• Published 26th Oct 2016
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From the Ashes - Boltstrike58



After Captain America: Civil War, the Avengers end up in Equestria, where the ponies must help them forgive each other.

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Chapter 23: Siege of the Crystal Empire

Equis, Crystal Empire

The crystal ponies were terrified.

Barely a year ago, they'd watched the magic of the Crystal Heart completely obliterate their tyrannical ruler, King Sombra, who'd been a constant source of nightmares. Now, not only were they learning the king was alive, but he was coming back to the Empire. Coming back to conquer it once more. They wouldn't have been more afraid if a gigantic dragon had fallen out of the sky, directly onto the Empire.

"Everypony calm down!" roared Shining Armor, magically amplifying his voice to carry it across the entire city. "We are evacuating you to Canterlot as quickly as we can! Please follow the guards to the transport chariots in an orderly fashion! Make sure to stop at the Crystal Heart!"

In order to ensure that Sombra couldn't get back into what was once his castle, in case he'd hidden anything nasty inside, as well as buy any remaining citizens more time if Sombra got there too fast, it was agreed that the Crystal Heart must be at maximum power, thus ensuring the stability of the Empire's shield. As the line of crystal ponies walked past the artifact, they knelt down before it briefly, sending a white pulse of magic into it. As they did so, their coats assumed their trademark, gem-like sheen briefly, before they rose to their hooves once more, hurrying for the chariots.

Shining Armor himself stood to the side of the central plaza, making sure none of the crystal ponies panicked and tried to rush off, risking their own lives in the process. Alongside him stood Thorax, trembling but keeping a brave face on. Shining had offered to send the changeling off ahead, but he'd insisted on staying to help. The pony had to admit he respected that.

"Shining!" called a familiar voice. Shining turned, finding his wife, Cadence, along with Sunburst, rushing towards him. "How is the evacuation going? What about Flurry? What—"

"She's fine," Shining insisted, placing a hoof on his wife's shoulder. "Flash Sentry took her to Canterlot as soon as you sent the letter. We're getting the rest of them out as fast as possible. I think we've gotten half the ponies out by now. Thorax?"

"Maybe a little less," said the changeling. "We have to wait for more chariots from Canterlot."

"Too bad we can't just load them up in the train," lamented Sunburst.

Candence breathed slowly. "Thank goodness." She turned her gaze to the outside of the barrier, and the frozen wasteland. "I hope Twilight and the others know what they're doing."

So do I, Shining Armor thought. Good luck, Avengers.


Twilight was grateful that the current season wasn't conductive to blizzards, even in the frozen north. Compared to Equestria's manageable, manufactured weather, the storms of the frozen north were something fierce. Even a team of fully trained pegasi couldn't wrangle one, if Celestia and Luna's battle against the climate during Flurry Heart's crystalling was any indication. As it was, the current climate was a brisk cold, with a layer of snow covering the ground, but little wind. The lavender alicorn didn't think she'd be able to stand freezing in addition to the nerves she felt as she waited for Sombra to come, within sight of the Crystal Empire.

Twilight was currently sitting alongside her fellow Elements of Harmony, Starlight, Celestia, and Luna, staring in the direction they were certain Sombra would attack from. Fluttershy, the least accustomed to such situations, was pacing nervously, rubbing herself with both wings to keep warm. Rainbow appeared to be staring at her reflection in a small mirror (from Rarity, no doubt), psyching herself up. Applejack and Rarity both opted to simply sit in place, muscles relaxed. Pinkie, for once, wasn't bouncing around like a dog toy, merely resting on her rear. Celestia and Luna were both in deep mediation. Starlight could do nothing but shiver nervously.

"Are you absolutely certain about this, Tony?" Twilight spoke into her com-link. "If he doesn't fall for it—"

"He will," Tony replied, calmly. "Believe me, I've dealt with enough self-righteous maniacs in my day. I know Sombra's type, he thinks he's already won. Speak of the devil..."

Twilight looked over the horizon, discovering that Tony was right. A massive black cloud, darker than any thunder cloud Equestria had ever seen, was approaching in the distance. This dark blob was even bigger than Sombra's usual amorphous form, nearly as large as the now destroyed Golden Oaks Library, and from what Twilight could see, this one looked less like an assumed state and more like a fully-fledged, monstrous transformation. Sombra's blood red horn, green eyes, and fangs remained on the beast's head, but below the neck, his body had assumed a humanoid shape, with broad shoulders, and arms stretching out to the sides, ending in clawd hands. In the center of his chest sat a massive stone column, presumably the Monolith. The atrocity had no feet, merely floating over the snowy landscape.

As he came closer, the ponies noticed that Sombra had, as expected, brought his army with him. Phobos, Deimos, and Grogar came alongside their master, accompanied by another group of shadow Equestrian creatures, pulled from their resting places in some graveyard. Even worse, this time they were coated with a thick layer of the black crystals Sombra created. Only their eyes remained, glowing white underneath the pointed rock, betraying their nature to any who would mistake them for intricate sculptures. Ponies, Griffons, Donkeys, Yaks, and what looked like Hippogriffs, all marching as mindless soldiers. Twilight swallowed nervously.

With barely a few yards left between them, Sombra ceased his approach, holding up one giant hand. His troops took the prompt, halting behind their master.

"So..." Sombra chuckled to himself, "the great Princess Twilight Sparkle still decides to stand up to me, even when she has no hope."

"We will never give in," Twilight retorted, keeping her voice strong. "Not as long as we live to fight back."

"You'd better give up now, Smokey!" Rainbow yelled, punching her front hooves together. "Because you ain't getting past us!"

"Silence, Dash, the adults are talking," Sombra growled. He turned his gaze to the princesses. "Celestia! I would've thought you'd tossed yourself into a volcano by now! Did you manage to convince yourself that you work for the greater good again, no matter whose life you ruin?"

Celestia didn't falter this time, as she pointed her halberd directly at Sombra. "Stand down, and no harm will come to you," she said. "If not, prepare to face Equestrian justice."

"And we'll add 'violating the dreamscape' to your list of crimes," Luna added, unsheathing her sword.

The abomination that was once Sombra faltered. He had to admit, he hadn't expected this. After verbally tearing apart everything she'd worked for, he'd assumed Celestia would be broken beyond repair. Yet she hadn't even acknowledged his insult. Still, he wasn't worried. Nine ponies weren't enough to stop him.

"Before you came here..." he began, unable to resist more taunting, "did the Avengers manage to kill each other, leaving you to bury the corpses? Did they abandon you, realizing Equestria isn't their problem? Or were you forced to bind them down, in the hopes that you could stop them?"

"What makes you so sure you got rid of 'em?" Applejack retorted, angry.

"Cute," Sombra chuckled to himself, "but they clearly aren't here. Not to mention humans instinctively tear each other to pieces at the first opportunity. I would've expected Thor to stand alongside you, but even he seems to have abandoned your pointless cause. Still, I'll get to Asgard in good time."

"Don't insult our friends, you big meanie!" shouted Pinkie.

"That's the least of your problems." Sombra leaned down, towering over Twilight and the others. "Any last words before I wipe Equis clean of the scourge of your existence?"

"Yeah." Twilight stood her ground, igniting her horn with its magenta glow. "Take it away, everybody."

Behind Twilight, it was as though a giant invisible hand was peeling away part of the background. A spot of barren, white snow faded away, revealing a very familiar, huddled group. Sombra didn't even have time to react before Tony, Vision, Rhodey, Thor, and Spike all opened fire on him with their energy powers. Celestia, Luna, and Starlight all added their magic beams to the combined attack, all aimed directly at Sombra's head. The blast didn't seem to harm him quite as much as it would have pre-Monolith, but it was enough to force him back. His henchmen were forced to dive to the side to avoid the falling titan, though a few of the shadow creatures were smashed to pieces.

"What?!" screamed Grogar, falling on his knees.

"Surprise!" yelled Tony, rocketing into the air. His shoulders opened up, releasing a flurry of tiny missiles aimed at the shadow creatures. Some of the unicorns blasted the explosives out of the sky with their magic, but the majority found their targets.

"Twilight! Now!" Steve shouted, hurling his shield directly at Phobos. It bounced off the faun, ricocheting into Deimos, before bouncing back to Steve's hand, from which he tossed it once more.

Twilight obeyed, following their pre-made plan. Her horn ignited with pure magic, opening a tiny dimensional pocket, and releasing the hexagonal chest. The six keys, bearing the Cutie Marks of her and the other Element Bearers, sat secure in their locks. Twilight and the others gathered around their individual keys. They reached out with one hoof each, and turned the keys.

The lid of the chest burst open, releasing a storm of rainbow-colored light. The massive beam launched into the sky, rising nearly to the height of the clouds, before making a sharp turn and zooming back down. The rainbow split into six beams, each one flashing onto one of the Element Bearers. Twilight and the others disappeared in white light, as the Harmony power coursed through them.

With a blinding flash, Twilight, Applejack, Rainbow, Pinkie, Rarity, and Fluttershy all reappeared, this time with flowing manes, stretched to the length of their bodies. Streaks of new colors appeared in the hair, and the wings of Twilight, Rainbow, and Fluttershy were tipped with new, glowing feathers. Their eyes opened, flaring pure white, as they levitated up, arranged in a hexagonal shape.

"Sombra," Twilight announced, pointing her hoof at him. The twisted abomination that was Sombra glared back at her, blocking one of Thor's lightning bolts with his claw. "This is your penance."

The six ponies began to radiate even more light. Streams of energy, glowing with all the colors of the spectrum, lashed out, stabbing into Sombra's massive torso, surrounding the Monolith. Sombra howled with rage and pain, as more and more beams latched onto his body. Spreading her wings, Twilight came together with the others, focusing all their magical blasts into a single, focused, gigantic rainbow laser, aimed directly at the Monolith.

And that was when everything started to go wrong.

Grunting under the weight of the Rainbow Power, Sombra's cold eyes snapped open, as he focused his dark purple magical aura around his horn. Black lighting bolts zapped out from the pointed tip of the horn, enveloping Sombra with a massive, black energy shield. The rainbow blast collided with the shield, and although a few small cracks appeared on its surface, it held. With a final roar, Sombra pushed the shield outward, banishing the rainbow and hitting all six ponies with a shock wave of pure, dark magic.

Twilight and the others screamed as they were knocked out of the air. Traces of the black electricity zapped their bodies as the Harmony Power faded, returning them to their normal forms. Wanda barely managed to throw up a massive net of red energy, catching the six mares before they could slam into the snow. She gently levitated the group down, as the magical chest closed once more beside them. Celestia, gasping with shock, rushed over to the fallen Twilight.

"Um..." Spider-Man stuttered, "I'm guessing that wasn't supposed to happen."

Sombra, free once more, threw back his enormous head and cackled, his wicked laugh echoing across the snow-covered field.

"Now you understand!" he laughed, pointing one sharpened finger at Twilight. "I've attained the powers of gods! Not even your pathetic Elements of Harmony can harm me now!"

He lunged forward, as if to crush the ponies under one gigantic fist, but Tony, Vision, and Luna hit him with their blasts simultaneously, causing him to flinch long enough for Celestia and Starlight to move the ponies and the chest away.

"You haven't won this fight yet!" shouted Rhodey, firing his chain gun at Sombra's head. The dark unicorn growled at the bullets, but they failed to leave any lasting impact. Tony and Vision, taking to the air, added their own attacks to the mix, pissing Sombra off even further. So the Avengers were alive. So they continued to resist him. He could live with that.

"Enough!" he screamed, conjuring up several sharpened black crystals and launching them at the Avengers, who barely managed to dodge. "Kill them all!" There was nothing else to be said.

"Now we're talking!" Phobos laughed, charging his staff with yellow light. He fired his beam towards Spider-Man, only to have the attack intercepted by Steve's shield. Taking the opportunity, Spider-Man caught Phobos by the head with a web, swinging the faun around and smacking him into Deimos.

"Fools," Grogar muttered condescendingly under his breath. He rang his bell, directing the massive army of resurrected Equestrians to attack.

Sombra, meanwhile, took the golden opportunity to attack the helpless Element Bearers. Or, rather, that's what he would've done, had a human he didn't recognize stepped between them. The man looked rather harmless, relative to his comrades, with his messy brown hair and plain clothes.

"Move," Sombra commanded, "or die where you stand."

"Sorry, pal," Bruce shot back, clenching his fist, "but you just beat up some ponies that I consider friends. When you hurt someone's friends, they get angry. And believe me," he growled, his teeth grinding against each other as green veins began to extend up his face, "you won't like me when I'm angry."

What happened next passed by so quickly, Sombra would've been at a loss to explain just what it was. One moment, the gargantuan unicorn abomination was leaning forward, intending to bite the human in half and spit his disgusting corpse out. The next, he'd been on the receiving end of a punch stronger than a blow from Mjӧlnir. Sombra's distorted body tumbled over backwards, as his troops rushed to avoid being flattened underneath him, for the second time. Leaning up on one elbow, Sombra discovered the source of his woes; a massive, green, humanoid beast with the largest muscles he'd ever seen.

"The Hulk," he groaned, levitating himself into the air once more. "Wonderful." The creature roared with unmatched fury as it leaped at him.

Twilight and the others, from their beached position in the snow, could only stare, their mouths wide open, as the Hulk began pounding on Sombra with both fists, the blows apparently strong enough for Sombra to actually feel them.

"Wow," Fluttershy breathed, so shocked she didn't even tremble in fear. "He wasn't kidding."

Tony punched through the crystal armor of a shadow griffin, obliterating the monster underneath, as he flew over to the resting place of Twilight and the other Elements of Harmony, along with Celestia and Wanda. All of the ponies, thankfully, were still conscious, but it was clear that the failed attack had taken a toll on them, even as they got back on their hooves. Tony, Wanda, and Celestia kept firing at the approaching army, waiting on them to regain some of their strength.

"So, uh, our big ace in the hole didn't work," Natasha said over the comlink, as the fired her widow's bite. "I don't suppose anyone brought a backup plan?"

"He isn't immune to it," Twilight protested, rubbing her head. "He just blocked the Harmony magic. We can still use it to stop him!" She looked over at the hexagonal chest. She turned the keys experimentally, but the chest only revealed a weak glimmer of light within. "The power needs time to recharge. We can't fire again right away."

"And if he escaped because he can block it," said Celestia, studying Sombra's form, which was currently swiping at Luna, Thor, Sam, and Vision, having thrown Hulk away, "firing it at him a second time would be an exercise in futility. He'd just block it again."

"Damn," Tony grumbled. He focused his HUD on the Monolith inside Sombra's chest. "Friday, gimme a scan. How vulnerable is that thing?"

"No good, Boss," replied the A.I.. "He's coated the outside of the Monolith with vibranium." Tony's optics zoomed in, showing the coating of metal on the magical artifact. "It would take a massive, concentrated attack just to burn through it. He won't stay still for that long."

Tony noticed the arc reactor Sombra had attached to the middle of the Monolith. "That explains what he did with all our stuff. God, I'm beginning to hate this guy."

"Oh, perfect," grunted Rainbow Dash, standing back on her hooves again. One of the shadow griffins managed to slip past Celestia and Tony's cover fire, diving at Rainbow with claws extended. The pegasus took to the air with a flap of her wings, dodging the slash before hitting the armored, undead being with both front hooves, cracking the crystal surface and knocking it out of the sky. "I'm all for slugging it out with these things, but I don't think that's going to solve our problem."

"Actually," Tony replied, blasting a shadow yak with a tank missile, "I might have something." A hidden compartment the back of his armor opened, revealing a long, pointed black object. Tony reached in and grabbed the object.

"Is that...the vibranium shard?" exclaimed the princess.

"It's not much," Tony admitted, "but you said vibranium blocks magic, right?" He pointed at Sombra's horn. "So we jam this in there, he can't protect himself from the magical friendship cannon."

"Maybe," Twilight said, hesitantly, "but I never got to test the upper limits. It probably won't be able to block all his magic for long. It'll absorb as much as it can until it bursts. We won't have much more than...a couple seconds. Not to mention, how are we going to get it into his horn in the first place?"

"Well," Tony grumbled, pocketing the shard once more, "it's not like this job's ever easy."


Grogar didn't believe he could become more irritated with the humans than he already was, but it happened. Not only had they survived the master's mental assault, they were continuing to fight back. And it was for a country they didn't even owe a debt. It was infuriating. Even worse were the blows they kept raining down on him, such as the axe-kick the one in the cat suit dealt to his forehead. Grogar snarled, firing a bolt of lightning from both horns, but the Black Panther rolled to the side, leaving the ram open to another bolt of magic from the pink unicorn.

"Master," he mentally sent to Sombra, "this is an unexpected development. These humans are impeding-"

"I don't care!" Sombra screamed in his head, forcing Grogar to grab his skull in pain. It was one of the few times he'd ever seen the master genuinely angry. "I will have the Crystal Empire! I will have Equestria! Take it from them now!"

"V-very well, master," Grogar responded. He wasn't willing to defy his leader, not at this stage.

Grogar's bell rang once more, the echoing gong reverberating across the vast, snowy expanse. Several of the shadow ponies, standing behind their comrades, immediately turned their attention to the Crystal Empire itself, the transparent dome an outstanding sight in the icy realm. Breaking away from the battle, several shadow ponies and griffons immediately charged towards it. Luckily, the attack was spotted by the team's eyes in the sky, Sam and Rainbow.

"Uh, Twilight?" Rainbow asked, nervously. "They can't get through the barrier, right?"

For a moment, it seemed as though Dash's fears were unfounded, as a group of shadow earth ponies and unicorns raced to edges of the city walls, only to slam into the Crystal Heart's protective shield. Undaunted, the ponies retaliated, the unicorns blasting it with their horns, and the earth ponies trying to claw through it with the sharpened hooves of their crystal armor. The barrier held, despite the gasps of the remaining crystal ponies.

It didn't last.

Behind the front line of attackers, a group of shadow diamond dogs halted, seeing their companions' efforts weren't amounting to anything. Taking things into their own paws, they began furiously digging through the snow, the ice, into the cold earth beneath, their undead forms feeling no pain as they pierced the frost. Soon enough, tunnels were being formed, digging straight under the barrier. And emerging into the crystal plaza.

"Oh, crap!" Sam grunted, as he kicked away another shadow hippogriff.

"I got it," came Clint's calm voice over the com link. Clint, knowing he was less suited to charging into battle, had stayed inside the barrier, just in case the assault had managed to breach the force field. Standing on a spire of the crystal castle, he notched an arrow, aiming it at the emerging diamond dogs, and fired. The explosive arrowhead split into half a dozen smaller projectiles, Clint's superior aiming skills ensuring they manged to hit every single invader. The arrows burst, leaving the shadow diamond dogs without heads, and the rest were soon obliterated by Shining Armor and Cadence.

"So, who exactly designs a barrier that doesn't extend to the underground?" complained Rhodey.

"Hey, it's not like the ancient Crystal Empire ever had to defend from diamond dogs!" Cadence protested, having been given her own ear piece.

"I can try to extend it," said Shining Armor, linking his magic to the Crystal Heart. "But it'll take time."

"We're gonna need some more eyes in the streets," said Steve, bashing an earth pony shadow away. "Starlight! Bucky! T'Challa! Spike! Spider-Man! Go!"

"Understood, Captain," replied the king. He turned and rushed towards the barrier, the others joining him on the way, Spike riding on Starlight's back. As they passed by the tunnels, Starlight used a quick burst of magic to cave them in. At least more of Sombra's troops wouldn't be using the same entrances.

The quintet froze in their tracks, however, as a massive claw of darkness slammed down in front of them. Turning, they beheld Sombra's massive form, holding Luna with his other claw. The alicorn was trying to stab into the darkness with her sword, but alone, it had little effect.

"And where do you think you're going?" he snarled down at them. His eyes focused on the dragon. "Spike! You've saved me the trouble of hunting you down!" Spike curled his claws into defiant fists, trying not to show any fear.

Hurling Luna to the side, Sombra gathered his magic in his newly-freed hand. A massive ball of the familiar black crystal, sharp points emerging from various points on its surface, began to form in his hand, larger than Celestia herself. Snapping his fingers, Sombra summoned a fence of black crystal spires around the quintet, before hurling the crystal mass at them.

Grunting in frustration, Starlight started charging her magic, preparing to counter. Luckily for her, it turned out to be unnecessary.

"Heads up!" yelled Scott, jumping off of Spider-Man's shoulder in his miniature form, growing back to normal size as he did so. In his hand, Scott held a small, silver disk with a red glow in the center. He reared back and pitched the disk at the crystal bolder flying at them. As the two mismatched objects collided, the bolder shrank to the size of a gumball, before hitting the snow with a thump.

Nobody spoke for a couple of seconds. The silence was interrupted by Spider-Man, jumping for joy and yelling "Awesome!"

That snapped the others out of their funk, including Sombra. "Why you little—" he started to snarl, only to be cut off by Celestia hurling her halberd, encased in an aura of golden magic, stabbing into his neck. Sombra screamed and recoiled, pulling the weapon out of his morphing flesh, as Celestia, Thor, and Vision all fluttered around his head, trying to pelt him with more blasts.

"We gotta keep going!" shouted Spike. He rushed up to the crystal spikes surrounding them, inhaling a massive breath. Opening his mouth again, he released a large stream of green flame, bathing the crystals in emerald, and melting them. Free, the earth-bound Avengers rushed into the Crystal Empire, with the exception of Scott, who shrank down once more to avoid the swiping claws of a shadow griffon, and leaping up into a rising punch, shattering the griffon completely.

"Not bad for a guy named after a harmless insect," said Rainbow, as she slammed a shadow hippogriff into the ground. The miniature Scott continued his momentum, landing on Dash's back.

"Harmless?" he scoffed. "Lady, the stories I could tell you."


The newly-dug tunnels hadn't been open for very long, but a handful of dark ponies had still managed to make their way under the barrier. The remaining crystal ponies were definitely afraid, but managed to resist the urge to panic, and scurried off to the evacuation site. This was assisted by Shining Armor, Cadence, Sunburst, Thorax, and Clint, who fired at the approaching shadow ponies. The initial volley of attacks wiped out most of them, and the stragglers were eliminated by T'Challa's group.

"We're gonna need to set some sort of perimeter," said Starlight, as she used her magic to collapse the tunnels on the inside of the barrier. "They've got more diamond dogs. They'll keep digging into here."

"I agree," replied Cadence. "They'll be able to dig in from pretty much any direction. And if they get to the Crystal Heart, we're finished."

"Okay," Clint spoke from his perch. "Spidey, Spike, you've got the central plaza. I'll try to direct you from up here." He fired another arrow through the inside of the barrier, wiping out a dark hippogriff that had insisted on trying to claw through it.

"Gotcha," replied Spider-Man, leaping into the air and web-swinging over to the tower. Spike rushed over to join him, giving his own statue an appreciative look as he did so.

"Starlight, you're on tunnel duty," said Bucky, loading a fresh clip into his gun. "Your magic basically seals those things up instantly, so we won't have to stand around them."

"I can help with that," chimed in Sunburst. Beside him, Thorax nodded as well.

"We'll keep moving the evacuation," said Shining Armor. "The crystal ponies are sitting ducks out here."

"Good," replied T'Challa. "Sargent Barnes, shall we?"

"Gladly," Bucky replied. He and T'Challa took off in opposite directions, beginning their patrol of the city's outer rim. Starlight, Sunburst, and Thorax took their own routes, even as more diamond dog shadows began digging their way under the force field.


The Element Bearers had fully recovered from their failed attack, and they were finally able to do their part in the battle. Even Fluttershy was making an effort, though most of her assault was limited to using the "Stare" to immobilize enemies so that one of the others could take them out. She froze a charging shadow minotaur in it's tracks, giving Applejack the chance to buck it straight into Steve's shield, where it shattered.

High above the ground, Twilight and Rainbow had joined the other flying Avengers, along with the princesses, blasting shadow pegasi down. Twilight swerved to avoid a shot of green light, courtesy of Deimos, before responding with her own magic beam. The faun dodged her attack, but left himself vulnerable to an electrified charge from Natasha's Widow's Bite. Rhodey followed with a unibeam, sending Deimos crashing into his brother.

Twilight looked up at Sombra, who was battling Celestia, Luna, Thor, Hulk, and Vision. To their credit, the assault was proving difficult for Sombra to counter, even as he formed more tentacles from his body to swat at them. Hulk kept punching before he could soften his body mass, and Luna managed to stab him with her horn, blaring with magic. The wound sealed up quickly, though, meaning and Sombra's stamina appeared inexhaustible.

"We're not wearing him down!" she shouted into her mic, as she telekinetically froze another shadow pegasus, and pitched it out of the sky. "We need more reinforcements on Sombra!"

"We can't spare many more people!" Wanda replied, firing more blasts of red energy. "These things are everywhere!"

"I might have a solution," Scott's voice came over their coms, "Something that can knock the little guys and the big guy around at the same time."

"You serious?" Rainbow chimed in. Scott was still riding on her back, clinging to her prismatic mane.

"Oh, believe me," said Sam, "he is. Go for it, Tic-Tac!"

Scott smiled, as he reached for the controls on his wrist console. He activated the appropriate settings, before leaping off of Rainbow's mane, and pressing the button on his glove.

The pegasus' exclamation when he jumped off was quickly drowned out by a gasp of pure amazement. One instant, Scott had been tiny, smaller than an actual ant. The next, his body expanded, growing larger and larger until he stood almost as tall as the barrier around the Crystal Empire.

"Oh, boy, here we go again!" said Rhodey.

Inside the barrier, Spider-Man cheered. "Whooo, Ant-Man!"

Scott chuckled to himself. "Fee, fi, fo, fum," he bellowed, as his massive feet stomped on the shadow ponies below.

"For the record, I'm glad he's on our side this time," said Tony.