• Published 3rd Jun 2018
  • 1,361 Views, 83 Comments

Spiders and Magic: Avengers Assemble - Masterob



With more superheroes in Equestria, plus other worlds, thing might get even more chaotic. The adventures of the Elements and Marvel Heroes continues.

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Dragon's Lair

The team arrived in a rocky mountain area hours later. They looked around and noticed Spitfire observing from behind some rocks, trying to stay out of sight of the dragons.

"Captain Spitfire," Cap said, getting her attention.

"Good, you all made it, and you even brought Peter and..." Spitfire looked curiously at Spike. "Aren't you Princess Twilight's assistant?"

"Yeah, I'm here to see if I can help against the dragons," Spike said.

Spitfire rubbed her chin, "Well you are a dragon yourself. Anyway I see a few of them there, they look like they're up to something."

The rest of the group looked to see what looked like teenage dragons. Spike also noticed another dragon there, one he didn't care for.

"Great, it's Garble," Spike complained.

Peter looked ahead, seeing a big teenage dragon with red scales and a bad attitude. "That's the dragon that's been giving you a hard time right?"

"Yeah, that jerk," Spike said.

Cap turned to Scott, "Go see if you can hear what they're saying."

Scott nodded and shrunk down as he went over to the dragons. He got in closer as he heard Garble speak.

"Not too long before we make our moves my fellow dragons. Those ponies won't know what hit them, soon they're gonna see who the most powerful creatures in this world are, plus we can get a little payback on those other bothersome ponies and that so-called dragon Spike."

His friends chuckled at that.

"Totally, we're gonna totally rule over those ponies!" one said.

"Yeah, and get all those treasures too," the other said.

"I just know that dress making unicorn that Spike likes probably knows where some treasures are, according to those Diamond Dogs she's got a talent for finding them," Garble said.

Scott looked surprised at what he was hearing, he listened some more.

"Once we show what we can do, the Dragon Lord will make us into his top warriors, then maybe we can take over the rest of Equestria!" Garble said, getting his friends all fired up.

Scott quickly went back to his allies and went back to his original size, "They're gonna attack soon, sounds like Ponyville is their first target."

"Figures, what do they hope to accomplish?" Cap asked.

"Something about pleasing their Dragon Lord, and possibly taking over the rest of Equestria," Scott said.

Peter looked concerned, "A Dragon Lord? Great."

"I take it you didn't know about a Dragon Lord," Stark said.

"Not really, I don't know that much about Dragons, aside from the one I fought when I first came here, oh and Spike too," Peter said.

Scott turned his attention to Spike, "They mentioned you specifically, you don't seem to be too popular."

Spike groaned, "Who cares, I don't like them either. They’re so overconfident and arrogant."

"Also, did you really like Rarity once?" Scott asked.

Janet glared at Scott for the question, though it didn't matter once Spike made his reply.

"That was along time ago, but why are you asking about that right now?" Spike asked.

"They said something about her being able to track treasure with her magic, something they learned from Diamond Dogs," Scott said.

Spike groaned, "Those lousy mutts. They're not wrong about Rarity's abilities though, now we gotta protect her too."

"We'll keep her safe," Carol said. "By taking out those dragons and fighting off those dogs."

"They actually came by a little while ago, me along with Johnny, Logan and Deadpool had to fight them off," Peter said.

"Still, I don't want them near Rarity, even if I'm not in love with her anymore she's still my friend, just the idea that they're considering using Rarity like that really irks me," Spike said, gritting his teeth.

Peter gestured his head, "Let's go put a stop to this ASAP."

Cap nodded as he and his allies made their presence known, "Halt!"

The dragons looked to the Pony Avengers, a little surprised to see them.

"What are ponies doing here?" one dragon asked.

Cap approached them with a stern glare, "We won't let you attack the ponies of Equestria! Now if you agree not to fight then all will be well, I'd really hate to have to hurt any of you."

Garble looked surprised, but then let out a confident laugh, "Well look what we have here, some puny pretty ponies thinking they can stop us!" The other dragons joined in on the laugh when Garble noticed something else. "Even that pesky Spike is here, where are your dorky friends? They ditch you?"

Spike clenched his fists, but before he could say anything, Janet stepped forward. "Hey, Garble, Spike told me a lot about you. You have a lot of nerve treating him the way you did, I'm gonna make you regret it!"

Garble scoffed, "Oh please, we're not gonna take some weirdo who dresses like that seriously."

Janet glared more, "Did you just make fun of my outfit!?"

"Hey the only one dressed more like a dork than you is that one with the spider on his suit, so stupid looking" Garble said, pointing to Peter.

"Gee, thanks for the compliment," Peter lamented.

"Uh duh, I wasn't complimenting you, I was insulting you, geez you ponies are stupid," Garble said.

Peter rolled his eyes, "Says the one somehow doesn't understand sarcasm, and you think you can take over a whole country?"

"You dare mock us! Dragons, show these puny ponies what we can do!" Garble ordered.

The dragons approached the Pony Avengers, all of them ready for a fight.

One dragon attempted to punch Spitfire, but she flew away and flew around him, getting him dizzy enough for Peter to easily punch him across the mountain area. His spider sense then kicked off and Peter jumped away from a dragon trying to punch him, to which Carol flew over and did a few punches of her own.

One dragon blew fire at Cap, but he blocked it with his shield. As the dragon continued to attempt, and fail, to overpower Cap's shield, Stark managed to fly in with some quick punches, getting the dragon dizzy enough for Cap to toss his shield at it's face and Stark to do one final punch.

One dragon approached Scott, but he shrunk down out of the dragon's sight. The dragon looked around, confused at to where Scott went. He then felt a punch to his jaw, then another to his stomach, then to his leg and suddenly he was tossed away, knocked into another dragon. Scott went back to his original size, "That was close."

One dragon tried to attack T'Challa, but he blocked all the strikes and delivered a punch to it's gut and then one to it's jaw. Thor then whacked it away with his hammer. The two turned to another dragon and gave her the same attack pattern they did the other dragon.

One dragon rushed at Hulk, but he grabbed a punch and effortlessly picked the dragon that was twice his size over his head. "Hulk smash weak dragon!" Hulk them slammed it down a few times and kicked it away. "No dragon stronger than Hulk!"

"Banner, speak normally will you!?" Stark said while attacking another dragon with his Ion Blast.

Hulk chuckled a bit, "Sorry Stark, couldn't help it. Reminds me of the old days."

Stark groaned, "He gets the transformation figured out after so long and he still feels the need to act all 'Hulk Smash'."

"Nothing wrong with bringing out some old stuff once in a while," Peter said as he used his webs to swing a dragon around, using it to knock into the other dragons.

"Let us stay focused on the task right now," T'challa said, kicking a dragon away. "Such aggressive creatures though."

One dragon went for Spike and shot fire, but Spike rolled out the way and head-butted it's gut. The dragon growled and went to punch Spike, but Wasp flew over in her Breezie form and zapped the dragon in the face a few times in the face, stunning it a bit. Wasp regained her original size and helped Spike ram into the dragon to knock it over.

Spike looked satisfied, but it didn't last long once another dragon came to attack. Luckily Peter was able to go in quickly and punch the dragon away.

"Keep an eye out, there's still a few more, and some of them are coming back for more," Peter said.

Thor had just whacked another with his hammer, "Quite the pests aren't they?"

Carol blasted a couple away with her powers, "No kidding."

"Keep attacking!" Cap said, throwing his shield, bouncing off the heads of five dragons, leaving them stunned and open for him to attack.

Garble looked amazed, "I can't believe this, where do ponies like these come from!?" Garble looked to Spider-Mane and recognized him, "Oh right, he's that Spider-Mane guy, thought he looked familiar. I think that was him last time I went to their village, did he have that suit on though?"

The dragons kept going at the Avengers, each time they were either punched away by Carol, webbed by Peter, blasted by Stark, hit by Cap with his Shield, kicked by Spitfire or even thrown by Scott.

Garble found himself backing away a bit, he wasn't sure if he could handle these ponies. Though he noticed that Janet looked busy attacking a dragon, leaving her open. Garble had an idea and slowly approached her from behind.

After knocking the dragon out, Janet had a triumphant smile, "That takes care of you, now to-HEY!" Garble had just grabbed her by her mane.

"I got me a pretty pony," Garble taunted.

Janet looked pretty angry, "Let me go before I-"

"Can it pony!" Garble said with a strong punch to her side.

Spike noticed this situation and became irate, "Hey! Put my wife down right now!"

Garble looked stunned at what he just heard, "Your wife? You married a pony! Could you be any more of an embarrassment to our kind!?"

"I don't care about that stuff! Just put my wife down or I'll make you regret it!" Spike warned.

Cap also noticed this after knocking out another dragon, "No, Janet!"

The other heroes noticed this, but due to their distraction, another group of dragons managed to take them by surprise and attack them, though Cap was still able to fend off just fine, he still had too many in his way.

"Ha! Now it's gonna be our turn to win! You ponies put up more of a fight than I thought you would, but in the end it doesn't matter, we dragons are gonna rule Equestria!" Garble boasted.

Janet continued to struggle when she remembered one thing, "Oh right, duh." She shrunk down and out of Garble's grasp, surprising him.

"What the-" Garble was then blasted in the face with her bio-stingers.

"That's for putting your filthy claws on me!" Janet shouted as she continued to blast his face.

Garble got annoyed and managed to punch her out of the air. Luckily Spike caught her before she hit the ground. "You ok Jan?"

Janet shook her head and looked up at Spike, "I'm fine."

Spike placed Janet down carefully as he glared at Garble, "How dare you hurt my wife! I'll make you pay for that!" He rushed over to Garble and attacked him with fire, but Garble moved out the way and kicked Spike to some rocks.

"Puny pony loving dragon, things he can beat me?" Garble taunted.

Spike recovered and went to attack again, this time ramming his head into Garble's gut. Garble then angrily punched Spike down. He then grabbed Spike's tail and tossed him to some other rocks.

As Garble went to attack again, Janet reappeared, blasting him with the bio stingers.

"Quit attacking my husband!"

Garble punched her out the air, causing her to slam into another rock and reverting back to her pony form. Garble then grabbed her by the face.

"I don't take orders from ponies, especially ones that marry loser dragons!"

Janet delivered a storng punch to his face, "Spike isn't a loser, he's a great dragon that I'm proud to call my husband and the father of my child!"

Garble looked even more stunned, "You two had a kid together! That's so gross! Your kid must look so ugly!"

Janet then became even more irate, "WHAT DID YOU SAY ABOUT MY DAUGHTER!?" She shrunk down again and continued blasting his face with even more power, causing him to stumble back. "Never insult my daughter you pathetic excuse for a dragon!"

Garble got a lucky punch, knocking her back again, "Geez that pony was so angry." Suddenly Garble felt his back clawed at. He turned around and saw Spike standing there in a fighting stance.

"I told you not to hurt my wife, and I don't appreciate your comments about my daughter!"

Garble scoffed, "Think I care about your daughter? Bet she's gonna grow up to be all alone and stuff, who's gonna wanna be friends with a pony that's part dragon, or a dragon that's part pony."

Spike felt more ire and clawed right at Garble's face, though he then hit a punch of his own to knock Spike to a wall. He then grabbed Spike and tossed him right onto Janet.

"First thing I do when I rule Equestria is banish that freakish daughter of yours where no one can see such a disgusting thing again, honestly what moron falls in love with another species? Only dimwits do that, then their babies turn out to be ugly and gross, how can such things even exist? That's gonna change soon when I take over Equestria, and all the pure dragons will rule over!" Garble did a triumphant laugh, though felt someone grab his tail. He turned around and saw Peter with a look iof anger on his face.

"You need to shut your mouth already!" He then slammed Garble down a few times and tossed him to some rocks, causing them to break upon impact.

Garble tried standing up but Peter rushed in and punched his gut a few times at immense speed and then kicked him away towards the other unconcious dragons. Despite them having an advantage a moment ago, the Avengers had quickly regained control and defeated all the dragons.

Peter huffed angrily a bit and looked over to Spike and Janet, "You two ok there?"

Janet rubbed her head, "I'm fine." She looked down, "Spike, how about you?"

Spike coughed a little and looked to Janet, "I'm ok, as long as you are."

Janet adjusted Spike so she can properly hug him, "I am, and thanks, you truly are a great husband."

Spike hugged back but felt some uncertainty. He hoped he could defeat Garble, but in the end he needed help from Peter. How can he protect his wife when he can't even protect himself?

As the Avengers gathered around, they were greeted by another guest.

"What's going on over here?"

They looked up and saw a blue female dragon flying over them, "Well?"

Garble struggled to get up and then noticed the dragon, "P-p-princess Ember!?"

Peter looked surprised, "Princess Ember?"

Ember flew down to Peter, "Hey, aren't you that hero Spider-Mane?"

"You recognize me?" Peter asked.

"Most of Equestria knows you, unless they're idiots," Ember said, looking to the other dragons. "Anyway you didn't answer my question, what's going on and why are you attacking these dragons?"

Before anything, Cap approached her with a serious glare, "We're the ones who should be asking the questions, for starters this group of dragons intended to invade Equestria to please this 'Dragon Lord' of there's, do you have anything to do with that!?"

Ember looked a little annoyed by Cap's question, "Um I had nothing to do with that and neither does my father. This bunch were just taking things into their own claws."

Cap looked over to Garble and the other dragons, then back to Ember. "So you yourself have no intentions of taking over Equestria?"

"What good would that do me? I really don't care what you ponies do honestly, I have my own land to worry about, I don't have time for stuff like that," Ember said.

Cap looked a little dissatisfied, "Still, I would like to speak to your father."

Ember sighed, "Fine, if that helps gets this nonsense over with then whatever." She pointed in a direction, "Follow me."

Cap turned to his allies and gestured for them to follow him. As the Avengers followed, Garble tried sneaking away.

"Where are you going!?" Ember shouted at him. "You have some explaining to do to my father!"

Garble gulped and reluctantly followed Ember and the ponies. Spike looked a little relucatant himself, feeling like he couldn't save the day like he hoped he could. He put that aside and followed with Janet not too far behind. She could sense there's something wrong with Spike, though now was not the time to ask, she just followed her allies.

Before long The Avengers arrived at the center of the rocky area, clouds formed all around a mountain top.

"So where is this Dragon Lord of yours, I'd like to say a thing or two to him for doing such a lousy job with watching over the dragons," Stark said.

"Same here, he could be a little more attentative," Peter complained.

"In a moment," Ember said and called out. "Dad, you have some guests!"

They heard what sounded like a groan, "Guests? What about?"

"Just come out here, there's something you should know!" Ember said.

The voice sighed, "Fine."

Cap grew a little impatient, "Hurry up and show yourself!"

At that moment, all the clouds were blown away and on top of a mountain stood a dragon that was the size of a several villages.

The ponies below looked in awe at the size of it, suddenly Stark and Peter were regretting what they had said a moment ago.

"Oh...crap..." Peter muttered out.

"Wow that's a big dragon," Stark said.

Hulk looked extremely nervous, "Never thought I'd be the puny one."


Even Cap looked a little freaked out. "Is that...the dragon lord!?"

"Sure is," Ember said, gesturing to her father. "This is Dragon Lord Torch."

The Dragon Lord looked down at the ponies, "What are ponies doing in my land!? STATE YOUR BUSINESS!"

The loud roar of his voice was enough to knock the ponies back a bit, all of them looking very freaked out.

Cap himself seemed worried but he knew as the leader it was his job to speak on behalf of his team. "Dragon Lord, it would appear one of your subjects planned an invasion of several towns in Equestria, planning to destroy homes of ponies as well as capture them to do their bidding."

Spitfire spoke next, "The dragon who planned this is that one right there." She pointed to Garble, who was attempting to sneak away.

"AND JUST WHERE DO YOU THINK YOU'RE GOING!?" The Dragon Lord boomed, freaking Garble out some more.

Garble turned around and offered a nervous smile, "Hey Dragon Lord, funny story, you see I was hoping to get on your good side by taking over Equestria for you, so that maybe..."

"Did I order you to do such a thing!? Have you not thought about what could happen as a result of that!? Suppose the Alicorn Princesses got involved! They may be ponies but their power is unimaginable! You nearly endangered our land by doing such a foolish act!" The Dragon Lord shouted.

"But I just wanted to-"

"ENOUGH! For your actions you will now work the mines by yourself, FOR A WHOLE MONTH!" The Dragon Lord shouted.

Garble looked stunned, "But...but please sir, I beg you I can't do that by myself for a whole month, it's hard."

"STOP WHINING AND DO IT!"

Garble groaned and stomped away, "First that karate pony and his two friends, now these annoying ponies, oh I hate them so much!"

Peter looked curious, "Karate Pony? Does he mean Ryu?"

The Dragon Lord looked to the others, "Now, do you have any other business with me!?"

Cap shook his head, "No, that's all."

Peter spoke next, "So we're all good right?"

"GOOD!? You attack my dragons and demand my presence! For that I shall send you to the deepist, darkist pit in this kingdom and let you spend eternity there!" The Dragon Lord shouted.

The ponies looked shocked and worried, though they also started to ready themselves for a fight.

The Dragon Lord then laughed, "Don't worry, I'm just joking." There was a sigh of relief among the ponies, though the Dragon Lord didn't like that. "I said it was a joke, NOW BE AMUSED!" The ponies looked shocked and just went along with it with forced laughter. The Dragon Lord groaned at this, "Alright now you're all just trying to hard, now get out of my sight."

As the ponies started to leave, the Dragon Lord noticed Spike, "You there! Little purple dragon!"

Spike looked up, "Who me?"

"Yes you, do you know any other little purple dragon!?" The Dragon Lord shouted, causing Spike to freak out.

"Sorry Mr. Dragon Lord, what is is?" Spike asked.

"First off don't call me 'Mr.', Dragon Lord is enough, second, who are you? You're not one of mine are you?"

Spike shook his head, "No sir, I'm Spike of Ponyville, I was raised by Princess Celestia herself before going to live with Princess Twilight Sparkle. I am currently her assistant and help her with royal duties."

"I see, was coming here one of them?" the Dragon Lord asked.

Spike shook his head, "No, I came because I felt I had to, to prove myself against other dragons."

The Dragon Lord looked interested, "I see, you seemed to have faired well, though I will admit I'm happy to know that despite living among ponies you still have a dragon's drive. Tell you what, how about I help you harness your dragon abilities?"

Spike looked confused, "Huh? Harness my dragon abilities?"

"Sure, with enough training, I can turn you into a proper dragon, of course I won't be training you personally, my daughter Ember will," The Dragon Lord said.

Ember looked surprised, "What!? I'm not training that runt!"

Spike looked a bit unhappy at that insult, "I'm not a runt!"

The Dragon Lord was also displeased, "Ember, as the Princess it is your duty to help your fellow dragons, especially one like this. I could tell he's got potential, and I want you to train him!"

"He lives with ponies! Why do you even want to train him!?" Ember asked.

"As Dragon Lord, it is my duty to watch over all Dragons, and this one is no exception. The fact that he came here despite being raised by ponies, despite his puny size, in a way I respect that."

Before Ember could say anything, Spike spoke up, "With all due respect, I don't think I'm capable of being a real dragon. I could barely fight off Garble and the others, I don't wanna waste your time in training me."

"Son, no dragon is born great, they become great with years of training. Plus you're a young one, so you've got plenty of time to become the best, I think you can pull this off!" Dragon Lord said.

Spike looked even more unsure, "But...what if I can't?"

Peter patted his shoulder, "You won't know unless you try. I never thought I'd be the hero I am today, but it happened."

Cap nodded, "Same here, I wasn't born great either, in fact I was just like you once, now I'm the leader of The Avengers."

Wasp then nuzzled Spike's face, "I think you can do it."

Spike looked to his wife and got a reassuring smile, then back to the Dragon Lord. "One final question, if I may."

"Proceed then," Dragon Lord said.

"I want to take your offer, but I'm worried about how long I would be away from home. You see my Lord, I'm married to this beautiful pony here," Spike held Janet close, causing a blush from her, "And we have a daughter that's not even two years old yet. I don't wanna be away from them too long," Spike said.

Dragon Lord nodded, "Understandable, why not think about it for a while, but I assure you young dragon that you wouldn't be away from your family very long, but I will give you a few months to decide."

Spike felt relief, "Thank you Dragon Lord." Spike bowed his head in respect, as did Cap and soon the others.

"Good, now begone," Dragon Lord said.

With that the Avengers had left, feeling curious as to what would happen next.

Ember flew over to her father, "You can't be serious about him! For so long you worry about my size because I'm not as big as Garble and the others, yet you want to train that runt to become a knight!?"

"Ember, in light of what happened today I'm starting to view things differently. Size isn't always what's important, if it was, those dragons would not have been bested the way they have been. Between those three ponies I heard about a couple of years ago, plus this group now, it seems like I have a lot of rethinking to do. You will train that dragon should he accept the offer," the Dragon Lord said.

"His wife is a pony, that doesn't seem weird to you?" Ember asked.

"I'm not one to judge, neither should you. You’ve had to prove yourself just as much as any other Dragon, including that small one. That's enough of this conversation, I must be off!" Soon enough the clouds reformed, leaving Ember feeling very annoyed.

"Between that Spider-Mane pony and that young dragon, things really are not what they used to be in Equestria," Ember shrugged, "Whatever, why should I care anyway?"

She flew off to think about things, the changes going through Equestria and what's next to come.