• Published 27th Jul 2015
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Spiders & Magic: Capcom Invasion - Masterob



Spider-Man & Twilight must fend Equestria from Albert Wesker & his allies.

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Crystal Empire Invasion III

Peter and Wesker continued their matched blows, so much power packed into one punch.

"I hope you can give me a good fight Peter, you're off to a good start so far!" Wesker said.

"I'm not doing this to entertain you! I'm doing this to stop you!" Peter shouted.

"And that entertains me!" Wesker said and ran in to punch Peter back but Peter cart-wheeled and landed perfectly, and then returned the punch against Wesker, knocking him back in return.

Peter rushed in and continued attacking Wesker with his punches, Wesker holing his hooves up to block the punches, when he got back and went for another punch, Wesker had rushed in and kicked his stomach and punched him away.

Meanwhile Wolverine is engaged in combat with Vergil, slashing at him, but Vergil is able to block the attacks and knock Wolverine back before cutting him with his sword a bit.

Wolverine's healing factor allowed the wounds to heal but with Vergil's assault, that's a lot of wounds and the pain was still intense.

"Go to hell Wolverine!" Vergil shouted and slashed at Wolverine, drawing some blood but that didn't stop Wolverine one bit.

"You first!" he then rushed in to stab Vergil and slashed him all around. Vergil didn't have Wolverine's healing factor but his devil powers made him very durable.

Bison and Twilight were flying around, blasting at each other with magic and Psycho Power. Twilight zapped Bison down to a rooftop but he flew up and hit a psycho powered punch to knock Twilight away.

"Your magic is no match for my Psycho-", Twilight blasted Bison down mid-sentence and flew in to continue her attacks.

"Typical villain, always getting ahead of themselves". She continued to attack him mid-air, though this psycho power was something she wasn't used to.

Rainbow and Lightning were battling in the skies, trading and matching blows left and right. Rainbow had gotten a good strike on Lighting right in her face and followed it up with several more strikes and then punched her down to a roof, blood coming from her mouth.

Lightning flew up to attack again but Rainbow dodged and struck her side before striking her head with a kick.

"Why are you even siding with this Wesker creep!? I knew you were trouble but I never figured you for a traitor to our world", she dodged and punch and struck her gut before elbowing her down, "From Wonderbolt Cadet to Equestrian Traitor, what a fall".

Lightning growled and flew up and attacked Rainbow a bit, "It's your fault Rainbow! You and your friends cost me everything! I thought we could be friends but you turned on me the first chance you got!"

While dodging the strikes Rainbow eventually got her in the gut and punched her down to the ground, "I didn't betray anyone Lightning! You got yourself booted from the academy because you were reckless, you have nopony to blame but yourself!" she flew in to attack again but Lightning kicked her hard in the face, drawing some blood and knocking her back.

"If your friends hadn't been in that restricted area I would be a Wonderbolt right now!" Lightning Dust shouted.

"That still doesn't excuse your recklessness, nor does it excuse you from siding with a terrorist!" Rainbow shouted as she wiped blood from her mouth.

"Wesker is not a terrorist, he's a visionary! I had one chat with him and he opened my eyes to the cruel reality of this world, a world where you get judged for one action, a world where you can't get a second chance because it is ruined for you by jealousy!" Lightning shouted.

Rainbow scoffed, "Try telling that sob story to Peter Parker or Trixie, or even Princess Luna, see what they say, and I guarantee you'll feel like an idiot".

"Will you shut up!" Lightning flew up to attack again but Rainbow had punched her back down and continued her attack.

Off with Johnny, he's dodging ice beams from Iceman. "Yo Bobby! It's me, Johnny! Snap out of it will ya!?"

Iceman continued his assault, blasting Johnny with his ice beams and gliding in for strikes. Johnny was able to counter these attacks and melt most of his ice, but he still held back, not wanting to hurt his friend.

"Come on Bobby! You gotta remember me! I'm your friend Johnny Storm! The Human Torch!" he continued to dodge and at one point had to punch him back, "Sorry, didn't wanna have to do that, but you're leaving me very little choice!" Johnny said.

Iceman recovered and shot a large ice beam, which Johnny countered with a fire beam, entering a bit of a beam struggle. Johnny held back since he was afraid of hurting Iceman, though Iceman did not relent. Iceman eventually over powered Johnny and knocked him back. He went after Johnny with the intent to finish him off.

Johnny recovered and continued to dodge the attacks from Iceman, trying to figure out how to handle this.

Elsewhere Shocker is sent flying after Trixie blasted him with her magic. Shocker recovered and sent some gauntlet blasts at Trixie, though she put up a force field to protect herself and continued blasting Shocker.

"You're Gauntlets are no match for The Great and Powerful Trixie!" Trixie boasted, for old time's sake.

Shocker looked curious, "What are you a pony version of Mysterio?" He and Trixie continued trading blows, the fight was pretty much attack, block and dodge.

"Why do they call you 'Shocker' anyway? You have no electricity!" Trixie said while dodging attacks.

"I have my reasons", Shocker said and continued to attack, "Reasons you likely won't live to hear!"

Meanwhile Balrog is attempting to punch Pinkie Pie, however she is dodging the punches, and after each dodge she sneak in a punch herself. Every punch he threw, she would duck and punch him, then stick her tongue out at him. The process continued a few more times until she managed to hit an uppercut to knock him back, "Can't touch this!" She started beat-boxing the 'U Can't Touch This' song and did the Hammer Dance.

Balrog growled and continued his assault on her, though barely getting any offense.

Applejack herself had a little trouble with Gambit, between his staff and him throwing those trading cards, she was able to dodge them for the most part but he was really tricky with them, it got to a point where she had taken a blast and got knocked back.

Gambit rushed in to slam his staff down but she was able to block the attack by blocking with her hooves, though it caused her some pain, which Gambit took advantage of and used the tip to hit her in the gut before whacking her face.

Applejack rubbed her face, blood appearing on her hooves, though she merely grinned, "Tough fellow ain't ya?"

Gambit grinned and resumed his attack on Applejack.

X-23 was still trying to slash Spike and Fluttershy, but she had a hard time actually connecting with an attack since Spike kept Fluttershy at a safe distance and constantly used his fire breath to keep her back. X-23 however was able to get through and slash Spike across his stomach. Luckily his hard skin made it feel more like a scratch with no blood drawn but the pain was still there, then she used her lower hoof claw to kick-slash Spike back.

Fluttershy cowered in fear at X-23, she was like Wolverine, except faster and a bit more viscous, didn't help that she was being mind controlled, so she was basically just a mindless machine bent on destruction.

"Fluttershy! Try using your stare!" Spike suggested, still trying to keep X-23 at bay.

Fluttershy looked at X-23, but her relentless attitude scared her a little, "I'm not sure if it'll work" she ducked a slash and lost a bit of her mane, then let out a loud "Eep!"

Rarity is still fighting Vega, throwing several punches and kicks, her martial arts training coming in handy. However Vega was still able to hold his own against her and had dodged a few of her attacks and slashed her arm, causing her to back away and hold in the blood.

"Grrr, you savage! Once I'm done with you…!" Rarity went to attack again but Vega sidestepped and slashed her sides, drawing more blood.

Vega slowly licked the blood off his blade, "Such a shame, you could have been by my side, we could have ruled together…but you threw it all away, all because you want to be stubborn and foolish".

She glared angrily and went to attack again but he sweep kicked her and then stomped on her, "You have no one to blame but yourself, and maybe Peter Parker a little bit, for what happened to your sister', he stomped again and kept his hoof pressed down, "She just wanted someone to love and someone to love her back, I was the one to fill that void", Rarity angrily looked up at Vega, he started to relieve the event, "When I slept with her, it was divine. The blush she had when I pleased her, the moans she made during our lovely session, how soft she was all around her body, the loud yell she made when she reached her climax, to know that I had satisfied her", he pressed his back hoof down on her chest and looked Rarity dead in the eye, "It was breath taking".

He got off and spoke again, "But my offer to you still stands, you're both beautiful women. I would love to have you both by my side, sisters do share after all".

Rarity struggled to get up, Vega kneeled to her and grabbed her by her chin, "Come with me my beauty, we can rule the worlds together, just you, me and your sister".

Rarity looked him in the eyes angrily and blasted him in the face with her magic. That enraged him, "That's the 3rd time you have attacked my face! Do you have a death wish!?" he went to attack her again but she rolled out the way and ran in for a punch and a magic blast.

"After what you did to my sister, you're the one with the death wish!" she continued to attack him.

Peter and Wesker continued to collide, fighting through the city, zipping around at super speed. The Crystal Ponies had gone in their homes, not wanting to get caught in this crossfire. Peter had punched Wesker hard enough to knock him into the air, flying past Bison and Twilight.

Peter went after Wesker again and punched him to the ground, landing near Gambit and Applejack. Gambit looked distracted when he saw Wesker, allowing Applejack to punch him hard.

Wesker stood up a little, and found himself getting buck kicked back from Applejack and Peter webbed him and tossed him against a wall and then rushed in and started punching him against the wall, causing cracks to form behind Wesker.

Peter went back and went to attack again but Wesker dodged and Peter punched the wall instead, creating a small hole. Wesker then tackled Peter through the house and continued through the other houses and eventually landed a few blocks down.

Applejack went after Wesker through the house holes, but Gambit followed her and tossed a card at her feet, blasting her off the ground a bit.

Wesker continued to punch Peter around, blood coming out of Peter's mouth as Wesker laid it on him. He then grabbed Peter and smashed his head against some street poles and did a strong uppercut to a rooftop.

Peter shook his head and noticed Johnny and Iceman fighting nearby, and how reluctant Johnny was and took more than a few blows from Iceman, and was even stabbed in the arm at one point by an icicle.

This broke Peter's heart a bit, seeing his two best friends fight, he growled and stood up as Wesker reached the roof.

"Do you understand my power now Peter? You may be strong but even you can't hope to-"

"Shut your damn mouth!" Peter punched Wesker hard into the air and then webbed him to pull Wesker down and punched him again, knocking him far back, "I'm gonna take you down you Matrix reject!" He ran at him and did a strong kick that knocked him further back.

Meanwhile Johnny is trying to hold in the blood and then got hit hard in the face with an ice block, the ice cutting his head a bit.

"Damn, I can't believe I'm being hurt by ice! I should be able to melt this...but I don't wanna risk hurting Bobby, what if I melt him?"

Iceman then punched Johnny again and knocked him back a little. Rainbow was fighting Lightning Dust nearby and noticed Johnny getting hurt. She then punched Lightning down near a roof and flew in to attack Iceman with a punch.

Johnny noticed Rainbow Dash fighting Bobby, much to his confusion. Rainbow briefly turned her attention to Johnny, "You take Lightning Dust! I'll fight this guy! Don't worry I won't hurt him too bad!"

Johnny nodded, he hates seeing Bobby get hurt but he knows he needs to be dealt with, and that's too personal for Johnny to deal with. He flew over to Lightning, ready to fight.

"Rainbow Dash chicken out?"

"Rainbow mentioned your name before, you're Lightning Dust right? Her old teammate at The Wonderbolts Academy, man you've really fallen", Johnny said.

"I don't need to be lectured by a stranger!" she flew in to punch him but he sidestepped and kicked her gut then slammed on her back.

"Listen I don't wanna have to hurt you, you look more confused than evil".

Lightning just rushed in and tried to attack Johnny but he ducked out the way and attacked her. Ironic, once again he doesn't wanna hurt someone but it's a little less personal.

Meanwhile Sweetie Belle had gotten up, she was exhausted from the previous night, she also felt a bit sore but she also felt really great. However she heard some commotion outside and looked from a balcony and saw the fights. She saw Peter really lay it on to Wesker, she saw Vergil slash Wolverine and Twilight blasting Bison.

She ran down to leave the castle and looked around the city, she saw Trixie and Shocker blasting at each other, at one point even hitting each other at the same time, knocking each other back. She saw Applejack dodge attacks from Gambit and then rush in to ram Gambit. The most surprising thing she saw however, was Rarity engaging Vega in a fight, it looks like Vega had cut her a bit and he looked ready to kill her.

"Vega! What are you doing!?"

Vega turned to Sweetie Belle, somewhat in shock, "Oh God...Sweetie Belle, I can explain!"

Rarity then kicked Vega hard in the face and turned to Sweetie, "Sweetie! Are you ok!?"

"Rarity...why are you fighting Vega!? You're gonna damage his face!" Sweetie said.

Rarity looked a bit worried, "Sweetie, he's a bad person, we need to-" Vega then tacked Rarity and aimed his claw at her throat.

"How DARE you! When I'm done with you..." Vega looked and saw Sweetie Belle in shock, this actually caused Vega to hesitate.

Rarity then kicked Vega off and attacked Vega some more. This broke Sweetie Belle's heart, she's worried about her sister but she also cares for Vega, despite how odd he's been lately.

Rarity knocked Vega back and turned to Sweetie Belle, "We'll discuss this later! Where are Princess Cadance and Prince Shining Armor!?"

"In the Dungeon!"

"Good, get them out!" she ducked an attack, "Quickly!"

"Sweetie Belle! Ignore them, they will only betray you! Unfairly judge you!" Vega warned, then received a punch from Rarity.

"Do as I say Sweetie Belle!'

Sweetie looked a bit concerned, she backed into the castle, not wanting to see any more fighting. She looked conflicted, obey her sister or believe Vega's warning.

Peter then webbed Wesker and tossed him toward the train station. Some of the citizens boarded it in hopes to leave, but once Wesker landed they freaked. Soon Peter tackled Wesker into the train and continued his fight with him inside the train.

Spike & Fluttershy also headed to the train area, still avoiding attacks from X-23, but that didn't last long since X-23 kicked Spike out the way and started walking towards Fluttershy in a threatening way, with Fluttershy backing up into the train.

"Um…hi?" Fluttershy's greeting failed when X-23 raised her hoof, claws extended, ready to strike down before Spike had leapt on her and clawed at her head. X-23 then slammed Spike down and was about to stab down hard, but Fluttershy grabbed her hoof, "Don't hurt him!"

X-23 elbowed Fluttershy in the jaw and then turned around and slashed her face, drawing blood. Fluttershy formed teary eyes, the pain was immense plus she was close to death since X-23 readied to deal a finishing blow. X-23 was about to strike when Peter had tacked Wesker through the carts where X-23 was and knocked her out the way in the process.

Gambit and Applejack also fought into the train, Gambit's face was a bit bruised and bloodied from AJ's hard strikes, though he was impressed a little.

"You should consider joining us Mon Cherrie, you'd probably be a real warrior, Remy likes de ladies that can kick ass after all".

"Save it Casanova!" She went to strike but Gambit whacked her with his staff.

"Don't be foolish, join us, we can make it worth your while". Applejack simply tackled him to wail on him a bit.

Twilight noticed from afar seeing the fights on the train and called to her friends, "Some on the villains are on the train! We need to grab them before this fight gets too out of-", this time it's Bison who attacked Twilight mid-sentence and knocked her toward the train.

The other heroes and villains made their way to the train, the heroes hoping to extract the villains, but the other villains wanted to continue their attack on the heroes.

Peter and Wesker had made their way to the top of the train and started wailing on each other, doing hard strikes to each other. At this point both Peter and Wesker had bruises and blood on their faces, blood coming from cuts and their mouths, Peter's suit a bit torn up, as was Wesker's coat.

Twilight suddenly landed on the train herself and Bison landed his two hind feet on her chest, hard enough to cause Twilight to spit up some blood.

"Twilight!" Peter rushed in to punch Bison, "Don't you hurt my wife!" Bison shook it off and growled before attacking Peter with his own punch, knocking him to Wesker who then kicked Peter in the face.

The train then started taking off, with only the heroes and villains on it. This caused a little concern for Twilight, "The train is moving!"

Peter got up and rubbed his face, "Look on the bright side, they're out of the Crystal Empire!"

Twilight also stood up, holding her stomach, "But suppose they end up in another city and attack that city!? They could end up in Canterlot!"

Now Peter was concerned, "Not good".

He turned to Wesker who was grinning to Peter, "Where's your bright side now Peter?"

At that point, Lightning got knocked near Wesker, he looked down and saw her struggling to get up, "Having some trouble?"

Johnny approached Lightning Dust, his suit also damaged slightly, "Are you done now? Or do you wanna keep fighting a useless battle!?"

Lightning growled, "You can't deceive me! I won't join the ones associated with those who destroyed my dream!"

Twilight sighed, "Lightning Dust, we didn't destroy anything, all you had to do was apologize for nearly getting me and my friends killed, we would not have made a big deal if we knew it was an accident!"

Wesker glared, "Twilight, when I trained recruits, I always had this belief, if you're foolish enough to wander into a training ground and get hurt, it's on you. I think Lightning Dust has every reason to feel a grudge towards you".

"Who asked you Wesker!? You're just trying to manipulate as always!" Twilight shouted, "How dare you take one of my fellow ponies and prey on their insecurities and feed them these lies!"

Wesker furrowed his brow before smirking, "Preying on insecurities? Isn't that how you keep a superhero like Peter under control?"

Twilight looked agitaed, "I have NEVER taken advantage of Peter's insecurities! I'm the one who's been trying to help him overcome them, so don't even THINK about trying to twist and turn that, I love Peter and he loves me!"

"He loves you huh? Is that why he had an affair with the future version of the young girl who Vega had slept with?" Wesker asked.

That caused a shock from Peter and Twilight, and a grin from Wesker, "That's right, I know about that, thanks to Vega's charm that young girl told him a lot, information he managed to relay, I just wish I could have seen it for myself."

Twilight blasted Wesker across the train, "Don't you even dare!"

Bison took the time to speak, "Are you desperate for love to put up with a cheating husband Twilight Sparkle?"

Twilight growled and blasted Bison, nearly knocking him off the train, "Shut your damn mouth you brute!"

Wesker went to attack Twilight but Peter literally beat him to the punch, "Never hurt my wife!"

Lightning went to attack Peter but he blocked and knocked her back. Johnny went and grabbed her to toss her away, "Give up already!" Lightning would not relent, she continued her assault.

The train crew was a little freaked during the fight, they had dodged ice, fire, webs, magic blasts, exploding cards, psycho power, gauntlet blasts, light sword, and it got to a point where the crew bailed. The train was now a runaway train, zipping past all the stations.

After Wolverine had stabbed Vergil, he knocked him to the front of the train where the controls were and noticed that there was no one controlling the train.

"Shit…we got a runaway train!" Logan shouted.

While fighting, Peter had heard what happened, "I'm fighting on a train that has no control to it…why does that seem so familiar?"

Wesker then sucker punched him, "This wouldn't be the first I've heard of a runaway train, except this train doesn't have leeches; that must have been horrible for Lt. Billy Coen and that young Rebecca Chambers."

Twilight noticed the train pick up speed, "Oh no…we need to stop the train!"

Johnny got away from his fight with Lightning and approached the controls, "I got it! Shouldn't be too hard!" he searched around and found something useful, "Emergency Brakes, well I'd constitute this as an emergency".

He activated it and the train started coming to a screeching stop, causing everyone other than the ones flying to fall over a little. The train stopped not too far from another station, but the location caused some fear in Twilight's heart.

"Oh no…we stopped near Ponyville!"

Peter looked and indeed saw his new hometown of Ponyville, "Oh no".

Wesker then punched Peter hard again, this time knocking him more towards the center of town, past several civilian ponies.

They all looked concerned at seeing their hero so injured, noting the bruises on his body and the blood gushing down his face.

This was made scarier when Wesker rushed in with his speed to punch Peter, but Peter fired back with a punch of his own, knocking Wesker through the corner of a house. Berry Punch popped out the corner, "Hey!"

"Sorry Berry!" Peter shouted and then went after Wesker.

The Background Six; Doctor, Derpy, Lyra, Bon Bon, Vinyl and Octavia ran to see the commotion, they saw Peter and Wesker engaged in combat. They then saw the others leave the train area and brawl into the town.

This started catching the attention of others, such as Thunderlane, who watched from a distance with a scowl on his face, "What trouble did you bring to our town this time Parker!?"

Apple Bloom, Scootaloo, Dinky and Rumble also watched the fight from a distance; they looked impressed at the fights, though a bit scared too. Apple Bloom watched in concern as Peter battled Wesker, and the fight between Applejack and Gambit. Dinky also took note of the Peter vs. Wesker battle, getting concerned if Peter would be alright.

Scootaloo looked ecstatic to see Rainbow Dash fight Iceman, she managed to fair well, dodging his ice attacks, though a few icicles grazed her, drawing some blood, but Rainbow Dash would not relent and flew into Iceman and pummeled him. She also watched in awe as Johnny battled against Lightning Dust, noting how cool it was.

Rumble was also impressed by Johnny's battle, he's a great flyer and very quick, plus he loved seeing Johnny use his fire powers. He also watched Peter's fight with Wesker, he is amazed at Peter's strength and how much damage he can take. He also watched Twilight's battle; he was amazed by The Warrior Princess.

Aunt May also arrived with Mayday, she looked concerned as she saw her nephew battle Wesker, despite his great powers, she was always nervous whenever Peter battled, though she's only known of his identity for a few years and has rarely fought since living in Equestria.

Mayday however looked happy to see her parents fighting bad people; she cheered them on, "Go mom and dad!"

Wesker noticed Mayday and had a sinister idea, as Peter approached him, Wesker punched Peter and knocked him back, then started to approach Aunt May and Mayday. Aunt May looked terrified and kept Mayday behind her, not wanting Wesker to hurt her.

"Peter's little girl, and I take it you must be his aunt, so nice to see you, I'd really like to see that young girl behind you".

Aunt May glared, "Don't come anywhere near my Great Niece!"

Wesker stopped before Aunt May, then simply back handed her out the way before focusing on Mayday, who at this point was cowering before Wesker, "Hello little girl".

Before anything can happen, he got blasted with some magic; he looked up to see Twilight glaring daggers, "STAY AWAY FROM MY DAUGHTER!" Bison went to attack but Twilight blasted him, "PISS OFF!" she then flew at Wesker but he dodged her attack and slammed his hoof into her sides and knocked her through the side of a house.

"Mommy!" Mayday shouted, then she glared at Wesker, "You big jerk, you hurt my mommy!"

"Your mommy should never have-", Wesker was then grabbed and punched hard by Peter to another house wall. Peter rushed at Wesker and pounded against him, "NEVER HURT MY AUNT!" he then slammed Wesker against another wall, "AND NEVER EVER GO NEAR MY DAUGHTER!" he continued his assault, Wesker was taking heavy damage as Peter punched, causing a lot of bruises and internal damage, plus Wesker coughing up blood before Peter punched him hard across town, going through many buildings.

Peter panted angrily, eyes filled with rage, he then noticed Bison struggling to get up, so he approached him and started a relentless assault on him as well, "This is for hurting my wife you son of a bitch!" he then punched Bison far off.

Peter panted angrily, he felt a fury like no other, his only goal right now was to hurt all the villains, make them pay for their sins. He let out a huge scream of anger, a Battle Cry if you will.

Peter then focused on Shocker, who was trying to hurt Trixie, so he angrily approached him and grabbed him by his hoof as he was aiming his Gauntlets and started squeezing to break the Gauntlet on the right hoof and damage Shocker's wrist.

"Ow! Damn you Spider-Man!" He tried attacking with the other hoof but Peter grabbed it and squeezed that as well, damaging it.

"It's Spider-Mane now Shultz". He then punched Shocker, knocking him to a wall.

Trixie smiled in relief, "Thanks for the help Peter".

Peter nodded, "Go to Twilight, and make sure she's not too hurt, I need to deal with the rest".

Trixie nodded and went to find Twilight; Peter looked and saw Balrog still fighting Pinkie. She got a few shots on him and managed to knock him over. She then jogged in place and held her hooves high, "Yo Adrian! I did it!"

Balrog growled and upon getting up, hit Pinkie with a dangerously hard punch, knocking her over. He then went to attack again, but Peter webbed him and pulled him over and nailed a really hard punch, really knocking him out.

At that point Lightning landed near him after having been knocked down by Johnny. Peter turned to her with a cold stare, "You…"

Lightning looked a bit frightened, "Why are you looking at me like that?" Peter then grabbed her and held her against the wall, "Johnny tried being nice, Twilight tried reasoning, me, I'm not gonna bother asking you, I'm TELLING you to knock this crap off!"

Lightning looked really frightened of Peter; he had the scariest look in his eyes, "Put me down! I'm warning you!"

Peter just raised his eyebrow, "You're warning me? You!? That's not how it works around here! I'm warning you, STAND DOWN!"

Johnny approached Peter, "Hey take it easy, let me handle it".

Peter turned to him, "You're not doing a good job!"

Johnny became a little more cautious, "Peter…take it easy now…I know you're a bit stressed out but the last thing you wanna do is hurt her too badly and make things a lot worse than they already are, I know she's on Wesker's side but that doesn't mean we take things too far, she could be just a victim."

While Peter was distracted, Lightning took the opportunity to punch Peter, which really hurt her hoof. That action only enraged him and the punched her really hard in her gut, causing her to spit blood, and then he tossed her against a wall. Lightning felt her wings snap from the impact of being tossed and she laid there in immense pain.

Johnny was surprised, Peter is never like this, unless something is making him like this, "Peter…what did you do!?"

"I'm dealing with this like I should have a long time ago!" Peter looked around and found Iceman fighting Rainbow Dash and Gambit fighting Applejack.

Johnny noticed where Peter was looking, "Dude…remember those are our friends!"

Peter looked like he didn't care; he was ready to cause major damage to them. Luckily for them Applejack managed to handle Gambit by dodging one of his attacks and buck kicking him to a wall, and Rainbow hit Iceman with a hard uppercut and did a few quick punches before kicking him in the face.

"That takes care of that", Applejack turned to Peter, "Sorry if ah hurt yer friends a bit there, maybe now we can remove them devices from them and free them from Wesker's control".

"Yeah, whatever", Peter said and swung off to find the other villains. That concerned Applejack, "What's up with Peter?"

"He's stressed over something, he just slammed Lightning Dust against a wall", Johnny said. Rainbow chuckled lightly at that, "Serves her right".

Johnny glared, "That's not a good thing Rainbow, Peter probably broke some bones, you know he has a guilt complex, suppose he calms down and realizes everything?"

Rainbow realized Johnny was right, "Oh no, that's true".

Johnny groaned, "Nevermind, just get those devices off them before they wake up!"

Meanwhile Vergil had slashed Logan a bit and stabbed him through his chest and kicked him back before turning his attention to the nearby Fluttershy. At this point she was staying away from X-23's sight while Spike battled her.

Vergil approached Fluttershy with an evil smile, but Logan leapt up and impaled Vergil from behind and tossed him against a wall. Logan rushed over to X-23, "Laura, stop!"

X-23 turned to Logan and glared, "You…!" She rushed at Logan but he managed to dodge and elbow her down. He then slashed the device she had on that controlled her mind.

"There, that takes care of things", he turned to Fluttershy, "You ok there kid?"

Fluttershy rushed over to Logan and hugged him, "Thanks Logan, you're my hero!" Logan returned the hug, "No problem kid".

Spike groaned, "Hey, what about me? I fought that crazy mare across the country practically!" Fluttershy approached Spike and hugged him as well, "Thanks Spike". Spike returned the hug, "Anytime Fluttershy, that's what friends are for"

Logan couldn't help but smile at the show of friendship, but the smile faded when he heard Vergil approaching. "I'm going to end you once and for all Wolverine!"

As Vergil went to attack, Peter arrived and punched Vergil's side really hard and kicked him up in the air before webbing him and slamming him down. Then he picked up Vergil and punched him a few times before punching him once more towards another part of town, same direction as Wesker and Bison.

Logan looked impressed, "Sweet Jesus, what's gotten into you Parker?"

"I took care of the villain, is that an issue!?" Peter shouted, scaring Fluttershy and Spike. Logan glared, "Take it easy Parker, you're very dangerous when you get carried away".

"Whatever, there's still one more left…where's that sick pervert Vega!?"

Peter swung around to look for Vega and found him on the other side of town, he had Rarity dead to rights, he stood over her and held his claw at her neck.

"You've brought this on yourself! If you joined me like Sweetie Belle did then you'd be in better shape than you are now!"

Rarity looked up at him in anger, "When Sweetie Belle finds out about this…she won't love you any longer".

Vega sighed, "Such is the price, I have a job to do, besides there are other mares, Sweetie isn't the only one that Parker's probably damaged emotionally…I wonder if Princess Luna is feeling lonely?" he looked down, "It doesn't matter, you will die now".

Before he can slam his claw down, Peter grabbed his claw and punched his ribs hard, before grabbing his claw and breaking it in half. He then punched Vega to a house and started pounding at him, his punches causing facial damage to Vega, and even punching stomach more, breaking several ribs, blood pouring from Vega's mouth.

"Don't look pretty now, don't you!?" he punched again, "You sick bastard! How dare you sleep with Sweetie Belle!" he punched again, and then grabbed Vega's fore-hoof and started bending it, much to Vega's pain, "I'm gonna break every single bone in your body you stupid son of a-"

"Peter behind you!" Rarity shouted.

Peter was so angry he wasn't paying mind to his Spider-Sense. Suddenly a hoof went right through his chest, Peter then coughing up a lot of blood. He looked behind and found Wesker glaring at him with an evil smile. Wesker had been badly banged up but recovered enough energy for a Rhino Charge.

"PETER!" Rarity shouted as Peter's body fell limp, Wesker shaking Peter's blood off his hoof. The others had arrived in time to see the damage; Peter was lying down nearly dead while Wesker stood over him in a triumphant way.

Twilight looked like she was gonna have a meltdown, "NO! PETER!"

Wesker was then joined by Bison and Vergil, who had also recovered from their beat down as they stood over Peter's body. Wesker then turned to the heroes, "You're strongest fighter has fallen, soon all of you will fall".

Wesker , Vergil &=and Bison went to approach the other heroes as they got into a defensive stance, but suddenly Bison was blasted back by a blue fireball after a loud "HADOUKEN!" was heard.

"What the-?" Vergil was then blasted back by a purple electric energy.

Wesker looked up and found himself blasted by a grenade launcher.

The heroes turned around and saw 3 Earth Ponies on a nearby roof. One pony had a yellow coat, long white mane and a long red trench coat with a sword on his back and two guns in his possession. One pony had a green coat with black mane and a bullet proof vest and a handgun in a holster, shotgun on his back and a grenade launcher in his hooves. A third one had a white coat with a black mane, he had a red bandana on his head and was in a fighting stance.

Wesker looked up and noticed the ponies, "It can't be!"

Vergil also noticed them, "You can't be serious!"

Bison shook his head and noticed the 3 ponies, "Did…did they come through the portal!?"

Logan stared at the ponies; they looked very familiar, "Those ponies, are they…?"

The 3 ponies got off from the roof and landed between the two parties. They turned around slowly to acknowledge Johnny, Logan, Trixie, Spike & The Elements with a glance, then focused on the 3 villains.

Wesker glared, "I didn't expect to see you here".

The green pony spoke first, "We're here to bring you back Wesker, you have caused a lot of trouble on the other two worlds".

The yellow one spoke next, "You've caused a lot of trouble bro".

Vergil growled, "Don't call me 'bro', I refuse to acknowledge you as my brother, you're a disgrace!"

The white one spoke next, "Come peacefully or we will use more force".

During the stare down, Twilight turned to Logan, "Do you know who they are?"

Logan nodded, "I think so…the one with the long coat is Vergil's brother Dante, the one with the vest is Wesker's old pupil Chris Redfield, and the one with the bandana is Ryu, a legendary fighter that usually deals with Bison".

Twilight seemed to remember what Peter had said once, something about twin demons, S.T.A.R.S. and Street Fighting, "They're from the Capcom World correct?"

Logan nodded, "Yeah, I have fought Ryu several times in my life, he's a tough fighter".

Ryu, Chris and Dante stared down Bison, Wesker and Vergil. The villains weren't sure if they had enough left to deal with fresh fighters, though they weren't sure how to deal with this. At that moment, Shocker stumbled over to the villains, with Lightning over his shoulder and noticed the stare down. He aimed a gauntlet but remembered that Peter destroyed them, "Damn…come on!" he did his best to make it work.

The 3 Capcom heroes continued staring down the villains, "Are you gonna come quietly, or by force!?" Chris asked.

"Please say Force, we're really bored", Dante said.

Shocker continued to attempt his blast until his thing started beeping, "Oh crap!" he managed to get it off and toss it at the Capcom heroes.

Chris noticed, "What the hell?" the beeping became faster, "It's gonna blow!"

Everyone ran for cover, the explosion took out part of some houses and caused a lot of smoke to appear. Vergil quickly summoned a portal so he and his allies can escape, though he made sure to grab Vega before heading in with Wesker, Bison, Shocker & Lightning Dust.

Everyone coughed and once the smoke dissipated, the villains were gone.

"Dammit!" Chris shouted. Soon enough Logan had approached him, "Looks like you've decided to join the party".

Chris glared, "I take it you're Wolverine, I recognize your hair, and your voice, plus your claws were just out a moment ago".

Logan nodded, Twilight then approached them, "We're so glad you're here, welcome to Equestria, I am Princess Twilight Sparkle, and I-"

Dante started laughing, "Twilight Sparkle? What the hell!?" he started laughing again, annoying Twilight.

"And that's funny because…?"

"Your name reminds me of those stupid vampire movies, and did you say princess? Are you some pretty pony princess who spreads the kindness of love and friendship all over the world?" he continued laughing, much to Twilight's annoyance.

"Yes, I do in fact, I am the Princess of Friendship and-"

Dante laughed harder, "Good God Almighty, seriously!? Princess of Friendship? Is there a Princess of Love too?"

"Yeah, my sister-in-law Cadance".

Dante laughed harder, Logan turned to Twilight, "Maybe you should stop telling him things, he's just gonna twist it into something humorous".

Chris turned to Twilight, "Let's make something clear, we don't really care to be here because none of us like the idea of being ponies, we look ridiculous, we're just here to grab Wesker, Vergil and Bison and then go home, so save your welcomes".

Twilight looked a bit upset; so far two of them weren't very friendly. She then heard the groans of pain from Peter, "Peter!" she rushed to him to check on him, his wound still pretty fresh, "Oh no, we need to get you to a doctor!"

Johnny approached her, "Don't worry, he'll be fine, remember Peter's tough, he'll live from this", at least Johnny hoped he would, but he needed to make sure Twilight wouldn't freak too much.

Twilight looked a bit teary, she was really nervous but Peter managed to speak, "Don't worry Twilight, remember I'm The Amazing Spider-Man, I can take a few blows, it's nothing new", he coughed up blood a little.

"You may be The Amazing Spider-Man, but you're still my husband, and I hate seeing you like this", she hugged him close, though not too tightly, she didn't wanna aggravate the injury.

Then Dante's interested peaked, "Wait…That's Spider-Man? So those stories are true? He did come to a world of ponies and married one? Wow…that's really, really…that's really gay", he started laughing more, Twilight was getting really agitated with his attitude.

"I'm getting veryannoyed at your attitude pal! You do not come to my world and insult me or my family! And you damn sure won't insult Peter! Especially after the fight he had against Albert Wesker!"

"Whoa, princess…watch your language, you're a pretty pony after all", Dante mocked.

Twilight looked like she wanted to hurt Dante really badly. Dante then approached Peter, "How the mighty have fallen, you were considered a great hero, now look at you, you couldn't handle Wesker and on top of that, you're a fucking pony with a wife named after some stupid movie series, I feel bad for your kids, if you have any".

That enraged Peter, "Don't you talk about my!" he stood up but fell over in pain, causing the others to rush to him, then Johnny got in Dante's face, "Hey buzz off, unless you wanna get burned!" he showed off his fire.

"Fire? Wait is that The Human Torch?" Chris asked.

"Damn right I am Mr. Zombie Slayer", Johnny said.

Chris glared, "You're not funny, also you look even more ridiculous as a pony".

"So do you, how'd you get here anyway?" Johnny asked with annoyance apparent in his voice.

Dante spoke up, "We ran into your brother-in-law, by the way, you can thank us for saving Ben Grimm, we freed him from Doom's control and he told us everything, between Reed Richards and a little help from Chun Li and Nathan Spencer, we managed to come to Equestria".

Johnny looked concerned, "Wait, Reed sent you? Or did you just ask to come?"

"Now here's the thing there Johnny boy"

"Don't call me Johnny Boy", Johnny warned.

"Yeah whatever, Reed was a little stubborn with us, so we had to rough him, your sister and some girl with daggers up a bit".

Johnny's eyes widened, "You attacked Dagger, Reed, and my sister!?" Dante held his hooves defensively, "No I didn't attack your sister…Ryu did, I attacked Reed and Chris went after that Dagger girl".

Johnny glared at Ryu, "Why you!" he went after Ryu but he side stepped and did a hard punch to his side.

Rainbow rushed Johnny to check on him, "Johnny!" She angrily turned to Ryu, "Hey go away you jerk!"

"His fault for trying to start a fight he wasn't gonna win," Ryu said.

Chris sighed, "This isn't important, what's important is that Wesker and his allies are gone, now we need to go find him", he looked to the others, "I suggest you all take the bench on this, we'll handle it from here, from the looks of things you have no idea what you've gotten yourselves into", he looked to Peter, "Especially you, runaway".

Chris walked off with Dante and Ryu. Ryu shot one glance at Peter, "Spiders…never any good", he then walked off while Peter was in pain, "This could not get any worse".

At that point a voice from a Mega Phone was heard, "Oh yes it can". The ponies looked up to see Thunerlane, sitting on the roof looking really smug. "Sup Parker?"

Peter groaned, this time not from the pain, "Not you again."

"What do you want!? Can't you see that Peter's hurt!?" Twilight asked.

"It's his own fault, he claims to be this big time awesome hero yet he can't even handle a few ponies, even with his super powered buddies helping. Those other three ponies seem to recognize Parker for the disgrace that he is!" Thunderlane said.

"Watch it pal!" Johnny warned. "We still got strength left to take you on right now!"

"Wow, that's very heroic, attacking a pony over a few harsh words, if you can't handle that then maybe you shouldn't be heroes," Thunderlane said, then looked back to Peter. "Honestly you do more bad than good half the time, look at the damage you caused this town! How can you protect the world if you can barely protect the ponies around you! How are we suppose to live in peace if you cause crap like this to happen Parker!?"

Peter tried standing up, wanting to say more but could barely move.

"Peter, don't over exert yourself, especially not for this low life," Twilight said.

Rainbow Dash glared up, "What's your deal with Peter anyway!? Shouldn't you be more grateful to him!?"

Thunderlane scoffed, "You want to know what my deal is? For the last five years all I've had to hear was how 'Amazing' Spider-Mane was, and how much of a great pony he is. What makes him so different than others? Because he has weird freakish powers!? On top of that he's an alien from another world that pretended he could fit in! Then he brought so much crap with him, between that freak trying to take over the multiverse, and now this group that has traveled from another world just to find Parker, and from what we've seen, they'll do just about anything to get to him! How is that keeping us safe!? His presence is a danger to all of us yet everypony ignores it because Peter is oh, so special and all the mares just love him and want to sleep with him, and all the guys are jealous and want to be like him. Thankfully I'm not one of those guys, I know I'm just as good, no, I'm BETTER than Peter Parker, a guy who needed Superpowers to even be relevant. Quite honestly if he didn't have those powers, he'd probably be some nerdy loser while the rest of us lived on in Harmony, after all this world got along just fine before Peter Parker showed up!"

Peter coughed a little before he looked up angrily at Thunderlane, "You think I wanted this to happen!? I do want ponies to live in peace! I try to keep you all happy! What I don't get is why are you so upset about that!?"

Thunderlane glared down at the hero. "Simple, you're not doing a very good of protecting us, quite honestly I'm almost certain you're in it for the fame, because you want the glory of being a hero and having all these mares surrounding you, that way you'll feel better about yourself while every other pony needs to feel so insignificant around you! Even my brother is starting to wish he were like you, because he feels that's the only way he'll even matter. He looks up to you, and it infuriates me that a guy like you is something my brother wants to be like!"

"That's your own fault for not being a good enough role model to Rumble!" Twilight shouted.

"I try! But no matter what I or any other stallion tries to do, it's not good enough because we're not Peter Parker! We have to put up with your husband's so-called perfect attitude, to the point where we're compared to Peter, that to be the perfect stallion, or at least the perfect Pony, you have to be like Peter, and honestly that's very hard to prove! Peter Parker gets handed everything because he runs around in some goofy looking suit while pretending to be a hero! But he's no real hero! A hero keeps places safe, not bring danger. Your husband's a fraud! Also quite honestly you and your fellow Princesses are frauds too! I'm sure other ponies feel that way but they know better than to speak up. That's why I'm here, to help their voices be heard! We'll no longer buy into the false claims of this Empire! We're gonna show that you, your Princesses, your friends, those other so-called heroes and your husband are nothing but a shame to this world! Your faults will be exposed!" Thunderlane gave a pitiful glare to Peter. "Also, to quote what that guy with the red coat just said, I really feel bad for your daughter, after all it's not her fault that she was born into a family like yours, to have a father like you who's likely gonna cause her more grief than happiness, because worst of all, she'll be expected to follow your example, and it's gonna be tough for her."

Peter looked furious, "Leave Mayday out of this!"

"Hey like I said, I have nothing against Mayday, I hope she turns out better than her father, because you are a sorry waste of a pony that never belonged in this world." Thunderlane said. Suddenly he heard some ponies land behind him. He turned to see Luna and some guards. "What? Are you upset about what I had to say?"

"After everything you just said about my sister and my friends, you bet I'm upset, you're coming with us!" Luna threatened.

Thunderlane put his hooves up slowly, "Fine, I surrender, I'll go peacefully and-", he threw down some smoke pellets and flew away quickly.

Luna coughed a bit before turning to the guards, "After him!"

They flew after Thunderlane but he seemed to be long gone. Luna approached Peter to check on his wounds, "Peter…don't worry, I will help you".

Peter nodded and smiled, "Thanks Luna".

Soon enough X-23, Iceman & Gambit arrived, they looked really confused.

"So…someone mind explaining a few things to us?" Iceman asked. Gambit & X-23 looked just as confused. Logan approached them, "Come, we'll explain everything".

They nodded and approached Peter, they did what they could to help him while he was in pain, the doctors soon came to check on him, this battle was still not over.

Author's Note:

Hope the battle did not disappoint, and obviously it's not over. But Peter can't catch a break it seems.

Thunderlane's attitude is similar to a character from the Batman comics.