//------------------------------//
// The fight begins part two 
// Story: JLE 
// by sykko 
//------------------------------//

Rainbow Dash was flying over Ponyville preparing for her morning shift on the weather team. She banked towards Sweet Apple Acres with a small sack of bits to place an order for a bushel of apples, maybe she could pester her for some breakfast. Rainbow paused midair hovering as she saw a massive brute of a human walking towards the Apples barn, she darted to the top of a cloud to watch him. Her eyes went went wide as he charged  through the side of the barn. Leaping off the cloud, she poured on as much speed as she could leaving multicolored lightning bolts in her wake. Flying through the hole in the wall of the barn she saw the massive brute lifting AJ over his head.

"Let her go you big ugly chump!", Rainbow shouted as she slammed her forehooves into Bane causing him to stumble forward and drop AJ.

Bane quickly recovered turning on his heel. "Another caballito! Good! I get to break dos for the price of uno." He threw a punch a Rainbow who deftly dodged out of the way.

"You gotta be faster than that if you wanna hit me!", Rainbow taunted. She dodged another punch. "Missed me!" She blew a raspberry at him. When he threw a crate and she effortlessly barrel rolled out of the way. "It's like you're not even trying to hit me! My turn!" She did a back flip to gain speed and flew at Bane slamming a hoof into his face causing him to stagger backwards out the door. Rainbow helped Applejack to her feet. "Get your family and run! I'll hold the big brute off!" She darted out the door.

Applejack leaned against a crate shaking the cobwebs off. She looked down at the mace that had fallen out the bag. Reaching for it she said, "Ah ya forgive me fer usin yer property, but my friends an' family are in trouble." As she picked up the mace it activated with a crackle of energy and the belt flew out of the sack wrapping around her waist. Her vision went white for a moment, when it had cleared Applejack found she had armor on her body, a hawk's head cowl and...wings? "What th'?!" She hurried to a broken mirror looking at herself. "Wha?! How did Ah become a pegasus?!"

Rainbow was zipping around dodging punches and raining blows on Bane. She zipped between his legs and bucked hard into the back of his knees sending him crashing hard onto his back. She flew over him taunting,  "Just give it up buddy! You gotta get up pretty early morning to get one over on Rainbow Danger Dash." She breathed on a hoof and buffed it on her chest.

Bane rolled up to his feet. Adjusting the knob on the back of his left glove, he slapped the button on his chest. The super steroid venom pumped through his body. His muscles creaked and his joins groaned as his bulk increased greatly enhancing his strength. He shouted in triumph before looking to Rainbow sneering in delight. Holding up a hand, he twitched his fingers in a challenge.

Rainbow was taken aback momentarily at Bane's increase in muscle mass, when he waved a challenge at her. Setting her jaw she zipped down at him. When her hoof collided with him it felt like she just struck an oak tree. Flying up several feet, she shook the pain out of her hoof. Quickly she devised a new plan. Diving down, she flew circles around him creating a whirlwind.

Bane tried to follow Rainbow with his eyes, but she was too fast. A whirlwind began to form around him. Each time he tried to grab the pegasus all he came back with was empty air. Adjusting the knob on his left glove, he slapped the button on his chest sending the venom through his body, increasing him muscle mass again. He slammed his palms together creating a small shock wave, dispersing the whirlwind. He saw Rainbow standing on the ground shaking the cobwebs off. He rushed towards her and when she tried to take to the air, he swatted her to the ground hard. He grabbed both of the pegasus' wings in his hands. "Now I pluck you pollo!" He squeezed his hands tight around her wings and began slowly pulling. Rainbow screamed in pain as she flailed trying to get free.

Applejack heard Rainbow scream in pain. Acting purely on instinct, she propelled her self with her new hawk wings. Seeing Bane slowly pulling Rainbow's wings, Applejack flew forward  slamming the mace into Bane's knee sending him tipping forward with a shout of pain as he released Rainbow.

Rainbow quickly flexed her wings making sure there was now permanent damage before fluing up next to the now hovering AJ. "Whoa AJ, when did you get wings?", she asked excitedly, "This is gonna be awesome!" She did an excited back flip.

"Focus RD! We'll figure this out later. Right now we gotta make sure tuh take this chump down!", Applejack stated.

As Bane rose from the ground growling in anger, AJ and RD flew at him. AJ cracked him across the face with the mace as RD swept in behind his knees tripping him up. As AJ rushed forward to clobber Bane again while he was on the ground, a blast of photoninc energy knocked her back blinding her.

Doctor Light descended on a field of solid light.  "Surrender Applejack and Rainbow Dash and we will assure that you are unharmed!", he said in a loud voice. He narrowed his eyes as he landed, "I hope you resist."

"Great! Another one!", Rainbow snapped, "You take the big one AJ, I'll light bulb here!" She flew at Doctor Light. When she threw a punch, it glanced off a photonic shield. She quickly took to the sky before diving downwards gaining speed. As a shock cone formed around and multicolored lightning began trailing off her, she slammed into Doctor Light's photonic shield causing it to shatter. She began raining blows, sending him reeling. Rainbow swooped down low and swept Doctor Light's legs from under him. When he hit the ground, she began punching him in the face until he was unconscious.

Applejack blinked the spots out of her eyes and saw Bane charging at her. She went into a charging flight at him. As the two collided, fist impacted snout as mace impacted jaw sending the two tumbling away from each other. As they rose from the ground Bane licked the blood from his lip and Applejack wiped the blood from her nose.

Adjusting the knob on his glove, Bane said, "You are strong caballito, but I'm stronger!" He slapped the button on his chest sending more venom into his body increasing his strength and muscle mass again. He snatched an apple tree out of the ground with both hands and swung it downwards.

Applejack threw bother her forelimbs up to try and block the tree but found herself pinned under it's branches.

"APPLEJACK!", Rainbow screamed as she flew straight at Bane, "I'll kill you creep!"

Bane reached out a hand and grabbed Rainbow out of the air. He began slowly crushing the life out of her.

With a hard kick of her hooves Applejack broke free of the limbs of the apple tree and sprung into the air. "How dare you!", she snarled, "David never hurt anypony!" She gave a primal scream and she charged through the air.

Bane threw Rainbow into Applejack causing both of the to collide in a heap.

AJ quickly nudged Rainbow, "Rainbow, get up! We gotta get outs here! Can ya fly?"

Rainbow flexed her wings and screamed in pain. "My left wing! I think it's broken!"

"Ah'll carry ya! Get on!" Rainbow climbed on AJ's back and when she went to take to the air, Bane leapt up grabbing her by a back leg. Rainbow fell hard to the ground.

Bane gripped Applejack's body in front of him. "Now I snap you in half!" He began slowly bending Aj's back in his hands making her scream in pain. A loud whistle caught his attention and when he turned his head a baton struck him between the eyes. As it ricocheted away he saw Nightwing and Donna Troy.

Nightwing caught the baton out of the air and connected them to form a staff. "Why don't you pick on someone a little more your size.", he said electrifying the ends of the staff.

Bane hurled Applejack at Nightwing who tumbled out of the way.

Donna Troy flew over and gently caught AJ out of the air. She gently patted Aj on the cheek to wake her, "Are you okay little horsey?"

Applejack's eyes snapped open seeing a human gently cradling her. "Huh? What-what's going on? Why am Ah being carried by a flying hyoo-mohn?"

"Can you stand?", Donna Troy asked.

"Ah think so."

"Good, because your friend's gonna need help.", Donna Troy said as she landed softly next to Rainbow. She gently placed Aj on her hooves.

Nightwing tumbled past Bane, jamming the end of the electrified staff into the small of his back. As Bane turned, Nightwing threw a smoke pellet followed by a wingding. As Bane charged enraged through the smoke, Nightwing threw a glue bomb at his feet. When Bane effortlessly tore away from the  Nightwing leapfrogged over him. As Bane turned to face Nightwing again, Nightwing pointed to his left. When Bane truned his head, Donna Troy slammed her shield into his face sending him sailing through the air.

Rainbow blinked awake seeing Applejack tend to her. When Rainbow tried to fold up her wings she grunted in pain, "Oh right, that big ape broke my wing."

"Don't try to move sugarcube, Ah'm gonna get somethin to brace the wing.", AJ said. She ran into the ruined barn returning a few seconds later with a board and a piece of rope. Snapping a stick off David, she placed it to Rainbow's mouth. "Bite down on this while Ah set that wing." After Rainbow had bitten down the stick, AJ said, "Brace yerself, this is gonna hurt. Ready?" Rainbow nodded and closed her eyes. When AJ reset the bone Rainbow bit down hard of the stick screaming. AJ placed the board against the broken wing and quickly wrapped the length of rope around it, tying the knot tight making Rainbow wince.

Applejack ran and picked up the mace.

"Where are you going?", Rainbow shouted.

"Tuh stop that big hyoo-mohn before he wrecks anymore of my families property!", Applejack shouted back, "Ah think the two smaller ones are are tryin' tuh stop him." As she picked up the mace, the wings, cowl and armor reappeared. Applejack flew off towards the fight.

As Bane charged at Donna Troy, she she braced her shield in front of herself. As Bane slammed into it, her feet dug furrows in the ground as she was pushed backwards. Nightwing split his staff back into escrima sticks, pulled out a grapple launcher. Firing the grappling claw, it latched onto Banes hip and Nightwing propelled himself forward jamming the electrified escrima stick in Bane's ribs. Bane grabbed Nightwing and pinned him to the ground. Donna Troy punched Bane in his face sending him stumbling. Nightwing jammed his electrified escrima stick into Bane's groin making shout in pain before rolling away.

Bane swiped at Nightwing who cartwheeled away. Donna Troy threw a punch at Bane who grabbed her arm and lifted her into the air. Donna Troy quickly lifted her legs driving her knees into Bane's chin. Bane dropped Donna Troy as he stumbled backwards. Applejack flew up gripping the mace in both hooves, she slammed it hard into Bane's stomach launching him as high as the tops of the apple trees. Applejack flew up slamming the mace first into the left side of Bane's face, then the left, she zoomed above him and bucked her hooves into his back sending him crashing into the ground with a loud thump. She alighted to the ground.

Bane rose from the human-shaped dent in the ground. Seeing the three standing before him, he decided that retreat was more prudent. Reaching down he grabbed a massive chunk of dirt and threw in the direction of the three in a great cloud. He ran off into the Everfree forest to regroup.

Applejack went to fly after him but Donna Troy flew in front of her to stop her.

"Let him go.", Donna said flatly.

Applejack landed and tried to get her wings under control. "How does Rainbow deal with these cockamamie things?", she asked herself now aggravated, "Gah!"

"Kendra usually just twist the knob on the bottom.", Nightwing said.

Applejack twisted the know on the mace and grunted with satisfaction when the wings, cowl and armor vanished.

"So what's your name little horse?", Nightwing asked extending a hand.

"Applejack!", AJ replied spitting on her hoof and shaking Nightwing's hand, "And I'm a pony, not a horse.

Nightwing chuckled at the similar gesture their worlds shared. "You can can call me Nightwing and this is Donna Troy."

"Nice to meet y'all.", AJ drawled in a friendly tone, "If that big hyoo-mohn was here to- oh no!" She activated the mace and flew off to Ponyville.

Rainbow trotted up. "So hyoo-mohns, anypony wanna cue me in on what's going on?" She spit on her hoof and held it out, "The name's Rainbow Dash, but you can call me awesome!"

Twoface walked up to the door of Fluttershy's cottage. "Beanbag or buckshot?", he said to himself. Flipping the coin it landed on good heads. "Beanbag it is." He loaded the beanbag shell into the shotgun and kicked the door in. Fluttershy gasped as she tried to run to the kitchen but Twoface shot her with the beanbag throwing her against the couch and knocking the wind out of her. He walked up holding up the coin showing off both sides. "Good heads and you get rubber bullets. Bad heads and you get buckshot." He flipped the coin into the air and Fluttershy's eyes became pinpricks as she watched it sail up then down. Catching it in his hand, the coin landed on edge. Twoface's eyes went wide, he flipped the coin and it landed on edge again. "No no no! It can't be on edge!" He flipped the coin again and again it landed on edge in his palm.

Discord appeared in a flash. "Oh my my my Mr. Dent. What's the matter? Can't make a decision with consulting the coin first? What a fascinating hang-up you've got there."

"Thank you thank you thank you!", Fluttershy said hugging Discord.

Discord patted Fluttershy on the head. "You may want to get that little blue ring out of your kitchen cabinet. A lot of ponies are going to need it." He smirked at Twoface still flipping the coin. "You know something about the law of probabilities? It means very little to the Lord of Chaos. But I shall for this time humor your little hang-up with your game of dual choices." He held up a bit showing off both sides, "Heads, I let you run away from here unscathed, tails and I make you my plaything for all time." He flipped the bit through the air as Twoface followed it through with his eyes. It landed on the floor showing an image of a hawk and a dove. "Ooo, I was hoping for Hawk and Dove!", he said clapping his mismatched hands.

"No no no! You cheated!", Twoface shouted.

Discord coiled around Twoface letting his forked tongue tickle his hear, "You see Mr. Dent, I always cheat. Especially when you hurt my friends. Now if you excuse me, I have to go see a clown. Oh and do watch out for arrows Harvey" He snapped his eagle talon disappearing in a flash of light as Hawk and Dove appeared.

"Dent!", Hawk snarled.

Twoface backed up drawing a pistol. He flipped the coin again and it landed on edge. Suddenly his hair stood end as sparks of electricity leapt off his back. He fell to the ground unconscious, the coin rolled from his hand and stopped on good heads. Red Arrow lowered his bow as Hawk and Dove hurried out. They quickly put cuffs on Twoface as Red Arrow walked up.

Fluttershy slipped the blue ring on her flight feather. The ring activated healing her bruise as it projected a blue body suit and mask onto her. Picking up the lantern, she flew out the door. She saw what was wrong with Twoface, when she projected blue energy at him, she found she couldn't fix him.

Scarecrow walked up to Golden Oaks library and knocked on the door.

"I'll get it Spike!", Twilight said walking up to the door. As she opened the door she said, "I'm sorry but the library isn't..." She froze seeing Scarecrow looking down at her.

Scarecrow jammed the syringes on his head into Twilight's neck injecting her with fear toxin. It took a few seconds for the toxin to take effect.

The world began to twist and warp around Twilight. Strange voices whispered and screamed at her. Bugs began crawling everywhere,on everything and on her. Her eyes became pinpricks as she didn't see Scarecrow but some monster with flaming eyes. As the monster reached for her, she shrieked and ran away huddling in a corner.

Scarecrow began walking towards Twilight laughing.

"Twilight? What's wro-hey creep!", Spike shouted as he ran at Scarecrow, chomping on his leg.

Scarecrow grunted in pain and kicked the little dragon off. He continued to walking to Twilight. As he reached for her she screamed and threw up a protective shield. He tapped a finger on his chin before he began knocking on the shield. "You've got to drop that shield some time little horse." He kicked Spike away again when he ran up. 

Twilight shivered in fear at the monster with flaming eyes leering at her as she tried to scrape the bugs off her. She screamed in fear again.

Batwoman swung down from a tree hearing screaming coming from the library. Running to the open door she saw Scarecrow leering over Twilight, tapping on her shield. She quickly put on her re-breather, pulled out her grapple launcher and fired the claw latching it on his arm. She quickly reeled in the claw snatching Scarecrow towards her. She threw a punch connecting hard with his jaw. Scarecrow quickly quickly sent a spray of fear gas at Batwoman, but her re-breather protected her. Scarecrow tried to inject her with the syringes, but she grabbed his wrist and twisted his arm around dislocating his shoulder. Scarecrow tried to grab the re-breather off Batwoman's face and she did a rolling flip sending him out the door, she then ran out after him.

Spike hurried over to Twilight seeing her scared out of her mind and hyperventilating. "Twilight, are you okay?" He gently laid a clawed hand on her shield.

Twilight didn't see Spike, but a massive undead dragon roaring at her with flesh dripping off its flesh. "STAY AWAY MONSTER!", she screamed. Firing a blast of concussive energy, she sent Spike out the window. Sending off a spell calling for help she screamed, "Celestia! Luna! Anypony, HELP ME!"

As Scarecrow and Batwoman traded blows, they blast energy and Spike landing hard on the ground startled them. Scarecrow took immediate advantage of the distraction, knocked Batwoman's mask off and threw a grenade of fear gas. Batwoman covered her mouth and nose with her cape as she grappled out of the gas. Landing next to Spike she dragged the little dragon away from the expanding cloud of gas. Using the diversion he escaped.

Spike blinked awake and said, "What's mmmppphhh!"

Barwoman covered Spike's snout, "Don't breathe the gas, it'll drive you insane with fear." She picked up Spike and carried him away from the gas. Once the gas had dissipated she ventured over to the library and looked in the shattered window. She saw Twilight huddled in a corner. Waving Spike up, she said, "It looks like your friend got a nasty dose of fear toxin." She fumbled in her utility belt, produced two syringes and passed one to Spike. "These contain an antidote to the fear toxin. We need to give these to her or she may literally die of fear."

Spike's eyes became pinpricks. "She's not going to die is she?"

"Not if we can give her the antidote first. We have to get her to calm down enough so we can get her to lower shield and administer the shot. What's your friend's name?"

"Twilight. Twilight Sparkle.", Spike said, "Please don't let her die. She's my sister."

She smiled at Spike as she said, "I promise I won't. Now as soon as we get in there, I want you to spread out in case she gets past me. If she does, I need you to jab her with the needle and press down on the plunger."

Spike nodded.

As Batwoman walked in the front door she said calmly, "Twilight Sparkle, I need you to calm down. You're under the effect of fear toxin. I have something to help you, I just need you to lower your shield. Can you do that for me?"

Twilight didn't see Batwoman walk up, but a massive vampire bat with blood dripping off its fangs, it was saying, "I have come to gobble you up little pony. You're going to be so yummy!" Twilight screamed, "AAAAAAAHHHHHHHH! STAY AWAY MONSTER! I WON'T LET YOU EAT ME!" She fired a blast of energy that made Batwoman dive for cover.

Batwoman hid out of sight behind a bookshelf and gestured for Spike to do the same. She opened a channel on her communicator, "This is Batwoman to anyone who can hear me. I have a little pegasus-unicorn in the library that has had a dose of fear toxin. She has some kind of shield up and I can't get close to her. I need assistance, I also advise caution as she can project energy blasts."

In Canterlot all three princesses looked up sensing Twilight's call for help. Oracle was working on her laptop when she received the communique, she shouted from the room she was working in "I just received a transmission from Batwoman, she says that a Twilight Sparkle has been exposed to fear toxin and she can't get close to her to administer the antidote."

"Cadance, go!", Celestia shouted, "You might be able to get through to her!"

"I'll go too.", Raven said, "I may be able to get through her mind and get her to calm down enough to get her the antidote."

Bat-man rushed in and handed out syringes vials of antidote. Raven and Cadance took them.

Cadance prepared teleport.

"Prepare yourself, I've experienced victims of fear toxin before. Twilight Sparkle might attack out of fear.", Raven said to Cadance.

Cyborg, Red Robin, Pinkie and Derpy were the first to arrive at the library. Red Robin signaled for them to form a perimeter as Cyborg scanned the library. "Okay, I've got the locations of all three of them-wait, I've just picked up to new heat signatures. One is Raven, the other is a pony, bigger than Twilight Sparkle."

Cadance and Raven appeared in the library. Batwoman gestured for them to get into cover.

Cadance teleported next to Batwoman. "Are you Batwoman?", she whispered.

"Yes.", Batwoman whispered back, "And your name?"

"Cadance.", Cadance whispered, "I used to be her foalsitter and I'm married to her brother. I may be able to get through to her and give her the antidote Bat-man gave me."

"Hold for a minute and let me contact my teammates outside.", Batwoman whispered. She opened the comms channel, "Batwoman here, I have a Cadance here who says she's a family member and may be able to get through to Twilight Sparkle. Maintain a perimeter in case she gets loose." She gave the signal for Cadance to try.

Canance slowly walked out of cover and up to Twilight. "Twilight? It's me Cadance. I need you to drop your shield, I have something that will make you feel better."

Twilight didn't see Cadance but Nightmare Moon and she was saying, "Twilight Sparkle! You have failed. I will make the night last forever and then I will eat your soul!" "STAY AWAY NIGHTMARE MOON! YOU CAN'T HAVE MY SOUL!", Twilight screamed before firing a blast of energy the pushed Cadance back.

Cadance teleported back to Batwoman. "She thinks I'm Nightmare Moon and here to take her soul.", she whispered.

Batwoman gave Cadance a confused look before keying up Raven. "Raven, have you been able to get through to Twilight Sparkle"

"I've been trying, but her mind is literally drowning in her own fear", Raven said, "I don't know how much longer she has."

"Crap!", Batwoman snapped. She took out a flash pellet and a smoke pellet. She whispered to Cadance, "Do you think you can break her shield? We're going to have to rush her."

"Yes I can."

Batwoman opened the comms again, "Okay new plan everybody, I'm going to blind her with a flash pellet and disorient her with a smoke pellet. A soon as they go off, everyone rush her and try to hit her with the antidote." She gave a silent countdown with her fingers, then threw the flash pellet followed by the smoke pellet.

Cadance teleported and bucked into Twilight's shield shattering it. Batwoman leapt at Twilight with the syringe, but Twilight knocked her down with a concussive blast before teleporting up to the second story. Raven teleported behind her and jammed the syringe into her flank, but Twilight bucked into her sending her back into the wall the sprinted  down the stairs. Spike sprung out and tried to inject the syring into her neck, but Twilight flung him away with her magic before bolting for the door. Batwoman fired her grapple claw into Twilight's hind leg and hung on. As Twilight drug Batwoman across the floor, Cadance grabbed Batwoman with her magic. Twilight was slowed down as she drug them both behind her. Pinkie dropped from a ceiling rafter onto Twilight's back and pushed the plunger still sticking out of her flank. Twilight bucked her off and continued to bolt for the door dragging Batwoman and Cadance. Batwoman reeled in the grapple claw taking herself and Cadance closer to Twilight. Cadance launched through the air, tackling Twilight and sat on her.

Soon the antidote took effect and the world began to go back to normal for Twilight. Staring up at Cadance she said, "Huh? What? Cadance, why are you sitting on me and why does it feel like something is stuck in my flank?"

Lex Luthor, Vandal Savage, Black Adam, Ras Al-Ghul, Gorilla Grod and the Brain teleported into the outskirts of Canterlot. As they began walking down the streets, Luthor waved his hand across a holographic display on his power and sent out several drones across the city.

Looking through the heads-up display Lex frowns receiving images from the drones. "It appears that Mr. Henshaw has ruined our little advantage for it appears the city has been evacuated."

"No matter,", the Brain chirped robotically, ", it will make our taking of this city easier."

Ras Al'Ghul rubbed his chin. "I don't think they would abandon the city so easily. They may have evacuated the civilians. Is there any sign of their military?"

Luthor quickly ran through the done telemetry. "No sign of any military equines."

Oracle was typing quickly on her laptop since she first picked up the Lex Corp transport signal. Soon she successfully hacking into the drones. She pressed a finger to the comms device in her ear, "I've got full control of the Lex Corp drones. Ten seconds until full takedown of their drones."

"Acknowledged.", Bat-man replied through his cowl.

Oracle activated the protocol on her computer. Ten seconds later the drones engines began to sputter erratically as their systems began to short out, some burst into flame, others exploded, the rest plummeted out of the air.

"Gentlemen, it seems the city isn't as abandoned as we first thought. Someone just hacked my drones.", Lex said in an annoyed tone.

"Ah detective!", Ras Al'Ghul said with delight, "It seems you have arrived ahead of schedule. Assassins! Confirm the presence of Bat-man!" Several assassins began sprinting across the city or leaping from rooftop to rooftop.

Celestia and Luna cast an invisibility spell concealing themselves, Changeling, Booster Gold, Starfire and Bat-man in the throne room. Five assassins came in through the broken and Bat-man gave a silent signal. Luna cast a spell blotting out all light descending the throne room into darkness, several blows were heard landing and when the spell was dropped Bat-man, Starfire and Booster Gold were tying up the unconscious forms of the assassins and carrying their bodies to nearby closets. Celestia and Luna recast the invisibility spell.

Ras Al-Ghul put a finger to the communication device in his ear. "Gentlemen, it appears the Bat-man has incapacitated some of my assassins. He knows for certain we are coming." Drawing the sword off his back and readying the old Luger in his holster he spoke into his comms device, "Assassins! Form a perimeter where we just lost contact with five of our brethren, the Bat knows we are here. We are just moments out from the palace."

As the group reached the palace, several assassins stood outside the fence gesturing towards the castle.

Waving a hand to the door, Ras said, "After you gentlemen."

"If you're so eager to get the Bat, why aren't you the first one through the door?", Black Adam asked.

"It's because of how well I know the Bat-man that I'm offering you to go first.", Ras replied calmly with an almost pleased grin on his face. 

Amanda Waller sat atop one of the towers of the palace watching the group of super villains approaching the palace through a pair of binoculars as she relayed the information.

In the throne room the heroes and princesses formed up in a wide semicircle getting ready for the villains' entrance when they heard muffled arguing.

"They can't be serious!", Changeling said, "Arguing when they know that we're waiting for them somewhere."

Bat-man silenced Changeling with a gesture.

Outside the palace, Lex Luthor, Gorilla Grod, the Brain and Black Adam were arguing about who goes in first while Ras Al-Ghul sat watching with annoyed indifference.

"Gentlemen! Enough of this petty bickering!", Ras snapped, "We can argue about how this world is divided after we conquor it, not who goes first through a door!"

Lex tapped a small button on his gauntlet activating an energy shield. "I'll go first through the door to deal with whatever trick the Bat has for us. Agreed?"

The rest nodded in agreement except for the Brain who quipped robotically, "Affirmative."

Luthor kicked in the front door. He starred nonplussed at no signs of booby traps."Hmm, maybe the Bat's not here."

As they walked through the door, Ras Al-Ghul looked up at a Bat-scanner attached to a buttress and gave a small smile.

Seeing the Bat-scanner signal in his cowl, Bat-man gave a silent signal for the group to spread out.

As Black Adam went to kick the door in on the throne room a golden aura surrounded it and they massive double doors snapped open. Hesitantly they walked through, when the last walked through, the massive double doors slammed shut with a loud thud.

Ras Al-Ghul smiled confidently. "Princess, come out come out wherever you are! I'm here to make good on your claim to put my immortality to the test." He drew his old German officer's Luger from his holster as he looked around.

Bat-man gave a quick nod to Celestia who dropped her invisibility spell while Luna strengthened hers. Lighting the magic in her horn she said, "Did anypony tell you that it is customary to kneel before royalty?" She enveloped the five villains in a golden glow and telekentically forced then to their hands and knees then shouted, "Now!"

Luna dropped her invisibility spell and the group charged forward. The Brain unleashed electrokenisis bolts into Celestia knocking her into the wall and causing her spell to drop. Black Adam launched himself off the floor and flew at Starfire, their fists slammed into each othes face simultaneously sending them both careening backwards. Changeling transformed into a kangaroo and leapt over Gorilla Grod, then transformed into a donkey bucking his legs into his back sending Grod tumbling across the floor. Bat-man threw several flash pellets amongst the villains to disorient them.

In a cave in the mountains Rarity sat huddled over grasping  the orange power battery in her forelimbs. She gently stoked it with a hoof and cooed over it. Around her were piles of cloth, sticks, leaves, rocks, gems and broken bits of carts. A hole opened up in the floor and several diamond dogs scrabbled out. "Get the shiny! Get the pony!", the lead diamond dog shouted. Rarity looked up her eyes glowing orange and shrieked, "Mine! Mine! Mine! All Mine!" She grabbed the diamond dogs in orange energy fields. "Mine!", she screamed as the sounds of cracking was heard.

In the throne room the fighting quickly devolved into a stalemate as neither side could gain a definitive advantage. Celestia dodge behind her throne as Ras Al-Ghul fired a quick shot at her before she fire a blast of concussive energy back. The back wall of the throne room exploded in a shower of rubble and dust as Lobo crashed through it on his rocked bike.

Lobo swung his hooked chain over his head and hooked Celestia around her rear hooves. He swung her around over his head as she screamed in shock. Flinging her off his chain, he sent Celestia crashing into Black Adam. Leaping off his rocket bike as it crashed into Starfire, he pulled out a cigar, lit it, laughed and said, "How can you throw a party and not invite the main man?" Pulling out his double barreled shotgun, he fire a green uranium shell at Luna who deflected with her shield than fired a shot into the chest of Luthor's power suit sending tumbling backwards. Reloading the double barrel, Lobo put it back in his holster. Black Adam lifted the semiconscious heap of Celestia off the and threw her Lobo. Lobo backhanded Celestia into Ras Al-Ghul. Holding up his hand, Lobo waved a challenge at Black Adam, "You want a piece of the main man? Come get some!"

Black Adam did a flying charge at Lobo who simply lifted up his booted foot kicking Black Adam in the face causing him to go completely upring. Lobo slung the end of his hook around Black Adam's feet and swung him over his head. He began thrashing Black Adam back and forth on the ground before slamming him into the floor leving Black Adam in a Black Adam-sized crater. Flicking his cigar ash on Black Adam's face, Lobo looked around and said, "Who's next?"

Ras Al-Ghul wriggled out from under the unconscious and groaning form of Celestia saying, "Gentlemen, I believe that we most beat a hasty retreat as it appears we haven't accounted for the unwanted distraction." Lobo laughed as Lex activated the teleporter and evacuated the villains. He looked around at the heroes and ponies, "So who wants to party with the main next?"

From outside a loud voice shouted, "SHAZAM!" Shazam flew in through the broken window and hurled Lobo through the wall. "Go!", he shouted, "I'll deal with Lobo!" He flew out through the hole in the wall after Lobo.

Luna charged up the magic in her horn. She teleported herself, Celestia, Amanda Waller, Oracle, Booster Gold, Starfire, Changeling and Bat-man out of the castle and to Golden Oaks library in Ponyville.

"So none of the monsters I saw were real?", Twilight asked with a shudder, "This fear toxin is some nasty stuff." She still remembered all the horrifying images she saw, she swore that she would never be afraid again.

"You were fortunate we managed to inject you with the antidote when we did or you could have literally died of fear.", Batwoman replied.

"Yeah princess, you were luc-AAAAHHH!", a dark blue flash of light startled Derpy causing her to accidentally fire a beam of heat vision simultaneously through the library wall and ceiling.

Luna, Bat-man, Booster Gold, Changeling, Oracle, Starfire, Amanda Waller and an unconscious Celestia into the middle of the library.

Twilight ran over. "Princess Celestia!", she shouted, "What happened to her?"

"Lobo!", Bat-man growled as he waved smelling salts in front of Celestia's snout.

Lobo bounced a few times across the ground before coming to stop in a trench that ended in a Lobo-sized crater. He sat up, shook his head and cracked his neck. seeing Shazam flying straight at him, he grabbed his cigar from his mouth. Seeing it was broken, he threw it onto the ground, "Now I'm mad."

Shazam And Lobo locked up in a grapple as they shoved each other through buildings sends the crashing down around their heads. Shazam threw Lobo upwards through the rubble high into the sky and through some clouds scarring some pegasi nestling on top. Shazam flew up after Lobo with a ball of lightning summoned around his fist. He punched Lobo first on the left side of his face, then the right side of his face, did a double foot flying stomp, drove his knee into his gut and shouted, "SHAZAM!" Massive lightning bolts slammed into Lobo sending him careening to the ground. Lobo crashed into the ground with such force that his body made a massive impact crater and set off a powerful localized earthquake. Mount Canter shook violently as several buildins collapsed and a massive avalance from the snow-capped peak poured down the side.

As Shazam flew down at great speed, Lobo raised his foot connecting with Shazam's face causing him to bounce across the ground and into a nearby partially collapsed building, causing to collapse the rest of the way. Lobo lifted himself up from the crater dusting himself off, stuck two fingers in his mouth and gave a loud whistle. Shazam burst from the rubble of the collapsed building and flew at Lobo. Two green uranium shell exploded against Shazam's face sending him tumbling backwards. Lobo reloaded his double barrel, put it back in the holster. Charging at Shazam, Lobo snatched him up by his cape and hurled him across the ground. Shazam reached out with his hand to stop his momentum, his fingers dug furrows in the ground. When stopped, Shazam prepared to charge, but Lobo pointed past him. Looking over his shoulder, Shazam saw at the last second the rocket bike slam into him launching him up into the air. Lobo jumped on the rocket bike, fured two more green shells into Shazam's chest. Grabbing Shazam by his ankle, spun him through air and slammed him onto the ground. Shazam laid groaning as he slipped into unconsciousness. Lobo pulled out another cigar, lit it, blew out some smoke, flicked the ashed on Shazam's face and said, "Don't mess with the main man." He flipped off Shazam's unconscious form and revved up the rocket bike speeding off.