Spiders and Magic IV: The Fall of Spider-Mane

by Maximus_Reborn


The Fall of Spider-Mane, Part I

"Chapter Forty-Nine "The Fall of Spider-Mane, Part I"

Mayday sat by her lonesome in the hut with a frustrated glare in her eyes. Zecora dutifully watched over Ben while occasionally scanning the outside for intruders. Fortunately, Ursa's presence just outside of the hut should've warned anyone or anything unfamiliar to the area to steer clear. The cub growled under her breath, whimpering as she gazed longingly in the direction the battle was taking place.

After what seemed like eons, Mayday shifted her gaze to the ceiling. "Dad just doesn't get it. Even if theydowin,nothingwill change because of it. Celestia will still continue to judge advancements as she sees fit." The filly forced a small laugh, smiling wryly to herself. "I bet this whole incident will just be swept under the rug, too. Once this is all over, we'll just berightback to where we started." The filly exhaled before closing her eyes. "I just wish that I could dosomethingto show Dad just how wrong he is about Celestia."

"Is that an invitation?" a voice questioned, causing the filly's ears to perk. Mayday hopped to her hooves and glanced around her immediate surroundings. Suddenly, a being spiraled into existence mere hoof-lengths away before taking the shape of a draconequus. Discord soon smiled upon making eye contact with the filly. "Why, hello. We meet again, young Mayday. I must say that wasquitethe performance you gave yesterday."

Mayday frowned, glancing off to the side. "You're the only one who seems to think that. Princess Celestiastilldoesn't see what's wrong with her methods, and Dad's bought completely into her nonsense. All I've got to show for expressing my concerns is Mom grounding me for life." The filly stood up from her bed, furrowing her brow at the draconequus. "There has to be something that we can do to show everypony that you're right, Discord."

Discord chuckled, rubbing his chin with a talon. "You know, it's funny you should say that. I just so happen to have something in mind," he replied before his expression hardened. "Unfortunately, Iwillneed your help for this, as I simplycan'tdo it without you." He paused, lowering his head in thought as his brow furrowed. "So, let me ask you this: just how farareyou willing to go to restore balance to the natural order of the world? Should you choose to help me, it wouldn't be apopulardecision by any stretch of the imagination. However, everypony will see that you and I wererightabout Celestia and her ideals. In the end, that's what matters most, am I right?"

Slow to respond, Mayday blinked at Discord's statement before stepping toward the draconequus. "Well…"

However, the crystal ball hovering by Discord's side glowed as something banged against the glass repeatedly. "Mayday!" a female's voice cried out from within the orb. The light within the crystal ball dissipated, revealing a female draconequus banging her paw and talon against the glass. "Don't listen to him!"

Mayday's eyes widened at the sight. "Miss Eris?" She shifted her gaze at Discord, holding a confused expression. "Why do you have her imprisoned?"

"It's because he's a twisted egomaniac and a fool," Eris scoffed, glaring intently at the draconequus.

Discord huffed, levitating the crystal ball closer to Mayday as he ignored his female counterpart's harsh tone. "Because Eris has lost sight of the ultimate goal in her attempts to usurp me asthisEquestria's Spirit of Chaos." Discord let out a low sigh, turning his gaze from the orb to the filly across from him. "You see, Mayday, we are born into existence to bring notonlychaos, butbalanceto the world as well. Though Eris has proven that she's grown too emotionally involved to see our task completed."

"It's because you're too blind to see that you're taking this too far," Eris countered, glaring at her male counterpart. "In trying to 'balance' the world, you've only hurled it too deeply into chaos."

Discord arched a brow at the filly before levitating the crystal ball back by his shoulder, paying her words no mind. "Considering the shape Equestria is in now, it would be foolish to allow somepony as overly lenient and lax as Eris to stand in my place. She would undoubtedly just go along with Celestia's suggestions to preserve the immediate peace, just like your father has."

Eris shook her head before lifting her gaze. "I haven't lost sight. There are other means to restore balance, but Discord is taking extreme measures. Your father is paying the price for this, both emotionally and physically." She folded her paw and talon across her chest. "Idowant to take Discord's place as this world's Spirit of Chaos, but I intend to find a more peaceful solution to restoring the natural order of balance. Because I truly value your father's importance as a friend, not as a resource that can be used haphazardly."

"Then, you're clearly not fit for the job.Youmade the mistake of reforming in your world," Mayday coldly declared, earning a surprised, widened gaze from Eris and a fanged smile from Discord. The filly pointed her hoof at the female draconequus. "Discord's right about you. You'd just go along with Celestia and Dad instead of returning balance before, like you should. Sometimes, youhaveto take drastic measures to achieve an important goal."

Eris frowned, sighing. "Just because youcando something, doesn't mean youshould. You have to think for yourself and listen to your heart sometimes."

Mayday's face twisted with anger. "You soundjustlike my dad, and you're just aswrongas he is, too." She coldly shifted her stern gaze to Discord. "I'm going to dowhateverit takes to help you. I don't care what Celestia or my parents have to say about it! Wewillfix this."

Discord's smile widened as he clapped his approval. "Bravo, my dear! I knew you wouldn't disappoint me." The draconequus stepped to the side, waving his glowing paw. A portal materialized into existence. "We should go, dear. The show's about to start."

Dismayed, Eris closed her eyes and sighed. "When is it ever going to be enough?! There's already a war going on, and youstillfeel compelled to drag a child into this! Are you that blinded by your ego that you can't see what's wrong right in front of you?!"

Slow to respond, Discord glanced at his female counterpart with an arched brow. "Youseriouslyunderestimate what children are capable of. They're not all as weak and helpless as you think."

Letting out a desolate sigh, Eris glanced to the side. "It's not just the child that I'm worried about…"

Once Mayday secured her backpack's straps around her shoulders, the draconequus placed a paw around her before the pair walked into the portal together. "You've got everything? Good."

As they faded from the hut completely, Mayday look up to the draconequus. "Just whatdoyou have in mind? I mean, my dad and his friends aren't exactly pushovers, you know." Mayday trailed off, shifting her attention back to her companion. "They'reclearlybeyond the point of simply listening to reason. That means we might have to use force, right?"

Discord nodded. "Force, yes. However, that doesn't mean we have to be overlyviolentwith them. There's beenfartoo much of that already. Besides, there areothermethods." The draconequus leaned down and whispered into Mayday's ear. "You see, there's a little secret I know about your father. That's where I needyourhelp. It's a touch crude and not for the squeamish."

Mayday tilted her head to the side. "What is it?"

"It's a long story. I'll explain on the way," Discord replied, nodding and grinning. "Now come! We have a show to watch!"

-u-

All of Equestria watched in awe as two forces collided in a war for the land. One side sought freedom, while the other wanted to rule. Everything over the course of a decade led to this moment, from the chance summoning of one hero to the assembly of a rogue's gallery of villains and monsters. None of that mattered now as the fighting started. The future was set, and it hinged on the outcome of this battle.

Galloping through the army, Peter maneuvered his way about. A thestral lunged out, prompting the stallion to catch the winged pony by the collar and hurl it into a group of its compatriots. Another dove at Spider-Mane from behind with its fangs drawn and hooves extended. However, Peter ducked underneath the attack and shot out multiple strands of webbing onto the thestral's limbs the moment it landed, pinning it to the ground.

Adagio raced toward a pack of thestrals before shrieking, unleashing a sonic wave. The projectile slammed into the ground beneath her intended targets and generated a potent shockwave, launching many of the winged ponies in the blast radius careening into the sky. In a blur, Sonata captured one of the thestrals in her hooves while humming a faint melody. Her wings flapped, giving the siren altitude as the energies channeling into her captured foe began to emit a luminous light.

Never relinquishing her hold, Sonata soared into a somersault and repeated the feat until her form vanished in a blur. Suddenly, she hurled her captured thestral into the ground. An explosion of energy ignited at the point of impact, engulfing everything within the span of several yards. Dozens of thestrals scattered from the blast, landing in unconscious heaps across the battlefield. Adagio's wings sprouted before she took flight alongside her fellow siren, and Sonata soared by Peter, taking hold of his extended hooves while gaining altitude once more.

Elsewhere, Black Cat flipped high over the head of one thestral before following with a spin kick across the jaw of the nearest second. As soon as the mare landed, a hulking thestral emerged from the crowd and scooped Felicia into its hooves from behind. Black Cat strained to break free, kicking her legs wildly, but the stallion's grip was too sound, tightening by the second. Her chest steadily caved into the building pressure, making the simple act of breathing difficult to perform.

However, Sunset jumped onto the back of the thestral's shoulders, firing a volley of magical bolts from her horn into the back of its head until the armor shattered. The hulking creature roared out in pain, instinctively relinquishing its hold on Felicia. Using her magic further, Sunset compacted the thestral into a large glowing orb. Patricia leapt on top of the sphere, latching a pair of web strands onto its surface.

Suddenly, Spider-Mare jumped into the air to the greatest of her ability with a grip on the threads. She spun in place, hurling the orb high over her head and into the earth like a wrecking ball. The energy surrounding the captured thestral shattered upon impact, generating a shockwave as a crater spread. Many of Tirek's thestral forces were caught in the blast, launching them in every direction.

The Green Goblin watched from afar, centering his wicked, yellow gaze on the mare donning his arch-enemy's attire. Retrieving a pair of bombs from his saddlebags, Osborn soared across the battlefield, and as he passed some of the Canterlot forces, he dropped one of his explosives. The device ignited upon landing, unleashing a flash of emerald energy. The rays disintegrated everything within a ten yard radius, reducing a few Canterlot knights and thestral guards alike to piles of ash and bones.

Osborn neared the resisting forces defending the village, preparing to hurl his other bomb in their direction. However, a being soared through the air and tackled the pegasus out of midair. Stunned, the Green Goblin managed to catch a glimpse of his attacker, failing to recognize her white hood and black attire. Yet, he knew of the spider insignia over her chest, as it resembled that of his arch-enemy's symbol.

Faster than he could react, Gwen snatched the bomb from his possession and crushed the device in her hooves before it could detonate. Both ponies landed roughly on the ground, skidding to a halt before they glared in each other's direction. The fighting around them pressed on while the immediate area seemingly cleared, with the exception of those rendered unconscious or slain.

"Your bearings are quite brass, girl! Who do you think you are, attacking the Green Goblin?!" Osborn shrieked, gritting his teeth.

Slow to respond, the mare stood upright on her hindlegs. "I'm somebody you knowtoowell!" She removed her mask and tossed it high into the air, allowing her luscious blonde mane to flow freely in the rough breeze. Pointing a hoof at the black band in her mane, the mare frowned and held a steely blue glare at the stallion. "Ring any bells yet, freak?! Or do you have to throw me off a bridge first?!"

The sound of the mare's voice resonated within the Green Goblin. He laughed under his breath before bursting into maniacal cackling. "I thought Discord was lying, but it reallyisyou, dear Gwendolyn." Bearing a fanged smile, Osborn chuckled. "Different dimension or not, you're almostexactlylike the Gwen Stacy I knew. I wonder if you're as frail? I snapped the poor woman's neck without hardly trying." A dark glint gleamed across the Goblin's eyes, matching his wicked grin. "It was nothing personal, child."

Gwen's face twisted with disgust before she inhaled deeply and released a harsh sigh. "I just had to see it for myself." She lowered her body into a defensive stance while scowling. "I'm kicking your ass out ofprinciplenow!"

The Goblin laughed, arching a brow. "Brave words, but what makes you think that you'll succeed wherehefailed?"

Gwen's expression remained cold as she narrowed her gaze. "BecauseIwon't stop until you're just a greasy smear on my hooves." Her frown deepened. "Now shut up and fight."

The mare trotted forward, throwing a punch once she was mere inches away, but the Green Goblin merely raised a hoof, blocking the attack effortlessly. Faster than she could react, Osborn drove his hoof across Gwen's jaw before thrusting a straight kick into her gut. The force of the blow sent the mare flying back until she burst through a boulder, reducing the stone to rubble. The Goblin stretched his wings before jetting forward into Gwen, dragging the back of her head across the earth for several meters.

Driving the point of her hoof into the ground, Gwen managed to push their momentum skyward before grabbing Osborn's wing. The pair sharply shifted, with the Goblin's wing bending awkwardly upon colliding into the ground. Gwen was the first to make her way back to a standing position, scoffing as she made her way to the stallion. The Green Goblin winced in pain, clutching at his shoulder as he attempted to stretch his damaged wing out to no avail. He readied himself to reach into his saddlebag, but the mare snatched him by the collar, lifting his frame from the ground with a venomous glare in her eyes.

"Peter always held back on you," Gwen darkly whispered, shaking her head. "You were his best friend's father, and he didn't want to hurt you because you were sick. He gave you so many chances, evenafteryou killed me. I want you to know that your merepresencehas caused Peter more grief over the years than any one person deserves." Inhaling deeply before sighing, Gwen frowned. "Do you even have ashredof empathy left?"

The Green Goblin huffed. "Such kindness. Your eyes are just like hers. I remember Gwendolyn crying out for Peter before her tragic end." Osborn's wicked cackling echoed across the vicinity. "Myonlyregret is that Parker wasn't there to witness theexact momentI snapped Gwendolyn's neck! His naivete led toherdeath, and it will lead him tohisend!And yours!"

Something stirred at the center of the mare's chest. Gwen gritted her teeth as her brow twitched in anger. Images of the Peter Parker in her life flashed across her eyes, alternating with that of the Peter Parker she'd met and befriended in recent months. Emotions flared at a sense Gwen sheltered for what felt as long as a lifetime. She sought to protect Peter Parker, but failed as he caved in to his desire to become special.

Her hoof trembled violently as Gwen raised it. She failed once. Gwen lifted her gaze and pulled her hoof back, driving it forward. For the life of her, she wouldneverlet anything hurt Peter Parker again, regardless of the dimension that he resided in. That was her promise to him and herself.

"This is for me!" Gwen exclaimed, driving her hoof into the bridge of the Goblin's muzzle. As the stallion staggered back, the mare spun and slammed the back of her hoof against his jaw with a crack. "For Sunset Shimmer!" The Green Goblin threw a wild punch out of retaliation, but Gwen ducked underneath the attack, countering with a sharp kick to the gut. "For Peter!"

The sound of her friend's name channeled more anger into her body. Gwen quickly followed with a straight punch to the Goblin's torso. The air rushed out of Osborn's mouth, causing the stallion to hunch over in pain. Lunging forward, Gwen delivered a fierce uppercut to his jaw, generating a small shockwave.

A loud crack echoed across the vicinity as the world slowed to a crawl for the mare as tears swelled in her eyes. "For…everything!"

Goblin flipped high into the air, spinning before he eventually crashed to the ground. Taking in winded breaths, Gwen stared intently at her hoof while shaking her head disapprovingly. The mare marched towards the stallion, unaware that he was pressing a switch beneath his belt. Within his knapsack, every bomb stirred to life and glowed.

Once Gwen was mere hoof-lengths away, the Green Goblin dove out with his hooves fully extended. However, a small bubble shield materialized around Osborn's body before he could come into contact with Gwen, and his momentum ceased instantaneously. Both ponies glanced to the side, spotting Sunset Shimmer standing a few yards behind Spider-Gwen with her horn emitting magic. Suddenly, the energies within Green Goblin's knapsack ignited before erupting in a fiery explosion.

Sunset's eyes widened at the sight as the force of the detonation staggered her, forcing the mare to channel more of her concentration into the shield containing the building implosion. A pair of shockwaves knocked Gwen back until she was beside Sunset. The Green Goblin roared in agony as the flames around him consumed his being. Upon another explosion, Osborn's body was reduced to ashes before disintegrating entirely.

Unable to hold the force back any further, Sunset hurled the bubble shield high over the battlefield until it nearly reached the clouds. Suddenly, the barrier shattered as the explosion broke free, its flame spreading as far as the eye could see. Even with its gathered distance, the shockwave generated from the blast sent tremors through the earth and earned a brief pause from nearly every participant in the war. However, the fighting immediately resumed once the smoke cleared.

Blinking, Gwen turned to Sunset with an appreciative smile. "Thanks, Sunset."

Sunset's gaze fell to the ground as her ears lowered shamefully into her mane. "I thought I could contain the explosion. I… wasn't trying to kill him. I was trying to protect you."

"Youdidsave me. Trust me. He wasn'tworthsaving," Gwen whispered, kneeling down next to Sunset Shimmer before placing a hoof over her shoulder. "Come on. We'refarfrom done." After sharing a brief nod, Sunset dashed forward and resumed fighting. Gwen paused, stealing one last glance at the sky. She huffed under her breath before leaping back into the fray of battle. "Karma's a bitch."

Elsewhere, a flurry of spikes shot out of Carnage's body, impaling a trio of Canterlot knights through many parts of their bodies. Retracting the spikes, the symbiote-clad pony grinned as the surrounding stallions fell lifelessly to the ground. However, one of the knights stirred as he attempted to drag himself away. Carnage laughed at the sight, raising his tail as it morphed into the shape of an ax. He raised it high above the prone stallion's head before driving it down with the utmost force.

However, a glaive lowered from the side and managed to block the blow, holding the ax inches away from the knight's face. Before Carnage could react, both the glaive and knight disappeared from sight in a burst of light. The symbiote-clad pony glanced around aimlessly, pausing upon spotting a snow-white alicorn with a bright, aura-like mane walking toward him. The glaive floated by her side via magic as she narrowed her gaze on Carnage, frowning deeply.

"Well now, look at who it is! Princess Celestia herself!" Carnage cackled, trailing his snake-like tongue over the talons on his hooves. "I was hoping for arealchallenge! These ponies of yours are such a bore. They're just sofragile!"

Slow to respond, Princess Celestia continued to glare at Carnage. "Peter and Cadance have told me about you. You are Carnage, the one who slaughtered many innocents in the Crystal Empire." Her horn emitted magic, causing a large dome to surround them. Suddenly, every combatant inside of the dome vanished from sight in bursts of light, with the exception of Celestia and Carnage, before rematerializing into existence outside of the barrier. Celestia slowly trotted toward the symbiote-clad pony. "They informed me on how you find twisted pleasure in murder, as well as many other things…"

Carnage huffed. "That won't do you any good, princess." A wicked smile formed on the stallion's face before he charged forward, yelling as he drew out his fangs and ax. "Allow me to put you out of your misery!"

Celestia stood firm, stopping in her tracks as Carnage raced towards her. "I will not tolerate suchheinouscruelty! There is noplacefor a monster likeyouin Equestria!" she growled, her voice distorting. Suddenly, fire erupted from Celestia's being, spreading throughout the entire dome. The alicorn's bright violet irises faded behind a malevolent crimson aura. "You are beyond mercy. By Equestria, you willburnfor what you have done!"

Carnage couldn't react as the flames enveloped him, tearing into his form. The symbiote shrieked in agony, whipping about wildly in a desperate attempt to fight off the blazing temperatures. Celestia lifted her glaive via telekinesis before launching it like a spear, and the weapon's blade slammed into Carnage's chest, pinning the stallion to the ground. The weapon glowed, eventually bursting into flames as well. The symbiote vanished from sight as the surrounding fire consumed him entirely. The flames crackled for what seemed like eons, but they soon dissipated, rushing back into the alicorn's body as quickly as they appeared. The glaive faded from sight, prompting the dome to disappear as well.

"Mother. Father. Please forgive me for what I have done," Princess Celestia whispered, sighing before taking flight.

On the other side of the field, Venom leaped high into the air before punching the ground, generating a tremor potent enough to stagger everypony within a few yards. He shot out a strand of webbing onto the nearest knight's chestplate, yanking him into his grasp. The surrounding guards attempted to free their comrade, rushing the symbiote all at once, but Blueblood swatted each stallion away with a hoof as they neared, all while maintaining his grip on the captive. However, a magical beam soared through the field and collided into the back of Venom's hoof, causing him to lose his hold.

The knights quietly dragged their friend away as the symbiote-clad stallion glared in the direction from where the shot came. Like an angel descending from heaven, Luna floated gracefully to the ground and landed mere hoof-lengths away from Blueblood. A long silence filled the air between them, canceling out the surrounding commotion. However, the symbiote retracted back until Blueblood's face was revealed, and the stallion laughed in a haughty tone, shaking his head in disbelief. Yet, Luna stood firm as her expression remained unreadable in the face of Blueblood's laughter.

"Ofallthe ponies to face me!" Blueblood managed between his laughter, pausing to recollect himself after a brief duration. However, the stallion sobered upon meeting the alicorn's icy glare. Blueblood exhaled, shaking his head dismissively. "Auntie Luna,please. This isveryill-advised on your part. What makes you think you can best us while we are Venom?"

Luna scowled, frowning in disgust. "My nephew is nothing short of a coward. You are unfit to use the symbiote. And you are no longer worthy of being called a prince."

"You are hardly in a position to lecture us. The symbiote has taken control of you twice, and you lost controlbothtimes!" Blueblood exclaimed, pointing a hoof at the alicorn. "Together,weare unstoppable! Without the symbiote, you are nothing!"

Slow to respond, Luna merely closed her eyes and huffed under her breath. "You're right."

Taken aback, Blueblood's eyes widened. "What?"

"My life has been marred with failures for quite some time. I've lost myself to outside forces three times now," Luna darkly whispered, raising a hoof inches away from her face. "On my own, I've believed myself to be strong, but I am truly nothing without the symbiote." The alicorn lowered into a kneeling position, holding her hooves out to the side in a submissive manner. "I didn't know true power until I became Venom. Even as Nightmare Moon, that level of power was nothing compared to what I experienced through the help of the creature that is taking hold of you right now.Please.Take me back. I'm the closest thing you'll ever get to Peter. Correct?"

Blinking, Blueblood held a bewildered expression, but a coy smirk soon surfaced on his features. "Hmph. Nice try. I won't let go of this power so easily. I am thetrueVenom!"

Luna's expression lightened as the princess chuckled under her breath. "Justyou? Not…us?"

Suddenly, the symbiote hissed before stretching out, freeing itself from the stallion. Blueblood collapsed to the ground, reaching out to the black substance as it slithered towards the princess. "But… why? She was weak."

Luna pulled herself back to a standing position, frowning as her nephew slipped into unconsciousness. "Yes, but you'remuchweaker." Glancing to the side, the alicorn's gaze settled on the symbiote once it was inches away. Inhaling deeply before sighing, Luna gave a light affirming nod. The black substance latched onto the mare in response, covering her entire body in seconds. As everything faded to black, Luna coolly whispered, "Let us meet our destiny."

-u-

Within a dark void, Luna stood perfectly underneath a warm light, smiling. "Not quite what you expected, is it?"

"No! This iswrong!" Venom's voice hissed, echoing throughout the realm. "These emotions! Youliedto me! You're supposed to be weak and lonely! What is the meaning of this?!"

"That's because Luna's not alone," Peter declared, materializing into existence next to the alicorn. "She's much stronger than you think."

A beacon of light beamed down behind Luna, allowing others to step into view. Queen Chrysalis, Princess Cadance, and Twilight Sparkle all shared warm glances with Luna. Lastly, Princess Celestia walked from the beacon of light, brushing her head affectionately against her sister's cheek. The surrounding darkness thinned as the light spread, giving rise to something the alicorn had long suppressed. All six ponies turned in unison and faced the darkness, repelling it with their own budding light.

Celestia frowned at the dark entity. "My sister is never alone. We will always be by her side."

"All sins are forgiven in time. As long as she possesses the will to redeem herself, the world will eventually forgive her," Chrysalis stated, glaring.

Cadance nodded. "Even if the world never truly forgives her, we will always love her."

Twilight narrowed her gaze on the dissipating darkness. "As a sister and a friend."

"Don't you understand, Venom? She has us. Luna doesn't need the likes of you in her life. She will never be alone as long as we draw breath," Peter grinned, sobering. "You're a disease. We're the cure."

All in the same motion, Twilight, Luna, Peter, Chrysalis, Cadance, and Chrysalis glared at what remained of Venom and shouted together,"Get! Out!"

-u-

Back in the real world, the symbiote retreated from Luna's form, but the alicorn's horn glowed, capturing the black substance via magic. "I will no longer tremble in the darkness! I will conquer it!" she roared, compressing the symbiote within an orb. She glared intently at the symbiote as her blue irises faded behind a blinding light, and the symbiote faded from sight in a burst of light. The alicorn glanced skyward, sighing as she stretched her wings and took flight. "Enjoy the rest of your pitiful existence in the darkest corner of the moon."

Meanwhile, Electro soared high across the battlefield before fading from sight instantly. A gathering of Crystal Empire knights managed to push back a pack of thestrals. Suddenly, Electro materialized into existence mere hoof-lengths away from the guards. Faster than anypony could react, the stallion unleashed a large wave of electrical currents. The bolts rushed through the knights before dissipating, causing the lot of them to collapse with their fur and armor singed deeply.

"You flaunt your powers as a means to compensate for your shortcomings!" a female voice boasted boldly before a cloud of smoke rose from the ground several yards away. Electro arched a brow as a mare stepped from the fog, donning a silver mask and star-patterned cape. She brushed her cape to the side dramatically. "Let's see how you fare against somepony as mighty as the Great and Powerful Mysterio!"

The corner of Electro's mouth curled into a smug grin. "I know therealMysterio,little girl. You're just a worthless hack."

"Is that a fact?" Trixie questioned, waving a hoof daringly. "Come and prove it…ifyou can."

Electro scowled at the mare's mocking tone before firing a single bolt from his horn. The beam collided into the spot where Trixie stood, causing a dust cloud to spread in the process. Electro smirked soon afterward, as if satisfied with his feat. Just as he readied himself to depart, the stallion paused while his eyes widened upon Mysterio a few yards to the side, completely unharmed. Growling in frustration, Electro unleashed a widespread electrical wave.

Trixie's body was knocked back, spiraling before dissolving from existence. However, before Electro could ready himself to celebrate, the mare materialized into existence instantaneously in a different position further away. She sat on top of a small rock, casually brushing the dust from her hoof. Livid, Electro stared intently at Mysterio as crackles of electricity sparked from his body.

"It seems Peter was right about you, Electro," Trixie muttered disinterestedly, never averting her gaze away from her hoof. "You have all of the power in the world, but by the end of the day, you're still just a common thug. If you had at leasthalfa brain, then youmightbe dangerous."

Howling, Electro raced toward Trixie, bolting through everything in his path. Taken aback, Trixie's eyes widened as she leaped to a standing position. However, Electro wrapped his hooves around her neck before she could move. Time slowed as the mare fell back with the stallion driving her into the ground. Suddenly, the immediate vicinity distorted, shifting.

The ground beneath them morphed into a small pond, and Trixie smirked before her form vanished from sight completely. Electro couldn't halt himself in time as he crashed into the body of water. The electrical currents circulating across his body shorted out, causing the energies to ignite momentarily before dissipating. Mysterio materialized into existence through a puff of smoke, watching Electro's unconscious and powerless form floating bleakly in the pond.

"A magician's greatest weapon is the power of illusion. Never forget that," Trixie muttered, wheezing before falling to a kneeling position. She chuckled under her breath, coughing. "I almost overestimated myself. Creating that widespread illusion seems to have drained me." The mare paused, weakly lifting her gaze as a pack of thestrals surrounded her suddenly. In spite of the developing situation, Trixie staggered to a standing position and waved a hoof dismissively. "If you're looking for an encore, I suggest you look elsewhere."

One of the thestrals snatched the mare by her collar, punching the center of her mask with enough force to crack the reinforced surface. Trixie staggered back, unable to recover as a second thestral sank its fangs into her shoulder and shook her violently before relinquishing its hold. She clutched at the wound, managing to lift her gaze from the ground. However, she only caught a glance of a third thestral with its hind legs drawn back before it delivered a vicious mule kick to the mare's face.

Trixie's mask shattered at the point of impact, flying in various directions as she was sent rolling across the ground. Eventually, the mare skidded to a halt and remained in a heap while the pack closed in on her. Blood poured from the gash over her forehead and shoulder, seeping into the ground. Trixie's vision blurred as one of the thestrals raised its hoof high over her head, as if to finish her life.

Oddly, Trixie managed a smile. "Funny. A few years ago, I would've run away at the first sign of danger, but here I am now, actively seeking trouble. I guess I have Twilight and Peter to blame for changing me so such." A lone tear streamed down her cheek as she braced herself and closed her eyes. "Someday, I'll get those two for that."

"Trixie!" Twilight exclaimed, unleashing a volley of magical bolts. Each beam slammed into all of the thestrals surrounding Trixie, sending them careening across the ground. The alicorn materialized into existence over the unicorn, blasting each attacker away with a beam as they neared. Both mares shared a glance momentarily while a trio of massive thestrals stomped into the fray, their sizes matching that of a small house each. Generating a small bubble shield around them, Twilight held the defense while kneeling down to place a hoof over Trixie's shoulder. "Are you okay? You shouldn't be so reckless!"

"I've been telling you and Peter that foryears," Trixie dryly coughed, attempting to lift herself from the ground, but the muscles in her body failed, leaving the mare with only the option to roll onto her side. "As much as I save you two, I'm allowed to require assistance occasionally."

Twilight exhaled a small groan, rolling her eyes before staggering as the trio of thestrals pounded away at her defense. "Fine! Just don't make a habit out of this!" The alicorn's horn emitted magic, causing the shield to glow brighter than before, but the surrounding pressure intensified as cracks spread along the shield. Twilight strained, gritting her teeth as she pressed the button on her earpiece. "I can't keep this up for long. Peter, honey. I couldreallyuse you right about now!"

On the other side of the field, Peter's ears perked at the call echoing in his ear as he and Sonata continued to soar high above the fight. The stallion shifted his gaze about, almost immediately spotting his wife's signature pink magical energy. Even at their distance, he could clearly see Twilight and, disturbingly, a prone Trixie by her side. The inside of his chest tightened as a familiar sense of dread began to envelop his being.

Shaking many intrusive thoughts from his mind, Peter sharply turned his gaze to the siren. "Sonata! Twilight and Trixie are in trouble! I have to go help them!"

"I understand! Go! Adagio and I can hold our own until you get back!" Sonata exclaimed without hesitation, offering the stallion a brief yet firm approving smile.

Peter nodded appreciatively, glancing to the side before spotting a thestral soaring through the sky. He leapt from Sonata's grasp, landing squarely on the winged creature's back. Sonata watched as Peter pulled back on the thestral's shoulders, causing it to gain altitude while he steered it toward the direction his wife and Trixie were in. Several stories high, Spider-Mane dove into a free-fall and soared with the speed of a bullet as his horn began to emit bright, clear energy.

"Twilight! Reinforce your shield! I'm coming in fast," Pete exclaimed, slamming his eyes shut once the energy spread across his body, "and I can't pump the brakes!"

Twilight's eyes widened at her husband's words, prompting the mare to brace herself and heed his advice. A bright light illuminated from the shield, resembling a beacon of sorts. Peter spun as the ground neared, causing his form to resemble a glowing comet. The thestrals glanced skyward at the last moment, unable to react as a being slammed into the ground mere inches away.

A crater spread through the earth as a shockwave erupted, energy spiraling from the point of impact. The thestrals were knocked away by the blast, pinwheeling high into the air before crashing throughout the field. Twilight's shield vibrated violently as tremors coursed through the earth. Yet, the defense held, allowing the alicorn to drop the barrier after a brief duration. Eventually, Peter climbed from the hole unscathed, rushing to Twilight's side.

Trixie lifted her widened gaze, staring wildly at the crater left in the stallion's wake. "That's… quite the entrance. I didn't know you could do that."

"Neither did I," Peter obliviously muttered, helping Twilight to raise Trixie to a standing position before propping the unicorn over her back. The stallion glanced to the side, spotting Sunset and the others fighting off a pack of thestrals. Peter placed a hoof over Twilight's shoulder. "Take Trixie to Ponyville. The changelings will let you through the barrier. She'll be safer there."

Twilight nodded, arching a brow. "Where areyougoing?"

Peter pointed a hoof at the sirens in the distance. "I have to get back with Sonata and Adagio. We're pushing our way towards Tirek."

Slow to respond, Twilight narrowed her gaze before straightening her posture. "Okay. I'll get Trixie to safety and join back with you as soon as possible."

The alicorn vanished from sight in a burst of light, and Peter turned to rush back into the fray. However, Tirek watched from the center of the battlefield, his gaze deadlocked on the sirens. Adagio slid her hoof under a thestral and lifted it high over her head before hurling it into a group of others. Sonata inhaled deeply, unleashing a large sonic wave. The force tore a straight path through the battlefield, whipping dozens of thestrals high into the air while leaving any Canterlot and Crystal Empire knights shaken, yet unharmed in the attack's wake. The siren turned around, firing another blast to the other side, and the results were equally as devastating, rupturing the land asunder even.

Tirek frowned at the sight, narrowing his gaze on Sonata. "Was that one hiding her true power this entire time? Where did this come from?" Pausing, the centaur frowned as he clenched his fist tightly. Energy spiraled from the atmosphere into the orb hovering between Tirek's horn. The magical sphere grew in scale, resembling a miniature sun. The centaur huffed. "That one will be troublesome. I'll snuff her out before she can become an obstacle."

Lowering his head, Tirek unleashed the orb, and the magical sphere raced across the battlefield, whistling through the air. Sonata's ears perked at the sound, causing the mare to turn sharply to catch a glimpse of the incoming projectile at the last moment. The siren hummed a light melody as she galloped to the side, managing to narrowly dash out of the orb's range. However, an explosion ignited once the energy struck the ground, generating a powerful shockwave in the process.

The blast tore the land asunder, tearing the earth and burning everything in range. Tremendous force radiated from the explosion, sending Sonata rolling violently across the ground for several meters until she skidded to a halt. Tirek smirked wickedly, lowering his head as magical energies spiraled into an orb between his horns once more. Several yards away, Adagio alternated her gaze between Tirek and Sonata recovering from the first attack's aftershock.

Disoriented, Sonata attempted to shake the cobwebs from her cranium. The centaur wasted no time before unleashing a second blast, firing the orb at the prone siren. Sonata weakly glanced up as the projectile neared, and her eyes widened as Adagio rushed in front of her, facing the orb. Before Sonata could mutter a response, the orb collided into her friend. An eerie silence filled the air as the world faded to white.

To be continued...