Spiders and Magic: Civil War

by Masterob


Resolving Changes

Within Ponyville, Twilight and Peter had begun explaining the situation the best they could to Chancellor Neighsay. Though it was not looking so good for her school.

"Things got a bit out of control with Tony Stark's Accords, while he meant well and did his best to keep Equestria safe with his laws, certain heroes felt different and a massive conflict occurred," Twilight said. "And unfortunately due to our negligence towards the end, a student of mine was able to enact a scheme alongside a villain to take over the town."

"Traitorous students and teachers partaking in a civil war, is not acceptable!" Neighsay said.

"I know, honestly don't understand how this could have happened with Cozy Glow," Twilight said. "She was doing so well, if it was my own negligence as her teacher, then I accept responsibility."

"Twilight Sparkle, for once again failing to adhere to the rules of the EEA, I hereby shut this school down, again!" Neighsay said.

Twilight solemnly agreed, much as she hated to admit it, there was no talking her way out of this. This was much worse than last time and would require more than a simple fix.

“I accept that punishment,” Twilight said, Peter gently stroking her back.

Suddenly a portal opened near the trio of ponies, the caster in question being Strange, "Twilight, Peter, is everything alright here?"

"Yes Stephen, we stopped the trouble plaguing this town," Twilight said.

"Oh good," Strange said. "Shall I send your daughter over?”

"Yeah, it's safe here," Peter said. "Send over whoever wants to come."

"Sure thing," Strange said, going to alert the Princesses.

It wasn't long before Celestia and Luna had teleported to Ponyville along with Starswirl, Cadance, Flurry, Mayday, Big Macintosh, Apple Bloom, Sweetie Belle, Scootaloo, Kurt, Smolder and Ocellus.

"What happened while we were gone?" Apple Bloom asked.

"Long story," Peter said. "But we stopped the villains at least."

"Well that's good," Apple Bloom said, turning her attention to a webbed Martin Li. "Is that the guy?"

"Yeah, Martin Li, or as I know him as, Mr. Negative," Peter said.

"He pulled a Discord on everyone, turning them into jerks," Rainbow Dash said. "But, we freed them."

"That's great, but is there a reason Cozy Glow's webbed up too?" Apple Bloom asked.

"Cozy Glow turned traitor," Peter said. "She helped Li take over."

"Traitor!?" Ocellus asked. "Peter, are you sure you have that right? Cozy Glow wouldn't betray us!"

"He's right," Sandbar said, getting Ocellus's attention. "Cozy Glow was on Martin Li's side, she turned her back on us."

"No, it can't be," Ocellus turned to the young Pegasus. "Cozy, tell me you didn't do any of these terrible things!"

Cozy Glow turned away, barely reacting to the Changeling, either not caring enough to explain it, or perhaps she doesn't have what it takes to face her after what she's done.

"That young filly?" Luna asked, gesturing to Cozy Glow. "She helped this villain overthrow the town?"

"I need some answers," Twilight said, trotting over to Cozy Glow, the filly still looking irritated by her loss. "Cozy Glow."

"What is it?" Cozy Glow replied, barely showing any care regarding what she's done.

"Why would you betray the school?" Twilight asked. "Haven't you learned anything about Friendship?"

"Well yeah, I learned power," Cozy Glow said. "Friendship is how you became a Princess, those who have friends have the power.”

"That isn't how Friendship works," Twilight said.

"That's how it works for you, I mean you're one of the most powerful ponies in Equestria," Cozy Glow said. "Like on your first day in Ponyville, you used incredible magic to defeat an Alicorn before you yourself were one. I just needed the right friends, and I needed a lot of them. More friends, more power!”

"Cozy, I'm so disappointed in you," Twilight said. "If this is what you truly believe, then I'm sorry I could not teach you."

"Well, you taught us, Princess Twilight," Gallus said, gesturing to his friends.

"This isn't about you, dude!" Rumble scolded.

"Rumble, now isn't the time for more fighting," Twilight said.

"But he's being out of line," Rumble said. "If Cozy Glow felt true Friendship from the six she regularly hung out with, then she probably wouldn't have turned evil like this."

"Rumble, I thought you were past this grudge you had against them," Apple Bloom said.

"I'm not trying to vilify them though, Gallus said he learned true Friendship from Twilight, but if that were true, I think he and the others could have done more," Rumble said. "I know they're not responsible for her but don't act so righteous about the fact that they didn't betray the school."

"Pardon me for wanting Professor Sparkle to feel better about herself," Gallus said.

"Figure out another way, or just don't say anything!" Rumble said. "Like dude, you make it seem like 'oh six out of seven isn't so bad', no, that's not how it works. It's like Peter said, you're focused too much on the quantity of things, you make it seem like you don't even care that she turned evil, because that's just one friend out of six for you that you lost."

"You know, he has a point," Silverstream said. "We shouldn't be relieved at still being a group of six, we should be sad that we lost out on someone in our group."

"Well to be fair, she never really got along with most of us," Gallus said. "I always knew she was a troublemaker, she just ended up being a villain on top of that."

"Ow, harsh," Rumble said.

"You be quiet! Don’t act like you’re any better!” Gallus shouted.

"Yeah, I'm not, but at least I'm not pretending I am," Rumble said. "You're the one acting like you know what you're saying, while showing a complete lack of sympathy for Cozy Glow, or the friends in your group that cared about her. I mean, isn't Ocellus close to her? Maybe she feels upset."

"I am upset! This doesn't add up!" Ocellus said. "I've always done my best to be a good friend to Cozy Glow, shouldn't that have been enough for her!?"

"Same here," Sandbar glared at the filly. "You meant so much to me Cozy Glow, you really hurt me today, can you even live with that?"

"Hey, I offered you a chance to join me and you told me 'no'," Cozy Glow said. "I didn't hurt you Sandbar, you hurt me."

"But what about Ocellus, now she's hurt, does she deserve it!?" Sandbar asked.

"...I guess not, but would she have joined me if I asked?" Cozy Glow pointed out.

"Cozy, if I knew about what you were doing, I would have done everything in my power to pull you away," Ocellus said. "I know what it's like to be part of an evil group. The day our hive had its metamorphosis was a great day, because we were free! I was happy, you should have been too! You were born lucky!"

"Lucky!?" Cozy Glow shouted. "You know I'm an orphan! How is that lucky!? I suffered long enough, I deserved my reward! I couldn't just give up on my goals! The more friends I have, the less lonely I would have been!"

"So...is it about the power? Or you just don't want to be alone?" Peter asked.

"Well...who says I can't have both!?" Cozy Glow said. "Being adored means more power, more power means Princess, and Princess means everyone loves me! Everyone worships me! With so many ponies worshipping me and treating me like a Goddess, I would never have to worry about being alone again!"

"Let me," Sunset said, trotting over to the girl. She knelt before the filly. "So, you were on a quest for Friendship."

"Yeah, pretty much," Cozy Glow said.

"And in this quest, you thought the best way to go about it was to force others into doing your bidding," Sunset said.

"Yeah," Cozy Glow admitted.

"You also probably think you know better than your teacher," Sunset said.

"You said it, not me," Cozy Glow replied.

"You imagined yourself greater than you are now, with power, and respect," Sunset said. "You yearned to prove your superiority, but in doing so, you severed bonds with those who once held you in high regard and caused a lot of grief."

"Where are you going with this?" Cozy Glow asked. "Is there a point?"

"Yes, the point is that you remind me so much of myself," Sunset said. "Like you, I desired the power that Twilight has. Granted this was well before Twilight was Celestia's top student, but I did want power like hers. Like you, I too acted out of line and did what I wanted anyway. I even stole Twilight's crown."

"Oh how I would love that crown," Cozy Glow said.

"I'm sure you would," Sunset said. "But, it was wrong of me. I desired power so much, I lost sight of the consequences for doing so. I lost my bond with Princess Celestia for years, and like you, I ended up working with a dangerous villain from Earth. Things could have been so much worse for me, but thankfully I got a second chance that I'm making full use out of. I mean, I'm still able to do what I love, and I'm able to explore the multiverse, all because of a second chance, one you can get one day Cozy Glow."

"The only second chance I want is to overthrow you ponies and become the new Princess of Friendship," Cozy Glow said. "Unlike you, I won't stray from my goal. Maybe you fear Spider-Man's power, but I don't! I have an advantage he could only dream of!"

"Cozy Glow, I know you feel this way now, I felt the same when Peter defeated me back on Earth," Sunset said. "But that feeling will go away. I mean, even if I'm not the Princess of Friendship, I'm still happy traveling with my new friends in Capcom. I got to see so much of the multiverse. Maybe you can join me one day, wouldn't that sound nice?"

"I have my own multiverse friends," Cozy Glow said.

"What multiverse friends? You mean Martin?" Peter asked.

"Oh you're so naive Peter Parker," Cozy Glow said. "There's tons you don't know."

"What are you even getting at?" Peter asked.

"Peter, it's fine, I'll take care of this," Luna quickly said. "Cozy won't be a problem once me and my sister get to the bottom of this.”

"How are you going to do that?" Peter asked.

"She just needs a time-out somewhere," Luna said. "Mayday, go with your dad, I have to tend to Cozy Glow."

"Alright," Mayday said, flying over to her dad. "I knew she was evil, score one for me."

"Sister, I will bring this child to our castle," Luna said, then turned to Martin. "Same with this miscreant."

"Don't think this is over," Martin warned. "I will return, you haven't seen the last of me."

"Take them both away sister, I will meet with you soon to discuss what to do," Celestia said as Luna left. "Now, as for the school."

"It will be shut down unforuntately," Neighsay said.

"Wait, what about us?" Silverstream asked. "Without the school, where would we go?"

"Weren't you back home in Mount Aris?" Johnny asked.

"Only because of The Accords, and that I was a member of The Wonderbolts, which I don't think I still am," Silverstream said. "I was hoping I could just stay at the school again."

"Yeah, me too," Ocellus said.

"Yona like school," the yak girl said. "Yona no want to return home."

"Sorry, but if the school closes, so does the dorms," Twilight said. "You might need to go back to your own Kingdoms."

"Nooo!" Sweetie Belle lamented, hugging Smolder tightly. "We were just starting to bond too!"

"H-hey!" An embarrassed Smolder shouted, prying herself away. "Easy with the contact!"

"Sorry," A sheepish Sweetie Belle said.

"I'm with Sweetie Belle here, but for Silverstream," Rumble said, turning to the Hippogriff. "I hoped we could hang out more."

"Maybe merge groups," Scootaloo said.

"Seriously!?" Sandbar shouted. "I offered a while ago and you hated it, now you want to try the merge!?"

"Better late than never, right?" Scootaloo said.

"Pfft, whatever then, do whatever you want," Sandbar said, trotting off.

"What's with him?" Scootaloo said.

"He's sore about Cozy Glow," Silverstream said. "Understandable, she was our friend."

"Not a good day for us," Smolder said.

"I'm sorry, there isn't much I can do for you," Twilight said.

"I mean, you could just move to Ponyville," Johnny said. "Nothing's stopping you."

"We don't have bits," Gallus said.

"Well then, get a job somewhere," Johnny said. "You want something, work for it."

"I had a job actually, pay wasn't bad but I don't think it's enough to get me a place to live here," Silverstream said.

“We’ll figure something out Silver,” Rumble said.

“Until then, ah wanna find mah family," Apple Bloom said.

"Yeah, let's get this town cleaned up," Peter said. "Man, a lot to do today."

"Maybe those annoying robots can help," Mayday said. "Be useful for something."

"What about Thor?" Twilight said. "And everyone else that came?"

"Right, geez, I don't even know where to start," Peter said.

"Let's round up all the ponies and make sure they're tended to," Sunset said. "Hopefully there are no injuries, or worse."

"Yeah, I'm worried about Aunt May," Peter said, then turned to his otherworldly allies. "Would any of you mind lending a hand?"

"Sounds good to me," All Might said.

"You got it," Cole agreed.

"We'll take care of this in no time," Sonic said.

"Appreciate that," Peter said. "Afterwards I'll help make sure you get home alright."

"Oh, Uncle Peter!" Hope said, getting his attention. "Our house is broken!"

"Huh?" Peter asked. "Broken how? Did the place get trashed?"

"Something blew up in the lab," Hope said.

Mayday's eyes widened in despair, "SOMETHING WHAT!?" Immediately she dashed off in the direction of her house. Moments later a loud scream of despair rang across the fields. "MY LAB!"

"That's...not good," Peter said.

"Were there valuables or something?" Mega Man asked.

"That, and Mayday really loves the lab, it's where she goes to be herself and free from the stresses of the world," Peter said.

"Oh that poor child," Superman said.

"Well hopefully everything can be rebuilt," Mega Man said.

"I know a guy who can help," Sonic said, immediately speeding away.

Gallus shook his head in annoyance, "If you ask me, she could use that place a lot less and be part of the real world."

"Gallus!" Ocellus scolded.

"Hey she's clearly detached, I mean you should have seen how weird she acted earlier today when those other kids tried befriending her," Gallus said, this catching Peter's ear. "It's like she thought it was the end of the world or something.”

"Hey, moron, you know her dad's right there and can hear you," Rumble said, gesturing to Peter.

"Um, yeah, what happened exactly to my daughter?" Peter asked.

"I have no idea, it started when some students tried talking to her, then she started breathing weird, then Flurry Heart blinded everyone, " Gallus said.

Peter looked irate, wondering what could have happened to Mayday, "Find everyone who spoke to my daughter, and tell them to meet me in front of my house, or what's left of it."

"Peter, what are you planning exactly?" Twilight asked.

"I'm gonna give everyone a Friendship Lesson of my own," Peter said. "Gallus, Yona, gather everyone while the rest of us clean up."

"Why us?" Gallus asked.

"...Cuz I said so," Peter said, trying not to get annoyed.

"We'll help too," Ocellus said. "Let's hurry."


Some time passed by, more heroes from Canterlot came to Ponyville to fix up the place. Due to the amount of heroes, progress went really fast, and in time, everypony in town was accounted for. So far there were no casualties, but several injuries.

"Mr. Cake! Mrs. Cake!" Deadpool called, he and Pinkie going to greet the couple.

"Thank goodness you're both okay," Pinkie said.

"Yeah, we held up just fine," Mr. Cake said, gesturing inside to the foals that were staying. "The kids are safe too."

"I'm so glad your twins and mine are alright," Pinkie said.

"Same with Logan's daughter, and wow, you even have the Apple kids," Deadpool said.

"Things got bad really fast when that Martin Li fellow took over," Mrs. Cake said. "Thankfully we had a bit of help."

Coming into view was Pinkie's sister, Maud. "Hi Pinkie, hi Wade."

"Maud! You're here!" Pinkie said, immediately trotting over.

"I heard trouble in town, so I came to see if you were alright," Maud said. "The Cakes told me you were in Canterlot fighting other heroes.”

"Well we're glad you're safe too Maud, thanks for keeping an eye on the kids," Pinkie said.

"Of course, they mean everything to me," Maud said.

Deadpool raised his eyebrow at the girl, "I know you mean that but the way you say it..."

"Everyone has their own form of expression, Wade," Pinkie said.

"Well Maud's cool at least, she's not mean to me, unlike Limestone," Deadpool said.

"That reminds me, Limestone had a message for Laura," Maud said. "Where is she?"

"She should be around, why don't you take Rina to Logan and Fluttershy," Pinkie said.

"Sure," Maud replied, going to fetch the filly.

"We'll get the Apple Kids to their families too," Pinkie said.

"Right, glad that old lady's alright, too bad about her hip," Deadpool said. "Sucks that this happened, so much for being a great hero."

"If it makes you feel better, you're my hero," Pinkie said.

"Yeah, it does," Deadpool said.


Near the front of the school, Peter had assembled all the students. Many of them were fine, only a few needing to see the doctor, but it was enough for Peter to begin what he wanted to say.

"First off, I'm happy you're all safe, that's the most important thing," Peter said. "Second, however, as some of you might know, the school is shutting down."

"It's terrible!" Toola Roola said. "How will we make friends without The School of Friendship?"

"You don't need a school to do that," Peter said. "Honestly what did you even learn in that school about making friends?"

"The six elements," Coconut Cream. "Magic, Loyalty, Kind-"

"Yeah, yeah, I know the Elements," Peter said. "But, there's more to Friendship than that. Friendship is about understanding the other individual you want to be friends with. From what I hear, you haven't mastered that concept, or come close to it."

"What does that mean?" a blonde mare asked.

"You students met my daughter earlier today, correct?" Peter asked.

"Yeah, we did," a dark pink stallion said.

"And what did you do when you met her?" Peter asked.

"Well we heard she was saying not so nice things, so we wanted to teach her about Friendship," Rainbow Harmony said.

"Yeah it did seem weird that Princess Twilight's daughter would be so antisocial," A pink maned Earth Pony mare said. "I mean, Twilight's the Princess of Friendship isn't she? Wouldn't that friendliness rub off on her?"

"You," Peter gestured to the mare who just spoke. "What's your name?"

"Strawberry Scoop," the mare nervously said.

"Strawberry huh? Funny, Rarity knows a Strawberry too, she does not like Apples," Peter quipped. "Anyway, question. Do you know my daughter personally?

"Uh...no, not really," Strawberry Scoop said.

"Follow up question, do you know my wife personally?" Peter asked.

"I mean...I've seen her a few times," Strawberry Scoop said.

"Does that mean you know her? Or that you know of her?" Peter asked. "Because to know someone, you'd really need to be that someone's friend. And while you seem like a nice mare, you are not friends with my wife, nor do you know my daughter. So tell me, what is it that seems weird about my daughter seemingly anti-social?"

"Well..." Strawberry Scoop did feel a bit intimidated right now. While he didn't look it, something about his tone and demeanor suggested Peter was very annoyed. "I guess...she doesn't talk to anyone so..."

"We just think she doesn't like anyone, so we tried teaching her how to be a proper pony through Friendship," Rainbow Harmony said.

"Wow, okay," Peter commented. "So my daughter isn't proper enough? Why? Because she isn't out making friends like Pinkie Pie would? Not everypony acts the same you know. Some ponies just want to be to themselves."

"But if she doesn't have friends, she'll be sad and lonely!" came the voice of a pink Earth Pony mare with purple hair.

"...You, name," Peter said.

"I'm Berry Bliss," the mare said.

"That's quite a bold statement Berry," Peter said. "Care to back that up?"

"Well...I know I'd be lonely without my friends Citrine Spark and Peppermint Goldylinks by my side," Berry said, gesturing to a yellow unicorn with green hair and a turquoise Earth Pony with orange hair.

"So just because you feel that way, that means everyone should?" Peter asked.

"...No..." Berry said.

"Exactly, you don't speak for everyone," Peter said. "Now did any of you even ask my daughter if she was comfortable getting Friendship Lessons?"

"Well, we didn't think we needed to," Rainbow Harmony said. "It's good to have a lot of friends so you can always be happy."

"Is that what you honestly believe?" Peter asked. "Wow, I am so worried about Equestria now, I hope this is not a normal mindset. Guess I never noticed just how Tunnel Vision this whole Friendship thing can be."

"Tunnel Vision?" Toola Roola asked.

"Time you students get one final lesson. Not everyone makes friends the same way, and not everyone wants to have a lot of friends," Peter began. "If you're the type of person who feels comfortable around a lot of ponies or whatever creature you meet, that's fine. I'm not saying you can't be outgoing, but you need to understand that there are those who aren't like that. Ponies like my daughter, they don't like being around large crowds, and are happier when they're by themselves usually. Now my daughter isn't that much of a loner that she can't communicate with others, but it has to be at her own pace. She already has a friend, and he understands her emotionally. He knows how to talk to her and he respects her personality. It sounds to me like no one here respected my daughter's personality."

"We just wanted to help," Goldylinks said.

"I appreciate the thought, but you still went too far," Peter said. "You could have really scared my daughter today. She is VERY uncomfortable with large crowds."

"We didn't mean to upset her," Toola Roola said.

"That's fine, just don't let it happen again," Peter said. "The way I see it, all of you owe my daughter an apology, and I never want to hear about anything like this happening again with her or anypony else.”

“Oh brother,” Gallus said.

"I heard that!" Peter called. "You be ready to apologize too."

"Hey I didn't make her freak out!" Gallus said.

"No, but you made her cry weeks back, and you never apologized for that either," Peter said.

"Wait, you lot made Mayday cry?" Deadpool asked.

"Jerks," Bobby said.

"Who asked either of you!" Gallus shouted. "Ugh, once this is over I'm going right back to Griffonstone."

"Hey wait, what about our plan to move here?" Silverstream asked.

"In the air," Gallus said.

Twilight looked a bit worried, seeing Peter scolding her students like they didn't know how to be social, it made her worry that her school may not have been the success it was anyway. But she also worried about her daughter.

"Why would Mayday be so scared about making friends?" Twilight said, then turned to Fluttershy. "Does this seem weird to you?"

"Of course not, Mayday's just really shy," Fluttershy said. "I used to be that way too, don't you remember?"

"Yeah, but you grew out of that," Twilight said.

"Not totally, I'm just more comfortable around my friends, just like Mayday is around hers," Fluttershy said. "Peter wasn't wrong, some of the students just didn't seem to truly understand Friendship."

"But I thought I was teaching them," Twilight said. "I thought we were."

"Guess we weren't the best teachers after all," Fluttershy said. "I think we were all so focused on what we wanted to see for Equestria, we didn't stop to think about what the students needed. We need to create a good environment so that everyone can be themselves. If Mayday feels like she's an outcast because of these students, or if they see something's wrong with her when there isn't, then I guess we failed our goal."

"I just want Mayday to have a lot of friends," Twilight said. "I want her to be happy."

"Twilight, tell me, would Mayday be happy with lots of Friends? Or with the few she has now?" Fluttershy asked.

"I just don't want her to miss out," Twilight said. "If Celestia hadn't sent me to Ponyville, I would have missed out on meeting all of you. It was the best day of my life, aside from the day I married Peter, and the days both my kids were born."

"Everyone's different Twilight, even kids," Fluttershy said. "I mean, Logan's a loner and he's fine. He makes friends at his own pace too."

"But Logan looks so miserable sometimes," Twilight said.

"Because he's coping with trauma," Fluttershy said.

"Peter handles it well," Twilight said.

Fluttershy groaned in frustration, "Twilight, you really need to stop comparing one individual to another, this might be what Peter's worried about, teaching everyone the same instead of different. I mean, I thought you learned this lesson that one time you tutored Rainbow Dash."

"I...well, yeah..." Twilight said.

"I can't tell you what to do with Mayday, but I do think Peter's right about a lot of things," Fluttershy said. "Maybe that school isn't what we needed right now."

It stung for Twilight to hear one of her friends say that. It just hammered home what a failed experiment the school probably was. Given what happened with Cozy Glow too, it did seem like she went wrong somewhere.

Moments later, Mayday was standing in front of the students, the girl seemingly concerned. Just the sight of them started to raise her anxiety as she began to sweat.

"It's alright Mayday," Peter said, rubbing her head. "I'm right here with you. Everyone here just has one thing to say, it won't take long."

Not too far off, not only were friends and family of Peter and Twilight present, along with Franklin and Flurry, and the off-world guests.

"Gotta admit, Spider-Man really knows how to organize a crowd," Dante said.

"Seems like they upset his daughter," Chris said. "Understandable that he'd go full on father-mode."

"Never mess with daddy's girl," Dante said.

"Alright, so what do you all have to say to my daughter?" Peter asked.

Rainbow Harmony was the first to speak up, "Sorry Mayday, we didn't mean to upset you."

"Yeah, we just wanted to help," Toola Roola said.

"Next time, we'll respect your privacy," Coconut Cream said.

Bit by bit, all the other students began to apologize, the only ones not speaking up right away being the Student Six, which did not go unnoticed by Peter.

"Hey, you six, you're next," Peter said.

"Three of them already apologized," Mayday said. "Silverstream, Ocellus and Smolder."

Silverstream and Ocellus briefly glanced at Smolder, knowing she didn't actually apologize but figured Mayday was cutting her a break, likely due to her newfound Friendship with Sweetie Belle.

"I really do mean it though, Mayday," Ocellus said. "I will never do anything to hurt you again."

"Just do your best, that's all I want," Peter said.

"Yona sorry too," the yak girl said, then turned her attention to the last two boys.

"Sandbar? Gallus?" Peter said. Neither of them responded. "Uh, am I talking to a wall or did you two go deaf?"

"Better answer him," Johnny warned. "If you don't talk, I'll make you."

"Ugh fine," Sandbar said. "Sorry I upset your daughter, can I go now?"

Peter furrowed his brow at the stallion, but feeling sympathetic toward how he must be feeling right now, he decided to let it go, "That's fine, you're free to do whatever."

"What a waste of my time," Sandbar mumbled as his trotted off.

Peter paid little mind to Sandbar as he left, though he was a bit concerned for him, along with feel empathetic toward his current feelings regarding Cozy Glow. "Your turn Gallus."

"Actually, I refuse," Gallus said, surprising everyone present.

Peter raised his eyebrow in curiosity, "Come again?"

"You heard me, I'm not apologizing to your daughter," Gallus said. "I don't think I should have to."

From the distance, Gilda, who had recently returned to Ponyville, could only lament this situation, "Not good..."

"Gallus, all I want is a simple, 'sorry', it doesn't have to be grand," Peter said. "Even if you didn't mean to, you still upset my daughter."

"Well she was being a brat!" Gallus shouted, earning some glares. "Do you have any idea what's she's been saying to us? Then she acts like we were mean to her for no reason!"

"If my daughter gave you trouble, then that's when you come to me or my wife to deal with it," Peter said. "It's not your place to discipline her, or call her a ‘lost cause’.”

"I have a right to tell her off," Gallus said.

"Gallus, are you out of your mind!?" Ocellus asked. "Why are you talking like that to Peter!?"

"Because he's a lousy parent, and an even lousier superhero," Gallus said. "I mean he couldn't even keep-"

Suddenly Johnny got between the two, glaring at the Griffon, "Dude, watch it. I will drag you back to Griffonstone myself!"

"Johnny, please don't make this worse!" Twilight said.

"Come on Twi, you heard what he said! He had no business disrespecting Peter!" Johnny said, glaring back at Gallus. "You don't ever call Peter a bad father or superhero! He's a great man, kid! If he's mad at you, then YOU are the one who messed up, not him."

"Oh that's rich coming from the guy who blew up Tony Stark's building," Gallus said.

"You wanna go there? Don't act like you're so righteous," Johnny said. "You damn near started a fight your first week here, you disrespected teachers, then you pulled some stupid prank that got Twilight in a ton of trouble, and now because of how poor your Friendship Education was, this school is closing!"

"The school's closing because teachers like you decided to ruin all of Princess Twilight's work with your dumb fighting," Gallus said.

"Okay, you know what, next time villains attack, don't rely on any of us to save your ass! You ungrateful little shit!" Johnny said.

"Johnny, enough, please!" Twilight said. "I know you're standing up for Peter but you need to act better than this!"

"You should listen to her," Gallus said.

"Gallus, will you shut up already!" Gilda shouted, flying over. "You're the ambassador for Griffons, do you know how bad this makes us look!?"

"It's fine G, anyone with common sense wouldn't blame an entire village for their idiot," Johnny said.

"You're one to talk about 'Village Idiots'," Gallus said.

"Another arrogant punk-shit,” a nearby Spencer said.

"Remember dude, I could destroy you in an instant," Johnny said, showing off his fire. "Be grateful I'm not one of the bad guys."

"Alright, break it up," Peter said. "Johnny, glad you have my back, but don't let him get under your skin."

"Fine by me," Johnny said, flying off.

"As for you Gallus, I can't make you apologize to my daughter, but this just means you are not allowed near her," Peter said. "Not until you're ready to apologize."

"Fine by me, I don't like kids anyway," Gallus said, extending his wings and taking off.

"Gallus wait, don't just leave!" Silverstream shouted, flying after him.

"I knew I should have suggested Gabby," Gilda lamented.

Peter sighed in frustration, he really did not want to make an enemy out of anyone unnecessarily, and wondered if he took this too far. "Am I doing the right thing here?"

"Peter, you're looking after your daughter, you are in the right," Johnny said, then turned to everyone. "No one thinks Peter took it too far, do they?"

"No way," Dante said. "I would have done the same thing."

"So would I," Chris said. "Only I wouldn't have been as nice."

"I'm disappointed in Gallus, I expected better from him," Rainbow Dash said.

"I’m on your side, Peter,” Mark said.

"You did nothing wrong out there," Rumble said. "You had a right to put everypony in their place."

"You're just being a good dad, that's so sweet of you," Amy said.

"Having a child is precious, a real man stands up for his daughter," Spawn said. "You're good in my book Spider-Man."

Peter glanced at his wife, "Twilight? What about you?"

"Well..." Twilight seemed to be at a loss for words. "I mean, I understand why you had to say what you said but..."

"Twilight, you're not siding with Gallus, are you?" Rainbow Dash asked.

"Yeah Twi, he dissed your husband," Johnny said. "He also doesn't even care about your daughter!"

"I know he's a bit brash...but he is one of my students," Twilight said.

"Wow, kind of disappointing, Twilight," Bobby said.

"You should be on Peter's side!" Rainbow Dash said.

"It's fine, everyone," Peter said. "We can talk about this later, Twilight."

Many still felt a bit disappointed in Twilight for her hesitation, even Fluttershy gave her friend a slight glare.

"Alright, show's over then," Johnny said, turning to all the former students. "Rest of you get packing."

Everyone began spreading out, all except one filly. A unicorn with a pink coat and yellow mane who trotted over to Peter.

"Sir, if it's any consolation, I agree with a lot you had to say about the school," the filly said. "I mean, it's a nice concept but it did feel utterly pointless. I got sent here for being 'anti-social', but this school didn't really help me fit in, it just made me feel even more out of place."

"Sorry to hear that," Peter said.

"Eh, what can you do?" the girl said. "Still, why do I need friends anyway?"

"Well they're nice to have, so long as it's not forced," Peter said. "It's like I tell my daughter, go at your own pace. You don’t need a bunch of friends, I had little friends back home and I turned out fine. Things got complicated but I have good memories, plus I still have friends from Earth that are here now, and I still managed to make new friends, because I made the choice. You can make the choice too, no one should have to make it for you."

"Wow, you gave me more useful Friendship Advice in just a few sentences than I got in the last few months," the filly said. "Wish more ponies thought like you."

"Well maybe I can give you a bit more advice," Peter said. "You can come by my house sometime. Also, did you relay any of this to my wife?"

"Not yet, Starlight did try 'fixing' me though," the girl said.

"Hey, wait a minute," Mayday said, trotting over. "You must be the filly Miss Glimmer was talking about then, she mentioned a troubled filly the other day."

"Wow, troubled? That's harsh," the filly said.

"I feel for you, being forced to make friends," Mayday said. "At least no one forced me to be friends with Frankie."

"Frankie?" the filly asked.

"That boy over there, next to my cousin," Mayday said, gesturing to Franklin and Flurry Heart.

"Oh, that's Princess Flurry Heart, she's so pretty up close," the filly said. "So, that boy is your only friend?"

"Yes, and I'm quite happy with that," Mayday said. "Maybe that's all you need, one friend you can rely on, and maybe see if it grows from there. I like being a loner but I also like Frankie's company, he makes me feel less weird."

"Lucky you, I'm the sole weirdo," the filly said. "Oh, I never introduced myself. My name is Luster Dawn."

"Mayday Parker-Sparkle," the filly said. "But you probably already knew that."

"Yeah, everyone knows the daughter of Princess Twilight and Spider-Mane," Luster Dawn said. "I heard about your diss earlier today, calling everyone neophytes or something. It takes guts to speak out against this school, but I suppose being who you are makes it easier."

"Hey I'm glad at least one student has enough sense to know this place was a waste, and I'm glad it's getting shut down," Mayday said. "Sucks for my mom but, what can you do."

"Mayday, you know I can hear you, right?" Twilight said.

"Well mom, if you don't care about my feelings, why should I care about yours?" Mayday asked.

"Mayday!" Peter scolded.

"Holy shit," Johnny said.

"Dayum!" Bobby said.

Twilight could not believe her ears, the fact that her daughter would even say such a thing. Deep down however, she couldn't deny that she might have deserved that one, given how little she has given to Mayday's feelings on a lot of matters.

"Um, Mayday, I admire your guts but that might have been a bit too far," Luster Dawn said.

"Whatever, I'm already second in my mom's life after her dumb school and those favorite students of hers, so it's not like I have much to lose," Mayday said.

"Ahem..." Peter said. "Luster Dawn, is it? Would you mind going back home? I need to have a word with my daughter."

"Sure, I'll see you around then," Luster Dawn said, trotting off.

"Mayday, come with me please," Peter said. "Johnny, go find Superman, I saw him flying near the edge of town to make sure nopony's unaccounted for. Tell him to come to Twilight's library."

"Yeah," Johnny said, flying off.

Peter remembered one other thing, "Hey Bobby, can you see if Daredevil's in town? I need to explain some stuff to my daughter, he might be able to help."

"Sure," Bobby said, gliding off.

“I should go to Manehatten and pick up my daughter,” Rarity said, trotting toward the train station.

As Peter was about to leave, Ocellus called to him. "Excuse me up Peter."

The hero turned to face the young girl, "Do you need something?"

“I never got to thank you," Ocellus said.

"Huh? For what?" Peter asked.

"The only reason I'm here, able to make the friends I made, is because of you," Peter said. "You offered a friendly hoof to the Changelings and got most of The Hive to change their ways. If it wasn't for you, I'd probably still be under the rule of Queen Chrysalis."

"I'm happy to help," Peter said. "It's great you turned out better, if you stayed with Chrysalis, things would have been so much worse."

"I can imagine," Ocellus said, then brought Peter in for a hug. "You're a great guy, Peter."

"You're not so bad yourself," Peter said, returning the hug for a moment before the two broke off.

"Glad I can be a proper Changeling ambassador," Ocellus said.

"That type of pressure must be rough," Peter said. "I just hope you know that you're still your own Changeling."

"Don't worry, I still have my individuality," Ocellus said. "Anyway, I still want to make things right with Mayday, is there anything I can do?"

"Just give her time," Peter said. "I gotta go talk to her about some stuff, meanwhile you should probably comfort your friends, especially Sandbar."

"Right..." Ocellus looked sad again. "What's going to happen to Cozy Glow?"

"She's definitely going to be disciplined for this," Peter said. "But hopefully her behavior can be corrected."

"I hope so too," Ocellus said.

Not too far off, Leon was observing the two, the US Agent feeling some suspicion regarding Ocellus.

"Hey, you..." Strange said, trying to get his attention. "Leon, right?"

"Yeah?" Leon asked.

"We're going to start bringing you all back soon," Strange said. "Get ready."

"Uh-huh..." Leon said, still focused on Peter and Ocellus, to which Strange himself noticed.

"That must be one of the Changelings," Strange said. "Sunset mentioned they ruled over Equestria in one timeline."

"They did, I was there," Leon said. "Years ago I was asked by Wolverine to help a girl named Sweetie Belle restore peace and eliminate leftover Changelings. Honestly I hoped to ensure that future won't come to pass here too."

"Looks like it won't, thanks to Peter playing Peacekeeper," Strange said.

"Sweetie Belle said Peter ended up in that future too after messing with Time Travel," Leon said. "Thankfully he found his way back to his original timeline"

"Wait, he did what?" Strange asked.

"I don't know the full story, she just mentioned that he made a mistake, got stuck in the future, then returned to the past," Leon said. "That future apparently existed because Peter was thought to have died in a lab explosion, obviously he didn't."

Strange focused back on Peter, sensing something unusual. "Interesting...I'm gonna need a word with Twilight about this later.”

Nearby, Sonic had reunited with Mega Man, "Alright, I brought Tails, maybe he can fix that girl's lab."

"That's nice of you to do Sonic," Mega Man said.

"Call me a sucker for an adorable little girl, she reminds me of Cream," Sonic said.

Nearby, Rainbow Dash had floated near Sonic, "So...hedgehog."

"Huh?" Sonic said.

"You, me, race, now," Rainbow Dash said.

"Uh, I'll pass," Sonic replied.

Rainbow Dash did a double take. "Run that by me again?"

"I'll pass on the race," Sonic said.

"Whuh? You can't just 'pass' on a race! You're a speedster, you gotta race me!" Rainbow Dash said. "It's a law!"

"I'm not the racing type," Sonic said.

"Wuss," Rainbow Dash said.

"Only making me want to say 'no' more," Sonic said.

"Race me," Rainbow Dash said.

"Can you not take 'no' for an answer?" Sonic said.

"If you don't race me, I'll just annoy the heck out of you till I get what I want," Rainbow Dash said.

"Rainbow Dash!" Fluttershy scolded. "Please don't bother that poor hedgehog."

"But I want to race him," Rainbow Dash said.

"If he doesn't want to race, then don't make him, that's not polite," Fluttershy said. "You don't have time to anyway, we still have some cleaning up to do."

"Ugh, fine," Rainbow Dash glared at Sonic. "You lucked out."

"Uh-huh, sure," Sonic said as Rainbow Dash left. "Man, that was annoying."

"Sunset Shimmer says she's very competitive," Mega Man said. "I respect that about her."

"Tch, you would," Sonic said. "Personally that girl isn't even my type so I don't want her chasing after me with this."

"You let Amy pester you..." Mega Man smirked at Sonic. "Unless..."

"Watch it," Sonic warned. "Anyway I hope Tails gets that job done fast."


At the Parker-Sparkle home, Mayday was seen hugging the twin tailed fox, "Thank you for fixing up my lab."

"It's no trouble, but I'm not done yet, so would you mind letting go?" Tails asked, Mayday obliging. "I don't know how much I can get done before I have to leave, but I'll do what I can."

"You go on kid," Peter said as Tails returned to work. "Mayday, we need to talk."

"Look, I know you're upset because of what I said to mom, but it's true," Mayday said. "She's too focused on that school, she picked it over you just like she'd pick it over me."

"It's not that she's picking the school over either of us," Peter said. "That school just means a lot to your mother and it's hard for her to just turn away from it."

"It shouldn't be that hard though, I mean, I may not understand Friendship, but I do know family," Mayday said.

"I know kid, and I admit she's too attached to the school, probably from the pressure of being the Princess of Friendship," Peter said. "But your mother, she loves you much more than she loves that school. She would never pick it over us."

"I hope not, those students gave me such a big headache," Mayday said.

"Yeah, we need to discuss that too," Peter said. Moments later Superman had come inside the library, alongside Matt and even Twilight. "Hey Twi, back already?”

"Supervising the town can wait, I needed to check on you and Mayday," Twilight said.

"Well, you're just in time, we're about to give Mayday a nice chat regarding her sensory," Peter said.

"Sensory?" Mayday asked.

"Oh yeah, you wanted to talk about that," Superman said.

"That's why you got me too, isn't it?" Matt asked.

"You guessed it," Peter said. "Would you mind helping?"

"I'll offer what I can," Matt said.

"Daddy's what's happening?" Mayday asked.

"Mayday, earlier today, you got scared by all the fighting, right?" Matt asked.

"Yeah, it gave me a big headache," Mayday said.

"You had a sensory overload," Matt said. "For some, their senses are very delicate and prone to overstimulation."

"Whether it's from a bunch of heroes fighting one another..." Superman said.

"Or being surrounded by students trying to force Friendship on you," Peter said. "You hear so much at once, it's loud, it's jumbled, and it messes with your head."

"It's too much for your brain to process," Matt said. "And it can become overbearing."

"...So, is there something wrong with me?" Mayday asked.

"I wouldn't put it that way, you just take things in differently," Peter said.

"But you're not alone Mayday, because what happened to you, has also happened to me," Superman said.

"And me," Matt said.

"And me," Peter confirmed.

"Huh? It happened to all of you?" Mayday asked.

"Yeah, sometimes there are situations that hurt all of us," Peter said. "Especially loud noises."

"Here's a secret for you, Mayday," Matt said, pulling his mask off. "I'm completely blind, I can't see a thing out of my eyes."

"Wait, you're blind!?" Mayday asked. "But, you move so normally!"

"It's part of my radar sense. I can see you, but differently," Matt said. "Kind of like a bat."

"Oh, so like Batman?" Mayday asked.

"Batman can't do that type of stuff," Superman said. "Unless it's one of his gadgets."

"Point is, due to my blindness, and partially due to the reason of it, my other senses got stronger, especially my hearing," Matt said. "It can be scary when so much is happening all around, I remember how scared I was when I woke up from the hospital after my accident. I could hear so much at once, and that's just one example."

"I have super senses Mayday, including hearing," Superman said. "I can hear just about everywhere, even the slightest whisper on the other side of town. if I can hear all that, imagine how my ears react when it's something loud," Superman said.

"I hate loud noises too," Peter said. "It bothers my ears, and it gives me the same type of headache you have."

"Including the ringing?" Mayday asked.

Peter nodded his head, "Yes, the ringing too. That we have to talk about more between us."

"Just remember, you're not alone on this," Matt said. "I'm willing to bet Wolverine has this issue too, he does have heightened senses after all."

"Well, at least I'm not alone," Mayday said. "So, there really isn't anything wrong with me?"

"For the hundredth time, no, there isn't," Peter said. "Look, you do things at your own pace. You're a bit anti-social but you clearly know how to have a conversation considering you chatted up with that Luster Dawn girl, and you're close with Franklin Richards. You’re just introverted, I am too."

"So am I," Matt said.

"Same," Superman admitted.

"Wait, you are Superman!?" Twilight asked. "You do not come across that way."

"It's true, I mean I don't mind being around others but even I need my alone time," Superman said.

"Twilight’s the same,” Peter said.

"Me? But, I grew out of my introverted nature," Twilight said.

"No you didn't, you still take time to yourself to read," Peter said.

"I can't be an introvert Peter, I'm the Princess of Friendship," Twilight said. "I have to be a social pony."

"Uh, Twi, you can be introvert and social," Peter said. "You don't just stop being an introvert, it's part of who you are."

“But…” Twilight wasn’t sure how to process this, growing even more worried about her Friendship Princess Title.

Suddenly there was a knock on the door, Matt taking immediate notice. "Sunset's here, with Doctor Strange."

Superman turned to the door, "Yeah, they have company."

"Wait, how did you two..." Mayday shook her head. "Right, you have superpowers."

Peter opened up, showing Sunset with many of the otherworldly allies, "Hi Peter, I'm about to send everyone home, do you want to say any good-byes?"

"Sure," Peter said. "Hey Superman, I guess this means you too."

"Yes, of course," Superman said, floating over to Sunset. "Remember Mayday, you're fine how you are. You're a special little girl who does things her own way, and as long as you're not hurting anyone, you're free to be how you are."

"You got it, Superman," Mayday said.

"Yeah, just helping my daughter through some stuff," Peter said. "Trying to remind her that she's fine how she is. I mean, you think so too, right?"

"Well yeah, she's a nice girl," Sunset turned to her many allies. "Don't you all think so?"

"She's a bit sassy but she's well behaved," Ryu said.

"I like the sassiness, means she has spirit," Dante said.

"She has a strong will," Chris said.

"Thanks guys, glad you feel that way," Peter said.

"She's lucky to have a dad like you, Spider-Man," Mark said. "Just promise you'll see her as more of a daughter than a successor."

"Uh, sure, of course," Peter said, scratching his head at that oddly put statement.

"Your daughter is lucky to have her dad, and it sounds like you're a remarkable man," Harry said. "She did seem worried before though."

"She has a hard time making friends, which she's fine with but she doesn't know if she should be fine," Peter said.

"As long as she's happy, I can count my friends on one hand, and I get by just fine," Cole said.

"She probably just needs someone to understand her at her core," Yuri said. "Anyone who can't isn't worth the effort.”

"Exactly, it sounds like your daughter is just a bit reserved, I can understand that," Luke said. "Of course I did grow up lonely at times, spending my life on a farm and working with droids did wear on my nerves. Little did I know, those would be the least of my problems."

"You worked with Droids!?" Mayday asked. "That's really cool mister!"

"On a farm, though?" Twilight asked. "Wonder how Applejack would feel about something like that?”

"I don't think she'd like that; you know how old fashioned she is," Peter said.

"That makes sense given her reaction to the Flim Flam Brothers' contraption," Twilight said.

"Still, working with robots sounds amazing!" Mayday said. "Imagine a planet where you can work with robots!"

Luke turned to Peter, "I take it robots aren't common in this world."

"Tech barely exists here, and too few robots exist in mine," Peter said. "Some are evil though."

"Some droids can be used for evil," Luke said. "Sounds like your planet is just getting off the ground in regard to tech."

"Speaking of tech Peter," Superman said, getting his attention. "That suit, was it made from the Kryptonian tech I gave you?"

"Oh you noticed, yeah it is," Peter said. "Helped me move much faster, I can probably take The Flash in a race."

"I bet he'd love to see you try that," Superman said.

"Hey, what about magic?" Harry asked.

"Magic's super rare, of course most sorcerers try not to make themselves known," Peter said.

"I can vouch for that," Strange said.

"Magic is common in this world however, hence all the Unicorns," Twilight said.

"I'm familiar with Unicorns, they exist in my world," Harry said. "Hippogriffs too.”

"Your worlds seem interesting," Mayday said. "What else can you tell me about them."

Luke turned to Strange, "Is it possible to wait?"

"If you must, but anyone who doesn't want to wait, come with me," Strange said. "The sooner we get you home, the less of a risk you all are."

"Why are you so worried, anyway?" Peter asked. "Is them being here unstable?"

"I'm not sure, back in Asgard, an incursion nearly happened because Sunset started summoning everyone at random," Strange said. "Now, an incursion may not happen here, each world is different, but I would rather not take any chances. Better safe than sorry."

"I suppose you're right," Luke said. "I don't mind staying a bit longer though, but anyone who wishes to go home likely should."

Peter took note of Celestia not too far away, chatting with Cadance, Spitfire, Bon Bon, All Might, Steve and Tony. "You all decide, I have something to take care of."

Without another word, Peter leapt away, leaving everyone surprised, especially Sunset. "Kind of thought he'd want to hear more."

"Looks like he's determined about something," Ryu said. "Twilight, you're alright with us saying here for a bit, correct?"

"Sure, I don't mind," Twilight said. "If Mayday doesn't at least."

"Right, we don't want to make her uncomfortable," Luke said.

"I think I'll be fine," Mayday said.

"I might have an idea, give me a second," Sonic said, speeding off and returning literally a second later, holding Jigglypuff. "You like pets, right? This is a Pokémon, her name's Jigglypuff."

"Jiggly!"

Mayday's eyes sparkled, "She's so cute! I want her!" Sonic placed the Pokémon next to her, Mayday immediately hugging it. "So soft!"

"Jigglypuff!" the creature hugged her back.

"Sonic strikes again," Mega Man complimented. "May we come in Twilight?"

"Of course," Twilight said.

“You all go, I should go see Franklin Richards, be back in a second,” Superman said, flying off.


Nearby Steve and Tony were explaining the situation to All Might.

"So I hoped that with heroes more organized, there'd be less bad stuff happening," Tony said. "It backfired however.”

"Heroes need to exercise free judgement, not be told who the bad guys are and when to save the day," Steve said.

"Hm, interesting," All Might said. "Back in my world, you need a license to be a hero. Though most of the population in my world has powers, so the laws were made to keep all that under control. How is it in your world?"

"Well on my Earth, it's minimal," Tony said. "Even I don't have powers I just built a suit."

"I wasn't born with mine, I was given it in a lab," Steve said.

"Interesting, well I would say that order should be kept but keep it flexible," All Might said. "The system in my world is a bit flawed. I still abide by it, it's my duty after all, but maybe you can do better. Just use your heads."

"He's correct," Celestia said. "I know you both can figure something out."

"We will," Steve said.

Moments later, Peter had landed near the Princess, "Celestia, I need a word with you."

"Is anything wrong?" Celestia asked.

"Not in town, but there's something that's been bothering me for a while," Peter said. "Remind me, why did you send Twilight to this village?"

"Huh?" This question took Celestia by surprise, even Luna had to wonder what brought this up. "I sent her here to make friends. She was always in her observatory back in Canterlot, I figured she'd needed a good change of pace."

"This was around the time Twilight was reading about Nightmare Moon, too," Peter asked. "Is that right?"

"Yes, Twilight was adamant about preventing her return," Celestia said. "Thankfully things worked out and Luna was cured of what possessed her."

"I'm glad she was, and it had to do with The Magic of Friendship too," Peter said.

"Yes, Twilight's Friendship is what saved Equestria," Celestia said.

"That's all fine and dandy, but here's the issue," Peter said. "Why did Twilight need to come here to make friends? Didn't she already have friends back in Canterlot?"

This gained Bon Bon's curiosity, given that Lyra herself has brought this up.

"Well, she did, but she seemed disinterested in them," Celestia said. "That's why I sent her to Ponyville, to make new friends."

"Uh-huh, so basically you told Twilight to forget her old friends in Canterlot just to start over here?" Peter asked. "Shouldn't you have encouraged her to rekindle her bond with her old friends?”

"I suppose I should have..." Celestia said, now feeling a bit uneasy, something Steve started to take notice of. "But, things were complicated and Luna was returning. Plus, I sensed greater potential in the friends she made here."

"Wait, did you know she was gonna make the friends she made?" Peter asked. "I mean, that all came together pretty well."

"Sort of..." Celestia said. "Peter, is there a reason you're so interested in this subject?"

"I'm just trying to figure this Friendship thing out," Peter said. "Is it really for a pony's benefit, or is there some power link you're trying to exploit?"

"Peter!" Steve scolded. "That's a bit out of line."

"It's fine, Steve," Celestia said. "Peter, I don't know what's giving you this idea, but I assure you everything I've done with Twilight was for her benefit. I would never do anything to hurt my most faithful student."

"I know you wouldn't, and maybe you think you're doing the right thing here," Peter said. "But a lot that I've seen so far, it's just worrying me. Just earlier some students tried forcing Friendship on my daughter to 'fix' her because they think she's miserable without it. One student took things too far with that alliance with Martin Li.”

"A misguided child I assure you," Celestia said.

But Celestia, something needs to change here,” Peter said. “I want my daughter to grow up in a world that's a bit more accepting of who she is, and that goes for all ponies who struggle with social activities. I agree that it's good to have friends, but it's also good to be yourself. Life is hard enough as it is, don't make it harder."

"I fully understand that," Celestia said.

"Alright, I'll leave you to it, I hope you really consider what I had to say," Peter said, making his leave.

"Well, that got a bit uncomfortable," Tony said. "Say what you will but Peter is not afraid to speak his mind."

"For better or worse," Steve said.

"Remember when he had a really bad temper?" Tony asked. "He was ready to snap at someone."

"He was like sixteen at the time or something, teens have hot tempers," Steve said.

“Peter rarely gets angry, it’s unsettling when he does,” Cadance said.

“Angering the nice ones means you really messed up,” All Might said.

“So Auntie, what do you think of what Peter had to say?" Cadance asked. "Even I must admit, sending Twilight here without making amends with her friends seemed like a strange choice."

"She did eventually at least," Celestia said.

"Well not for nothing Princess, but it did hurt Lyra that Twilight basically forgot about her," Bon Bon said. "Not as much as Moon Dancer, but this stuff isn't exactly a competition. I mean, I'd like to think any of them could have been the Elements of Harmony.”

"Perhaps," Celestia said. "Anyway, let us hurry here, we must return to Thor and Blueblood."

"They can wait," Tony said. "I want to make sure all the towns are alright too."

"I'll send some flyers," Spitfire said.


Nighttime came, the otherworldly heroes were preparing to say good-bye. A larger portal was made so that many in Equestria could see the heroes without any of them having to step outside the ship.

"Still feels like my arm is there," Sif said, looking to her missing limb.

"That’s phantom pain, you get used to it," Spencer reassured, gesturing to his bionic arm.

"Hope this doesn't take too long," Master Chief said. "I have an Infinite amount of problems to deal with."

"I must tend to my own Ragnarök," Kratos said.

Ryu, Chris and Dante were waiting patiently, then noticed Smolder glaring at them, the three feeling odd.

"That kid's glaring at us again," Dante said.

"Ignore her," Chris said.

Smolder kept her glare up, still furious with the three for what they did to her brother years ago. Sweetie Belle, who was next to her, noticed the tension and stroked Smolder's back to alleviate it.

"If you talked to them, they might apologize," Sweetie Belle said.

"Pfft, not in the mood," Smolder said.

Mayday meanwhile was saying good-bye to her new friend, "Bye Jigglypuff! I'll miss you!"

"Jiggly," the Pokémon went back to her world's group.

"Good thing she didn't sing, huh?" Pit whispered.

"Don't jinx it now," Shulk said.

"Your daughter is well behaved," Luke said to Peter. "I agree with you, she's fine as is. As long as she doesn't get too scared of socializing."

"She's capable of talking to others as long as she doesn't feel pressured," Peter said.

"She seemed fine today when I was telling her stories," Luke said. "It's all about approach."

"Thanks, means a lot to hear you say that," Peter said.

Twilight herself was talking to Harry, "What's Hogwarts like anyway?"

"Nice place, met a lot of friends there," Harry said.

"You were happy to be there, weren't you?" Twilight asked. "No one forced you?"

"I was miserable at home," Harry said. "My parents died when I was a baby, the family that raised me were cruel. I'm grateful at seeing parents like you and your husband who love their child very much."

"I'm just worried that I haven't done well as a mother," Twilight said.

"No mother is perfect, if you're willing to try, that's very important," Harry said. "You'll do fine."

Meanwhile Rambo was talking with Logan, "So, you been in a lot of combat?"

"My whole life," Logan said.

"Same, been fighting for as long as I can remember," Rambo said. "Gets to me sometimes, imagine waking up and sweating bullets."

"Don't have to imagine it," Logan said. "I know Peter doesn’t need to either."

Rainbow Dash had a chance to talk a bit with Indiana Jones, "Yeah there's this girl named Daring Do in my world, you kind of remind me of her since you seem like the rugged archeologist type."

"That's nice, so does she run away from boulders too?" Jones asked.

"Sometimes," Rainbow Dash said.

Jones chuckled a bit, "I gotta come back here sometime."

Sunset prepared to send everyone off as well, but just being around them was reminding her of her prior failure, and how many must be hurting because of Ragnarök.

"Sunset..." Ryu said, getting her attention. "It's time."

"Yes, of course," Sunset said.

"We need to wait for Clea," Strange said.

"Here I am," Clea said, coming in with a woman. "And I brought some assistance."

Strange noticed his old friend, "Hey Wong."

"Stephen, you've been busy," Wong said.

"Sure have, thanks for coming," Strange said.

"That's not all," Clea said, gesturing to a girl. " You remember America Chavez, correct?"

"Hey, how's it going?" America said.

"Good grief..." Strange lamented.

"Who's she?" Sunset asked.

"She can generate portals to wherever she wants," Strange said.

"Yeah, I'm pretty unstoppable, ain't no one do this better than I can," America said.

"Just...try not to mess up," Strange said.

"Pfft, I got this old man," America said.

Dante gestured to his allies, "Anyone else already hate her?"

"Dante, we just met her," Chun-Li said.

"And I hate her," Dante said.

"Same, she reminds me of Luke," Spencer said. "Probably one of those punk-shits Strange mentioned before."

Spawn also looked visibly annoyed, "Who the hell is this girl?"

"She's...peppy," Amy said.

"More like arrogant," Spawn said. "If she's from that Strange guy's world, then no wonder he's all tightly wound, he's got little brats to deal with."

"First we need to open some portals," Strange said. "Now we may have figured out who goes where-"

Suddenly America started punching several portals into existence, "Yo! All of you check to see which world is yours! Hop to it, we ain't got all day!"

"Dammit America, don’t be so reckless!" Strange scolded.

"Dude chill,” America said, then noticed something else. "Also, what's with the horses? Some look like heroes, like Cap, Stark, Thor, even Spidey."

"That's because that portal leads to Equestria, so they take horse forms," Strange said.

"That’s just weird," America said, then called to the others. "Yo hurry up!"

"Alright, bossy..." Naruto said, looking around and spotting something. "I see my village. There's Sakura, and Hinata, and Shikamaru."

"Yeah, yeah, hurry up guy," America said.

"Please be nice," Sunset said. "Thank you for your help today, Naruto."

"You got it, thank you for showing me a world beyond my own," Naruto said, stepping through. "Come by my world sometime, I'll treat you to Ichiraku's Ramen. It's yummy."

"There's my planet," Luke said. "I see R2-D2."

"R2-D2? That name sounds familiar," America said. "Actually, something about you reminds me of a movie, except it had a badass chick."

"Why did her saying that set off my spider sense?” Peter wondered. "Oh well, Bye Luke!"

"Thanks for visiting Mr. Skywalker!" Mayday said.

"Bye Peter! By Mayday!" Luke said. "May the Force be With You!"

"This is a dream come true for me," Peter said as Luke left.

"I bid you all farewell," Harry said, stepping through his own portal.

"To peace and prosperity," Legolas said, taking his leave.

"Be safe!" Rambo said.

"Don't cause more trouble!" Spawn warned.

"When trouble strikes, be ready to Go Beyond Plus Ulra!" All Might encouraged.

"Plus Ultra?" Peter said. "So cool!"

Mark was about to step through, then turned to Peter, "Hey, thanks for helping out today, see you around!"

"Good luck in your world, Invincible!" Peter waved off.

Everyone else started leaving, from the Ninja Turtles, to Inuyasha and Indiana Jones. Sunset also helped team Nintendo make their way home, Sonic waving them off.

"Justice League, you're up," Strange said.

"I bid you all farewell," Superman said, taking his leave.

"Bye Superman!" Franklin called.

"Take care everyone!" Wonder Woman said.

"Bye Wonder Woman!" Flurry called.

Before Batman left, he had one thing to say. "Sunset. I know how much you’re struggling, I relate to it. Please, try to move on, it’s not worth holding onto the pain.”

“If you know, why do you hold onto the pain?” Sunset asked.

"Because it's my burden, to make sure no one else feels this anguish," The Dark Knight said. "Because, I am Vengeance. I am the Night. I, am Batman."

Sunset may have been a Superman fan, but she could not deny the amazing presence Batman showed as he stepped through his portal.

Kratos, Cole and Kat also stood before their own respective portals.

"This place wasn't too bad, we should come back sometime," Cole said, Kat nodding in agreement.

"Pfft, I can't stand this world, too pure," Kratos said.

"Are you always this edgy?" Cole asked.

"Take care you three," Ryu said, waving them off.

"See ya, Ryu," Cole said. "Let me know the next time you and those Tekken Warriors clash."

Just as Kratos was about to step through, he took note of Thor and Hercules, "What do you want?"

"I know how you feel about the Gods," Thor said. "You are justified to an extent but know that not all Gods are cruel. You helped me today; I would be more than happy to return the favor."

"Me too," Hercules said. "Allow me to right whatever wrong you've felt from the Gods."

"Pfft, even if my son believes the goodness in Gods, I am not ready to do so myself," Kratos said, making his leave. "Just stay out of my way."

Thor sighed in frustration, but his interactions with Gorr have shown that some scars take a while to heal.

Sunset grabbed a ring, "Sega, you're next."

She created a portal that the fighters started stepping through.

"This is so weird," America said. "I mean, a world with giant animals?"

"They're not that giant," Sunset said.

"Whatever, as long as I don't see a-" as she was saying this, a new face popped in.

"Oh, there you guys were," Came the voice of Charmy Bee. "Wow, neat place, there's a lot of-"

"AH!" America freaked out so much, she accidentally created a new portal that sucked in some Asgardians.

"AMERICA!" Strange shouted. "What did I tell you about controlling your damn powers!?"

"Hey you know I hate bees, it's how I lost my parents!" America said.

"Wait, how?" Dante asked.

"When she was little, a bee scared her and it resulted in her powers activating, sending her parents away," Strange said.

"It's traumatizing," America said. Many around, while sympathetic, did find this weirdly confusing. "Look, I'll go find those Asgardians."

"Hurry, Thor's lost enough already," Strange said.

"Oh he'll be fine, he just needs to man up a bit," America said, punching through some dimensions to find the Asgardians.

"Man up?" Sunset asked. "Wow, big talk coming from a girl whose parents are probably dead over some little bee."

"Hey don't talk crap about America!" Kamala shouted. "You can't possibly imagine the pain she's gone through."

Sunset glared a hole through Kamala, her eyes briefly glowing red and startling everyone nearby, especially Kamala before Ryu stepped in, "Ignore her, she's not worth it."

Sunset took a breath, trying to calm her anger, to which Cloud also stepped in to help comfort her.

"I...should check on Carol," Kamala said. "She's in the Dungeon right? Don't need to escort me, I'll go on my own."

Kamala quickly scurried off, Bobby shaking his head annoying, "What a dumb bimbo."

"Glad that got resolved fast," Peter said. "Still, I haven't seen her eyes like that since the time I fought her on the S.H.I.E.L.D. Helicarrier."

"Uh...did I cause trouble?" Charmy asked.

"You're good Charmy," Sonic said.

"Just some minor mishap," Amy said.

"And Sunset, remember this," Sonic began, getting her attention. "Sometimes bad things happen in life. But don't try to force yourself to feel better. Take all the time you need to be sad and start over. You got it in you."

"Oh, um, thanks Sonic," Sunset said.

"Vashyron would want you to press on," Sonic said. "Right Zephyr?"

"Yeah, he would," Zephyr said. "Don't be a stranger either, come by anytime."

"Sunset," Joker said, getting the girl's attention. "To Sonic's point, holding in pain will just result in unrelenting sadness. I've seen it happen, I've seen how bad a cognition of your failures can become. It will destroy you from within if you're not careful."

"Sure, thanks Joker," Sunset said.

With that, each of the Sega team went through their portal, with Sonic being the last one in. "Take care Sunset." He turned to the others. "Bye Mega Man, bye everyone!"

"Bye Sonic!" Mega Man called. “Have fun on your new Frontiers!”

Before stepping through, he turned his attention to one other guy, "Yo, Spider-Man!" Once he had Peter's attention, Sonic continued as he left. "Keep this world safe. And Mayday! Remember, slow is good too, not everything needs speed!"

"Okay!" Mayday said.

"Namco, you're next," Sunset said, creating a portal for them.

Many began stepping through, Yuri Lowell being the last, "Hey, remember. Rita wanted to help, what happened wasn't your fault. If anything I should have been the one to protect her. You're a great woman Sunset, Rita believed so too. Learn from any mistake you feel you made and press on."

"I'll try," Sunset said. Once Yuri went through, she created a portal for the SNK Warriors, which each of them went through.

"Been nice seeing you again," Terry said. "Come back anytime you want, I know you been training and I got some moves I wanna show ya."

"Alright Terry," Sunset said. After he went in, she created her portal to Square.

"Noct, you're up," Cloud said.

"Are you coming too?" Noctis asked.

"Not yet, I'll catch you later," Cloud said.

The Square characters went in one by one, the last one before the portal being Eleven. He turned to Sunset, offering a thumbs up. "Be strong."

"Sure thing," Sunset said. After that, she created the Capcom Portal, though to her surprise, she found someone chatting with a pair of Monster Hunters, alongside employees of Devil May Cry and a young blonde girl.

"Yeah, I know that Ryu and his cronies have been traveling with some red head who apparently knows magic, that doesn't make him cool, for all I know he's looking for another world to live in since I'm the one rising to the top."

"Luke!?" Chun-Li shouted, getting the man's attention.

Luke Sullivan turned to the portal. "Huh? Where'd you come from?"

"Talking shit again!?" Spencer asked. "To Leo and Leia nonetheless!"

Dante noticed something, "Nero? V? Nico?"

"Hey Dante, have fun in your travels?" Nero asked.

"How was Asgard?" V asked.

"Long story," Dante said.

"We could have used your help," Sunset said.

"I was busy," Nero said. "Our world has troubles too, especially with The Demon King. Nothing we can't handle."

"Sherry," Chris said, getting the girl's attention. "How are things regarding the B.O.W.s?"

"Not too bad, Jake's keeping a close watch on things," Sherry said. "I am too, I just came by to check on Nero. His friend Kyrie send me."

"See, we got things under control," Luke said. "No need for any of you old-timers."

"I'm about to knock his punk-shit ass out," Spencer said.

"Not before I do!" Ken said, rushing in with everyone sans the Capcom Seven.

“Is that everyone?” Wong asked.

"Almost," Whis said, the man in his cube alongside Goku and Vegeta. "But we can take care of ourselves."

"See you later Sunset," Goku said. "Peter, Ryu, Twilight, same with you three."

"Bye Goku, give Chi-Chi and your sons my regards," Sunset said.

"If Gohan's alright with it, maybe he can come by with his daughter, I'd sure love to show Pan around," Goku said.

"That'd be great," Twilight said.

"Ryu! Cloud! Dante! Get strong, all of you!" Vegeta demanded. "I know you have that potential."

"Damn right we do," Dante said.

"That reminds me, I still have to reach Thor's level," Goku said. "So fun having new limits."

Whis left with his cube, this finally sending everyone home.

"Guess that only leaves us," Star-Lord said.

"Let's blast off for now, I have a lot to plan," Sunset said. "We all do."

"Yeah, I have to meet with Guile's family," Chun-Li said. "It won't be easy."

"Speaking of family," Dante pulled out a locket, looking down on it a moment as he mentally prepared for what he must do. "Nightcrawler!"

"Huh?" Kurt's ears perked as he made his way to Dante. "You called?"

"Here, your mother wanted you to have this," Dante said, handing over the locket.

Kurt took it in his hands, seemingly confused, but opened it to show a picture of him from when he was an infant, "My mother gave you this?"

"Yeah, she did not survive Ragnarök, sorry I should have told you earlier but so much happened," Dante said. "Before she died, she wanted me to give you this, and tell you that she's sorry."

"Hm, I see..." Kurt said, pocketing the item. "Thank you for delivering it."

"Are you going to be alright?" Dante asked. "I know the pain of losing a mother, and despite what she's done, she seemed to truly love you."

"I will be fine, I will pray to God for the strength to carry me through this," Kurt said. "And I pray to God that you will find the strength to overcome the losses you felt today."

"God's never really been my pal, probably because I'm part demon, but thanks," Dante said.

"Of course, good luck on your travels,” Kurt said.

"Yeah, sure," Dante said, making his way back to his friends, but not without one more sympathetic glance towards Kurt. "At least you have good friends to help you, Nightcrawler."

As he stepped into his world, Kurt was greeted by Ocellus, the changeling quick to check on her friend. The first thing she was a tear, "Kurt?"

"My mother is gone..." Kurt said, holding her locket. "I know she followed the path of evil...but she was still my mother."

Ocellus's heart broke when she saw more tears coming down her friend's eyes, "Kurt..." She then pulled him into a hug, hoping to alleviate his pain. "Don't worry, I'm here for you."

Strange then remembered he had something to do, "Twilight, may I speak to you in private?"

"Sure," Twilight said, the two trotting off somewhere.

Peter raised his eyebrow, "What could he have to say to her?"

Once alone, Strange began speaking, "Twilight, what can you tell me about Peter's Time Travel to the Changeling future?"

"Well, he said he was testing a spell from Starswirl the Bearded and ended up in a dystopian future,” Twilight explained. “Why, did he break some rules?"

"Time travel here is beyond my jurisdiction, but I should warn you," Strange said. "There is a very high possibility that the Peter here isn't your Peter."

"Huh? What does that mean?" Twilight asked.

"I mean his true timeline may be that Changeling future," Strange said. "That place existed because he disappeared, and since it still exists, coming back to this timeline didn't mean he returned, he just came to a new timeline."

"That's...impossible, he has to be my Peter,” Twilight said.

“That may not be possible,” Strange said.

"Strange this really doesn't add up, that Peter is my Peter, not some other timeline's Peter," Twilight said. "He created another timeline by mistake, that's all. That's not his timeline, this is his timeline."

"I don't think it is, I can tell, he gives off a different aura compared to everyone else," Strange said. "He's not from this dimension."

"You're wrong!" Twilight said. "Stop filling my head with this stuff, I already have enough to deal with, I don't need you telling me that my husband is an imposter!"

"Twilight, I'm not trying to upset you," Strange said.

"Then drop it! I don't want to hear this nonsense!" Twilight warned.

Strange put his foreleg up in defeat, "Alright, I'll respect your desire."

"Well...good," Twilight said, trotting off. "I'm going back to my husband."

Once everything was settled, Sunset bit one final farewell to her friends, "I'll see you all later."

"See ya," Peter said, everyone waving as the portals closed.

"Hey if you can! Keep an eye out for Bruce Banner!" Tony called before the portals disappeared. "Hey Thor, getting everyone settled?"

"We will camp out near the edge of Canterlot for now," Thor said.

"We'll supply everything you need, then in time, we will rebuild Asgard," Celestia said. "You may pick any part of Equestria that you desire."

"Thank you Princess," Thor said.

"Well, I don't know about all of you, but I'm calling it a night," Peter said.

"Same, lets go home Peter," Twilight said.

"Wait, what about the other heroes?" Mayday asked.

"Figure it out tomorrow," Peter said, ready to leave.


On the other side of Sunset's portal, the girl was standing there, still feeling the events of the day sinking in.

"Hey, I think I can find a nearby planet for you all to crash at if you're not ready to go back," Star-Lord said.

"That could work, are you alright with that Sunset?" Ryu asked, then noticed the girl was still saddened. "Sunset?"

"Huh?" Sunset turned to Ryu. "Sure, that's fine..."

"Sunset, is there anything you want to talk about?" Ryu asked.

"I'll be fine, gotta press on," Sunset said.

"If you say so," Ryu said. "I just hope you know that if you feel like there's a problem, that you can tell us."

"We're your friends after all," Cloud said.

"I'll keep that in mind," Sunset said. "Well, let's get moving."


That night in Ponyville, Rumble was trotting alongside Apple Bloom to her farm.

"What a long day, from fighting heroes, to fighting mind-controlled ponies," Rumble said. "Plus everything that went on in Asgard."

"Things sure are going to be different," Apple Bloom said. "Say, how are things with you and Wind Sprint?"

"I'm still a little ticked off that she turned against me, but we'll work things out," Rumble said.

"Everyone seems a bit on edge with their friends. Johnny and Bobby, Sugar Belle and Night Glider, even Fluttershy and Pinkie Pie. But ah trust they'll work things out."

"Same..." Rumble turned to Apple Bloom. "Hey, thanks for being by my side, even when things got hectic.”

"Of course, things happen, and I'm sorry ah got so moody when finding out about me being pregnant. Ah didn't handle it well, but now I'm kind of happy that ah get to be a mom. Even if ah am a bit young, but Peter and Twilight made it work, so we can too," Apple Bloom said. "Thanks fer wanting to be there for me. Ah know you'll be a good father."

"I aim to be a good father, and I aim to be a great husband too," Rumble said, taking Apple Bloom's hoof and kneeling. "Will you marry me?"

Apple Bloom's eyes widened once those words hit her eardrums, "Hold up! Did you just say what ah think you just said!?"

"I know we're still young, and maybe I'm rushing things but we're going to be parents, and I am set on taking good care of you two," Rumble said. "I want it to be official between us, our link of love. Now Apple Bloom, I ask you again. Will you marry me!?"

"I...well..." Apple Bloom nodded her head. "Yeah, I'll marry ya Rumble."

Rumble's eyes began to water, the boy crying tears of joy, "Really? That's great!" Rumble brought her in for a kiss to celebrate. "It's going to be an amazing wedding! I promise you that! I am going to make you the happiest mare in Equestria!"

"Ah already am," Apple Bloom said. "Ah love you Rumble."

"I love you too," Rumble said, bringing Apple Bloom in for another kiss.


Meanwhile a portal to Tartarus had been opened, with both Cozy Glow and Martin escorted in cages.

"Welcome to your new home," Luna said.

"What is this place?" Martin asked.

"We call it Tartarus," Luna said.

"Tartarus? From Greek Mythology!?" Martin asked.

"Good, you're familiar with it, less for me to explain," Luna said. "You will no longer be causing anymore trouble for the good ponies of Equestria. Most of all, you damn sure will not be causing any more grief for Peter."

"If I wanted to, I could turn you into a force beyond all recognition," Martin warned. "Why I could-"

Suddenly his head felt like it was in a vice, "Watch your tongue, cur."

"Isn't this a bit harsh, I am just an adorable little filly," Cozy Glow said.

"If you're old enough to work with villains," Luna said, releasing her hold on Martin. "Then you're old enough to be punished like them."

Luna made her exit, leaving the two villains behind. Martin took a moment to regain his composure, "How frustrating."

Cozy Glow nervously looked around, she could immediately see that neither she nor Martin were alone. Monsters could be seen everywhere, Bugbears, Cockatrices, Manticores. All locked in cages for the moment, but Cozy feared they could break out at any time.

"I wish Sandy were here," Cozy Glow whimpered. Her mind raced back to the stallion in question, who despite everything, she still deeply cared about. The girl began to sob a bit, something Martin began empathizing with.

"You poor child." Cozy stopped crying and spotted Octavius, "Locked in a cage? In this miserable place? How repulsive."

"Doctor Octavius?" Martin asked.

"Ah, Mr. Li, a pleasure to see you again," Octavius said as the other villains started to make their appearances known. "We have much to discuss."

"Got that right," Adagio said.

Martin could spot many familiar faces, from Shocker, to Electro, but what surprised him the most was seeing one man even he barely liked, "Osborn!"

"Hey Martin, been a while," Goblin said.

Sonata trotted over to Cozy's cage, then used her supersonic scream to destroy the lock, "There we go." She opened the cage to let Cozy Glow out, "You're free now. Don't worry, the guards rarely check this place nowadays.”

"Golly, thanks Miss," Cozy Glow said, stepping out.

"Ahem...what about me?" Martin asked.

"We'll let you out, after we work out a deal," Goblin said. "Sit tight, there's much to explain."


In Capcom, Wesker had returned alongside his allies, the group looking quite satisfied with their travels.

"So, how was it?" Wesker asked.

"I expected to fight a Spider-Man," Vergil said. "Instead I ended up with a Spider-Boy. He was no match for me, he's lucky I didn't kill him."

"The girl I went up against was pretty tough, and smart, but nowhere near as great as me," Tron boasted. "Plus my Servbots managed to snag some valuables."

"My guy was a bit of a jerk, and tougher than I gave him credit for," Juri said.

"The young lady I fought was entertaining, but not as entertaining as Peter," Wesker said, then turned to the Researcher Woman. "Vomi, did you get enough combat data?"

"Plenty, this should do well for my research," Vomi said.

"Now that this is settled, we should get into contact with Doom," Vergil said.

"Might I suggest a few more allies from our world?" Juri said. "Like, why don't we try and find Sigma or something."

"I suppose we can," Wesker said. "Discord's invasion is in a year, we want to be prepared for that as well."

"I can make more upgrades to help us, we just need more gear," Tron said.

"Did you say gear?" came the voice of a man in a purple helmet, one standing in front of Vergil's portal.

"Who are you?" Vergil asked, aiming his sword.

"Easy there, I'm just a friend," the man said. "They call me, 'The Prowler'."

"I don't recall asking," Vergil said. "What do you want?"

"I just saw you fighting Spider-Man, and I got interested in your little operation," Prowler said. "Seems like there's some big opportunity with this plan of yours, and I am more than willing to offer my services, for a good price."

"Why should we let you join?" Wesker asked.

"That girl said you need gear, and I can help," Prowler said. "I'm considered the most dangerous thief in America, you need something stolen, I can do it for you."

"Do we need this guy?" Juri asked. "Let’s send him packing."

"Now, now, nothing wrong with an extra ally," Wesker said. "You will need to prove yourself Prowler, and I have a few tests in mind for you."

"I can get it done," Prowler said.

"Hey, hold on a second!" Came a voice. The villains turned to see Viewtiful Joe's enemy, Alastor.

"Not this guy again..." Juri lamented.

"Wesker, I'm done with this!" Alastor said. "I ask you for months, even years to let me join in on this plan. Instead you just ignore me in favor of total randos. What does this nerdy woman and that wannabe have that I don't? Viewtiful Joe's been assembling a team and no doubt he'll come after you. You'll need my help!"

"...You know what, maybe you're right," Wesker said, to the surprise of his allies. "Vomi, step aside please."

"Sure..." Vomi said, moving aside as Wesker went to work, bringing up a new portal.

"Another spider powered individual resides there, if you can prove your worth, you can join our crusade," Wesker said.

"Excellent," Alastor said. "Lookout Spider-Thing, I'm coming for ya!"

The demon boy leapt through, confusing Wesker's allies.

"Where did you send him?" Vergil asked.

"Somewhere he can 'Ham' it up," Wesker said, sinisterly chuckling.

Meanwhile Alastor found himself in front of a barn, the villain confused, "Uh, where's the spider?"

"You calling me?" Came the voice of Spider-Ham. "Sup?"

Alastor took a moment to register this before flipping out, "WESKER!"


Six months had passed, towns had been fixed and Friendships had been mostly mended, though some lingering issues remained that needed more time before there could be true harmony.

Sugar Belle had eventually moved into Ponyville to continue her work on the Apple Family farm, while still courting Bucky. Thunderlane had entered a relationship with Lightning Dust and were saving up for a house. The Student Six had moved back home, though Smolder and Ocellus discussed saving up for an apartment in Ponyville, Autumn Blaze also expressing a desire to live there. Starlight had fully moved into the Parker-Sparkle home, where she continued her bond with Peter, Twilight and Trixie. Thor had located his new Asgard in the Badlands dessert where his people would not be bothered thanks to a magic barrier. Meanwhile Sunset continued her training and travels across the multiverse, and hoped to one day see all those other heroes again.

In Catnterlot Castle, a meeting held by Tony, Steve, Luna, Celestia, Peter, Twilight, Shining Armor, Cadance, Spitfire, Bon Bon, Starswirl and Blueblood was being held.

"So, with these new rules, any hero who comes to Equestria has free reign to use their abilities to stop disasters," Blueblood declared. "No hero is limited to one town, and anyone who works off the books will not be penalized for heroic actions. Honestly this makes so much more sense, not sure why you didn't think of it sooner."

"I was trying to be organized, I mean this is hardly any different than what we did before," Tony said.

"If it isn't broken, then don't fix it," Blueblood said.

"At the very least, we got more heroes interested in coming here," Tony said. "And those robots that Reed and Doc created can still be used."

"Without the pestering," Blueblood said. "It wasn't too bad, but it did get on our nerves a bit."

"Well ponies and heroes should still want to sign up, they'll get paid for their services," Tony said. "If they want to work for free well it's on them."

"They will have to check in with us on whatever disaster they prevented so we can make any necessary measures," Spitfire said. "Can't allow too much freedom."

"All about balance," Steve said. "Also, just so we're clear, no one will be forced to register, even if they have powers?"

"Well yeah, this isn't some mutant registration act," Tony said.

"Well that's good for Lily," Peter muttered.

"You say something?" Tony asked, Peter shaking his head.

"Just some babble," Peter said. "Say, what's the situation with Carol?"

"She's still locked away in that high security cell, under tight watch," Tony said.

"Oddly enough, I feel kind of bad for her," Peter said. "She used to be a great woman, wish there was a way to get the old Carol back."

"Peter, it's not happening," Tony said. "I know you're a nice guy who wants to see the good in others but Carol is not the Miss Marvel you once knew. You need to let it go."

"I'm tempted to agree with Tony, even if I too miss the old Carol," Steve said. "Shame to see an Avenger take a fall like that."

"Even those three villains showed more honor," Tony said. "They willingly let themselves be incarcerated again, shame since they fought honorably."

"Marko and Connors don't feel ready to be in society yet, they're worried about slipping up again," Peter said. "But Masters seems happy here, isn't he training the knights?"

"Rather remarkably as well," Celestia said.

"Well he's used to training villain henchmen," Tony said. "Hopefully the knights prove more useful."

"They did fine when I led them," Shining Armor said.

"Well anyway, that concludes The Accords at least," Tony said. "Plus we got most of the other Kingdoms on board. Queen Novo is giving us another chance, Dragons are at peace with Equestria. Pinkie Pie managed to convince the Yaks somehow, Gilda helped with Griffonstone, Zecora put in a good word in Farisi, even The Changeling Hive and The Kirin Grove are fully on board."

"Most credit goes to Ocellus and Autumn Blaze," Peter said. "But what about places like Abyssinia and Dimondia?"

"Give it time," Tony said. "But it's not like they have to join us, as long as they're not enemies, it doesn't matter what they decide."

"Asgard's a bit reluctant right now too, but they're rebuilding so we won't bother them," Twilight said.

"Good to have nations united in harmony," Luna said. "Speaking of which, Twilight, what is the latest on your school?"

"I'm turning it into a recreational building, it will be a while before it's complete since we're reworking it," Twilight said.

"It might still have a classroom or two but it will be a better place to hang out," Peter said. "Everyone can make friends at their own pace."

"That's great, but now that this is done, there's one more matter at hand," Tony said. "I'm retiring from The Avengers."

The stunned silence that followed spoke volumes; many could not believe their ears.

"Tony, did I hear that right?" Steve asked.

"Yes, I'm stepping down," Tony said. "As of right now, I am no longer an Avenger."

"But why?" Peter asked.

"Because, I caused a war between heroes, if things got worse, this whole country could have been negatively affected," Tony said. "I've been thinking about this for months and I'm sorry, but I can't call myself an Avenger."

"But you fixed everything," Twilight said.

"I had to, I wasn't leaving my mess to someone else," Tony said. "But I have to face the consequences of my actions. I don't deserve the title of hero any longer."

"Let's talk about this," Steve said.

"There's nothing to discuss," Tony said. "Steve, you can handle things from here, I'm going back to Earth and running my business. Iron Man is no more."

"He's not the only one stepping down," Spitfire said. "I'm resigning from The Wonderbolts."

"Wait, you're what!?" Peter asked.

"I talked things over with Soarin, he's going to be head until he can find a replacement," Spitfire said. "He'd do it permanently, but he doesn't think he can handle the responsibility. Plus, he and I want to settle down, and one day start a family. Lastly, I haven't been the best Captain, like Tony I fixed my mistakes so I can retire with some sense of honor."

“Didn’t expect this,” Bon Bon said.

"If that is what you two desire, then no one can stop you," Celestia said. "Truth be told, even I have thought about stepping down."

"Princess?" Twilight asked in disbelief.

"Sister you can't," Luna said. "I cannot rule Equestria alone, I've made mistakes too."

"Mistakes are fine if you learn from them," Peter said. "But I do agree, Luna shouldn't be ruling alone, she's a Nighttime Pony."

"She won't be...for I have decided that Twilight will take my place," Celestia said.

"Me!?" Twilight asked.

"Uh...Celestia, not that I don't think Twilight can handle that...no screw it, I'm being honest," Peter said. "Twilight can't handle that, she's still relatively new to being a Princess, you can't just make her the new ruler of Equestria!"

"I know Twilight Peter, I think I know what's best for her," Celestia said.

"Like you knew what's best for her with her friends?" Peter asked. "Celestia, I don't mean to disrespect you but I don't want you dumping this responsibility on my wife!"

"Now see here!" Starswirl shouted.

"Whoa, easy, lets not start a fight!" Steve demanded. "Peter, I'll talk with Celestia about this, is that fine with you?"

"She's your girlfriend," Peter said. "Just make sure you straighten this out."

"Lets end this on a decent note," Tony said. "Steve and Celestia need to have a couple banter, Spitfire and I need to prepare for retirement."

"Very well, I conclude this meeting," Blueblood said.


Peter and Twilight had returned home, a slightly bigger home thanks to the repairs and additions it received. The family were all together in the living room, Trixie chatting with Starlight, and the visiting Autumn Blaze and Sunburst, Janet playing Peek-a-boo with Benjy, Hope drawing a picture, Aunt May cooking in the kitchen.

Shining Armor and Cadance were also there, meeting up with the visiting Susan Storm and Reed Richards, both sets of parents picking their children up.

Even nearby Mayday had her ear placed against the pregnant belly of Apple Bloom, "Your baby kicks hard."

"Yeah, gonna be a great farmer one day," Apple Bloom said.

"Or a flyer," Rumble said, sitting next to his fiancé.

"Is the baby gonna be born before your wedding?" Flurry asked.

"Probably, the wedding is six months away, the baby is due in five months," Rumble said.

"I can't wait for either," Mayday said. "I’m happy for you, Auntie Apple Bloom."

"Aw thanks Honey Pie," Apple Bloom said.

"Babies are cute, wish I had a little brother like Mayday, or a sister like Frankie," Flurry said.

"Not a sister like mine, she’s a pain," Franklin said.

"Anyone else want to hear?" Mayday asked.

"I would," came the voice of Mayday's newest friend, Luster Dawn. She placed her ear against the belly, "Like this?"

"That's fine," Apple Bloom said. "Just listen carefully."

While this happened, Mayday flew to Rumble, kissing him on the cheek, "I’m happy for you too."

"Thanks, love you May," Rumble said, kissing her head.

Smiling at this display, the couple went upstairs and into their room, with Twilight laying on her bed, "What a day."

Peter laid next to her, "Tell me about it."

"I can't believe Tony and Spitfire retired," Twilight said.

"I can't believe Celestia wants you to succeed her," Peter said. "I hope you weren't too bothered by anything I said. I just don't want you taking on too much."

"It's fine,” Twilight said, turning to the side and placing her hoof on Peter's face. “I know you were just worried about me,"

"I know you'd do the same for me," Peter said, stroking her mane. "Still, given everything that Celestia's been through, I wouldn't be surprised if she really does retire. I mean, she had to watch over the country by herself for 1000 years, plus now that she and Cap are an item, she may focus on that."

"That would be great for her honestly, Cap's a great man, perfect for Celestia," Twilight said.

“Say, have you heard about anything regarding Cozy Glow?" Peter asked.

"No, according to Luna, she sent her away to somewhere supposedly better, where she can't bother us and we can't bother her," Twilight said.

"I'm worried about her, I hope I can see her again," Peter said.

"Me too, I have some mistakes to correct with her," Twilight said.

Peter laid Twilight against her pillow as he mounted over her. "Guess we have a lot to do, but we'll do it together. Regardless of what happens, I'm fine as long as you're by my side. I never, ever want to be without you."

"Me neither," Twilight said, engaging in a kiss with her husband, the two ready to physically act on their love, unaware of what's to come in the future.

In six months, comes a showdown worthy of the multiverse.