Spiders and Magic: Avengers Assemble

by Masterob

Sinister Invasion Part I

The following day in Ponyville, Peter is seen in his lab looking over some stuff. He's been very curious as to how the villains managed to invade Equestria. He was testing out the portal technology that he borrowed from the castle, hoping to figure something out.

"The rifts have weakened it seems, just as I worried" Peter said. "Still, it shouldn't have been that easy for anyone from my old world to come to this one, not without any help at least. Equestria's magic should have complicated the matter, it's a miracle that Doom and Wesker were able to find this world when they did." As he continued to study the portals, he heard some knocking on the lab door. "Come in!"

The door opened to reveal Twilight, "Hey Peter, any luck figuring out the portal problem?"

"Not a lot," Peter said. "The portals are somewhat easy to make now, but it still requires strong magic or accurate science."

"So they would have needed assistance?" Twilight asked. "But even if it's scarce, doesn't your world have strong magic users?"

"None that should know of Equestria," Peter said. "The only ones who know are Doctor Strange and probably a few of his allies. I don't think any of them would betray us though."

"But still, wouldn't most of your world know about this one? It's not much of a secret," Twilight said.

"Still, I doubt they could easily access it unless they knew exactly what they were doing," Peter said. "The only way this would be possible is if someone from this world helped out in some way."

"Or someone from your world found the technology The Avengers used," Twilight said. "Remember what happened to Tony Stark's building, that could be related."

Peter shook his head, "It wasn't just that, the portal Staine took seemed different than what was in Princess Celestia’s castle, I don't think he used any of their portals. Plus how many would even know that The Avengers have that access? Anyone who found out should have been stopped by the heroes still on Earth."

"I wonder if those guys that Tony's friend Rhodey fought knew about the portal?" Twilight wondered.

"That I also need to find out, hopefully they were just some guys that Staine hired to cause a type of distraction," Peter said. "I'm not sure if Staine knew about the portal, he might have only went to that building to steal some of Iron Man's equipment or something, or at least cause a type of distraction even here. Make it seem like he came for that portal."

"I'm sure we'll figure it out soon." Twilight gestured for Peter to come, "Anyway food's ready, why don't you take a break for now? Spike just came by, I'm sure he'd love to talk to you about his training with Princess Ember and Dragon Lord Torch."

Peter shrugged, "I guess I could use a break, kinda miss the Little Brother."

"Hurry before he eats all the food," Twilight said.

Peter wasted little time, he went upstairs and to his surprise, saw Spike partially asleep at the table with Janet trying to wake him up.

"Huh, thought he'd be all over the food," Peter said, trotting toward the table, little confused by the sleepy Spike.

"He's just a little exhausted," Janet said. "That training is tough."

"Seems like it," Peter said and waved his hoof in front of Spike. "Yo, Little Brother, you awake!?"

Spike was somewhat snoring, though doing his best to stay up. "Huh? Oh hey Peter, how's-" Spike yawned a bit, "How's your day going?"

Peter scratched his head, "Maybe you should get some sleep, you look exhausted. I can't imagine the training they put you through."

"Ember's being really tough on him, I get the feeling she hates the idea of training him though," Janet said with a slight scowl.

"Why wouldn't she like training him?" Peter asked. "Spike's a really nice guy, I'm sure he's listening to everything she instructs."

"Yeah well she really doesn't think he should be fighting, apparently she doesn't think someone short should be a warrior," Janet said, letting out a disgusted scoff. "She's barely taller than him, plus if she saw me and Scott in action she'd know that size doesn't indicate strength."

"Well you and Scott have technology helping you, Spike has to rely on his own strength," Peter said.

Janet rolled her eyes, "That doesn't mean she needs to be so rude to him. Twilight was right, maybe this wasn't such a good idea." She turned her attention to Spike, "I think you should...Spike?"

Spike started snoring again and then fell face first into a plate of food, though was shaken awake by Janet, unaware of some of the food stuck to his face. "Huh? What? Is it time to...to do..." Spike started yawning a bit more.

Janet placed Spike onto her back, ready to carry him to their room, "You're way too tired, you need some sleep." She turned to Peter and Twilight. "He'll eat later, try to save some for him."

"No promises!" Peter said, getting a glare from Janet. "I'm just kidding!"

"Right, kidding," Janet said, rolling her eyes. "Seriously if there's no food left, your butt's gonna meet my stingers, and that's gonna hurt like a bitch, even you."

Peter chuckled nervously, "I'll keep it warm for him."

"Good," Janet said as she took Spike to bed.

Twilight looked a bit concerned, "I knew this was a bad idea, at least Janet's starting to notice as well, maybe we can convince Spike out of this."

"Come on, he just started, it's gonna take a while for him to get used to this," Peter said. "Just let him keep trying, I know he's got it in him to pull this off."

Twilight sighed, "I'm still not sure if this was the best idea, I really don't like him being somewhere that I can't normally be near him."

"Look, he'll be fine Twilight," Peter said. "He's only there for a few days at a time, then comes here to rest so he's not away that long. Besides Janet checks on him quite frequently so we definitely know he's alright."

"I hope so, it's just been really hard for me, between him getting married, having a daughter and now training to be a Dragon Knight, the little assistant, no, little brother I love so much is growing up, I miss when he was only a little baby dragon," Twilight said.

Peter felt some pity, he can agree that he misses the Spike he knew when he first came to Equestria, but he also knows that he would have to grow up eventually.

"Just remember Twilight, no matter what, Spike will always love you like the big sister you are to him," Peter said. "Just keep being there for him when he needs you."

With a sigh, Twilight nodded her head in agreement. "You're right as always Peter. At least about stuff like this."

"Huh? What do you mean by that?" Peter asked.

Before Twilight could continue, they heard a large commotion outside, worrying the two.

"What's happening!?" Twilight asked.

She and Peter rushed outside and saw the ponies running and screaming in a big panic.

"What's happening!?" Peter asked.

"We're being attacked!" he heard Bon Bon shout.

"By a bunch of weird looking guys!" Lyra shouted.

"Weird looking guys!? Huh!?" Peter said, then noticed a large rhino looking pony charging at Lyra and Bon Bon, one that looked very familiar to Peter. "Wait, is that...?"

"Come back here you puny little ponies, I'm not done with you!" the rhino pony said. Before he could get closer, Peter had rushed over and kicked him to the side of a building.

Lyra and Bon Bon turned around to see that Peter had stopped the pony, the two stopping and sighing in relief.

"That was close," Bon Bon said.

"Yeah thanks Peter," Lyra said.

They heard more screaming with Peter gesturing them to move. "Don't stop now though, it still doesn't seem safe."

"Come this way!" Twilight said, gesturing inside her home.

As the two mares rushed inside, Twilight took the time to toss Peter his web-shooters.

"Thanks Twiley" Peter strapped them on and jumped around Ponyville to see what else was happening. He looked and saw another mare, Golden Harvest, being approached by a pony that looked to be controlling sand.

"Ah! Help! There's way too much sand here!" she shouted, trying to avoid the incoming sand.

"Time to shut you up," as the pony had formed a hammer with his hoof, Peter jumped down and kicked the sand pony in the head.

"I thought I wouldn't have to see you again!" Peter shouted, then turned to Golden Harvest. "Get to the Treebrary, warn any pony you can on the way over."

"Thank you so much Spider-Mane!" Golden Harvest said and ran off.

"Good, now to-" Suddenly Peter got whacked to the ground, causing him to feel a slight daze.

"I've waited so long for another chance at this!" As the sand pony prepared to attack Peter again, his arm was suddenly frozen. He looked in the direction of where the ice came from and took an ice blast to his face, causing him to retreat a moment.

Peter knew who had come and turned in that same direction, "Thanks Bobby."

"No problem," Bobby said, gliding in on his ice. "But what's happening though, I mean wasn't that guy-"

"Help!" they heard, this time looking up in the air as Derpy and some other Pegasus ponies were seen flying away from what looked like a Griffon.

"You won't escape little ponies!" the griffon said, confusing Peter and Bobby.

"Who's that again?" Bobby asked.

Fortunately for the Pegasus ponies, Janet had flown over and used her bio-stingers to blast down the griffon.

"Take that!" Janet shouted and waved down at Peter. "Don't worry, I got him!"

"Weren't you just home?" Peter asked, then shook his head. "Nevermind, just try to get the ponies into the house!"

"Think they'll all fit!?" Janet asked.

"We'll worry about that later, now hurry!" Peter shouted.

"Your choice," Janet said and called to Derpy, "Get to Peter's house."

"Sure, but just so you know, I see more ponies in danger over there," Derpy said, poining in another direction. "Luckily it looks like Johnny Storm has it under control."

As Derpy left, the heroes looked over and saw Johnny throwing fireballs at some scorpion creature.

"I thought you were still back in our world! What are you doing in Equestria!?" Johnny asked.

"Wouldn't you like to know Human Torch!?" the scorpion pony said.

"Human? I'm a pony dude!" Johnny said, throwing more fireballs.

Peter wanted to help, but he heard more fighting and turned to see Remy fighting away a pony in wearing a bowl on his head. "You're kidding right?"

Remy continued throwing his cards, but the pony kept disappearing and reappearing. "Damn, quite the slippery one ain't you?" Remy continued to throw cards, though the pony kept dodging.

"Amateur, as if your card tricks can topple my illusions," the pony said.

"These explosions ain't illusions mon ami, sooner or later you gonna get blasted back to Earth!" Remy said, using his magic to bring out more cards. "Since you like Magic Tricks, try picking a card and I'll guess which one without looking!"

"Please, I'm far beyond such childishness," more blasts were sent toward Remy, which he quickly dodged.

As Peter went to go help, he heard more fighting, then turned to see Logan battling some giant lizard looking creature. "Not him too?"

Logan tried attacking with his claw swipes, but the creature was too agile to attack for the moment. "Crafty bastard."

Bobby scratched his head a bit, "Aren't these all of your enemies Peter?"

"Yeah, but how did they get in our world!?" Peter asked in disbelief.

Before Peter could keep wondering, Janet had called down to him. "Peter! Bobby! Behind you!"

They both turned around, though unfortunately they each took a strong punch that knocked them off the roof and down to the ground hard. Logan and the others noticed that nearby and each rushed to Peter and Bobby with Janet landing beside them.

"Parker, Drake, you two alright?" Logan asked.

"Yeah, one lucky hit won't stop me," Peter said.

"Good, that would be boring," the sand pony said as he and the others surrounded the heroes.

Twilight watched from nearby as more ponies came to her home. "What's happening? Who are those ponies? Are they the ones that attacked Rhodey on Earth?"

Mayday and Trixie were watching both from Twilight's balcony, both looking a bit worried at the sight of the villains approaching.

"What's happening Auntie Trixie?" Mayday asked.

"I'm not sure, but whatever it is, I'm sure your dad, aunt and uncles will handle it," Trixie reassured.

Mayday looked ahead, seeing the ponies stand off against her father and his friends.

Peter looked ahead, taking note of each of the villains there, "Never through I'd see any of you again," he turned to the rhino pony. "Rhino," to the sand pony, "Sandman," to the griffon, "Vulture," to the scorpion pony, "Scorpion," to the bowl pony, "Mysterio," then to the lizard pony, "Lizard."

"Heh, so you recognize us, huh Spider-Man," Rhino said.

"Or is it Spider-Mane now?" Vulture asked. "Such an odd sounding name."

"You guys can call me whatever you'd like, it's gonna end with all of you losing like always," Peter said.

"Big talk, don't underestimate us, we aren't the same as from our world, our new pony abilities make us much more powerful," Scorpion said.

"Yes, my abilities as a Pegasus will compliment my magic greatly," Mysterio said. "I'm practically what you call an Alicorn."

"Dude even my roommate Trixie does better magic than you, and half her tricks end with her hair in smokes," Peter said.

"I heard that!" Trixie shouted from nearby.

Peter shook his head at that and focused, "Enough about that, how did you losers even get into this world?"

"Like we'd just tell you," Scorpion said.

"Indeed, we have our ways, it would be rather dull if we just revealed everything to you," Mysterio said.

"Hey either you tell us now or we beat the answers out of you," Bobby warned.

"Kinda want the second one," Logan said with a sinister grin. "I do enjoy taking down scum like you."

Peter looked around, "I hope all the ponies made it to my home, still let's try not to damage Ponyville, if we can try to bring the fight outside of town."

"Right, we'll protect our home," Remy said, readying his staff.

Not too far off, Scott had flown by, seeing the stare down between the heroes and villains. "So there's the cause of all this trouble, looks like Peter's gonna need my help, thankfully his old buddy Scott's got this under control." He then shrunk down out of sight. "Alright, let me start with the big one."

Scott flew down and delivered a kick to the side of Rhino's head, stumbling him a little. "What the?"

"Hey what's wrong?" Sandman asked.

"Felt like something hit me, don't know what it was," Rhino said, looking around.

Peter had a realization, "I think Scott's here."

"Oh right, he'll be able to help us!" Janet said.

Scott flew up, ready to attack again, "Alright, let's keep going!"

Scott flew in, punching a few more times until he suddenly got whacked away when Rhino randomly threw his arms out.

"Feels like I hit something," Rhino said, then called to Spider-Man. "Hey! You got invisible ponies here or something!?"

Peter raised his eyebrow in confusion, "Um, no, ponies usually aren't invisible!"

"Don't try to trick us, I bet it was your freaky Unicorn magic, well it wasn't enough to stop me ya chumps! No one's stronger than Rhino!"

Peter shook his head, "Maybe no one's dumber."

"Still, sounds like Scott took quite a punch," Janet said.

"We'll worry about stopping then ourselves fer now," Logan said, getting into a stance.

"Yeah, we should be able to, though I still hope Scott's alright," Peter said.

Near the Golden Oaks Library, Scott had hit the wall hard. "Man that hurt, stupid Rhino." He started to look around and saw Twilight letting ponies into her home. "Oh it's the Princess." He flew next to her ear. "Hey! Twilight!"

"Huh?" Twilight said, looking around. "Did somepony call me?"

"Princess Twilight, it's me, Scott. I'm right next to your ear," Scott said.

"Huh? Wait Ant Man?" Twilight asked. "Why are you next to my ear? Go help my husband and my friends."

"I tried, I just took a strong punch," Scott said. "Anyway what are you doing?"

"Keeping ponies safe, look don't worry about me, just go help Peter" Twilight said.

"Sure, once I shake off the cobwebs, gotta hand it to your husband, if he can take punches like that on a daily basis he really must be tough," Scott said.

"Ugh, just hurry. You wouldn't keep The Avengers waiting now-Wait The Avengers!" Twilight said.

"What about them?" Scott asked.

"Change of plans, go find The Avengers, let them know about this," Twilight said.

"Um, wouldn't it make more sense to stop the bad guys and then get The Avengers?" Scott asked.

"There's no time to argue this, when something like this happens it's important to get in contact with The Avengers or The Wonderbolts, and I can't go because I'm busy keeping the ponies safe in this house," Twilight said.

"So you don't want me to help Peter," Scott clarified.

"JUST GO!" Twilight shouted, causing Scott to freak out and fly away. "How did he even get into The Avengers in the first place? He talks even more than Peter sometimes." She turned her attention back to Peter. "Please be alright."

Scott flew towards Canterlot, grumbling a little. "Annoying Princess can't make up her mind, I can help Peter, I'm an Avenger too after all, but noooo, let's just waste time instead of solving the problem now. This better not turn out bad."

---

Elsewhere Discord was observing with his Crystal Ball, though made the image large enough for others to see, specifically a siren and another spider villain.

"This is gonna be a great show," Discord said, munching on some snacks. "The Amazing Spider-Man and his Amazing Friends battling against The Sinister Six. Granted it's a bit early for Peter to be fighting a Sinister Six, but I guess this could be good practice. Plus the group might expand."

"I'm excited too, I'm really curious as to what this Spider-Mane pony can do, and why everypony says he's so strong," Sonata said.

"He's not that great," Shocker insisted.

"You say that, yet he's bested you many times," Discord pointed out.

"Sure, bring that up, I've beaten him before, lucky for him I've had to spare him for various reasons," Shocker insisted.

"Just pointing out the truth," Discord said. "Anyway if I'm being perfectly honest, I don't expect this group of villains to do much against Spider-Mane, I'll be surprised if they even last that long. This is just to see how well he fights with his team and what I can do to weaken all of them. The plan is still about 3 years away, and the inclusion of Spider-Mane's friends made things a little more complicated."

"You say that, yet you want to find those Saiyan guys," Shocker said.

"Goku is just the ultimate test for Peter, but I still wanna see how well he does with his friends, besides getting to that world is taking longer than I'd like, I'll have to rely on the likes of Sunset Shimmer and Chun Li weakening for now," Discord said.

"I still say it's too risky, getting strong guys like that, not like they'll join us," Shocker said.

"If only, especially Goku, imagine having that type of power on our side," Discord said. "Looks like I'll just have to stick with who I have for now, though I do wonder, how come the two of you are the only ones here? Where are the others? They should be observing too."

"Adagio should be here soon I think, Aria really doesn't care that much though," Sonata said. "I can't speak for the rest though, maybe they feel confident?"

"Electro's too overconfident," Shocker said. "Believing his Unicorn magic will work."

"We'll see how well these others do," Discord said, looking back into the crystal ball. "This is gonna be quite the battle."