• Published 6th Nov 2016
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Spiders & Magic: Heroic Harmony - Masterob



The Marvel Superheroes and The Equestrians team with The Capcom Fighters to stop some powerful enemies.

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The Final Battle Part II

The heroes and the villains continued to fight hard, neither side willing to back down from each other.

Wesker and Peter exchanged blows and punches, Peter getting Wesker in the stomach, Wesker getting Peter in the jaw, Peter kicking Wesker in the head, Wesker kneeing Peter in the sides, it ended with both of them punching each other at the same time, knocking each other back.

Both of them got into a stance, then rushed again, this time Wesker dodging to the side and kicking Peter down. He punched down at Peter, but the hero grabbed Cap's shield from his back and used it to block the punch.

Wesker again tried to attack but Peter rolled to the side and whacked Wesker in the face with the shield, then webbed him to toss him aside.

Wesker started to snarl, "You can't keep this up forever Peter."

"I'll go as long as it takes," Peter said, standing in a fighting position. A moment later, Chris and Jill stood beside him, both ready to take on Wesker.

"We've waited a long time for this Wesker," Chris said.

"You're about to get what's coming to you," Jill said.

Wesker got back in stance, smiling sinisterly. "Perfect, just the three I wanted to finally put an end to."


Vergil and Logan went at each other, attacking viscously as Vergil's sword collided against Logan's claws.

"Give it up, my Alicorn Amulet only increases my power!" Vergil said.

"As well as yer annoyance!" Logan shouted, getting Vergil in the chest with a claw swipe.

"Ah! Damn you Wolverine!" Vergil said, then swiped again.

Dante arrived and attacked with his sword, which Vergil quickly blocked, then parried it away.

Dante swung his sword again, attempting to take down his brother as Logan rushed in, attacking with his claws. Vergil quickly blocked both of them but Twilight found an opening to blast Vergil across the field.

She rushed to attack again, charging up her magic, but Vergil jumped over her head and sent a light sword through her hind leg, effectively piercing through it.

Twilight cringed in pain, slowing her movements, allowing Vergil to get in closer. Right before he attacked, Dante had gotten in front of Twilight and blocked the sword strike from his brother.

"Never thought I'd see you trying to save a pony," Vergil said.

"What can I say, kinda starting to like them," Dante said with a smirk, parrying the sword and punching Vergil away.

Logan rushed to her, "How's the leg?"

"It's fine," Twilight said, shaking it off. "I'm not done fighting."

Vergil looked impressed, "Strong for a Pony Princess, let's continue this then."


Elsewhere the Ultron bots were still attacking the heroes around. Strider took down several with his quick sword strikes while Spencer actually grappled on some and flew around in the air, firing his Hiker gun at the robots in the air.

"Chew on this!" Spencer said, swinging around from robot to robot as he shot them.

"Huh, that guy's having fun," Ant Man said, then saw more robots approach. "But so am I."

He constantly shrunk down to punch the robots, shrinking back up to confuse them then shrinking again, continuing this very often.

Chrysalis sent her Changelings to attack, each of them blasting the robots with their magic. "Take them down quickly my children!"

Ember and Spike double teamed many of the robots, both using their weapon skills and fire to their advantage.

"I'm amazed at how many of this guy there is," Spike said.

"Same here, what a pain," Ember said.

Lightning flew around with Laura on her back, taking down all robots in sight when they saw The Wonderbolts fighting a bunch of them. But they also saw on t he ground below that Tron would constantly fire at the Wonderbolts while standing on top of her Gustaff, and any one that got too close would be whacked away.

"I'm not gonna rest until I destroy each and every one of you Wonderbolts!" Tron angrily shouted.

"Wow she's pissed, she's also a little more aggressive than I expected," Laura said.

"She's always been a bit confident, but yeah I've never seen her this mad," Lightning said.

Tron kept firing, though started to grumble. "Really wish I had the Gesellschaft with me, my Gustaff can only help me so much."

Rainbow Dash kicked down, but Tron put up her shield and grabbed Rainbow Dash. "You're really getting on my nerves!" She started slamming her around and then tossed her into several Wonderbolts, including Soarin and Fleetfoot.

Tron aimed her weapon and fired at Johnny, causing him to swerve mid-air and sent a flame blast down on Tron, which she flew up on her machine to avoid and punched him out the sky.

She used her communicator to bring in more Ultron robots to attack The Wonderbolts specifically, "Lets see you try to destroy these robots!"

As she continued to fight, Lightning turned to Laura, "Should we go help them?"

"I think they've got this, besides I see Hawkeye making his way over," Laura said, gesturing to the Archer of The Avengers flying over and firing his arrows. Laura pointed elsewhere with her claws, "Besides, I wanna try fighting that chick."

Lightning looked over and saw that Laura was gesturing to Juri, who was fighting off Felicia.

"Come on, can't you fight better than that?" Juri asked, doing her speedy kicks to Felicia.

Felicia did her best to keep up with Juri's speed, but she proved to be tougher than expected. "You're tough, and fast, I can see why Wesker recruited you."

Juri kicked her away and got into her fighting stance, "Glad you noticed." Electro came to attack, but Juri managed to block his attacks, and also blocked Thunderlane's attempt at a surprise attack.

"Come on now, I know you can do better than that," Juri taunted.

Thunderlane groaned, "This chick's pretty good."

Juri went to attack again, but Laura had jumped down from Lightning's back, attempting to kick Juri on the way down. Luckily she had dodged the attack from the Weapon X clone at the last second, then went for a surprise kick, which was quickly blocked, both mares then jumping apart from each other.

"You should be fun," Juri said, getting into a stance, "Give me a good fight."

"Gladly," Laura said, rushing over to attack with her claws. Juri was able to dodge most of the attacks, but took one swipe to her cheek, cutting Juri a bit.

"Wow, you're quick," Juri said, wiping the cut. "But I'm quicker." With that Juri rushed over with several quick kicks, speed Laura had a hard time blocking for the most part.

"Damn she's fast, I kinda like the challenge though," Laura said, knocking Juri's kick away and doing a kick to her face.

Nearby Lightning Dust had gone to check on Vega, who was still being tended to by Sonata. "Oh no, how is he?"

"He's hurt pretty badly," Sonata said. "I hope this ends soo so we can go get him checked out somewhere."

"Ladies, don't worry too much about me, I just want the two of you at the very least to make it out of this unharmed," Vega said.

Lightning looked over to the fight between Laura and Juri, then over to the other fights nearby. "That might not be so easy."

"We'll make it, Peter will keep us safe, they all will," Sonata reassured.

"I shouldn't have reason to doubt that, Peter saved the world big time against Tirek last year, I don't doubt that he can do it again," Lightning said.

Sonata nodded, looking to the other fights.


Ultron continued to zap all the heroes and fighters that approached him, firing from his wrists, chest and his mouth, even shooting out extra beam from his body, zapping all those who come near him.

"He has a lot of power," Strider said, dodging each blast.

"Seriously, just what the hell do we do against that type of strength?" Deadpool asked while shooting at him.

"Give me a moment to make a plan," Stark said, blasting him with his lasers.

Remy groaned as he twirled his staff, "How can one robot be so much trouble?"

"This being truly is dangerous," Chrysalis said, taking a step back while trying to charge her magic.

Ember was suddenly knocked back by Ultron, "What a pain."

Wasp flew in to zap the Android, but she got whacked back pretty hard. Luckily Spike was able to run in and catch her before she hit the ground. "Janet?"

Wasp shook it off as she looked up at Spike, "I'm fine."

"How is he so strong?" Spike asked.

"A lot of work was put into him, he was supposed to protect our world, obviously that's not happening here," Wasp said.

Spike looked worriedly at Ultron, knowing that the robot probably still had a lot more fight. "There's gotta be a way to stop him, he can't be that strong."

"On the contrary young dragon," Ultron said. "I am superior to you mortal beings in every way."

Sunset Shimmer and Ryu approached him, standing side-by-side.

"We'll see about that," Shimmer said.

Ryu got into a fighting position, "Even you must have your limits."

"With how weak you all are, I doubt they will be reached, your efforts will ultimately mean nothing," Ultron said, extending his arms out.

Sunset then blasted Ultron with her magic, though the robot rebounded and flew to attack her, but Ryu had gone in and kicked him in the face, then immediately started throwing a quick flurry of punches to his chest and then blasting him back. "HADOUKEN!"

Ultron stumbled, but quickly rushed in to knee Ryu in the face and then toss him away before firing a laser at Shimmer. Luckily she dodged the laser, but couldn't dodge his punch.

Stark flew to attack again, but Ultron blocked a beam attack and fired a beam of his own from his chest to knock Stark back.

Strider groaned a bit hopelessly, "That power is hard to match...but I cannot give in!"

Strider rushed in to attack with his sword, Ultron blocking each strike and then kicking Strider back and flying over to punch him into the ground.

"Fools, they know not the potential of my power!" Ultron shouted, floating into the air, looking for more places to direct his robots. "Before this day ends, I will ensure the destruction of this world."

Peter noticed Ultron from where he was, "Damn, he's becoming a real problem."

While he was distracted, Wesker rushed over to punch him across the fields. "Stay focused on me Peter!"

Chris took this moment to punch Wesker a bunch of times, "You should be focusing on me!"

Wesker eventually grabbed a punch and tossed Chris, but Jill flew in with a bunch of kicks to his face.

Peter shook off the sucker punch and looked again at Ultron. "He's gonna be the biggest problem of them all." He also noticed the other heroes fighting the robots, noting the signs of exhaustion.

Wesker was fending off attacks from both Chris and Jill, quickly blocking the blows from his former apprentices. Peter focused back on Wesker and saw an opening to attack. He rushed over and punched him across a distance.

"We gotta end this soon! The more this goes on, the least likely we might win!" Peter said.

"You mean Wesker's strength?" Chris asked.

"That and some of our allies are getting tired, keep in mind Ultron's a robot, he doesn't get tired," Peter reminded.

"Damn, good point," Jill said.

Wesker trotted angrily towards them, "He's the least of your concerns! As long as I'm still moving, I will ensure your destruction!'

Peter got into a stance, "What caused him to be like this?"

"Got me, to think I once respected him as my teacher," Chris said.

"But in the end, he was just another fool from Umbrella," Jill said.

With that all three went to attack again.

Nearby Mayday was flying over on a newly build Spider Glider with her invention, a newly upgraded version of the Twilight Arms. "Hopefully these should be strong enough to help my daddy against even that Ultron guy."


Back at the fights, Tron is still firing her gun at all the Pegasi and Spencer, hoping to knock one of them out of the sky.

"Bunch of pests, I will take you down!" Tron kept firing, eventually getting Soarin right in the shoulder, causing him to fall.

"No! Soarin!" Fleetfoot shouted and went to help him, but unfortunately this left her open for Tron to zap her as well, taking her down.

"Ha! Foolish ponies! You can never stop me!" Tron shouted.

Several Wonderbolts flew at her, hoping to take her down, but she shot fire from her Gustaff, causing them to stop in their tracks as she lifted up a rock from the ground below and tossed it at them through the fire, knocking several of them away.

Spencer rushed over and latched onto her suit and pulled in for a kick to knock it back. "Ha! No different than Bio-Mechs!"

Tron regained her balance and used her thrusters to rush in and punch Spencer across the field, "My suit's much stronger than those Mechs!"

As she went in to attack again, Rainbow Dash had flown over to punch Tron, nearly knocking her out the suit. As Rainbow tried to punch again, Tron blocked and delivered a punch of her own, then a head-butt to Rainbow's forehead before shoving her off the suit. "I really hate you ponies, especially you Wonderbolts." She aimed a gun down at Rainbow Dash, "I'll finish you off first."

"No! Dash!" Johnny said, flying in to attack, but Tron jumped aside and punched Johnny across. She went to attack again, but Rainbow Dash had rammed her suit, causing it to knock her forward.

Rainbow Dash moved back a little and moved forward again, flying faster to hit the suit again, causing Tron to fly out and hit the ground hard.

Johnny flew over to the suit and fired a strong blast at it, causing a lot of damage, "There, she won't be using that again."

Tron rubbed her head and noticed her machine, "Oh no! My Gustaff!" She quickly trotted to it in an attempt to repair it, "Damn, gotta fix this, fast!"

Johnny looked a little concerned for the scientist, "Hey! What are you doing!? That suit's gonna blow!"

"I can fix this, once I'm done I'll destroy these ponies for what they did to my Servbots!" Tron shouted, desperately but failing to fix her damaged suit.

"Hey! Get out of there!" Rainbow Dash shouted. "It's dangerous!"

"The only thing dangerous is my anger towards you!" Tron said, oblivious to the impending destruction of the suit.

Johnny looked a little concerned and yelled to Rainbow Dash, "Get her out of that, quick!"

Rainbow nodded and flew to grab Tron, but the Gustaff had exploded right before Rainbow Dash reached Tron, knocking the Pegasus back. Johnny flew over to shield her from the explosion, looking back in shame.

The other Wonderbolts had gone to the location of the explosion, seeing nothing but the remains of the Gustaff.

"Damn...couldn't save her," Johnny lamented.

Rainbow Dash felt a bit guilty. Sure she was their enemy but she still felt sorry for her.

Spitfire groaned, "Unfortunate, but we have a job to do. That's one less thing to worry about, lets stop the other robots."

"Still, almost feel bad for her," Rainbow Dash said.

"I know Crash, but we gotta keep going, we have a world to save," Spitfire said.

The Wonderbolts flew off, Johnny taking one last look at the remains of the machine, knowing that Tron was no more. He flew off to continue his job.

Nearby Juri and Laura were still going at it, Juri looking really pleased. "You're tough, I like a girl who's tough."

Laura dodged a kick and then elbowed Juri away. "You're not bad of a fight either."

Juri trotted closer, then started to crawl around a bit, shifting about, "Maybe Wesker will let me keep you, I'd love a little pet for myself, I hope your human self has just as great of a body you have now."

"Oh you like what you see?" Laura asked in a sly tone. "I'm flattered, but I'm not looking for any more girls right now."

Juri rushed over and threw a punch at Laura, which she quickly blocked and it allowed Laura a chance at a kick, which Juri blocked.

"Shame, if you're this quick and flexible here, imagine what else you can do," Juri said a bit seductively.

"Hey if you can beat me, I'll gladly let you see for yourself, but unfortunately for you, I won't be losing," Laura said and back hoofed Juri.

Thunderlane was watching from nearby, feeling a bit odd. "That's...actually kinda hot."

Felicia rolled her eyes as she fought away a robot. "Focus Thunder, we have some robots to defeat."

Thunderlane nodded and kicked away some more robots.

As Laura continued to fight, Juri managed to sweep her legs, taking her down and allowing Juri to stomp on her chest smiling down as her eye glowed. "Glad you were able to put up a better fight than I hoped for." Laura attempted to move away but Juri lifted her hind leg up and stomped down with the other. "Sorry, won't work."

Juri charged up the energy in her foot and then stomped down hard, causing Laura to yell out in pain.

Lightning turned her attention from Vega to Juri, "Oh no! Laura!" She went to help but some Ultron robots blocked her. "Move it!"

As she fought, Juri continued to stomp down on Laura.

"So little girl, are you ready to give up?" Juri asked.

Before Laura could respond, Lightning had rammed Juri off of Laura. "Hey! Back away from my mare!"

Juri glared at Lightning Dust, "Someone needs to learn how to share." She rushed over and punched Lightning in the gut and then kicked under her chin. She picked her up while glaring down, "I hope that's not all you have, that would be disappointing."

"Dust!" Laura shouted, attempting to stab Juri with her claws, but the villainous fighter moved out the way, causing Laura to nearly stab Lightning. "Whoa!"

"Ah!" Lightning shouted, the claws inches from her body.

"Sorry Dust," Laura said, then wads suddenly kicked by Juri, knocking her into Lightning Dust and causing Lightning to fall backwards while Laura fell on top of her.

Juri grinned, "Aw, how cute, you do care for each other, quite a bit I see." Juri walked over with some Ultron bots appearing beside her, "Ready to give up now? Do so and I'll at least let your little girlfriend live."

The robots were suddenly destroyed, causing Juri to turn over to whoever attacked them. Suddenly she found herself dodging a blast. She glared over and saw Shocker standing there.

"Get away from those girls," Shocker warned.

Juri scoffed, "You're ordering me around? Is this a freaken joke?" Shocker sent some blasts at Juri, causing her to dodge almost easily, to which Juri ran over and kicked Shocker under his chin. "How weak."

Shocker got up and tried to punch Juri, but she easily side-stepped and kicked Shocker aside. "Not very strong are you?"

Shocker glared and kept firing his Gauntlet blasts until Juri rushed over to kick his face again, knocking him down. She then stomped down hard on one foreleg, crushing the Gauntlet and really hurting Shocker.

"Ow! Dammit!" Shocker shouted, checking his wrists. "Not again!"

"How weak, don't ever waste my time again," Juri said, preparing to stomp down again, but this time she was hit by a super-sonic blast, causing her to fall over.

Juri glared at whomever blasted her, seeing Sonata standing there angrily. "Don't ever hurt my friends!"

Juri got up, "The weakest member of The Sinister Six is giving me orders? I don't think so." Juri rushed over to attack, but Sonata quickly blocked. "What the?"

"Don't call me weak!" Sonata shouted, her voice creating sound waves that knocked Juri back.

"Whoa, stronger than I thought," Juri said looking up. Suddenly Sonata wasn't there. "Hey, where did she-"

Sonata had appeared behind her. "Right here." Juri turned around and found herself punched by Sonata, the young Siren giving it to the mare with more strikes before knocking her a distance back.

Juri angrily stood up, "That's it, I'm gonna send you to see your Siren friends!" Juri rushed to attack, but Sonata moved aside and kicked Juri in the head. As Juri stood up, Sonata had kicked her again, then started zipping around and attacking her at such ferocity before knocking her aside.

"Don't ever mention Aria or Adagio again," Sonata warned, then trotted over to an impressed Shocker.

"Where did all that come from? Damn that was something," Shocker said.

Sonata blushed, "I get like that when my friends are in danger."

"Wow, the Magic of Friendship must be really-oh crap behind you!"

Shocker moved Sonata out the way and took a punch to the jaw from an angry Juri.

"I'll take you out first!" Juri shouted, attempting to attack Shocker. Right before anything could happen, Sonata rushed in front of her, eyes bulging in anger.

"Don't hurt my FRIENDS!" Sonata screamed the last part out, creating a beam strong enough to send Juri back.

"What's going on!?" Juri shouted as she was being blown back. "What the hell is happening!?"

Sonata screamed much louder and this time it was strong enough to create a strong beam that completely overwhelmed Juri and went across the land. When Sonata stopped she saw that nothing was left, where Juri once was had been replaced by a damaged ground.

"Did I...do that?" Sonata asked in surprise.

Shocker panted in amazement, "I'll never piss you off."

Sonata blushed a little, even more so when she saw the shocked faces of Lightning and Laura.

"Hate to be on her bad side," Lightning said.

"No kidding, still not as freaky as an angry Fluttershy," Laura said.

"Oh definitely not," Lightning agreed.


Ultron continued to fend off attacks, blocking blasts fro m Iron Man, punches from Ryu, kicks from Chun Li, magic blasts from Trixie, even exploding cards from Gambit.

"These pests are persistent," Ultron said, firing around at everypony.

Ant Man looked around at all the robots, trying to figure things out when an idea popped into his head. "Aw, why didn't I think of this before?"

Wasp continued zapping at Ultron as Spike attacked with this sword. Suddenly the Breezie hero saw Ant Man flying towards them. "Scott looks like he has a plan."

Within moments Scott had then activated a switch that caused him not to shrink, but to grow, within moments he was ten times the size of everypony around, taking up most of the field.

"Holy shit!" Dante shouted upon noticing that.

"Wait, he can grow too!?" Chris shouted in disbelief.

Wesker and Vergil were both surprised to see this. They've seen giant creatures before, but they had no idea that one hero had the power to grow.

Ultron wasn't too surprised however, knowing that his creator had something similar.

"Ha! I'm Giant Man now! Or rather, Giant Stallion!" Scott shouted, using his new size to whack down any robot that came near him.

"Damn, this is trouble," Vergil said.

Ultron growled and flew at Scott, but he was whacked back down instantly. "Ha! Who's the tough guy now Ultron! It sure ain't you!" He extended his wings, "I am the God now!"

"Take it down a notch Lang!" Wasp warned.

Wesker grabbed his radio, "Tron, answer, see if you know a way to take down this giant..." Wesker got no response, "Tron!"

"Too late Wesker!" Johnny said, flying over. "Her little robot suit exploded, with her still inside."

"What!?" Wesker said in disbelief. "Impossible!"

Vergil overheard and flew up and saw the remains of the Gustaff in the distance, "No..."

Wesker quickly called for Juri, "Get here quickly Juri! There isn't much time!" He got no answer, just some static. "Juri! Answer me!"

Vergil looked around, he saw no sign of Juri, but did see where a large blast might have taken place, "Did they...is she gone too!?"

Shocker trotted over to Wesker, "Hey, if you're looking for your pet fighter, she's been taken care of."

Wesker looked a little concerned, his fighters were being defeated one by one.

"Don't even try calling for Bison, Ryu and Sunset Shimmer took care of him as well," Chris said.

Wesker snarled, "Damn you." He shrugged it off, "Doesn't matter, I'll just have to replace them, but you will suffer for causing me more trouble than you're worth!"

Ultron continued to fly around Scott, as he used his size to his advantage, whacking Ultron and occasionally whacking away some robots.

"It's over Ultron, you're not gonna win!" Scott said, punching the robot yards back.

Utron shook it off, thinking over his next plan. "I can't believe this moron managed to use the suit to...wait, that's it!"

Ultron quickly flew over and fired a chest beam at the sides of the helmet, causing some damage to it.

"Hey! Don't hit that!" Scott shouted.

"Found your weakness," Ultron said, firing the beam again, damaging the helmet more. As he fired, the suit began to malfunction. Not wanting to risk any damage to his body, Scott shrank himself and quicly removed the helmet from his head before it burst in a mini explosion.

"Aw man," Scott said, looking at the helmet. "That's gonna take a while to fix."

A moment later, Ultron had landed down hard on Scott's back, taking the air out of The Avenger and then fired a strong beam towards Sunset Shimmer, knocking her back.

"No!" Ryu shouted, running to check on Sunset.

Ultron made his way over, but that's when Mega Man rushed over with another attack, "HARD KNUCKLE!"

Mega Man hit Ultron in the head when he fired his hoof at his face. Mega Man continued to attack with Mega Busters, but Ultron had flown in to punch Mega Man, knocking him back a little.

As Ultron marched toward him, whacking away Remy and Bobby in the process, Mega Man quickly placed his hooves into the ground. As Ultron got closer, Mega Man shouted another attack. "FLAME BLAST!"

Ultron was taken by surprise when a blast from the ground caused him to stumble backwards.

Meanwhile Ryu was checking on Shimmer, then glared at Ultron slightly, "How dare you hurt my Sunset!" With that Ryu channeled more of his Hadou as he rushed over to punch Ultron hard in the gut, then started throwing fiercely strong punches at the robot, overpowering him a bit.

"Take this!" Ryu rushed over, hitting Ultron with some side attacks before hitting a very strong uppercut, "SHIN SHORYUKEN!"

Stark flew in with a chance to end this, "TAKE THIS! IRON AVENGER!" He fired a strong beam from his suit.

While this was happening, Rainbow Dash saw this as her chance to also take Ultron down. "It's over you big ugly robot!" She increased the speed of her flight a she got closer. "Here it goes, SONIC RAINBOOM!"

With that, Rainbow Dash had hit her ultimate technique, the results of the Sonic Rainboom slamming Ultron right into the ground, taking him out of the fight.

Rainbow Dash panted and wiped her head, "Whew, that was something."

Peter chuckled where he was, "Now even Rainbow Dash has joined the name shouting thing."

Wesker couldn't believe this, now Ultron's fallen too.

"This can't be! Dammit!" He turned to Vergil, "Quick, give me some extra power! I'll destroy them myself!"

"It might be risky," Vergil warned.

"I really don't care, give me some power!" Wesker shouted.

Vergil shrugged and gave Wesker a boost in power. This boost would increase his speed and strength, "Excellent!"

Wesker rushed over and punched Peter back, then double punched both Chris and Jill. He zipped over and kicked Johnny back, then went for Strider and Deadpool, hitting them each with powerful strikes.

Chun Li managed to run over and kick Wesker in the face, though it barely did much. Before Wesker could attack her, Trixie blasted him from behind. While the attack did little, it did give an opening for Stark to fly in with a strong punch to Wesker's face.

"This is for Steve!" He punched again and started hitting Wesker a bunch of times with piston like strikes. He then fired a huge beam from his hands right in Wesker's face, knocking him away.

Vergil looked angered, he called out to the remaining robots, "Hey! Destroy them now! Don't let either one of them escape with their lives!"

Suddenly an arrow hit his shoulder, enraging Vergil.

"You're such a pest, you know that?" Hawkeye said and fired again.

Vergil deflected the arrows and sent a light sword through Hawkeye's shoulder, "Foolish mortal."

Suddenly Laura had appeared from seemingly nowhere and slashed Vergil in the face, then kicked him with her claw hind leg. "That's for trying to flirt with Fluttershy!"

Vergil then slashed Laura across the chest and sent his sword through her. "You're just as irritating as the one you were cloned from!"

"Hey daddy's boy!" Deadpool shouted, running at him with his swords. "Take this!" Deadpool jumped up and slammed down but Vergil dodged out the way and kicked Deadpool back.

"Irritating creature!" Vergil slashed at Deadpool a bunch of times and then whacked him back. "I grow tired of you mortals!"

Peter ran over and started punching Vergil a bit, knocking him into the air and jumping after him to grab his hind hoof and slam him down. Vergil stood up and tried to attack Peter, but he used Cap's shield to block.

"Even in death, you still need Captain America to save you Spider-Man!" Vergil shouted.

Vergil tried to attack more but Peter managed to block and whack Vergil in the face with the shield.

Peter went to attack again but he had to fend away some of the robots. This allowed Vergil a chance to attack, but now Shocker had taken the moment to blast Vergil from behind.

"I'm not done with you either!" Shocker shouted.

Vergil sent a light blade and got Shocker in the shoulder, allowing Vergil rush over and slash him down, leaving Shocker fairly injured.

"I'll deal with you later," Vergil said, then focused again on Peter, who was still fending off the robots.

Vergil rushed over to attack but Hawkeye had jumped in front of him, attempting to shoot him with an arrow.

"Take this!" Hawkeye fired but Vergil side-stepped, the arrow hitting a nearby robot, causing it to explode.

Vergil took this moment send his sword right through Hawkeye, then pulled it out to swing again, cutting him harder and kicking him aside.

Peter watched in shock as The Avenger hit the floor, laying lifeless. "No! Not again!"

Vergil scoffed. "You Avengers call yourselves 'Earth's Mightiest Heroes', but between you and Captain America I am really starting to-"

Peter rushed over and punched Vergil hard, then throwing the strongest punches he could to the older Son of Sparda.

"How dare you!" Peter angrily shouted, hitting Vergil hard. "That's the last time you or your allies-"

At that moment, Wesker had punched Peter away from Vergil, then helped the demon from falling to the ground. "Don't let your guard down."

"Noted," Vergil said rather irritated like.

Spike rushed over to attack, but Vergil knocked the sword out of his claws and knocked Spike down. "Foolish dragon."

Before either of them could do anything, both were blasted down from the skies.

"Huh? Who did that?" Spike asked, then looked up to see a surprise. "Mayday!?"

In the air, Mayday was using the improved Twilight Arms to blast all the nearby robots.

"Um Peter, your daughter's fighting again," Jill said.

Peter groaned, "She's definitely grounded, for 1000 years!"

Chris turned away to stifle a chuckle. He felt a little bad for Peter but his reaction was a bit funny.

Twilight groaned, "What's that stubborn filly doing!? She's gonna get hurt!"

"Your kid's brave though, I'll give her that," Dante said.

Shocker scratched his head, "Gauntlets? Did that kid take my idea?"

Electro appeared next to him, "Looks like Goblin's idea got taken too."

Mayday looked around, "How many more robots are there?"

"Mayday!" Johnny said, flying to her. "Kid what are you doing here!?"

"Oh, hi Uncle Johnny, I came to help," Mayday said, very innocently.

Johnny groaned, "Your parents are gonna be pissed...actually I think they are."

Mayday looked down at her very annoyed father and disappointed mother, "I know, I'm ready to accept whatever punishment they give me. But I needed to make sure my father got these." She showed him the Gauntlets, "They're called Twilight Arms."

"Those are nice and all kid, but seriously, you shouldn't be here," Johnny said.

"Hey I've been in worse, I bit a super strong guy once," Mayday said.

"Didn't he also hurt you? Peter said it caused your arm to get broken," Johnny said.

"I'm fine now aren't I?" Mayday said. "I was even there during the big fight daddy had with Tirek."

Johnny groaned, "Look, just take your little glider and-"

A light sword went right by them, luckily not hitting either. "Stupid child!" Vergil shouted, getting up. "Take this!"

He jumped at her with his sword, but Johnny stood before Mayday and blasted Vergil down. "Kid! Get home quickly!"

Johnny flew down to attack Vergil, but the demon fighter moved out the way last second and cut Johnny's sides.

"I'll finish you off now Torch!" Vergil said, raising his sword.

Suddenly Logan arrived and slashed Vergil, ruthlessly attacking him and then kicking his head.

Vergil stumbled around a bit, before letting his eyes start glowing. "You, dare...challenge my power!"

He floated in the air, swords starting to surround him. He charged up a huge beam of demon energy in his hooves, "Prepare yourselves, for Destruction!"

As he was about to throw it, Dante quickly threw his sword through his brother's chest, then used some demon magic to cause the sword to damage Vergil.

"Ugh! No! What's going-" Vergil stammered out, the pain from the magic of Dante's sword being a lot for him.

"It's over bro!" Dante shouted.

Just then Twilight arrived, her horn charged with a lot of magic, ready to be released. "THIS IS THE MAGIC OF FRIENDSHIP!"

With that, Twilight sent a beam that completely engulfed Vergil. The demon tried to withstand it and power out, but between Twilight's magic and Dante's sword, he was completely overwhelmed.

"THIS CAN'T BE HAPPENING!" Vergil shouted as he was completely overcome by the magic. Within moments, Vergil was no more, all that was left after the blast was Dante's sword next to the Alicorn Amulet.

Dante picked his sword up and for good measure, stomped on the Amulet to destroy it. "That should prevent any more crap."

Wesker watched in disbelief, suddenly he was the only one left. "No...NO! Damn you!"

Wesker rushed and punched Dante hard, sending him flying. He then turned and kicked Twilight across the meadow.

Sonata rushed over and fired her Sonic-Blast at Wesker but he powered through it and punched Sonata away. Even Lightning Dust flew in to attack Wesker, but he side stepped and kicked her down.

Mega Man rushed over and punched Wesker back, hitting him with some Mega Buster blasts, though Wesker grabbed him by his cannon and lifted him up to punch him in the gut.

"Foolish robot!" Wesker shouted, tossing him away. As he turned around, he got hit hard by Ryu, the Street Fighter throwing a quick combination of low and medium attacks, ending with a High Kick to his face.

"Take this, HADOUKEN!" Ryu fired his blast to hit Wesker, knocking him over. Wesker struggled to stand up, but he was levitated by Luna.

"You were a fool to think you could overcome Friendship," Luna said, then blasted him across the field.

As Wesker stood up, Chris and Jill ran over and did some combination attacks, Jill using quick strikes while Chris did the heavy blows.

Peter then rushed over and did his own combination of quick punches and kicks, then latched on to Wesker with his web and swung him around and slammed him right afterwards.

Wesker struggled to get up, "I need...more power..."

"Chris, Jill," Spencer said, then tossed each of them Rocket Launchers.

"Thanks," Chris said and aimed. "Time to end this."

"Peter!" Stark said while tossing him one of his blasters. "I know how much you liked my suit, use that."

Peter nodded as he put the blaster on. "Awesome." He and his allies then aimed at Wesker.

"Time to end this, for good," Chris said.

Wesker stood up, glaring, "I can't...I can't lose to mere mortals!"

Chun Li scoffed from nearby, "He's starting to sound like Zamasu."

"Who?" Johnny asked from nearby.

Chun Li shook her head, "Nothing."

Wesker struggled to approach the three, "I can't...lose to you!"

"It's over Wesker!" Chris shouted while keeping his aim.

"This is for all those you've caused pain for!" Jill shouted, also keeping her aim.

"And to protect others from what you would do!" Peter shouted, activating his magic with Dream to charge the blaster.

With that, all three of them fired their attacks. The rockets and magic-powered beam approached Wesker at speed he couldn't avoid. With that an explosion occurred where Wesker was, the former Umbrella Scientist being no more.

The three stood there in relief and sat back. Twilight, Dante and Logan rushed over to greet them.

"You actually did it! You defeated Wesker for good!" Twilight said.

"Yeah, Thank God it's over," Logan said.

"We managed to pull it off," Dante said proudly.

Chris pat Peter's back a little while Jill playfully ruffled his mane.

"Awesome work boys," Jill said.

"Yeah, we did it," Peter said with a light chuckle. "We beat them."

"We sure did, it's finally over," Chris said.

"Not Quite!" Ultron shouted, rising to the skies and firing a whole flurry of lasers, causing the heroes to quickly dodge.

One laser hit Dante in the chest, same with Logan, one hit Twilight in the foreleg, one hit Jill in the hind leg and one hit Spencer through the shoulder.

"Dammit! I thought we defeated him!" Stark shouted.

"I will never lose!" Ultron said, glaring at the heroes below. Suddenly he got blasted in the face from the Twilight Arms. He turned angrily towards Mayday.

"Stop hurting my family!" Mayday said, blasting him again.

Ultron flew over and whacked Mayday's glider, causing her to fall.

"Mayday!" Twilight shouted.

Ultron flew towards her, but Peter rushed over and webbed him, "ULTIMATE WEB THROW!" He started spinning him around and slamming Ultron to the ground.

Johnny managed to catch Mayday before she got hurt. "Got you kid."

Mayday sighed in relief, "You're my hero Uncle Johnny."

"Hey anything for you kid," Johnny said.

Peter quickly ran to her, "Get her out of here while I-" Suddenly Peter took several lasers, one through his shoulder, his foreleg and hind leg.

"No! Daddy!" Mayday shouted and fired again, this time Ultron blasted one of the Twilight Arms, damaging it completely. "My hard work!"

Ultron flew up into the air, charging a very powerful beam. "That's it, time for my new plan. I shall destroy this world, and all of you in it!"

Twilight's eyes widened. "No! We gotta stop him!"

"Why would he destroy this world!?" Chris shouted.

Dante groaned, "Simple, he never really cared much for taking over this world in the first place, it's an acceptable loss for him, especially if it also destroys a good lot of people who can stand against him."

"You're much smarter than your brother gives you credit for, now for your end!" Ultron shouted, charging the beam.

"We have to stop him!" Trixie urged, going to attack alongside the other heroes.

Trixie fired her magic, Bobby fired his ice, Remy tossed some cards, Spencer shot from his guns, everyone else fired whatever projective they had. Others like Strider and Rainbow Dash flew to attack head on, but Ultron used what was left of his robots to help him.

Which ever robots failed, Ultron would fire an attack from his chest or mouth, even sending out surprise lasers to hit several heroes, ponies and fighters to injure them.

"Foolish beings, you can't defeat me!" Ultron then fired the beam down on the world. However it was being pushed back. "What!?"

Ultron looked to the side and saw that Mayday was attempting to push the beam away, using the one Twilight Arm left.

"I won't let you!" Mayday shouted, pushing harder with the beam.

"Persistent little brat, aren't you!?" Ultron shouted, putting more power into his own attack.

Mayday struggled, doing her best to stay up. "Gotta...try harder."

Ultron laughed sinisterly as his beam grew closer. "You won't survive this little girl! The moment you get weak is the moment this world dies!"

Mayday's eyes widened in shock, then tried harder to push the attack back, but had little strength to do so. "I can't give up! I will NEVER give up! I know my mom and dad wouldn't! I know Auntie Luna and the other ponies wouldn't! I know Uncle Johnny and the other heroes wouldn't! I know Mr. Ryu and the other Fighters wouldn't! So I won't give up!"

Mayday pushed harder, but still struggled. She's trying her best to max out the power, but with one left, it's not as strong as it should be. Though she almost doubts that the second would do any good.

"It's over, give up!" Ultron shouted.

Suddenly he some magic blasts hit him. He looked down and saw Trixie, Luna and Sunset attacking with their horns.

"Foolish mares!" He fired a laser from his mouth at them, causing them to scatter.

Suddenly Bobby and Remy fired their ice and cards at him. Sonata also arrived and fired her Sonic-beam.

"You dare challenge my power!?" Ultron again scattered them, though not without sending a beam through Bobby's leg.

Next came Chun Li, Shocker and Electro, firing a Kikoken, Gauntlet blasts and electricity respectively. Soon Chris, Jill, Spencer and Dante came to attack with their guns, firing desperately. Even Ember and Spike came over to attack with fire.

"This will never defeat me!" Ultron continued to fire beams and lasers, even sending out his robots, though they became little in number as more heroes and fighters focused on taking them out, mainly the ones who had no projectiles to fire.

Suddenly Ryu stepped forward, charging and firing his Hadouken. "Mayday, your father is one of the reasons I train to get so strong, I do it because I have the hope of one day defeating him in an Honorable fight. He helped me realize not only power, but it's thanks to him and this world, I have more to care about." At the last statement, he eyed Sunset Shimmer, who was struggling to get up after being hit by a beam.

Johnny also flew over to attack with his fire. "Peter, you have a great kid. She's your daughter in every way possible, from being pretty intelligent and strong willed. You're both stronger than you realize and I really mean that. I'm going all out, right by your daughter!"

Ultron grew impatient, "Your meddling is infuriating!" He blasted them back but more stepped forward, including Iron Man who fired a beam from his chest and Chrysalis who fired magic from her horn. "These pests won't stay down!"

Back at the base where the villains resided, Eris was using her magic to show the big struggle between the two sides.

"This is incredible!" Strange said.

"Mayday is doing her best to protect everyone, but will it be enough?" Julia wondered.

"We have to hope that it is," Eris said.

Back at the fight, Mayday is still struggling against Ultron, doing her best to keep the beam up. Unfortunately Ultron took out the rest of her allies, despite the robots being no more, the other heroes are either too hurt or tired to do much.

"It's over, you lose little girl," Utron said with a chuckle.

Mayday struggled to stay on her hindlegs, "I...I just can't stop!"

As Ultron continued to attack, suddenly a huge beam came at him. "What in the-" The beam then hit him, creating a huge hole in his torso, affecting the power of his attack. "H...HOW!?"

Mayday looked behind her to see where the attack came from and saw Mega Man holding out his Mega Buster, panting quite a bit. He must have used a lot of power on that attack.

"Do it Mayday!" Peter cheered from nearby.

Mayday nodded and put a lot of power into her blast, her beam pushing back Ultron's then completely overwhelming him.

"No! This can't be happening!" Ultron shouted.

Mayday continued to struggle and sent the final push, the attack completely overwhelming Ultron.

"How can this be! I am the Ultimate Creation!" Ultron shouted as he was blasted into the skies. Soon the power took him over completely, and Ultron was no more.


Mayday panted as she watched Ultron go into the skies, finally able to relax after all that. Suddenly she fell over backwards laying on the ground while smiling. "I did it...I helped save the world."

Moments later the others started to surround her, checking up on her and giving her praise.

"You did it May, we're so proud of you," Johnny said.

"You're a strong one Mayday, just like your father," Ryu said.

"I just wish you didn't get us all worried about you, but you are your father's daughter," Trixie said.

Mega Man walked over and knelt beside Mayday, "You saved us."

Mayday chuckled slightly, "Not without your help."

Peter and Twilight both struggled to reach their daughter, but upon doing so, they each pulled her into a hug, Mayday being right in the middle.

"Mayday, you did something incredible," Twilight said.

"You're our hero," Peter said.

Mayday blushed at this constant praise, "Thanks...so does this mean I'm not in trouble?"

"Oh no, not at all," Peter said sternly. "But we'll talk about that later, right now lets rest up and get home."

"We also gotta check nearby for Eris, Madame Web and Dr. Strange," Sunset said.

"Right, we'll grab them as well, then head home," Peter said.

As the heroes rested and praised Mayday; Shocker, Lightning and Sonata walked back to the injured Vega, who was being tended to by Soarin and Fleetfoot. Due to their injuries they had to stay out of the fight for a bit, so they offered to watch over Vega.

"Incredible, Spider-Man's daughter has more power than I realized," Vega said.

"She sure does, she managed to save the worlds," Sonata said.

"Yeah, glad I'm on his side now, I don't think I'd be a match against his daughter," Shocker joked.

Vega chuckled slightly, "I'm just glad I got to see Ultron fall...now I have no regrets." He turned to Shocker and Lightning, "You two were great friends to have, I enjoyed our adventures together, even if it was brief." He then turned to Sonata, "And thank you, for your friendship. Your love and kindness was very refreshing. You've made me so happy..." With that Vega started to relax.

"Vega? What are you going on about? Why are you talking like that?" Vega didn't answer, Sonata started to nudge him. "Vega!?"

Vega didn't move, leaving the others to be worried, even the two Wonderbolts watching him.

"Oh no, you don't think he-" Lightning said worriedly.

Sonata shook her head, "No, this can't be! Vega!" She constantly checked him, "Please, don't go! I don't want to lose another friend! Vega!"

Shocker shut his eyes, feeling the shame and sorrow of his fallen friend. Lightning Dust also shut her eyes. Both were hoping not to cry, but Sonata wasn't able to stop herself.

"Vega! Please no!" Sonata cried into his chest. "You were gonna redeem yourself! You were gonna get a second chance! Please don't die Vega! Please! Don't leave me!"

Peter could hear Sonata's tears from nearby. He could tell from the direction her crying came from that Vega didn't make it. He almost pitied him, though if he had to be honest, he was more upset for Sonata.

"We need to rescue our friends, then get home. We need to rest," Peter said.

The everypony nodded, for now the worlds were safe, they had nothing more to do.

Author's Note:

Hope the fights were satsfied, as well as the ending conflict.