• Published 3rd Jun 2018
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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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Lessons Begin Part II

The day began to pass almost slowly for some of the Brotherhood, who were all being given their Friendship Lessons. Wanda herself seemed especially bored when sitting in one spot listening to Twilight's lectures on proper use of magic.

"The key is proper control, magic can easily get away from you, which is why concentration is an important lesson," Twilight said. "One reason I like to read a lot of books is because they teach ways of concentration, I like to keep my mind focused on one thing."

Twilight showed an example by using her magic to lift several objects and rotate them around her, getting some curiosity from Wanda.

"Huh, that's impressive I guess," Wanda said. "Not sure what this has to do with Friendship though."

"More than you think," Twilight said. "My study of Magic helped me realize that studying can only take me so far, that in order to improve myself in anything I did, I needed friends. The Magic that Friendship exudes gives me such strength, and it's my magic that helps me help other ponies."

"I still don't get it, having friends makes you better at magic?" Wanda asked.

"Not exactly what I'm saying, what I mean is that...well the Magic of Friendship is..." Twilight said. then scratched her head. "Being a teacher isn't going as easy as I hoped."

"Well then let me make it easy for you, let's forget this because it's a waste of time," Wanda said.

Twilight shook her head, "I can't abandon this now, we just started, it's just not an easy start, but that doesn't mean we give up just like that. I never give up on anything, no matter how hard it seems. If I did, I never would have gotten my wings."

"Gotten your wings?" Wanda asked. "What does that mean?"

"Oh right, there's still so much you don't know about Equestria!" Twilight had a giddy smile. "That's something I can easily teach you!"

Wanda backed off a bit, "Wait, forget I asked, let's just go back to the magic thing."

"No, this is perfect, if you learn more about our world, then it can help you," Twilight said, using her magic to grab a couple dozen books, much to Wanda's annoyance.

"I just had to ask," Wanda said very glumly.

As Twilight started going through the books, Wanda noticed Janet making her to the door. "That's The Wasp correct?"

"Huh?" Twilight stopped what she was doing as she turned her attention to Janet, "Oh yeah, that's The Wasp, or as I call her, my Sister-In-Law."

"Sister-in-law huh? Must be something to have one of The Avengers in your family," Janet said.

"Well to me she's just Janet, a good friend and a great wife for my little dragon brother and number one assistant,"
Twilight said, then called out. "Hey Janet! Are you off to see Spike!?"

Janet turned to Twilight, waving at her, "Sup Twi! Yeah I'm going to see how Spike's training is going!"

"Tell him I said 'hi', and ask when he'll be coming home again," Twilight said.

"Will do!" Janet said and left, leaving Wanda a little confused and curious.

"So...who exactly is Spike? I know you said little dragon brother, but is there anything else?" Wanda asked.

"Spike is a dragon I helped hatch when I was a very young foal, he was originally raised by Princess Celestia before being sent to live with me and my family. He became like my little brother, so overtime that's just what I began to call him," Twilight said.

"So now he's married to The Wasp? Wonder how that happened? Is he really strong or what?" Wanda asked.

"Well strength had nothing to do with why she married him, they just fell in love with each other and got married several months after they met," Twilight said. "They even had a baby together, if you'd like I can take you to see her."

"Sure, that sounds nice," Wanda said. In reality, she just wanted to get away from whatever lesson Twilight had planned.
"Great! Come on upstairs!" Twilight said, bringing her now pupil upstairs.

The two arrived in Hope's room, the young filly currently fast asleep in her bed.

"That's their daughter?" Wanda asked.

"Yeah, her name's Hope, Janet picked it out," Twilight said.

"Huh, she's kinda cute I guess," Wanda said.

"Yeah, she is," Twilight said, awing at her niece. "She's also the only known Pony-Dragon hybrid, well Janet's technically human but she has the form of a pony, so it somewhat counts. Honesty though it's not something I discuss much. Spike and Janet make it seem like I see her as a science experiment. I honestly don't, I just find it fascinating."

"Um, do they trust you?" Wanda asked.

"Huh?" Twilight asked.

"Do they trust you?" Wanda asked. "I mean if you're really Spike's older sister figure then don't they trust that you see her as your niece and not a science experiment?"

"Well, of course they do," Twilight said. "Why wouldn't they?"

"I'm just saying, if you find it fascinating that she's a pony-dragon hybrid, you shouldn't feel ashamed, I'm sure it's considered a great thing that two different species found love, that there can be co-existence, wouldn't you say so?" Wanda asked.

"Yeah, I suppose I get your point, but I do understand their concerns," Twilight said. "I mean I'd probably be a little annoyed if my friends just saw Mayday as a pony-human hybrid of sorts."

"I still say friends and family could be a little more understanding," Wanda said.

"Do you feel that sense of understanding from your father and brother?" Twilight asked.

"Not as much as I'd like," Wanda said. "Maybe things will be much better then."

"Well, are you trusting and understanding of your father and brother?" Twilight asked.

"Why would I be? They never gave me any of that," Wanda said.

"But if you want that Wanda, you need to show that yourself," Twilight said.

"Show what?" Wanda asked. "You expect me to give to them what they refuse to give to me? How is that fair?"

"Sometimes you need to set an example, show your family that you love them regardless of who or what they are, and I'm sure they'll be sure to follow," Twilight said.

"I shouldn't have to, especially not to my father, he should have been that understanding if me from the start, but half the time it feels like he cares when he needs my power," Wanda said.

"Well your father did bring you to this world, I think he's trying to make amends if he wants me to educate you about Friendship," Twilight insisted.

"Pfft, right, making amends, he just wants to escape from our r world and we're just an offering, a type of payment," Wanda said.

Twilight started to feel pity for this poor girl, she really seems to have had a troubled life. "Well, you can still make the most of it, just try to show them how much you're capable of caring. I'm sure it will be easier, especially with Rainbow Dash teaching your brother about Loyalty, just give it a chance, and remember that it depends on you just as much too Wanda."

Despite Twilight's advice, Wanda just didn't really seem to care that much, or she didn't want to. "This is pointless, if you only knew them you'd realize how silly that idea sounds."

"Wanda, I have a brother too, I know what you're going through," Twilight said.

Wanda looked curiously at Twilight, "Is your brother constantly a jerk who thinks of no one but himself?"

Twilight rubbed her head, "Well...no, we usually get along, but not always, I mean-"

"Twilight, whatever spats you've probably had with your brother can't possibly compare to my relationship. I'm sure any disagreeents you've had were resolved quickly, because I'm sure you have a better brother than I do. I remember when we fought you on Earth, he was there for you in an instant, Pietro mostly works with me if he has to," Wanda said.

"I'm sure he cares about you more than you think Wanda," Twilight said.

Wanda scoffed and trotted off, "I can't listen to this anymore, I'm going."

"Wanda!" Twilight said, following after her. "Come on, don't just walk away. We still have much to learn together."

"Yeah, learn how much better you have it than I do," Wanda said.

"I'm trying to teach you how to have that same happiness, please wait up Wanda!" Twilight pleaded.

Wanda was about to leave when she heard Trixie call out. "Don't tell me you're giving up already!"

Wanda looked back to Trixie, "What does it matter to you?"

"It matters a lot," Trixie said, approaching Wanda with a serious glare. "Because if you walk away from this, you're going to lose something special, and it will be a real shame if you lost it so quickly."

"Trixie?" Twilight said, trotting over.

"I got this Twilight, I'm not letting you lose a student," Trixie said. "You have no idea how lucky you would be to live in this house, everypony living here would say it's a wonderful and caring place. We already had one family member leave here, one of my favorites too thanks to his greedy foalsitters."

"Trixie...what have I said about you calling Flitter and Cloudchaser 'greedy'?" Twilight asked.

Trixie rolled her eyes, "Not like it isn't true, Rumble was just fine with us. Now he looks so miserable, that would explain his recent change in behavior."

"Rumble's just growing up, he's not gonna be a sweet little boy forever, now he's gonna become a sweet stallion...hopefully," Twilight said.

"Wait, who's Rumble?" Wanda asked.

"A colt that Peter and Twilight took in when his brother decided to rebel against Equestria just because he didn't like Peter," Trixie explained.

Wanda looked a little curious, "Huh? What do you mean by that?"

"Years ago a pony believed Peter was just another cause for trouble and tried to convince many others that he was right," Twilight said. "Needless to say it led to one big mess and his brother was left in our care because of that."

Wanda looked even more curious, "Um...so this colt, he also had trouble with his brother or something?"

"Not exactly, his brother did care about him, he just showed it in a weird way," Twilight said. "I haven't really had a chance to speak to his brother much though."

"I see," Wanda said. "So, how often do you see this colt?"

"Once in a while, he likes to come by, I like to go there," Twilight said. "Why do you ask?"

"No reason, just want to be sure the kid's alright I guess," Wanda said.

"Oh, would you like to go meet him? He's a really nice boy, I'm sure he'd love to meet you," Twilight said.

"I'm not so sure," Wanda said. "I'm not good with kids or anything."

"You'll be fine, it might help you on your Friendship Lesson," Twilight said.

Trixie raised her eyebrow in curiosity, "How exactly Twilight? Rumble's a sweet boy but how would it relate to the lesson?"

"She has some family troubles so maybe if she met somepony similar she'd understand the situation better," Twilight said.

"Family troubles huh? Makes sense since according to Peter she's the daughter of a Super Villain," Trixie said.

"Now I know how Spider-Man sees me," Wanda lamented.

Twilight rolled her eyes, "Peter means well, he's just not good with how he says things."

"Yes, he has trouble with his brain to mouth filter," Trixie said. "Sometimes it's amazing he even has friends, but with that annoyance comes a type of charm that most can't resist."

"Including you?" Wanda asked.

Trixie sighed, "Yes, including me. Sometimes I hate him for making me care about him so much."

Wanda scratched her head, "I don't think I'll fully understand this pony lifestyle."

"You will, I promise you that Wanda," Twilight said. "Look, just agree to come see Rumble with us sometime soon, you might like seeing him."

Wanda sighed in annoyance, "If I say 'yes', will you be happy?"

"We'll both be happy," Twilight emphasized.

"I doubt that, but fine, I'll just take your word for it," Wanda said.

"Good, in fact maybe we can go see him right now," Twilight said.

"Oh, can I come?" Trixie asked.

"Sure, I'll just let Peter and Mayday know, they should be in the lab together," Twilight said.

"The lab? There's a lab here?" Wanda asked.

"It's where Peter and Mayday like doing their experiments, just their way of bonding," Twilight said.

"It's weird imagining Spider-Man as a father, he seems more like a kid himself," Wanda said.

"Yes, he does act childish, but he also knows when to mature up, and I think he can balance it out...fairly well," Twilight said.

"Yes, now let us hurry, I want to see the look on my dear Rumble's face when he sees his favorite Auntie," Trixie said, leading the way.

"Trixie, wait up, we need the cloud walking spell first!" Twilight reminded.

Trixie stopped in her tracks, "Oh...right." She turned around keeping a straight face despite an embarrassed blush appearing. "Let us hurry then."

Twilight giggled and went inside with Wanda, the Brotherhood mare getting more and more confused by how these
ponies seem to operate.


Meanwhile with Rainbow Dash, she and Pietro are racing through a field, Rainbow Dash wanting to get a feel for his speed, mainly out of her own interest.

"I can see why you're called Quicksilver," Rainbow Dash said, wiping some sweat off her head. "Still, not as fast as me."

"Well I'm not used to being a pony, I usually run on two legs, not four," Pietro said.

"Yeah, it takes some getting used to," Rainbow Dash said. "Took me some getting used to having two legs, even though I've only been in a human form for less than a day."

"Really, did you do much?" Pietro asked.

"No not really, we just needed to talk to S.H.I.E.L.D. after fighting those jerks from Capcom, then later me and Johnny spent some time with the rest of the Fantastic Four, got to meet his sister Susan, her husband Reed, their son Franklin and Ben Grimm," Rainbow Dash said.

"How did you and The Human Torch end up together?" Pietro asked. "He never really struck me as a one girl type guy, I figured he'd be a wild bachelor for a few more years before settling down."

"That's just how awesome I am," Rainbow Dash boasted. "When I met Johnny he was just the wild guy you knew, he did flirt with a few mares, including Twilight, which I actually found hilarious at the time. Then over time we started hanging out and just like that, we began to fall in love with each other. He could have had any mare, but he knew just the one to pick."

"You sound really proud of that," Pietro said.

"Duh, there's a lot of things that I'm proud of, but the greatest accomplishment for me is being married to Johnny Storm. That and being Firefly's mother," Rainbow Dash said.

"So you're one of those family types?" Pietro asked.

"Pretty much, I am Loyal to my family after all, my husband, daughter, Scootaloo who's like a sister, and my parents. I love them a lot, but that should be normal, it's what families do," Rainbow Dash said. "What about you? I'm sure you're close with your father and sister, you're part of this Brotherhood thing."

"It's a bit more complicated than that, see I don't always get along with my old man, and my sister can be a real pain to deal with due to her moody attitude," Pietro said.

"Any reason she has a moody attitude?" Rainbow Dash asked.

"Got me, sometimes I can't figure out my sister, I mean I'd like to think I'm as good of a brother as I can be for her, but it's obviously not enough," Pietro said.

"Well if you love your sister, you gotta figure out a way to make it work, get what I mean?" Rainbow Dash said.

"Hey I do the best I can do, somehow it's just not enough for her, real pain in the neck," Pietro said.

Rainbow Dash tapped her chin in thought, "Well, how have you shown your sister that you love her?"

"Well to be fair, showing love isn't exactly easy, I figured standing by her side would be enough," Pietro said.

"Sometimes siblings need a little more, me I gotta work to show that I care about Scootaloo. Maybe a different story since she's not actually my sister, but I gotta make her feel like she is, because I can tell she wants and needs an older sister, so she can be like her friends," Rainbow Dash said.

"What about Johnny Storm? He's got a sister right, what does he do?" Pietro asked.

"Through Loyalty, he always proves his Loyalty to his family by being there for everything," Rainbow Dash said.

"But that's what I try to do, whenever there's a fight I usually try to help her," Pietro said.

"What about outside of fights? Little things like just spending time with her?" Rainbow Dash asked. "Johnny is all about spending time with family, in fact we're gonna be going to The Baxter Building soon, it's gonna be my first trip to his world in years, but it's something he's been wanting to do since the portals were permanently opened."

Pietro scratched his head a little, "Spending time? Look I get that 'quality time' is suppose to be important, but it's not really something we do much in the family. For us, time together is fighting together."

"That's good and all, but that shouldn't be all you do, suppose she starts to wonder if you'll care about her if she's weak?" Rainbow Dash asked.

"Well my sister is not weak, I can tell you that much," Pietro said, reminiscing his sister's strength. "But seriously, if she were weak, it'd be hard to be around her because she won't make for a good partner."

"See, that's what I mean, you're treating her like some ally you can trade away rather than unconditional love and family," Rainbow Dash said.

"Our family isn't known too well for unconditional love, so that might be a problem," Pietro said.

"And that's why I'm here, to teach you better. Seriously haven't any of the X-Men told you this?" Pietro asked.

"Probably their Professor, he's one of the only people my dad has the slightest amount of respect for. Me I just thought he was some weird old man," Pietro said.

"I really gotta get you on the right path here, family means a lot to me and Johnny, I never stopped talking with my parents and Johnny always keeps in touch with the rest of the Fantastic Four. You know what, I'm gonna talk with Johnny and see if we can get you to come with us to The Baxter Building," Rainbow Dash said.

"Wait what? You want me to come see you on your family trip?" Pietro asked. "Sorry but I don't think your husband's gonna want that, besides I just came to this world to get away from Earth, not to go back to it."

"It's only for a night, for a few hours, I think you can handle it," Rainbow Dash said. "It's part of your Friendship Lesson."

Pietro shrugged it off, "Fine, but I'm almost certain that Torch won't want me in his family's home."

"Let me worry about Johnny, I'm pretty good at getting what I want from him," Rainbow Dash said with her usual confidence.


At Sweet Apple Acres, Applejack is teaching Avalanche how to properly buck the apples from the tree. "You just gotta hit the sweet spot and boom," with a swift kick, the Apples came from the tree and into the buckets. "Easy as Apple Pie."

"So that's it? Looks kinda simple," Avalanche said and approached a tree. "Just gotta time it right and-" He did a swift kick that only brought down a couple of apples. "It didn't work."

"You didn't hit it at a good enough angle, but that's fine, it just means you need more practice," Applejack said, running over and bucking another tree, getting all the apples. "See, easy."

"Easy huh? I think I get it," Avalanche said. He trotted away from the tree and ran back to it, hitting it hard with another kick, getting few apples again. "Dammit, thought that would work."

"It's not about speed, it's about hitting it in the right spot. Like ah said, it takes practice, Remy didn't pick up on it easy either, now he's nearly a pro," Applejack said, pointing towards Remy, who had knocked the apples off his tree. "Even Apple Bloom struggled a bit at first, now she's about as good as ah am." Applejack then pointed to Apple Bloom, who was bucking trees very well, one after the other. "She's probably better than me at this point."

"I'll say, this is a bit harder than I thought it'd be, unless," Avalanche got into a stance and then started shaking the ground below.

"Whoa there partner!" Applejack said, trying to keep her balance.

"Ah! What's going on!?" Apple Bloom asked, holding on to a tree.

"Avalanche what are you doing!?" Remy shouted, getting his staff ready in the event of a fight.

"Making life easier, you'll thank me in a moment!" Avalanche said, shaking everything as the Apples began to fall. "See! Much easier!"

"That's great and all! But this might be a tad bit much!" Applejack said, holding onto a tree.

"What makes you say-" moments later some rocks started forming upwards, knocking down some of the trees.

"Avalanche! Cool it with your powers!" Remy warned.

Avalanche quickly stopped, much to the relief of the Apples.

"Whew, that was kinda freaky," Apple Bloom said.

Remy trotted angrily to Avalanche, "Mind telling me what the big idea was!?"

"I was trying to get the Apples from the tree," Avalanche said.

"It's called Apple Bucking, do that!" Remy shouted.

"Hey my way knocked down more apples, it's more efficient," Avalanche insisted.

"Creating earthquakes ain't efficient, do it the way my wife's teaching you!" Remy ordered,

"Man you're bossy, being a husband and father changed you," Avalanche said.

"Don't forget big brother!" Apple Bloom called out.

Avalanche looked confused, "You have a sibling?"

"She’s talking about me, she calls me her big brother since I am her brother-in-law," Remy said. "Point is do as my wife teaches you, if she wanted things done differently, she would have done it a long time ago."

"Mah sister's stubborn like that!" Apple Bloom called out.

Applejack glared at her younger sister, "Go back to yer apple bucking missy!"

Remy rolled his eyes, "Ignoring Apple Bloom's sassiness, Applejack's family has a tradition of using Apple Bucking to remove the apples from the trees, no magic, no fancy tricks, just plain apple bucking."

Applejack scanned the area they were in, "Might need to relocate fer now, lot of stalagmites, gonna have to fix this later."

"Hey I can fix it now," Avalanche offered.

"That's alright, apple bucking comes first, we got orders to fill after all," Applejack said. "Let's get moving y'all."

"That includes you too Apple Bloom!" Remy called out.

"On mah way!" Apple Bloom said, trotting over to her family.


At Rarity's Boutique, Pyro is waiting behind a counter, looking really bored.

"How did I end up staying at some clothing store?" Pyro wondered out loud, using his powers to move some fire across the air to cure his boredom.

"Have any customers arrived yet!" Rarity asked.
"No, none yet!" Pyro answered, then muttered, "Hopefully it stays that way for now, less others see me like this the better."

"Well do let me know! Also I have some guests coming over as well!" Rarity called out to Pyro.

"Guests? What guests?" Pyro asked.

"Some other fashion designers, new ones that need a place to show off their skills, I volunteered to show off their designs!" Rarity called out.

"Well what do I do when they get here!?" Pyro asked.

"Just send them too me, there's three of them. A young filly Lily Laces, a charming stallion Starstreak and a rather...unique mare, Inky Rose!" Rarity explained.

"Theses ponies have such weird sounding names," Pyro muttered to himself, then called out. "Alright! I'll let you know when they arrive!"

Seconds later, a knock had been heard, to which Rarity called out. "That might actually be them now, be a dear and go check!"

Pyro rolled his eyes as he trotted to the door, opening it to reveal three unusual ponies. "Um...Lily Lace, Starstreak and Inky Rose?"

"That's us, I'm Lily Lace, and these two are Starstreak and Inky Rose," one said, already sounding like an annoying teenager to Pyro's annoyance.

"You don't say," Pyro said, glancing over the three. He already got his first impression of Lily Lace, Starkstreak seemed oddly dressed as far as Pyro was concerned, and Inky Rose just looked really depressing. "So, you're all here to show your designs for Rarity huh?"

"Like yeah, wait are you also a fashion designer?" Lily asked.

Pyro resisted the urge to gag, "No, I'm just here to help Rarity, it's a Royal order from the sun Princess lady."

"You mean Princess Celestia?" Lily asked. "Wow, are you like, one of her students?"

"No, I'm like, just a regular guy who got stuck in a weird situation," Pyro said. He then called into the store, "Rarity! Your fashion friends are here!"

"Oh good, send them in!" Rarity called out.

Pyro gestured his head, "Come on in, Rarity's waiting."

The three stepped into the store as Rarity made her presence known. "Lily! Starstreak! Inky! It's so nice to see all of you. It looks like you've met Pyro, he's going to be taking some lessons from me for the time being, so my hope is that you all become good friends."

"So he's like, taking fashion tips from you?" Lily asked, then turned to Pyro. "Because if you are then you' re in luck, she's got a real eye for talent."

Rarity giggled a bit, "Oh you're too kind, but he's not taking fashion tips from me. He's here to learn about Friendship and Generosity."

"Because of Magneto and that Princess lady," Pyro said.

"Her name is Celestia Pyro, you really need to remember that," Rarity said.

"How does he not know Princess Celestia though? Where's he from?" Lily asked.

"He's actually from the same world as Spider-Mane and my husband, so he's growing accustomed to life in Equestria, which includes getting to know the names of our Princesses," Rarity said.

"Wait, there's more than one?" Pyro asked.

"Well I'm sure you've seen Princess Luna," Rarity said.

"Luna...sounds familiar, but which one was she?" Pyro asked.

"Blue mane, moon cutie marks, has wings and a horn much like Princess Celestia and Twilight," Rarity expained.

"Oh that one, she kept looking at me all smug like, me and my friends," Pyro said.

"Yes well...Princess Luna can be a tad cautious of otherworldly visitors, I mean she didn't trust Peter right away after all. Same with Johnny Storm and the Capcom Fighters...though they might have deserved it due to their attitudes at the time," Rarity said.

"Yeah well I don't like it, me and my friends have been getting looks like that for years, part of the reason we've grown to hate humans," Pyro said.

"Well you won't be getting that here, so you need not worry," Rarity said, then turned to her three fellow fashionistas. "But enough talk for now, I'm sure you'll love to get to know Pyro later, but we do need to get your clothes out for display."

"Yes, I really hope to show off what I have worked on, it's truly fabulous," Starstreak said.

"Mine is literally like a flowing river of water, because I like, made it after passing by a river and hearing it's water flow, it's like, totally the right inspiration for a dress," Lily said.

"I had something, but after hearing your friend's talk of rejection and hatred, I may have thought of a new idea for my clothes," Inky said.

Rarity gasped in excitement, "You hear that Pyro? You have inspired a fashion idea! Ooh we're making some great progress so far!"

Pyro scratched his head as he turned to Inky, "Well you do seem like an emo type, so I guess this type of stuff would interest you."

"I can see it in your eyes, you have years of hatred and anger, but a hint of sadness too," Inky said. "Your soul is like an endless pit of despair, waiting for it's salvation from the judgement of others."

Pyro stood there very awkwardly, glancing a bit at Rarity and the others before turning back to Inky, "You're quite the observational type."

"It's something I do," Inky said.

"Right...anyway," he whispered to Rarity, "I don't want to be alone with her."

"Oh relax, they're coming with me anyway," Rarity reassured, then focused back on the others. "Come on, it's fashion time!"

Rarity led the three away as Pyro sighed in relief, "Even this world has it's share of weirdos." He let out a shudder at the thought of Inky Rose. "That pony creeps me out, and I thought Wanda was out of her mind."


Back with Twilight, Trixie and Wanda, the three were on a Hot-Air Balloon on their way to Cloudsdale. Twilight was excited to introduce Wanda to Rumble, eager to show Wanda more of her family and further show Wanda just how important family is. Trixie just wanted to see Rumble, she really missed her favorite colt.

"Almost there, I can't wait for you to meet Rumble, he really is the sweetest little colt," Twilight said.

"How long have you known him?" Wanda asked.

"Well I met him and his brother a long while back, but I didn't really get to know him until about two years ago when me and Peter took him in after an incident involving his older brother," Twilight said.

"You don't wanna meet him, he's so arrogant and thinks he knows everything," Trixie said.

"What happened with his brother?" Wanda asked.

"Long story, try not to mention it to Rumble, I think it still upsets him," Twilight said.

"I'm still upset by it, but I suppose if that didn't happen then I never would have gotten to know my dear Rumble," Trixie said.

"Huh, one bad thing led to a good thing, kinda weird how that goes," Wanda said.

"I see it as...finding a positive in a negative," Trixie said. "I had to reach a low before I got up high, that being having a new family thanks to Peter and Twilight."

"And we're happy to have you Trixie, but I do find what you said interesting Wanda, that good sometimes comes from bad?" Twilight said.

"Isn't that how it is with heroes too? That they're only heroes because of the villains, because villains do certain things it allows heroes a chance to prove how good they are," Wanda said.

Twilight tapped her chin, "Never thought of it that way."

"Makes me wonder what great good Spider-Man has done in the aftermath of something bad," Wanda said. "I wonder if he had troubles that turned into positives?"

"I'm sure he's had many, given his string of bad luck," Trixie said. "Maybe it's that bad luck that led to his eventual good luck."

"Spider-Man has bad luck? Like what?" Wanda asked.

"I can give you a list later, some of it's quite humorous," Trixie said.

"That'd be interesting to see," Wanda said with a slight smirk. "Spider-Man at his lowest."

Twilight furrowed her brow a bit at that, she knows what Peter's like at his lowest, remembering how he felt each time he was reminded of his failures, such as his failure to protect old girlfriend, Gwen Stacy.

It hit her then, the reminder of Gwen Stacy, and how she met Peter some time after that. Is her marriage because of something bad having happened? If Peter was able to protect Gwen would that mean that Twilight wouldn't be married to Peter? Was the demise of Gwen Stacy a blessing for Twilight? Perhaps it was better not to think about that.

"We're almost there, Twilight don't forget that spell of yours," Trixie said.

"Huh?" Twilight said, snapping out of her daze. "Right, the cloud walking spell."

"Or that other spell...the one I hear you gave Rarity?" Trixie said, shifting her eyebrows up and down.

Twilight shook her head, "No Trixie, that spell isn't a good idea, the cloud walking is enough."

Trixie pouted, "Aw, kinda wanted to show them to Rumble, make him think I became an Alicorn. He always told me I'd make a great Alicorn Princess."

"Rumble just loves complimenting and flattering you," Twilight pointed out.

"Well I am his favorite after all," Trixie boasted.

Wanda just looked confused about everything, "Um, so to come to this city, you need a cloud walking spell?"

"Yes, that or be a Pegasus," Twilight said. "Only Pegasus Ponies can walk freely on the clouds."

"That's hardly fair," Wanda said.

"It's how our magic works, but it's not like you'll be in Cloudsdale all that much," Twilight said.

"I guess...wait you don't need a spell right? Since you have wings?" Wanda asked.

"Technically no, even though I'm not actually a Pegasus," Twilight said.

"So how do you have wings and a horn?" Wanda asked.

"Because I'm an Alicorn, the fourth one in Equestria, far as I know," Twilight said.

"What are Alicorns? How come there's so few?" Wanda asked.

"Well Alicorns are the Princesses of Equestria, all of them had to earn their wings, or their horn, maybe both depending on how they were born," Twilight said.

"So you weren't born with them," Wanda clarified.

"Corrent, I was born a Unicorn, then after solving one of Starswirl the Bearded's spells, I became an Alicorn Princess, and my duty was to spread the Magic of Friendship across Equestria," Twilight said.

"Not just Equestria, now anywhere you can," Trixie said.

"Exactly, this world, Marvel and even Capcom if they so wish," Twilight said.

"Still, Princess of Friendship? Do you have your own land at least?" Wanda asked.

Twilight tapped her chin, "Well...I could count Ponyville, but I'm not really in charge of most things that go on there, I just at least keep it safe. My sister-in-law Cadance, the third Princess, she's the Princess of Love, but she's in charge of an Empire alongside my brother, only because they needed a new ruler."

"So you could get your own Kingdom if you wanted to is what you're saying?" Wanda asked.

"I guess, I would prefer not to be in charge of a whole Kingdom, at least not yet," Twilight said.

"I would, I would name it Trixie Land," Trixie boasted.

Twilight sighed in mild annoyance, "Let's just get ready, we're almost at Cloudsdale."

The trio arrived at the balloon stop, Twilight quickly applying the spell to Trixie and Wanda.

"So it's totally safe to walk on the clouds right?" Wanda asked. "I'm not gonna fall through?"

"Of course, here I will show you," Trixie said and jumped onto the cloud, walking on it with no trouble. "See? Easy."

"If you say so," Wanda said, cautiously stepping on a cloud. To her relief the spell worked and she wasn't falling through. "Oh good."

After she got off, Twilight flew ahead of the two, "Rumble's house is this way, come with me."

The two followed Twilight down the path of Cloudsdale, Wanda marveling a bit at all the Pegasus ponies that flew by.

"Weird, this seems like something out of a Fairy Tale, never once did I think I'd see a real Pegasus, and this is coming from someone with mutant powers," Wanda said.

"Peter was just as amazed when he first came here, in fact most of his friends were," Twilight said.

The three arrived at the front door of Rumble's house within minutes. Twilight took the initiative to knock, the three waiting for an answer.

"So this colt, you sure he's friendly?" Wanda asked.

"Of course, he's a sweetheart, you're going to absolutely love him," Twilight said.

The door opened to a surprised yet happy looking Rumble. "Twilight! Trixie!"

"Rumble!" the mares said in unison and embraced the teen colt in an affectionate hug. Wanda stood by a bit awkwardly, unsure of how to act right now.

Twilight turned Rumble's attention to the Maximoff girl, "Rumble, I'd like you to meet Wanda." Twilight turned to the girl beside her, "Wanda, meet Rumble."

"Um, hi," Wanda said casually waving.

"Wanda huh? You look cute," Rumble said, almost flirty like. "Are you a new friend of Twilight?"

"I'm actually her friendship student," Wanda said, blushing from both the awkward feeling and from having been called 'cute'.

"Friendship student huh? Well any friend of Twilight is somepony I'd like to get to know, come on in," Rumble said, gesturing the ponies inside.

"Sounds great, let's go in Wanda," Twilight said, gesturing her inside.

"Right, sounds good," Wanda said, walking inside along with Trixie.

Rumble led the three mares to their living room, where he sat on the couch, gesturing for them to do the same.

"Wanda, why don't you sit closer so Rumble can get to know you better," Twilight suggested.

"Yeah, I'd like to meet the lucky mare that gets to learn from Twilight," Rumble said, patting the seat next to him.
Wanda looked a little unsure, deep down she felt a tad bit nervous talking to this colt, even though he seemed very friendly.

"Go on Wanda," Twilight encouraged.

Wanda sighed heavily and trotted to the couch, sitting between her teacher and this new colt.

"So Wanda, how did you meet Twilight?" Rumble asked.

"Through my father, he wanted me, my brother and some...friends, to learn about this world, and the best way to do so is through Friendship is seems," Wanda explained.

"Well you can't ask for a better teacher than Twilight," Rumble said. "But now I'm curious, what do you mean by 'this world'? Are you from Peter's? Are you Marvel?"

"Yeah, I'm...Marvel as they call it," Wanda said.

"Are you a Superhero?" Rumble asked excitedly. "What are your powers!? Are you on a team!? Did you ever fight alongside Peter!?"

"Whoa easy Rumble, one question at a time," Twilight said, hoping to calm her former adoptive son's excitement.

"Right, sorry Twilight," Rumble said. "I just think Peter's world has so many cool Superheroes, so it's fun to meet new ones."

"Well sorry to disappoint you kid, but I'm not exactly a Superhero," Wanda said.

Rumble looked curious by that statement, "Not a Superhero? Are you training to be one...oh, I remember that there was a school there for people with powers, are you from that school? Did Logan ask for you to come? Or one of the other X-Men?"

Wanda wanted to go into proper detail, but given the look in his eyes, she didn't want to let him know everything about her just yet. "Yeah...Cyclops sent me."

"Cyclops? Which one was he again?" Rumble asked.

"Um...ever see a guy with a blue suit and red goggles?" Wanda asked.

Rumble tapped his chin, "I think so..." He turned his attention to the Friendship Princess, "Hey Twilight, did I ever meet Cyclops?"

"You might have seen him at the weddings, he was definitely at Logan and Fluttershy's wedding," Twilight said.

"I think I might know him then, so he sent you?" Rumble asked.

"Yeah, he and my father, who knows the Professor at the school you mentioned," Wanda said.

"That's so cool, so are you ever gonna be a Superhero? Or is there something else you want to do?" Rumble asked.

Wanda was about to answer, then felt stumped, "Huh, I never thought about that."

"Wanda's trying to find her place," Twilight said. "That's one of the reasons we're helping her."

"Yeah, I haven't had a lot of time to figure out what I want to do, I've mostly just been following my brother and his friends," Wanda said.

"Do you look up to your brother?" Rumble asked.

"No way, he's such a screw up, he's also way too overconfident for his own good and he acts like he knows everything," Wanda said.

"Cocky brother? I can relate, but I'm sure he at least cares about you," Rumble said.

"I'm not even sure, everyone thinks that but his actions say otherwise," Wanda said.

"Sometimes they're like that, it doesn't mean they don't care, maybe have a chat with him and see," Rumble insisted.

"It's hard even getting him to stand still long enough to talk," Wanda said. "It won't work."

"You won't know until you try," Rumble said. "But anyway, back to you, what are your powers?"

"I can lift things with my mind and create strong blasts," Wanda said. "Back home, they call me 'The Scarlet Witch'."

"Scarlet Witch?" Rumble asked, then turned to Twilight. "Don't you call yourself 'The Amethyst Witch?"

"Yeah, pretty similar names," Twilight said with a slight blush.

"Does your brother have the same powers?" Rumble asked.

"No, he's got Super Speed," Wanda said. "He's faster than most humans, and I guess most ponies too."

"At least on hoof," Trixie added.

"Super Speed?" Rumble asked. "That's such an awesome power, I like to fly really fast, but I bet with Super Speed I can fly laps around this world in seconds!"

"I don't see the appeal," Wanda said. "But that's just me."

"Where is your brother though? Is he in this world?" Rumble asked.

"Yeah, he's with some pony named Rainbow Dash, she's teaching him about Loyalty or something," Wanda said.

"Rainbow Dash is the perfect pony for that, she's really Loyal to her friends," Rumble though it over a moment. "Even if it's to a fault."

Wanda looked curious, "How can you be Loyal to a fault?"

"Too much Loyalty can also mean intense over protection," Rumble explained.

"One must not let even good traits could their judgement," Trixie said.

"I wonder how Rainbow Dash is doing right now?" Twilight wondered.

"Just hope my brother hasn't gotten on her nerves already, it'd be a shame if he was the first one to fail his lessons," Wanda said. "Especially if before any of the Brotherhood learning from the wife of an X-Men."

"Brotherhood?" Rumble tapped his chin. "I feel like I've heard that name once or twice."

"We'll explain later Rumble," Twilight said. "As for Rainbow Dash, I think she can handle teaching your brother Wanda, somehow I think the two will get along quite well."

"I'd like to meet your brother soon, but I still want to talk to you first Wanda, I bet you have so many amazing things to talk about," Rumble said.

"Not really," Wanda said, then saw a somewhat disappointed look on Rumble's face. Letting out a reluctant sigh, she continued on, "But I'll try to make it a little interesting."

Rumble seemed very eager to listen as Wanda explained parts of her life, leaving certain details out.


Back at Rainbow Dash's house, she and Johnny were having a bit of a discussion regarding Pietro going to see Johnny's family.

"Um, Dash, I know you want to help out Quicksilver, but somehow I don't know if bringing him along on dinner with the family is going to help much, I'm kinda worried he's going to do something to tick off Sue, and she's pretty scary when she's ticked," Johnny said.

"I'll keep him on his best behavior, but I think it's good for him to see a proper family, maybe that will help his relationship with his sister and that way both of them can learn from their time here," Rainbow Dash said.

"I get that, but inviting Magneto's son into a high tech lab might go wrong in so many ways," Johnny said.

"Like how? What does Reed have in his lab that Pietro shouldn't find?" Rainbow Dash asked.

"You mean besides possible designs for high tech stuff Reed might be working on?" Johnny said.

"What's he going to do with that though? I don't think he's a science designer or whatever they're called," Rainbow Dash said.

"Think you mean Inventor babe," Johnny corrected. "And no, but suppose he finds something and tries to sell it to another villain, there are plenty of sciencey villains in our world. Thinking about it, The Baxter Building has a portal to the Capcom world, suppose he goes there? Mega Man fights a Mad Scientist after all."

"I'll keep an eye on him Johnny," Rainbow Dash said.

Johnny shook his head, "Dashie, he has Super Speed, he could search, find something, and sell it before we could even take the first bite of our food."

"He's fast, but I'm just as fast, even as a human I can fly at high speeds, and I'm pretty good at noticing speed too, I've learned how to from my spars with Peter," Rainbow Dash said.

Johnny let out a big sigh, trying to think of something else, "Even if he's not going to try anything like that, there's still some dangerous stuff in Reed's lab, I mean he might end up in The Negative Zone, I'm pretty sure Magneto will be pissed if his son gets trapped in a world full of ferocious monsters."

"Why would Reed even have random access to a portal like that?" Rainbow Dash asked.

"I don't know, Reed just does things, dude barely even labels things, which in a lab like that, really isn't the smartest idea because you don't want to confuse a cup of fruit punch for some beaker with chemicals," Johnny said.

Rainbow Dash snickered a bit, "Wow, life with your family must be something, sounds like excitement awaits all the time."

"You have no idea," Johnny said. "Back to my point though, even if I did agree with this, how would we explain this to Reed? My family doesn't know about this reformation plan that Celestia has going, and I don't think they'll be quick to trust Pietro. Remember he helped Doctor Doom years ago, he along with his sister was one of the reasons Ben got captured and controlled, I don't think they're going to want him around."

"Well just let me talk to Reed about this then, I'm sure I can get him to agree," Rainbow Dash insisted.

Johnny shrugged it off, "If you think you can convince him, anyway where is Pietro anyway?"

"He's practicing his flying, he wants to be as fast in the air as he is on the ground," Rainbow Dash said.

"Really...Well, not like he'll be any faster than us," Johnny said.

Rainbow Dash chuckled a bit, "Hey it's nice to have a little extra competition."

"Right, competition," Johnny said with a hint of arrogance. "Back to what I was saying, you can try asking Reed, I don't know if he'll be alright with that."

"I'll give him my word as a Wonderbolt," Rainbow Dash said.

"...Not sure if that really means much," Johnny said.

"Wha-dude!?" Rainbow Dash said. "A Wonderbolt's word is sacred!"

Johnny did a half shrug, "I'd believe that, if our captain wasn't such stuck up, arrogant, bi-"

"Spitfire might be a little arrogant," Rainbow Dash interrupted. "And I get that the nicknames thing is a bit...demeaning. But she's still an honorable member of the group, and she leads the team well."

"I think we'd do a better job than her," Johnny said. "Who knows, maybe one day you or I will become captains, maybe both. We'd lead them as a couple, that sounds pretty badass," Johnny said.

"It does sound awesome," Rainbow Dash admitted. "Let's just focus on doing our best right now. Who knows, maybe if Pietro really starts to like Equestria, and increases his wing speed, he can become a Wonderbolt as well."

"Think they'll even let him in?" Johnny asked. "I don't think Spitfire wants former villains, or anypony that's a disgrace in any form. I mean both Thunderlane and Lightning Dust pretty much blew their chances with their decisions."
"Come on, I'm sure Spitfire isn't that shallow," Rainbow Dash said. "Look, let's discuss this later, we gotta get to The Baxter Building so we can talk to Reed about letting Pietro into our dinner plans."

"You'd have better luck convicing him that magic is real," Johnny said.

"...He doens't know magic is real?" Rainbow Dash asked. "What about Doctor Strange? He's even seen all of Equesteria! He knows Twilight! He knows the Princesses!"

"You'd think that'd be enough to convince him, like I said, he's one stubborn dude," Johnny said.
Rainbow Dash felt this could be quite a dilemma, if she wasn't confident in her abilities to sway the decision of the Fantastic Four leader, "I think I can get through to him, I can be quite persuasive."

"I won't try to stop you Dashie, I'll even stand by your side when you try," Johnny said.

"That so? Well it's great to see your confidence in me," Rainbow Dash said.

Johnny nervously smiled, "Yeah, confidence...anyway we'd have to go all the way to the castle to use that portal though, and you have to tutor Pietro about this Friendship Lesson, when are even going to find time to talk to Reed?"

Rainbow Dash scratched her head, not having thought of this possibility, "Well...maybe-"

"Also don't even think about asking Reed at the last second, both he and my sister will be extremely furious," Johnny warned.

"Dang, um...shoot what should I do?" Rainbow Dash wondered.

"I guess leave him at the castle for a moment while you go talk to Reed, that's the only thing that might make sense," Johnny said.

"Wait, can't we call Reed? Don't you have a communicator or something?" Rainbow Dash asked.

"You really wanna ask him this over a phone?" Johnny asked. "Fine, I should have something." Johnny quickly flew to his room to find a phone.

Rainbow Dash took the opportunity to look outside her home, watching as Pietro zipped around the skies, proving his abilities as one of the fastest. Scootaloo was also outside, keeping an eye on him, at least the best she could.
"He flies so naturally," Scootaloo commented. "Wish I could get that speed."

Pietro landed down in a skid, wiping some sweat off his head, "These wings were easier to figure out than I thought, guess I'm a natural."

"You sure are," Scootaloo said, getting his attention. "You're almost as fast as Rainbow Dash."

"What do you mean 'almost'? How fast is she?" Pietro asked.

"Hm..." Scootatoo tapped her chin. "Well, for starters she can pull off a really cool trick called 'The Sonic Rainboom', she needs to go really, really fast to do that!"

"A Sonic Rainboom?" Pietro asked. "Well I've heard of a Sonic Boom, but never Sonic Rainboom, though I can only imagine they're pretty much the same thing," Pietro said.

"I guess, I mean Rainbow Dash is the only pony who can do that, so it's still a bit of a mystery," Scootaloo said.

"Well anyway, if she can do a 'Sonic Rainboom', maybe I can do something similar, and better," Pietro boasted.

"Aren't you supposed to be learning Friendship stuff from her?" Scootaloo asked. "It sounds like you're more interested in competing with her."

"I can do both," Pietro insisted. "Who knows, maybe that will help us become friends."

"Well it's hard to argue that logic," Scootaloo said.

"What about you? Can you fly as fast?" Pietro asked.

"No, I can barely fly at all, I've gotten better recently but I'm still learning," Scootaloo explained. "I'm kind of a late bloomer when it comes to flying."

"Well better late then never at all," Pietro said.

"Yeah I guess," Scootaloo said.

"Don't 'guess', be happy with that," Pietro said. "Seriously don't be one of those 'down on your luck' type of people, or ponies, be happy that you're even able to do this much, it's better than not being able to do it at all."

Scootaloo tapped her chin, "I guess I can see-"

"Kid, what did I just say about the guessing?" Pietro reminded. "You need confidence, that's the key to success."

"I have confidence!" Scootaloo insisted. "I just like being humble."

"Pfft, humble, right," Pietro said. "I can tell the difference between humility and lack of self confidence. Then again no one I team with has a shred of humility, have you seen Toad? Kind of a slob, and don't get me started on Pyro."

"Right...so what's it like having Super Speed? Like if you're running fast, how do you know when to stop? Is it hard to slow down?" Scootaloo asked.

"Time basically moves extra slow when I'm going fast, so it's easy to see where I'm heading," Pietro said.

"That's so cool, must be fun having super speed, you're the second human I've heard of that had super speed, first one being The Flash. Ever heard of him? Are you faster than he is?" Scootaloo asked.

"I know The Flash, and I'm pretty sure I'm faster than that old man," Pietro boasted. "Not even a contest."

"Wow, well I'll let you get back to what you were doing, don't wanna keep distracting you," Scootaloo said and began to turn away.

"Kid if you were a distraction I probably wouldn't have even given you the time of day," Pietro said. "That and Rainbow Dash might get a little pissed about me ignoring you so hard to really say. But just take my word for it alright?" Pietro said.

"Sure thing...um, Pietro right? I know Rainbow Dash already told you, but I'm Scootaloo," the young filly introduced.

"Scootaloo huh?" Pietro asked. "It's a pleasure to meet you."