our way right now."

"Probably at you, you're the one who looks like a princess," Smolder said. She then felt Sweetie Belle pulling her into a hug, once again embarrassing Smolder. "Ponies are going to see us."

"Like they've never seen a pony hug a dragon," Sweetie Belle said. "Smolder, thanks for being my friend, and thanks for being yourself."

"Sure...of course," Smolder said, awkwardly returning the hug. “She smells nice. Wait, what am I thinking?”

Much as she wanted to believe in Sweetie Belle's words, she couldn't help but feel some uncertainty. Plus, the way the hug felt in her mind, it seemed like Sweetie Belle wanted equal comfort, something might be bothering her too. If only she knew how much she was right.

Time went on, everyone had gone home, especially Rumble and Apple Bloom, the two exploring their new house.

There was a kitchen, a dining room and a living room with a fireplace in the first floor; a bathroom, and three bedrooms in the second floor.

The furniture had also been moved in too, most of it brand new, courtesy of their friends and family.

"A dining room set from Rarity, baking supplies from Pinkie Pie, a new crib and baby toys from your aunt Apple Rose, plenty of diapers and formula from Fluttershy, clothes from Flitter, a junior Wonderbolt suit from Spitfire, cabinets from Johnny and some a nice bedroom set from Peter and Twilight," Rumble said. "That's not even scratching the surface."

"Everyone really went all out fer us," Apple Bloom said. "I'm so happy."

"Lucky us we got good neighbors and relatives," Rumble said. "Plus, now we don't have to live too far away from your family."

"Our family," Apple Bloom corrected. "Yer an Apple now Rumble, they're just as much family to you as they are to me."

"Yeah...I'm an official Apple, I feel so honored," Rumble said. "This was the best day of my life, rivaled only by our son being born."

"Same here," Apple Bloom said, kissing his cheek. "What say ah make dinner fer us, then ah can give you a small taste of what we'll do fer our Honeymoon."

Rumble began to blush at the though, "Hope that stuff won't be limited to our Honeymoon. But you don't need to cook, Peter's Aunt May made us something."

"Oh she did, that's nice of her," Apple Bloom said. "Well ah should still get Cumie his formula."

"You do that, I'll prepare his dinner," Rumble said, the two heading into the kitchen. "Oh, one thing first."

"What is it?" Apple Bloom asked, then found herself pulled into a kiss from her newlywed husband.

"I love you," Rumble said. "That's something that I just can't say enough of. I'm really, REALLY glad I met you as a foal, and I am really glad I chose you."

"Oh my, where is this coming from?" Apple Bloom teased. "No matter, ah love your affection. I'm glad ah met you too. Ah would have been fine if you chose Sweetie Belle or Scootaloo, but ah can't deny that being the one you picked really flatters me, and makes me feel special."

“You are, I promise you will be happy with me, I will not let you down,” Rumble said.

“Ah know, and ah love you too,” Apple Bloom said, kissing Rumble afterwards.

Everything seemed well and at peace, but the heroes were unaware of the brooding evil that stretched across the multiverse.

In Capcom, Wesker and his team of Juri, Vergil, Tron Bonne, The Prowler and Vomi were heading to the Marvel world, specifically Latveria to meet up in Castle Doom.

Wesker looked up at the towers where Doom resided, wondering who else he might have brought over, but just as eager to see what was in store.

In Marvel Space, at a small hut on Planet Hala, Loki was seen checking his watch, waiting for something to happen, knowing it would be a big day coming soon as Akuma meditated nearby, imagining his eventual triumph over his foes.

Outside Sephiroth was training Tempest, the two preparing for their eventual second showdown, for next was Equestria, and Tempest had something to prove. Sephiroth was determined to bring the best out of her.

In the depths of Tartarus, another plan was underway. The time was finally at hoof, where the villains would strike.

"After ten years, the day is finally coming," Discord said, then turned to Adagio. "It's your time to shine my dear, soon you and your fellow Dazzlings will return to the world of Equestria, just in time for one of their biggest events, The Grand Galloping Gala."

"The Gala huh? That sounds fun," Adagio said.

"I know you like a show, but try not to draw too much attention to yourself, just get all the key info you need," Discord said. "If things fly south, then I have a backup plan."

"Who? Herman? Max? Quentin?" Adagio asked.

"You say that like it's a bad thing," Sonata said. "They're perfect to watch over us, they love us."

"No we don't!" Shocker called.

"You so do, you're like our big brothers!" Sonata said. "Even though we're technically older than you."

"Let's just start planning," Aria said.

"Oh, are you going out of Tartarus?" Came the voice of Cozy Glow, the filly flying over. "Can I join you!?"

"If you did, you'd be spotted," Adagio said. "So no, you can't come."

"Don't be mean," Sonata scolded, then focused on Cozy. "But seriously sweetheart, you can't come with us, not yet."

"But...I weally miss my friends in Ponyville, I haven't seen Sandy and Celly in so long," Cozy Glow said, looking up with sad watery eyes. "Isn't there a way I can come?"

"Aw..." Sonata turned to Adagio. "Can't she come?"

"No," Adagio said. "Kid, just because you look nine years old, doesn't mean you are. Grow up already, or are you always going to be annoying and immature?"

Cozy Glow furrowed her brow in annoyance, "Better than being a dumb, old hag!"

"The hell did you call me!?" Adagio shouted.

"Let's not fight, please," Sonata said. "Cozy honey, maybe you should wait this out. We'll bring you back a treat."

"Alright Sonata," Cozy Glow said.

"Hey, Discord, what about that one guy who was supposed to be here, Goku Black?" Aria asked.

"He's been distracted," Discord said, thinking to the God himself.

In the future of the Dragon World, Goku Black scoured the skies, trying to find his arch nemesis, a boy named Trunks.

He was unaware that the boy was hiding with a group of people he had just rescued, not alone either. Forge, an ally he met through Cable was helping him make his escape. “Hurry, Black’s learned to sense energy, we have to hurry and meet Mai.”

“I’m coming,” Forge said, leading everyone. “Might need to work on how to fix that.”

Trunks looked up at Black, determined to stop him one day. "Goku, Father, if only one of you were here..."

Goku however, was not in his world, but rather on Capcom at a Dojo were Sunset continued her training, currently sparring with Chun-Li while Ryu watched from the sidelines.

"You're doing great, keep it up and you might be able to participate in some upcoming Street Fights," Ryu said.

Mega Man too seemed invested, "She's come a long way after one year, think she's made a lot of progress?"

"She has, she's no expert yet though," Ryu said. "She still has years of hard training ahead of her, but she's on the right path. She just needs more confidence in herself."

"AAHH!" Sunset was sent flying outside the ring courtesy of Chun-Li's kick.

"Sorry, was that too hard?" Chun-Li asked.

"She's fine Chun-Li," Ryu said. "Sunset, back on your feet!"

"Yes sir," Sunset said, struggling to stand and went back inside the ring. "Alright, I'm ready."

"I don't know, you look like you need a break," Chun-Li said.

"I'm fine, I can take a beating," Sunset said.

"Sunset!" Goku called. "I know you want to surpass your limitations, but even that needs to be done carefully, otherwise you'll risk an injury."

Sunset still seemed reluctant to stop, so she turned around, "What's your call, Ryu?"

The warrior felt Sunset could keep going, he could see she seemed eager to continue and wanted to nourish that, but given that two other fighters thinks she's had enough, he relented. "Alright, call it a day."

"Good call," Mega Man said, then called to everyone. "Food's ready by the way!"

"Oh sweet!" Goku said, dashing off.

"Goku! Don't eat everything again!" Chun-Li warned.

Dante, who was also nearby and sitting next to Chris and Cloud, lamented the situation. "He's gonna go overboard."

"Happens all the time," Chris said.

Cloud said nothing, he just stood up, "Best not drag our feet."

As everyone started leaving, Mega Man noticed a portal open nearby, one unique ring shaped, "Be with you all in a second."

Emerging from the portal was Sonic the Hedgehog, "Hey Rock, and I interrupting anything?"

"Not really, just a lunch break," Mega Man said. "Everyone's worried about Goku eating their food though, but I drink oil so I'm not worried about losing mine."

"Classic Goku," Sonic said. "Anyway I'm just traveling from Dimension to Dimension, Zone to Zone, trying to figure something out."

"What's wrong?" Mega Man asked.

"One of my enemies hasn't been seen in my world, so I went to other worlds, including different multiverses," Sonic began. "What I'm wondering is, have you seen Doctor Eggman?"

"Eggman? No I can't say I have," Mega Man said. "You think he'd be here too?"

"He has come by here before to team with Doctor Wily," Sonic said.

"Oh yeah, that's true," Mega Man said. "I haven't seen Wily much lately myself, maybe something's up."

"I'm going to keep checking, I'll stop by the Big N too, maybe even Equestria," Sonic said.

"I highly doubt Eggman knows about Equestria," Mega Man said. "But better safe than sorry. Plus Sunset might want to go home for a bit, she hasn't been back in forever."

"We can make a day of it, maybe find those other guys from Asgard," Sonic said.

"Eh, probably not a good idea, Doctor Strange doesn't like when everyone starts coming into one world," Mega Man said.

"Well, not to be rude but it's not up to him," Sonic said. "I know he mentioned incursions once, but I think Sunset's a good enough magic user to make it work peacefully."

"I'll talk to her about it, good luck on your search for Eggman," Mega Man said.

"Appreciate that," Sonic said, throwing his ring again and heading into a different universe.

"Hm...Eggman is not in Sega...and Wily isn't around here, I wonder..." Mega Man rubbed his chin.

"Yo Rock! Goku's gonna drink your oil!" Dante called.

"What!? He wouldn't!" Mega Man shouted, running to the kitchen, unaware of Dante's laughter as he passed by.

"Ha, he fell for it," Dante mocked. He too felt curious, "Still, what I heard about Eggman and Wily...should we all be concerned? Wonder if looking into this will help find where my brother is? I'll run it by Chun-Li."

Equestria was not yet aware, but its greatest challenge was at hand.

Author's Note

The final battle, many worlds will come together. This is the last of this timeline (as of right now.)

Character Ages: (Most of them)
Peter Parker-29
Twilight Sparkle-28
Johnny Storm-29
Rainbow Dash-28
Logan-200+
Fluttershy-36
Deadpool-???
Pinkie Pie-35
Bobby Drake-29
Rarity-34
Remy LeBeau-38
Applejack-33
Janet Van Dyne-34
Spike-24
Mayday Parker-Sparkle-9
Benjy Parker-Sparkle-1
Firefly Storm-4
Rina Howlett-3
Elanor Wilson-Pie-2
Lil' Cheese-2
Snow Gem-3
Oliver Apple LeBeau-4
Becca Caramel LeBeau-1
Hope Van Dragon-5
Steve Rogers-33(103)
Tony Stark-50
Princess Celestia-1500+
Princess Luna-1500+
Thor-1500-2000
Firestar-29
Jubilee-30
Nightcrawler-37
Franklin Richards-11
Doctor Hooves-36
Derpy Hooves-34
Rumble-18
Apple Bloom-19
Sweetie Belle-19
Scootaloo-19
Dinky Do-18
Wind Sprint-17
Cumulon Bloom-1 month
Starlight Glimmer-27
Trixie Lulamoon-32
Lightning Dust-29
Autumn Blaze-34
Laura Kinney-28
Reed Richards-46
Susan Storm-37
The Thing-47
Sandbar-24
Gallus-23
Yona-22
Ocellus-23
Silverstream-23
Smolder-24
Cozy Glow-16
Sunset Shimmer-37
Ryu-41
Ken-40
Chun-Li-37
Chris Redfield-47
Jill Valentine-45
Dante-44
Cloud Strife-33
Tifa Lockhart-34
Mega Man-???
Spitfire-35
Soarin-34
Bucky-32(102)
Falcon-31
Pound Cake-10
Pumpkin Cake-10
Sugar Belle-28
Party Favor-29
Double Diamond-29
Night Glider-27
Thunderlane-29
Felicia Hardy-32
Felicity Hardy-3
Night Thrasher-30
Shining Armor-37
Cadance-36
Flurry Heart-8
Luster Dawn-9
Diamond Tiara-19
Silver Spoon-19
Big Macintosh-35
Cheerilee-35
Little Macintosh-2
Leon Kennedy-44
Kitty Pride-29
Spider-Gwen-27
Future Sweetie Belle-44
Goku-41
Vegeta-45
Future Trunks-30
Tempest Shadow-28
Sephiroth-37
Loki-1500+
Green Goblin-61
Tirek-Couple thousand
Mr. Negative-47
Shocker-41
Electro-43
Mysterio-43
Adagio Dazzle-Over 1000 (Physically 20s)
Sonata Dusk-Over 1000 (Physically 20s)
Aria Blaze-Over 1000 (Physically 20s)
Doctor Octopus-68
Albert Wesker-61
Vergil-44
Tron Bonne-30
Juri-36
Doctor Doom-45
Sonic-25

Friendship Center

Within the depths of Tartarus, Discord had gotten the villains back to safety, and away from Peter. "Well that was a close one."

"Way too close," Adagio said, dusting herself off. "So much for maintaining the element of surprise, Spider-Mane got a really good look at us too."

"Kind of surprised, I mean he hates loud noises, figured that would weaken him more than it did," Aria said.

"He wouldn't be Spider-Man if he didn't find a way to push through the pain," Electro said. "You would not believe the punishment he could go through to save others."

"Wow, didn't expect you to compliment the guy," Adagio said.

"Don't get me wrong, I don't like him," Electro said. "But, it's hard not to respect that type of determination."

"He clearly hasn't lost a step in all these years," Shocker said.

"Of course not, he's even gotten much stronger," Discord said. "Which is why I needed you out there to see for yourself just how tough this mission could be."

"Wait, did you know this could happen?" Aria asked.

"Not entirely, but that's the fun of all this," Discord said. "To see how well you adapt to certain situations."

"Are you serious!?" Aria asked. "You sent us out there half expecting us to get caught!? Suppose we got overwhelmed!?"

"I saw that Saiyan guy there with Doctor Strange, you think the six of us could have handled that?" Shocker asked.

"Well, maybe me and the girls could have," Adagio said. "I don't care how strong he is, we have more than just power."

"Still, risky move," Electro said.

"Oh why fret? You're safe now, aren't you?" Discord asked. "So you have no reason to be mad."

"I wholeheartedly disagree," Mysterio said. "Fortunately for you, the rest of us were good at thinking on our feet."

"And that's why I trust you six the most," Discord said. "You have that teamwork ethic to you. It is no surprise considering half of you have been part of The Sinister Six, and the other half are tight knit sister like figures."

"Wow, here I thought you just enjoyed messing with us," Shocker said. "I mean, did you think our teamwork would keep us safe each time we went after Goku Black to deliver whatever message you had for him?"

"Partially," Discord said. "But I digress, your next assignment is in a couple of days. I have narrowed down the possible location of Grogar's Bell, and soon, you will all go on a little mission to find it."

"Where is that exactly?" Electro asked.

"An old snowy mountain area," Discord explained. "So, I would dress warmly if I were you."

"Are you freaking kidding me?" Shocker asked.

"Look, you can complain, or you can tend to that heartbroken filly there," Discord said, gesturing to a still crying Cozy Glow. "I would help but I don't like seeing young girls cry, so tootles."

Discord vanished from sight, leaving the six villains with the crying filly. Many of them were also at a loss, not sure how to handle this.

Sonata however was still comforting the youngest member, gently rubbing her head, "It's alright Cozy, we're here for you."

"What happened exactly?" Shocker asked.

"It had to do with the boy she likes," Sonata explained.

"You mean Snackbar?" Shocker asked.

"It's Sandbar..." Cozy corrected. "And...I saw him kissing another girl."

"That's terrible," Sonata said, rubbing her head. "Isn't it terrible everyone?"

"Isn't he like, older than you? He's an adult and you're still a kid, not like you were ever gonna get him," Aria bluntly stayed.

"You don't have to say it so rudely!" Sonata scolded. "Cozy's very hurt by this, at least try to be sympathetic!"

"Not my strong suit," Aria said.

"So...who did he kiss?" Electro asked.

"Are you seriously asking?" Shocker asked.

"Just curious," Electro said.

"He was kissing my best friend, Ocellus," Cozy Glow said, wiping her eyes. "I loved them both so much, how could they betray me like this? They were the only ones who were nice to me too."

"That's the thing kid, life just sucks," Electro said. "You can't count on anyone, guys like this Sandbar dude and girls like that Ocellus chick live to screw people over."

"Eventually all your so-called friends were gonna betray you," Aria said.

"Such is the sad tale of life," Mysterio said.

"It'll be alright sweetheart," Sonata said, still holding her close. "You don't need those two, you have us."

"I just...really wanted to be with Sandy," Cozy Glow said. "He's my true love."

"Kid, you need to grow up, life happens, just accept it," Adagio said.

"Ugh, can't any of you be the tiniest bit sympathetic?" Sonata asked. "I know you have it in you."

"Sympathy isn't exactly our strong suit, I mean we're about to invade an entire world and destroy everything," Electro said.

"Yeah, then we're gonna invade other worlds and destroy everything," Aria added.

"But at least feel bad for Cozy Glow, she's like family to us," Sonata said, rubbing her mane. "She's our precious little Cozy."

"Look, we'll get her some candy or something, how's that?" Shocker asked.

"Where are we gonna get candy?" Aria asked.

"I can't come up with all the ideas," Shocker said.

"How about during the invasion we just go after those two or something?" Aria asked.

"Maybe, I'll ask Marty to mind control Sandbar or something," Cozy Glow said.

"Ooh! Me, Aria and Adagio can help, we are sirens after all," Sonata said. "But what about Ocellus?"

"Leave her to Chrysalis, maybe she'll turn her back to normal," Cozy Glow said. "But if you did want to help, you could destroy the rest of their friends. A dumb Griffon named Gallus, an annoying Yak named Yona, a whiney Dragon named Smolder, and a Royal Princess Hippogriff named Silverstream."

"I saw Silverstream at the party, she was with some cute Pegasus Stallion and his adorable wife," Sonata said. "I think their names were Rumble and Apple Bloom."

"Rumble got married to Apple Bloom?" Cozy Glow asked. "Wow, I missed a lot."

"Apple Bloom, now that's a name I haven't heard in a while," Shocker said.

"Was that the filly that was traveling with you and Vega?" Electro asked.

"No, that was Sweetie Belle," Shocker said. "Apple Bloom is a friend of hers. After me and Vega trashed Ponyville, he personally left that girl covered in scars. Like I'm amazed she's alive, I almost felt sorry for her."

"Vega is a bit of a creep, isn't he?" Aria asked.

"A cute one though," Sonata said.

"And had plenty of negativity for us to feed off of," Adagio said, then turned to Cozy Glow. "Speaking of negativity."

"Hey, don't you dare!" Sonata shouted, holding Cozy Glow close to her.

"Ugh, fine," Adagio said.

"Ahem..." Came the voice of Mister Negative, the villain joined by Doctor Octopus, Queen Chrysalis and Pharnyx. "How was your recon?"

"Eventful," Shocker said.

"We almost blew our cover but we should be good," Aria said. "Spider-Mane's gonna be a tough opponent though."

"Did you expect any less?" Octavius asked. "Spider-Man is no foe to be underestimated, his strength and speed are matched only by his cunning."

"Plus he has very powerful allies," Martin said. "That is why Discord is going through a lot of trouble to aid in his destruction."

"Does he share anything with you?" Aria asked. "For the most part it seems like he keeps all of us in the dark."

"Discord considers his...unusual plan to be on a need-to-know basis," Octavius said.

"So if you don't need to know, you don't get told anything," Pharnyx said.

"Well if we're going to be doing recon or finding some ancient bell, more info would be nice," Shocker said. "How exactly does Discord plan to overthrow an empire with powerful allies? We don't have a whole lot of firepower."

"Don't work hard when you can work smart," Martin said. "There's more than one way to reach a checkmate. Cozy Glow and I nearly had the battle won against the heroes, even with allies from other worlds, but unfortunately things just didn't end up in our favor. But add a bit of extra muscle and resourcefulness, and we can very well topple an empire."

"It's all about weakening a foundation, and exploiting an enemy's weakness," Chrysalis said. "You must have heard more than just potential battle weaknesses at the Gala?"

"Wasn't even a lot," Aria said. "Most of it was just Spider-Mane and all of his friends."

"Exactly," Chrysalis said. "Sometimes it's about knowing who they love, and how to use that information to your advantage."

"Be smart, nothing is more dangerous than someone trying to protect something that he, or she, truly loves," Martin said. "Never rush in with a half thought out plan."

"Do you have a plan?" Sonata asked.

"Hopefully one that will crush anyone who's gotten in my way," Cozy Glow sinisterly stated.

"Why don't you come with us, share what you have learned and we will move forward with our plan to take over," Martin said.

Back in Canterlot, Peter, along with Twilight, her friends and their husbands were gathered in Celestia's throne room along with Starlight, Trixie, Spike and Janet.

"Is this everyone?" Celestia asked.

"A few more might be coming," Peter said, then heard a knock on the door. "Here they are now."

Sunset had came in with her allies from Capcom and Square, "Sorry we're late, there's a bit of a panic outside but-"

"No!" Luna shouted, flying over to Sunset's group. "You are not invited here!"

"Pardon me?" Ryu asked.

"Sunset you can stay if you wish but these ruffians are not allowed," Luna said.

"What's with you?" Cloud asked.

"Just leave! Immediately!" Luna demanded, pointing away.

"Ugh, fine," Dante said, leading his friends away. "Come on everyone, let's go break something, since apparently it's the one thing we always seem to do."

"Hey wait up!" Sunset said.

"Don't worry about us, stay here and gather what info you can," Ryu said. "We'll be fine for the moment."

Without another word, the Capcom and Square warriors had left, leaving Sunset very disappointed. "Luna, what was that about? I know you don't like them but telling them to leave like you did was very uncalled for."

"This is a delicate topic, I do not wish for any of their involvement in this," Luna said.

"I wholeheartedly concur," Came the voice of Starswirl, the wizard stepping in. "Only those of this world need be present for now."

“Luna, what's going on, why is grandpa wizard here?", Peter asked.

"It has to do with those ponies you met outside," Luna said.

"Rather, they aren't ponies at all," Celestia began. "They're Sirens."

"Sirens?" Peter asked. "Wait, like in Greek Mythology?"

"So you all know what sirens are, that's less to explain at least," Luna said. "But those three you heard were the last of the sirens."

"The last? Wait are they extinct?" Peter asked.

"You could say that," Celestia said.

"Those sirens plagued Equestrian lands centuries ago, to keep them from further damage, we had to isolate them into a remote island, where they all seemingly died out due to lack of nutrition," Starswirl explained. "Sirens do feed on negative energy after all."

"Wait, they do?" Johnny asked. "Don't they just sing and lure you in so they can, you know..."

"Perhaps your understanding of Sirens differ in your world than it does in ours," Luna said.

"Or maybe mythology got it wrong," Peter said. "We can ask Hercules, he still hangs around the Dragon's Lair."

"Wait, so if they were isolated, what about those three out there?" Logan asked.

"A few had escaped and attempted revenge on Equestria for their kind dying off," Luna said.

"So, I along with my fellow Pillars, rallied together to banish them," Starswirl said. "Last we checked; they should have been in Tartarus."

Starlight grimaced a moment, unpleasant memories resurfacing as she held her head in pain, which did not go unnoticed by others.

"You alright there, Starlight?" Applejack asked.

"I'm fine, it's nothing," Starlight said.

"Cozy said Luna locked her in a terrible place, one where that Siren said she's been taking care of her..." Peter began. "Luna, tell me you didn't do what I think you did."

"I'm afraid I have," Luna said. "I sent Cozy Glow to Tartarus."

A stunned silence filled the air, many now glaring at the Princess upon what they had just heard.

"You...couldn't have," Sunset said.

"You locked her in Tartarus?" Peter asked. "You sent a little girl into a place that's basically supposed to be hell!?"

"This is the first I'm hearing about this as well," Steve said. "What is the meaning of that choice, Luna?"

"Do not be hard on her, it was my direct order," Celestia said. "When we imprisoned Martin Li for what he had done, I made the choice to send Cozy Glow there as well."

"Seriously!?" Peter shouted. "I get that she needed to face punishment, but the punishment needs to fit! Sending a young girl to Tartarus...that's just overkill! Like, doesn't think world have a Juvenile Delinquent center or something!?"

"Well she did take over the school," Pinkie Pie said. "Maybe she should have been sent there."

Peter raised his eyebrow at the pink mare, "That better be one of your stupid jokes, Pinkie Pie."

"Whoa, easy dude, that's my wife you're talking to," Wade warned.

“It’s fine, I shouldn’t have said that,” Pinkie admitted.

Peter focused back on the princesses, "I am very disappointed, like why didn't you ever tell me about Cozy Glow?"

"What difference would it have made?" Luna asked. "We don't tell you about who's in Tartarus because we don't want you to worry."

"Did a lousy job," Peter said. "The fact that Cozy Glow's been in there this past year with Martin Li and those Sirens isn't helping much."

"There's more in Tartarus though, aren't there?" Logan asked.

"Logan!" Celestia scolded.

"What's happening?" Peter asked.

Luna sighed in disappointment, "We might as well tell him, sister."

"...Very well," Celestia reluctantly admitted. "Peter, there may be more enemies of yours in there. Over the years, we've thrown in foes to keep them out of harm's way."

"We never told you because we didn't think it'd matter," Luna said. "But, if Discord is in contact then..."

"That means a whole lot of yer enemies might be coming back, Parker," Logan said.

"That means, outside, that could have been Mysterio?" Peter asked.

"He was imprisoned as well, so it is likely," Luna said.

"Who else was imprisoned then?" Peter asked.

"Scorpion was," Luna said. "As was Shocker."

"Shocker? Wait, he's still alive?" Peter asked. "Well I guess that doesn't matter, what matters is searching Tartarus, clearly there's been a breach. We don't want to risk any monsters in there wreaking havoc."

"Peter, I know what we did sounds harsh, but I am looking out for my subjects," Celestia said. "You must understand where I am coming from."

"Celestia, I get why you think you had to do it that way," Peter said. "It doesn't make your decisions any better I'm afraid. That girl could have gotten help, it wasn't too late for her, but now, you might have doomed that chance."

"She made her choice," Luna said.

"So have you Luna," Sunset said. "You have made poor choices in the past, just like myself, just like Stygian and just like Starlight."

"Are you blaming me for Nightmare Moon?" Luna asked. "It took over my mind!"

"It was created from your own jealousy, the feelings existed, you just gave into the power, just like I have once," Sunset said. "Actually, you gave into it twice, since you used the symbiote suit back on Earth."

"Cozy Glow doesn't have that excuse," Luna said.

"How do you even know!?" Sunset shouted. "She could have been corrupted!"

"Sunset, please maintain yourself," Steve said.

"It's a fair point, she was working with Mr. Negative after all," Sunset said.

"We did check for corruption, and we found none. She willingly betrayed us," Celestia said.

"Well maybe she was tricked, or manipulated," Sunset said. "It's like you just gave up the moment she seemed like a lost cause. That's all you do isn't it Celestia? Give up when something seems bad? When I was troubled, did you help me? Or just move on to Twilight Sparkle?"

"Sunset, you made your own choice too," Celestia said. "You dawdled in the forbidden."

"You say that, yet when Twilight summoned Peter, it was considered a good thing, or were you close to replacing her if it weren't for the fact that Peter proved to be a valuable asset?" Sunset accused.

"Now see here," Starswirl warned.

"Can it, not in the mood for your crap, old man," Sunset said.

"Ugh, your mind has been tainted by those Capcom Warriors," Luna said.

"Those guys are honest, they don't bullshit me like you and Celestia do, and they're true friends who stick by me through everything, so I would appreciate it if you stopped judging them over past mistakes," Sunset said.

"This is getting us nowhere," Celestia said. "We still need to salvage what we can of this night, many ponies are worried after all."

"That's fine, we'll pick this up another time," Peter said. "But we're far from done with this."

"Understandable," Celestia said.

Upon opening the door, Peter spotted Rumble having just pressed his ear against it, "Rumble!"

"Oh, Peter!" Rumble said, awkwardly backing up. "Hey, just wanted to make sure everything's alright."

"Yeah, mostly," Peter said. "You shouldn't be up here though, how'd you even get by?"

"Well I am a Wonderbolt, it's like a backstage pass," Rumble said. "Anyway, I told Ocellus about Cozy Glow being here, she was really worried about her."

"I'll explain everything soon," Peter said. "Come on, let's go."

Sunset stormed off to find her friends, “Ryu! We’re leaving!” She saw something in his hands. “What is that?”

“An invitation to Asgard,” Ryu said. “Thor wants to see us.”

Sunset’s curiosity piqued, wondering what the God of Thunder could have wanted.

As everyone left, Steve turned his attention to Celestia, "Is there anything else I should know? What other secrets do you have?"

"Steve, I assure you that anything I do is for the betterment of Equestria," Celestia said.

"You know that's not going to work on me," Steve said. "I've worked with S.H.I.E.L.D., I've heard similar lines from Nick Fury. That man had a lot of secrets too and it made it hard for me to trust him. You know I care about you Celestia, but if you can't be honest with me, I won't be able to easily trust you either."

"I am aware..." Celestia admitted. "I will tell you all I can tonight."

"I will have the guards search Tartarus," Luna said. "Starswirl, keep a lookout on the land."

"It shall be done," Starswirl said.

The Gala had been cut short that night due to the commotion outside, many ponies a bit worried on what could be happening. After a year of peace, some felt like trouble could be coming soon. Among those there were ponies who had faith that the heroes would keep them safe like they always do, but there were those who doubted, those who lost trust in the heroes after the Accords.

Peter was determined regardless to protect Equestria from whatever danger lay in wait, and was determined to fix this Cozy Glow situation himself, as well as learn more about these mysterious Sirens.

Sandbar and Ocellus had been briefed on what happened, both realizing that Cozy Glow was there and within reach. The two were distracted by their own romance, that they failed to reach out to a pony they each loved and cared for.

That night, Peter once again found himself in a dreamscape, the hero standing in a black void, seemingly confused.

"What's happening now?" Peter walked around a bit until he heard some crying. "That sounds like..." Nearby he spotted the teary-eyed filly from earlier. "Cozy Glow!"

He ran toward the filly, but strangely no matter how fast he seemed to move, she was just further and further away. All his effort and he just couldn't reach her.

"Cozy Glow! It's me, Peter!" the hero shouted. "Can't you hear me!?"

"Having trouble saving another girl, Peter?" came the voice of Gwen, Peter turning to face the blonde. "Just your luck, huh?"

"Gwen..." Peter groaned in annoyance. "You know I could have saved her if I knew."

"Did you put in enough effort? You placed your trust in those two Princesses, the same ones you should have had the common sense not to trust, but no, in spite of everything you're just all talk," Gwen said.

"What can I have done? They were keeping secrets, no matter how much I asked they just didn't want to tell me," Peter said.

"Well that's certainly not helping this child, now is it?" Gwen said. "But it's fine, she doesn't seem to need you, she has a new family."

Peter turned around to spot Cozy Glow with The Sirens, along with Mysterio, Shocker, Scorpion and Martin Li.

"You have a family now, us," Sonata said. "We'll take care of you and teach you all you need to know about the world."

"You will learn how to use your anger and strike back against those who have wronged you, and take your proper spot as ruler," Martin said.

"Cozy, no! Don't listen to them!" Peter shouted.

"You be quiet!" Sonata demanded. "You weren't there when she needed you, and thanks to us, she won't be hurt again!"

"There's a better way to-" Peter suddenly found some tendrils latching around him, trying to take over his body. Those tendrils took the form of the symbiote, a presence of an old enemy settling in Peter's mind.

"We knew you weren't a true hero," came the voice of Venom. "You hurt another in your negligence! How many more must suffer because of you!?"

"I won't...give in!" Peter shouted, trying to pull away.

"You think you're pure, but remember, we only saw the world through your eyes, back when you wore the suit, all those feelings you had were real," Venom said.

"No! Those were fake!" Peter said, powering through, though as he tried to break free, Sonata stood before him.

"Take a hike," Sonata shouted, then blasted him, the boy falling through another portal as the sinister laughter of his prior villains filled the air.

"Peter!" Came another voice, a friendlier one. "It's me! Luna!"

"Luna!?" Peter shook his head. "Is this another trick!?"

"Peter, just let me in!" Luna pleaded. "Let us talk! I know you're upset about Cozy Glow, and I'm sorry I never told you, but you must let me explain myself!"

"Explain what!? You locked her away! How could you Luna, HOW COULD YOU!?" Peter shouted, the boy's head starting to ring as the memory of the sirens' scream echoed in his head.

"Peter!" this voice came from Twilight, the pain soothing as she called again. "Peter, please wake up!"

Peter's eyes opened, the hero still feeling a bit of a headache, but it was slowing down. "Geez, not again."

"Peter, you're really starting to worry me," Twilight said.

"I'm fine, I'm just frustrated about Cozy Glow," Peter said. "I can't believe Luna and Celestia kept that a secret from me."

"I'm not too happy either, but you know they're not cruel," Twilight said. "We need to get to the bottom of that. Besides, Cozy Glow did do something terrible. Filly or not, she took over the school and helped Martin Li mind control the town."

"Twilight, you should know that wasn't the right call," Peter said. "Can you honestly say you're alright with a filly treated that way? Imagine if that happened to Starlight? Or Sunset? Cozy Glow needed guidance."

"I know, I still feel like I could have done better to teach her true Friendship," Twilight said. "It's no surprise my school got shut down."

"School can only do so much," Peter said. "Anyway at least it's coming back, but better. Ponies have the option of going to this new recreational center to make friends at their own leisure."

"Yeah, I'm very excited for it," Twilight said, leaving a kiss for Peter. "Try to sleep tight, if this keeps going, I just might have to enter your dreams myself."

"Twilight, you're already the girl of my dreams, it doesn't have to be literal," Peter joked.

"You're too sweet," Twilight said, resuming her kiss with her husband as he pulled her over him, both feeling another spark as Twilight positioned herself on top of Peter. "Let me lead this time."

"Alright but try not to get too freaky," Peter said.

Twilight cast a soundproof spell in their room, "No promises."

The following day, ponies from across Ponyville and a little beyond were gathered by the entrance to the old School of Friendship. At the front and center were the old Student Six, each of them gazing upon the school that brought them together.

"It's finally coming back, after all these months," Ocellus said.

"Not exactly the same though, less of a school, more of a fun place to hang out," Silverstream said.

"Which is better I think, at least we don't have to worry about exams and stuff," Smolder said.

"Pretty cool..." a saddened Sandbar said.

"You alright there, buddy?" Gallus asked.

"This doesn't feel the same without Cozy Glow," Sandbar said.

"Right, the filly who tried taking over this place, totally miss her," Gallus sarcastically commented.

"Come on Gallus, don't you miss her a little?" Ocellus asked. "She's always been one of us after all."

"Technically she was more your friend than mine, I just put up with her," Gallus said.

"I did too, but even I kind of feel bad for her," Smolder said.

"Did heroes talk why evil Pegasus was at party?" Yona asked.

"Please don't call her 'evil'," Ocellus said. "And yes, they did try getting to the bottom of it. Apparently she was crying."

"You think she saw us kissing?" Sandbar asked. "I mean, Cozy Glow does have a crush on me."

"That could be possible," Ocellus said.

"Here comes Twilight," Smolder said, gesturing to the Princess standing before the gate.

"Thank you all for coming, as you recall a year ago this school got shut down due to...shall we say, political disagreements," Twilight began. "But since then, me and my friends have been hard at work finding ways to salvage this school, because this was not something I was keen on giving up. This is meant to spread Friendship not just across Equestria, but beyond it. I want all those in this world to come together, to realize that differences aside, we all share the capacity for love and friendship with one another. This is why I want all of you to be part of that vision, true worldwide unity."

"We believe in you Princess Twilight!" Rainbow Harmony said, many others vocalizing their agreement.

"I appreciate that, and I just know that with time and effort, we can achieve total harmony across Equestria," Twilight said. "Harmony between ponies, be it Earth Pony, Pegasus or Unicorn, harmony with the Dragons and Griffons, Harmony with the Changelings and Hippogriffs, Harmony with the Yaks and Kirin, and even Harmony outside this world, with the humans of Earth, Marvel, Capcom, wherever you're from. I want everyone to feel at peace with one another."

"Hooray to Peace and Harmony!" Toola Roola said.

"Long live Friendship!" Coconut Cream said.

In the distance, away from the crowd, Mayday could be seen glaring at the school, alongside Luster Dawn.

"This feels like a huge waste of time," Mayday said. "Like, why is my mom doing this, what is her obsession with this dumb school idea?"

"Well she's the Princess of Friendship, maybe this helps her feel complete or something," Luster Dawn theorized.

"But what does Princess of Friendship even mean though?" Mayday asked. "Or Love for that matter. I mean, I know my mom worked hard to earn her wings, but I never understood her title. It's great that she's so friendly with ponies and that they look up to her, but does she need a title like that?"

"I think it just puts ponies at peace," Luster Dawn said.

"Guess it doesn't matter in the end, of course I can't say much, I don't want to be seen as more of an outcast than I already am," Mayday said.

"Come on, you aren't an outcast just because you think differently," Luster Dawn said.

"Tell them that," Mayday said, gesturing to a couple of nearby ponies whispering something to each other while gesturing their way.

"Uh, can we help you two?" Luster Dawn asked.

"Oh sorry, we forgot that filly is allergic to friends, we'll be on our way," the pony said, leading his friend away.

"What was that about!?" Luster Dawn said.

"It's been like that this past year, ponies stopping to gossip about me or poke fun at my panic attacks," Mayday said. "It gets so frustrating to be seen as a weirdo. Then these same ponies wanna kiss up to my mom or idolize my dad."

"Ponies suck sometimes," Luster Dawn said.

"Every creature sucks, they act like they're about harmony but there's poison underneath," Mayday said. "Daddy says ponies are more passive in their rudeness, that back in New York where he's from, at least if someone's a jerk that someone won't hide it."

"And now with this place reopening, it just means more nonsense," Luster Dawn said.

"I wish it would just go away forever, same with these stupid ponies," Mayday said.

Unbeknownst to the two, a green mare with a green mane had been listening in, and she looked furious. She turned away from them to focus on the speech ahead as she made her way toward the crowd.

Once Twilight had winded down what she had to say, she turned her attention to Peter, "And now a few words from my husband."

"Oh boy, it's Super Killjoy," Gallus lamented.

Silverstream furrowed her brow at the Griffon beside her, though moments later saw Rumble and Apple Bloom passing by with their son, the Wonderbolt seemingly having overheard the crack as he was shaking his head in disappointment and gestured his flight partner to join him.

Wasting no time, Silverstream left her group to join up with Rumble, Apple Bloom and Cumulon, something that didn't go unnoticed by her friends.

Peter took center stage, taking a moment to mentally prepare himself before delivering his speech, "My wife has gone through a lot to reopen this place because she cares about all of you and wants you to find a place to be happy and be yourselves. That is a great thing and is one of the many things I love about my wife. Just remember, part of Friendship and Harmony is acceptance. Last year a good chunk of you failed at that aspect, so this is your second chance to prove you've learned from your past mistakes."

"Man, he does not let go of a grudge, does he?" Gallus commented.

"I heard that," Peter said. "You especially need to make sure you maintain the friendly environment yourself."

"Hey I'm totally friendly," Gallus said. "Some say I'm the friendliest Griffon in Ponyville."

"How many friends do you have outside of the five you hang out with?" Peter asked.

"Well...just them, but that's very friendly for a Griffon," Gallus said.

"I see, well Gallus, you might have competition," Peter said. "Ponyville, please welcome your future neighbor, Gabby."

Flying into view was the honorary Cutie Mark Crusader, Gabby. "Hi Ponyville! So nice to meet you!"

"Howdy Gabby!" Apple Bloom said.

"Apple Bloom! It's great to see you and...OMG, is that your son? I don't think I've met him yet!" Gabby said, flying over.

"That's him, our little pride and joy," Apple Bloom said.

"Aw, he's adorable, he's got your mane too," Gabby said. "What's his name?"

"Cumulon Bloom," Rumble said.

"So cool," Gabby said. "I'm gonna love it here in Ponyville."

"You sure will," Silverstream said. "You, me, Ocellus and Smolder are going to make a new life here."

"I can't wait to bunk with you Silverstream," Gabby said. "And I can't wait to make friends at this Center as well."

"So what, is she supposed to be the new Ambassador for Griffonstone?" Gallus asked.

"She isn't an Ambassador, she's just here to live her own life," Peter said. "Now, can you all promise me that you'll behave?"

"We will Spider-Mane," Rainbow Harmony said.

"And don't bother my daughter either," Peter said. "If she wants to talk to you, that's fine. You can encourage it if she shows interest, don't force it out of her."

"You're way too overprotective," Gallus said.

"Well he's a father, they're protective of their kids," Apple Bloom said. "You'll understand one day when you have kids."

"I feel sorry for the poor girl who hooks up with him," Rumble muttered to himself.

"Look, let's not focus on this," Peter said. "Twilight, I think now is a good time to open this place up."

"Of course," Twilight said as she gestured to Mayor Mare with a ribbon. "You may do the honors."

"I declare the Friendship Center, open," Mayor Mare said, cutting the ribbon and opening the door.

The ponies immediately rushed inside, ready to enjoy the Center in all of its glory. One of the last ponies inside was the same green mare who seemingly glared at Peter as she passed by, the hero not immediately noticing, but did feel uneasy for some reason.

The only ones not in yet were the Student Six along with Gabby and the newlywed family.

"Rumble, are you coming in with us?" Silverstream asked.

"Sure, I don't mind checking this place out," Rumble said.

"There's a place here for mothers and their foals," Peter said.

"It's a good place for mothers to bond with their kids and each other," Twilight said. "Or fathers, I did take into account that there may be single fathers."

"Scott would be happy about that," Peter said. "Well come on, we'll give you all a personal tour."

"I can handle exploring this place myself," Gallus said, making his way inside.

"Wait for Yona!" the Yak girl called, following her friend.

"Oh that Gallus, always such a spoil sport," Gabby said.

"How is he compared to other Griffons?" Peter asked.

"Not unusual," Gabby said. "Some Griffons don't have that many they're close to, not even family. That's why Gallus is kind of bitter."

"Understandable, not that it's an excuse for his poor behavior, but knowing the problem at its roots could help in the long run," Peter said.

"Honestly, why waste your time?" Rumble said. "He seems like the type to always be bitter about something."

"Even the grouchiest of people have something that warms their hearts," Peter said. "My old boss Jameson is a total grouch, but he's had his kind moments. In fact, and I heard this from Aunt May, his heart has grown three sizes some days."

"Wow, that sounds painful," Silverstream said.

"Uh...it's a joke, from an old Christmas story," Peter said, getting confused reactions. "You know, the story about-"

"Peter, haven't you learned by now that most of us in this world don't understand your jokes and references?" Twilight asked.

"All I'm hearing is that I need to expose this world to more culture of mine," Peter said.

"Of course..."Twilight said. "Well, shall we begin the tour?"

"Wait up!" Came the voice of Luster Dawn, the girl making her way over with Mayday.

"Hey girls, need something?" Peter asked.

"Mayday and I were wondering if he could check this place out too," Luster Dawn said.

Twilight's eyes sparkled with hope, "That would be amazing! I'd love to have you girls along."

"Just putting it out there, I really have no interest in coming here," Mayday said. "But Luster Dawn is curious and I figured I'd see what all the fuss is about myself."

"I just want to see how different this is from the school," Luster Dawn said.

"Well regardless, we're happy to have you girls aboard," Twilight said.

"Just reiterating, I do not have any plans to come here," Mayday said.

"We get it May," Peter said. "But, just so you know, if you do change your mind, you're more than welcome to come here."

"Wouldn't that mean having to, you know...socialize?" Mayday asked. "That's not my thing."

"You don't have to," Peter said. "While your mother wants to see new friends made, you can still just come to use the facilities. You might find something that you and Luster Dawn can do together, or with Flurry, even Franklin."

"Well, I guess I can give it a try if my friends want to, but only if they're interested," Mayday said.

"You can figure it out after the tour," Peter said. "Come on, let's not dawdle."

"Wait, where are Twilight's friends?" Rumble asked. "And the other heroes?"

"Most of them are already inside doing some last-minute preparations, along with a few other volunteers," Peter said. "Let's get to it."

Everyone started making their way inside, aside from Smolder, which Ocellus noticed. "Smolder, are you coming?"

"You go ahead, I promised Sweetie Belle I'd wait for her," Smolder said. "She's probably running late."

"She likely slept in this morning," Apple Bloom said. "Sweetie Belle loves her beauty sleep after all."

"Who doesn't?" Peter said.

"We'll see you later then," Twilight said, leading everyone inside.

Smolder continued to wait, taking note of the nearby Scott Lang, who was escorting his daughter around. "I think that's the Ant Hero or something."

"Hey dad! What is that place?" Cassie asked.

"Oh that's Princess Twilight's Recreation Center," Scott said. "Want to check it out? Might be some fun games there."

The two passed by Smolder, Scott waving to her as they rushed into the center.

"Well at least it's attracting plenty of attention," Smolder said.

Inside the school, Twilight was showing the potential visitors around, Luster Dawn taking note of everything familiar and otherwise. "The halls look mostly the same."

"We didn't focus too much on the outer design, not yet at least," Twilight said. "The bigger changes are inside what was once the classrooms.

One such room was a dancing studio, hosted by Tender Taps. "Don't think too much, focus on the rhythm and let your body move on its own."

"Like this," Diamond Tiara said, nailing the moves. "Easy as pie."

"Don't show off," Pumpkin Cake said.

"It's not showing off when you're just that good," Diamond Tiara said.

"Come on, this is a place to have fun, just try to enjoy yourselves and be cool," Tender Taps said, then noticed that he had onlookers. "Princess Twilight!?"

"Hello Tender Taps, hosting your class?" Twilight asked.

"Uh...yeah, totally, it's going great," Tender Taps said, trying to play it cool. "Would you like to join us perhaps?"

"Another time maybe, I need to finish my tour," Twilight said.

"Of course, you got it ma'am," Tender Taps said, waving off the group as they walked off, with Peter raising his eyebrow a bit at the dance instructor.

"So much for being cool," Pumpkin teased, much to Tender Taps's annoyance.

"Seriously, I know it's Twilight but your mind should be on me after our wonderful date last night," Diamond Tiara said.

"Hi Diamond," Apple Bloom greeted.

"My sweet little Apple! Aw, and is that little Cumie?" Diamond Tiara asked.

"Yeah, showing the little guy around with Twilight," Apple Bloom said. "Well catch you later."

"See you my dear," Diamond Tiara said, this time it being Rumble's turn to raise his eyebrow.

"Dia, I know you said you don't have a crush on her, but this isn't exactly helping me think otherwise," Silver Spoon said.

"What? Can't I admire my good friend?" Diamond Tiara asked. "Rather, our good friend?"

"You do you," Silver Spoon said.

Nearby Laura couldn't help but laugh, "She totally wants a bite of that apple."

“Be nice,” Lightning Dust playfully scolded.

Back with Twilight's group, Luster Dawn seemed a bit confused, "How did that class fill up so fast?"

"Tender Taps already had those dancers as students," Twilight said. "Like Laura and Lightning Dust."

"Glad Lightning can make time between her Washouts practice," Peter said.

"Washouts are awesome, way more exciting than The Wonderbolts," Luster Dawn said.

"Hey!" Rumble and Silverstream shouted.

"Uh, aside from you two at least," Luster Dawn said.

"Nothing wrong with a little competition," Peter said.

"Of course, both groups are amazing in their own way...especially The Washouts," Twilight said.

"Twilight!" Rumble shouted.

"Come on Rumble, you know I love you and I respect The Wonderbolts, but The Washouts just seem so exciting," Twilight said.

"Given how much of a thrill seeker your mother is, I'm willing to be you inherited your love for danger from her," Peter said. "Probably one of the reasons you married me in the first place."

"Well I have grown used to you carrying me while swinging, but stunts are something I'd rather see than perform," Twilight said.

"Hey Peter, with your powers, haven't you considered putting on a show yourself?" Silverstream asked.

"I have, problem is I couldn't cash in a paycheck under the name Spider-Man," Peter said. "Plus my reputation went down the toilet in my early days thanks to my old boss slandering me whenever he could."

"Why did he slander you anyway?" Luster Dawn asked. "I mean, weren't you always a superhero?"

"Yeah but he didn't trust anyone who wore a mask," Peter said. "Far as he's concerned, I was just as bad as the villains."

"That skinflint Jameson believed it was your fault the villains even existed in the first place, like you created them or brought them to New York," Twilight said.

"Well, he's not wrong when it comes to Venom," Peter said.

"It was his choice to use his powers for evil, didn't help that those aliens were already out to get you," Twilight said. "Don't blame yourself for that."

"Sounds like that Jameson guy already blames you enough," Rumble said. "Just like my brother once did, so many regrets on his end."

"Well moving on," Twilight showed off another room. "Here is our sewing class, come here when you want to work on something along with others or just have a nice quiet place to work."

"Fluttershy's already having fun," Peter said, gesturing to the mare.

"Always wondered why she didn't work with Rarity," Rumble said.

"She tried once a couple of years ago, she developed a split personality over it," Apple Bloom said. "A snobbish one, a hipster one and a goth one."

"Laura really liked the third one," Peter said. "Fluttershy then had to learn to not be something she isn't."

"Sounds like a weird adventure," Silverstream said. "And so unlike Professor Fluttershy."

"Was this before or after her pregnancy?" Rumble asked. "I know weird pregnant girls act sometimes."

"Hey!" Apple Bloom shouted.

"Regardless, it's in the past as a weird but very funny memory," Peter said.

"Moving on," Twilight led them to another room. "This is where ponies can do yoga."

"Whoa, dang!" Rumble said, recognizing one of the mares, who bent her body for her hindlegs to touch the top of her head while on her chest. "You go Blossomforth!"

The mare in question offered a confident smile, "I can do so much more than this too."

"Oh! Is that a friend of yours?" Gabby asked.

"She used to date my brother, bummed me out when they broke up since she was really nice, but they're still friends at least," Rumble said.

"Let us continue," Twilight said, showing her group around some more.

"What do you think so far, Mayday?" Luster Dawn asked.

"Alright I guess, I mean I don't plan on dancing, sewing or contorting my body into uncomfortable positions but I guess it's not bad for ponies into that type of stuff," Mayday said.

"There's plenty more to show off," Twilight said. "We have other classes like pottery, cooking and some sporting events like basketball and tennis."

"Give it time and I'll have an arcade built in here," Peter said. "Soon you'll get to chomp pellets, match blocks and shoot down invading aliens.

"Video games sound pretty alright," Mayday said.

"It'll get crazy for sure," Peter said. "Sunset should definitely have a lot of fun with that too, assuming she actually stays in this world for five minutes these days."

"Doubtful, she seems so happy in her travels, she might as well live in Capcom Earth," Twilight said.

"Well it's her choice," Peter said. "You know, speaking of Capcom, we should consider martial arts classes too."

"I'm down with that, I could hone my skills even more," Rumble said. "My Wonderbolts training was good but I'd love to fight like a Capcom Warrior."

"Expecting to fire one of those Hadoukens?" Mayday asked. "I still don't get how that move is scientifically possible."

"Mayday, this is a world of magic, shooting fireballs from your hands isn't that weird," Rumble said.

"Unicorns are capable of that stuff, humans aren't," Mayday said.

"Well, a good scientist is always looking for answers," Peter said. "You should try looking yourself, figure out that type of energy."

"That sounds like a good idea," Mayday said. "Now I know my next plan."

"Got anything else to show us?" Ocellus asked.

"Yes, nearby should be a gardening room, let me show you," Twilight said.

Inside this room, while many of the ponies were getting started and figuring it all out, two were already at it.

One pony was Golden Harvest, already preparing some carrots while another named Strawberry Sunrise was planting strawberries."

"I can't wait to share these with others," Golden Harvest said.

"Same, having them out to try is a good way of seeing how far your skills have come," Strawberry said. "Plus I was running out of room at home."

"Me too," Golden Harvest said, planting the seeds. "But now I have a bit more space to grow."

Meanwhile the green pony from earlier was already at work while also looking to the ponies in the class. She had everything ready but she did want to share this moment with others. Cautiously she tried approaching but her nerves got to her.

Just before she went for it regardless, Twilight had entered the room, "Behold, the gardening club."

"Hi Princess!" Golden Harvest said.

"And hello to you Spider-Mane!" Strawberry said, that name irking the pony in the room.

"It's Peter," the hero insisted.

"I was just showing some old students around," Twilight said. "My daughter's here too."

Mayday trotted inside, looking around, "This room is unique, there's a lot of glass."

"It's to let the sun come inside," Golden Harvest said. "Good for the plants."

"Sure is," Ocellus said, trotting in and looking around. "I can't wait to see what else you have."

The green mare continued glaring at the group, specifically Peter, something that got the hero a bit weirded out.

"Why does it feel like I'm being stared at maliciously? Maybe I'm still worked up over what happened at the Gala," Peter theorized. Eventually he did catch note of the mare, and her staring. "Uh...hello?"

The mare turned away in anger, not wanting to see Peter, much to his confusion. This didn't go unnoticed by Mayday, the little filly displeased by this mare's actions. "Does she have a problem with daddy or something?"

"What are you two growing anyway?" Gabby asked.

"I'm growing some carrots," Golden Harvest said.

"I'm going with delicious strawberries," Strawberry said.

"Sounds neat, wonder if ah should grow some apples here?" Apple Bloom said.

"Eh, just keep them away from my strawberries," Strawberry said.

"Huh? What's wrong with...wait, ah know you," Apple Bloom said. "Yer the mare that Applejack said hated apples!"

"Well yeah, they taste terrible," Strawberry said.

"How dare you, we take pride in our family apples!" Apple Bloom said.

"Hon, please don't argue with the nice mare, everypony has a right to their opinion," Rumble said.

"Yes, this place is to make friends, not enemies," Twilight said. "In fact, why don't you two try being friends now, consider it a Friendship Lesson."

"Twilight, kind of pushing it there, they need to build tolerance before they build Friendship," Peter said.

"Plus I can't see myself being friends with an Apple," Strawberry said. "At least my fruit doesn't house worms."

"That's a stereotype! Worms don't travel through apples!" Apple Bloom said.

"Apple Bloom, enough," Rumble said. "Please, you're better than this, don't let her get under your skin."

Apple Bloom took a breath to calm herself down, "Yer right sugar pie, I'll dial it back."

"Strawberry, you should try being nice too, Apple Bloom is a sweet filly after all," Golden Harvest said. "Right now you're just being mean for no reason, and I know you can do better."

"Eh, guess you're right," Strawberry said. "Sorry for my rude comment."

"Same, let's try to coexist here," Apple Bloom said.

"Harmony wins again," Peter said. "Well we should be off, you ladies keep enjoying your time here."

"We will, thank you," Strawberry said.

"Enjoy the rest of the tour," Golden Harvest said, Peter and his group leaving. "He's always so much nicer up close."

"Yeah, really cute too, Princess Twilight is lucky to have him," Strawberry said.

"Their daughter is also adorable," Golden Harvest said.

"Yeah...so adorable..." the green mare sarcastically muttered.

"You know, maybe I should give my first batch of strawberries to the Parker-Sparkle family," Strawberry said.

"Same with my carrots, it's the least we can do since Spider-Mane does so much for us," Golden Harvest said.

"Like ruin lives..." the green mare said.

"...Do you hear somepony talking?" Strawberry said.

"Probably the wind, let's just get back to work," Golden Harvest said.

The green mare angrily stormed out the room, continuing to mutter to herself all while no one seemed to notice.

After showing off a few more rooms, Twilight decided to call an end to the tour, "And that's our center, as you can see it's still filling up, and my friends should be available for any further explanation."

"Twilight put a lot of work into this place, so ponies can feel happy and free," Peter said.

"Gotta say, this place isn't too bad," Luster Dawn said. "I actually like it better than the school. Uh, no offence Princess."

"It's fine, if it's better than that's a good thing since it was still a product of my work," Twilight said. "You're more than welcome to come here at any time."

"If it's alright with Mayday at least," Luster Dawn said.

"Huh? What do you need my permission for?" Mayday asked.

"Well, it wouldn't be as much fun without you and...I know you don't like social places..." Luster Dawn began. "But I really do want us to try out some of these things. Plus it would be easier if I already have a friend so I don't feel too out of place."

"Luster...you know I care about your happiness but, I just don't feel all that comfortable being around so many ponies," Mayday said. "What if I have a moment because it's too loud or something?"

"Mayday, you can't be afraid all the time of loud noises, you really need to find a way to move past that," Twilight said.

"Twi, that's very difficult to do," Peter said.

"But this isn't good for her, Mayday needs to stop being so afraid of socializing," Twilight said.

"I'm not afraid of socializing, I just don't want to!" Mayday insisted. "Besides I have Luster, I have Frankie, what do I need more friends for?"

"Luster Dawn wants to come here too, and she's just as reluctant as you are to make friends," Twilight said.

"Well I'm not coming to make friends, and it's fine if Mayday doesn't want to come, I don't need to be here, I just thought it'd be cool hanging out with my bestie," Luster Dawn said, placing her hoof around Mayday. "But if she's not comfortable I have to respect that, I care a lot about her feelings."

"Mayday needs to care about yours though," Twilight said. "She's not doing a good job as a friend right now."

"Twilight!" Peter scolded.

"There you go again, not caring about my feelings, only about these stupid ponies!" Mayday shouted.

"Mayday, do not speak to your mother that way!" Peter warned.

"But daddy, it's like this all the time, it's always making friends this and socialize that," Mayday said. "What about what I want?"

"I know you're frustrated but that's not an excuse to disrespect your mother, or anyone for that matter," Peter said. "Remember what Autumn Blaze says, it's alright to be angry but not if you make others feel bad about it."

"But she's making me feel bad! Why doesn't anyone care!?" Mayday shouted, loud enough to make Cumulon cry.

"Oh, don't cry now little guy," Apple Bloom said as Rumble took his son off her back so she can sit and hold him in her hooves to gently rock him. "There, there, mama's here."

"Sorry Auntie," Mayday said. "I didn't mean it, but my mom's just being so-"

"Mayday, enough, go outside," Peter said.

"But daddy!" Mayday pleaded.

"Now young lady! I will be there to deal with you in a second, march!" Peter ordered.

Mayday pouted in annoyance and angrily stomped off, wiping some tears from her eyes.

"Luster, would you mind keeping her company, you're one of the few that can probably help calm her down," Peter said.

"I'll do my best," Luster Dawn said, trotting to catch up to Mayday.

Peter rubbed his mane in annoyance, "Not a good start."

"I swear, it's always the same thing with that girl, I mention Friendship and she acts like I'm trying to torture her," Twilight said.

"Twi, you know how she feels about socialization, it's a scary thing to her," Peter said.

"I know it's scary Peter, I've been there, but I got over it," Twilight said.

"Twilight, you didn't properly socialize until you were an adult, before then you were just as much of a shut in as Mayday is," Peter said. "That's what Minuette told me some years back."

"I wasn't that much of a shut in, I socialized with my group," Twilight said.

"Yeah, a group you broke contact with for a few years," Peter said. "You didn't understand Friendship until you were an adult, and Mayday's eight so I figured you could at least put that into perspective."

"Excuse me!?" Twilight shouted in annoyance, this worrying everyone nearby.

"We should take a few steps back," Rumble said, quickly grabbing his son and gesturing his wife away. "Come on hon."

"Remember, y'all love each other," Apple Bloom said as she scurried off.

"Let's hurry Sandbar," Ocellus said, leading the stallion away.

"Peter, you know better than to throw this in my face, you still haven't spoken to your friends from Earth!" Twilight said.

"I talk to Johnny and Bobby practically everyday, and I still have contact with Angel and Matt," Peter said.

"I'm not talking about your superhero friends, I'm talking about your friends from High School," Twilight said.

"You mean Harry and MJ?" Peter asked. "Twi, I spoke to MJ a few years ago, even after the pony form. Granted I didn't know her much, she was just a neighbor of mine, and at the time it was hard for me to talk to girls, especially super models. As for Harry, given what happened with his father, it's not easy talking to him either."

"Still, he was your friend once and you hardly reached out to him, how is that much different from how I handled my Canterlot friends?" Twilight asked.

"Twilight, comparing your situation to mine is ridiculous, none of your friends have supervillain fathers," Peter said. "Of course I want to know how Harry is doing but the last time we spoke, it was on really bad terms."

"Same with me and Moon Dancer," Twilight said.

"Please, stop comparing the situation Twilight, not everyone thinks the same way, not everyone has the exact same problem," Peter said. "This is why things are so bad with Mayday, while she was out of line when she said this, she wasn't off when she felt like you don't care about her feelings. You keep doing to her what Celestia did to you and expect the same results. I mean, remember when you tutored Rainbow Dash?"

"Yes, Fluttershy brought this up too, but I find it hard to see how studying for an exam applies to this," Twilight said.

"Do you really not see it or are you just too stubborn to admit you were wrong!?" Peter asked.

"You're calling ME stubborn!? You're the one who refuses to open up about his feelings!" Twilight shouted.

"Don't turn this back on me!" Peter shouted back, then reeled in, not wanting to lose his temper. "Twilight, I love you, and I tell you this stuff because I want you to be the best you can be. I don't want Mayday mad at you or hating you, but you need to help work with me, otherwise Mayday will continue to not respect you."

"She should respect me, I'm her mother after all, I'm the one who helps feed her and keep a roof over her head," Twilight said.

"I know, and yes she should respect you regardless, but you need to make it easy for her to do so," Peter said. "A mother is a key part of a daughter's future; you're setting the example of how a mare should act. If you keep this up, she's going to grow up bitter and resentful of you. What happens when she's an adult living on her own? She could easily begin to hate you, and I've seen it happen, being a parent doesn't always mean your kid will respect you if the kids you had don't feel loved enough to do so."

Twilight still looked very annoyed, and much as she hated to admit it, Peter was right about certain things. "I just want Mayday to be happy, if we shelter her too much, she's going to be bitter anyway."

"Look, I get why socializing is good, and she should be able to do so but she needs to do so at her own pace," Peter said. "Like I've been saying, Franklin and Luster Dawn are proof that Mayday can be social when she's comfortable enough to do so. Plus, she could've changed her mind about coming here if we nudged her properly, but acting confrontational would make coming here feel like a chore, and she won't enjoy it enough to really like it."

"I guess..." Twilight lowered her head in shame. "I screwed up."

"Mistakes happen, it's part of life," Peter said, physically lifting her chin up. "You're a great mother and princess, sometimes you just need a little nudge in the right direction, but I know you will always make the right choice. It's your kindness that drew me to you after all."

"You're sweet, I love you," Twilight said.

"Love you too," Peter brought his wife in for a make-up kiss.

Nearby Johnny was heard clearing his throat, the hero standing with Rainbow Dash, Logan and Fluttershy. "There a make-out class you two are preparing for?"

"Whoa!" Peter took a step back, the hero looking very embarrassed but just as annoyed, "Haven't you ever heard of privacy?"

"You're kissing Twilight in the middle of a hallway, what did you expect?" Rainbow Dash teased.

"Sounds like you two had quite the conversation," Fluttershy said.

"Yeah, the least pleasurable part of a marriage, the disagreements," Peter said.

"We've all been there," Rainbow Dash said. "Johnny and I have our spats but we make up pretty quickly."

"Usually through sex," Johnny said.

Peter furrowed his brow, "Dude..."

"Oh like you've never had make-up sex," Johnny said.

"Please don't say that out loud, never know who could be listening in," Twilight said.

"There are kids around, we should be mindful of what we say," Fluttershy insisted. "Still, glad you two are resolving your problems."

"Well there's still one problem left to be resolved," Peter said. "Twilight and I gotta go talk to Mayday about her poor behavior."

"I was kind of hoping she would like this place, and I guess I may have provoked her a little, which caused her to lash out," Twilight said. "Peter really had to lay down the law, which upset her even more."

"Right now, Luster Dawn is keeping her company," Peter said.

"Rumble, Apple Bloom, Cumie, Gabby and Silverstream were around too, but I guess the arguing scared them off," Twilight said.

"Who's Gabby again?" Johnny asked.

"The Griffon who came to town recently," Peter said. "She's going to be moving in with Silverstream, Ocellus and Smolder in that new house."

"I've met her once, probably the nicest Griffon in Griffonstone," Rainbow Dash said. "G even said she belongs in Ponyville more than Griffonstone."

"Guess she's about to get her wish," Peter said. "Let's get the others and hurry outside."

At the front of the Friendship Center, Mayday was seen angrily pacing and pouting, "It's not fair, everyone's always mean to me and I'm the one in trouble for it! Why does everyone hate me!?"

"That's an overreaction, Mayday," Luster Dawn said, unaware of a couple of gossiping ponies.

"What do you two want!?" Mayday shouted, chasing the two ponies off. "Well how about that, they're going into the Friendship Center."

"Maybe there's a place to learn manners there?" Luster Dawn suggested. "But still, acting like everyone hates you is too much."

"They do, I've seen how ponies are, they're not nice creatures, they're awful!" Mayday shouted. "It's no better on Earth though, given how everyone's treated my daddy, no matter the world, everyone sucks."

"You need a better outlook on life," Luster Dawn said. "Are there jerks, yes. Ponies have been rude to me too, some even hate me for not liking the school, and were bitter about it shutting down."

"I got that, but tenfold," Mayday said.

"But when all that happens, I think of all the good in the world," Luster Dawn said. "Like you for example, no matter how disappointed I get in others, at least I have you to rely on. Seeing you always brightens my day."

Mayday's face turned slightly red, unsure how to respond to such kindness, "Wow, I...really don't know what to say."

"You don't have to say anything, I know emotions like this aren't your thing, process it at your own pace," Luster Dawn said.

"Heh, you get me so well," Mayday said, still feeling very shy. Despite that she leaned in to quickly hug Luster Dawn. "Thanks."

"Of course," Luster Dawn said, quickly returning the hug before Mayday broke away.

"How adorable," Came the voice of Fancy Pants, making his way over with his wife Fleur, Coco Pommel and a mysterious unicorn.

"Huh? Aren't you Fancy Pants?" Luster Dawn asked.

"Why yes, I came to town to check on this new Recreation Center, Prince Blueblood was talking it up quite a bit at the Gala and I had to see the fuss," Fancy Pants said. "My dear friend Rarity is a big part of it after all."

"Our friend," Coco said. "Rarity is actually a mentor to me."

"Yes, of course," Fancy Pants said.

"Hi Coco," Mayday greeted.

"Hello dear, I see the center is open," Coco said. "Did you see inside?"

"A little, it's not something I'm interested in," Mayday said.

"I don't blame you, this place doesn't look that interesting," The unicorn said.

"Now, now, Sugarcoat, that is not a polite thing to say," Fancy Pants said.

"I'm just being honest, I mean didn't it use to be a school or something?" Sugarcoat asked. "I mean, a school to teach Friendship? Was Princess Twilight that bored?"

"Careful saying that, ponies are kind of sensitive about the school closing down," Luster Dawn said.

"Oh let them whine," Sugarcoat said. "Still, I will admit it looks well designed. But just because something looks nice doesn't mean it is."

"You should give it a chance," Coco said.

"Hard pass," Sugarcoat said.

"Who is she?" Mayday asked.

"An old business partner of Tony Stark," Fancy Pants said. "She was one of the few who helped Mr. Stark set up those Patroller Robots in Canterlot, insisting they were a good idea."

"They were, not his fault a bunch of whiny ponies couldn't handle a few robots," Sugarcoat said.

"Well I do agree that they were a great idea, I just would rather they weren't so curious," Fancy Pants said.

"They were getting used to the lay of the land, ponies just need to be more patient," Sugarcoat said. "Tony Stark had a great idea with The Accords, superheroes need order. I don't get why Captain Equestria had to ruin everything with his rebellion. I invested a lot of good bits into Tony's research."

"They haven't gone to waste, the robots are still used and a lot of what he was working on is still under development in Manehattan," Coco said. "Even though Tony left Equestria, his building is still active with me as its manager."

"He was gonna make a building in Canterlot too, I guarantee I could have been manager as well, but that all crumbled," Sugarcoat said.

"It's not too late, Tony's retired as an Avenger but nothing's stopping him from coming back as a businessman," Coco said.

"Don't count on it," Mayday said. "According to daddy, Mr. Stark feels really terrible about causing a war between the heroes, he thinks Equestria is better off without him."

"I would say the same for a lot of superheroes but at this point, we're kind of stuck with them," Sugarcoat said.

"That better not include my daddy," Mayday said.

"Hey I respect your dad, but he does kind of cause his share of problems," Sugarcoat said.

"Sugarcoat!" Coco scolded. "Don't say that, Peter Parker is a great man who would do anything to keep us safe."

"Well it's the least he can do after all," Sugarcoat said.

"Geez, this is why I hate ponies," Mayday said. "At least this one's honest but still."

"Awkward," Luster Dawn said, then noticed some more oncoming visitors. "Mayday, it's your Aunt, Uncle and Cousin!"

"Huh?" Mayday took note of the trio. "Uncle Shining? Aunt Cadance? Flurry?"

"Hey kiddo, is your mom nearby?" Shining Armor said.

"She's inside," Mayday bitterly said. "Showing off her pride and joy."

"Wow, I can't wait to see what's in there," Flurry said. "Mayday, want to come with me and-"

"I already went inside, it isn't anything special," Mayday said.

"Ah, right, of course," Shining Armor said, knowing full well how asocial his niece could be. "Well at least you gave it a chance, that's the important part."

"Tell that to mom," Mayday muttered.

Shining Armor had a feeling something went down, so he felt the need to move on, "Well, Cadance and I do need to see Twiley and Peter for other reasons, especially after what happened at the Gala."

"Daddy was really mad that night," Mayday said.

"Hey I want to know the details as well," Sugarcoat said. "If you're going to see Spider-Mane, I want to be part of that."

"Uh, who are you?" Shining Armor asked.

"Sugarcoat...from Canterlot," the unicorn said. "I worked with Tony Stark."

"Since when?" Shining Armor asked.

"I was behind the scenes, alright?" Sugarcoat said. "Not everyone working with Tony participated in that war."

"Someone mention Tony?" Came the voice of Susan, the mother of two making her way over with her only son, joined by Derpy and her own infant.

"Where is everypony coming from?" Luster Dawn said.

"My mom's school opened, I wouldn't be surprised if Princesses Celestia and Luna came by too," Mayday said, notably taking some steps back to, keeping an eye on open areas.

"Reed and Doc wanted to be here too but their work called to them," Susan said. "But I knew Franklin would want to come."

"Ah, here to see the center young lad?" Fancy Pants asked.

"No, I just figured Mayday would be miserable because this place is back, so I wanted to keep her company," Franklin said.

Mayday's eyes sparkled with admiration as a blush overtook her face, "You're such a sweetheart, Frankie..."

"Wow...that's just...wow," Sugarcoat was too speechless to really comment on this.

Shining Armor looked up, "Well young Mayday, you were right about one thing, this center certainly is attracting attention."

Mayday looked up to see Fleetfoot of the Wonderbolts fly in with a quartet of Pegasus mares. "Huh, didn't expect them."

Fleetfoot landed with the mares, taking in the sight of the center, "So, it's back open huh?"

"Fleetfoot, good to see you," Fancy Pants said.

"Oh hey FP, saw you at the last race, the one I won," Fleetfoot said.

"As Miss Rarity once said, your speed and agility do you wonders," Fancy Pants said. "How are things at the Wonderbolts?"

"Well for starters, you're looking at the New Captain," Fleetfoot boasted. "Soarin finally retired from the position, and as my first act, I promoted four top flyers from the Wonderbolts Academy."

"Wow, they must be talented then," Cadance said.

"You bet," Fleetfoot said, gesturing to them. "Meet Sour Sweet, Sunny Flare, Lemon Zest, and the top of the class, Indigo Zapp!"

The latter took her goggles off, smirking at the others, "Sup?"

"You remind me of Lightning Dust," Mayday said.

"Who?" Indigo Zapp asked. "Oh right, the failure of a Wonderbolt who had to form her own squad to feel like she matters."

"You mean The Washouts right?" Sour Sweet said.

"More like Washed Ups," Sunny Flare said. "How many does she even have? Like two other former Wonderbolts?"

"Just a bunch of rejects," Fleetfoot said. "Don't worry about those losers, with me around The Wonderbolts will maintain their pride and glory. Spitfire did a great job for all these years, and for that I respect her. But I am planning to outdo her as Captain, and you four are my starting points. The future of the Bolts ride with you!"

"What about Rumble and Silverstream?" Mayday asked, earning a confused reaction from Fleetfoot. "Aren't they the Future too?"

"Rumble's alright, but nothing compared to Indigo Zapp," Fleetfoot said. "Silverstream is where she belongs, the shadow of a pony who thinks he's worth the hype."

"Hey, Rumble's great, and so is Silverstream!" Mayday shouted.

"It's cute that you like them, but once you get older, you'll root for the right ponies," Fleetfoot said. "Speaking of Rumble, where is he?”

"Rumble's inside," Mayday said. "Why don't you all go in and see for yourselves what this place is like, I'll stay out here with Luster Dawn and Frankie."

"Sounds like a plan," Night Glider said. "Lets march."

"There's rooms for mothers and their babies if you're interested, Derpy," Luster Dawn said.

"That sounds nice, thanks for the tip," Derpy said, trotting inside with her foal.

Once everyone was in, Mayday took a breath of relief, "Way too many ponies, at least I didn't feel crowded."

"At least they're nice," Luster Dawn said. "Aside from Sugarcoat and Those Wonderbolts."

"More ponies will probably be coming, lets stay to the side," Mayday said. "Though once daddy comes out, you two should probably leave."

"Why? What for?" Franklin asked.

"I ticked him and mom off," Mayday said. "Mom got me mad because she went on about her stupid Friendship ideals, again."

"Mayday, I know you don't like socializing, but your mom is just trying to help in her own way," Franklin said.

"But me and daddy told her that it's just not my thing," Mayday said. "She should get it, daddy says I'm an introvert like he and mom are, but mom keeps trying to deny it because she sees it as a bad thing. Daddy gets bothered when she says that, that she sees it as a weakness."

"That's terrible, I don't think being an introvert is a weakness," Franklin said.

"It's not, daddy says that there's strengths with it too, depending on the type," Mayday said. “Introverts tend to be observers, and notice things others wouldn't. Even though we're quiet, it also means we like to think about our surroundings and our actions."

“You are keen eyed,” Luster Dawn said.

“Thanks,” Mayday said. “Don’t get me wrong, I don’t want to just be known as just an introvert. I just also don’t want to be seen as a freak.”

"Bit too late for that," a nearby pony muttered to her friend, the two laughing a bit.

Franklin glared at the ponies, the two suddenly tripping over nothing. As they stood up, they tripped again, this time into a mud puddle.

"I hate other ponies sometimes," Luster Dawn said, focusing back on Mayday. "I hope you don't take them seriously, I think you're really amazing."

"As long as I have you and Frankie," Mayday said. "And Flurry too."

A few minutes later, Peter had come outside, spotting his daughter with her two friends, "Mayday."

"Oh boy..." Mayday lamented, expecting to really hear it from her father. She did her best to put on a cute act. "Yes daddy?"

Peter raised his eyebrow, not the first time she's done this, and he will admit it's worked before but he needed to put that aside. "Mayday, this is serious. You know what you said to your mother in there was bad right?"

"Yeah, I know, but I have to get her to listen somehow," Mayday said.

"I know she can be a little oblivious to your feelings but being rude like that isn't helping nor is it justified," Peter said. "If you feel like she's being insensitive, you have to come to me. You know your mother would never intentionally want to hurt or upset you. Honestly she is right to an extent, socializing and making friends is a good thing. It shouldn't be forced but you shouldn't just be so quick to shut it down either. If you did, you'd miss out on more good friends like Franklin and Luster Dawn."

"I guess," Mayday said. "I can't imagine life without them."

"That’s good, just be open minded, especially about this place," Peter said. "You don't have to force yourself to make friends but coming here would mean a lot to Luster Dawn since she wants to come here, and share her happiness with her best friend, that being you. You don't need to talk to anyone either, if you see a kid you want to be friends with, that's fine, but that's up to you."

"Okay," Mayday said.

"Now, your mother is catching up with your uncle, but when she comes outside, I want you to apologize to her, and mean it too," Peter said.

"I'll do my best," Mayday said.

"Just remember, she loves you, you're the world to me and your mother, even when it doesn't seem like it," Peter said. "I know she can stand to be more understanding but you need to show you can be too. Be better than us."

"I'll try," Mayday said.

"Guess that's all I can ask for," Peter said. He then heard some ponies muttering nearby, though they made themselves scarce the moment he turned to them. "I really hope they know that gossiping about a nine-year-old girl like this is really sad and shallow."

"Peter?” Twilight said, the mare making her way outside with her brother and his family.

"Hey Twi, finish the tour?" Peter asked.

"I wanted to check on Mayday, then show my brother around," Twilight said. "Surprised Fleetfoot’s here, she began checking on Pegusai in the outdoor area.

"Already scouting for Wonderbolts," Peter said.

"From the sound of things, she wants to restore their honor, she feels like they took a heavy hit because of their association with Tony's Accords," Shining Armor said.

"Yeah, that group suffered as much as The Avengers did, but if anyone can bounce back, it's both of them," Peter said. "Plus some heroes still patrol Equestria, right now Luke and Danny are in Las Pegasus, just like before."

"Night Thrasher still goes to Manehattan," Twilight said. "Blueblood really fixed up the issues, to the best of his ability at least."

"No one's patrolling The Crystal Empire though," Flurry said. "Kamala didn't want to come back to Equestria after what happened to Miss Danvers."

"Kamala needs to do a bit of growing up before she can be a superhero," Peter said.

"One flaw is that she doesn't really think for herself, she's too reliant on Carol," Cadance said.

"Well with Carol locked up under S.H.I.E.L.D.'s tight watch, Kamala will have to adapt," Peter said. "It can be tough, I'll admit. I remember how much I looked up to Cap and Tony."

"Now you're on the other end, since Rumble looks up to you," Twilight said.

"Yeah, he's a good kid, and he handled himself well during the conflict with The Accords," Peter said. "I hope he stays on that path, especially if he wants to be a superhero one day."

"Rumble can do it, he's the best," Mayday said. "One day he'll be Ponyville's most loved hero. Actually I'd say all of Equestria will love him and his sidekick."

"Sidekick?" Peter said. "Oh yeah, Silverstream. They'd make quite the duo."

"Hope he's enjoying himself in there," Twilight said. "We should go back and check."

"Hold on," Peter turned to his daughter, "Mayday, do you have something to say to your mother?"

"Alright," Mayday turned to Twilight, "Sorry I got mad at you today."

"Oh, it's alright sweetheart," Twilight said, rubbing her mane. "I know I should be more mindful of you and your personality. You don't have to come here if you don't want to, I'll leave that decision up to you."

"Uh, Twilight," Came Applejack's voice. "We got a problem inside."

Within the center, Laura was seen angrily facing off against Fleetfoot, the former looking ready for a fight, "I don't want to see your dumbass anywhere near Lighting Dust if you're going to be a bitch about it."

"Hey she's the one bragging about The Washouts, like they're anything great," Fleetfoot said.

"Better than your squad," Lightning Dust said. "We do more intense stunts, mind boggling ones."

"More like mind numbing, remember all it takes is one mistake and your flying days are over," Fleetfoot said. "You and your two loser allies have only so much you can do together."

"I have more, just recently Angel Wings joined up, apparently she got tired of The Wonderbolts herself, must have been around the time you were itching to take over," Lightning Dust said.

"Pfft, she's just weak at heart, been that way since The Accords," Fleetfoot said. "It was hardly a surprise that she was so easily convinced to switch sides."

"Hey, excuse me," Rumble said, trying to get their attention. "Fleetfoot, maybe you should-"

"It's CAPTAIN Fleetfoot," the mare warned.

"Fine, Captain Fleetfoot, this really isn't becoming of a leader," Rumble said. "Why can't The Wonderbolts and Washouts coexist?"

"Because the existence of The Washouts is disrespectful to everything The Wonderbolts stand for!" Fleetfoot said.

"It lets me be myself after I got so abruptly booted from The Academy," Lightning Dust said. "Spitfire didn't even want to give me a second chance, what was I supposed to do? Just sit back and do nothing?"

"Pfft, did nothing huh? Last I recall, you were traveling with villains," Fleetfoot said.

"Don't freaking go there!" Laura warned. "She made a mistake and made up for it!"

"Yeah, she hasn't done anything bad in years, if anything she's willing to help ponies," Rumble said.

"You sure like to talk about morality, kid." Indigo Zapp said. "Wasn't it you that switched sides yourself? You aren't that loyal to The Wonderbolts."

"What was I supposed to do? Follow blind orders?" Rumble asked. "I love The Wonderbolts enough to know that they were meant to be so much better than how they were during The Accords."

"Exactly, just like Captain Equestria knew The Avengers could be better too," Silverstream said.

"This is embarrassing," Rainbow Dash muttered. "Fleetfoot, even Spitfire didn't go around antagonizing ponies she didn't like the way you are."

"Uh, it's 'Captain' Fleetfoot," the mare said.

"I'll call you 'Captain' when you act like one," Rainbow Dash said.

"What was that!?" Fleetfoot shouted, stepping over to Dash, though Johnny was quick to stand between them. "Oh what? Rainbow Dash can't talk without her big strong, husband backing her up?"

"Hey I'm not protecting Dash from you, I'm protecting you from Dash," Johnny said.

"You think you're so awesome, Matchstick?" Fleetfoot said. "Be lucky you're even with us yourself, you and Crash."

"If anyone's lucky, it's you," Johnny said. "Dash and I don't need The Wonderbolts, the Wonderbolts need us."

"Why you..." Fleetfoot angrily gritted her teeth.

"Excuse me, what's going on?" Peter said, making his way over with everyone else from outside.

"This lady was talking crap to Lightning Dust," Laura said, gesturing to Fleetfoot.

"Hey I just thought I could try out this dancing class that the purple maned stallion was instructing," Fleetfoot said.

"It's true, she and her friends came inside," Tender Taps explained. "Laura and Lightning Dust were here too and things just got tense immediately."

"Listen, I know there's some rivalry between The Wonderbolts and The Washouts, but this is not the place to air our grievances," Peter said. "This is a Friendship Establishment."

"Fine, have it your way," Fleetfoot said. "Let's go girls."

As the Wonderbolts leader left with their leader, Indigo Zapp turned her attention to Peter, "Be lucky I wasn't a Wonderbolt during The Accords, you never would have even had the chance to turn against us."

Peter raised his eyebrow as she made her leave, "Wow, so Wonderbolt like."

"Rainbow Dash should have been made leader," Rumble said. "She's a true Wonderbolt."

"Aw, thanks buddy," Rainbow Dash said, ruffling his mane.

"Not sure what Soarin was thinking, good guy but not that smart," Johnny said.

"Look, everything's been resolved, so everyone can return to their rooms," Peter said.

"Eh, most of my students got scared off from the arguing, what a bummer," Tender Taps said.

"How about you and I have a private dance then?" Diamond Tiara said, shifting her eyebrows.

"Wow, between Apple Bloom and Tender Taps, you're one eager filly," Laura said.

"Oh you're one to talk, I've seen how you look at Tender Taps too!" Diamond Tiara said.

"Well yeah, he's kind of handsome," Laura said, making Tender Taps nervous.

"Uh, thanks," Tender Taps began blushing a bit. "Wonder if my efforts yesterday had a delayed effect? Well it's just Laura, she's nice so maybe I can try again with her."

"Everything alright here?" Came the voice of Sweetie Belle, who was seen walking with Smolder. "We heard a commotion."

"Sweetie Belle? And Smolder? Oh boy, more cute girls, wonder if I can get them into my class...then maybe I'll be brave enough to ask Trixie too..." Tender Taps began trying to cool himself off. "It's gonna be hard picking just one though, but having them in the same room should make it easier to get to know them, same with some other girls, like Silverstream, and that cute new Griffon girl."

"You alright Taps?" Rumble asked, freaking him out a bit. "You look like you're hot."

"I'm good, just the stress mixed with exhaustion," Tender Taps said.

"Well glad things have been resolved, so far at least," Peter said.

"Mom, you're gonna need to do more work to make sure ponies stay friendly, this is the second time I've seen arguing," Mayday said.

"I'll work on it," Twilight said. "It's not going to be an easy process."

"We'll be here to help," Ocellus said, standing with the rest of her friends. "Harmony isn't easy, but worth fighting for. That's one thing you taught us and we'll help teach it to others."

Gallus turned to Rumble, "Gonna yell at her for saying that?"

"Dude, seriously?" Rumble asked. "Ocellus isn't trying to direct attention to herself in the middle of a bad situation like you did with Cozy Glow."

"I was trying to make Twilight feel better, I mean someone had to, even if certain heroes just stood there and let the bad stuff happen," Gallus said.

"Just shut your damn mouth already," Rumble said. "You know what would make others feel better? If you took a hike!"

"Rumble, don't let him get under your skin," Peter said.

"But Peter, he keeps saying this stuff, it's not fair to you!" Rumble said. "You know he doesn't respect you."

"I'm used to not getting respect, some just talk all bitter like," Peter said.

"Are you calling me 'bitter'?" Gallus said. "Remember this place initially closed down because of what you said about it. Just because you want to focus on the small amount of friends you have doesn't mean we all want to."

"Seriously?" Peter said.

"Then you wonder why your daughter can't seem get along with others, she gets her bad habits from you!" Gallus shouted.

Peter glared at the Griffon, "Please refrain from talking about my daughter. She's a kid, you're an adult, set a better example."

"How can I do that if you don't seem to trust me?" Gallus asked.

"Earn my trust then," Peter said. "Not hard, just be a decent individual. Do onto others what you want done for yourself, it's the Golden Rule."

"Follow your own advice then," Gallus said.

"Wow, you just have an answer for everything," Peter said. "Gallus, I'd like to think that despite how you act, deep down you're a good kid. You are close to your friends and you probably do your best to care about their feelings. Right now though, you're making things awkward. You're starting an argument, you're antagonizing others and then you want to act like it's everyone's fault except yours. You think it's fair to your friends? How do you think they feel?"

"Pfft, don't get all wise on me," Gallus said. "I do care about my friends, they loved this school, and you took it away from them."

"But it's back now, so why are you upset?" Peter asked. "Is it because it's not classes? You can still learn about Friendship, but differently. Or are you just afraid of branching out?"

"H-hey! I'm not afraid of anything!" Gallus shouted. "I don't have to put up with you anyway, I'm out of here. Let’s go everyone."

"Gallus, don't just walk away from this, I would really rather you talk things out," Ocellus said. "It will be good for you, and Peter is very understanding."

"What could he understand? Does he even know about Friendship himself? I've never seen him branch out," Gallus said.

"Because he's happy with what he has," Ocellus said.

"Yeah, are you not happy with your friends?" Rumble asked. "Is that why you don't seem to care about their feelings?"

"Oh you're one to talk, you think that just because you're 'good' now means we should forget how much of a dork you were?" Gallus asked. "You came to us and gave us a hard time, you started this rivalry, challenging us to that stupid game where I nearly got poisoned by that little brat Cozy Glow, and somehow I'm the bad guy in the end!"

"You will not let this go, will you?" Rumble asked. "I know I can't force forgiveness but at least try to think about what Silverstream wants."

"I know what my friends wants, and what she needs, and that's to be away from you," Gallus said.

"She's my Wonderbolts partner and my best friend, that is not happening," Rumble said.

"Well, let’s give her a choice," Gallus said. "Silverstream, choose. Rumble, or me?"

"You’re seriously making me pick?" Silverstream asked.

"If I must," Gallus said. "You can stay with me and our actual friends and go on with our lives, or go with this loser and watch his poor parenting screw up his son's life."

"Hey!" Rumble shoved Gallus back. "Don't freaking talk about my parenting!"

"With someone like you as a father, your son's doomed to be a loser like his old man!" Gallus shoved Rumble back with that last statement.

Rumble angrily clenched his hoof, Peter sensing impending trouble, "Rumble, don't!"

Unfortunately Rumble had already punched Gallus across his jaw, which led to a scuffle between the two that everyone was quick to pull apart.

"Rumble, please maintain control over yourself!" Silverstream said.

"Gallus, it's not worth it!" Sandbar said.

Twilight used her magic to restrain both, "Enough! I will not have fighting in my center!"

"He started it!" Rumble shouted.

"Rumble, you clearly shoved him first, then threw the first punch," Twilight said, setting him down. "I'm sorry, but you need to leave."

"Me!?" Rumble asked.

"Mom, Gallus was being mean!" Mayday shouted.

"Regardless, there was no reason Rumble needed to resort to fighting, I know it seems unfair but those are the rules," Twilight said.

"Fine...I'll go," Rumble said, trotting away. "Apple Bloom, you can stay if you want, don't let me ruin your day."

"No, I'm coming too," Apple Bloom said, glaring back at Gallus. "To think ah once felt sorry for ya! You don't deserve to have friends you big bully!"

"Yeah, yeah, go make more useless kids with your lame husband for all I care," Gallus said.

"You know what, I'm making my choice," Silverstream said. "Gallus, screw you! I'm going with Rumble!"

"You're what!?" Gallus shouted. "You can't! We're supposed to be friends!"

"I can't be friends with you," Silverstream said, making her leave. "I'm going."

"Silverstream! Wait! This not how it supposed to go!" Yona said. "We talk about this!"

"Some friend," Gallus made his own exit.

"Great, more drama," Sandbar said. "We should have fixed this a long time ago."

"We will," Ocellus said. "For now, let's try to pick up the pieces."

"So embarrassing," an ashamed Gabby said.

Twilight sighed in worry, "I'm going to check on Silverstream."

"We'll check on Gallus," Applejack said, grabbing some of her friends to find the Griffon.

Smolder turned away in shame, "Geez, this is way too much drama."

"What's going to happen?" Sweetie Belle asked.

"I don't know, might be something I'll need to fix," Smolder said.

"I hope this doesn't impact our friendship," Sweetie Belle said.

"It won't, if Gallus forces that ultimatum on me, I'll ditch him like Silverstream did," Smolder said. "True friends don't force choices like that, and I know you wouldn't do that to me."

"Thanks, but I hope you can all resolve this, even Gallus shouldn't lose his friends," Sweetie Belle said.

Peter shook his head in annoyance, "This is a disaster."

"Sure is," Sugarcoat said, getting Peter's attention. "Kind of prudish for those two to fight like this though, wouldn't be surprised if this impacted that Rumble boy's Wonderbolt status."

"Wow...thanks for the pep talk lady," Peter said.

"No problem, and it's Sugarcoat," the mare said.

"Right..." Peter said. "Well this is one more thing I'll need to fix, hopefully I can get that done sooner than later."

"How will you fix this?" Sugarcoat asked.

"I'll figure something out, I can't let this impact my wife's center," Peter said. "And I can't just let Rumble deal with my problems."

"Yeah, it'd be terrible for her to lose everything after all this hard work," Sugarcoat said. "I mean imagine having to lose it all twice, and the second time it didn't even last long."

"Wow, you really do not live up to your name," Peter said.

"It's important to know what could go wrong, so you know how to make it right," Sugarcoat said. "Something I probably should have considered more when assisting Tony Stark."

"You worked with him?" Peter asked.

"Behind the scenes, I was part of The Accords, though I certainly didn't go out to fight," Sugarcoat said. "Not unlike you."

"I had to, I couldn't stop Tony's plan, I couldn't prevent my friends from being arrested, so I had to do something," Peter said.

"Sounds like you have quite the burden," Sugarcoat said. "Well, I'll leave you to it."

Sugarcoat made her leave, passing by Starlight, Trixie and Autumn Blaze.

"Hey Peter, I heard some commotion, everything alright?" Starlight asked.

"Not really, there's been some trouble," Peter said.

"With you? Wow, what a shock," Trixie teased.

"Come on, I'm not in the mood," Peter said.

"Guess I couldn't cheer you up," Trixie said. "Don't worry, if anyone can figure out solutions, it's you."

"And we'll be there to help," Autumn Blaze said.

"I know, and I appreciate you three," Peter said. "Well since you're here, any places you want to visit?"

"I was just going to the office to help Twilight with some paperwork," Starlight said.

"I thought about opening my own room to teach illusion magic," Trixie said. "But I might try one of these classes."

"I have an opening!" Tender Taps said, getting her attention. "Um, if you want to at least."

"Oh, it's you," Trixie said. "I may consider it, add a little extra performance to my act."

"Peter, do you have that music room?" Autumn Blaze asked.

"Oh, want to play an instrument?" Peter asked.

"Maybe, I really hit it off with Octavia at the Gala, I'd like to learn more about music," Autumn Blaze said. "See if it's my thing."

"Glad that you and Octavia have become friends, she's a really nice mare," Peter said.

"She sure is," Autumn Blaze said. "I'm going to meet her roommate later."

"You mean that DJ?" Mayday asked. "That lady really hurt my ears."

"She said she was sorry, Mayday," Peter said. "You know Vinyl wouldn't intentionally make you uncomfortable."

"Yeah, I know," Mayday said. "She even bought me ice cream. She's nice, just loud."

"Well she cares about you, lots of ponies do," Peter said. "Starlight, Trixie, your mother's friends, it even goes beyond ponies obviously."

"Like me, you're a great kid Mayday," Autumn Blaze said. "I can't wait until I become a mother."

"Same, I just need to find a husband," Starlight said.

"You never know where one might pop up," Tender Taps said, trying to look cool.

"Seriously?" Trixie said.

"Well, anyway," Tender Taps said. "Mayday, you and your friends are welcome in my class, and I don't play loud music so it won't hurt your ears."

"That's really nice of you, Taps," Peter said. "Looks like you're in good hooves Mayday, and now you have options."

"I don't feel right dancing, my friends can try," Mayday said.

"Not even a slow dance with a boy?" Trixie teased, gesturing to Franklin.

"Me?" Franklin asked.

Mayday started blushing at the thought, "I'll think about it."

Nearby Johnny and Rainbow Dash flashed a devious smirk.

"That white rose is doing the trick, soon Mayday will be all over Franklin," Johnny said.

"Way to be a cool uncle," Rainbow Dash said, hoofbumping her husband.

"Well, let's just see if there's any other place to see, I think there's a pool around here," Peter said. As he turned around, he came face to face with the green mare from the planting room. "Oh, hello again."

"Ugh, it's you," the mare said. "Guess I am going to see you a lot, how unfortunate for me."

Peter looked confused, "Uh, did I upset you or..."

"Wait, I know you," Starlight said. "Aren't you Wallflower Blush?"

"Wow, somepony actually remembered me, what a surprise," Wallflower said.

"Uh...are you alright miss?" Peter asked.

"Aw, how nice of you to ask considering what you and your daughter did to me!" Wallflower shouted.

"I'm sorry, what?" Peter asked.

"The School of Friendship was supposed to be my ticket to no longer being a friendless loser!" Wallflower shouted. "Four months of hard work down the drain!"

"Oh I remember this chick, the literal Wallflower," Johnny said, getting Wallflower's attention. "Lady, the last time this school was open, you spent like half the time with your garden, you weren't making friends."

"I tried, but it's hard," Wallflower said. "I was getting better, thanks to the Professors. But then you had to start that stupid war between you heroes, which impacted my time and then the school gets shut down because one little girl had her feelings hurt!"

"Wallflower, I'm sorry if things didn't work out, but honestly you didn't need a school to make friends, or at least you didn't need it to teach you how to make friends," Peter said. "In this past year, you had every chance to make friends. You could have tried talking to ponies, and if that's too hard, which I fully understand because I've been there, you could have seen my wife at any time. Friendship is her specialty and she doesn't need a school for that."

"I tried to, but without the school, I just felt hopeless," Wallflower said. "How do I know which ponies need friends and which don't?"

"You can have as many friends as you want, if ponies didn't want more it's because they were satisfied with what they had," Peter said. "There's a friend for you if you try hard enough but it sounds like you're just making excuses."

"How dare you look down on me, you're such a jerk!" Wallflower shouted, somewhat feeling guilty afterwards.

Peter raised his eyebrow, "Well that escalated. Look if you need help then I can give you some tips. I mean back in High School kids called me a Professional Wallflower, so I think I know where you're coming from."

"Are you patronizing me? I hate you!" Wallflower shouted, covering her mouth in shame afterwards.

"Well at least you're honest," Peter said.

"That girl just said she hates you," Autumn Blaze said.

"Not the worst thing I've heard," Peter said, focusing back on the mare. "I can't make you do anything you don't want to, but if you really do want to figure things out, then come see me, or better yet, talk to Twilight. The Center's open for your needs, alright?"

"Stop being nice to me! I don't want your pity!" Wallflower shouted, still looking regretful.

"Uh, your body language says otherwise, but if it will help, I'll leave you alone," Peter said.

"Good, I don't want to see you anyway!" Wallflower shouted, making her leave.

"Well that was fun," Rainbow Dash said.

"Geez, no matter what Peter does, it just seems like ponies eventually start hating him for no reason," Johnny said.

Peter then felt a headache, oddly hearing the cackling laughter of The Green Goblin. "Ow..."

"What's wrong?" Trixie asked.

"Guess the stress is getting to me," Peter said. "I hate that there's been so much tension today, so much for Twilight's big moment."

"It'll be fine," Starlight said. "We'll work on this together."

"Everything will work out," Trixie reassured.

"I hope so," Peter said. Between last night and today, things have not gone well. "This really sucks."

Meanwhile at the town of New Asgard, Thor was sitting on his throne, overlooking some details about the city, and its continued expansion. While a lot had been done over the last year, Thor hoped to let this city grow even more.

"Thor..." came the voice of Lady Sif. "Sunset Shimmer has arrived with her allies."

The Thunder God turned to the woman, the one he chose to be part of his life shortly after settling in Equestria, and the one who was currently carrying his child, one that was due to be born any day now. "I will be right over."

The King of Asgard made his way down the steps of his castle, the sight of the city rising in development being a pleasure to the King.

Down below he greeted Sunset Shimmer, joined by her allies from Capcom and Square, along with Doctor Strange, Peter Quill, Goku, Sonic, Jin Kazama, Ling Xiaoyu, the Spartan Master Chief and the God of War, Kratos.

"Thank you all for coming on such short notice," Thor said.

"We were already in Equestria, we just had to go and find your fellow God here," Dante said, gesturing to Kratos.

"And our chief Spartan," Chris said, gesturing to Master Chief.

"Yes, I'm pleased you have," Thor said. "I was hoping more could come though, preferably all those who fought in Ragnarök.

"It would have been difficult gathering them again," Strange said. "I did not want to risk overwhelming Equestria."

"Perhaps another time," Thor said. "I imagine multiverse travel is difficult."

"Very, if I recall, after America sent many of them home, Stephen had to travel the multiverse because she sent a few to the wrong locations," Sunset said.

"It was the pain in the ass," Strange said.

"It's all good in the end," Quill said. "So what's this gathering about Thor? Gonna make us knights? A payday perhaps?"

"Quill, we don't need to be paid to save people," Sunset said.

"Not what I heard from that All Might guy," Quill said.

"Well he doesn't expect to be paid either," Sunset said.

"I have no funds, but I will treat you all to a feast," Thor said. "And I will make you all honorary knights of Asgard. You will be given esteemed privileges that not many outsiders possess."

"That sounds great," Sunset said.

"Come," Thor said, leading them down a hall. To their surprise, they found paintings that featured themselves. "Behold."

"Is this Ragnarök?" Dante asked.

"This hall was made in your honor, my people will forever know the bravery of the mortals who fought for this land," Thor said. "It means a lot that outsiders would do this for us after all, and proof of Asgard's relation with others in the nine realms."

"And beyond,” Chris said.

"Of course," Thor said leading them to the next room, one detailing several statues. "This was made to honor all Asgardian Warriors, including myself, Lady Sif and especially my father, Odin.”

Sonic checked his statue, very flattered from what he's been given. "How embarrassing, I feel way too important."

"So cool," Mega Man said, observing his own statue.

Kratos looked a bit displeased when he saw his statue, he wasn’t too keen on being considered a Godly champion, even if this God was noble.

“I’m amazed at the detail,” Cloud said.

"They even have a signature pose of mine," Ryu said, checking his statue.

"Yeah, all of these look amazing, that's quite the level of..." Chun-Li stopped the moment she caught gaze of two statues. One of Guile, and one of Cammy. "Wow..."

"We put extra care into the ones of our fallen comrades," Thor said, turning to statues of Fandral, Volstagg and Hogun. "It is our way of honoring them."

Jill stood before a statue of Carlos while Tifa stood near ones of Yuffie, Vincent and Cid. Xiaoyu stood near one of Rita and Sonic stood before Vashyron.

Kratos took note of Baldur's statue, reinstalling relief that Gods in this realm were more heroic compared to his own dimension.

"This is great, thank you for honoring our friends," Spencer said.

"It was the least we could do," Sif said, standing before the statue of her brother Heimdall. "They are all happy in Valhalla, I am sure of it."

Sunset stood at the center of the room, taking in the sights of the statues, including ones lost. The girl started tearing up, the memories of her lost friends rushing back to her, this gaining the attention of everyone.

"Sunset..." Ryu was hesitant, despite his desires he did not know how to comfort the girl.

"I should have planned this better, none of them deserved what happened," Sunset said.

"You're still upset about that?" Cloud asked. "No one blames you. They all chose to help."

"Yeah, don't cry, it's all good, right everyone?" Quill said.

"Let her cry if she wants to," Kratos said. "Even if it isn't her fault, and I too believe she should not blame herself. But she must process her grief, no matter how much time passes, the pain of losing a friend never wavers."

"Got that right," Master Chief said. "No shame in sadness."

"Sunset," Sonic said, getting her attention. "You haven't bottled it in, have you? Remember, you have the right to be sad."

"I know, but...I try to be strong, like Ryu," Sunset said. "And Chris, and Dante, and..."

"We are not good role models for emotion," Chris said. "I have a lot of bottled-up emotions too from friends I've lost in Raccoon City."

"Same, you know what it was like for me as a kid, I was never allowed to cry, even when my mom died," Dante said.

"I know I shouldn't but, I hate feeling like this," Sunset said, drying her eyes and forcing a determined face. "I can't dwell on the past."

"Use it as strength if you must," Kratos said. "You will do fine."

"Thank you, sir," Sunset said.

Goku rubbed his chin, thinking a lot of things over, "I really wish I could have used the Dragon Balls to revive everyone, but Shenron wouldn't be able to, not with his power."

"Dragon Balls?" Thor asked. "Ah yes, you mentioned them once. Even you have been revived by them."

"Yeah, normally I would have used them, but it won't work here," Goku said. "They're not strong enough."

"Wait, what about those other ones?" Sunset asked. "The ones from that Tournament Beerus and his brother had?"

"The Super Dragon Balls?" Goku asked.

"Maybe those can be used to undo Ragnarök!" Sunset said. "We can revive Asgard and-"

"Sunset, don't meddle with this stuff," Strange said. "I know you wish you could undo everything but those things just seem to break the natural order. Magic is not a game."

"Well they worked out well back home," Goku said.

"Maybe it's fine in your world, but it can do damage here," Strange said. "Don't do anything stupid with those Dragon Balls."

"But we can revive our fallen friends!" Sunset said.

"Sunset, I understand your desire, I would love to revive my friends," Thor said. "But it is like Strange said, too risky. Thank you for your concern, but you must drop it."

Sunset grumbled in frustration, "Fine...your choice."

"For now, let us go, I have a feast prepared," Thor said.

"Enough for all of us?" Dante asked. "Even Goku?"

"Quite so, let us go," Thor said, everyone leaving the room, aside from Sunset.

She looked to the statues of her fallen friends, "I won't give up so easily, I will make amends for my mistakes." She turned to the exit, "Maybe finally take down Loki in the process."

On Planet Hala, Loki was seen looking into the distance while Akuma trained with Tempest, and Sephiroth practiced on his own.

"Count your days brother, sooner or later, I will be coming for the throne of Asgard," Loki said. "And in the process bring Midgard and Equestria to ashes."

Be it Hala, Castle Doom with Wesker and his allies, or even within Equestria, all the villains were preparing for something, all the while Peter was making his own plans.

He had a lot to fix and be ready for, and nothing would stop him.

Author's Note

Okay, slightly less words, that's progress. :twilightsheepish:

Learning from the Past

That night as Peter slept, he once again found himself in his own realm of dreams, a place that has done nothing but cause him grief as of late.

"Why do I feel like I'm about to deal with even more crap?" Peter lamented as he stood in a dark room while in his human form. "I just hate this space, it feels so negative, like something is weighing me down."

"As it should, Peter," came a voice. Walking over from the shadows was the sinister Peter from before, symbiote suit and green nightmare eyes.

"Who are you supposed to be anyway? Some evil version of me?" Peter asked. "Like a Dark Spider-Man or something?"

"Call it what you will, Peter," Dark Spider said. "It won't change your circumstances."

"You're right, it won't," Peter said. "I don't even know why I'm here, is there something you want to tell me?"

"I don't need to tell you what you already know," Dark Spider said.

"Well how about a review then? Everyone needs a refresher occasionally after all," Peter said. "For starters, why do you even exist? Who created you?"

"Well that's a foolish question, Peter," Dark Spider said. "I am you of course."

"You're me?" Peter asked. "Okay, would you mind elaborating a bit? Or are you just going to speak using riddles and crap?"

"There is no riddle, I am you, or rather I am a part of you," Peter said. "The part you wish to keep hidden from the world."

"So what are you then? My deepest desires or something?" Peter asked. "Because I never had much of a desire to look like some edgy goth punk."

"Clever pun, but you know exactly what I'm referring to Peter," Dark Spider said. "You feel so tied down by your image. To be the perfect hero and the best role model. A slave to your so-called responsibility. No matter how angry you feel, how unfair life is, you just bottle up those terrible feelings. Even when you unmasked in public, to reveal that Peter Parker and Spider-Man were one in the same, you still held on to your true mask. The one that reveals you and I are one in the same."

"You and I? This better be a joke," Peter said. "Seriously, you're acting like some Sith Lord trying to drag me into the Dark Side. If you think you can turn me evil then don't bother, I know who I am."

"Do you really?" Dark Spider asked. "Or do you just refuse to admit the truth?"

"What truth!?" Peter shouted. "Listen, if this is about the crap I went through earlier, don't bother with it. I've had naysayers my whole life, but I can always count on my wife to be there for me when I need her. Just like how my kids must rely on me. I choose to be strong, not just for myself, but to be a good example for my daughter and my son."

"Your kids are precious indeed, imagine their heartbreak when they find out their father cheated on their mother," Dark Spider said, this causing ire within Peter. "Suppose Twilight still feels bitter about it? How long before her hidden anger surfaces, and you're left with nothing?"

"I made a mistake that night, it won't happen again," Peter said. "Twilight trusts me, just like I trust her. That's what love is, that is what me and Twilight are!"

"Can you protect her?" Came another voice. Peter turned to face Gwen. "Suppose you fail her? Like you failed me."

"Not this again," Peter lamented. "I know this isn't the real you Gwen, I know you don't really feel these things?"

"And why is that?" Gwen asked. "Is it because of that double of mine? You think a version of me from another universe suddenly makes you letting me die even consequential?"

"I never said that!" Peter said.

"You don't have to, it's clear as day," Gwen said. "Maybe that Gwen is living the high life, but it doesn't change my own death by your negligence!"

Future Rainbow Dash appeared by his side, glaring at the hero, "Just like going back in time doesn’t erase our own deaths!"

"How many have suffered because of you, Peter?" Dark Spider asked. "You know many do, but you try your hardest to ignore it. Then when the criticism comes, you just don't know how to handle it. You want to lash out, you want to put others in their place, but you're just unable too. All that power and you hold it back."

"I would never misuse my powers!" Peter said. "Not when others rely on me to keep them safe! I would never want to hurt anyone!"

"You do, Peter! You want to hurt them! You want to make them regret crossing you! That's why I exist!" Dark Spider said, generating various figures from people's lives. "All their words, they all haunt you, and it angers you!"

"No, that's not true!" Peter said.

"Isn't it?" Dark Spider said, gesturing to everyone. "Does anyone have words for our friend here?"

"I have plenty of words," Came the voice of J Jonah Jameson. "It's what I've been saying for years now. Spider-Man is nothing but a menace, his presence is just a magnet for all the villains that have terrorized innocent people. If not for him, then Captain Stacy and his daughter would still be alive."

Gallus came up next, "If not for him, Equestria could be safe. We wouldn't have to worry about the dangers yet to come."

Cozy Glow stepped up next, "If he weren't so busy trying to decide between siding with Iron Man and Captain America, maybe he could have seen that I was a poor lost soul who needed help, and not a year in hell!"

Martin Li stepped in next, "I dare say he could have even caught on to what I was doing, but it worked to my advantage, and I thank you for that one, Peter."

Next came Capper, the Abyssinian sitting nearby on a crate, "I remember when your careless fighting resulted in a whole ship crashing into Las Pegasus. How many ponies do you think died just because you struggled with a pirate lady?"

"How sad..." Came Ryu's voice, the martial artist stepping in alongside Chris and Dante. "I knew you were just a boy. A weak, helpless spider."

"If you stayed out of our way when we told you, then Wesker would have been stopped much sooner!" Chris said.

"But you had to play the hero, didn't you?" Dante asked.

"And what of Sweetie Belle?" Came the voice of Vega, the ninja leaping in and glaring at Peter. "Had you been nicer to her, she wouldn't have been at our mercy. But I enjoyed having her company, to mold a young, pretty woman against you."

"I'm sure she'd make a fine host of that symbiote with all the trauma you've left for her," Eddie said, the anti-hero making his appearance. "Just like it worked for me. Remember how you threw away what could have been a great friendship?"

"That's his specialty," Harry Osborn said. "Just a walking sob story who won't take accountability for his screw ups!"

The tension in Peter's heart was rising, all those who criticized were surrounding him, causing more worry in his mind as he did his best to drown out the noise. "I'm not letting this get to me! I've heard worse than all of you!"

"Peter!" Came a voice. "Peter! It's me!"

Peter's eyes widened in surprise as he saw a figure in the distance, "Uncle Ben!?"

"Peter..." the old man came into view as all the others disappeared in a cloud of smoke. "My boy, you don't look so good."

"Uncle Ben...wait...is this another trick?" Peter asked. "Last time you were here...you..."

"Hey, don't worry about it, I'm here now, the real me," Ben said. "It's gonna be okay son."

"Ben..." Peter's eyes teared up. "I just don't know what's going on...it's all too much at times...I try to be strong like you were but-"

"Hey come on, are you really going to let a few harsh words get to you?" Ben asked. "I know that you're-"

Suddenly a gunshot went off, some blood splattering on Peter's suit. Ben looked down at his chest, seeing the wound emanating from the gunshot as he fell over. Peter looked in horror as his uncle laid dead, blood surrounding the older man.

Looking up, Peter saw Dark Spider with a gun, a wicked glee on his face, "Actions speak louder than words. And we know that despite who pulled the trigger that night, it might as well have been you who killed your uncle. Just like you killed Gwen."

Peter started trembling, wiping the blood off him, "No! That's not-"

"Face it, no matter what you do, you're always going to have those sins to live with," Dark Spider said, tossing the gun aside. "But now, you're stronger than any gun, imagine what you could do with your own strength. You could own the world, make it regret treating you like filth."

"That's not me!" Peter shouted. "I'm not a monster!"

"Oh, you are Peter, you're just good at hiding it," Dark Spider said. "I exist because of your anger. Every horrible thing I'm capable of doing, is what you're capable of doing. The symbiote I wear now didn't turn you into what you were, it just made you stop hiding who you truly are. Break that seal Peter, embrace your true potential. Find those who have wronged you, and make them regret it. I promise, after the first few, it just gets easier."

"SHUT UP" Peter rushed over and started punching Dark Spider. "I'm not like you! I'm nothing like you! Bastard! I'll...I'll..."

"You'll what? Kill me? " Dark Spider taunted. “Do it, we both know you're more than capable of it. Just ask Charlie. Or how about Trixie, since she was much more relevant."

"NO!" Peter punched Dark Spider more, his blows hitting harder and harder as blood began to splatter on the ground. Peter took a step back, seeing a mess of blood on his fist, matched by the downed body of his dark doppelgänger, one that slowly began to morph into Twilight.

A horrified Peter stumbled back, falling over as he couldn't believe what just happened. "Tw-twi?"

The girl began to stand up, a look of death in her eyes as she glared at the boy, "Poor Peter..." Her voice echoed as her eyes began to glow green. "Always hurting the ones you love!" She lunged at him, her teeth turning sharp as she snarled maniacally at the hero. "How long before you're satisfied with the pain you inflict onto others!?" She began trying to claw at him, "And you call yourself a real hero!?"

Peter did his best to keep Twilight away from him, the demonic look in her eyes greatly startling the boy. "Twilight! I'm sorry! Please! Snap out of it! TWILIGHT!"

Seconds later, Peter fell through a hole, the other Twilight gone as he landed in a field of flowers, a strange and confusing sight for the hero.

"Where am I?" Peter asked.

"Don't worry, you're safe," Luna said, the mare trotting over to the hero, who had resumed his pony form.

"Kind of wish you came sooner, better late than never though," Peter said.

"I will always be here to protect you, but remember that I do have many others in Equestria that require my constant aid," Luna reminded.

"Of course, I would never take that from any of them," Peter said.

"Still...you remain in turmoil, no doubt the stress from earlier today," Luna said.

"Am I doing enough?" Peter asked. "Like, am I actually useful to Equestria?"

"Peter, you've done so much good here, don't let the negativity affect you," Luna said. "If not for you, I don't think I'd have the confidence to be who I am today."

"I appreciate that, but I just worry that my presence is causing suffering for others, and I don't want to be responsible for that," Peter said.

"Peter, you have just as much right to live in Equestria as anyone," Luna said. "The same goes for your friends. So long as they don't cause trouble, they are free to live here. What's happening isn't your fault, you yourself know that Equestria has faced danger far before you had come. Do not burden yourself with the world's responsibility."

"Well that's familiar advice," Peter commented.

"One you really should take," Luna said, gently stroking Peter's face. "It's endearing how much you care about others. You are very pure hearted Peter, don't ever change that about yourself."

"Pure heart may not be totally accurate," Peter said. "Whatever I saw, it felt real. It's like, deep down, that anger is raging in me. Given what happened at the tournament while fighting Ryu, I can't help but wonder if there really is something wrong with me."

"You don't know that, maybe it was the negative effect of Ryu's Dark Hadou," Luna suggested.

"Twilight said the magic looked real, it resembled Nightmare Moon," Peter said.

"Impossible, Nightmare Moon resides within me," Luna said.

"Yeah, that's true, still it seems kind of fishy," Peter said. "You haven't seen anything strange in my dreams, have you?"

"Not particularly," Luna said. "You're just stressed out, you need relief. Perhaps another vacation?"

"It's been a few years since the last one, but it feels like there's way too much to do to consider a vacation right now," Peter said. "That Multiverse Armageddon is supposed to be coming, I have to be ready."

"Of course," Luna said. "But, afterwards, maybe consider taking a break. It's good for your mental health."

"I will," Peter said. "Thanks Luna, really appreciate you coming here."

"It's nothing," Luna said, the mare blushing a bit. "You know I will always be here for you. Whenever you need me."

"Feeling is mutual, Luna," Peter said.

"Yes...of course," Luna said, gazing into Peter's eyes. "Is there anything else I can do for you?"

"Peter?" Came Twilight's voice, the mare trotting over to her husband.

"Twilight?" Peter said. "Wow, you literally have become the girl of my dreams."

"This is quite a surprise," Luna said. "I did not expect to see you here."

"Well you did teach me about entering dreams," Twilight reminded. "I saw Peter struggling again, I got worried so I came in."

"Oh yes, I had taught you how to enter dreams," Luna said, feeling like a third wheel. "Well, I will leave you two be then."

As Luna left, Twilight trotted over to her husband, "What happened this time?"

"Well for starters, I had to deal with my usual critics," Peter said. "Gwen, Jameson, Harry, our friends from the future, even Gallus. Capcom showed up too, and I'm talking old, angry for no reason Capcom."

"Things seem to be getting worse," Twilight said. "Peter, I don't think we should hold therapy off much longer. You really need to talk about your problems."

"I can do it here," Peter said.

"I'd rather do it with our friends," Twilight said. "Logan has said he's willing to hear you discuss your struggles. He's already helped Mayday out a little."

"Logan has his own troubles, I don't want to burden him," Peter said.

"If it were a burden Peter, he wouldn't offer," Twilight said. "Besides, don't you trust Logan? Or our friends?"

"I do, but talking about my problems is so embarrassing sometimes," Peter said. "Especially when some of the other heroes suffered more than I did."

"It's not a competition," Twilight said. "Come tomorrow, we have to talk things over with our friends."

"Uh, what about discussing the pending destruction these villains threatened to unleash?" Peter reminded.

"That will come, but I need to make time for you," Twilight said. "Your feelings matter after all."

"There are way more important things than my feelings," Peter said. "The safety of the world is one of them. I don't want to be a distraction. I've already caused enough trouble for everyone, I don't want them to worry about me when they should be worrying about what really matters."

Twilight groaned in annoyance, "Peter, only you can be so selfless yet somehow, so self-centered."

"Huh? Wait, am I selfless or selfish then?" Peter asked.

"What I mean is that your actions come across as selfless, because I believe that's what you're trying to be," Twilight said. "But in doing so, you're acting like anything bad that happens in the world is because of you. You're not the center of everyone's grief Peter, you need to stop acting like you are."

"Well given prior examples..." Peter began.

"I don't want to hear it," Twilight said. "It is ironic though, I have hoped that one day ,you would be a little selfish, but I had hoped it'd at least be something that benefits your mental health, not worsen it."

"...You're giving me mixed signals Twi," Peter said. "Do you want me to be selfish or not?"

"What I want is for you to be happy with yourself for once in your life," Twilight said. "This guilt complex you have gets out of control. I know you feel terrible for what happened to your Uncle Ben and to your universe's Gwen, but-"

"It's...more than that though," Peter said.

"Huh? Is it about Harry?" Twilight asked. "Or your old friend Eddie?"

"Well that's part of it," Peter said.

"That settles it then, when our friends come over, you're confessing to everything," Twilight said.

"Wow, how fun," Peter sarcastically stated.

"I wouldn't do it if I didn't think it would help. If you're going to save the world though, you need to start with yourself," Twilight trotted over, affectionately placing her hoof on her husband's face. "I'm doing this because I love you, Peter. You do so much to make me and our family happy, I couldn't call myself your wife if I didn't try to mend the scars that plague your heart."

Peter bashfully rubbed his head, "Geez, you really get such a reaction out of me."

Within seconds, the background turned into a peaceful looking valley near some mountains and a large rainbow passing overhead and a city in the distance.

"Such a peaceful looking place," Twilight said.

"Yeah, but how did we get here?" Peter asked.

"Well this is your dream after all," Twilight said, nuzzling next to Peter. "Let's try to enjoy ourselves for a bit."

"Sounds good to me," Peter said, taking his wife in for a kiss.

Nearby, Luna was still present, the mare having not yet left Peter's dreams. She glanced back, feeling a bit jealous that Twilight has the stallion she yearned for herself. She resented her jealousy, knowing she should be happy for Peter and Twilight, but at the same time, it just made her wish she said something sooner.

Without another word, Luna left as the two lovers grew intimately closer, unable to bear much more of this. She simply focused her attention as Princess of the Night, but not without sadness anchoring her heart.

The following morning in Capcom's Base, Sunset, having just finished her breakfast, made her way to the gym. She put on her usual training gear of a black tank top with some black shorts and a red headband before entering the facility.

From what she could see, Jill was present, doing some pull ups, Tifa hitting the punching bag and Ken using the butterfly machine.

Sunset took a moment to see what she could work on. "Alright, I did my back yesterday, I can try my legs again but I feel like I should work on my upper body strength. Should I go with the free weights? Or try the machine?"

"Making decisions?" Came the voice of Leon, the man entering the room alongside Roll.

"Hi Sunset, going to work out again?" Roll asked.

"Sure am, you know me, I work out daily," Sunset said.

"Didn't Ryu say that's not smart?" Leon pointed out. "Your muscles need to rest."

"They can rest when I'm out on a mission, and not working at the gym," Sunset said.

"That doesn't count as rest, unless you're doing something light," Leon said. "Even so, don't overdo it. Even the strongest fighters in this world know to take breaks."

"I'll keep that in mind, but I do need to get stronger," Sunset said. "I want to be able to keep up with all of you."

"I get that, seems like you've really adapted to the Capcom mindset," Leon said. "Just be smart about it. You know we all like you and we're willing to let you grow at your own pace. You've made progress since you started your training. You've even been helpful in missions here, helping Dante slay some demons and helping Chris bring down B.O.W.s is nothing to sneeze at."

"Even so, I feel like I still have a long way to go," Sunset said.

"Hehe, you sound more like one of us every passing day," Roll said.

"She's right. No one ever stops training, Ryu's practically a Master and he still looks for new ways to push himself," Leon said. "It's kind of like a curse for us, we're striving to always be better. For some of us, it's out of desire. For others, it's out of duty. I chose to be a cop, so I want to be better, but given that I had to fight zombies on the first day of work, I had to learn fast."

"So, I should throw myself into extremely dangerous situations and hope my body adapts?" Sunset asked.

Leon and Roll offered a confused glance toward one another.

"Uh, no, that's far off from what I'm trying to explain," Leon said, focusing back on Sunset. "Just stick to what Ryu and the others tell you for now."

"Yeah, I'll do that," Sunset said. "I still want to learn everyone's fighting styles. Ryu's taught me a lot about the Anatsuken, at least the non-lethal parts."

"Try not to get cursed," Leon said.

"Leon!" Roll scolded.

"Don't worry, I do not plan to turn into a demon again," Sunset said.

"Again?" Leon asked. "Oh right, you turned into one before when you first met Spider-Man."

"Not my proudest moment," Sunset admitted. "I can fully understand why Ryu is so worried, especially after transforming the other day."

"That got everyone worried, same with Spider-Man's transformation," Leon said.

"I have to talk to Peter about that," Sunset said. "Fortunately we're heading to the Parker-Sparkle home later today, we can get to the bottom of this."

"With any luck at least," Leon said. "Especially given the impending danger."

"That I'm aware of, that's why I need to be strong," Sunset said. "And why I need to train hard."

"You've been training outside our world too, right?" Roll asked.

"Yes, I've gotten to train in Namco with Paul Phoenix and Marshall Law," Sunset said, recalling some of her time training.

Flashback

"Punch harder!" Paul instructed as Sunset was hitting a punching bag. "Really make that thing feel it!"

"Think of fighting like finding the perfect recipe for your next meal!" Law said. "It takes a lot of trial and error, but worth it in the end as the right style sends your tastebuds into a higher state of existence!"

Sunset unleashed further on the punching bag, generating some magic on her hand, "SHORYUKEN!" She hit it hard to send it flying, the girl wiping some sweat from her head. "How was that?"

"Awesome...but I'm pretty sure that wasn't an actual Shoryuken, you just hit an uppercut and shouted the word," Paul said. "I've been hit by a Shoryken, and that was not it."

"But the enthusiasm is appreciated," Law said.

"Thank you," Sunset said, bowing to her instructors.

"Now...did Chun-Li say anything about payment?" Paul asked.

"...Huh?" Sunset replied.

End Flashback

"Turns out Chun-Li really was offering to pay them, made me really want to work hard so her money was worth it," Sunset said.

"Well everyone needs to make money somehow," Leon said. "Law really wants to open another restaurant, but not many investors trust him since the last time he really got his restaurant going, he got into a fight with some people because they didn't like how his food tasted."

"Paul just likes getting paid, but oddly enough, it's not his main motivation for fighting," Roll said. "Like any martial artist, he just wants to be good."

"Best in the Universe!" Sunset said, mimicking Paul's voice. "Or now, he wants to be Best in the Multiverse."

"That guy sure aims high," Leon said. "You've done a lot of training in your time."

"Sure have, ever since my desire a couple of years ago," Sunset said. “It’s been an interesting few years so to speak.”

Montage

Capcom World: China. Interpol Base.

"Bring all that power to your legs," Chun-Li said, showing off her stance that Sunset attempted to copy. "Focus all your Chi for this one strike!"

Chun-Li effortlessly kicked through a cement wall. Sunset, who was wearing a red Kung Fu uniform, looked on in amazement. "Whoa..."

"Your turn," Chun-Li said.

Sunset sent a kick through a wooden wall, barely breaking through, "Aw..."

"Don't be discouraged, no seed becomes a tree overnight," Chun-Li said. "Try again."

Capcom World: America. California Beach.

"Come on, this is supposed to be a light jog," Ken said, running along the water with a tired Sunset behind him, the girl wearing a black tank top with some shorts.

"We've been running for three hours straight, how is that light?" Sunset asked, the girl wiping some sweat away.

"You can do better, I know you have it in you," Ken said. "Really work those leg muscles, we're almost done with the warm-up."

"Wow, quite a warm up," Sunset said, chuckling to herself, if to hide her worry.

Capcom World: Japan. Suzaku Castle.

"Again!" Ryu instructed as Sunset threw a punch. "Again! But keep your arm straight!"

"Seems easier said than done," Sunset said, trying to keep it so. This time she was wearing a Gi similar to Ryu's, only with a white belt.

"It's about proper posture, work on your stance!" Ryu instructed, demonstration for the girl. "If you lack balance, you lack control!"

"Right, balance, control," Sunset said, trying to do the punch properly.

"Still wobbly, again!" Ryu instructed.

Capcom World: America. Air Force Base.

"Stay crouched, and wait for your moment," Guile instructed, Sunset copying his mannerisms. "Sometimes the best offence is a great defense."

"Yes sir," Sunset said, the girl wearing her black tank top, but with camouflage shorts.

"Wait for your moment and..." A moving punching bag came close as Guile quickly knocked it back with his Flash Kick. "Just like that. Now I wouldn't suggest using the Flash Kick, not yet. Focus on another attack."

"I will," Sunset said.

Guile stood up, "Bring out the next one!"

A punching bag came moving at Sunset, the girl leaping for a knee strike, but got hit with the bag instead. "Ow..."

"That'll happen," Guile said. "Get up and try again."

Capcom World: England. Delta Red Base.

"When fighting, it's good to laser focus on your goals," Cammy instructed. "You need good posture, a little stiff but flexible enough to move."

"Right then," Sunset said, the girl wearing a green one-piece suit similar to Cammy's.

"Lock on! And strike!" Cammy said, gesturing to a dummy.

"Hi-ya!" Sunset rushed to attack but completely missed. "Ow..."

"Shake it off and try again," Cammy instructed.

"Yes ma'am," Sunset said, pulling at her suit. "Hey, this kind of rides up a little, is it necessary?"

"If you want speed, then yes," Cammy said. "Put your shame aside, and keep going."

"Yeah, alright," Sunset said, trying again.

Capcom World: India. Mahajara Palace.

In a room inhabited by elephants, Sunset, dressed in Shakti Yoga gear, was practicing some meditation with Dhalsim, though was bothered by the nearby elephant noises.

"Can't we go somewhere more quiet?" Sunset asked.

"If you wish to truly master Yoga, you must be able to relax your mind no matter where you are," Dhalsim said. "Do not let the outside world cloud your mind. Find peace even in the toughest of situations."

"Alright..." Sunset said, trying again. While the Elephants weren't that bad, their occasional sounds were distracting to her. "Geez, how does Master Dhalsim handle the noise?" Something else occurred to her. "Oh right, will this help me breathe fire?"

"That comes later," Dhalsim said. "Focus, no more distractions."

"Yes sir," Sunset said, trying again. "Wait, how does-"

"Sunset...if you cannot focus, you will not achieve your enlightenment," Dhalsim said.

"Sorry, I just have a lot that I'm thinking about," Sunset said.

"There will be time for that later, but if you can't clear your mind, you will overwhelm yourself," Dhalsim instructed. "I know you can do this, my child. Clear your mind."

"Okay..." Susnet said. She did as told and was coming close to finding that inner peace, but elephant noise knocked her out of it. "This is going to be troubling."

Capcom World: America. BSAA HQ.

"Keep'em coming!" Chris instructed as he brought more targets for Sunset to shoot. This time she had a full army suit and a vest to complete it.

"Chris, when can I try the machine gun?" Sunset asked, firing away with her handgun.

"Later, and this time, don't act like you're some action movie star," Chris said. "Take this seriously."

"I will," Sunset said, firing at the targets. "Oh, what about grenades?"

"Focus!" Chris instructed. "Keep firing!"

Capcom World: Africa. BSAA HQ.

Sunset, now wearing her usual training gear, was sparing with Jill, the woman in her battle suit.

Despite her best efforts, Jill kept taking her down with relative ease. "Come on, I know you're better than that."

"Sorry, you're too quick," Sunset said.

"Then be quicker," Jill ordered.

"Dang Jill," a nearby Carlos said. "Go easy on the poor girl, she's doing her best."

"This is not her best, I know she can do better," Jill said. "Try again, Sunset."

"Yes ma'am," Sunset said, going to attack again, and getting flipped over. "Ow!"

"You got this Sunset! Believe in yourself!" Carlos encouraged, then noticed the nearby Sheva Alomar. "Hey, Sheva, wanna join us?"

"Maybe later," Sheva said, wincing a bit at Jill's training of Sunset. "That's gotta hurt."

Capcom World: America. Devil May Cry Office.

Sunset, now dressed in her tank top and black pants, swung around a sword at Dante's instruction.

"Should I be doing this in here? I don't want to break anything," Sunset said.

"You're fine, don't worry," Dante insisted, the man kicking back and eating some pizza. "It's good to practice in tight spaces, never know when a fight could break out. You want to be ready."

"Good point," Sunset said, swinging the sword some more. She turned to Dante, wiping some sweat off of her. "Hey, any chance you can save some pizza for me?"

"Don't worry, I'm not gonna leave you without any," Dante said. "But only if you put in the work."

"Alright, here we go," Sunset said, trying different moves.

Not only was Dante observing, so were Trish and Lady, both amazed by Sunset's determination.

"Think she's any good?" Lady asked.

"She's still learning, but she has potential," Trish said. "I think she'll do great."

Capcom World: Doctor Light's Lab.

Sunset, dressed in robotic armor, was doing a run and gun test alongside Mega Man.

"This is a basic drill, stay focused and don't lose motivation," Mega Man said.

"Right, of course," Sunset said as she used a blaster to take down some training robots. "Not too bad."

"It'll get harder as time progresses, so don't get too comfortable," Mega Man warned, as he too blasted some robots.

"You got it," Sunset said, blasting more training robots. A bunch more began to come, faster than Sunset could blast. "Rock, what's going on? Is this normal?"

"Yeah, of course," Mega Man said.

Soon a bunch of traps were going off, Sunset had to avoid some lasers and pit falls, the girl getting increasingly worried. "Uh, why is it getting so hard already!?"

"Huh? This is the easy part," Mega Man said.

"How can this be easy!?" Sunset asked, taking the high ground and blasting. "This is very difficult!"

"Man, you're really not going to like the later levels," Mega Man said. "Just wait until we get to the simulations of my prior enemies. I get the feeling you're gonna hate Yellow Devil."

Sunset leapt to safety, landing in front of a simulated Met robot. "You look harmless." She blasted the robot, who ducked into his helmet, the attack deflecting. She tried again, all of the attacks deflecting. Sunset furrowed her brow as she kept firing. "Why won't you die!?"

"Sunset, that's not going to kill it," Mega Man said.

She kept firing, but the attacks kept deflecting. Getting irritated, Sunset began to charge up, really letting the power build in her gun. "Try to dodge this then!"

"Sunset, wait...WAIT!"

"DIE!" Sunset let off a big explosion that destroyed entire simulation, much to Doctor Light's annoyance.

"Auto, please get that cleaned up," Light said.

"Sure thing," Auto said, going to clean the mess.

Capcom World: Scotland. Cave near Castle.

"Uh, why am I wearing this?" Sunset asked, gesturing to a suit that resembled that of Morrigan.

"Because you look cute in that," Morrigan said, the succubus seductively glancing at Sunset. "My, you have such a nice figure, much better than I expected."

"Uh, thanks?" Sunset said, the girl covering up a bit. "Also why are we here? This place is kind of spooky."

"It's just a cave dear, nothing spooky about it," Morrigan said.

Sunset freaked when she thought she heard something, "So like...no monsters?"

"My dear Sunset, no one will take you seriously as a warrior if you let such trivial things get to you," Morrigan said. "A true warrior doesn't get so easily scared. If you sense danger, treat it like you would treat any other danger."

"Right, of course," Sunset said.

"But, if you do get really scared, don't be afraid to come to me," Morrigan said, the woman flying over and affectionately cupping Sunset's face cheeks. "I will take good care of you, and fill you with the most amazing feelings you could possibly imagine."

Sunset's face turned red, the girl immediately taking a step back, "Hey! Are you trying to get me to let my guard down so you can steal my life force or something!?"

"Now what makes you think I'm trying to do that?" Morrigan teased.

"Starting to see why no one wanted me training with you," Sunset said.

"Yet you came, despite the protest," Morrigan said. "And why may I ask did you choose to do that?"

"Because you're strong, and I respect you as a fighter," Sunset said. "If you can make me stronger, I want to take that chance."

"Good on you," Morrigan said. "I can see that strong will in you, it's very admirable."

"Uh, thanks," Sunset said.

"Attractive too," Morrigan added.

"Can you knock it off!?" Sunset shouted. "I'm not in the mood to get laid, not in a place like this anyway."

"So...the location is what's bothering you?" Morrigan asked, flaunting her breasts.

Sunset grumbled in annoyance, "Get out of my head!"

Square World: Aboard the Highwind.

Sunset, wearing her traditional training gear, was seen boxing with Tifa standing nearby and observing.

"Focus on precision over power for now, a few good punches is sometimes better than one powerful punch," Tifa said.

"Right," Sunset said, focusing on one part.

As she trained, Cloud walked by, also observing her skills. "She's getting faster."

"She's got the tenacity, she just needs to focus on balance," Tifa said. "But that comes with practice."

"Well let me know when she's done, she and I have some weightlifting to do," Cloud said. "Plus she wanted to practice with Materia more."

"I won't hold her for too long," Tifa insisted. "Stick around, see her progress."

"Sounds good to me," Cloud said, taking a seat as Sunset continued.

Square World: Wutai Village.

"Try dodging these!" Yuffie said, the ninja girl tossing some fake shuriken.

Sunset, dressed in ninja gear, did her best to dodge, but ultimately failed. "Geez, if those were real, I'd be dead."

"You tend to get frantic when dodging," Yuffie said. "I know it's hard to focus when you think you're going to die, but if you can't maintain a calm composure all the time, then you're going to risk getting hurt. Have the confidence that you can pull it off."

"I'll do my best," Sunset said. "Let's try again."

"One day we can practice with the real thing," Yuffie said, getting some fake kunai. "For now, just do your best with this."

Square World: SeeD Training Facility.

"GAH!" Sunset shouted, the girl wearing a spare SeeD Univorm. She was blasting monsters in the facility. "Squall! How did this Academy get these monsters in the first place!?"

"Don't ask," Squall said. "Just hurry up, Professor Trepe only gave us an hour to use this place."

"If I can even make it that long!" Sunset said, blasting the monsters.

"You've handled worse, stop overreacting," Squall said, sighing to himself. "I told her to train with Zell but no, she wanted to push herself. Now she's acting like she's biting off more than she can chew."

Sunset blasted a monster, the last one in existence. Feeling relieved, she did a quick pose. "Da-da-da-daa-da-dah...Da-da-daaa!"

"Never do that again!" Squall said.

"But Prompto does it, Barret too sometimes," Sunset said.

"They have their own sections of this world, you're in mine," Squall said. "Get ready for the next round."

Namco World: Japan. Mishima Zaibatsu.

Sunset, wearing her usual training gear was sparring with Xiaoyu, and while the former was not as experienced, she held her own against the King of Iron Fist veteran.

"You're doing great, Sunset!" Ling said, throwing a punch that Sunset side stepped.

"Thanks, glad I'm improving," Sunset said, going for a kick.

Xiaoyu backflipped away, going for a blow that Sunset parried.

"You're open!" Sunset tried to attack from behind, but Xiaoyu was quick to fight back, using her Backwards fighting style to hit Sunset with some elbows and kicks. "Whoa!"

"Never assume victory," Xiaoyu said, leaping and hitting Sunset with a kick that knocked her down. "It could lead to your downfall."

"Thanks," Sunset said, standing back on her feet. "Didn't know you could fight backwards."

"It comes in handy, this way I'm well-guarded no matter where my opponent is," Xiaoyu explained. "I can teach it to you, but it's gonna take some time to pick up. It requires an excellent sense of awareness and balance."

"I'm all for it," Sunset said, then noticed Jin making his way into the room. "Hi Jin!"

"Oh, you're here," Jin said, passing by. "Training with Xiaoyu?"

"She's a great trainer," Sunset said.

"You should join us, teach her that Mishima-Kazama hybrid style of yours," Xiaoyu said.

"Maybe later," Jin said, heading toward a practice dummy. "I have some working out to do. Feel free to keep sparring, just leave me out of it."

"Wait, how about I spar with you instead?" Sunset asked.

"You're not ready for me," Jin said, striking the dummy with an electric punch. "Maybe if you improve, but that can be a long way from now."

Sunset furrowed her brow as Xiaoyu gestured her away. "Come on, let's keep fighting."

"Sure thing," Sunset said.

Namco World: Sea Horse Hotel.

Sunset, dressed in Brazilian type gear, was seeing practicing Capoeira with Christie Monteiro near the Electric Fountain.

"This feels a bit like dancing," Sunset said, practicing the moves.

"It is in a way, fighting and dancing both involve proper rhythm," Christie said, throwing a kick. "From what I've heard, Equestrians love music."

"Yeah, I was actually in a band, sort of," Sunset said, trying her own attack. "This feels kind of natural."

"It should be," Christie said, showing off more. "You're doing great by the way, soon you might be ready to train with Eddy."

"Awesome, I look forward to that," Sunset said.

Namco World: Iselia Forest.

Sunset, dressed in a mage cloak and hat, was trying out a Kendama under the instruction of Genis Sage.

"Focus your magic on this one item, then unleash it on your enemies," Genis said. "It might take some time, some spells are complicated but worth it. Soon you will be able to do those spells much faster."

"Sure, sounds great," Sunset said, trying to focus her magic. "Fireball!" A small fire came out, much to Sunset's annoyance. "Oh come on!"

"You'll get there, at least you can use your mana well, that's better than most people," Genis said.

"This magic's different than what I'm used to," Sunset said. "Is this Elven magic?"

"Yeah, around here elves do most of the magic," Genis said. "Humans can do it too, but they usually need to have some elven ancestry or something, or gifted Elven magic, like the Chosen."

"Funny that's how it works here, guess magic has all types of rules," Sunset said.

"Of course, even Unicorn magic is different than what an elf can do," Genis said. "But I know humans can do magic in other realms without elven stuff. Like Rita Mordio."

"Speaking of Rita, I gotta get to Aspio soon, she's got some magic spells to teach me," Sunset said.

"She should be coming soon," Genis said, just as a portal began opening. "Oh, that might be her."

Indeed Rita had come through thanks to a Rheaird, "Wow these things are handy, glad we figured out how to amplify their power to traverse more dimensions."

"Hey Rita, I'm just about done training with Genis," Sunset said.

"It's no rush, I came by early because I needed a break," Rita said. "Some of the mages were annoying me. I couldn't even get alone time in my home with everyone knocking on my door and asking for advice. I kind of miss the days where they didn't want to be near me."

"Well you did help save your world, so you're kind of a celebrity," Genis said. "I've gotten attention too, not all of it good due to my Elven Ancestry, but most people are just grateful."

"Why don't you stay here for our training then?" Sunset asked.

"Sure, this is a peaceful forest anyway," Rita said. "Doesn't a friend of yours live around here, Genis?"

"Yeah, Lloyd's not home right now but his house isn't too far away," Genis said.

"Lloyd uses two swords, right?" Sunset asked. "Is it difficult for him?"

"Probably was at first, but he's not bad considering he was self-taught for a long time," Genis said. "He got better thanks to a mercenary we met years ago."

"Being self-taught can be rewarding," Sunset said. "But having friends makes it better."

"I wholeheartedly agree," Genis said.

"Same, but I won't say it out loud, it's a bit embarrassing," Rita said, opening her book. "Alright, let's get to it."

SNK World: America. South Town Village.

Sunset, dressed in her typical training gear, was practicing some moves from her three spectators. From Terry Bogard, she was learning his street brawling style. From Andy Bogard, she was learning his Koppoken Karate. From Joe Higashi, she was learning his Muy Thai.

Sunset was currently practicing Terry's moves, mimicking the mannerisms of his Buster Wolf, only without the fire.

"Alright, try Andy's style next," Terry instructed.

"Yes sir!" Sunset said.

"You don't gotta call me 'Sir'," Terry said. "Keep it casual with me."

"Let's not make it too casual, we're training her after all," Andy said. "Sunset Shimmer, do the moves I taught you."

"You got it," Sunset said, practicing Andy's moves. "Gotta say, this feels kind of natural for me."

"I should hope so, I learned this style of martial arts since I wasn't as muscular as my brother here, so I had to make use of my limitations, and turn it into strength," Andy said. "Koppoken is good for those with smaller statures."

"So I don't have to worry about bulking up then?" Sunset asked.

"Well...don't take this the wrong way but...bulking up may not work for you," Terry said. "Since you're a woman and all."

"...I know you meant no offence but I would like a little elaboration just so I understand why," Sunset said.

"Women aren't meant to be overly muscular, it's not good for their body," Andy said. "You can have muscles of course, but don't try to copy my brother's physique."

"That makes sense, even She-Hulk isn't as muscular as The Hulk," Sunset said.

"I hate to say it, but genetically, men are stronger than women," Terry said. "There's exceptions to the rules but you need to understand that if you want to improve yourself."

"You can totally fight a man though ,you just have to know how," Joe said. "Everyone has strengths and weaknesses, use your strength to fight their weakness."

Sunset threw a powerful punch, "So how do I do that?"

"No matter how strong a person is, the moment that person lets his or her guard down, that person is subject to a critical strike," Andy said.

"Be smart when fighting," Joe said. "You're an intelligent woman, you can definitely pull it off."

"Nothing you can't do," Terry said.

"Thanks boys, I appreciate what you're doing for me," Sunset said.

"Any time," Terry said.

After a few drills, it was time for Sunset to practice her Muy Thai. "Hey Joe, is it possible to learn wind techniques too?"

"Maybe, focus on the basics right now," Joe said. "I'll teach you wind later."

"Sure," Sunset said, practicing more.

Sega World: Japan. Yuki Budokan Dojo.

Sunset, dressed in a Gi, focused hard on a training dummy under the guidance of Akira Yuki.

"Know your enemy's weak points, and fight hard!" Akira instructed.

"Yes sensei," Sunset said, hitting harder and harder strikes.

"After this, you will be sparring with Sarah," Akira said, gesturing to the woman in question. "She will not be an easy opponent."

"I'll try not to hurt you," Sarah insisted.

"...That sounds a bit patronizing," Sunset said.

"Just focus," Akira said, allowing Sunset to continue.

Sega World. South Island. Green Hill.

Sunset, wearing her usual street clothes, was holding a Blue Chaos Emerald, trying to focus her attention on it's magic. Despite her attempts, she could not bring out it's potential, and nearly injured herself when the Emerald zapped her.

"Whoa, you okay Sunset?" Sonic asked, the hedgehog joined by Amy, Tails, Knuckles and Cream.

"Yeah, I'm fine," Sunset said. "This is just proving to be more difficult than I anticipated."

"Don't push yourself too hard, those Emeralds are a bit tricky to figure out," Sonic said.

"But they do lead to some pretty amazing things to discover," Tails said. "Each Emerald even has it's own gift."

"Really do want to figure it out," Sunset said. "But, my magic is based on Harmony. That's the opposite of Chaos, which is considered a bad thing in my world."

"Not all Chaos is bad," Amy said.

"Chaos is Power enriched by the heart," Knuckles said. "If your heart is pure, the Chaos will be too."

"That's a bit unusual to hear, but different worlds have different rules," Sunset said. "But if I can't pull this off, does that mean I'm not pure?"

"Don't say that, you're plenty pure," Sonic said.

"Thanks, but it sounds like you're just trying to be nice," Sunset said.

"That doesn't make it any less true, Miss Sunset," Cream said.

"You're learning something new, go easy on yourself," Amy said.

"We're here to help," Tails encouraged.

"Thanks, you're a friendly bunch," Sunset said.

"Hey, why don't we try sparring a bit, I know you want to get physically strong," Knuckles said.

"Oh totally," Sunset said, taking her jacket off and getting into a stance. "So, you're up first Knuckles?"

"Sounds good to me," Knuckles said, slamming his fists together.

"Try to go easy on her," Amy said.

"Don't worry, I got this," Knuckles said, generating some electric power. "SHIFT ROCK!"

Knuckles moved too fast for Sunset to catch and caught her with a punch that sent her flying, a scene that startled Knuckles and his friend.

"KNUCKLES!" Amy scolded, much to Knuckles's embarrassment.

"Sorry, I took it too far, didn't I?" Knuckles said.

"Smooth move, Knucklehead," Sonic scolded, much to Knuckles's annoyance.

Dragon World: Mount Paozu.

Sunset was currently assisting Goku and Piccolo by using precision to punch some cabbages into a crate. Sunset had a harder time than the other two.

"Goku, I don't think I'm doing this right," Sunset said.

"Don't worry about doing it correctly right away, just focus on your technique," Goku instructed.

"She's got talent, that's for sure," Piccolo said. "But she also seems too hard on herself."

"Yeah, she wants to be great right now, and I understand that, I respect it too," Goku said. "But if she's too impatient, she's going to slip up."

"Hopefully she doesn't end up with a chip on her shoulder like Vegeta has," Piccolo said. "I can sense the pride in her voice at times."

"Pride's not a terrible thing, so long as we remind her to maintain some humility," Goku said. "But I don't think any of us can talk. We've both had our moments after all."

"Yeah, even Gohan has had a few himself," Piccolo said. "But I can also tell she has a passion for getting strong, that's something I'd definitely want to nurture."

"In time, she'll be the strongest in her world," Goku said. "I can promise that."

Marvel World: New York. Sanctum Sanctorum.

"Keep circling your finger," Strange instructed to Sunset, the girl wearing a Sorcerer’s Training Robe. "Imagine where you want to go."

"Why am I doing this exactly? I know how to open portals," Sunset said.

"Yes, recklessly at points," Strange said. "This allows for better control."

"Ugh...I was hoping you'd teach me to use the Eye of Agamotto or something," Sunset said. "Or teach me stuff from the Book of Vishanti."

"That impatience you're showing is why I'm starting you from the basics," Strange said. "Don't make the same mistake with me that you made with Celestia, I will not be as nice as she was."

"Alright fine," Sunset said, trying again. "I get the feeling he just doesn't take me seriously. Everyone else I trained with was tough, but they respected that I could handle it at least."

"I heard that," Strange telepathically communicated, freaking Sunset out.

"Hey! No mind reading!" Sunset said.

"Then focus," Strange ordered as Sunset continued.

End Montage.

As Sunset thought to herself, Leon was waving his hand in front of her face. "Sunset!"

"Huh?" Sunset snapped out of it.

"Finally, you zoned out for like five minutes," Leon said. "Felicia just passed by looking worried about you."

"I thought Leon said something stupid to you!" Felicia called from the treadmill.

"Hey!" Leon said.

"No offense, but you do tend to run your mouth," Felicia said.

Leon turned to Roll, "Do I really do that?"

"Well, you do say dumb one-liners sometimes because you want to sound cool," Roll said.

"Who asked you?" Leon said, then focused back on Sunset. "Just keep doing what you're doing, and you'll be fine."

"Yeah, I will," Sunset said.

"By the way...have you learned anything about the Changelings?" Leon asked. "Like, are they still a threat? Does Equestria have anything to worry about?"

"Aside from the ones Chrysalis still leads, they're mostly fine in Equestria," Sunset said.

"Okay...it's just that, you know, after the other day at the Tournament," Leon said. "I just wanted to be sure that-"

"It's fine, if anything pops up, Twilight will say something," Sunset said. "Now, I'm gonna hit the weights."

"Sure," Leon said as Sunset approached a bench press machine. Leon then noticed Roll was glaring. "What is it?"

"Still think your little stunt from a few years ago was worth it?" Roll asked.

"Chrysalis was about to attack, and after seeing what Sweetie Belle had to go through, I did not want to risk it affecting Equestria any more than it needed to," Leon said.

"You still overreacted, just because they were gonna cause problems in the future doesn't mean you needed to not give them a chance in the present," Roll said.

"I know what I saw, if I did nothing, Spider-Man, his friends and his family would be dead," Leon said. "Seems like Chrysalis is still going to be trouble, I need to go to Equestria to finish what I started. Then I can report to Sweetie Belle that at least one timeline won't suffer."

Roll sighed in concern, "I hope you know what you're doing."

Leon chuckled to himself. "I hope so too. I also hope I really don't need to worry about those Changelings. Especially Ocellus."

"Roll! Leon!" Came Sakura's voice as she entered the gym. "Sorry I'm late, I ran into that Spartan guy and his son. Did you know he has a friend that's a talking head?"

"I think everyone knows about Mimir," Leon said. "That guy really runs his mouth."

"Like you?" Roll said.

"Put a cork in it," Leon said.

"Also, I ran into Viper as well, according to her, Madame Web is taking us to Equestria in like an hour," Sakura said.

"Alright, thanks for the update," Leon said. "Come on, we got some of our own training to do."

"Sweet, let's hit the weights!" Sakura said, the three heading to their workout.

In Equestria a bit later, Twilight had invited all her Element Friends over, all of whom had brought their husbands.

In addition, Laura, Lightning Dust, Thunderlane, The Crusaders, Rumble, his entire squad, Autumn Blaze and Scott Lang were there. MJ, Harry and Flash were present as well, and while Harry wanted to be elsewhere, he sucked it up and endured. The rest of the Fantastic Four were there, along with Franklin, alongside Shining Armor, Cadance and Flurry Heart, with their Crystaller Sunburst.

Luster Dawn also came by, not for official business, but to see Mayday.

To Peter's surprise, Kitty Pride, Kurt and Matt were present as well. "Whoa, I can understand Kitty and Kurt since they visit from time to time, but Matt?"

"Twilight called, she said you needed some assistance, both physical and personal," Matt said.

"Well this is gonna be embarrassing," Peter said.

Mayday, Trixie, Starlight, Spike, Janet, Hope, Benjy and Aunt May of course were present, amazed by the turn out.

"I can't believe so many ponies fit in here," Mayday said.

"Well according to Twilight, Pinkie Pie threw a party for her on her first day in Ponyville, and invited the entire town," Starlight said. "Given that this house got expanded since then, I guess this place isn't too crowded."

"I don't think I like seeing so many ponies, but on the bright side, it's ponies I know," Mayday said.

"Don't worry Mayday," Franklin said, getting her attention, along with Flurry Heart and Luster Dawn. "We'll stay in your room."

"Sounds good to me," Mayday said.

Franklin gave Mayday a quick kiss on the cheek, "Good to see you today, though."

"Aw, you too," Mayday said, blushing a bit. She then saw Flurry and Luster Dawn awing at that. "What? It's just a kiss on the cheek."

"Yeah, and it's cute," Flurry said.

"Whatever, let's just go," Mayday said, the girl quickly trotting away.

"Aw, she's cute when she's embarrassed," Luster Dawn said, following her with Flurry and Franklin right behind her.

"Man, this place is gonna get packed once Capcom shows up," Peter said. "Same with Gwen and those spiders."

"Don't worry, I talked things over with Madame Web," Twilight said. "She has an idea."

"Alright good," Peter said.

"First thing's first, you have some explaining to do," Twilight said.

"In front of everyone?" Peter asked. "Isn't this a bit much?"

"Peter, I know it's embarrassing but...it's important that everyone knows what's happening with you," Twilight said. "I thought about bringing Luna, but when I contacted Celestia about it, she said Luna was asleep."

"Makes sense," Peter said.

"Celestia herself will be here later with Steve Rogers and a few others," Twilight said. "Right now it's just everyone here."

"What do you mean 'just'?" Peter said.

"You know what I mean," Twilight said. "Now go on, get on with it."

"...This is gonna be so embarrassing," Peter said, then got the attention of everyone present. "Hey, how's it going?"

"Going good, Peter," Johnny said.

"Awesome, now it looks like all of you are here for some villain stuff, correct?" Peter asked. "That's what you came here for?"

"Yeah, Twilight said that's part of it," Wade said.

"She also said you had something to get off your chest," Fluttershy said. "Something that's been bothering you."

"We think we know what it is too," Bobby said. "It's those naysayers right? Or as we say in Equestira, Neigh-Sayers!"

"Bobby, please never do that again," Janet said.

"Oh come on, I heard Trixie say it once," Bobby said.

"Well I am a pony, it sounds natural when I do it," Trixie said.

"Bogus explanation!" Bobby said.

"Well, you're close it is the naysayers," Peter said, the hero feeling awkward. "Sorry, I don't think I'm ready for this."

"It's fine, Peter, I didn't expect it to be easy, so I figured we all could make it easy for you," Twilight said, then got everyone's attention. "As a lot of you may know, Peter's life hasn't been exactly easy."

"Understatement of the century," Johnny said.

"He's dealt with a lot of hardships but he does his best to press on, because he wants to be strong," Twilight said. "Not just for the people he protects, but those he calls his friends. Peter doesn't want you to worry about him, but I think it's safe to say that, we all worry anyway."

"Oh yeah," Wade said.

"All the time," Janet added.

"Ah think about it a lot," Applejack said.

"Me too," Apple Bloom agreed.

"Peter has a lot of pent up frustration, I figured it would be important if he could tell us how he was feeling, but it might help if some of you shared your emotions," Twilight said.

"Oh! I'll go first!" Autumn Blaze said, clearing her throat. "Peter, as you know, we Kirin once had a terrible curse placed on us. None of us could talk because well, we didn't want to hurt each other's feelings. That led to us bottling everything up, and honestly, that's just not healthy is it."

"Of course not," Peter said.

"I still remember when we first met, by pure luck," Autumn Blaze said.

A Few Years Ago.

Peter while on a trip with his friends, came across Kirin Grove. Twilight was fascinated with the new culture while the rest of her friends went to mingle, but quickly realized no one was talking.

Applejack and Fluttershy took some initiative to find a cure while explored the village and the others tried non verbal ways to communicate.

"So, this whole town is cursed into silence?" Peter asked, the stallion sitting with Autumn Blaze near a waterfall."

"Yeah, one bad argument and everyone thought it'd be better to just not say anything," Autumn Blaze said. "Personally, I hated the silence. Fortunately I stumbled on a bed of Foal's Breath flowers and it turned out they could restore the ability to speak. I made myself some and boom, instant talking."

"Oh, so you have a cure?" Peter asked.

"Yeah, but no one else wants it," Autumn Blaze said. "What's the point of being able to talk if no one wants to talk to you back?"

"I can almost understand," Peter said. "I'm normally shy so talking is not my strong suit."

"You? You don't seem shy," Autumn Blaze said.

"I endure it," Peter explained.

"Endure? Oh no, am I making things bad for you?" Autumn Blaze asked. "I'm not making you awkward, am I?"

"No, you're good, I'm talking to you because I want to," Peter said. "Shy as I can be, if I know you're a nice person, I don't mind getting to know you. And I can tell you're a great person to be around, or rather, great Kirin, Autum Blaze."

"Aw, you're sweet," Autumn Blaze said, the girl blushing a bit.

"But I can understand why harsh words can be bad, sometimes when you're angry, you say things you don't mean, and you want nothing more than to take them back," Peter said. "I once said something terrible to someone, and not a day goes by that I wish I could take it back."

"I'm sorry to hear, did this someone you mentioned move away?" Autumn Blaze asked.

"Sort of," Peter said, not wanting to go into detail. "But even so, that taught me something. Not saying stuff is never a good idea, because all that frustration will bottle up and explode. It's alright to tell someone if you're feeling angry, or sad, or scared. If that person is your friend, then that person will understand."

"So...it's alright to be angry then?" Autumn Blaze asked.

"Of course, just don't hurt someone with that anger," Peter said. "I'm not saying it will be easy, but I think it's better than pretending the problem doesn't exist at all."

"Yeah, you're absolutely right! I want to tell that to the other Kirin, but they just don't want to listen to reason!" Autumn Blaze said, the girl getting frustrated. "Ugh, it really ticks me off that they're all so stubborn about it, it makes me wanna...wanna..." For a brief second, Autumn turned into a Nirik and shouted in frustration. "Whoa...that just came out."

"Do you feel better?" Peter asked.

"A little," Autumn Blaze said. "Glad you're not scared, the whole Nirik thing can be freaky, especially to outsiders."

"Oh so that's what that was," Peter said. "Seems like you have a lot of power in that form, just use it responsibly."

"I will," Autumn Blaze said. "So, think you can help me?"

"It won't be easy, but with my friends around, I think we can pull it off," Peter said.

"Yeah, let's do it!" Autumn Blaze said. "Oh, and Peter?"

"Yeah?" Peter asked.

"Thanks for talking with me, it's been so long since I had a real conversation," Autumn Blaze said.

"Sure, you got it," Peter replied. "You should come by Ponyville some time, a lot of friendly ponies live there. Plus I'd love for you to meet my daughter."

"Aw, you have a daughter?" Autumn Blaze asked.

"Totally, here's a picture," Peter said, pulling one out and showing the Kirin girl.

"Oh...my...goodness!" Autumn Blaze said, awing at the picture. "Your daughter is so CUTE!"

"Gets it from her mom," Peter said. "Speaking of mom, let's go meet up with Twilight."

"Lead the way," Autumn Blaze said, following Peter.

Present Day

"You really helped us that day, and I greatly appreciate that. The Kirin are indebted to you and your friends," Autumn Blaze said. "Being able to talk to you is always a treat, Peter. Something about you just makes me feel so...at ease. Like, I can be vulnerable around you."

"Happy to help," Peter said.

"Geez, Twilight's gonna hate me for saying this, but I wish I met you so much sooner," Autumn Blaze said, blushing a bit. "I would have totally asked you on a date."

"And there it is," Johnny said, a snarky grin on his face.

"Wow...I'm flattered," Peter said.

"Yes, real nice," Twilight said, a little annoyed. "But thanks for sharing Autumn. Anyone else?"

"I would like to," Ocellus said, getting Peter's attention. "Peter, I don't think I tell you enough how much I appreciate you."

"Uh, you tell me plenty," Peter said.

"I mean it, you saved my life," Ocellus said. "If you hadn't done the treaty, I'd still be an evil Changeling."

"I think you would have been fine without me, I just sped things along," Peter said.

"Don't discredit yourself," Ocellus said. "I owe you my life, and I will stand by you always. You're my hero, and my friend."

"Geez, you flatter me too much," Peter said, bashfully rubbing his head.

"She's not off," Smolder said. "You do a lot for others, not everyone appreciates it, which sucks. Most dragons won't admit that you're cool, but I'm not most dragons. I know you're a cool dude."

"That goes for me too," Gabby said. "Aside from Gilda, I don't think most Griffons appreciate the hero you are, or your friends. But I can see clear as day that you're a great guy to be around. I just hope that me and Gilda can help make the others understand."

"I'm not looking to be popular or anything," Peter said. "I just want to do my share."

"I can relate to Gabby and Smolder," Silverstream said. "I know the Accords didn't leave the best mark on us, my aunt regrets working with Tony Stark. But I know a bunch of Hippogriffs, myself included, see value in you Peter. Your friends too of course, but Rumble being in Mount Aris as long as he has always talks you up specifically."

"Uh yeah, I tend to brag about you," Rumble said. "Might have annoyed a few Hippogriffs but everyone deserves to know how awesome you are."

"You got quite a 'Griff for Gab' then," Peter said, nervously laughing right afterwards.

"Ha, I get it," Silverstream said. "I love your sense of humor."

"Wow, really?" Bobby asked, earning a glare from Peter.

"Point is, I think you're great, and I think heroes are great," Silverstream said. "My aunt's too proud to really credit Doctor Strange for fighting off The Storm King years ago, but I know deep down, she sees value in you heroes. We in Mount Aris respect heroes. But I personally respect you, Peter."

"Thanks Silverstream, always happy to see your smile," Peter said.

Silverstream turned away to hide her blush, "Oh wow, didn't expect the flattery. Thank you."

"Are you actually embarrassed? Since when is that an emotion for you?" Rumble teased.

"It can happen," Silverstream said.

"Peter," Applejack said. "You know me, and ah know you. We both feel regret fer things that happened. But that should not linger within us. Whatever's bothering you, don't be afraid to be Honest about it. Yer in good company."

"Yeah, we want you to be happy too," Apple Bloom said. "If anyone deserves it, it's the guy who risks his life no questions asked."

"If anything I did to you in High School messed with you, then I'm sorry," Flash said. "I know I said you kind of earned some of it, but I didn't want to go too far. Maybe I should have handled things better myself."

"It's fine, if I was a jerk then I guess I deserved the comeuppance," Peter said.

"Thing is, we all knew you were nicer than you acted, and we're glad you're this super nice guy that everyone respects," Flash said.

"We're happy for you, Tiger," MJ said. "You did well for a kid from Queens. You achieved the grand heights even your teachers believed you could."

"Probably different than they expected too," Peter said.

"Peter," Thunderlane said. "I know things have gotten better between us, but I still feel like trash for what I put you through myself. I should not have let myself get jealous. I could make the excuse that I was grieving the death of my parents, but that's no reason to be a jerk to someone. Just because I was hurting, doesn't mean I should make others hurt."

"I know that anger and rage all too well," Peter said.

"Still, I know I goofed, and probably set a bad example for my brother," Thunderlane said, gesturing to Rumble. "I know he had troubles himself."

"Yeah, if anyone knows about screw ups, it's me," Rumble said. "I got jealous of Sandbar and his friends, and I felt a sense of entitlement too."

"That was Martin Li's exposure though," Peter said.

"I've been told but my emotions were still there," Rumble said. "It took me getting Apple Bloom pregnant to put all that aside."

"Parenthood will do that for you," Peter said.

"Oh totally, Felicity being born was the best thing that could have happened to me," Thunderlane said. "I say that all the time but it's true each time."

"Both you brothers got blessed with children when you needed it most," Silverstream said.

"Well, at least Rumble's still with his baby's birth mother," Thunderlane said.

"Happily married too," Rumble bragged, getting a kiss on the cheek from his wife.

"Same here, Sugar Pie," Apple Bloom said.

"But I got someone better than Felicia," Thunderlane said, placing his arm around Lightning Dust.

"Damn right you do," Lightning Dust said, kissing Thunderane before turning to the spider hero. "Peter, I've goofed up too. I still regret teaming with Vega and Shocker. If I can get past that, you can get past your mistakes."

"Same here," Trixie said. "I admit, even I made mistakes. But good friends help you through them."

"I literally teamed with Loki, I still regret it," Starlight said. "Some nights, I even have terrible dreams about it, including hearing Discord's voice. It's torture."

This caused an awkward silence in the room, all eyes on the mare.

"Uh...Starlight?" Sunburst said, getting her attention. "Are you feeling alright?"

"Hm? Oh no, I'm fine," Starlight said. "This is about Peter, not me."

"...I relate to you on the dream thing," Peter said. "I still have nightmares about terrible stuff that's happened."

"You do?" Johnny asked.

"What kind?" Rainbow Dash asked. "Is it one thing, or many?"

"Many," Peter said. "Sometimes it's about my Uncle Ben's death. Sometimes it's about losing Gwen. Sometimes it's Venom, sometimes it's The Green Goblin, that Dystopian Future, my friends from Earth. It's also about Cozy Glow and how I wished I could help her."

"Gee, sorry my dad's appearing in your nightmares," Harry sarcastically commented.

"Harry, not now!" MJ scolded.

"Come on man, he feels bad enough already, don't add to it," Flash scolded.

"That Dystopian Future, it's the one a lot of us died in, right?" Rainbow Dash asked. "Including me?"

"I hated not being able to save you, I felt like I led you to your deaths," Peter said.

"Hey, don't blame yourself for that," Rainbow Dash said. "Me personally, I wouldn't want you feeling sorry for me. If we won, then it's worth giving my life."

"Same here," Applejack said.

"And Peter, I don't know what happened with me, but I don't hate you," MJ said.

"Even though I pretty much abandoned Earth?" Peter asked.

"You started a new life with a great family, you should be happy, not guilty," MJ said.

"Exactly, don't burden yourself," Logan said. "But if I had to say Peter, it sounds like you have Post Traumatic Stress Disorder."

"Whoa, that's a big one," Wade said.

"I honestly felt the same, Peter is suffering the signs of PTSD," Twilight said.

"Didn't think you'd get saddled with that, Spidey," Laura said. "You usually seem so happy."

"It could be a coping mechanism," Logan said. "Everyone deals with it differently. Me, I used beer for a while. Thankfully I have Fluttershy now to ease my worries."

"How much of Logan's past do you know, Fluttershy?" Bobby asked.

"Plenty, Logan's told me a lot," Fluttershy said. "I know it wasn't easy but I really wanted to share his burden so he could heal."

"Sucks that the internal wounds are the one thing that my healing factor has no effect on," Logan said. "But Peter, I hope you know that it's alright to share those burdens. You're young, you have a good life ahead of you. Don't let this shit ruin things for ya."

"Bro, you should have told us a lot of this sooner," Johnny said. "Look, I got some emotional baggage myself. I still feel bothered by what happened to my mother when I was a kid, then everything with my dad. That kind of stuff can get to ya."

"I've had a crappy childhood myself," Wade said.

"Same," Matt replied. "Peter, you know that I have had my share of trauma. Losing my mother, losing my father, going blind. Even with God's guidance, I struggled in my life. One reason I kept going is because, well...you were there. If not for you...if not for all of your kindness, I might have just ended my own suffering."

Silverstream seemed bothered, "I don't like that tone of his. What did he mean?"

"He was gonna take his own life," Johnny said. "Peter's friendship stopped him from doing that."

"Oh my..." Fluttershy said.

"That's...a lot heavier than I was expecting," Rainbow Dash said.

"Matt...I don't know what you saw in me as a person, but I'm glad I was able to be able to prevent you from making a mistake like that," Peter said.

"Everyone can see you for the great person you are, even a blind man like me," Matt said. "You have worth too, Peter. You have a lovely wife, and two great kids."

"God loves all of his children," Kurt said. "You, Peter, are no exception. You suffer, yes, but sometimes, we all must suffer. Is it fair? No, it is not. But sometimes, that's when faith must come in, to know that God has a reason for doing this."

"Kurt, I believe in God, but I can't call myself the spiritual type," Peter said.

"You do not have to be, I am not asking you to turn to prayer when you're suffering," Kurt said. "I believe people should but that is only my opinion. You must find your own way to achieve your inner strength. God has a plan for you, Peter. You do not have to ask him, you do not have to pray to him, you just have to trust him."

"I'll do my best," Peter said. "But skipping Church on Sundays for as long as I have, it might tick God off."

"Peter, he is not petty like that," Kurt scolded. "Given all the good in the world you do, I think that's enough for God to know you're a good person. Your kindness to others is more than enough."

"Plus, this is Equestira, Christianity is a rare thing here, so it's not like there was a Church to go to anyway," Matt said. "Well, a Church for God, there's probably plenty for Celestia."

"Didn't expect to hear the preaching," Johnny said.

"What do you expect, it's Kurt, he loves preaching," Bobby said, much to Kurt's annoyance.

"Bobby!" Rarity scolded.

"I suppose I do preach a lot; I hope I am not offending," Kurt said.

"You're not, you're in tune with your religion and you do it in a respectful way," Twilight said. "I appreciate the kindness that emanates from your religion."

"Thank you, but kindness is not limited to Christianity," Kurt said. "It’s something anyone with common sense should strive for."

"Too bad Common Sense is so rare," Wade said.

"Why do you keep saying that?" Trixie asked.

"Because it's true!" Wade said. "Common sense says the ponies in this town shouldn't disrespect the heroes who save them, but they do it anyway. Especially towards Peter."

"Don't let it get to you, Wade," Peter said. "That goes for all of you. I appreciate you standing up for me, but some of you seemed aggressive about it. Please, under no circumstance do I want you to bully anyone, not even Gallus."

"But he's so freaking annoying," Johnny said.

"Even so, Be Better," Peter said.

"He's right, we're heroes after all," Remy said. "We have to set an example."

"Yeah, you're not wrong," Johnny said. "Still gonna take some adjusting."

"Same here," Janet said.

"Just do your best," Peter said.

Cadance took a moment to approach her brother-in-law, “Peter, I’m sorry you’re struggling. If there’s anything me or Shining Armor can do, name it.”

“Yeah,” Shining Armor said. “You may be annoying at times, but you’re still family.”

“Thanks, but I’ll be fine,” Peter said.

“Don’t just say you’ll be fine, actively make sure,” Logan said. “PTSD is not so easily brushed aside. Please Peter, don’t be like me. Let people in. Everyone here cares about you after all.”

“He’s right,” Pinkie said. “If you’re not happy, then we’re not happy. Your happiness matters too.”

“I appreciate the kindness, thanks,” Peter said.

“Peter,” Aunt May said, getting his attention. “I hope you finally see how much you mean to everyone. Don’t let what happened to Ben get to you. He loved you Peter, you were a son to him. He would be happy to see the man you are now.”

“Kind of weird to say since I’m a pony,” Peter joked.

“It’s all relative dear,” Aunt May said. “Like Logan said, please let us in.”

“I’ll try,” Peter said.

"Hey, Peter?" Sweetie Belle said, getting his attention. "Serum here has something to say."

"Serum?" Peter asked, then saw that Sweetie Belle's symbiote grew a head. "Whoa."

"I named him Serum...or them? Can't tell if this is one or many," Sweetie Belle said.

"We Klyntar usually use the plural since we are many formed into one," Serum said. "But for convenience's sake, you may address us with the singular since we are one entity together."

"That's cool, but why 'Serum'?" Peter asked.

"Venom sounded kind of mean, and a serum is what is used to cure venom," Sweetie Belle said. "So together, me and my suit make a Serum. We're going to cure the world, not poison it."

"Wow, that's clever," Peter said. "So, um, Serum...what did you want to say?"

"First off, we still have memories of you, we were part of Eddie Brock's suit after all," Serum said. "Thus, we remember when you rejected us."

"Hey, you nearly made me kill someone," Peter said.

"It was your desire, was it not?" Serum asked.

"...Even if it was, it doesn't make it the right thing to do," Peter said. "But...I was angry, so I am sorry if I confused you."

"It is fine, Sweetie Belle has told stories about you, and it seems like you really are a good person," Serum said. "We cannot fully forgive you yet, we still require time. But we will be making an effort."

"See, Serum's not so bad, he just needed a friend," Sweetie Belle said. "Of course, he should have communicated better."

"Guess both of us suck at communicating," Peter said. "Thanks Sweetie Belle, you too Serum."

"You are welcome," Serum said.

"I trust this means you're even more okay with the suit?" Sweetie Belle asked.

"As long as it keeps you safe," Peter said. "Serum, you'll protect Sweetie Belle, won't you?"

"Of course, she is our host," Serum said. "She is like a mother."

"Whoa, that's a big responsibility," Sweetie Belle said. "I'm not even married."

"Yes, you are correct," Serum said. "And that boy you liked married your best friend, I know how bitter that must make you."

"Serum! Don't say that out loud!" Sweetie Belle said, nervously glancing at Apple Bloom.

"Bitter?" Apple Bloom asked.

"He's joking," Sweetie Belle nervously insisted. "Besides, Serum, I'm moving on, remember?"

"Oh yeah, to that orange colt with the blue hair," Serum said. "You find him sexually attractive."

"Serum! A word!" Sweetie Belle shouted, stomping out the front door. "Serum, what the hell was that about, don't just-"

"Who are they?" Serum asked.

"They who?" Sweetie Belle turned to spot Gallus, Yona and Garble near the window.

"Uh...we totally weren't spying on Peter's meeting if that's what you were gonna ask," Gallus said.

"...GALLUS!" Sweetie Belle shouted.

"Gallus!?" Laura poked her head out the door along with Lightning Dust. "YOU!"

"Quick! Evasive maneuver 54321!" Gallus said.

"Huh?" Garble asked.

"Just run!" Gallus said as Sweetie Belle, Laura and Lightning Dust chased him and his friends away.

"Sweetie Belle! Laura! Lighting Dust! Wait!" Peter called. "Please don't hurt them! Use your words!"

"I'm gonna make you bleed!" Laura shouted.

"Not what I meant!" Peter said as he, Logan, Bobby, Silverstream, Smolder and Thunderlane went to calm the situation.

At the Capcom Base, all the main warriors were gathered together while Chun-Li spoke with Madame Web.

"Are you ready to bring us to Equestria?" Chun-Li asked.

"Yes," Julia said, focusing on the others. "Is everyone here ready?"

"We are," Ryu said, alongside his friends.

Chris, Dante, Trish, Spencer, Hiyru, Viper, Morrigan, Felicia, Viewtiful Joe, Mega Man, Roll, Ken, Sakura, Leon, Jill, Volnutt, Zero, Cloud, Tifa, Barret, Xiaoyu, Kratos, Atreus, Master Chief, All Might, Mark, Sonic, Tails, Amy, Sally and Goku were all gathered around.

"Where's Sunset?" Julia asked.

"Here! I'm coming!" Sunset said, running over. "Sorry, I was checking to see if there was anyone else who wanted to come. I actually ran into Donatello. He's pretty fascinated with this multiverse thing. His brothers couldn't make it, they had their own business to attend to."

"Wait, who's Donatello?" Julia asked.

"Here I am!" Came the voice of the Ninja Turtle, making his way over with Doctor Strange. "Sorry for the hold up. I've been meaning to get in touch with you since our time in Asgard. This whole multiverse thing is amazing, not my first experience, especially after the Battle Nexus Tournament. Still, I love seeing more of it."

"What's a Battle Nexus?" Spencer asked.

"Explain it later, let's get going," Julia said.

Sunset looked around, "Should we get anyone else? Like maybe Akira. Or how about Rashid. Nero and V might want to come, and I can go to another dimension to find-"

"Sunset!" Chun-Li scolded. "Enough is enough!"

"Right, sorry," Sunset said.

"Fortunately we're not actually going to Equestria," Julia said. "Stephen, if you may-"

Strange put up a spell that created a window portal, leading into Twilight's living room where everyone was.

"Whoa!" Bobby gestured to the Capcom Realm. "Awesome!"

"Hi everyone!" Sunset greeted. "I brought friends! Sort of."

"Talk about a party," Dante said.

"Huh, so they are ponies," Sally said.

"Pretty cool, isn't it?" Sonic said.

"I'm happy you can all make it," Twilight said.

"Wow, impressive," Donnie commented. "A real-life talking pony. I've seen this before, briefly on Beta Ray Bill's ship but to see it again."

"Even I'm still getting used to such magic, and I've encountered it for years," Twilight said. "Allow me to introduce myself, I'm Princess Twilight Sparkle."

"Donatello," the turtle said. "You're Spider-Man's wife, right? My brother Mikey met him a year ago, he loves his comics so to see the real thing blew his mind."

"Yeah, just like Peter seeing Luke Skywalker," Twilight said. "Funny how the multiverse works."

"Got that right, personally I was happy to see Jedi too, Mikey even more so, he loves those movies," Donatello said.

"I heard they made more, does that include your realm?" Twilight asked.

"Yes...we don't like to talk about it," Donatello said.

"Funny, Star-Lord said the same thing," Twilight said. "Is he here too?"

"Quill's in space right now," Strange said. "He sent an interesting transmission to me about an hour ago, something about spotting Bruce Banner in a space Coliseum."

"Bruce Banner? You mean The Hulk?" Twilight asked. "That's curious."

"He says he'll get back to me on that," Strange said.

Atreus was about to touch the portal when his father called, "Atreus, stand back."

"Sorry, it looks so...weird," Atreus said. "Man, I feel like Sindri would get a kick out of this."

"Oh no doubt, this is amazing magic, enough to make even the dwarves jealous," Mimir said.

"Wish Freya was here to see it too," Atreus said.

"She has business in Vanaheim," Kratos said. "Perhaps next time."

"Now for the next portal," Julia said, phasing away.

"Where'd she go?" Dante asked.

A few seconds later, the portal on the other side of the room opened, revealing Julia alongside some new and familiar faces. "Here's the next half."

Standing next to her were Gwen Stacy, Miles Morales, Peni Parker and Miguel O'Hara.

"Man, that's a lot of ponies," Miles commented. "Is this really the right place?"

"You saw it the other day, remember?" Gwen asked.

"Yeah, for like a few seconds," Miles said.

"Oh, you made it," Twilight said, trotting over to the other side. "Greetings, welcome to Equestria. Well, sort of. I'm Princess Twilight Sparkle."

"Miguel O'Hara," the man said.

"Oh, so you're Miguel, Peter's told me all about you," Twilight said.

"Where is he?" Miguel asked.

As if on cue, Peter came through the door a second later. "Geez! Don't ever do that again!"

"Sorry Peter," an embarrassed Sweetie Belle said.

"Again, I appreciate you doing this but antagonizing Gallus and his friends is only going to make things worse," Peter said. "You have to be better, otherwise he's just going to hate us more!"

"Alright, we get it," Laura said, tired of hearing about it.

"You better," Logan said, then saw the portals. "Looks like the meeting is underway."

"Oh, wow, um, sorry," Peter said.

"Did you say 'Gallus'?" Sunset asked. "Is he bothering you again!?"

"It's nothing, don't worry about it," Peter said.

"Who's Gallus?" Viper asked.

"Some punk-shit Griffon who's been disrespecting Spider-Man," Spencer said.

"Come on, no talking about someone behind their back," Peter said. "I appreciate the sentiment but seriously, I know you're all better than that."

"Stuff like that makes us want to stand up for you even more," Spencer said.

"Wow, irony," Peter said. "Still, I'm good."

Gwen grumbled in annoyance, "Freaking hate bullies, all they ever do is..."

"Calm yourself Gwen, don't let it get to you," Julia said.

"Still," Gwen said, feeling bitter about all this. "Peter doesn't deserve it..."

Peter focused on the rest of Capcom and allies, "Good to see you all though. Sunset, Ryu, Chris, Dante, Sonic, Amy, Tails, uh...Kratos...then there's Viewtiful Joe. I see Mega Man, two of them...a turtle...and squirrel."

"I'm a chipmunk," Sally corrected. "My name's Sally."

"Oh, sorry..." Peter said. "Wow, another female Mobian. You girls are really cute."

"Uh...wow," Sally said, blushing at the compliment.

"Told you he's nice," Amy said.

"Didn't take you for a furry, Peter," Bobby said.

Peter glared at the ice hero, "We're literally married to ponies!"

"Got me there," Bobby said.

"It will take a while to introduce everyone," Julia said. "But I think you should know Donatello here."

"Hi, Donatello, Ninja Turtle," Donnie said.

"Oh hey, I met a ninja turtle last year," Peter said.

"Hope Mikey didn't bug you," Donatello said.

"He's cool, I geeked out myself so I understood where he was coming from," Peter said.

"Hey Peter," Miguel said, catching the hero's attention. "Been a while."

"Whoa, Miguel?" Peter asked, trotting over. "Wow, haven't changed much, have you?"

"Well I have a higher role when it comes to maintaining the multiverse, but yeah, mostly the same old..." Miguel said.

"Yo, Peter Parker, finally have a chance to meet you," Miles said. "This you at least."

"Hi, I don't think I know you," Peter said.

"Name's Miles Morales, I'm the Spider-Man where I'm from," Miles said.

"Wow, nice to meet another Spider," Peter said. "You from New York too?"

"Yeah, I'm from Brooklyn," Miles said.

"Not too far from Queens, awesome," Peter said.

"Konichiwa!" Peni greeted. "Atashi wa Peni Parker!"

"Oh, um...mushi mushi Peni," Peter said.

"Peter! That's how you answer the phone in Japan!" Ryu corrected.

"Oh right," Peter said. "Uh, sorry-san, me no speakly Japanese...desu."

Ryu glanced at his friends, "Is he serious?"

"Man his Japanese sucks," Dante said.

"Even Frank West speaks it better," Chris said.

"I can hear you!" Peter called.

"At least he's trying," Miguel said. "And he admits he doesn't know it, unlike someone with Spanish."

"Hey come on! My Spanish is great!" Miles said.

"You keep confusing Castilian Spanish with Latin American Spanish," Miguel said.

"What's the difference?" Peter asked.

"Not much, but it's subtle," Miguel said. "Miles here is Puerto Rican, but he uses Spaniard Spanish."

"One time! I did that one time! I was nervous too!" Miles said. "It was my first time meeting you and I thought if I spoke Spanish, we'd feel closer."

"Please, if I cared about that, I'd move to Mexico," Miguel said.

"So, you're Puerto Rican, right?" Bobby asked. "Real Puerto Rican? Not a poser like that America Chavez girl?"

"Ugh, do not get me started on her," Miguel said. "That girl calls herself Latina despite being a damn alien, then she acts as dumb as Miles did when she spoke Spanish to me."

"Okay, you're just being mean now," Miles said.

Peter turned to Gwen, "Is this normal?"

"Yeah, Miguel's just messing with Miles, you know how playful he can get," Gwen said.

"Right..." Peter replied, then turned to Peni. "Really nice to meet you."

"Likewise," Peni said, doing a peace sign.

“Where’s Mayday?” Gwen asked.

“Upstairs, crowds bother her, so she’s not comfortable coming down here right now,” Peter said.

“Oh boy, she’d hate a Latino get together,” Miles said. “No such thing as personal space there.”

“I’ve seen on occasion,” Peter said.

"Now that that's out of the way," Miguel said. "Peter, I'm not sure if Julia told you but, we have a slight problem involving some guy named Albert Wesker."

"Yeah, I'm in the loop," Peter said. "Some villains threatened a Multiverse Armageddon too."

"We have two villain groups we're worried about," Twilight said. "Three if you count Loki and his allies."

"Loki? You mean Thor's brother, right?" Miguel asked.

"Yes, he's caused his share of trouble as well," Twilight said. "Especially after what he did to Asgard during Ragnarök."

"Thor's home got completely destroyed," Sunset said.

"Well...that's sad but, it's a major event that almost can't be altered," Miguel said. "Doesn't make it any less tragic though."

"So now we're worried about Wesker, Loki and Discord," Peter said.

"Oh, you don't need to worry about Discord, I talked to him yesterday," Fluttershy said.

"Wait, you did what!?" Peter asked.

"Sorry I didn't get a chance to say it before," Fluttershy said. "He wanted to come but, he was worried you would all attack him."

"Of course, this is all his fault!" Johnny said.

"Fluttershy, you spoke to Discord yesterday and you're only telling us now!?" Twilight asked.

"Well we spoke for a while and then it got late and he left," Fluttershy said. "I told him about the meeting but he said he'd talk to us another time."

"I was there, and I can confirm it," Logan said. "Eris was there too."

"Eris? Who's Eris?" Johnny asked.

"A female Discord," Logan said.

"...And she calls herself Eris?" Johnny asked. "That's a strange name."

"Eris is the Goddess of Chaos back in Greece," Kratos said. "If this Discord is a Chaos Spirit, her name would make sense."

"Wait, so does that mean Discord is from Greece or something?" Johnny asked.

"That didn't come up," Logan said. "All Eris did was say that another universe exists where everyone is the opposite gender of what they are now. Men are women, and women are men."

"I'm sorry, what?" Peter asked. "You mean to say a female version of me exists?"

"Actually...he's right," Sunset said. "I saw one last Christmas."

"...Was she hot?" Peter asked, earning some glares. "What? I'm curious."

"That was slightly narcissistic," Spencer said.

"Discord mentioned something important," Fluttershy said. "The villains formed an alliance."

"Well yeah, that's the whole point, isn't it?" Bobby asked.

"Not just his villains, Wesker's too," Fluttershy said.

Peter's eyes widened in worry, "Wait, Discord's Team is working with Wesker's!?"

"Not just them, Loki's too," Fluttershy said.

"Oh...you have got to be kidding me!" Sunset said.

"According to Discord, Wesker has allies from all across the multiverse," Logan said. "That includes some that Capcom's buddies might know."

"Us?" Sonic asked.

"Yeah, he mentioned names like Kazuya Mishima, Doctor Wily, Doctor Eggman, The Prowler and Goku Black," Logan said.

"Kazuya!?" Ryu shouted in worry, the man glancing at Xiaoyu. "Kazuya's with Wesker?"

"So that's where Wily is," Mega Man said.

"Eggman too, so he went and made some friends," Sonic commented.

"Prowler..." Miles said. "Is it Uncle Aaron? He did go missing, but could he really be with them?"

"Who's Goku Black?" Goku asked.

"Some evil you," Logan said. "From an alternate future."

"Evil me? Future?" Goku asked.

"Discord said to check with a friend of yers named Trunks," Logan said.

"...I gotta let Bulma and Vegeta know then," Goku said.

"Did he mention anyone else?" Peter asked.

"Yeah, Ultron and Dormammu," Logan said.

"Excuse me!" Strange said. "Dormammu? As in, Dark Lord Dormammu?"

"Yeah, got yer old pal," Logan said.

"I know you're being sarcastic, but I'd rather you not refer to that fiend as my friend," Strange said.

"Loki still has allies like Tempest Shadow and Sephiroth," Fluttershy said. "And now, he's even gotten the Skrull Army."

"And Wesker got Doctor Doom," Logan said.

Johnny and his family looked on in disbelief, unable to process any of this.

"Crap...Doom and The Skrulls?" Johnny asked.

"That is going to be troubling," Reed said.

"Was this Discord's plan?" Rumble asked. "To build an Army?"

"He really did mean to unleash a Multiverse Armageddon," Twilight said.

"But, why did he tell you all of this?" Sunset asked.

"They betrayed him and stole his magic, using something called Grogar's Belle," Fluttershy said.

"Grogar?" Twilight asked. "I've heard of him."

"Me too, he's a demonic goat from thousands of years ago," Sunset said.

"He was defeated by Gusty the Great, and his magic was sealed away," Twilight said. "How did those villains find Grogar's Bell?"

"What are you doing!?" Came a voice outside. Everyone looked out the window to see Sam and Bucky chasing off Gallus and his team.

"Are you freaking serious!?" Rumble shouted.

"Gallus, you're better than this," Smolder lamented.

Steve came inside along with Celestia, Bon Bon, Taskmater, Fleetfoot, Double Diamond and Sugar Belle.

"That Griffon and his friends were just outside," Steve said.

"Whoa, Captain America, awesome!" Miles said.

Bucky and Sam came inside as well, still glancing back.

"Bon Bon, think you can get those Patroller Robots to surround the house?" Sam asked.

"Totally, Tony gave me access after all," Bon Bon said, pressing something.

"So, did we miss anything?" Celestia asked.

"Let's start from the beginning," Peter said. "Everyone, tell us everything."

At the villains' headquarters, Wesker and Doom were activating several portals, each one leading to different worlds. The other villains were nearby, observing their progress.

"Is it working?" Adagio asked.

"It is," Kazuya said, glancing at one portal. "I can see my world. There's the Mishima Zaibatsu, how I yearn to take it back from that useless son of mine."

"I can see my world too," Sephiroth said, glancing at his own portal. "All of that mako, just mine for the taking."

"Hey, there's my world," Eggman said. "I can see Angel Island, the Master Emerald is mine!"

"I can see Thomas's lab," Wily said. "How I yearn to pay it a visit."

"And there's Equestria," Tempest said. "The city of Canterlot."

"I see West City," Vomi said. "The plan worked!"

"Excellent, everyone, prepare for what's to come," Wesker said. "Soon, we will bring our foes to their knees!"

"I'm right behind you, Wesker!" Tron said. "I won't let you down!"

"Let's fight together!" Sonata said, holding her arm out. "To teamwork!"

"Yeah, teamwork!" Cozy Glow said, placing her hand out.

Sonata turned to her friends, "Hey come on, teamwork!"

"...Fine," Aria said.

"Whatever," Adagio complied.

As both ladies put their hands in, Sonata turned to the others, "Teamwork!"

Shocker turned to Electro and Mysterio, "Let's just get this over with."

"Uh-huh," Electro said, he and Mysterio joining Shocker in placing their hands in.

"Anyone else?" Sonata asked. "How about you Prowler? Or you Vomi? Ultron, I know you want to join. Or is Kl'rt feeling friendly? Oh! Vergil! Gonna show us your approaching storm? Or how about-"

"Aria, just get this over with!" Adagio said.

"Allow me to join," Black said, placing his hand in. "I am all about proper teamwork after all."

"Myself as well," Zamasu said.

"Eddie! Join us!" Sonata said.

"...Fine," Eddie walked over, placing his hand in. "For justice."

"Yes, Justice!" Black said.

"To making a better multiverse, one where you can be yourself, and not feel judged by society," Sonata said.

"Amen to that," Electro said.

"You said it," Shocker said.

"And to our wonderful friendships!" Cozy Glow said.

"Of course, good friendship," Zamasu said.

"Goooo TEAMWORK!" Sonata said, as everyone lifted their hands, albeit without the same enthusiasm, save for Cozy Glow.

"If you're done, get to work," Doom said.

The Multiverse Armageddon had its first step, and many more to come.

Multi-Dimensional Battles

The world containing Equestria was currently among many world facing perilous dangers. Twilight, fused with the Plunderseeds had begun her reign of destruction on the town she called home.

"Oh come on! Not this again!" Peter lamented. "We haven't even fixed all of the damage last time!"

"Yeah, and now that she's mad, she's gonna make it much worse," Adagio taunted. "But me, Martin and the girls will leave you to it."

"I'm not just gonna let you get away!" Peter was about to pursue them when a vine landed in front of him, causing the hero to leap back. "Whoa!"

"Peter, this power is amazing, come join me," Twilight said, lowering down to face her husband. "After all, a married couple like us should be together through it all."

"Twi...I do want to be with you, just not like this," Peter said. "What's going on in your head anyway!?"

"Nothing dear, I've never felt better," Twilight said, gently caressing his face.

"I feel oddly intrigued, ugh, gotta snap out of it!" Peter thought to himself.

"Twilight!" Johnny called, much to her annoyance.

"You!" Twilight sent her vines to attack, Johnny creating a wall of fire to block. "I have had it with you and your irritating personality!"

"Wow, you haven't been that mean to me in years," Johnny said, then dodged some more vines. "This is getting weird."

"Our work here is done," Martin said, as he and the girls were turning to leave. "We'll be back later though, just to see how everything turns out."

"Hold it right there!" Rumble shouted, flying toward the villains. "Martin Li! I haven't forgotten what you did! Prepare to-"

"Hi Rumble!" Cozy Glow said, flying in front of him and taking the colt by surprise.

"Cozy Glow? It's been so long since I've seen you," Rumble said.

"You can thank Princess Luna for that," Cozy Glow said. "It's fine, me and my new friends are going to destroy her and completely reshape Equestria."

"That's a bad idea!" Rumble said. "Cozy Glow, come back to us! I promise that-"

Sonata was quick to blast him with her sonic voice, "You're not taking Cozy Glow away to be brainwashed! She's with us where she can be herself! And happy!"

"Think I'm gonna let that happen?" Rumble asked. "You're not going to keep her happy, you're just going to keep her confused so you can have her all to yourself you vile villains!"

"Psh, vile villains? "Adagio asked. "Kid, how old are you?"

"Old enough to understand your evil motivations," Rumble said. "Peter, you snap Twilight out of whatever's bugging her, I'll handle these nefarious villains!"

"Rumble, I appreciate that you want to help, but this isn't a game," Peter said. "You could get really hurt if you try fighting those guys."

"The only thing that will hurt, are my hooves, from how much I'm going to punch those villainous faces!" Rumble said, slamming his hooves together.

"...Rumble, why are you talking like that?" Peter asked.

"I'm doing cool hero talk, like you do," Rumble said. "You say lines like these and it works."

"It does sound like something you would say, Spider-Man," Martin said.

"You stay out of this!" Peter shouted. "Also, I do not make lame remarks like that."

"Lame? Wow, that kind of hurt, Peter," Rumble said.

"Yo! Are you two just gonna stand there all day!?" Rainbow Dash called as she tried to distract Twilight.

"Aw crap, gotta handle Twi," Peter said. "But...how do I handle this situation? I can't fight my wife!"

"Sounds like you're in a tough situation, Spider-Man," Adagio said. "Guess there are things even you can't do."

"Hey, he may not be able to bring himself to hurt his wife," Rumble stepped forward. "But I don't think you're quite safe from him! Or me!"

"Please kid, we're way out of your league," Adagio taunted.

"Wanna bet!?" Rumble extended his wings.

"Rumble, wait!" Peter called. Unfortunately Rumble wasted no time in attacking Adagio, but Martin was quick to stand in front and whack the boy in the face with the hilt of his naginata.

"That was quite foolish," Martin taunted.

"Rumble!" Peter went to go help but some vines blocked his path.

"Where do you think you're going, dear!?" a sinister Twilight taunted, freaking out the spider.

"Twi! Snap out of it! This isn't like you!" Peter urged, keeping his defense up. "I gotta subdue Twilight without hurting her."

"Twi!" Rainbow Dash grabbed her friend, trying to physically stop her. "Snap out of it!"

"Unhand me, peasant!" Twilight whacked Rainbow Dash away and blasted her through some houses.

"Hey! That's my wife!" Johnny called, then took a blast himself.

"Ha, this is actually fun to watch," Adagio said, then turned to her friends. "Wanna stick around a bit? The others can wait."

"I do not think that would be wise," Martin said. "We did what we needed to do."

"But we can feed off of the negativity," Adagio said. "It will power us and yourself, do you really want to pass that up?"

"It would be nice seeing our most hated enemies beat each other up," Cozy Glow said.

"Hm...I suppose you're right," Martin said. "Perhaps we can stay a little."

"No, stay longer!" Rumble said, getting ready for more. "Because I am about to kick the crap out of all of you!"

"Not you again," Aria said.

"You're about to get Rumble'd!" the boy boastfully declared, earning a deadpanned glare from his opponents.

"You really need to get the shit kicked out of you," Adagio said.

Meanwhile Twilight was sending out more vines and magic across the homes in Ponyville, undoing a lot of repairs and causing even more damage.

"Anyone else wish to test their power against me?" Twilight asked, then noticed a line-up on the ground of her friends and their husbands. "Plenty I see."

"Twilight, listen, we really don't want to fight you," Logan said.

"Oh what's this? The viscous Wolverine is backing down from a fight? How sad," Twilight said. "Fluttershy really stripped you of your warrior spirit, hasn't she?"

"That's a terrible thing to say, Twilight," Fluttershy said. "Logan doesn't want to fight you because he loves you. We all do. You're our friend after all."

"I'm your friend huh? Funny how you only seem to acknowledge our friendship at your own benefit," Twilight said. "None of you were too eager to help me fight for my school after all. And that's far from the only time you've doubted me, between telling me how to raise my daughter, how to treat my students, even going so far as to thinking you knew my foalsitter better than I did!"

"Uh...is she holding a grudge for something that was a super long time ago?" Pinkie asked.

"She seems to be holding more grudges than that," Applejack said.

"It's not really her, it's this...weird vine thing," Logan said. "We gotta free her."

"Shouldn't be too hard," Wade said, facing the direction of Martin, Cozy and the Dazzlings. "Just take out the source of the problem."

A vine slammed down nearby, scattering the heroes yet again.

"Gonna have to do a bit of weeding first," Logan said, unsheathing his claws. "Might be a while before we get to the root of the problem."

"Ha, corny," Wade said, readying his swords. "Chimichanga!"

As the heroes dealt with Twilight and her vines, another pony was taking matters into his own hooves.

"Hiya!" Rumble flew in to attack again, but Adagio side stepped as Sonata rammed into his side, allowing Aria to hit a sonic scream that temporarily made Rumble deaf.

"Is that the best you girls can do!?" Rumble shouted. "I'm just warming-"

Martin Li whacked him from behind, knocking him to the floor. "That's quite enough out of you."

"Rumble!" Silverstream flew in with her team. "Everyone, after Mr. Negative!"

"Hold it!" Cozy Glow shouted, standing in front of the villains. "I'm not letting you by!"

"Cozy Glow?" Silverstream asked, her presence also surprising both Ocellus and Smolder.

"The one and only, bet you didn't expect to see me again, did you?" Cozy Glow asked.

"Honestly, I kind of hoped we could one day," Silverstream said. "We were friends after all, weren't we?"

"Me!? Friends with you!?" Cozy Glow asked. "I wanted to be your friend, but you never gave me a chance."

"I did though," Ocellus said, stepping forward. "You remember me, don't you?"

"Of course, I haven't been gone that long you know," Cozy Glow said. "You're Ocellus, one of the only real friends that I had in Ponyville."

"That's right, we're friends," Ocellus said.

"Yeah, we were friends...until you betrayed me!" Cozy Glow shouted.

"Betrayed?" Ocellus asked. "Betrayed how?"

"I know what you did," Cozy Glow said. "I was at the Gala, and I saw you with your date."

Ocellus began feeling awkward, recalling a very vital fact about Cozy Glow, "Right...you have feelings for Sandbar."

"Yes, the same stallion I caught you kissing!" Cozy Glow shouted. "How DARE you betray me like that!"

"That wasn't my intention," Ocellus insisted.

"Not your intention!?" Cozy Glow shouted, angrily stepping forward. "You knew I liked Sandy, and the moment I'm gone, you move in on him!? I bet you were happy when they threw me in Tartarus!"

"I didn't even know you went to Tartarus, that's such a horrible thing to happen to a girl your age," Ocellus said.

"Oh spare me! You just wanted Sandy to yourself," Cozy Glow said. "I bet you always planned to get rid of me, didn't you!? Such a sneaky thing you are, as I would expect from a Changeling!"

"Cozy Glow!" Silverstream scolded. "That was uncalled for!"

"Sure, take her side, you've never liked me much," Cozy Glow said. "I bet you're just like your aunt, so mistrusting of everyone and everything."

"Cozy Glow," Rumble said, getting her attention. "You remember me, don't you?"

"Of course, I remember you being nice to me too," Cozy Glow said. "Or, was that also you being a fraud? Were you nice to me because you wanted to be? Or because you just wanted to turn me against my friends? Because if that's so, then congrats. I now hate my friends."

"I will admit, I thought about taking you from them just to piss them off, and that's a terrible mindset to have," Rumble said. "But I really do feel empathy toward you, Cozy Glow. We're two orphans who just wanted to be noticed by those we admire. I was desperate to keep Twilight's attention when she and Peter seemingly favored Sandbar and his friends. And you just want attention period, that's why you did what you did last year. If you do want a friend, I can be that pony for you. Peter, he wants to help you, so does Sunset Shimmer. Please, let us."

Cozy Glow looked genuinely confused for a moment, quickly thinking over her options. Though as she turned to some of the fighting behind her, other thoughts clouded her mind, ones of negativity as her face twisted into a scowl, "Sorry, but I'm not giving up on my plans."

"You heard the girl," Adagio said. "Now, why don't you kids just run along now? This is no place for runts like you."

"Cozy Glow is coming back with us, one way or another," Ocellus said, focused on Adagio. "If we have to get through you for that to happen, then so be it!"

Smolder stepped forward, cracking her knuckles, "I'm all for a little showdown. I'd like some revenge on Mr. Negative for all the lousy things he's done."

"Right behind you," Sweetie Belle said, her symbiote suit growing to cover more of her body. "Alright bad guys, prepare yourselves. Because Serum is about to give you an antidote for evil!"

"...Wow," Scootaloo said.

"Amazing huh? I thought of it myself," Sweetie Bele said.

"I can tell," Scootaloo replied.

"Wait a minute..." Adagio noted. "Is that the symbiote? The one that Eddie Brock guy had?"

"Oh yeah, when you showed up after the Marvel vs Capcom Tournament, a piece of it got left behind," Sweetie Belle said. "It formed a bond with me. Now I'm going to use my suit for good, to defeat you and save my friends and family!"

"So, should we try to get that suit off of her?" Aria asked.

"No, let her have it, it can join her in the afterlife," Adagio said, pointing to her foes. "Get them!"

While Rumble's team clashed with the villains, the heroes were still trying to apprehend Twilight. The fight proved difficult as they hoped not to hurt her, but also knew she needed to be stopped before she could really hurt someone else.

Bobby used his ice to try and freeze her, but Twilight blocked with her magic using a bubble and zapped the ice user away. Applejack wrapped a lasso around Twilight, the mare breaking free with little trouble and blasting Applejack. Johnny and Rainbow Dash zipped around her, trying to trip her up but Twilight created a magical shockwave to knock them both away.

Wade leapt up and landed on Twilight, grabbing her by the head, "Twi, you're making it hard for us to not hurt you!"

"Funny, I find it very easy to hurt you," Twilight said, using her vines to grab Wade and slam him a few times. "I never did like you. You and your constant jokes, plus the sheer lack of respect you have when talking to me."

"Twilight!" Fluttershy flew up, Staring into her friend's eyes. "That's enough!"

"Is that supposed to scare me?" Twilight wrapped her vines around Fluttershy, attempting to squeeze the life out of her. "Funny, for as Kind and sweet as you claim to be, that is not without your own hidden selfishness."

This distraction did allow Rarity to blast Twilight in the head, briefly stunning her long enough for Logan to leap in and rescue his wife.

"Got ya," Logan landed and glared back up at Twilight. "I hate to say it, but we may need to really do some damage to her."

"I really don't want to have to hurt her," Fluttershy said.

"Neither do I, but it's fer her own good," Logan said.

"Wait, let me try getting through to her," Peter said, then proceeded to leap onto a nearby building to get his wife's attention. "Twilight!"

The mare turned her attention to her husband, a sinister glare in her eyes. "My sweet, darling Peter. Have you come to join me?"

"Twilight, you need to stop this, if you continue, you're going to cause irreversible damage to this town," Peter said. "Innocent ponies are getting hurt."

"Hardly my concern," Twilight said.

"You're a Princess Twilight! You've always prided yourself on being a model pony for them!" Peter said. "Are you really going to let Mr. Negative and those Sirens control you like this? I know you're better than that! You can fight the control!"

"You call it control, but I've never felt freer," Twilight said. "I am going to fix this town up so it will be the perfect utopia I've always wanted. And don't worry, I have ponies' best interests in mind. Once I have full control, I can finally take back what's mine."

"Take back what's yours? What are you talking about?" Peter asked.

"You should know, Peter," Twilight said. "I want my school back."

"Your school?" Peter asked. "Wait, you mean your School of Friendship? Twilight, you still have it, it's the Friendship Center. It's better than the school, isn't it?"

"No! It's not better! It's just a flimsy compromise!" Twilight said, her vines raising all around and surrounding Peter. "Things were going so well for my school until that foolish war between you heroes ruined everything!"

"Twi, the school was already having problems," Peter said, keeping an eye on the vines. "The students got the wrong idea about Friendship, they treated it with some cult like mentality rather than trying to be better ponies! Did you forget what they did to Mayday!?"

"That wouldn't have happened if you just let Mayday join the school like I suggested," Twilight said, inching closer and glaring at her husband. "Do you realize how embarrassing it is for the daughter of me, the Princess of Friendship, to outright reject the idea?"

"She didn't reject it, she learned Friendship at her own pace," Peter said.

"She could have been faster in my school," Twilight said.

"You can't learn Friendship in a school!" Peter said. "You can make friends, but I promise that school did not do much to help ponies make friends. Anyone who made friends either already had them or they did so naturally! Because they had the social skills needed to do so! The classes didn't teach, being in school just provided opportunities, the same natural opportunities you get from the Friendship Center!"

"Peter, I am the Princess of Friendship, I can't just settle on the bare minimum," Twilight said. "My school just needed a little more time, and I guarantee it would have been the best school in Equestria!"

"If you still want to open a school, do it," Peter said. "Just don't call it a school that teaches Friendship, that is just unnatural. I'm not saying you can't learn social skills but that shouldn't essentially be by a college course. You know better than to think that way!”

"Are you doubting my abilities?" Twilight asked.

"Twilight, if anyone can help ponies feel confident enough to make friends, it's you," Peter said. "Throwing them into a classroom with the added pressure of a grade is not building confidence. How many ponies were there not even out of choice, but obligation? Luster Dawn was sent there because her parents found her lack of social skills unusual!"

"They are unusual, ponies should want to make friends," Twilight said. "Without friends, who are we?"

"Hey, I'm all for making friends and socializing, but when you put this type of pressure, it just takes all the fun out of it," Peter said. "Luster Dawn realized that, and ironically, she made friends after the school shut down, because she did it the old-fashioned way. She bonded with our daughter and now the two are best friends."

"They bonded over how terrible they thought my school was," Twilight said, bringing the vines closer to Peter, looking ready to crush him. "Then the sheer disrespect from my daughter that day, daring to accuse me of not caring about her feelings."

"Have you given her reason to think otherwise?" Peter asked. "You heard her yesterday, she genuinely thought that because of how much you praised Sandbar and his friends for actually being social."

"So you're alright with her disrespecting me? Is that why you didn't say anything like you were supposed to!?" Twilight asked.

"I..." Peter groaned. "I know I should have said something then and there, and no I do not think Mayday should ever speak to you in that manner. But, it did concern me that she even felt that way and I needed to get to the root of the problem. Seriously though, are you actually going to hold a grudge over that? She's your daughter."

"It hurt, Peter. It really hurts that she thinks so little of me, meanwhile you're the absolute world to her!" Twilight shouted.

Amid her anger, Peter could see a single tear in her eye as it briefly flickered back to normal. Evidently her issues regarding Mayday were taking center stage. "Mayday loves you, Twi. You know that, don't you?"

"...I....don't know," Twilight said.

Peter's eyes widened in disbelief, "This can't be the real Twilight speaking. No way she actually believes that crap! I gotta fix this!"

Meanwhile from below, Johnny had burst through the vines, focusing on Twilight, "Alright, now's my chance. Forgive me Twi."

The hero speed in to grab Twilight but she was able to catch him with her magic and then proceeded to slam him through several buildings.

"Twilight! That's enough!" Peter pleaded. Unfortunately he too was on the receiving end of an attack when Johnny got slammed into him.

The others again went for Twilight, though each of them was lifted into the air and one by one flung away, crashing through windows, walls and doors.

Johnny slowly stood up, helping Peter back on his hooves in the process, "Having a hard time getting through to her?"

"Unfortunately," Peter said, grumbling to himself. "This is ridiculous, I should be able to talk sense into my wife!"

"Mr. Negative has some strong abilities, helps that he has those Siren girls with him," Johnny said.

"But Twilight's better than this, I just know it," Peter said. "Besides, it's not just control, these are genuinely negative feelings that Twilight has. That's why it's hard for her to break free, because she doesn't even feel trapped."

Nearby, Steve, Matt, Scott, Bon Bon and Gwen appeared on a roof, all of them focused intently on Twilight.

"Are all the civilians safe?" Scott asked.

"They're at the Friendship Center where Double Diamond, Sugar Belle, Fleetfoot and Taskmaster are watching over them," Steve said. "Right now, we need to stop Twilight."

"Might be tricky, I can't imagine Peter wants any of us hurting his wife," Gwen said.

"None of us want to hurt her, but we may not have a choice," Bon Bon said.

"Use as little force as possible," Matt said.

"Don't gotta tell me twice," Gwen said, leaping ahead and getting the Princess's attention. "Twilight!"

Twilight's ears perked as she angrily turned her attention to Gwen. "You..."

"Twilight, listen to me," Gwen said, getting into position. "We can do this the easy way-"

A vine wrapped around Gwen's hind legs, holding the girl upside as Twilight glared at the hero, "Or...we can do this my preferred way. The hard way."

"Oh crap!" Gwen was slammed through some houses, the impact shattering a few as the spider heroes grumbled in annoyance. "I should have expected this."

"After her!" Steve shouted, leading the remaining three, "Twilight!"

"Steve Rogers, the troublemaking hero," Twilight's eyes glowed green as the vines grew in power. "I will gladly take you down."

During all this, Strange had returned to the Sanctum Sanctorum, the sorcerer having a conversation with Wong.

"America's not here?" Strange asked. "Do you know where she went?"

"She told me she wanted to return to her old neighborhood for something," Wong said.

"Probably to see some friends, or a girl," Strange said. "Still, she shouldn't be out there right now. Danger is looming and I want her to be somewhere safe."

"Danger?" Wong asked.

"Capcom world is under attack, and so are many others," Strange said. "If we're not careful, this world can be next. That's why I need her back in the Sanctum."

"To be fair, America is not a girl that listens," Wong said. "Even if she were here, she'd head out the moment she sensed danger. Even Clea cannot always get her to listen."

"Where is Clea?" Strange asked.

"When she sensed trouble with the multiverse, she went to do a patrol," Wong explained. "She wants to make sure that none of our usual guests are going to be a problem."

"They are, one of those 'guests' is confirmed to be Dormammu," Strange said, the sorcerer seemingly worried. "I gotta warn her too."

"She is a strong woman, she'll be fine," Wong said.

"I know she's strong but, I'd rather be certain of her safety myself," Strange said. "I'll go and find her. In the meantime, would you mind helping Kratos here? He needs to visit Asgard in Equestria."

"Of course," Wong said.

"You do what you must," Kratos said. "We will be fine."

"Much appreciated," Strange said, opening a portal and making his leave to find Clea.

"What a busy man," Mimir said.

"Yes, quite busy, he does many things at once. Unconventional if you ask me," Wong said.

"Has he always been like this?" Mimir asked.

"For as long as I've known him," Wong said. "Even some of his old colleagues from when he was a surgeon always commented on his need to be the one in charge during a surgery. He is a gifted doctor in medical practices, and a worthy sorcerer supreme, but even the finest men need to slow down a bit."

"Something Kratos here tended to struggle with as well," Mimir said, earning a grunt from Kratos in the process. "I just hope Strange can get that America girl to listen as well as Kratos gets his son to listen."

"Is she truly troubling?" Kratos asked.

"I don't think she's too bad, but she definitely needs to learn manners," Wong said. "And a lot of humility. Something most young folk today seem to lack."

"A common thing in any world," Mimir said as Wong began opening a portal.

"To Asgard then?" Wong asked.

"Actually, I wish to return to the Capcom world to pick up my son," Kratos said. "He is in a portal room."

"I know which one, alright, let us go," Wong said, opening the portal.

"Hope the lad wasn't to bored waiting for us," Mimir said.

"He will be fine," Kratos said. "It was not that long."

"Kids have short attentions spans though," Mimir said. "Gotta be careful with the ones with such a curious mind too."

"I I may ask...what magical being are you?" Wong asked. "You resemble a talking head."

"Because I am a talking head, I am Mimir after all. The Smartest Man Alive," Mimir said.

"I think Reed Richards would have something to say about that," Wong said as he stepped through a portal.

"Tell him to bring it on, I'll outmatch his wits," Mimir said.

"Do not get cocky," Kratos said, stepping through his portal as well.

Meanwhile in the Capcom Portal Room, Loki used his illusions to give himself and Atreus some privacy while they spoke on matters.

"So...tell me about yourself," Atreus asked. "Are you a Giant too? From Jotunheim?"

"Yes, that is my home realm," Loki asked. "What of you? Were you also born in Jotunheim?"

"No, I'm from Midgard, but I've been to Jotunheim," Atreus said. "I've been to all the Nine Realms."

"Lucky you, not many can say that," Loki said.

"Yeah, I guess I am lucky," Atreus said. "You didn't answer my other question though, about being a giant. Are you Half Giant like me?"

"Both my parents were giants," Loki confirmed.

"So, you're full blooded," Atreus said. "My mother was a giant, but my dad's a human. Well he's a Greek God but still born a human."

"What God is he?" Loki asked.

"The God of War," Atreus said. "He fought someone named Ares for that title."

"So he's bested Ares?" Loki asked. "Is it true he defeated Zeus as well?"

"That's what he said," Atreus confirmed.

"Interesting..." Loki said.

"So, since we're both born from Giant Women, I take it that your mother must be Laufey?" Atreus asked.

"Laufey?" Loki asked. "That is the name of my father."

"...Huh?" Atreus asked. "But, in my world, that's my mother's name. Well everyone calls her 'Faye' but still."

"That's...peculiar," Loki said. "So in my world, my Father was a King, and in yours, it is a woman. Something is amiss."

Atreus thought for a moment, recalling what he heard before, "Well, according to that one guy who was explaining the multiverse, he did say this was possible. Still, if Laufey’s your father, who's your mother?"

"Well, biologically speaking, my mother was named Farbauti," Loki said. "She died the night I was born. Supposedly she took her own life, but I suspect my father had a hand in her demise."

"That's terrible," Atreus said. "Sorry about your mom, I lost my mom too."

"Well I never knew her, her death meant little to me," Loki said. "Growing up, the only parents I knew were Odin and Frigga."

"Frigga? Uh, any chance she was also known as Freya?" Atreus asked.

"You know her?" Loki asked.

"She's one of Odin's wives, and mother of Baldur," Atreus said.

"That adds up," Loki said. "The Frigga I knew not only raised me as her son, but Thor too."

"Wow...so different from my world," Atreus said. "Thor in my world was a drunk who was mistreated by his father. No one respected him, not even Odin's right-hand man, Heimdall."

"Well how about that, the Heimdall I knew was very loyal to Thor," Loki said. "And my brother was no drunk. He is a valiant warrior, and my father's favorite son."

"Odin played favorites?" Atreus asked. "Actually, that wouldn't surprise me. He did seem like the type of person to focus on what you can do for him as opposed to thinking what he can do for others. And Odin has done some really terrible things in my world."

"Many see him as a valiant hero, all I saw was an old man who cared more for power than family," Loki said. "The closest I felt to unconditional love was my adopted mother, and she was taken from me. So I do understand your loss of your mother, just not with my birth mother, rather the woman who genuinely treated me like a son."

"Freya, I mean...Frigga, she's dead in your world?" Atreus asked.

"Unfortunately, but that made it easier to go after Asgard," Loki said. "Many of your father's allies may see me as the bad guy, but I did what I needed to do for the sake of Asgard's future. That's why I sought Asgard when I did, it needed a change, and I was that change."

"Still, you went to war, you killed so many people," Atreus said.

"If they died fighting for Asgard, they're likely in Valhalla," Loki said. "Since Thor is the new King, he can easily pull them out if he so desired. Why he hasn't is beyond me."

"Well, can you convince him?" Atreus asked. "Better yet, can you do it yourself?"

"That may prove to be difficult, even for me," Loki said. "But, if I ran Asgard, then that could change. You can even help me. I don't want more fighting, I just want change. Thor idolized his father, and he is well on his way to becoming the terrible man he was. What do you think will happen to Asgard then? Would he be a good King? And what of his heir?"

"His heir?" Atreus asked. "Oh right, I imagine his kids may exist. The Thor in my world had three kids. You have kids too, right?"

"Yes, such as my daughter Hela. She is the ruler of Helheim," Loki said.

Atreus's eyes widened in disbelief, "I'm sorry, but what!? Your daughter rules Helheim!? As in, THE Helheim?"

"I don't know another 'Helheim'," Loki said, then thought his words over. "Well, I suppose there is another, but you know what I mean."

"But, how could...wait," Atreus had another thought. "Quick question...who did you marry?"

"A Frost Giant named Angrboda, why?" Loki asked.

Atreus's face turned red as the boy awkwardly turned away, "No reason..." He cleared his throat, "Still, do you really think your Thor would be that bad of a ruler? He seems really cool. Father says he has the presence of a true warrior. And his allies speak very highly of Thor. The leader of the Capcom World, Chun-Li, I think she even has a crush on him."

"Chun-Li? You mean the woman with the large thighs?" Loki asked.

"Uh...right, her legs are pretty big..." Atreus rubbed his head. "Wonder how she gets them that way?"

"That is not a question I can answer I'm afraid," Loki said.

"That's fine, I still have many more," Atreus said.

"As do I," Loki said. "Tell me, do you possess magic?"

"I have some, I can communicate with animals for starters," Atreus said. "Including my pet wolf, Fenrir."

"He's a pet? The Fenrir I knew was my son," Loki said.

"Funny, I think I heard that mentioned, but I wanted to ask you in person," Atreus said. "Fenrir is your son?"

"Was, he is dead now," Loki said. "I had another son, Jormungand."

"...Isn't that The Midgard Serpent!?" Atreus asked. "How is he your son?"

"Angrboda and I had some very interesting children," Loki said. "Both of whom were taken from me in Asgard, one by that Saiyan Oaf, and one by my own so-called brother. Everyone talks about their own suffering, but I've suffered too. What makes their pain matter more? They chose to fight me, they brought this upon themselves. After killing my sons, why should I care about their losses?"

"I understand how you feel, war is terrible," Atreus said. "Even my father is tired of the conflict, that's why I want to see if we can talk things out peacefully. No more fighting, just acceptance and harmony."

"That is what I truly desire too," Loki said. "Perhaps with your help, we can achieve that. Two Lokis are better than one. Just try not to be as annoying as the others."

"Others? What others?" Atreus asked. "Have you met others?"

"Unfortunately, I have, they're okay but so petty compared to myself," Loki said. "Especially the women."

"Oh...you have female counterparts?" Atreus asked.

"Yes, very needy too, won't do much without motivation," Loki said. "Pitiful, I don't need motivation, I find my own strength. You too must find your own strength if you wish to call yourself 'Loki'. It is not just a name; it is a proud honor to be who I am."

"Right, of course," Atreus said. "I won't let you down."

Loki placed his hand on Atreus's shoulder, smiling down at the boy, "I know you won't."

Suddenly Loki's magic began to fall apart, confusing Atreus, "Hey, what's going on?"

"Someone is breaking my spell," Loki said. "But who?"

"Atreus!" Kratos shouted. "Are you there!?"

"Father?" Atreus asked.

Seconds later, the spell was gone thanks to Wong, the man looking a bit winded afterwards. "That should dispel the illusion."

"Atreus!" Kratos said in relief, then noticed the man behind him. "Loki..."

"Oh, Spartan, good to see you," Loki said. "I was just talking with your son and-"

"HAA!" Kratos slammed his Leviathan Axe on Loki, the God quick to block.

"Not in a talking mood, I see," Loki nervously said.

"Father wait! We were just talking!" Atreus pleaded.

"About what!?" Kratos shouted, glaring at Loki. "Why were you speaking with my son!?"

"He just had a few questions about me, and I had some about him," Loki said. "Seems we have a fair bit in common, both of us despise our versions of Odin."

"I despise you as well," Kratos said, still trying to overpower Loki.

"That is unnecessarily cruel, would you really speak to a version of your son this way?" Loki asked.

"You are not my son! You are the type of God that I sought to destroy!" Kratos shouted, Loki eventually parrying the axe, then teleporting away from Kratos.

"How rude, here I thought you wanted to give up such a violent life," Loki said. "Have you told your son lies?"

"YOU WATCH YOUR TONGUE!" Kratos shouted, charging up the ice on his axe.

"What is going on!?" Sally came into the room, spotting the God. "Wait, are you-"

Loki was quick to grab Sally, holding her by the neck and pointing her toward Kratos. "I would be careful, don't want this little creature to get hurt!"

"Loki don't!" Atreus pleaded.

"Release her! Now!" Kratos warned.

"Hey! Put me down!" Sally struggled. "Just wait until I tell Sonic! He'll mop the floor with you!"

"Someone's cocky," Loki said. "Here, catch!"

Loki threw Sally toward the group, Atreus quickly catching her while Kratos charged. Unfortunately Loki had disappeared, much to the Spartan's frustration.

"Are you alright, Sally?" Atreus asked, setting her down.

"I'm fine, thank you," Sally said. "Was that really Loki though?"

"I'm afraid so," Wong said. "Good thing we arrived just in time."

Kratos turned his attention to Sally, the man looking displeased, "Chipmunk!"

"I told you it's..." Sally froze upon seeing Kratos's glare. "I mean..."

"I asked you to watch over my son! Where were you!?" Kratos shouted.

"I...well..." Sally was trembling in fear, Kratos was far beyond anything she's seen.

"Father, don't be mad at her, I'm the one who was speaking to Loki," Atreus said.

"You should have known better, boy!" Kratos shouted. "You knew that Loki was dangerous!"

"I'm sorry but, he didn't hurt me, he just wanted to help," Atreus said. "He doesn't seem like a bad guy, he-"

"Has killed many people!" Kratos reminded. "Keep in mind that he raided his world's Asgard with the intent of killing his father, brother and everyone there just for a chance to rule."

"Are you actually sympathizing with Odin?" Atreus asked. "His Odin is as bad as ours! He treated Loki like dirt just because he believed Thor was superior, how is that fair to him?"

"Lad, you can't trust him, Loki is a God of Mischief," Mimir said.

"I can trust him, he's me!" Atreus said.

"He is not you," Kratos replied. "You are not Loki! You are Atreus! You are my son!"

"Exactly, I had parents who cared, Loki only had a mom and she's gone!" Atreus said.

"Young man, it may be better to drop this conversation," Wong said. "We must alert Chun-Li."

"The chipmunk can, you and I will pay a visit to Asgard," Kratos said. "Atreus, you will be going home."

"But father!" Atreus pleaded.

"Enough! I will take you home where Freya will keep watch over you," Kratos said. "That is my final word."

"I'm not a kid anymore!" Atreus said. "You can't just-"

"You are my son!" Kratos shouted, then took a moment to calm himself. "I know you want your independence, but that does not mean I will stand by and let you endanger yourself. After Asgard, we will discuss this further, but until then, you are you do as I command. Am I understood?"

"...Fine," Atreus said.

"Wong, let us go," Kratos said.

"Very well," Wong opened the portal needed, allowing Kratos and Atreus through as Sally stayed behind.

The girl was still a bit shaken up by everything, between getting taken hostage and then dealing with the angry Kratos. "That guy is somehow more intimidating than Nagus." She looked around in curiosity, "Where is Crimson Viper?"

Meanwhile In the Marvel World, Ultron and Sigma were raising havoc, destroying everything in sight within New York City. Heroes had gone to stop them, but they were too much, even the recent arrival of Kate Bishop didn't do much to even slow them down.

"How are you so-" Sigma dashed in and attacked with his laser sword, getting Kate on the sides. "Agh!"

"Fool," Sigma kicked the girl against a building.

"Pesky humans, death is a mercy for them," Ultron said as he zapped some buildings, several civilians desperately trying to escape the destruction.

"The heroes certainly didn't really amount to anything either," Sigma said, gesturing to some fallen heroes such as Hulkling, Patriot and Echo.

"I do not think I am familiar with them, they must be new," Ultron said.

"Hold it you two!" Came a woman's voice flying in wearing an armored suit.

"Iron Man?" Ultron asked. "No, my scanners detected a female voice."

"Call me Iron Heart," the girl said, readying her repulsors as Ultron floated over. "Make no mistake, I am every bit the hero Iron Man is, maybe more so. And right now-"

Ultron backhanded the woman through some buildings with little effort, "Pitiful."

Clint showed up to the scene, not having gotten the attention of either robot. "This is bad..."

"Clint!" Kate called, the girl stumbling over.

"Kate!" Clint ran over to check on his sidekick, immediately noticing some blood. "You're hurt."

"I'll be fine, I'm more worried about my friends," Kate said.

"Man, you look banged up," Clint said.

"They're strong Clint, a lot stronger than I expected. They really wiped the floor with us," Kate said, holding her sides. "Guess I'm not cut out for this."

"Don't say that, you have potential, you just need to exercise caution," Clint said. "Part of being a hero is intelligence and knowing your limits. You can't badass your way through everything."

"Tell that to America," Kate joked. "Speaking of which, we could really use her help."

"I don't know where she is," Clint said, then spotted a familiar face. "But he might be able to help."

"Ultron!" Came the voice of vision, getting the attention of the robot.

"Vision, my old rival," Ultron greeted. "Still trying to protect these pitiful humans?"

"I would hardly call them 'pitiful'," Vison said.

"Friend of yours?" Sigma asked.

"More than that, I created him," Ultron said. "He was meant to serve me, but unfortunately, decided to turn his back on my cause."

"It's hard finding good help these days," Sigma said.

"Indeed," Ultron focused back on Vision. "I presume you are here to do battle with me?"

"If I must, I would prefer a non-violent method but I know words do not usually reach you," Vision said, preparing for battle. "I will engage you both in combat."

"Do you really think that is wise?" Ultron asked.

"I have always been the better fighter, something you are fully aware of," Vision reminded. "At least with your ally, you have a higher success rate. But I do not expect it to be of much difference."

"I must say, being around humans seems to have boosted your ego quite significantly," Ultron said. "It must be all that time spent with Iron Man."

"Viz! You gonna do alright?" Clint asked.

"Is Viv here too!?" Kate asked.

"I suspect she will come, for now I am perfectly capable of fighting alone," Vision said.

"Do not worry, there's plenty for you other heroes!" Ultron said, opening a portal that brought in waves of Ultron Drones and Mavericks.

"Attack! Destroy this world!" Sigma ordered.

"Oh crap!" Clint grabbed his bow and arrow and began firing, Kate doing the same, the two hoping to bring down their foes.

"I should have known you would be unable to fight alone!" Vision said.

"It's simply war, 'Viz'," Ultron taunted.

With that, Vision wasted no time in engaging with Ultron, the two clashing in the air all while Sigma commanded his Mavericks.

"Pitiful humans, better off dead," Sigma commanded all the robots to destroy, leveling buildings and obliterating cars.

"That's enough!" Clint fired his bow at Sigma, this barely phasing the robot as he flew in and kicked The Avenger.

"Clint!" Kate whacked Sigma on the head with her bow, the villain simply grabbing her by the throat, holding her in the air.

"I commend you for still being able to move, but that's about all you can do, for now," Sigma said, adding pressure to his grip.

"Kate!" Came Chavez's voice as she finally arrived on the scene, punching Sigma across the jaw, causing him to drop the girl. "Ha, now you gotta face me! Hope you-"

Sigma hit an uppercut that knocked Chavez back toward a car. "Quite a punch you packed, but it's not enough."

As Clint went to check on Kate, he was joined by a few extra heroes. "Nat! Hank!"

"Hey Clint," Natasha said.

"We're here," Hank said.

"Ahem," Kamala interjected. "Don't forget about me."

"Right," Clint focused on the robots. "We've got trouble."

"Don't worry, we're just the first wave, more heroes are coming," Natasha said, gesturing to the oncoming Elektra, Quake, Darkhawk and War Machine.

"Now that's a calvary," Clint said.

Ultron kicked away Vision for a quick second, then noticed his creator. "Father..."

"Ultron," Hank activated his Yellowjacket suit. "It's time I put an end to you myself!"

"Feel free to try!" Ultron said, engaging Hank in battle.

The other heroes went for Sigma, Darkawk being the first to clash against him. Sigma was quick to knock him away just as Quake hit him with a piece of Earth.

"Taking you down!" Rhodey opened fire at Sigma with his wide array of guns, but the speed of the robot managed to help him power through for a sword strike that knocked the armored hero back.

"Is that all?" Sigma taunted, then took a blast from behind, courtesy of Vision.

Chavez got back on her feet, and just before an Ultron drone got her, Kamala came in for the save with a powerful punch.

"America, are you hurt?" Kamala asked.

"I'm fine, the bastard just got a cheap shot," Chavez said.

Kamala punched some oncoming Mavericks, "Where are these robots even coming from?"

"Hell if I know, wouldn't be surprised if this was related to that warning in Equestria," Chavez said. "The Multiversal Armageddon."

The two took down another set of robots, but there were still plenty more around.

"This looks bad, I wish Carol were here," Kamala said.

"Well she's not, it's up to us," Chavez said.

Suddenly a portal opened behind them, revealing Doctor Doom as the sinister villain made his presence known.

"No way! Doctor Doom!?" Kamala asked.

Doom had no reply, he opted to blast Kamala, sending her flying into a truck.

"Kamala!" Chavez glared at Doom. "Why you...!"

She went for a punch that Doom effortlessly blocked, the villain glaring at the girl, "Weak."

"The hell did you just call me!?" She threw another punch that Doom parried. He then proceeded to zap her to the ground.

"Anyone else?" Doom asked, then saw Patriot stumbling toward him.

"I'll stop you...Cap would so I-" Patriot was zapped away as Doom passed through the streets.

Elektra tried attacking from the side but Doom was quick to parry and kick her away. Darkhawk flew down to clash with Doom, one that he lost as he took a blast through some buildings.

Hulkling ran for Doom, throwing a punch that got the Latverian Dictator in the face. Doom however blasted Hulkling back with extreme force, knocking him toward Sigma, who impaled him through the back with his laser sword.

"I expected you to be as powerful as the Hulk, but I guess not," Sigma said, pulling his sword out as Hulkling fell to the ground.

"How dare you!" Vision flew in to attack but Sigma side stepped, allowing some Mavericks to jump and attack the Android.

Clint fired an arrow at Doom, which he easily caught and crushed, then blasted Clint back, and then Kate, injuring the duo.

"Old or new, you so-called heroes are no match for Doom," the villain said. He saw Echo slowly trying to stand.

"Doom..." She proceeded to attack but took a blast through her chest, knocking her back down.

"A waste of life," Doom said.

Hank continued trading blows with Ultron, flying around and shrinking to get hits wherever he could.

"All that work I put into making you a great hero, and for what!?" Hank delivered another blow. "To throw it all away!?"

"You sound disappointed, perhaps your wife can help soothe what aches you," Ultron taunted. "Oh that's right, you drove her away. Seems your failures extend beyond just your scientific work."

Infuriated, Hank unleashed more powerful blows against his creator. Ultron however managed to get a clean hit to Hank, knocking him against the wall off a nearby skyscraper.

Ultron flew in to tackle Hank through the glass, flying through the building and injuring several innocent people in their path before punching him again through another building.

"Prepare to die!" Ultron sent a powerful laser in Hank's direction, destroying several city blocks in the process. Satisfied, he attempted to fly away but heard some buzzing. He turned and saw that Hank was still in the fight as he delivered a hard blow to his creation's face.

"You're going to have to do more than that to kill me!" Hank shouted, unleashing several more strikes on his enemy, knocking him to the ground below and growing large enough to crush him under his foot, stomping down a few times, each one more aggressive than the last.

Once he was done, Hank returned to normal size, glaring at his fallen enemy. Ultron was very damaged, the robot barely able to move as some static was heard, signifying damage.

"You were meant to be so much more than this. I don't know where I went wrong, but I will gladly do what I must to fix my mistakes," Hank said, turning toward the rest of the fights. "Now to bring down your pals."

Hank flew off, ready for more. However a laser flew right by him, barely missing the hero.

"What in the-" He turned around and was suddenly punched through his torso by Ultron, the man now gasping for air as blood tricked down his mouth.

"Sorry, but you'll have to do more than THAT, to kill me," Ultron taunted, pulling his hand out as Hank's lifeless body fell to the ground below. "I have surpassed your meaningless expectations. I make my own destiny now."

Back at the battle, Sigma and Doom were gaining the upper hand, all the heroes injured, and some dead as their path of destruction continued.

Even with new arrivals such as Jessica Jones, Sam and Bucky, things were looking sour.

"Probably should let Steve know about this," Sam grabbed a radio, but Doom stomped on his hand.

"Do not expect to live long enough to receive mercy," Doom said.

Kamala wrapped her arm around Doom, but he powered out of it and blasted her. Chavez went to attack from behind but Doom elbowed her stomach and punched her against a truck.

He flew in and punched her again, sending her through and against a wall where he unloaded blows on her.

"If this is all you have, you do not deserve to be called a hero," Doom said.

"Hey, I got plenty more where this came from," Chavez said, landing a punch across Doom's face. The villain backhanded her and readied his electricity.

"Your end has come," Before Doom could attack, a magical lasso wrapped around his wrist, courtesy of Doctor Strange.

"That's enough!" Strange pulled Doom in to blast him through a nearby wall. As the villain stood, Clea rushed in and attacked, knocking Doom through more of the building.

Strange helped Chavez back onto her feet, "America, are you hurt?"

"Yeah, yeah, I'm fine," Chavez insisted, pulling away when she could. "He just got lucky."

"I told you to stay at the Sanctum," Strange said.

"Don't order me around, you're not my mom," Chavez said.

"Well I am a man. Point is though that someone needs to keep an eye on you," Strange said. "You're too cocky and you nearly got yourself killed."

"Hey, I'm America Chavez, if I'm cocky it's because I earned it," the girl boasted. "Have you seen my powers?"

"Yeah, you have power, but you need to be responsible with it," Strange said. "It's like Spider-Man says, With Great Power-"

"I'm not going to take advice from some gringo like him," Chavez said.

Strange couldn't believe his ears, the man face palming in response, "Before being a good hero, start by being a better person."

"What's that supposed to mean?" Chavez asked. Suddenly Clea flew right by her as Doom blasted Chavez next to Clea.

"Victor!" Strange collided with Doom, the two pushing each other back as the former did his best to outpower the latter.

"This world is mine," Doom said, blasting Strange back, though the Sorcerer Supreme generated some magical circles that sent a pair of beams at Doom, strong enough to do some damage to the villain. Strange then used his magical lasso to latch onto Doom and slam him through some walls.

Before Strange could follow up, Ultron flew in and kicked the Sorcerer, blasting him with his laser.

"Even your magic is no match for me," Ultron said. "Doom! How about summoning one last surprise?"

"Gladly," Doom opened the portals once again. Stepping through this time was Queen Chrysalis, along with several of her Changelings.

"Go my children, and feast all you can from the humans of this world!" Chrysalis said, using her own magic to drain everyone nearby. "Oh how I've looked forward to feasting once again."

Doom flew up, charging some power, "A little gift..."

Ultron flew by his side to do the same, "To the people of this world..."

Sigma flew to join them, charging his power, "We hope you enjoy..."

Chrysalis flew up, using some of her stolen magic, "Your final hour."

The four rained down attacks, laying waste to the city below.

Watching from his building was Tony Stark, the man feeling great guilt for sitting around doing nothing. Retired or not, he's a hero, or he was one.

"I gotta do something," Tony ran outside his office, though just as he did, the building took a hit as it began to collapse.

Stark Industries had fallen, and soon the other buildings would too, including The Daily Bugle and The Baxter Building, many feeling the effects of the villains and their evil. More buildings were leveled, civilians perished, it was all out destruction and for these villains, only the start.

In Metro City within Capcom, the Mad Gear Gang was getting knocked back bit by bit thanks to the ability and skills of Haggar, Cody, Guy, Spencer and Strider.

"Come on, don't they have anyone better than this?" Spencer lamented, whacking some away.

"Well they are just a mere street gang, I'm more concerned with their three new ring leaders," Strider said, gesturing to the trio of Spidey Villains.

"Come on, that the best you got!?" Electro turned to a man with a red beret and a staff. "What about you bud?"

The man known as Rolento only offered a smug grin, "I think I can come up with something." He stepped forward to the heroes, slamming his staff on the ground. "Attention!"

"Huh?" Spencer asked as he knocked someone else out.

"You soldiers think you can handle the might of the Mad Gear Gang!?" Rolento shouted, channeling his army sergeant personality. "I do not think so! You lackies don't have the skill to stand against us!"

"What the hell are you talking about, 'soldier'?" Spencer replied, using air quotes. "We've been doing nothing but kicking your guys' asses."

"Don't you talk back to me!" Rolento pointed at Spencer. "Drop and give me twenty!"

"Yeah, pal, if you knew anything about me, I'm not the type of soldier who takes orders," Spencer said. "At least not from scumbags like you."

"Seems like it's going to take a while to get through to him," Came the voice of Poison, the pink haired woman stepping forward. "Perhaps they'll listen to a pretty lady."

"Eh..." Spencer scratched his head. "I'm not sure, I've heard stories about you."

"What stories?" Strider asked.

"Don't ask," Cozy said.

"You've heard about me?" Poison asked.

"Yeah, you're a manager for some wrestler guy," Spencer said.

"Yes, him and his new buddy," Poison said, gesturing to a pair of brutes. "Say 'hello' to Hugo and Abigail."

"Sup?" Abigail greeted.

"I crush you," Hugo warned.

"Teaming up huh? It makes no difference to me," Haggar said, ready for a fight. "Bring it on!"

"They're big but dumb," Spencer said. "The two of us can-"

"Not to worry!" Came All Might's voice, the hero landing in front of the Capcom group. "Because I am here!"

"All Might?" Spencer asked. "Where did you come from?"

"I had a feeling you might need some help," All Might said. "When it comes to street gangs, they can be very sneaky."

"Who is this guy again?" Cody asked.

"All Might, superhero from another dimension," Spencer said.

"I'm here too!" Mark said, flying over.

"And he is?" Guy asked.

"He is called 'Invincible'," Strider explained.

"The two of us are here to put a stop to your evil ways!" All Might said, pointing at the villains. "Surrender, and we just might go easy on you!"

"...What the hell is this?" Shocker asked.

"That guy looks like a super buff Captain America," Electro said.

"Excuse me, but this performance does not need more actors, you two, off the stage!" Mysterio said.

"Huh, that's a peculiar design," All Might said.

"Careful, those are three of Spider-Man's foes," Strider said.

"Are they dangerous?" Mark asked.

"Well...not exactly," Spencer said.

"What the hell did you just say!?" Electro shouted, generating some electricity. "Come tell me I'm weak to my face!"

"Is that supposed to be a threat? Because I am more than willing to do so," Spencer said. “Hell, why don't you come here and do something about it, punk!"

"My boys are up first," Poison said. "Hugo, Abigail, show these new heroes we mean business."

"Gladly," Abigail said, cracking his knuckles.

Both men went to grapple the two heroes, but they leapt back, out of harm's way and readied an attack.

"DETROIT SMASH!" All Might shouted as he punched Hugo while Mark landed a blow on Abigail, sending both men flying back and through some buildings.

Poison could not believe her eyes, the woman slowly glaring at All Might and Mark. "Did...did you just?"

"That was bad ass," Spencer said. "My turn."

Poison grumbled in annoyance, "Kick their asses!"

"I got the metal arm guy!" Electro flew in to attack, but Spencer landed a blow that sent him flying. All Might followed up with an uppercut that knocked him into the air while Mark flew up and kicked him back down.

"Shit!" Shocker sent out some blasts. "Something tells me this isn't going to work out so well!"

"That is fine, if we can't damage, we at least distract," Mysterio said. "Those are some of Capcom's best fighters, along with two other powerful warriors. That keeps them spread thin and works to our advantage."

"Guess you got a point," Shocker said, blasting some more.

Poison tried attacking Mark with a whip, but the boy dodged and grabbed her wrist, "This is not proper behavior for a lady."

"Get your hands off me you pig!" Poison shouted as she slapped Mark. "I am not that type of woman!"

"Could have fooled us, sir," Spencer said, punching Poison away.

"Uh...did you call her, 'Sir'?" Mark asked. "Isn't that a woman?"

"So she says," Spencer said as Poison angrily stepped forward. "Gotta say, this 'woman' can really take a punch."

"That is no way to treat a lady!" Poison went in for the attack again.

Strider and Guy teamed up to use their ninjutsu to take down all oncoming enemies with ease.

"You've gotten better, Guy," Strider said. "Your skills are top notch."

"And you're as impressive as always," Guy said, taking more down. "How is Ibuki doing?"

"A marvelous talent," Strider hit a karate chop. "Who still yearns to prove herself."

"She will get there," Guy said.

Mysterio created some illusions to trip up some of the heroes. Unfortunately this caused some confusion for the Mad Gear Gang as well, many of them not sure who to attack.

"That's not helping!" Rolento shouted.

"Tell your men to stay out of my way then!" Mysterio said, unaware of Haggar coming up behind him.

"Uh...you might want to turn around," Rolento said.

"What for?" Mysterio turned and found himself hoisted into the air by Haggar. "Unhand me!"

"How about a little spin around the block first!" Haggar said, spinning Mysterio overhead and tossing him yards away, on top of a car.

"Crap..." Shocker was about to blast Haggar but the man grabbed his wrists and lifted him up to knee him in the stomach. He then threw him though a nearby window.

"That all you got?" Haggar asked, then took a blast from behind, courtesy of Electro.

"I am not getting made a fool out of!" Electro shouted, sending out more attacks.

Poison continued her assault, but she took another blow from Spencer, then one from Mark as she got knocked near Mysterio.

"This isn't working out," Poison said.

"It might be time for a strategic retreat," Mysterio said, generating some more illusions of himself and his allies. "Shocker! Electro! Let the curtains fall!"

"I'm not done here!" Electro sent out more electric attacks, blasting everyone range.

"There will be time for that later! Come on!" Mysterio said, activating a portal machine he got from Doom. "This way!"

"...Fine," Electro went to make his exit.

"Oh no you don't!" Mark flew after them, but Mysterio created an illusion that caused Mark to fly around in circles, confusing the boy. "Where did?"

"Hurry!" Mysterio said, using more illusions to confuse the others as Shocker, Electro, Rolento and Poison leapt through the portal.

"Wait, what about my boys?" Poison asked.

"We'll get them later, now move!" Mysterio ordered as he pulled her through, closing the portal behind him.

Once the illusions disappeared, so did the villains, much to the annoyance of the heroes.

"Shit, they got away," Spencer said. "But it's fine, we'll get them next time."

"At least we drove them off," Cody said.

"Of course, that should keep the innocent people safe," All Might said. "Plus, now you can arrest all these miscreants."

"I'll call the cops," Haggar said, walking to a nearby payphone.

Strider looked concerned however, "This is troubling."

"Look, let's just meet back in the Portal Room, hopefully everyone else had similar luck," Spencer said. "Cody, Guy, wanna join?"

"Later, we need to stay behind and help Mike out," Cody said, gesturing to Haggar. "But we'll be around later."

"Keep us posted," Spencer said. "Alright, let's roll."

In the Dragon World, Trunks had explained everything to Goku, the Saiyan looking very concerned about the news he was given.

"So, someone who looks exactly like me was wreaking havoc across your timeline?" Goku asked.

"Yes, he did disappear one day, but that's what happened," Trunks said. "I got help from Cable and the others in holding him back, despite Black gaining a new ally in some creature called Annihilus."

"I don't know him too well, but The Fantastic Four would know better," Cable said.

"They might also have an idea of how to figure this mess out," Bishop added.

"So Black just disappeared?" Bulma asked. "Where too?"

"I'm not sure, I think I saw some weird creature with different limbs," Trunks said.

"That's Discord, he convinced myself and Kakarot we would get good fights against heroes from other worlds," Vegeta said. "My opponent was a man named Ryu from the Capcom world."

"Those guys are definitely strong," Forge said. "The X-Men found great rivals, Ryu is quite the Street Fighter."

"I fought a guy named Spider-Man, though his home world is Marvel, he was actually in Equestria," Goku said.

"Marvel? Cable, didn't you call your world that?" Trunks asked.

"Yeah, and we know Spider-Man," Cable said. "Good kid, has a mouth on him but still respectable."

"Deadpool certainly admires him," Domino said.

"Wolverine too, even if he won't admit it," Psylocke added.

"What's Equestria though?" Trunks asked.

"Some world of...Magical Ponies," Vegeta commented.

"Oooh! Pretty!" Came the voice of a nearby Mai, specifically the younger version. "Uh I mean...cool."

"To be young and somewhat innocent again," Future Mai thought to herself.

"Still, Magical Ponies?" Trunks asked.

"I've been there once, for Deadpool's wedding," Cable said. "Not too different from Earth, but you do turn into a horse."

"Wait, really?" Trunks asked.

"Yeah, Vegeta and I turned into cute little ponies," Goku said.

"Do NOT ever say that again, Kakarot!" Vegeta warned, an angry blush on his face.

"I was just fooling, chill out," Goku said, then focused back on Trunks. "But seriously, about Goku Black. From what we've heard, he aligned himself with even more villains and are planning to wipe out the multiverse."

"He's what!?" Trunks asked. "More villains?"

"That's right, more worlds could be affected, like your own," Goku said.

"Did you get any names?" Forge asked.

"I heard a few, like Albert Wesker, Sephiroth, Ultron, Doctor Doom..." Goku listed.

"Doom!?" Cable shouted in disbelief. "Shit...that's not good."

"Is he dangerous?" Trunks asked.

"Yeah, not someone you want to mess with," Cable said.

"Same with Ultron," Forge said.

"Who is he?" Trunks asked.

"Evil Android," Forge said. "Something you mentioned being familiar with, Trunks."

"Right...guess Androids plague your world too," Trunks said.

"He was created to be a hero, but his idea of saving people is to destroy them since he deems them so self-destructive," Forge explained.

"Sounds just like Black," Trunks said.

"Spider-Man is already trying to make plans with a girl named Chun-Li, we could really use your help, Trunks," Goku said.

"Of course, I don't want anyone else to suffer like I did," Trunks said.

"I've seen my own bad futures, we can't let that come to pass anywhere," Bishop said.

"Alright, we'll return to the Portal Room," Goku said. "Come on."

"Right behind you," Trunks said, thinking about his foe. "Black, who could you be terrorizing this time? You sadistic bastard..."

In the world of Sega, Sonic continued his battle against Goku Black, the hedgehog proving to be a capable match against the Goku look-a-like.

"You're quite fast for a little blue rat!" Black said, going for some strikes.

"I'm a hedgehog, genius!" Sonic said, hitting Black with an uppercut, then striking him with several homing attacks that knocked him off balance and one final spin dash attack that knocked him through a boulder.

Sonic sped in for another punch, but Black was quick to block it and delivered a punch of his own that sent Sonic flying back.

"Sonic!" Tails flew to help but Zamasu blocked his path.

"That would not be wise," Zamasu warned.

"Move it!" Tails engaged Zamasu in combat, the kai knocking the fox away, then blocking a strike from Knuckles, though not without staggering him a bit.

"Not bad," Zamasu said, then took a whack from Amy's hammer.

"How about that?" Amy taunted.

"Impudent!" Zamasu kicked her away and then focused on attacking Knuckles, the two exchanging blows.

"This is perfect! While you do that, I'll help myself to this Emerald," Eggman said, focused on the Master Emerald.

"Oh no you don't!" Tails brought out a laser gun and blasted near Eggman.

"How impudent!" Eggman leapt into his Egg Mobile, activating its lasers. "See how you like this!"

Eggman returned fire against Tails, the boy dodging and blasting back while Sonic and Black continued their heated battle.

"I sense strange power coming from you," Black said, blocking a blow from Sonic. "You're no ordinary creature. You have a potential similar to that of a Saiyan."

"Saiyan? You mean like Goku?" Sonic leapt back, glaring at his opponent. "Why do you look like him anyway? Are you brothers?"

"So, you're familiar with Goku," Black said. "How surprising. Well if you must know, I am Goku in a way, just not in the way you would expect."

"Wow, that's not vague or cryptic at all," Sonic said.

"It hardly matters," Black said, powering up into a Super Saiyan form. "I'm here to fight."

"Didn't know you could transform like that," Sonic said. "Maybe you'll actually be able to keep up."

"Cocky, I do like it," Black flew in to clash again. "Makes it more satisfying when I win!"

Sonic smirked in response and kicked Black away. He then charged his body up in electricity and charged to attack.

While Tails was blasting Eggman, he got a call from his radio. "Tails honey? Are you there?"

"Rouge? Tails asked. "Yeah I'm here."

"I can see some commotion coming from Angel Island, what's going on?" Rouge asked.

"Eggman brought some buddies from the multiverse to steal the Master Emerald," Tails said.

"Oh, is that already a problem? I'll be right over," Rouge said.

"Rouge, wait!" Tails said, then took a blast from Eggman.

"You're done!" Eggman was about to attack again, but took a hammer strike from Amy.

"Don't you hurt Tails you bully!" Amy rushed to attack again, keeping Eggman at bay.

Black and Sonic continued their battle nearby, Black kicking Sonic toward the Altar as he charged an attack. "KA-ME-HA-ME..." Once charged, he sent his Black Kamehameha. "HA!"

Sonic was quick to block, though it wasn't easy keeping the attack at bay, "Quite a bit of power this guy has."

"It's useless!" Black added more energy, but Sonic was able to parry and sped in with a punch to his jaw, taking him by surprise. "How!?"

"Give up already," Sonic said.

"Do not order me around!" Black teleported behind Sonic and went for a kick that sent him flying. He then sensed more energy and saw Rouge flying in, joined by Cream and some martial artists in Akira, Jacky, Sarah and Pai Chan. Seconds later, the Umbra Witch, Bayonetta came through a portal.

"Is this where the commotion was coming from?" Bayonetta asked.

"I think so," Rouge said, looking around.

"Rouge!" Tails called. "Cream!"

"Huh?" Knuckles saw the others. "Wait, how did she get Akira and his friends? And Bayonetta?"

"Probably through a portal ring, we did agree to have them in handy in case villains invaded," Tails said.

"There's Tails," Cream said, then noticed some danger. "Oh no, that must be one of Eggman's friends."

"Come on!" Jacky said, leading the charge.

"More fools!? Very well, try your luck against me!" Black said, taking on Akira and Jacky at once while Sarah and Pai Chan went after Zamasu.

Eggman saw the new arrivals, growing infuriated, "So that's how you want to play!? Fine!" He grabbed a radio, "Annihilus, you're up!"

Coming through a portal was the Negative Zone Ruler, stepping through to face his opponents.

"Oh what now?" Knuckles asked.

"That's not all," Eggman hit the radio again. "Kl'rt, they're distracted, you know what to do."

"Wait, who is he calling?" Knuckles asked.

Suddenly Annihilus kicked the Echidna away, glaring at the others. "Who else wishes to face The Living Death that Walks?"

"Well, that's a mouthful," Bayonetta said, grabbing her guns. "Try your luck against me."

"With pleasure!" Annihilus said, clashing with Bayonetta, Rouge and Cream.

Black had knocked away Jacky and Akira, ready to destroy them both with his power. "Prepare to die!"

"Back off!" Sonic rammed into Black, resuming his showdown.

Sonic kept fighting hard, hoping to get the upper hand before Black kicked him near the Master Emerald's Altar.

"Is that all?" Black asked.

Sonic again smirked, placing his hands on the Emerald and turning Super. Within seconds, he activated the Chaos Power within him and charged at his opponent, knocking the wind out of him.

Sonic punched Black a few times, even flying around the world to land even more blows and getting the villain dazed and confused.

"What is...happening!?" Black asked, taking more hits and knocking him to the ground.

"Hold on!" Zamasu called, knocking the girls away and going to assist.

Akira however rushed in with a knee strike to his side. "You're not going anywhere!"

"Foolish!" Zamasu knocked Akira away and rushed to Black's side. "Do you need to be healed?"

"Not here," Black said, grabbing Zamasu and teleporting away.

"Huh? Where did they go!?" Sonic asked, then saw Rouge get knocked near him. He took note of Annihilus. "I'll worry about them later."

Eggman chuckled to himself, "Foolish hedgehog, your end is near."

Meanwhile on Sega's Earth, Super Skrull's ships began to cover the skies, alerting many down below of the impending doom, especially across Japan.

"What is going on?" Ryo Hazuki asked.

"This looks troubling," Came the voice of Kazuma Kiryu.

Even in Shibuya, Tokyo; a boy in glasses looked up at the ships, alongside his friends.

"Ren, what's happening?" asked a boy named Ryuji.

"Why are there so many ships?" Ann Tamaki asked.

"...Not sure," Ren replied. "Be ready for anything."

Even across other towns, such as Basel, the sight was beheld.

"Zephyr!" Leanne said.

"I can see," Zephry replied. "War is coming."

This was even noticed by a Sky General named Vyse, who looked ready for anything, "These are my skies. Go find your own."

Meanwhile ,once Black was healed by Zamasu, he was ready for more, but had something on his mind first.

"Before I finish off the Hedgehog, I'll destroy what he loves first," Black said, heading to the skies above Green Hill. "Time to fix this world."

Near South Town, Vergil had landed several strong blows on Morrigan, knocking her down and leaving her injured.

"Some fighter, you're a terrible opponent," Vergil said.

"Don't count me out just yet," Morrigan said, standing back up. "I'm not ready to call it quits."

"I am," Vergil kicked her away and focused on Juri, who seemed to be toying with Rashid.

"Come on, I should be better than this," Rashid lamented.

"Yeah, you should, but you're not," Juri kicked him to the ground.

"Isn't there anyone worthy of being a challenger?" Vergil asked. Felicia went to attack but Vergil knocked her back with the helm of his sword. "How insulting."

"Hey, bratty boy," Came a voice. Vergil turned around and to his surprise, found Miguel O'Hara. "Looking for a fight?"

"You're one of the Spider-Men," Vergil said, pulling out his sword. "I hope you're more of a worthy fight than that boy I met a year ago."

Vergil went to attack, but Miguel was quick to dodge and claw his face, taking him by surprise.

"That what you wanted?" Miguel asked.

"I will savor your destruction!" Vergil clashed with Vergil.

Juri furrowed her brow at that, "So instead of a rematch with me, he goes for Vergil. I'm a bit insulted."

"BUSTAH WOLF!" Terry came out of nowhere and hit Juri hard with his top attack. "Want some more!?"

Juri stood up, ready to keep fighting when the portal nearby opened, revealing The Wizard.

"I'll take it from here," Wizard said, gesturing to the side. "I even brought an ally."

Stepping through as well was Urien, the man looking ready as well, "This could be entertaining."

"Ugh," Juri focused back on Vergil and Miguel, the two fighting hard against one another.

"You have some shocking nerve doing what you are!" Miguel said, clashing with Vergil.

"We do as we please," Vergil said, cutting Miguel across the chest. "All across the multiverse, your allies will fall, and we will reign supreme!"

"Not a chance in hell!" Miguel shouted, clashing again.

Juri grinned in satisfaction, then leapt in to kick Miguel, but the man saw her coming and side-stepped, kicking her out the way.

"Who needs a sixth sense with your slow moves?" Miguel taunted, then took a blow from Vergil.

"I'm not through with you!" Vergil continued his assault.

Across the multiverse, trouble loomed. Mega Man, Joe and Batsu struggled with Wily and Alastor, though the fighting robot still had some power left in him.

"I'm not done with you!" Mega Man shouted, blasting Wily. "You're done!"

"We'll see about that!" Wily said as he kept fighting.

Meanwhile Nero, V, Ken, Trish and Lady struggled with Dormammu.

"He's a powerful demon," V said, holding his book. "I do enjoy the challenge though."

"Same here, this is kind of fun," Nero said, holding out his gun.

"That's the spirit guys," Ken said, ready for more along with Lady and Trish. "We're just getting warmed up."

"Then I shall increase my heat for you mortals," Dormammu said, charging up a bit. "Power of the Destructor, Power of the Creator."

"Get ready!" Ken and the Demon Hunters rushed to attack, unaware of how much more powerful Dormmamu would get.

Kazuya brought the fight to Jin while Venom fended off Paul, Law and Xiaoyu, the former utilizing his devil abilities to the max while the latter made great work of the symbiote abilities.

"Is that all you have Jin?" Kazuya taunted as his son laid hurt. "What would your mother think of you now?"

That enraged Jin to landing a powerful blow across his father's face, channeling his own Devil Powers "Do not speak of my mother!"

"There's the fight I knew you had," Kazuya said, kicking Jin back. "Let's keep this up."

"Jin!" Xiaoyu went to help but Venom grabbed her by the head.

"Sorry, can't let you interfere," Venom threw her against a wall.

"Why are you doing this?" Law asked. "What matter of evil are you?"

"We're evil? You're the one protecting that lunatic," Venom said, glaring at Jin. "Geez, we can sense the issues that guy has from here."

"Jin may have troubles, but Kazuya's the evil one," Paul said. "Just like his crummy father."

"And you have a large ego, thinking you're 'Best in the Multiverse'," Venom said. "Arrogant as Spider-Man. We make a living knocking guys like you down a peg."

"He's not going to listen to reason, keep attacking!" Law said, he and his friend continuing their assault.

In other parts of Namco, Bison had invaded and was facing off against Lloyd Irving.

"Do you believe you can best me?" Bison taunted, gesturing to a few of his Shadoloo Dolls by his side. "I do not fall so easily."

"I'll fight as hard as I need to!" Lloyd said, gesturing to some others. "Me, and my friends!"

"This world is not for you to take over!" Genis said.

"Especially looking like that, yikes," Zelos taunted.

Bison chuckled at the familiarity in Zelos's words, "If you believe you can win, then give it a fair try. Don't expect results."

"Attack!" Lloyd said, going for Bison and his Dolls, unaware that Tirek was nearby, ready for his own moment.

"The magic here is strong, and soon it will be mine," Tirek said, taking in some of the mana. "How glorious."

Sephiroth in his world clashed hard against Cloud, the two seemingly matched while Tempest used her destructive magic to keep the others at bay, commanding several of the Storm King Guards to do her bidding.

"My master will reign supreme above you all," Tempest taunted. Seconds later she was joined by Doctor Octopus. "Here to fight as well?"

"If I must," Doc Ock said, turning to face the others. "Alright, who has what it takes?"

Cloud got knocked back, the boy glaring at Sephiroth. "What do you plan to do this time anyway!?"

"What I've always planned, to right the wrongs of humans," Sephiroth said.

"That is not up to you!" Cloud said, clashing with his enemy. "I will stop you, no matter how many times I need to kill you!"

"Funny, you feel like you have to kill me many times to be victorious," Sephiroth said, kneeing Cloud hard in the stomach. "Where as I only need to kill you once to win. Sad, isn't it?"

Cloud angrily clashed again, secretly worried about the seemingly hopeless situation. Sephiroth knocked him back to the ground.

The villain was about to strike when another person came to help. To Cloud's surprise, Dante had shown up, and shot Sephiroth's sword away.

"Dante?" Cloud asked. "Where did you-"

"I dropped him off," Sunset said, getting Cloud's attention. "Chris and Ryu would be here, but they heard of trouble somewhere else. Fortunately we ran into Peni Parker, she's got them by her side."

"Sunset Shimmer," Tempest greeted. "What a surprise."

"Still causing trouble? I'm disappointed in you," Sunset said.

"Like you get to judge me," Tempest retorted.

"I will, because all of this is unnecessary," Sunset said. "What do you hope to accomplish here?"

"Earning respect," Tempest said. "Master, let's finish these two off."

"Gladly," Sephiroth clashed with Dante while Tempest did so with Sunset, the two generating power and knocking the two away before charging up more magical abilities.

"Watch out!" Cloud called.

Sephiroth charged up his flare attack while Tempest generated unstable magic and sent the attacks at the trio of Dante, Cloud and Sunset.

"Let us destroy them all!" Tempest said, generating more power.

"Destruction leads to new beginnings, and we shall author that new life," Sephiroth said, continuing his assault.

Even in Capcom, while Chun-Li, Jill and the Turtles were able to fend off the hunters, the next opponent would prove difficult.

Wesker had dashed in, punching Chun-Li through a wall. Raphael attacked from behind, but Wesker dodged and kicked the turtle away, then blocked a strike from Donatello, before kicking him away.

"Cowabunga!" Michaelangelo leapt in for a kick, one that Wesker caught as he slammed the turtle into Jill and then Leonardo before aggressively tossing him into a nearby kiosk. "Ow..."

Leonardo got back on his feet and went to attack with his katanas but Wesker was quick to dodge most of the strikes, though Leo managed to get a small scratch on his face.

"Got you!" Leonardo boasted, then took a punch to the stomach.

"A little blood," Wesker said, wiping it away. "That's all you get I'm afraid."

Chun-Li rushed back and engaged with Wesker again, being a little quicker than the others, but still a bit outmatched as Wesker swept her feet and kicked her away.

Tron kicked back and watched the fight in her Gustaff, "Wow, with Wesker around, we don't need to do much. Ooh! Let's go find some stores to rob."

"Later, we still gotta stand guard here," Prowler said.

From behind, another portal had opened, Tron immediately perking up. "Are we getting more assistance?"

"HADOUKEN!" Ryu's attack knocked Tron off of her Gustaff.

Joining Ryu were Chris and Peni, the latter looking incredibly furious. "Prowler!"

"It's you, one of the Spider people," Prowler said.

"You have some nerve doing what you're doing, especially considering who you're hurting!" Peni shouted.

"Not you too, this is pissing me off," Prowler said.

"You brought this on yourself!" Peni went to attack but Prowler side-stepped and slashed the legs of the SP//dr.

Chris rushed in with a punch to The Prowler, trying to knock him off balance, but the villain was able to block and hit an uppercut.

Wesker noticed the trouble nearby, the man looking slightly irritated, "Of course."

"Eyes on me!" Chun-Li kicked Wesker in the face, stunning him long enough for the four turtle brothers to ram their shells into him.

"SHELLSHOCK!"

"Wow, great teamwork," Chun-Li said.

"Thanks," Michaelangelo said, the turtle facing the downed Wesker. "Maybe if you didn't wear sunglasses during the day, you would have seen us coming and-"

Wesker hit a tiger uppercut that knocked Mikey through a nearby window, "Be quiet!"

"You're gonna regret that one!" Raphael said, whacking Wesker in the face, then impaling his sais through him.

"Foolish creature!" Wesker kicked Raph away, knocking him into his brothers as he pulled the sais out and aggressively tossed them.

Jill was quick to shoot the sais and then fired at Wesker, the man dodging and grabbing her by the neck.

"Jill, you're one of the few that I absolutely despise," Wesker said, then quickly dodged some gunfire while dropping Chris. "And there's the other."

"Back off Wesker! This ends now!" Chris warned.

"I doubt it," Wesker dashed in and knocked Chris through a cart.

Peni webbed him but Wesker pulled her in instead and punched her. He noticed Ryu fighting The Prowler, then dashed in to kick the man away.

"You want to challenge me? Fine," Ryu threw a punch that knocked Wesker off balance, then delivered a few more strikes, alternating between punches and knees and ending with his uppercut. "SHORYUKEN!"

Wesker got sent back, but was still not quite done. "Very well done Ryu."

"I've still got more," Ryu said, charging up his attack. "SHINKUU...HAD-"

Suddenly a pumpkin bomb landed near Ryu, the martial artist quickly leaping out of the way.

Coming through a portal now was Green Goblin, the villain laughing maniacally as he held his bombs, "Who's next!?"

"Uh, what the hell is that supposed to be!?" Raphael asked.

"The Green Goblin!" Chun-Li shouted in worry. "Careful, he's very dangerous."

"Come on, I'm not dangerous, I'm a pretty fun guy. I'm just here to make friends and have a BLAST!" Goblin shouted, throwing more pumpkin bombs down, still laughing maniacally.

"That guy's a weirdo," Tron lamented.

"Let him have fun," Wesker said, generating a new portal. "Come on, we must check in with our allies."

The three made their leave as Goblin sent more bombs down, "Who else wants a piece of The Green Goblin!?"

"Don't take too long!" Wesker called before the portal closed.

"Such a stickler for the plan, he needs to have a bit more fun," Goblin said, throwing more bombs as the heroes took cover.

"This might be a problem," Jill said.

"I'm not ready to give up," Chun-Li said.

"Same, let's do this!" Leonardo said, everyone still ready to attack.

Back in Equestria, Twilight was still fighting away the heroes, using her magic to slam several of them through homes.

"Twilight!" Johnny said, flying over and taking a shot that knocked him through the Town Square building.

"Annoying fool, why I kept you around is beyond me," Twilight said. "I never should have let you heroes stay!"

"Twilight! That's enough!" Steve called, getting him a strong whack through Sugar Cube Corner.

"You just had to start a rebellion, didn't you Cap?" Twilight shouted. "Then I lose my school because you can't control your damn friend! Maybe you and Tony should have enrolled and settled your issues normally instead of fighting like a pair of idiots!"

"Twilight, that's enough!" Wade called.

Twilight picked up the house belonging to Lyra and Bon Bon, slamming it on top of Wade. "I don't even know where to start with you."

"Twilight!" Trixie called. "Twilight it's me!"

"Trixie...the show-off who caused way too much trouble for me!" Twilight shouted, readying her magic. "I'm done with you."

"I got you Trix!" Lightning Dust flew in to pull the girl to safety.

"I don't know where you came from, but thanks," Trixie said.

"No trouble," Lightning Dust boasted.

"Oh great, it's Lightning Dust," Twilight said, sending blasts at her. "Don't think I forgot the trouble you caused with those creep villains!"

"Wow, how petty," Came Gwen's voice. "Are you seriously mad about all this stupid crap?"

"You're the last person I want to see," Twilight said. "You weren't even back for a week and yet my husband is already all over you. His true love, Gwen Stacy. If that weren't bad enough, now you're trying to take my daughter from me!"

"That's ridiculous! I'm not trying to take away Mayday! I'm just being friendly to her!" Gwen said.

"She's my daughter!" Twilight shouted, sending some magic blasts that Gwen dodged. "You have no right trying to take my place! You should have just stayed dead!"

"Holy shit, that was just messed up," Gwen said, zipping in and kicking Twilight in the face. "How did Peter marry a girl like you?"

Twilight glared hard, teleporting up and blasting Gwen through some houses, all the way to the Ponyville spa.

"You're not the only one either," Twilight focused on the direction of the Friendship Center. "Mary Jane Watson!"

From inside, MJ peeked her head out, "Is she calling me?"

"You crazy!? Don't leave!" Apple Bloom called.

"Mary Jane!" Twilight flew over, ready to attack. "I bring you over to make peace with my husband, and you repay me by trying to take my son!? I don't care if you have issues with your own husband, you stay away from my family!"

"Twiley, stop!" Shining Armor called, the stallion standing beside Reed, Sue and Ben. "Please, this isn't you!"

"Oh be quiet, you've kept plenty of secrets from me," Twilight said.

"This is what happens when you bottle in so much anger, even the little stuff from the past resurfaces," Susan commented.

"Twilight, you're hurting the ponies of this town! Is this really what you want!?" Shining Armor asked.

"I do as I please, I am a Princess after all," Twilight said. "I have the power."

"But you're not being responsible with it!" Peter said, getting her attention. "Twilight, this is not you! The Twilight I know wouldn't hurt others. That's not the mare I fell in love with, the mare I married and had kids with!"

"Oh gee, sorry to disappoint you, Peter," Twilight said, glaring at her husband.

"I'm not going to stop until you're free from this curse!" Peter said. "I don't want to fight you, I don't want to hurt you, but I will do what I have to do to save you!"

"Hurt me? Peter, you already hurt me when you cheated on me!" Twilight shouted, loud enough for almost everyone to hear.

"Cheated?" Shining Armor asked.

Bobby stumbled over, "What does that mean?"

A concerned Logan worriedly glanced around, "Shit..."

"You remember that future? Where you slept with Sweetie Belle," Twilight said. "I certainly do, I haven't forgotten that feeling of betrayal!"

Peter glanced down in shame, despite the circumstance, he knew he messed up that day. "I wish I could take it back, I really do."

"Well all the wishing in the world won't do anything, now will it," Twilight said. "You still did it, then you had the nerve to come crawling back to me. Despite that, you still think you're this smart and wise husband, deciding for yourself what is best for OUR daughter, and deciding that a school that I worked so hard to build wasn't worth saving!"

Peter grumbled in annoyance, "I am so done with this damn school. Twilight, you're a smart girl, do you want your legacy to be some useless school that only caused more problems than it started!? You can't learn Friendship in a School!"

"He's right, Twilight," Celestia said, flying over. "Remember why I sent you to Ponyville, so you can learn true Friendship the proper way. The school was a nice idea, but it does conflict with what I was trying to tell you. I hoped you could learn for yourself what a mistake it was, but perhaps I put too much pressure on you to think clearly. It would not be the first time I've done that. I'm sorry I failed as your teacher."

Twilight felt strange inside, a source of confliction emanating within her. However the rage she felt still persevered, "Even so...that School was my legacy. All of you took that from me!"

"Twilight, please," Peter said.

"You be quiet! For all I know, you're not even my Peter!" Twilight said.

"Uh...is this dark magic messing with your head?" Peter asked.

"She's becoming deluded, we need to cure her," Celestia said.

"I don't need curing, this is the best that I've felt in years, and nopony is taking this from me!" Twilight shouted, generating a lot of magic that pushed everyone away.

As Gwen pulled herself out of some wreckage, she spotted a returning Miles nearby.

"Geez, I leave for five minutes and you're getting your ass kicked?" Miles taunted.

"Oh shut up, kid," Gwen said, spotting Twilight. "She's pissed, we gotta do something."

Janet and Spike flew at Twilight, both of them trying to reason with her.

"Twilight, please snap out of it!" Spike said.

Janet zapped her a bit, trying not to hurt her but at least get her attention, "We just want to talk!"

"Save it!" Twilight blasted them both away.

Applejack tried lassoing her leg, but Twilight flung her away, the mare caught just in time by Remy.

"Thanks hon," Applejack said, being placed down.

"No trouble, cherrie," Remy said, the two ready to keep fighting.

Not too far away, Cadance arrived with Iron Fist, Luke Cage, Night Thrasher, Kitty, Kurt and Jubilee.

"That doesn't look good," Kitty said.

"She's been corrupted by Negative Energy, we need all the help we can get here," Cadance said.

"We're on it, let's go!" Iron Fist said, everyone quick to do what they needed to do.

Twilight spotted everyone coming, a glare forming in her eyes. "Cadance...turning against me once again!"

As all the heroes went to stop Twilight, she effortlessly blasted them back, injuring each of them with no trouble.

"This power is incredible," Cadance said, then saw Twilight getting closer.

"It's over for you," Twilight warned, charging her magic.

"Twilight! Don't!" Starlight called, using her magic to restrain her friend. "Please, don't make me hurt you!"

"As if you could!" Twilight blasted Starlight through the Carousel Boutique. "I don't even remember why I took you in! You've been nothing but useless!"

"That's enough Twilight!" Peter webbed the girl, but she grabbed him and electrocuted him with her magic before slamming him down.

"Peter!" Miles leapt up as well but got whacked away.

"Annoying fake," Twilight focused back on her destruction.

Miles got knocked close to where Rumble and his friends were fighting. "Huh?"

Despite their numbers, Rumble's team was getting overwhelmed by their opponents. The Dazzlings were strong and fast while Martin easily knocked them all around.

"Take this!" Laura went to attack but Martin began manipulating her with his powers as Adagio spoke.

"These kids are annoying, destroy them for us," Adagio said, Laura immediately focusing on her teammates.

"Laura wait! Ignore her!" Gabby said, evading Laura's attacks.

"Hey! Put her back to normal!" Rumble flew to attack but Martin cut his wing with his naginata.

"AAAAGGGGHHHH!" Rumble fell to the ground, blood coming out of his wing as he tried to flap. "Come on."

"You alright!?" Miles went to help but Martin knocked him back, allowing Sonata to use her sonic scream to blast Miles away.

As Rumble tried to stand, Adagio knocked him toward Aria, the girl nodding to her friend and mimicking a crushing notion. "Do it."

Aria looked down at Rumble, placing her hoof on his other wing.

"What...what are you-GAAAAAAAAH!!" Rumble's wing was crushed by Aria, the boy squirming in pain. "Agh! My wings! Auuuugh!!!!"

"You won't be flying for a while, if at all," Adagio taunted.

"Monsters!" Silverstream angrily went after Adagio, the siren stopping her in her path. "What did you just do to my friend!?"

Adagio headbutted Silverstream, stunning her long enough for Martin to whack her aside.

"Good work, now let's go after Sandbar," Cozy Glow said. "I'll make him and Ocellus regret-"

"Take this!" Gallus flew in and used his talons to pin down Cozy Glow. "Little brat! It's over for you!"

"Hey! Get off!" Cozy Glow shouted.

"Cozy!" Sonata went to help but Yona rammed her away.

Garble stepped in and breathed fire at the rest of the Dazzlings, "Yeah, take that! Wussy ponies!"

"We're sirens, dumbass!" Aria shouted.

"Doesn't matter, you're still weak," Garble said.

"Garble! What are you doing?" Smolder asked.

"Taking care of business," Garble said, cracking his knuckles, "So, who else wants some of me?"

"There's that one guy who tried getting me and my friends killed in Manehatten!" Gallus said, gesturing to Martin before focusing back on Cozy Glow. "The one who manipulated this little nuisance."

"Get your grimy talons, OFF ME!" Cozy Glow managed to pry herself away and lunged at Gallus, the Griffon clawing across her face, resulting in the girl crying out in pain.

"Cozy Glow!" Sonata shouted in worry.

Gallus looked to his talons and saw some blood, and from what he could see, Cozy was desperately covering her left eye, tears streaming down the other.

Martin's eyes widened in worry, before anger took over. "Your life is forfeit, you little nuisance!"

Gallus looked ready to fight, but deep down wasn't sure if he could handle Mr. Negative.

"I got you covered, Gallus!" Smolder tried breathing fire, but Martin used his Naginata to slice across her chest, knocking the girl over. She checked her body to find something peculiar. "Blood? But how? Dragon Scales are too strong!"

"Sis!" Garble stomped angrily toward Martin, trying to pull his weapon away. "You stay away from her you-"

Martin pulled the weapon back long enough to jam it through Garble's chest, blood spurting out of his mouth as the one from his wound stained his chest.

"GARBLE!" A teary-eyed Smolder shouted in agony.

Garble fell over as Martin glared at Smolder, "You're next."

Fortunately Miles was quick to leap in, using his electric webs to zap Martin and kick him away.

He also managed to fight back Sonata and Aria, but took an attack from Adagio from behind. The moment Miles turned around, Laura lunged at him, trying to claw his eyes out.

"Hey! Snap out of it!" Miles called.

Adagio grinned in satisfaction, then noticed some oncoming trouble, "Here comes Twilight!"

Indeed Twilight was flying over, anger in her eyes, "You five have caused more than enough trouble."

"Wait, is she turning against us!?" Aria asked. "Adagio, Martin, control her!"

"Why bother? We can just leave," Martin said, gesturing to Cozy Glow. "Get her first."

Sonata went to check on Cozy, "Hey, we gotta go."

"It hurts!" Cozy cried, holding her eye. "It really hurts!"

"I know, we'll fix it!" Sonata said as Martin opened a portal.

"Stop them!" Smolder called, though Laura went for her next. "Oh come on!"

"Hey! Don't leave!" Sweetie Belle attacked with her symbiote, but Martin was quick to block.

"You're strong girl, but not strong enough!" Martin sliced across her chest. Fortunately the symbiote took more of the blow, but she still got knocked back from the momentum.

As Sonata went to leave, Gallus attempted to sneak up and attack. However she saw him coming and delivered a buck kick to his face, hard enough to damage his beak.

"I have to go, but I promise you this," Sonata glared a hole through Gallus. "Next time I come here, I will personally kill you myself!"

Gallus rubbed his beak as Sonata stepped through the portal, along with the rest of her team.

Sweetie Belle regained her composure and spotted the injured Rumble on the floor, "Oh no! Rumble!" She ran over to help him up. "Rumble, are you hurt that badly?"

"I can't...feel my wings," Rumble lamented. "What's...going to happen?"

Laura took the chance to attack, but Sweetie Belle grabbed her with her symbiote and slammed her a few times, before using her magic to blast her and knock her out.

"Sorry Laura, but it was for your own good," Sweetie Belle said, then checked on Rumble's wings. "Still, you're really hurt. We'll get you fixed up."

"Sorry to be a burden," Rumble said.

"You're no burden, I'd do anything for my friends," Sweetie Belle then turned to Smolder. "Speaking of friends..."

The Dragon Girl was on her knees, crying for her fallen brother, "Garble..."

Twilight got close, glaring down at everyone, "Bunch of troublesome kids. Especially you, Sweetie Belle."

"Me?" Sweetie Belle asked.

"Running around with that symbiote, don't you care about the danger?" Twilight asked. "And Rumble, you're such a brat. I never should have taken you in."

"Please, Twilight wouldn't say that, she's too kind," Rumble said.

"He's right!" Spike said, flying by her side. "Twilight, stop this rampage!"

"Yeah seriously!" Janet said, flying over. "Think about all the ponies you're hurting!"

"Why should I?" Twilight asked.

"Because you love them, that's who you are," Spike said. "No amount of negative energy can change that fact."

"Twilight, I don't want to fight you," Janet said. "Don't make me."

"...Did I ever tell you that I hate that you married my little brother?" Twilight said. "Why does he need someone's leftovers?"

"Whoa, easy Twi," Spike warned. "I love you but Janet's my wife, don't talk to her like that."

"Besides, you know you like me, we're pals," Janet said.

"I put up with you, I put up with all of you!" Twilight shouted. "There isn't a pony here who hasn't ticked me off in some way."

"That's life, Twilight!" Peter said, swinging over and landing nearby. "We've all upset each other at least once. But we coexist because despite that, we love and care about each other. There's nothing you can do that could ever make me hate you. I know I've hurt you, and I'm sorry. That's why I consider myself lucky! Because I found a woman who was willing to look past my flaws and accept me for how I am! I strive to be better because I met you, Twilight. You're my inspiration to Be Better!"

"Mine too!" Johnny said, flying over. "You're like family to me Twilight, one of the only girls besides Susan that I would call my sister. You gave me a chance to be happy, and you can bet I would do anything to repay the kindness you left for me!"

"Twilight!" Fluttershy said, flying over. "If it wasn't for you, I would probably still be too afraid to talk to anypony. You helped me overcome my shyness, and it's thanks to you I managed to not only make some good friends, but I found myself a husband to love and care for me."

Bit by bit, many of the ponies came to confront Twilight, the mare looking on in confusion.

"Twilight, you say you regret taking me in, but I don't believe that," Rumble said. "Because I still remember how happy we were living together, seeing your smile everyday made me smile. Even now, despite not living with you, you're still there for me. You're the closest thing I have to a mother since I lost mine. Peter isn't my only inspiration, you are too."

"Twilight, your school may not have gone how you wanted it to," Silverstream said, getting her attention. "But it's thanks to it, and you that I made so many friends here in Ponyville. Sandbar, Ocellus, Rumble, you helped me find them, and I am so grateful for that."

"You were always there to help me, Twi," Rainbow Dash said. "No matter how much I tested your patience, you never gave up on me. You're the main reason I was able to become a Wonderbolt. Not because you tutored me for the entrance exam, but because you believed in me enough to inspire me."

"You mean a lot to us Apples, Twilight," Applejack said, getting her attention. "Remember what ah called you when Flim and Flam first came to town? You ain't just a friend, yer family. You'll always be an Honorary Apple."

"Hey, Twilight," Lightning Dust said, flying over. "For what it's worth, I am really happy that you liked my Washouts group, getting your endorsement really inspired me. So as someone you're a fan of, let me be a role model and say, do the right thing, pal."

There wasn't a single eye that didn't roll.

"You did a lot for us too," Sweetie Belle said. "Me and The Crusaders, you mentored us, even when you didn't have to. You're so great for that, thank you Twilight. You're a big reason why I feel as confident as I do today."

"Twilight," Gwen interjected. "I know you don't like me, but please know I never wanted to take Peter or Mayday from you. And I know Mary Jane doesn't want Benjy. We're just so fascinated with how great of a wife and mother you are. Mayday's cute and while she's the type of daughter I would like, I know she and Benjy love you too much to see anyone else as their mother."

"Anger can be terrible, huh Twilight?" Autumn Blaze said. "Bottling it all in, that's going to lead to hurtful things being said. Even if we don't mean those things, they can be hurtful. I know you don't really want to hurt anyone, physically or vocally. If you're mad, then talk to us, don't bottle this up again. We want to help, we're all friends after all."

"Twilight, you gave me a chance to overcome a lot of my issues," Starlight said. "It's thanks to you that I finally found good friends and a family to call my own. You've kind of become a sister to me, and I am so grateful to be a member of your family."

"I feel the same way of course," Trixie said. "From rival to sister, that's quite an impressive leap. Peter isn't the only one who's made me feel welcome in the family after all. I have not forgotten what you've done for me."

"Twilight," Celestia began. "I am so happy to have had you as a student. You mean so much to me, you're the daughter I wish I had."

"You're a lucky girl, Twilight," Miles said. "Don't throw away something good for the few bad things in life. It doesn't work out."

"Twiley," Shining Armor said. "You have so many ponies who love you, even if our worst time. Please, come back to us."

"Come back Twilight," Aunt May said. "We love you."

Twilight still felt confused, anger still in her heart, but slowly melting away. She just needed a bit more motivation. Fortunately it came in the voice of a young girl.

"Mommy?" Mayday said, trotting over with Benjy on her back, MJ, Flurry, Luster Dawn and Franklin not too far behind.

"Mayday..." Twilight said.

"You don't hate me too, do you mommy?" Mayday asked.

Hearing those words finally broke through to Twilight, tears coming down her eyes. "No dear...I don't." Bit by bit, the vines disappeared as the negative energy left her body. As Twilight fell, Peter caught her in his arms.

"Twi..." Peter said, checking on his wife.

She was exhausted, but still doing alright. That's all that mattered.

"Let's bring her inside," Spike said.

"Of course," Peter said, leading everyone toward the house. Despite what seemed like a victory, Peter could tell this was just a small one compared to all the other drama that was to come. Even in this win, he knew there were consequences.

In time, he would deal with them, for now he just wanted to help his wife.

Of course Peter wasn't the only one who had matters to attend to, as Kratos finally arrived in the Asgardian Throne room.

"Thor, we must speak," Kratos said.

The villains had a big start, and there was much more to come.

Pushbacks and Setbacks

Within his office, The Kingpin had turned to the T.V., as video footage of the fight between Peter and The Beetle was underway.

"Looks like he found his target, as expected," Fisk said as he gripped his cane. "Spider-Man, I never thought I'd see you again. You left me with quite the mess I must admit. Even when you're not here, you somehow maintain a bothersome presence. I will personally make sure you never come back."

Within the streets on New York City, Peter is engaging The Beetle above ground. While Beetle flew away to keep his distance and blasting at the hero, Peter closed the gap by running in and zipping in for a kick to his chest.

Beetle shook it off and flew in to attack by ramming into Peter and trying to slam him against a truck. Peter managed to skid to a stop and punched Beetle through the streets.

"Who sent you!?" Peter shouted as he leapt in to kick Beetle again. "Was it Doom!? Wesker!?"

"You don't need to know," Beetle said as he aimed a laser wrist gun and fired at Peter, to which the hero back flipped away.

"Hey, finally got a word out of you!" Peter said as he dashed in for another punch, just before Beetle flew upwards. "This is going to be a pain."

Peter then heard some fighting from nearby. Shocker was seen firing his vibration guns at The Hood, the man quickly running for cover, but not without sending some blasts of his own.

"The Hood? Wait, did he hire Beetle!?" Peter asked. Suddenly he saw a bomb next to him, the hero barely dodging out of the way and landing against the wall. "Crap! That almost got me!"

Beetle flew in to attack again but Peter knocked him out of the way, then focused on the fight nearby.

"I gotta stop Robbins," Peter aimed his webbing, but Beetle flew in once again to attack, with Peter barely dodging. "Hey, is that your boss over there!?" Peter gestured to The Hood. "Did he hire you!?"

"...This is troubling," Beetle muttered.

"Hey! Speak up!" Peter said. "Are you working with The Hood!?"

Hearing his alter ego called caught The Hood's attention as the gangster turned to face Peter. "Spider-Man!"

He immediately blasted his nemesis with magic, but was trapped under a forcefield, courtesy of Twilight.

"I'm not letting you escape!" Twilight warned.

Beetle quickly took a moment to call his actual boss, "Fisk, we have a problem. Parker Robbins is here too, I think he's after Spider-Man."

"Robbins!?" Fisk shouted as he angrily slammed his fist on his desk, partially breaking it. "Damn, I was not expecting competition. Just keep Spider-Man busy and don't let Robbins try anything sneaky!"

"It looks like Spider-Man's wife is busy containing him," Beetle said. "Honestly, it may be smarter to work with him for now."

"Are you nuts!? You can't trust him," Fisk said.

"Maybe not, but it's better than being outnumbered," The Beetle said. "At least with him-"

"Who are you talking to!?" Peter zipped in to tackle The Beetle, knocking him out of the air.

"Peter!" Twilight called in worry, then turned to her friends. "Go help Peter! I'll deal with this guy!"

"Are you sure?" Trixie asked.

"Yeah, are you sure?" The Hood sadistically asked. "I just might escape, are you willing to take that chance?"

"He won't," Shocker said as he walked over. "This guy's got strong magic, but I doubt it's anywhere near your level, Twilight."

"I'm disappointed in you, Shocker," The Hood taunted. "To think you'd sell out like this."

"Oh shut up, you're the one who got so easily trapped despite talking such a big game," Shocker said. "Now talk, I know you have some info about The Beetle. Is he working with you or someone else?"

"You can ask him yourself," The Hood said. "He and Spider-Man are coming this way."

"Huh?" Shocker then got knocked over by Peter, who had been thrown by The Beetle.

The flying villain landed near the Equestrians and emitted a powerful shockwave that sent them all flying back, this freeing The Hood from Twilight's spell.

"Much appreciated," The Hood said as he dusted himself off.

"You can pay me back by keeping these fools away from me and my target," The Beetle said.

"Hey now, did no one ever teach you to share?" The Hood taunted.

"Just fight," Beetle said as he aimed his weapons.

Thunderlane flew over to attack, dodging Beetle's lasers, but taking a blast from The Hood instead.

Twilight stood up to attack, but Beetle was quick to charge at her and send her crashing through a building.

Peter stood up, immediately scouting the area for his foes. "Where'd they go!?"

"There's one!" Shocker said while gesturing to The Hood.

The magical gangster leader took note of Spider-Man and generated some magic in an attempt to blast him.

Peter leapt over and flipped to kick The Hood in the chest, sending the villain flying back. The villain rolled through and began firing from his guns.

Peter managed to dodge each attack as he zig zagged and landed a blow on The Hood, uppercutting the villain and sending him into the air. Peter then webbed him from below and slammed him down on a truck.

"Spidey!" Shocker ran over to the boy. "I got this, go and help Twilight!"

Suddenly Beetle was sent flying through some walls nearby.

"I'm thinking she could help herself," Peter said as Twilight flew from the building.

The Princess of Friendship put up a quick shield to fend off The Beetle's attacks as she landed another punch on the villain.

Beetle shook it off and sent some lasers at Twilight, but she teleported behind Beetle and blasted him, sending him flying right back out.

Beetle stood up to attack but Peter was quick to land a kick that sent him toward Starlight, just as she too blasted Beetle, sending him flying toward Rogue as she delivered a punch to send the villain toward Shocker as he blasted the mercenary against a nearby light pole.

"Wow, great combo game," Peter said.

"Got that right!" Autumn Blaze cheered as she walked over to The Beetle. "Alright tough guy, time to talk! Who sent you!?"

The Beetle had no response, other than trying to regain his bearings.

"It might be easier to get this man to a police station or something, he can be interrogated there," Trixie pointed out. "Right now, we should head back to the library and make sure Mayday and Franklin are okay."

"They should be with Apple Bloom and Celestia. I hope they're-" Peter's Spider-Sense went off as he turned to block an incoming gunshot from The Hood with his arm.

"I'm not done yet!" The Hood said as he aimed his gun once again at Peter, though just before firing, he focused his attention on Autumn Blaze and pulled the trigger.

"I got you!" Peter pulled the girl to safety, but this only allowed The Hood to cheap shot Peter with a magical blast.

"Peter!" Autumn Blaze angrily turned toward The Hood. "That's my friend you're hurting!"

She slowly began to transform into her more feral state, taking The Hood by surprise as she charged at her foe and crashed the two through a truck.

It was around this time that some police cars began to arrive on the scene with several officers rushing toward the group with their guns aimed.

"NYPD! Everyone, hands behind their heads and on the ground! Now!"

"Crap, it's the fuzz..." Shocker lamented.

"It's fine, they can arrest these men," Twilight said.

"They might want to arrest me too," Shocker said. "I am one of New York's most dangerous thugs."

"Don't worry," Sonata said as she pat Shocker on the back. "You won't go in alone; I'll go with you. Then, we'll bust out later!"

"Let's not talk like that," Twilight said.

"I said on the ground! Now!" The cop shouted.

"Officer, wait!" Peter called. "It's me! Spider-Man!"

"Spider-Man?"

"Yeah! I know I don't have my mask, the fight was pretty sudden," Peter said as he reached into his pocket. "But I can show you-"

"Don't move!" The cop warned as he aimed his gun.

"Right, probably shouldn't reach into my pocket like that..." Peter lamented.

"Let him go!" Came a woman's voice. "That is Spider-Man!"

"Are you sure?" The cop asked.

"I've seen his face a few times," The woman stepped into view. "At least after the whole incident with The Green Goblin."

"Do I know you?" Peter asked.

"I am Officer Yuriko Watanabe," The woman said. "I know a lot about you, Peter Benjamin Parker."

"Uh, wow, I'm flattered," Peter said. "I think so at least, I usually get antsy when officials of any type know who I am."

"Don't worry, I'm not one of those who call you a menace," Yuriko said. "Hardly anyone does these days, thanks to J. Jonah Jameson."

"Funny, I ran into him earlier, he definitely changed his tune about me," Peter said.

"I gotta say, I didn't expect to see you here, no one did," Yuriko turned her attention to The Beetle. "But it definitely has its advantages."

Suddenly The Hood was thrown near the cops as a still angry Autumn Blaze stepped out of the trailer. "I'm not done with you yet!"

"Autumn! Dial it back!" Peter called. "We've got company!"

"Huh?" Autumn Blaze noticed all of the cops, the girl calming herself out of her Nirik state. "Uh...hi?"

"You brought some interesting friends," Yuriko said. "Let's head down to the station, we should talk more."

"Sure," Peter turned toward The Beetle. "Let me just-"

Suddenly the crook had flown in and grabbed Trixie, holding her high in the air as he aimed his lasers at her head. "No one move!"

"Crap! Not good!" Peter said as he and his friends looked ready for anything.

"Seriously!? Why am I the hostage!?" Trixie asked in annoyance.

"Bad luck," The Beetle said. "You're coming with me to meet my boss."

"Oh, finally going to come clean?" Trixie taunted.

"Watch your tone, or I'll finish you off right now," The Beetle warned before flying off.

"NO!" Peter immediately pursued the villain. "Trixie!"

"We gotta help!" Lightning Dust said as she spread her wings and flew off alongside Thunderlane.

"I'm right behind ya!" Rogue said as she also followed.

Yuriko grabbed her radio, "This is officer Watanabe! I need all available units within Midtown available, stat! We have a hostage situation! The Beetle has kidnapped a woman and is flying south of my location!"

"Copy that!" a voice was heard saying.

Yuriko focused her attention on The Hood, "All units, arrest that man!"

"I don't think so," The Hood attempted to blast the officers, but Twilight was quick to place a forcefield around them.

"I got you!" Twilight said, then took a blast of her own from The Hood.

"And I have you, Mrs. Spider-Man!" The Hood taunted as he went to strike again.

This time, Sonata ran in and used a high-pitched scream to briefly deafen The Hood while Shocker rushed over with a blast that sent his foe flying.

"Wow, what an impressive bunch," Yuri took note of Shocker. "Something about him seems familiar though."

Twilight used her magic to restrain The Hood as she walked toward the villain, "Talk! Were you and that Beetle creature working together!?"

"Only to even the odds," The Hood said. "Clearly I have underestimated you lot."

"Who are you working for then!?" Twilight asked.

"I work for myself," The Hood said. "The Beetle works for another."

"Who exactly!?" Twilight asked.

"The Kingpin," Yuriko said, this getting Twilight's attention.

"The Kingpin? You mean Wilson Fisk?" Twilight asked.

"There have been reports that The Beetle, also known by his true name, Abner Jenkins, has been sighted with The Kingpin," Yuriko said. "Ever since Martin Li disappeared, the three remaining crime groups of New York began a power struggle, which included Parker Robbins here."

"I will admit, Kingpin and Hammerhead gave me more trouble than I would have liked," The Hood said. "Without Mr. Negative though, the playing field vastly shifted in my favor."

"Well you should know that Martin Li is alive and well, and causing trouble elsewhere," Twilight said. "But we can get to that another time. Let's get this man to jail, then help my husband rescue our friend."

"Husband? Come to think of it, Robbins here called you 'Mrs. Spider-Man'," Yuriko said. "Are you two married?"

"Yes, and our daughter is back in the New York Public Library with some friends of ours," Twilight said. "If you can get some cops over to the library and look for Mayday Parker, please do. I need to make sure she's safe."

"Copy that," Yuriko said. "All units, with me!"

"Yes ma'am!" The cop said.

"By the way," Yuriko gestured to Herman. "Is that Shocker?"

Twilight glanced at the former villain, who merely shrugged the situation off, "He is...but he's on our side. You're not going to arrest him, are you?"

"For now, no," Yuriko said. "But if there's anything on his files that can incriminate him, then I can't promise he won't face any jail time."

"Figures..." Shocker said. Sonata looked ready to attack the cops when Shocker grabbed her by the shoulder. "Don't do anything stupid."

"I'm not letting them arrest you," Sonata said.

"If you attack, you're going to make us both look worse," Shocker said. "Let Twilight handle this."

"Ugh, fine," Sonata said.

Meanwhile as The Beetle soared over the New York Skyline, Peter was seen closing in on his foe, ready and determined to take him down. "Beetle!"

The Beetle turned around and fired at Peter, with the hero dodging and propelling forward.

"Damn persistent Spider..." The Beetle flew faster, with Trixie looking almost sick.

"Can you please...dial it back..." Trixie urged.

Lightning Dust flew in closer, the girl getting right next to The Beetle and tried throwing a punch. The Beetle caught her fist and retaliated with a punch of his own that knocked Lightning Dust back.

He then started zapping at her, with the girl dodging each attack. Thunderlane flew in next to attack, but took a kick to the stomach.

The Beetle stopped midflight to once again threaten Trixie. "Seems like none of you know how to listen! So I'm about to make an example out of this girl!"

"Or you can give them one more chance?" Trixie suggested. "From my personal experience, everyone benefits from having at least three chances."

Before Beetle could fire, he felt his energy being drained, prompting him to let go of Trixie. He turned around and saw that Rogue was the reason he lost energy at that moment after exploiting a destroyed piece of armor that exposed his skin. The woman then grabbed Trixie with a safe hand.

Angrily The Beetle used what little strength he still had to aim his laser, hoping to take Rogue out. But Peter finally had a chance to catch up and webbed his legs, pulling the villain in for a punch that left him unconscious on a rooftop.

"Awesome!" Lightning Dust said as she flew over. "You got him!"

"And Trixie's safe," Rogue said as she set the girl down.

"That was rather exhilarating," Trixie said. "And something I do not wish to go through again."

"It didn't look that bad," Lightning Dust said.

"I was held against my will at uncomfortable heights!" Trixie shouted. "It was that bad!"

"Settle down now," Rogue said. "Let's just get this creep to jail, and hopefully get some answers too."

"Yeah, let's go find Yuriko," Peter said as he webbed The Beetle up to easily travel with.

Within Klugetown, both Remy and Bobby were seen fending off the villainous forces of The Skrulls, Shadaloo's Men and The Mad Gear Gang.

Bobby blasted several henchmen with his ice beams, knocking them out or freezing them in place. He then stomped hard on the ground and sent several enemies into the air with an ice stalagmite.

Remy dodged several henchmen that came after him while whacking each of them with his staff. His quick reflexes allowed him to do quick takedowns of his foes while also using his kinetic cards to knock everyone back.

Calaeno assisted as well with her crew, using her sword to disarm various henchmen and take them down swiftly. Felicia was fighting by their side while Capper kept a distance, using various catapults to launch debris as defense.

"We doing great so far!" Remy said as he knocked out several guards, "Keep it up mes amis!"

"Don't gotta tell me twice!" Bobby said as he hit a few uppercuts.

Within moments, Bison stepped forward, looking ready to fight. "Who wishes to do battle against me?"

"Here comes the big man," Bobby said. "Yo Remy, you mind if I take this poser on?"

"Be my guest," Remy said.

"I shall make this town your final resting place," Bison warned as he charged up his Psycho Power.

"I've been wanting to shut you up for years," Bobby charged at the Shadaloo leader with an ice blast that Bison punched through as the villain engaged Bobby in combat.

"My turn!" Iori charged up his Orochi power and lunged at Remy, who blocked the incoming strike with his staff.

"Gonna need to be much faster than that, mon ami!" Remy said as he and Iori exchanged blows.

Calaeno aimed her sword at Kl'rt, the bird woman preparing for her own fight, "Come at me!"

"Fool, do you not know who I am!?" Kl'rt generated some rocks over his hands. "I am The Super Skrull!"

Celaeno and her pirates charged at Kl'rt, though the alien proved to be more than a match as he whacked them all away with ease. Celaeno did not give up as she continued trying to do battle against Super Skrull.

Meanwhile Felicia was facing off against Vice and Mature. It seemed troubling at first, considering she was outnumbered, but the odds were soon evened out when she found an unlikely ally.

"Need help?"

"Eddie?" Felicia turned to see an unmasked Eddie Brock.

"It looks like you're about to fight for your life here," Eddie said. "Let me help."

"That's kind of you," Felicia said. "Of course I probably could take them alone, but I'll let you assist if you really want to."

"Well, if it isn't the traitor," Mature said.

"The one who grew a soft spot for the daughter of the man he claims to have hated," Vice said.

"I do hate Spider-Man, but his daughter was innocent!" Eddie said as the suit took over. "We will not allow an injustice like that to be overlooked!"

Just as Venom leapt at the two, Akuma stood in his path and blocked a strike, "I seek a challenge!"

"You'll get one!" Venom shouted as he punched Akuma across the jaw, which earned him a kick that sent him skidding back.

"Black Cat!" Bon Bon ran toward Felicia, the mare looking ready to fight. "Don't worry, I got you covered!'

"Much appreciated, Bonnie," Felicia said.

"Aw, the cute little pony wants to help," Vice taunted.

"Careful, I'm no cute little pony," Bon Bon said. "I am an Agent of S.M.I.L.E."

Vice clashed with Bon Bon while Mature clashed with Felicia, all four ladies fighting for either protection or domination.

Elsewhere Johnny was throwing various fire balls at The Green Goblin, trying his hardest to knock the man out off of his glider.

"Hey! Why don't you fight me like a man!?" Johnny shouted as he flew in to attack, but Goblin quickly dodged.

"Sorry, too slow!" Goblin taunted.

"Oh you're really asking for it!" Johnny flew in to attack again, but Goblin set a bomb off near Johnny, the hero blocking and withstanding the explosion, but was greeted with a punch from the villain.

"Got ya!" Goblin readied another bomb, but as he threw it, it was shot midair. Goblin looked down to see a recovered Wade with his gun.

"I'm still alive, dipshit!" Wade kept firing, prompting Goblin to leap down and punch Wade through a nearby building.

"You won't be for long," Goblin said, then took a kick from behind, courtesy of Johnny.

"Got you!" Johnny readied some fire and blasted Goblin, but the villain recovered quickly and charged in with a shoulder ram that knocked Johnny back.

"Anyone else!?" Goblin asked. Pinkie attempted to attack from behind, but Goblin grabbed her by the face and slammed the pink pony down. "Aw, where's that little smile of yours?"

"Get the hell away from my wife!" Wade rushed in and impaled Goblin with his swords, but the man endured and punched Wade a few times before kicking him back. Goblin then pulled the swords out and threw them right back at Wade, both impaling the mercenary.

Johnny then blasted Goblin from behind, prompting the villain to throw yet another bomb right at the Torch.

Suddenly Rainbow Dash flew in and kicked Goblin in the head. This gave Pinkie the opening to headbutt him in the chest. Both girls teamed up for a double punch that knocked Goblin further back.

"Did that work?" Rainbow Dash asked.

Goblin merely stepped forward with a terrifying glare in his eyes, "It worked alright, it worked in infuriating me."

Within moments, Goblin had begun to transform, the man now becoming twice his size and much more muscular. This new appearance was terrifying for Rainbow Dash and Pinkie Pie as the monstrous creature stepped forward.

"Now, which one should I incinerate first?" Goblin said as he aimed his fire. "Perhaps the blue one, she does love fire after all."

Rainbow Dash still looked ready to fight, but thankfully Johnny was quick to protect her.

"Don't you EVER threaten my wife!" Johnny delivered some viscous punches to Goblin's face, hoping to knock the villain out, but regardless of how many times he struck, Goblin just looked at him with a terrifying glare.

"Is that all you've got, Johnny?" Goblin taunted before punching the hero towards Rainbow Dash, then whacking an oncoming Wade toward Pinkie Pie.

"Wade! Pinkie!" Mrs. Cake called as she ran over.

"Johnny! Rainbow Dash!" Mr. Cake called as well as he and his wife tried pulling everyone away. "We gotta go!"

"Carrot! Cup! I told you both to leave!" Wade urged.

"Don't leave, stay and die!" Goblin shouted as he generated some fire and sent a massive blast at the others. Right afterwards he started blasting everything around him, bringing Klugetown to flames.

Not too far away, Logan was fending off some attackers, then saw the fire. "Shit!" He turned to Fluttershy. "Get everyone out of here!"

"What about you!?" Fluttershy asked.

"Just go! I got this!" Logan said as he ran in the direction of the fire.

Not too far away, despite their best efforts, Remy's Team had a hard time keeping Bison's team away.

Bison was aggressively battling Bobby, slowly overwhelming the Ice Hero. "I thought you were stronger than this?"

"Hey I'm not done!" Bobby sent an ice attack, to which Bison charged through his own power.

"PSYCHO CRUSHER!" Bison tackled Bobby through a building, leaving the hero injured and on the ground.

"Bobby!" Remy ran to help but Iori got in his path and delivered several hard strikes to the Cajin fighter.

"Don't you have more than this!?" Iori shouted as he delivered a powerful blow to Remy, sending the mutant flying back.

Celaeno was exhausted from her fight with Kl'rt, the pirate woman fearing the worst in this moment, "This may be my last battle. If so, I will go down fighting!"

"You speak like a warrior," Kl'rt said as he charged in to attack. "Now die!"

Suddenly Bucky had arrived and punched Kl'rt away, then gestured for Celaeno to leave, "I got this!"

"You!" Kl'rt threw a punch that Bucky blocked with his metal arm.

Meanwhile Applejack had arrived with Big Macintosh and Braeburn as the three knocked Iori away from Remy, just before the villainous martial artist could finish the X-Men member off.

"Let's get Remy out of here!" Applejack said.

"What about Bobby?" Big Macintosh asked. "Rarity would want him safe."

"Ah got him, you save Remy," Applejack said. "We may need to leave town."

"But this was our last place to hide out!" Braeburn said.

"Well it ain't exactly safe here!" Applejack said. "Come on, let's...oh no..."

Up in the air was one more terrifying surprise. A villain thought to be dead was seen hovering over the area. "So, this is where everyone ran off to..."

"That's...that one creature Johnny and his family fights!" Applejack said. "The one from Ponyville!"

"Annihilus!?" Bucky asked in disbelief.

"Yes...him," Kl'rt boasted.

"But...that muscular man with that fancy axe did him in! Didn't he!?" Applejack asked. "That's what ah heard!"

"Looks like he's not done yet," Braeburn said.

"Time to die!" Annihilus shouted as he rained down fire balls at the town as well, assisting Goblin in destroying the city.

"Now what!?" Logan asked in frustration.

"Logan!" Nightcrawler teleported by his side. "We must leave!"

"There might be survivors, I gotta save them!" Logan said.

"Then I will help you!" Nightcrawler said. "But we must hurry. To stay and fight would not be a wise choice."

"I know...and boy do I hate that," Logan admitted.

"As do I my friend," Nightcrawler said. "But for the sake of the families here, we must. We cannot allow more to die."

"Leaving so soon?" Goblin asked as he stepped forward. "Don't be in such a rush."

"You..." Logan glared at the villain. "Osborn."

"You walk through the fires as if you were a demon from hell itself," Nightcrawler said. "Given your atrocities, you might as well be one."

"Thanks, I do try," Goblin taunted. "Before you go, do you know where my son is?"

"He is somewhere you cannot hurt him!" Nightcrawler said as he aimed his sword. "You do not deserve to be a father! Especially after all the atrocities you have committed today."

"Big talk coming from Mystique's son," Goblin taunted, this stinging the teleporting mutant. "Or were you not told about what she did in Asgard?"

"You do NOT get to speak my mother's name!" Nightcrawler teleported to attack, but Goblin anticipated that and punched the man through a building.

"KURT!" Logan shouted in worry as he unsheathed his claws. "Bring it Osborn! I owe you for everything you've done to Peter and his family anyway!"

"Aw, so you do care," Goblin taunted. "Very well, you can all be together in death!"

As the town was destroyed, several ponies were able to escape, thanks to some quick thinking from Fluttershy and Rarity, both mares worried about their husbands.

Wade and Johnny also made it out, each man carrying his pony wife as the two looked back, furious as to what had happened.

"Uncle Wade!" Came the voice of Pound Cake as he ran over with his twin sister.

"Hey! Don't just run off!" Came the voice of Limestone as she ran over with her two sisters, each of them having one of Pinkie's kids on their back.

Maud was the first to notice her younger sister's condition, "Pinkie..."

"She's alive, don't worry," Wade said.

"Uncle Wade...where's mommy and daddy?" Pound Cake asked.

Wade had no immediate answer, the man just stood there in silence for a moment, unsure on how to explain this. "Pound...Pumpkin..."

"Did...did they make it out?" Pumpkin asked, the young filly beginning to tear up. "Please, tell us."

Wade himself felt tears coming to his eyes as he clutched his wife close. "I'm sorry..."

Pound Cake's eyes widened as he walked toward his uncle figure. "Don't tell me..." He looked around in worry, desperate to see a change in reality "Are they...mine and Pumpkin's...are our parents...?"

Wade nodded his head, confirming Pound's fears. The boy was not sure how to handle this reveal, and this new reality.

Pumpkin could not believe what she heard, the young filly was now shaking her head in denial, "N-no, they gotta be back there! I can go and find them! I'll use my magic!"

"Hey!" Pound got in front of his sister. "Are you nuts!? It's dangerous!"

"But mommy and daddy are back there!" Pumpkin said. "If we hurry-"

"They're not!" A tearful Pound said. "Uncle Wade wouldn't lie to us about something like this!"

"I didn't say he lied!" Pumpkin shouted. "Maybe he just made a mistake! It happens!"

"Pumpkin...your parents didn't make it," Wade said. "I'm sorry, I couldn't save them."

"They probably just got left behind!" Pumpkin said. "If you just let me-"

"They're dead, Pumpkin!" Wade shouted as he yanked his mask off, a look of pure regret on his face. "I'm sorry to yell at you at a time like this, I really am! I wanted to save Carrot and Cup Cake, but I couldn't! They're gone!"

Just hearing that broke Pumpkin's denial as the girl started tearing up more. It wasn't long before she broke down crying. Pound, despite his own grief, was quick to comfort his sister.

Wade was heartbroken, and doing his best to fight back his tears. He had to be strong for the twins, but knowing he couldn't save the people who gave him and his family a home nagged at the mercenary.

"Wade...we should go," Johnny said. "If we stay...well, you know."

"Would you be able to hold Pinkie as well?" Wade asked.

"I think I can," Johnny said as Wade gently placed his wife in Johnny's arms. Holding two ponies was tough, but Johnny was more than willing to keep his wife and a girl he loved like a sister close.

Wade picked up the Cake Twins, doing his best to comfort them as everyone quickly left town.

Meanwhile, Applejack was able to use the distraction caused by Annihilus to escape as well, along with her friends.

Remy was quick to his feet, but glared back in frustration, "Bastards..."

"Save your anger for later, amigo," Capper said as he rushed over while assisting Celaeno. "We gotta skedaddle before those guys catch up to us."

"Hey, where's the rest of them pirates?" Applejack asked.

Celaeno shook her head in shame, "I couldn't save them."

"Dang..." Applejack shook her head in shame. "Mourn later, let's go!'

In town, Venom was still fending off Akuma, despite his struggles. Fortunately Otto and Taskmaster showed up by his side.

"Everyone in town is leaving, we should join them!" Otto said.

"We can't just run, it's cowardly!" Venom said.

"I kind of have to agree with Brock here," Taskmaster said. "We can take these guys, we've worked with them at some point or another. Besides, I know their every move!"

"Just because you understand their style Masters, doesn't mean you will be a match for them!" Otto said. "I doubt your reflexes will save you from Annihilus! Or even Akuma here!"

"It's worth a shot," Taskmaster said.

Akuma huffed in annoyance, "I expected more. I shall send you to the afterlife for wasting my time with such a pitiful challenge!"

"Attack!" Double Diamond said as he and his friends leapt at Akuma. The fighter merely knocked them all away as he maintained his focus on the former villains.

"Look, there's still ponies in town," Taskmaster said. "Focus less on fighting the bad guys and more on saving the others. Brock, you want to protect the Innocents, don't you?"

"...You got us there," Venom said.

"Doc, help him out," Taskmaster said. "I can't promise I can beat this guy, but I can definitely stall for time."

"...Very well, I wish you luck Masters," Otto said. "Let's go Brock."

"Right behind you, Octavius," Venom said as he and Otto left.

Taskmaster focused on Akuma, "Alright, let's see those fancy moves of yours."

"If you are not ready to fight like your life depends on it, then you will lose that life," Akuma said. "Now fight me!"

Klugetown had fallen, and everyone was once again on the run, desperate to find sanctuary. But even those who had survived may be burdened with having lost more. The heroes regret not being able to protect those they loved, and the innocents in town, while the citizens began losing more hope, with the idea of Freedom being that much more foreign.

Elsewhere, Rumble and his friends were hoping to find a quick way back to Klugetown. It wasn't long before they passed by Appaloosa, steering clear from the town that was currently being enslaved.

"Make sure these ponies harvest all the apples," the villainous Mysterio ordered. "I hear they're quite the delicacy."

"Yes sir," a mad gear gang member said.

Mysterio crossed his arms in frustration, "Why must I be the one overlooking such a baron wasteland of a town? Such a menial task would suit The Wizard much better."

"Those jerks," Sweetie Belle said.

"Don't worry, we'll liberate them soon enough," Rumble said. "Right now, we should keep moving."

"What for? There's plenty of us," Smolder said. "We can handle one villain."

"He might have more, plus these guys are pretty strong now," Rumble said. "If we try fighting, we might lose."

"Rumble's right," Sweetie Belle said. "Mysterio was no pushover before, he might be even more dangerous now."

"Hey you!" Came the voice of Laura, the woman currently in town alongside Kate Bishop.

"Intruders?" Mysterio said.

"Looks like you're out here causing trouble, so me and my buddy Kate here are about to send your ass packing!" Laura boasted.

"Hey, you have a plan, right?" Kate asked.

"Yeah, kick ass," Laura said.

"...Of course," Kate lamented.

"Seems like you're here all alone too," Laura said. "So I would suggest-"

Suddenly Adagio landed in town, the Siren glaring at Laura in malcontent. "What pretty claws you have."

"The better to carve you with," Laura said.

"And...Adagio's there," Rumble said. "But, now I'm worried about Laura."

"Let's just ambush them," Scootaloo said. "It couldn't hurt to try."

"Actually, it could, very much so..." Came a voice from behind them. Each of them turned around to see a familiar ninja.

"Shredder?" Scootaloo asked. "Rainbow Dash said he was in Manehatten."

"Guess he likes to travel," Gabby said.

"Vergil mentioned some troubling children nearby, so I came to investigate," Shredder said. "It looks like you've all caused quite the commotion."

"Yeah, we did, and we'll do it again!" Scootaloo said. "You think you can scare us!?"

"Actually, he scares me a little," Gabby said.

"It is wise to fear me," Shredder said. "But, that will not protect you from death."

Laura began to smell something nearby, "Someone else is here."

"Focus on me!" Adagio ran to attack, to which Laura blocked and punched Adagio away. Kate aimed her bow and arrow to attack, but Mysterio blasted her with some magic.

"This way," Mysterio taunted.

Kate fired an arrow, hitting only what seemed to be an illusion, "Crap!" She turned around, hoping to find Mysterio, but only took a punch to the jaw.

"They're in danger!" Rumble said as he turned around.

"Facing away from me is hazardous to your safety!" Shredder leapt in to attack, but Smolder managed to block the strike, though not without getting hurt.

"Crap!" Smolder held the blood on her arm. "Those claws are sharper than they look!"

"Did you not think that I wouldn't prepare for even Dragons!?" Shredder dashed in to attack again, but Silverstream knocked him back.

"We should run, we're not strong enough to handle Shredder!" Silverstream said.

"Crap!" Laura was thrown through a building, courtesy of Adagio.

"Guess Laura's not strong enough either," Rumble said.

Laura dashed back at Adagio, clawing at her until she got a scratch across her face.

"Oh you bitch," Adagio punched Laura in the jaw and went for another attack, but Rumble managed to rush in and head-butt her in he stomach.

"Run!" Rumble said.

"Rumble!?" Laura asked, then noticed Shredder nearby. "Holy shit!"

Smolder shot fire at Shredder but he powered through and kicked the girl toward Rumble.

"Everyone, with me!" Sweetie Belle said as she charged her magic, praying what she had planned would work.

Ocellus kicked Mysterio away and helped Kate toward Sweetie Belle, "I got you!"

Within moments, the girl had activated her teleportation spell, getting her friends away from the villains.

"No! Find them!" Mysterio ordered.

"Stupid kid, I'm so going to kill him next time," Adagio said.

"They could not have gotten far," Shredder said.

A few yards away from town, Sweetie Belle had landed with her friend, the girl relieved to have gotten everyone out of danger. "That was close."

"Damn, so much for my plan," Laura said. "I could have done away with Mysterio."

"I told you it was poorly thought out," Kate said. "Thankfully these girls were nearby."

"I'm a guy," Rumble pointed out.

"Oh, sorry, I saw mostly girls," Kate said.

"What are you all doing out here?" Laura asked.

"We were just at Ponyville, we wanted to see if we can liberate the town," Sweetie Belle said. "Instead, we nearly got killed by Vergil and Mr. Negative."

"Juri Han was there too," Rumble said. "And Cozy Glow."

"So how did that go?" Laura asked.

"We failed," Rumble said. "But we did find out something important."

"The Tree of Harmony is safe!" Sweetie Belle said.

"Oh really? That's awesome," Laura said. "What is that?"

"Uh...right um..." Rumble had to think of an explanation. "Did Fluttershy tell you anything about how she stopped those Plunderseeds?"

"You mean those black vines that turned Twilight crazy?" Laura asked.

"Yeah those," Rumble said. "She and the others used The Elements of Harmony to fight those vines. Now they can help again, but we need to unlock some chest."

"What chest?" Laura asked.

"After we spoke to the tree..." Scootaloo began. "We saw a chest and-"

"Whoa, back up," Laura said. "You spoke to a tree?"

"I know it sounds crazy, but it did happen," Rumble said.

"...Eh, this whole world is crazy sometimes," Laura said. "Anyway, you were saying?"

"The tree told us that if we wanted to unlock the power of the chest, we needed to bring proof of each time Twilight and her friends did something amazing," Rumble said. "Something true to their element."

"I already told a story about Rarity and the time she met Coco Pommel," Sweetie Belle said. "Scootaloo shared a story about Rainbow Dash and The Wonderbolts. Rumble shared one about Applejack and the Flim Flam Brothers."

"Considering how close you are with Fluttershy, could you think of a story that really showed her Kindness?" Scootaloo asked. "Like, what's her best example of it?"

"I don't know, taking me in I guess?" Laura asked. "How many people would take a girl like me in?"

"That...might be a good point," Scootaloo said. "But we need proof of it."

"What more proof do you need?" Laura asked. "I'm still living with her. She's been housing me for the last five years."

"Fluttershy takes in all types of creatures, doesn't she?" Ocellus asked. "Could that just be an attribute to her Kindness? Or does she need more than that?"

"Hey, I'm the best person she could have taken in, I didn't need as much caring as anyone else did," Laura said.

"Well yeah, you're a pony," Silverstream said. "I mean, you're a human, but pony like. Point is, you're sentient and can take care of yourself compared to those other animals."

"Hey when she let her brother stay, he could not take care of himself if his life depended on it," Laura said. "And don't get me started on The Breezies."

"Breezies?" Scootaloo asked. "Oh yeah, I heard Fluttershy took some in once."

"Those creatures mooched off of her, because Fluttershy was too nice to say anything about it," Laura said. "She eventually did tell them off at least, the girl finally realized that being Kind doesn't always mean being nice. Sometimes people need tough love."

"That's...actually pretty interesting," Ocellus said.

"Fluttershy's gotten good at tough love since then, she uses it on me quite often," Laura said, the girl cracking a smile. "She's one of the very few who gave enough of a damn to want me to turn out better than I was. I love her so much for that."

"Aw, that's cute," Silverstream said.

"Ew, don't get all sappy with me," Laura said. "Anyway, that's all I can remember from what she told me. I wasn't there when it happened, but she did tell me about it when her friend Seabreeze came to visit. He was the only Breezie that wasn't a mooch, because he wanted to get home. The guy had a family to come home to."

"I think I remember Seabreeze, he was pretty nice, but very aggressive at times," Scootaloo said.

"He definitely had the fire, and a rocking Swedish Accent to boot," Laura said. "He's nice though, he gave Fluttershy a Fancy Flower for her help. I think she still has it, somehow it survived all this time. Must be one hell of a flower."

"Well this is nice," Rumble said, before his ears twitched. "We should go, I think those villains are still looking for us."

"Hey Laura, did anyone send you and your friend out here?" Sweetie Belle asked.

"My name's Kate by the way," the archie girl explained.

"Hi Kate, I'm Sweetie Belle," the mare replied.

"To answer your question, Kate and I came to find you lot since everyone was worried," Laura said. "We just happened to stop by Appaloosa and figured we could liberate it. Guys like Iron Man and Hawkeye are out there and trying to liberate the world. So we wanted to help."

"It went bad," Kate said.

"At least you tried," Rumble said. "And thanks for coming to find us."

"It's nothing, I know Tender Taps would have been happy if I came too," Laura said. "I really do like that colt. He's nice."

Rumble smirked at what looked like a crush on Laura's behalf, "Well, come on, let's head back."

Back in Appaloosa, Mysterio was seen pacing in anger, "Those rotten kids made fools out of us. For that they shall pay dearly."

"Instead of complaining, would it not be wiser to pursue them?" Shredder asked.

"Watch your tone, I do not complain," Mysterio said.

"Look, don't worry," Adagio said. "I know a guy who might be interested in finding Sweetie Belle. He's one of Bison's men, and he's been waiting for his chance to return."

"Who is this man?" Shredder asked.

"Oh...you'll see," Adagio said as she sinisterly rubbed her hands together.

In the Crystal Empire, Kazuya was seen looking down from the castle at some enslaved ponies. This was not his turf, but he had his reasons for being here.

Within moments, he heard a couple of new arrivals come in, the man turning to spot the pair. "Sephiroth. I see you brought your little assistant."

"The name's Tempest Shadow," the mare said. "I am The Storm Queen."

"Your title means little to me," Kazuya said.

"Someone's in a mood," Sephiroth said. "I am surprised to see you here. Is this not Albert Wesker's chosen place of rule?"

"He is busy, so he requested my assistance," Kazuya said. "He promised to return the favor, a promise that I will hold him to."

"Sounds important if he left it to you over someone like Vergil," Sephiroth said.

"He is busy as well, it seemed urgent," Kazuya said. "Enough of me, what of you two? You have been gone from this world for a number of days."

"We were assisting Loki," Sephiroth said. "Thor is still alive, and that could be a detriment to our plans."

"If Thor returns, it will be a threat to our rule," Tempest said. "We hoped to alert Wesker and Doom."

"Very well, I shall ensure that he gets the message," Kazuya said.

"Please do, it's urgent," Tempest said. She then noticed something strange. "Uh...isn't that the one they call...Eggman?"

Kazuya turned to the scientist on his Egg Mobile. "Oh hey, sorry to bother you. I got a message from Vergil and he seems really unhappy about something."

"What is it?" Kazuya asked.

"So it seems like these ponies may have an Ace in the Hole, something about a magical tree," Eggman said. "I came by hoping to at least let Wesker know, but he doesn't seem to be here."

"He is with Doctor Doom in New Asgard," Kazuya said.

"Right, well now you know at least," Eggman said. "I don't suppose one of you could calm his nerves."

"I am not a therapist," Kazuya said.

"Right, who is?" Eggman said, trying to lighten the mood with a slight chuckle.

"Just leave if you're done," Kazuya said.

"Right, of course," Eggman said as he left.

"Such an odd man," Sephiroth said. "No odder than Professor Hojo of course."

"I suppose I should look into Vergil's worries myself, given that I am Equestrian born," Tempest said.

"That would be wise," Sephiroth said. "We will meet up with Loki and the others later then."

"Hey...has my son been around?" Kazuya asked.

"Not that we've seen," Sephiroth said.

"Very well, you may be off," Kazuya said as the two left. "...I should return to my world soon, I have a business to take back."

Within his world, Mark was trying his best to one up the Viltrumite known as Anissa, but the woman proved to be a much more capable fighter than he hoped.

No matter how fast he thought he was, she was much faster, and stronger. For every blow he tried to land, she was quick to block and retaliate with strong blows of her own.

Sunset and the others ran toward the beach the two were fighting over, spotting what looked like a giant cruise ship nearby.

They could feel the shockwaves of the fight, amazed by the raw power of this Viltrimute woman against the half-breed hero.

"I see Mark," Sunset said just as the hero got knocked against the ship, causing incredible damage and pain for the boy.

Mark coughed up a little as Anissa slowly floated toward him. "You are duty bound by your people, your true people. You will fulfil your orders!"

"Hey you!" Called Sunset, this getting the woman's attention. "Get away from Invincible! Right now!"

"Another human?" Anissa suddenly appeared behind Sunset. "Looks like I have more exterminating to do."

"Sunset!" Dante slammed his sword on Anissa, the woman catching it, though not without putting in the effort.

From within his headquarters, a man named Cecil was looking on in disbelief, "Who are those people!?" He then contacted the hero on field. "Mark! We have unknowns!"

"Huh?" Mark noticed the others that had arrived. "Sunset Shimmer?"

"You're strong," Anissa said before punching Dante through his chest, the man spitting up some blood.

Though instead of dying like she expected, Dante simply smirked and head-butted her a few times, allowing Gwen to latch her webbing and flung Anissa away, with the Viltrumite Woman immediately halting the momentum.

"Who are these people!?" Cecil asked. "They're not with the Guardians!"

"They could be," His assistant Donald said while gesturing to the video. "That guy with the blonde hair, he looks like a superhero."

The man in question was of Course All Might as he dashed in to throw a punch at Anissa. While his strike was blocked, he was able to leap away and allow Sonic to spin dash into her chest while Ryu ran over with his ki charged.

"HADOUKEN!" Ryo blasted her point blank, and while she felt it a little, it was not enough to deter her. "It didn't work!?"

"Guys! Get out of here!" Mark called. "She's too dangerous!"

"We're not leaving you!" Sunset generated some magic and sent a blast Anissa's way, but the woman quickly flew off.

"This is getting bothersome," Anissa said, then noticed someone coming in from the side. "Huh!?"

"I got you!" Mark tried for a punch, but Anissa dodged and delivered a blow of her own to Mark's stomach, then grabbed him by the throat, squeezing as tightly as she could.

"You're really trying my patience," Anissa warned. "Either you join me or I will kill you along with this planet!"

"Mark!" Sunset shouted in worry.

"Don't move!" Anissa warned. "One step closer and he dies!"

"What a coward," Gwen insulted.

"What do we do?" Cloud asked. "We can't just let him die."

"If we try to do something, it will get Mark killed," Chris said. "This woman's clearly a step above those other Viltrumites!"

Anissa continued squeezing Mark's neck, "Well!? What's your answer!?" She then lightened her grip so he could respond, though was ready to resume if need be.

"Mark!" Cecil said from his communicator. "Just agree to join her! It doesn't have to be real! We just need time to prepare!"

"N-no..." Mark said.

"God Damn it kid! You can't beat her!" Cecil shouted.

"What about those others?" Donald asked.

"Never mind them!" Cecil said as he continued to speak. "Mark! Come on!"

Mark ignored Cecil while glaring at Anissa, the woman keeping a close eye on the others.

"If you're going to kill me, go ahead," Mark said. "But you're really inconsistent. You say you need me, yet you want to kill me. Make up your mind."

Anissa growled in anger as she aggressively threw Mark toward the ground, with Sunset rushing to check on him.

"Mark! Are you okay!?" Sunset asked.

"You! Girl with the fiery hair!" Anissa called, getting Sunset's attention. "I don't know who you are, but be grateful that your deaths are not part of my agenda! I will return, but if your friend refuses to join his Viltrumite brothers and sisters, he will suffer the consequences!"

"What are you even planning!?" Sunset asked. "Why do you want this planet!?"

"That is not your concern! Just be ready to surrender to the Viltrumite Empire!" Anissa said before flying off.

"Just what we need," Dante said as his wound healed up. "Another megalomaniac."

"I really hope Doctor Doom never finds out about this woman," Gwen said. "What if he recruits her?"

"Something tells me that even if he tried, he would not be successful," Ryu said.

Gwen checked up on the injured Mark, the girl trying to get him to awaken, "Hey...are you okay?"

"Huh?" Mark asked as he slowly sat up.

"Oh good," Gwen said. "That was quite a beating you took."

"I guess..." Mark glanced at the girl. "You look familiar."

"Mark!" Sunset knelt beside the hero.

"Sunset!?" Mark noticed the others nearby as well. "Wait, if you're all here, does that mean-?"

"Doom struck harder," Sunset said. "Equestria's in ruins. The heroes of these worlds were overwhelmed."

"Some of us were nearly killed," Ryu shamefully admitted. "Including Spider-Man."

"Oh crap, how is he?" Mark asked.

"He's alive, and he's recovering," Ryu said. "As of now, he is training to get stronger. The rest of us are recruiting."

"We've been planning this for weeks," Sunset said. "We needed your help too, but it looks like your Viltrumite problem has gotten worse."

"Yeah, that girl Anissa came by with a few," Mark said. "I think they were scouts."

"Don't worry about them, they're dead," Chris said. "We managed to take them out."

"That woman though...she seems to be on another level," Cloud said.

"She's one of the elites, just like my father," Mark said. "Some Viltrumites make the ones you just encountered look like ants."

"...Seriously?" Gwen nervously asked. She looked around and saw that everyone had the same worried expression, even if some of them tried to hide it.

"Listen Mark, we wanted your help..." Sunset began. "But if you're dealing with your own troubles, we'll understand if you don't want to."

"No, I want to help," Mark said. "I promised that-"

"Mark! What are you doing!?" Cecil asked over the intercom. "You can't just-"

Mark pulled the radio from his ear and tossed it, "I gave my word that I would help. Besides, if nothing is done about Doctor Doom, then the Viltrumites will just be the start of our worries. There's nothing stopping them from coming to this world too. Anissa won't be back for a while, so I think this world is safe from the Viltrumites for the time being."

"Well, if you want to come, then good," Sunset said. "But this goes both ways now. After we defeat Doom, we'll come back and help you with The Viltrumites. Deal?"

"...I can't ask you to fight my battles," Mark said.

"You're not asking us," Sonic said. "We're making our own choice."

"We can't let you have all the fun," Dante said.

"...Thanks, all of you," Mark said.

All Might helped the boy up, "When this is over, I'd like for you to come to my world. There's a young up and coming hero that I think you'd like to meet."

"Who's that?" Sunset asked.

"His name is Izuku Midoriya," All Might explained. "He has the same drive that Mark here has, and Peter too."

"Another Spider-Man type hero?" Dante asked. "Well, your world's already in good hands."

Sunset checked her list, "Alright, we've got Mark. I'll let Julia know."

"Alright, who should we recruit next?" Chris asked.

"Let's go find Lara Croft," Cloud said. "I'll know how to convince her, but I may need Sonic's help."

"Mine?" Sonic asked. "Any reason?"

"You speak her language," Cloud said. "I'll explain later, let's go."

Within Dragon World's future, Gohan was seen getting kicked through some buildings. Despite the power up he got from his Mystic Form, he was still struggling against Black's power.

"Don't tell me you're done!" Black taunted. "The son of Goku is said to have incredible power! Has it really dwindled to a mere joke?"

"Hey, I still have plenty of fight left within me!" Gohan said as he flew in to punch Black once again, the man blocking the strike.

"Okay, that's slightly better!" Black then kicked Gohan aside and sent some blasts at the boy. "But it is not enough!"

Gohan deflected the blasts, but took a strong punch to his stomach, then got kicked aside.

"Gohan!" Trunks flew to help, but Zamasu had blocked his path.

"I cannot allow you to interfere," Zamasu said, before taking a shot to his face.

"Trunks, I'll distract him!" Forge urged. "Go help Gohan!"

"You again?" Zamasu sent a blast Forge's way as he desperately dodged.

Seconds later, Psylocke leapt up and impaled Zamasu with her sword, but Zamasu had retaliated with an elbow strike to her face, and a punch that sent her flying.

Nearby, Ben was thrown through some buildings, courtesy of Dormammu as the villainous ruler got closer. "Come now, Ben Grimm, don't you have more of a fight than that?"

"Help him out!" Cable ordered as he, Mai, Domino and Bishop opened fire on Dormammu. The bullets did nothing, but they hoped to distract him long enough for Ben to fight back.

The rock man managed to land a punch on Dormammu off the distraction, but he took a blast that once again sent him flying as he generated some power. "I will melt you into magma!"

"BIG BANG ATTACK!" Came a voice as a blast knocked Dormammu several buildings away.

"What the?" Cable looked up to see the Saiyan Prince. "Well look who finally made it."

"Huh?" Black turned to see that Vegeta had arrived. "Oh perfect..."

"Eyes on me!" Gohan tried to attack again, but Black kneed him in the stomach and elbowed him to the ground below.

"I am done with you!" Black said, then focused on Vegeta. "So, the Saiyan Prince has finally returned!?"

"I'm here to destroy you and take back my son's future," Vegeta said. "After that, we're going to annihilate those friends of yours, and liberate the other worlds."

"I would hardly call them friends, they are merely useful tools in my eyes," Black said.

"Does that include the one I just easily defeated?" Vegeta asked.

"Don't get so cocky," Black said as Zamasu flew by his side. "You may be strong, but in the end, you are still but mere mortals! You cannot hope to grasp the limitless potential of a God!"

"This guy's so full of himself," Forge commented.

"They both are," Cable said. "A match made in hell."

"It is our divine duty to bring justice to the world!" Black said. "It will not stop here, for now the entire multiverse is at our reach."

"We shall cleanse these worlds of bothersome mortals and replace it with much more fitting life," Zamasu said. "It may take a few tries, but hitting the reset button now and again is but a small price to play."

"This is all just a game to you, isn't it!?" Trunks shouted. "You two are just monsters who are desperate to justify your senseless destruction! Attacking innocent people just because you can! You're the problem, not us!"

"You dare to blame us!?" Zamasu shouted. "The true blame lies within the likes of you mortals!"

"Especially mortals like you!" Black shouted while glaring at Trunks. "Those who defy the will of the Gods!"

Trunks angrily gripped his hand into a fist.

"To create a Time Machine, to defy the natural order of things..." Zamasu said. "Such sin cannot be overlooked! Deeds like those must be punished!"

"In a way Trunks, it was because of you that we exist here," Black said. "You might as well have killed each of these Earthlings yourself!"

"I...I just wanted to save everyone!" Trunks said.

"Trunks, ignore them!" Forge shouted. "They're just trying to get in your head! Don't let them!"

"Don't feed him such lies!" Black shouted. "He knows it's true! Had he just accepted fate, none of this would be happening!"

"He considers himself a hero, when all he has done was brought the same tragedy to those he claims he is trying to save," Zamasu said.

"Hey kid!" Ben called. "Remember, people said this exact same thing about Spider-Man! Villains are always looking for anyone to blame except for themselves!"

"Be silent!" Black sent a blast at Ben that Vegeta was quick to block on his behalf.

"Hey thanks buddy," Ben said.

"You can thank me when the battle is over and we're not dead," Vegeta said.

"Trunks, search your heart, you know it to be true," Black said. "This is all your fault. The deaths of everyone here...including your mother."

Trunks angrily slammed his fist on the ground as he looked up in Black in anger, "Don't you...EVER!" The boy huffed in anger.

"Trunks..." Mai said in worry as the boy huffed in pain.

"Fine...you want me to be a sinner Black!?" Trunks shouted as he began powering up. "Then that's just what I am!"

"Trunks!?" Forge said in disbelief.

Many could see Trunks's transformation, including his mother Bulma, who also came from the past, and various survivors in Trunks's current timeline.

Within moments, a blue aura surrounded Trunks's natural Super Saiyan aura as his pupils left his eyes, "This time Black..." Trunks said as he stomped toward the villain. "I will kill you myself!"

"By all means, just try," Black said.

Trunks shouted and punched the God in the stomach, the man merely laughing it off as he and Trunks once again engaged in battle.

"Kick his ass, Trunks!" Forge cheered. "You got this!"

"I cannot allow this to continue," Zamasu said. Suddenly he noticed a car flying toward him. While he cut it in half with an energy blade, Ben had leapt up and punched him across the skies, allowing Gohan a chance to kick Zamasu aside as well.

Within moments, Dormammu had returned, looking furious. "Those who defy me..."

"Watch out!" Cable warned.

"Will suffer!" Dormammu generated a lot of power just as Trunks and Black hit a beam clash, the resulting explosion lighting up the entire radius as things went pitch black for some.

Observing from the Portal Room, Chun-Li tried returning attention back to that world, but was unable too. "Dammit, I should have gone with them!"

"It would have been too dangerous," Peni Parker said.

"Yeah, but don't worry, it's not over," Donatello said.

"We'll figure this out," Tails said.

Chun-Li wanted to trust the three geniuses beside her, but with how gloomy things looked, the woman began to doubt herself. "I used to believe we could defeat any enemy that came our way...but keeping up with this, and some of that stuff with The Viltrumites..."

"Hey even Miguel looked bothered when he saw that, but he's still determined," Donatello said.

"...I gotta do something, maybe check Dragon World some more," Chun-Li said as she tried focusing on it. "I'll switch to another timeline!"

"Hey careful with that! Some of the technology is still new!" Donatello said.

"I can figure it out," Chun-Li said.

"But even you've had trouble reaching this world!" Peni said as she and Tails tried pulling Chun-Li away.

"Please, this isn't going to help!" Tails said.

"Tails, knock it off!" Chun-Li said, the woman stopping on a world. "I need to do this!"

"You need to take a break!" Donatello said as he, Tails and Peni led Chun-Li away while leaving the portal open.

This caught the attention of a young girl with an orange bandana on the other side, curious about the new portal that opened.

During the scuffle, Genis Sage had passed by, the boy looking annoyed by the fighting, "Seriously? Aren't you morons supposed to be keeping an eye on things?"

"Hey, what's going on?" the girl asked.

"Those three are..." Genis noticed that the girl was stepping through the portal, the one left opened and unattended as new potential problems began to arise. "Oh boy..."

Back on Earth, both The Beetle and The Hood were taken into police custody where Yuriko explained the situation, "With the recent gang wars lately, New York City has not been the safest place on most days. There aren't many heroes around to help either, especially after that big attack from a few weeks ago."

"Yeah, the one that Doctor Doom launched," Peter lamented.

"As such, we've been under powered," Yuriko said. "Fisk has regularly had contact with The Beetle to fend off any remaining hero that might have tried to fight back. It looks like he came after you too."

"Aren't there any heroes left in New York City?" Twilight asked.

"We've had reports of a woman named Elektra helping out," Yuriko said. "Same with The Punisher. But their methods are a bit more violent."

"Oof, yeah they are," Peter said.

"A hero named Angel has also been around," Yuriko said. "I believe he is associated with the X-Men."

"Sounds like that might be Warren," Rogue said. "Glad he stepped up."

"And some other girl who looks a bit too much like Deadpool," Yuriko said.

"Huh? Deadpool?" Peter asked.

"She's unusual, she claims that she is not from this dimension," Yuriko said. "She keeps calling this a comic book world."

"Did anyone test her for drugs?" Shocker asked.

"We did...she's surprisingly clean," Yuriko said.

"She's probably crazy then," Shocker said.

"I'm happy that there are some heroes left here," Peter said. "Has anyone like Daredevil or Luke Cage come by?"

"They have not been seen in quite some time," Yuirko said. "A detective of ours named Jessica Jones has also been missing, same with Iron Fist."

"Iron Fist..." Peter lamented. "Last I saw him, he was killed in battle."

"Killed?" Yuriko asked. "By who?"

"The Green Goblin," Peter said. "He's still alive and terrorizing a different dimension."

"Different dimension?" Yuriko asked. "You are starting to sound like that Gwen girl!"

"...Gwen?" Peter asked. "You mean Gwen Stacy?"

"Huh? How could it be her? She's been dead for ten years," Yuriko said.

"Right...sorry," Peter said.

"Gwen is the girl who looked like Deadpool," Yuriko said. "She said something about dimensions too."

"Don't you have anything on Equestria?" Twilight asked.

"No, I don't think so, why?" Yuriko asked.

"Guess Fury didn't want to share," Peter said. "Look, I know it sounds crazy, but once we can prove it to you, we will."

"Well, given what just happened, and some of the weird things The Avengers talk about, and even Thor's existence, I suppose I should be open minded," Yuriko said. "Still, this is a lot to take in."

"Take all the time you need," Peter said. "Anyway, if we're done, I want to check on my daughter. Did the police bring her in?"

"They did, she looked quite scared," Yuriko said.

"She's been through a lot," Peter said. "Right now, I just want to take her home."

"Very well," Yuriko said. "Thank you for your assistance today."

"No trouble, and if anything about Fisk pops up, let me know," Peter said. "I'll take him down, for old time's sake."

"Of course, thank you Spider-Man," Yuriko said.

"No trouble, Yuri," Peter said as he stood up. "I'll get my daughter then. Keep me posted."

"Sure..." Yuriko said, taking a moment to realize she was just given a nickname. "Also, Yuri?"

"Oh, do you mind? Yuriko seemed too formal," Peter said.

"No, it's fine," Yuriko said. "Whatever you're comfortable with, Spider-Man."

"Call me Peter," the hero said.

"Right, of course Peter," Yuriko said.

He gestured to Shocker, "Also...he's not in trouble, is he? I promise that he's a changed man."

"Well...he was connected to some robberies, but I suppose his heroic actions today could count toward community service," Yuriko said. "I'll let his presence slide for now. Just make sure he does not slip up."

"You got it," Peter said. "Now, about my daughter?"

Elsewhere, Mayday was seen clutching Franklin tightly, trying to keep herself calm. Apple Bloom sat by her and soothed the girl while Celestia sat alone.

"It'll be fine," Franklin said as he gently stroked Mayday's hair. "I'm here with you."

"Thanks..." Mayday said. Despite her fears, just being around Franklin lessened the worry.

It wasn't long before Peter arrived, immediately perking the girl up. "Daddy!" Mayday ran over to hug her father as he immediately comforted her.

"Yeah, I'm here, don't worry about a thing, kiddo," Peter said.

Apple Bloom was also relieved as she walked over to the hero, "Never a dull moment with you, huh?"

"Yeah, sorry I got you all dragged into this," Peter said.

"Well, you did what you did best," Apple Bloom said. "You saved people. I'm really proud of you, Peter."

"Me too, daddy," Mayday said.

"Thanks girls, I love you for that," Peter said.

Franklin looked relieved as well, happy that things had been fixed for the moment. He looked over to Celestia, the woman still looking distraught.

He walked over and took her by the hand, "We need to go, Your Highness."

"Oh, um...of course," Celestia said as she stood up.

"Spider-Man's really cool, huh?" Franklin said. "No matter how bad things look, he always saves the day."

"Yes, he does," Celestia said, the woman slightly smiling. Despite how different things were, she's glad that she could rely on Peter all the same.

"Sorry the day got ruined, daddy," Mayday said.

"It's fine, besides we can try again," Peter said. "Maybe we can catch a Broadway show for real."

"...Like The Lion King?" Mayday asked.

"Sure, I'll see what I can do," Peter said. The hero then had to wonder, "How funny would it be if The Lion King cast was actually part of the multiverse? Luke Skywalker proved to me that anything can be possible."

"Um, I'm kind of hungry though," Franklin said.

"...Same," Mayday admitted.

"Well, time to introduce you all to New York's other great tradition," Peter said as he gestured out the door. "To the nearest Hot Dog stand!"

With that, the group had left, glad their ordeal was seemingly over.

Unfortunately, The Kingpin was not taking this loss well as he angrily slammed his fists on the table. "Blasted Spider-Man! I won't let him make a fool of me!"

"Wilson Fisk..." Came a voice.

"Who's there?" Fisk turned around and saw a portal with at least one familiar face. "Doctor Doom?"

Doom stood there alongside Wesker, Vomi and Emma Frost just before stepping through the portal. "It looks like your plan has failed. Such a shame. But that's what you get for sending a mere Pawn against a King and Queen."

"Not even your little Bishop was any match for them," Emma said.

"Parker Robbins is not one of mine, he just got in the way!" Fisk said.

"Do not worry," Wesker said. "We know the perfect play to earn your little checkmate."

"...What is in it for you?" Fisk asked.

"Nothing, we all want Spider-Man defeated for our own personal gain," Wesker said.

"...Very well, what is your plan?" Fisk asked. "Are you going to send a small elite squad?"

"We can do that," Doom said. "Or, we can go for The Other plan. The one that is all but guaranteed to eliminate that pesky spider."

"If Spider-Man wishes to travel The Multiverse...then he will face the consequences," Emma said as she focused her attention on a man in a suit and long hair. "One who just loves spiders."

"Spider-Man will breathe his last breath," Doom said. "And the multiverse will be ours!"

Peter may have saved the day this time, but like his friends, there was more danger to come. Heroes cannot catch a break.