//------------------------------//
// A Sinister Brawl 
// Story: My Little Pony: No Way Home 
// by Battwell 
//------------------------------//

Twilight and the others popped into existence thanks to Celestia's teleportation spell. They wound up in Equestria's equivalent of Times Square, Mane Square. Twilight then turned and nodded to her friends, each of them getting into action. Celestia and Luna took to the air and gathered the attention of everypony in Manehatten. 

"ATTENTION! THOU MUST LEAVE THIS AREA IMMEDIATELY!" Luna shouted in the Royal Canterlot Voice.

"THIS AREA IS ABOUT TO BECOME VERY DANGEROUS! EVACUATE NOW!" Celestia added. 

As the ponies of Manehatten began to evacuate, the two Spider-Men and Venom got to action, with the two web slingers swinging into the air while Venom leaped onto the side of a building to get into position. As the two Spider-Men placed the cures for Lizard inside a cannon and the cure for Goblin behind a giant monitor, Twilight nodded to Rainbow Dash. 

"Alright, Rainbow. Let them know where we are." 

RD nodded as she took to the air. Everyone watched as the rainbow maned mare shot straight up into the air. Once she was high enough, she shot downwards at high speeds. Everyone watched anxiously as she got closer to the ground. Rainbow gritted her teeth as she went faster and faster until. 

BOOM!!! 

A rainbow blast filled the sky. Rainbow just performed a Sonic Rainboom, all according to plan. 

As Rainbow landed down on the ground, Twilight approached her friend a put a hoof on her shoulder, "Great job, Rainbow. Now go get into position. They could be here any minute." 

Rainbow saluted and took off into the sky as Twilight flew to the building with three giant monitors attached to it. She landed on the roof, where the Spider-Men and Venom were waiting. She then made the scroll appear with her magic and placed it under her wing.

"Okay, guys. They could be here any minute now. So get ready." Twilight informed her new friends. 

As Venom and Raimi-Verse Peter nodded, Webb-Verse Peter stared off into the distance. 

"You know Max was, like, the sweetest guy ever... before he fell into a pool of electric eels." 

Raimi-Verse Peter didn't look surprised, "That'll do it." 

It was then that Raimi-Verse Peter’s back tensed up, causing him to stretch. 

"And there it goes." 

Webb-Verse Peter turned to his counterpart, "You okay?" 

"Oh, it’s my back. It’s kinda stiff from all the swinging I guess." 

"Oh yeah, no, I got a middle back thing too." 

"Really?" 

"Yeah. You want me to crack it?" 

Raimi-Verse Peter looked at his counterpart before answering, "Yeah! Yeah, that’d be great." 

As the two Spider-Men approached one another, Raimi-Verse Peter crossed his arms as Webb-Verse Peter lifts him up and cracks his back. He puts him down as he asks, "How's that?" 

"Wow. That's good." 

"Right?" 

"Yeah." 

"That's why I prefer to leap from building to building. Works out the arm muscles and you don't get a back problem." Venom inputted. 

Twilight raised an eyebrow, "But you cause property damage." 

Venom shrugged, "Meh." 

Webb-Verse Peter then sits down on the roof as Raimi-Verse Peter leaned against the door leading to the staircase. 

"Ah, this is so cool. I always wanted brothers." Twilight then looked a little hurt that she wasn't included, "AND SISTERS! Can't forget about you." He quickly saved. He then looked to Raimi-Verse Peter and asked, "So you, like, make your own web fluid in your body?!" 

Raimi-Verse Peter then had a defensive look on his face, "I’d rather not talk about this." 

"No! I don’t mean to--" 

"But are you teasing me--?" 

Twilight then decided to chime in, "No, no, no! No, no, no... he’s not teasing you. It’s just that, he can’t do that, so naturally he’s curious as to how your web situation works. That’s all." 

"But if it’s personal, I don’t want to, like, pry. But I just think it’s cool." 

"No, I wish I could tell you, but it’s like I don’t do it. Like I don’t... like I don’t “do breathing.” Like, breathing just happens." Raimi-Verse Peter explained. 

"Woah..." 

Venom then decided to add his own input, "So, does it just come out of your wrists? Or... does it come out of anywhere else?" 

"Dude!" Eddie exclaimed through their shared link. 

Raimi-Verse Peter felt a little awkward by that question, "Only... only the wrists." 

"You’ve never had a web block? ‘Cause I run out of webs all the time. I have to make my own in a lab. And it’s a hassle compared to what you got." Webb-Verse Peter said. 

"That sounds like a hassle. Yeah... but I did actually, you said that, I was like, “Oh! I had a web block.”" Raimi-Verse Peter replied. 

"Whoa... why?" 

"Existential crisis stuff." He replied. 

Webb-Verse Peter nodded in understanding, "Yeah, I mean, like, don’t get me started on that." 

Twilight then asked, "I'm curious. What are some of the craziest villains that you guys have fought?" 

"Seems you've met some of them." 

"That’s a good question." 

"Well, we've only fought two. And they were both Symbiotes. One wanted to go to space to start an alien invasion, so we blew him up in a rocket." 

Twilight's eyes widened, "Oh." 

Raimi-Verse Peter looked up in thought, "Yeah, I fought a... an alien made out of black goo once." 

Venom gave him a glance at the word "alien". 

Twilight then stepped forward, "Well, my friends and I have fought a bug pony who can change into different ponies. A unicorn who was the master of Dark Magic. And a Chaos God." 

Raimi-Verse Peter looked shocked, "Oh!" 

"Yeah, he could just snap his talons and cause chaos all around him." 

"I want to fight a God and an alien." Webb-Verse Peter added. 

"I’m, I’m-- I’m still, like... that you’ve fought a God... Like wow." Raimi-Verse Peter said to Twilight. 

Webb-Verse Peter sighs, "I’m lame. Compared-- Like, I fought a Russian guy in, like, a rhinoceros machine." 

"Can we wind it back to the “I’m lame” part? ‘Cause you are not." 

"Aw, thanks. No, yeah, I appreciate it. I’m not saying, “I’m lame.” I’m just saying, like--" 

"But it’s just the self-talk maybe we should, you know..." 

"Yeah, listen, uh..." 

"‘Cause you’re... you’re amazing. Just to take it in for a minute." 

"Yeah, yeah, yeah, I can take it in. No, I can take it in." 

"You... you are amazing." 

"I can take it in." 

"You are amazing!" 

"Thank you. Yeah--" 

"Will you say it?" 

"No, I kinda need to hear that. Thank you." 

Suddenly, a spark of electricity shot out of one of the monitors on the building, getting everyone's attention. 

"Looks like they're here." 

Raimi-Verse Peter looks to his counterpart, his Spider-Sense going off, "You feel that?" 

"Yeah." 

 

Suddenly, the monitor exploded, shattering as Electro appeared, hovering in front of the building in a new suit. 

 

Twilight then took notice of the glowing artefact on his chest. Her eye's widened as she realized what it was. It was a piece of the Crystal Heart. He was using it to power himself up. She deduced that all the wires around his body came from inside the monitor he just destroyed. She needed to get that piece back, otherwise the Crystal Empire would be destroyed. 

"Sup, Twilight? How do you like the new, new?" He asked as yellow electricity sparked around him. He glanced down at the scroll under her wing, "Look, you give it to me, I’m gonna destroy it. Hehehe. But I’ll let you live. Don’t make me a murderer, Twilight." 

Twilight then took off into the sky with Electro giving chase. Venom leaped onto another building while Twilight got into position. Once she was high enough, she waited as Electro flew up towards her. Her horn lit up for a moment before dimming down. 

"There! I've made a psychic connection between the four of us! Do it now!" 

As Electro approached her, a rope of webbing attached itself to his chest. He looked confused before he heard an oh so familiar voice. 

"HEY, MAX!" 

He looked down as Webb-Verse Spider-Man, who had his mask on, Web Zipped toward him. 

"I MISSED YA, MAN!" 

He then socked Electro in the jaw, getting him off of Twilight's back. Twilight took this moment to fly down towards Cadance and Shining Armor. She landed in front of them and handed Cadance the scroll. 

"Okay, you and the girls get out of here! Stick to the plan. Get that scroll out of here!" 

Before they could reply, she took off to the sky to rejoin the battle. 



 

Venom leaped from building to building, making his way toward Webb-Verse Spider-Man and Electro. He just had to leap over one more building. But suddenly, he was tackled in mid-air and was falling to the streets below. 

"Really wish we had webbing to swing with!" 

He crashed to the ground, hard. 

As he tried to get back up, a foot was pressed on his chest. He looked up to see Carnage, snarling down at him. 

"Hello, father! Don't I get a hug?" 



 

Meanwhile on the street, a sewer latch opened as The Lizard climbed up from the sewers. Once he climbed to the street, he looked up and roared a mighty roar. 



 

Webb-Verse Spider-Man swung onto a rooftop, narrowly avoiding an electric blast from Electro. Once he landed, he raised his hands defensively and pleaded, "Max! Max, Max... can we just talk for a second? Just you and me, just talk?" 

As Electro hovered in front of the building, he smirked, "Look who showed up! My old friend, Spider-Man." 

"I’m trying to save you, Max. That’s all I’ve ever wanted." 

Electro shook his head, "You’re not trying to save me." 

"I am." 

Electro raised an eyebrow, "Really? You call blowing me up "saving me"?" 

Webb-Verse Spider-Man was at a loss for words, "Ah.....Ok.....But..... Okay, that's a bad example!" 

Electro scoffed, "You ain’t even the shit no more." 

Spidey sighed in defeat as Electro continued, "Don’t worry about me. I saved myself. Burn up!" 

He then shot two blasts of electricity from both of his hands. Pete ran off the edge of the building and swung away while Max gave chase. 

"Well, I got his attention. Now what?" He asked via their psychic link. 

Raimi-Verse Peter swung from building to building as he replied, "Okay, great!" Suddenly, he felt something tug on his leg. He looked down to see The Lizard holding onto his leg, "Just FYI! Dr. Connors is here too!" He screamed as Connors pulled him down, snapping the webbing he was swinging on. 

They both rolled and tumbled on a gravely rooftop. As they both got back up, Raimi-Verse Peter began to plead, "Dr. Connors. I know you don't know me, but I know you. In my world, you were my teacher. You've worked your whole life to help people. Please." 

Lizard smiled, "I am helping people, Peter. This is the next step in human evolution. And you're getting in the way of that!" 

"I missed the part where that's my problem." 

Lizard roared as he charged towards Peter, who flipped over the giant lizard. 

(End song) 



 

Twilight flew around as she saw Webb-Verse Peter flipping and webbing his way around Electro’s pummeling bolts. 

"Twilight, I need Max's cure!" 

Twilight was about to fly towards him, spell ready, but then... 

"A LITTLE HELP WOULD BE NICE!!! PLEASE AND THANK YOU!!!" 

She looked down to see Venom battling Carnage. Both Symbiotes being pummeled into walls as they fought. 

She was about to fly down towards him when.... 

"Twilight! I need Connor's cure!" 

She looks to the small building to her left and sees Raimi-Verse Peter flipping over the raging Lizard. 

Twilight started to panic, who should she save? "Okay. Okay. Just lemme think--" 

She was cut off as a giant sand fist burst through the building behind her and grabbed hold of her. She turned her head to see the sand form Flint Marko's face, "Where's the scroll, Twilight?" 

"Mr. Marko! We can help--" 

"I DON'T CARE!!!" 

As Twilight begins to charge a spell, she was then thrown onto a nearby roof causing her to accidentally fire a magic blast at Webb-Verse Peter, which sends him flying as he shoots a web, which accidentally went into Raimi-Verse Peter's eye. 

"Sorry!" 

He rips the webbing from his mask, "Ugh. Gross!" 

While he wasn't looking, Lizard wacked him off of the roof with his tail. He then accidentally crashes into Venom, knocking them both down. 

"Seriously?!" 

Carnage roars as he takes this opportunity to charge toward them. Peter quickly swung into the air while Venom leapt onto the side of a nearby building, escaping Carnage's claws. Electro took notice of the other villains and decided to make things go in his favor. 

"Sad to tell you, Sandman. Nobody’s going home!" 

Electro then released a burst of electricity from within himself, thanks to the piece of the Crystal Heart. The burst of electricity sent all the villains back, Sandman turning into a sandstorm to avoid it, surrounding the building Twilight was on, while Carnage and Lizard leapt from building to building, avoiding the strikes of electricity. 

Suddenly, Electro was blasted into the side of a building by a rainbow colored blur. He shook his head as Luna and Dash hovered in front of him. He gritted his teeth as he fires a blast of electricity from his hands, causing the two mares to fly in opposite directions to avoid getting hit. 

Carnage roared as he prepared to leap from the sie of the building he was hanging on. But he was blasted to the ground by a yellow beam of magic. As he got back up, Celestia landed in front of him with hatred written all across her face. 

"YOU SHALL PAY FOR THE DEATHS YOU'VE CAUSED, MONSTER!" 

Carnage simply roared in response as the two charged at one another. 



 

As the sandstorm surrounded Twilight, she turned and saw both Spider-Men and Venom hop onto the roof and approach her. 

"What the hell is going on out there?! I keep yelling, "I need the cure, I need the cure" and no one is listening..." Webb-Verse Spider-Man exclaimed. 

"I know, I keep doing the same and..." Raimi-Verse Spider-Man added. 

"We're getting our asses kicked while all of you...." Venom yelled. 

Twilight had heard enough and shouted, "EVERYPONY STOP ARGUING AND LISTEN! Look, we're clearly not very good at this." 

"I know, I know, we suck. I-- I don’t know how to work as a team." Webb-Verse Peter replied. 

"Me neither." Raimi-Verse Peter added. 

"We really suck at this. We got no clue how to do this." Venom added. 

"Well I do! Okay, I'm part of a team! Me and my friends are the bearers of the Elements of Harmony!" 

Raimi-Verse Peter's eyes widened, "The Elements of Harmony?" 

Twilight nodded, "Yes!" 

"That's great!" 

"Thank you!" 

"What is that?" 

Twilight looked at the web slinger in confusion, "Wait, you don't know what the Elements are?" 

Webb-Verse Peter stepped forward, "Is that like a band? Are you in a band?" 

Twilight shook her head, "No, I’m not in a band. No, the Elements of Harmony are uh, uh--" 

Raimi-Verse Peter started to get frustrated as this was getting no where, "How’s this helping?!" 

Twilight shook her head and looked determined, "Look, it’s not important. All we gotta do is focus, trust each other, and coordinate our attacks, okay?" 

Raimi-Verse Peter started to regain focus, "Yes, okay. Let's pick one target." 

"We take them off the board one at a time." Webb-Verse Peter added. 

Twilight smiled, "Exactly!" 

"Alright. Let's kick some ass!" Venom added. 

Both Spider-Men looked at one another, "Peter 1?" Webb-Verse Peter pointed at Raimi-Verse Peter. 

Raimi-Verse Peter nodded, "And you're Peter 2." 

Twilight then flared her wings, "Great! Now that that's sorted! Let's get out there and--" 

But as they were all moving, Webb-Verse Peter stopped them, "Wait, wait, wait, wait, wait!" 

They all stopped and turned back to him, "I love you guys!" 

Twilight giggled at the gesture while the other two felt a little awkward but nodded, "Thank you!" Raimi-Verse Peter replied. 

"Alright! Let's do this!" Twilight said as they all ran toward the edge of the roof. 

They all then jumped off, all cheering as Twilight flew beside the swinging Spider-Men while Venom slid down the side of the building and leaped off of it and landed on the ground. As Carnage roared at Celestia, the princess turned her head and flew over to Venom with Carnage giving chase. 

As Luna and Rainbow Dash avoided the blasts of electricity from Electro, they made their way to where Venom and Celestia were and landed next to them, soon joined by Shining, Cadance, and the Mane 6. Suddenly, the two Spider-Men landed in front of the group, soon joined by Twilight, who stood in front of the massive group. 

They all faced the ensemble of villains. Carnage landing on the other side of the street. He roared as Lizard jumped from a nearby roof top and landed next to the Symbiote. The sandstorm moved from the building and moved next to the two villains, the storm morphing into Flint's face. Electro then hovered above the group of villains, electricity crackling around him. 

This was it. The fight to save their dimension. 

The battle against the Sinister Syndicate. 

 

Carnage roared as he leapt into the air, commencing the battle, soon followed by Electro and Lizard, Sandman simply formed a giant fist and threw a massive punch at the group of heroes. Twilight and the others who could fly took to the air as the Spider-Men and Venom also leapt into the air while the others simply charged forward. 

Webb-Verse Spider-Man kicked Lizard in the face while Raimi-Verse Spidey web zipped to Electro and socked him in the jaw. Venom tackled Carnage to the ground while the others either flew over or ducked under Sandman's punch. The Unicorns fired magic blasts from their horns at Sandman, who grunted in annoyance as he swooped forward in his sandstorm form and sent them all back. 

Both Spider-Men quickly swung away as Lizard and Electro recovered. Electro had eyes on Twilight as he fired multiple electric blasts from his hands. Twilight, thinking quickly, outmaneuvered the blasts of electricity and communicated with Venom and the Spider-Men through their shared mind link. 

"Okay, guys! Mr. Marko is first!" 

Raimi-Verse Spidey somehow got Sandman's attention and led him to the building they were just on, "I'm gonna lead him to the top of the building!" 

Twilight nodded, "I'll meet you up there! Venom, Peter 2! Keep the others busy! Work with my friends to keep them off our backs!" 

"Got it!" 

"Yep!" 

Webb-Verse Spidey was fighting Lizard alongside Applejack, Rarity, and Pinkie Pie. As the Party Pony bounced around the man turned lizard, Connors grabbed her by her tail and shot her across the street, using her like a slingshot. Rarity used her magic to try and hold him in place as Webb-Verse Spidey webbed him up as AJ threw her lasso around Lizard's neck.

Lizard roared as he broke the webbing as Rarity fell to the ground due to the strain her magic was taking in her body. Lizard grabbed the lasso and broke it. Before he could charge at AJ, Peter kicked him in the back. Focusing his attention on Spidey, Lizard smirked as he saw Peter swinging back towards him. 

Spidey shot a rope of web at Lizard, but Lizard grabbed the web before it hit his chest and tugged on it harshly. Once close enough, Lizard grabbed Peter by the neck and slammed him to the ground. 

"Hey, Doctor Connors..." 

Lizard smirked, "Hello, Peter." 

Webb-Verse Peter looks up to see Twilight flying up towards the building....with Electro trailing her. As Twilight dodged several blasts of electricity, the villain is doing the same as he has to keep dodging blasts from Luna and Cadance, who are flying after him. 

As Electro prepared another electric blast, he was suddenly hit in the face by a cyan blur. Rainbow Dash flew back around, ready to hit Electro again. But Electro was not having it as he hit Rainbow in the chest with an electric blast. As the cyan mare fell to the ground with Luna and Cadance flying down to grab her before she landed, Electro fired another blast at Twilight, actually hitting her in the back and sending her crashing into one of the windows in the building. 

As Sandman was giving chase, Raimi-Verse Spider-Man landed on the roof to face the massive sandstorm surrounding the building. 

"Flint! We’re trying to help you!" 

But he wouldn't listen as the storm started to enclose itself around the building. 

"Guys, I’m at the top. I need the cure!" 

Twilight then shot out of the building and flew up towards Sandman. Electro noticed this and prepared another blast, only to be hit in the back by Luna, who wasn't happy. Twilight used this distraction to fly up to the top of the building, charging her horn as she flew. 

The storm was closing in as Peter was starting to lose air. He collapsed to his knees, running out of time. Twilight made it to the top and gritted her teeth. She then screamed as she fired the cure from her horn, hitting the sandstorm. The magic spread all around the sandstorm until it stopped. 

The sandstorm then began to fade away. Once the sandstorm was gone, she saw Flint Marko, panting heavily as he returned to human form. 

The Sandman was no more. 

(End song) 

Peter got back up and removed his mask as he turned to Flint, who looked at his body, he was human again. 

Pete smiled, amazed at what just happened. It actually worked, "It’s okay, Flint. We’re gonna get you home. Just... stay right here." 



 

As Applejack, Rarity, and Pinkie got back up to their hooves, they saw Lizard on top of Peter, trying to bite his face. But Peter was having none of it. 

"Just wait--" 

He kicked Lizard in the face, freeing him from his grip. 

"--Your--" 

He webbed Lizards' feet to the ground. 

"--Turn, Doc!" 

He then punched Lizard in the face, knocking him unconscious....for now. 

Pete looks down at Connors, "I’ll be right back." 

He regrouped with the others as they ran towards Electro, not noticing Lizards' eyes snapping open. 



 

 

Rainbow was blasted into the side of a building by an electric blast. Luna and Cadance weren't fairing any better as they were panting heavily while Electro was doing just fine. He smiled as he shot electricity into the air. Suddenly, both Spider-Men jumped from their webs they were swinging on and stuck onto the side of the building, landing next to Rainbow Dash. 

Twilight then hovered in front of the building with Webb-Verse Spider-Man asking, "How do we stop him? I've never seen him this powerful!" 

Twilight turned her head to the wall crawler, "Dillion has a piece of the Crystal Heart on his chest." 

Raimi-Verse Spidey tilted his head, "I'm guessing that's bad." 

"It's worse than bad. I can't cure him with the piece of the Heart powering him up. But if we don't get it back in time, the Crystal Empire will become a barren wasteland of ice and snow." 

Webb-Verse Peter nods, "So....get the heart thingy and safe Max and an entire Empire? Sounds peachy." 

Electro shook his head, "You’re not gonna take this away from me." 

Webb-Verse Peter webbed the crystal on his chest, but Electro just ripped it off. 

He smirked, "That’s not gonna work!" 

Electro then fired a blast at the building, causing RD, Twilight and the Spider-Men to quickly move to avoid getting hit. Twilight tired firing a blast at the villain, but Electro swerved to the right, avoiding it, and blasting Twilight in the chest, sending her to the ground, hard. 

Both Spidey's looked at each other as Luna tried to hit Max from behind, but he quickly turned around and blasted her into Cadance, who was flying towards the two. 

"Okay, we gotta do this up close. I'll go right, you go left!" Raimi-Verse Spidey said to his counterpart, who nodded in response. 

The two Spider-Men jumped from the building, crisscrossing one another as they shot webbing at Electro, securing him. As he struggled to break free, Rainbow took this chance to try and grab the crystal. But she was only blasted in the chest by Electro, who fired a blast from the crystal itself. 

Max crackled with power as he broke free from the webbing as both Spider-Men leapt towards him. Max blasted Raimi-Verse Peter into one of the windows of the building while he grabbed Webb-Verse Spidey with his electricity and held him in mid-air, zapping him with his power. 

Spidey screamed in pain as Max laughed. He turned to see the other Spider-Man jump out of the building and ready a punch. 

(End song) 

Only to be grabbed by a mechanical tentacle, which shot out of one of the building's windows. Another tentacle shot out and grabbed Webb-Verse Peter by the chest. Electro turned his head to see Doc Ock smash through one of the windows and approach Electro. 

 

"Leave them. They’re mine." 

Electro shook his head, "I don’t need your help. I’ve got it just fine." 

Raimi-Verse Peter shook his head, pleading, "Dr. Octavius, no..." 

But suddenly, one of Ock's tentacles grabbed Electro by the chest. Electro grabbed the tentacle and tried to rip it off. 

"What are you doing?!" 

Otto turned as he placed the two Spidey's safely on the roof. 

"Get it off of me!" 

Otto then looked to the ground to see Twilight getting back up, "Miss Sparkle! Now would be a good time to use that cure!" 

Twilight nodded as she took flight. Otto then used his tentacle to grab the crystal and rip it from Electro's chest. Max could feel the power draining away. 

"There you go." 

Twilight then hovered behind Electro and fired the curing spell at Max's back. The magic surrounding him as the electricity around him disappeared. 

Electro has been powered down. Permanently. 

(End song) 



 

Lizard roared as he grabbed the webbing on his feet and ripped them to shreds. He saw Otto place Max safely on the ground. He then took notice of Cadance, who had the scroll under her wing. He grinned as he made a move for it. But suddenly, Applejack jumped onto his back and hit him in the head, repeatedly. 

Lizard roared as he grabbed the mare and slammed her to the ground. He roared in her face, but his body was suddenly wrapped in confetti, much to his confusion. He then looked to Pinkie Pie, who was loading her Party Cannon. She smiled as she fired a giant cake at Connors. 

The cake hit him, but he was suddenly engulfed by a green mist. The cure was placed inside the cake. Pinkie's idea worked. As Lizard coughed and gagged, he started transforming back into a human. Pinkie, Rarity, and Applejack approached the man slowly, unsure if he was still dangerous. 

It was then that they saw what could have possibly drove him to turning into a lizard. He only had one arm. Rarity covered her mouth with her hoof while Applejack looked down in sadness. Pinkie started tearing up, as did Dr. Curt Connors. 

"Dr. Connors. W....welcome back, sir." Rarity said to the man. 

Connors merely nodded as tears fell down his cheeks, "I'm sorry. I'm so, so, sorry." 

Pinkie then hugged him, not to the surprise of anypony present, "I know." 



 



As Fluttershy hid with Spike in one of the alleyways, they watched as Celestia and Shining Armor were slammed into the ground by two giant red tendrils. The tendrils let go as Carnage roared at Venom, who was getting back to his feet. Carnage doesn't even give him the chance to act as he shot forward a spiked tendril and impaled Venom in the chest. 

Carnage roared as he swung Venom into the side of a building. He retracted his tendril and turned to the downed Shining Armor. As he slowly approached him, Fluttershy decided that enough was enough and rushed out there. 

"FLUTTERSHY, WAIT!" Spike shouted as he watched his friend gallop towards Carnage. 

Carnage's shadow loomed over Shining Armor, the stallion tried to get up, but he fell back down, unable to get back up. Carnage licked his teeth as his hand transformed into an axe. He raised it over his head, ready to finish him. He would have too, but he was stopped as Fluttershy flew in front of him and glared at the red monster. 

"HOW DARE YOU!!! YOU THINK JUST BECAUSE YOU'RE BIG AND SCARY THAT YOU CAN JUST HURT MY FRIENDS AND GET AWAY WITH IT?! NOT ON MY WATCH, BUSTER! YOU'D BETTER APOLOGIZE RIGHT NOW, OR I'LL GIVE YOU THE STARE!" 

Carnage responded by roaring in her face. While terrified, she wasn't deterred. She then gave him The Stare. She was expecting him to feel remorse for his actions. But to her shock, he simply stepped closer with a grin on his face. Fluttershy's confidence just shattered. He wasn't being affected by The Stare. Impossible. 

Carnage grabbed her by the neck and pulled her towards his face. Tears fell down her cheeks as he roared in her face. He opened his mouth, ready to bite her head off. But he was suddenly tackled to the ground by Venom, freeing Fluttershy from the monster's grip. She scurried back to the alleyway as Venom pinned Carnage down. 

Carnage roared but Venom wasn't giving up yet. 

"NOW WOULD BE A GOOD TIME TO TAG IN!" Venom shouted. 

Carnage looked confused. Who was he talking too? Venom then suddenly jumped off of the Symbiote as a mechanical tentacle grabbed Carnage's leg and swung him into the wall of a nearby building. Venom turned to see Otto set Electro down on the street safely. Otto then used his arms to walk over to the now destroyed wall. 

"You are one ugly creature." Otto said as Carnage burst from the building with multiple tendrils protruding from his back. 

Carnage roared as even more tendrils shot out of the Symbiote's back. Otto turned to one of his arms. 

"Looks like we've got competition." 

Carnage shot forward multiple tendrils at Otto, but the octo doctor grabbed them with his mechanical arms and swung Carnage around the street. He then released the beast as he slammed him onto the ground. Otto then revealed his blade inside one of his tentacles and shot it forward, stabbing Carnage in the chest as the monster got back up. 

Otto then raised Carnage into the air and threw him down the street, removing the blade from his chest. Carnage rolled down the street. Carnage rolled multiple times before digging his claws into the ground and standing back up as Venom landed in front of him. 

The two Symbiote's roared as they charged at one another. Venom grabbed Carnage by his pelvis and lifted him up into the air and slammed him onto the ground. Carnage roared as he got back up, his hand turning into a blade as he swung at his father. Venom swayed to the left, avoiding the blade. He then grabbed the blade and tore it off of Carnage. The Symbiote screamed as Venom stabbed him in his torso. 

Venom then grabbed Carnage by the throat and threw him down the street. Carnage groaned as he tried to get back up. But suddenly, he was encased inside a yellow dome. He looked up to see Celestia flying in front of him, eyes glowing. Her horn lit up as she released a massive burst of energy, almost as hot as the sun. 

Carnage screamed as the magic engulfed him, the Symbiote starting to peel back and burn to cinders. Carnage tried stepping towards Celestia, but she only added more power, causing Carnage to scream as he started to burn. His legs peeled away and turned into cinders, then his torso and arms. 

Cletus' body could be seen as he too screamed in pain. They both looked up and saw Celestia smirk as she released one final burst of sun magic. Carnage screeched once last time as his head peeled off of Cletus and burned to cinders. 

Carnage was gone. 

(End song) 

The dome disappeared as Cletus fell to his knees, panting heavily. He then rolled onto his back as he collapsed. As he panted, he saw Venom loom over him as he grabbed the murderer's throat and raised him into the air. Half of Venom's face peeled back, revealing Eddie Brock. 

Cletus glared, "Y'know somethin'? I'm a killer. Whether or not I have the monster. Y'know what I really wanted?" 

Eddie smirked, "Friendship?" 

Cletus actually chuckled, "Those ponies are rubbing off on ya. No. I wanted you to tell the truth about me. I wanted people to know....what I went through during my childhood. I didn't want them to know the murderer. I wanted them to know me." 

Eddie didn't say anything as Venom covered his face once more. He readied his teeth, but he turned when he heard Celestia clear her throat. 

"Venom. It's over. That monster cannot hurt anyony else. He can serve out the rest of his days in a cell. Maybe even get the help he needs. Just don't kill him." 

Venom looked conflicted as he turned from Celestia to Cletus. Venom then shrugged. 

"Aw fuck it." 

He then opened his mouth and bit Cletus' head off, killing him. As he threw Cletus to the floor, Celestia looked on in horror as did the other ponies present. 

"W...why?" 

Venom shrugged, "I was hungry." 



 

As Otto walked back towards Electro, he gazed at the crystal in his hand. 

"The power of the sun..." 

He then heard someone land behind him. He turned and saw Raimi-Verse Spider-Man standing before him. 

"In the palm of your hand." 

Otto's eyes widened, "Peter?" 

Peter removed his mask and approached Otto, "Otto." 

"Oh, it’s good to see you, dear boy." 

Peter smiled, "It’s good to see you." 

"You're all grown up." He then chuckles as he asks, "How are you?" 

Peter thought for a moment before he said, "Trying to do better." 

They share a smile as they approached one another and hugging. 



 

Max limped over to a nearby wall and took a seat on the ground as Webb-Verse Spider-Man swung down toward him. He crouched down and took off his mask. 

He took a cautious step towards Max, "Max? Max..." 

Max waved his hand, "Don’t worry. I’m all tapped out." 

"Are you sure about that?" 

Max sighs as he looks down sadly, "Back to being a nobody." 

Spidey approaches Max slowly, "You were never a nobody, Max." 

"Oh yes I was. Yes I was. You didn’t see me. Hehe. Can I tell you something?" 

Spidey nods, "Yeah." 

"You gotta nice face. You just a kid." 

Peter shrugs, "Eh.." 

"You from Queens. You got that suit. You help a lot of poor people. I just thought you was gonna be Black." 

"Oh man, I’m sorry." 

Max shrugs, "No, no, don’t apologize. There’s gotta be a Black Spider-Man somewhere out there." He then sighs as he accepts his fate as a normal human being, "Goddamn eels..." 

Peter then helps Max to his feet, hopefully putting the past behind them. 



 

Twilight landed on the ground and rushed over to her friends. They all collided in a group hug as Celestia and Luna watched. She glanced over to Shining Armor, who glared back at her and walked off. Celestia sighed in sadness, maybe she has truly lost the trust of Shining Armor forever. 

She felt a wing on her shoulder and turned to face Luna, who gave her a sad smile. Celestia sighed and walked over to the group. 

"Well done, my little ponies. But we must not waste time. I can already feel the energy of our world draining. If it drains completely, our world will shatter." 

Twilight nodded and gave Cadance the piece of the Crystal Heart, "Get this back to the Crystal Empire. You can restore it, right?" 

Cadance nodded, "It's only a small piece, so it should be fine. If the entire heart was shattered, then we would have a problem." She then turned to the princesses, "Aunties? I'll need some help restoring the heart. If you wouldn't mind?" 

They both nodded, "We shall return to Canterlot and then we shall go with you to the Crystal Empire." 

All the heroes gathered up as Venom retracted back inside Eddie. Twilight turned to him asking, "Where's Carnage?" 

Eddie shook his head, "You don't wanna know." 

Before she could ask what he meant, they all teleported back to Canterlot. 



 

Twilight and her friends appeared in front of the castle. Before even a word was said, the princesses, Shining Armor, and Cadance vanished as they teleported out of the city. Twilight sighed as she began to walk away. 

Spike ran up to her, "Where are you going, Twilight?" 

She turned to the small dragon, "To visit my father." 

"You want me to come along?" 

She shook her head, "This is something I have to do alone." 

She then teleported away, leaving a sad Spike to walk back to the others. 



 

Twilight appeared at her parent's front door with a pop. She sighed as she looked around before heading towards the door. What could she say? What needed to be said? She sighed once again before she opened the door. 

Only to gasp as she saw the sight before her. 

 

The Green Goblin, in a new attire, was floating in the living room on his glider with his hand grasped around Night Light's throat. He smiled evilly as he turned to face Twilight. She gritted her teeth as Goblin grinned.

"I'll have my "Thank You" now."