• 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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First Day Wrap Up

The day passed with little trouble, so far at least. Peter, Twilight, Trixie and Wanda were finally heading home after Rumble had spent all day chatting with the Brotherhood mare.

"It was nice speaking with you Wanda, come by again sometime," Rumble said.

"Sounds good," Wanda said, partially truthful. She did like his company, but she still felt a little odd around the affection she received.

"Don't be a stranger Rumble, come by more often!" Twilight said.

"Yes, please, your presence is still greatly missed," Trixie said.

"I miss you as well Trixie, one day I'll come back," Rumble reassured.

"I'm holding you to that!" Trixie said as the three mares left.

Rumble waved bye, then chuckled to himself. "Wow, more Marvel Heroes, such an attractive girl too." Rumble blushed a bit, then shook it off. "Can't think that way, I already have a marefriend."

Back with the three mares, Wanda felt a little off. Twilight noticed and attempted to speak to her, "You look a bit distracted, is everything alright?"

"It's fine, that colt was just...really friendly," Wanda said.

"Rumble's a sweet young stallion, his foalsitters taught him well," Twilight said.

"And myself in the three months he stayed with us," Trixie bragged.

"Plus he looks up to Peter, he wants to be as great of a hero he is someday," Twilight said.

"What is it about Spider-Man that people love anyway?" Wanda asked. "Like, why did you fall in love with him?"

Twilight chuckled slightly, "That's easy, it was his sweet and caring personality, he's as strong as he is sensitive and always puts others before himself."

"He's also easily approachable as well," Trixie added.

"That too, he seems to have the ability to make friends with anyone he meets, so long as they're willing to give him a chance," Twilight said.

"Funny, I always pegged Spider-Man as unbearable, he really seems to do a good job at irritating others," Wanda said.

"Well he's also just really playful," Twilight explained. "I do admit, it can be a bit frustrating to hear his really...not so well delivered jokes..."

"That's putting it too nicely," Trixie said.

"But when you look past that, he's a really nice guy, and I'm proud to call him my husband and the father of my daughter," Twilight said.

"Think of it this way," Trixie said. "Once you get to know Twilight and how she operates, that's how you can tell Peter's not all bad, because there's no way Twilight would have married him if he were a complete buffoon."

"Geez Trixie, you make me seem like a snooty Princess," Twilight said.

"Hey you yourself said you can tolerate his idiotic nature so long as he's as sweet as he is annoying," Trixie said.

"Well pardon me for wanting to make sure my husband isn't just a child in an adult's body," Twilight replied, getting a little irritated.

"Like my brother?" Wanda asked.

"Well I don't know your brother well enough so I can't make that comparison," Twilight said.

"I just hope your rainbow hair friend has good patience," Wanda said.

"She's married to Johnny Storm, I think she's got patience covered," Trixie said. "Not that she's any better though."

Twilight groaned in frustration of her friend's negative light of others. "Trixie it's kinda hard to teach Wanda the good in others if you keep pointing out the bad."

"Oh Twilight, sweet and loving Twilight," Trixie said, much to Twilight's confusion. That almost reminded her of the old Trixie. "Everypony has bad qualities, even a pony as magnificent as myself, small as they may be, and really hard to detect." Neither Twilight nor Wanda believed that for a second. "It's important for Wanda to be aware of these bad qualities and learn to accept them as part of that pony, then she'll have an easier time making friends. Anyone who's friends with Peter learned to accept his bad habits. Take Logan for example, you really think he likes Peter's immature nature? He only tolerates it because he respects Peter for who he really is, he's not pretending there's nothing wrong with Peter, just overlooking his faults, that's what Wanda needs to do to get a better life here."

Twilight was amazed that Trixie had made such a good and agreeable point. Hardly surprising to the Princess, since Trixie has different experiences than Twilight when it comes to relationships, she might even have similar experiences to Wanda. "That's great input Trixie, I've never really thought to teach her things like that."

"Helps to have a second opinion on things," Trixie said. "Especially to better understand things from Wanda's perspective."

"Well how do you look past the flaws of others like Spider-Man and my brother?" Wanda asked.

"By accepting that we each have flaws of our own, and are not as perfect as we'd like to think," Trixie said, once again surprising Twilight. Even though Trixie's much nicer than when they first met, she still had some narcissism, so hearing Trixie say stuff like this still amazes Twilight.

"Peter is perfectly able to look past the flaws of anyone, which makes him even more easier to approach," Twilight said. "If he didn't, Trixie wouldn't be our friend right now."

"Even at my lowest Peter offered me a hoof in Friendship. Thankfully I accepted it, not sure where I'd be otherwise," Trixie said.

"You had a tough life?" Wanda asked.

"Sorta, I was actually a moderately successful stage magician, until a certain group of ponies ruined it, I won't say any names," Trixie said, slightly glaring at a nervously smiling Twilight. "That caused my career to spiral down, so I had to resort to sneaky tactics to survive on my own."

"Sneaky tactics?" Wanda asked. "Yeah, I get what you mean there."

"Funny that is how I met Peter, I tried to make off with his stuff, then I blackmailed him into letting me stay at his house," Trixie said. "Fond memories of me and my best friend."

"Might I suggest you not try what Trixie did," Twilight said. "It likely won't work out at well."

"I figured as much, so what now?" Wanda asked.

"Well, it's nearly dinner time, I'm sure Peter's aunt cooked up something nice," Twilight said. "Though would you like to stop by Rainbow Dash's house and see your brother?"

"I'll pass on that," Wanda said.

"Wanda, part of this is trying to get along with your brother," Twilight said. "I mean don't you want to be at peace with your family?"

"Probably far too late for anything like that," Wanda said.

"Never say that it's too late for anything, the fact that both of you are here learning about Friendship shows that it isn't too late to start trying," Twilight said.

"It can't hurt to just say 'hi', you don't have to stay for a full conversation if you don't want to," Trixie assured.

Wanda shrugged it off, "Fine, I'll just go with it."

"Great, on to Rainbow Dash's house," Twilight said.

The three made their way toward the hot-air balloon, on route to check on Pietro.


At Sweet Apple Acres, Avalanche had just finished his day of work, needless to say, the Brotherhood mutant was completely exhausted.

"Never wanna see another apple tree again," Avalanche lamented.

"Tough break pal," he heard Remy say. "Cause as long as you on this farm, you gonna be seeing a lot of apple trees."

Avalanche groaned in annoyance, "Well that's just fine and dandy."

"Sure is," Applejack said, walking into view. "Now ah know it seems like a lot, but you'll get used to it in time."

"Not sure how anyone can get used to this physical labor, quite frankly I'm surprised you and Gambit are still together," Avalanche said.

"What, you think I'm lazy or something?" Remy asked, clearly offended.

"Well you do prefer the easy way don't you? Besides a guy who came from a Thieves Guild isn't exactly the type who seems like they enjoy hard work," Avalanche said.

"First off being a thief ain't a lazy job, there's a lot of planning that goes with it," Remy explained. "Second That's in the past, being married to Applejack, working on this farm, it's given me a better lease on life mon ami, it can do the same for you," Remy then realized a certain choice of words. "Without the being married to Applejack part."

"I'm not exactly interested in marrying a horse anyway," Avalanche said, much to Applejack's and Remy's annoyance.

"You make her sound like some wild animal," Remy said. "Better watch yourself, unless you want to go back to Earth and be at the mercy of the X-Men or anyone else you might have pissed off."

"I'm just being honest, I thought that was the point of all this," Avalanche said.

"Honesty is good, just be careful on how you say it, otherwise you'll likely rub somepony the wrong way," Applejack said. "Ah speak from experience on this, don't make those same mistakes."

Remy smirked at the memory, perhaps it wasn't a good idea for Rarity to get Applejack's opinion on the clothing designs from some ponies. Good thing everything worked out.

"Fine, I'll mind my tongue," Avalanche said, albeit sarcastically. "Can I just get to bed or something?"

"First we gotta eat, now wash up and come down in thirty minutes, Granny's making something special fer all of us," Applejack said.

"Oh joy, I can hardly wait," Avalanche said, still sarcastic.

"Just go wash up," Remy ordered, getting a bit annoyed by Avalanche's attitude.

Once the terrain controlling mutant left, Remy turned to Applejack, about to say something but she put her hoof up. "Ah know what yer gonna say, yer gonna say this is a waste of time and we should just send him back to his world."

"Took the words right out of my mouth," Remy said. "Seriously Applejack, this is a pointless waste of time, he ain't the type to change so easily."

"I understand how skeptical you are but everypony deserves a chance, he hasn't done anything too bad today, aside from his complaints, but that's to be expected," Applejack said.

"I'm still not sold on this," Remy said. "Besides his powers are dangerous, they could destroy the farm, and I don't think either of us want your sister, brother, grandmother and our baby boy to be in danger because that guy's got a bad attitude."

"If anything happens, I'm quite sure that all of us can take care of each other, and Oliver," Applejack said. "Look, to make you feel better, we'll give him til the end of the week. If he doesn't improve enough to our standards, then we can tell Celestia and that Magneto fellow that the deal's off, that good with you?"

"One week seems like a long time with this guy," Remy said. "But I guess I can compromise."

"I got this Remy, I think I can get through to him. He just needs a friend, ah mean, if the X-Men never gave you a chance, ah never would have found myself a great husband," Applejack said.

Remy did a light yet smug scoff, "Charming as I am, a mare as beautiful as you would still have plenty of options to pick from."

"Just take the compliment Remy, point is that I'm happy you ain't the guy you said you once were," Applejack said. "Anyway we should probably wash up too, hopefully Avalanche won't take too long."

"We can save time if we go in together," Remy said, shifting his eyebrows up and down.

Applejack rolled her eyes in playful annoyance, "That seems to be yer favorite go to line, like ah said, save it for the bedroom."


Back with Twilight, Trixie and Wanda, the three arrived at Rainbow Dash's house, Wanda taking time to observe the area.

"Huh, it's pretty big, and it's made of clouds," Wanda said.

"In Equestria, most Pegasus ponies prefer to live on clouds in the skies, it makes them feel more in place," Twilight said.

"Not all of them prefer the skies however, such as Fluttershy, she prefers the ground more," Trixie said.

"Which one is Fluttershy?" Wanda asked

"The Pegasus with the bright pink mane," Twilight said.

"The one married to Wolverine," Trixie added.

"Oh, right I remember now, she's the one Toad was assigned to," Wanda said.

"Right, but Rainbow Dash loves being in the skies, so naturally her home would be on the clouds," Twilight said.

"So why doesn't she live in that city we were just at?" Wanda asked. "There's a lot of sky and clouds there."

"She used to live in Cloudsdale, but one day she decided to move to Ponyville," Twilight said. "She does go back frequently to see her parents however."

"She's on friendly terms with her parents huh?" Wanda asked. "Sometimes I wonder why I don't have that luxury."

"If it makes you feel better, I haven't seen my parents since I was a filly," Trixie said. "So you're not alone Wanda."

Wanda did seem a tad bit relieved that she could relate to someone on this matter, though at the same time this isn't exactly something she'd wish on another. Having a tough relationship with her family brings a lot of stress and anxiety to the mare, she can only figure Trixie's the same way.

"No one is ever alone, so long as they're willing to open their heart to others," Twilight said. "Which is why it's imperative that you get on friendly terms with your brother."

As Twilight knocked on the door, Wanda whispered to Trixie. "How do you cope with that feeling? Knowing you and your parents don't see eye to eye? How do you cope with the loneliness?"

"Friendship," Trixie answered. "I know it sounds cheesy but it really helps, that's why you need to pay mind to what Twilight says, she knows what she's talking about after all."

A moment later, the door opened to reveal Johnny, nonchalant as usual. "Yo Twilight? How's my favorite egghead?"

"Hi Johnny, I'm doing fine. Wanda just wanted to come by and check on her brother," Twilight said.

Johnny focused his attention to Wanda for a moment, who seemed very disinterested. "Here to see Quicksilver huh? He should be inside."

"He hasn't done anything stupid, has he?" Wanda asked.

"No, at least not yet," Johnny said. "That might be put to the test real soon though."

"How so?" Wanda asked.

"Get this, Dash wants to bring your brother to The Baxter Building for dinner with my family," Johnny said.

"Wow, that's great!" Twilight said. "Rainbow Dash must really like Pietro then."

"She's known him for a day! Why she wants to bring him to our house is beyond me," Johnny said, doing a half shrug. "I get she wants to show him friendship but she's going at it way too fast."

"Rainbow Dash always does things fast, that's pretty much her style," Trixie said.

"Yeah, I get that, but there seriously needs to be a limit," Johnny said. "But at least she's willing to ask Reed first, I'm sure there's no chance of him or my sister agreeing to this."

"If you're so concerned about him going over there, then just ask them to come here instead," Twilight said.

"Well the thing is, Alicia's going to be there, so Ben's a little concerned about bringing her to a whole different world where she'll be turned into a pony," Johnny said.

"What's wrong with this world?" Trixie asked. "It's not that hard to adjust to being a pony."

"Trixie you're only saying that because you've only been a pony, have you ever even been to our world?" Johnny asked.

"Well...no, but walking on two legs shouldn't be that much different than four," Trixie said.

"It's a tough adjustment, you know how weird it is for me that I don't have fingers?" Johnny asked, showing off his hoof.

"What's a finger?" Trixie asked.

"...Exactly my point," Johnny said. "Wait how do you not know what a finger is, you saw Peter's memories?"

"Well I wasn't exactly focused on the biology!" Trixie argued.

"Fine, whatever Trix," Johnny said. "Anyway the big concern is that since she's blind, we don't know how it might affect her senses."

"Daredevil handled it pretty well," Twilight pointed out.

"Daredevil's got superpowers helping him, his senses are naturally honed," Johnny explained. "Look I like your idea, I just don't know if Ben would be fine with that."

"Well if he needs any help, let him know that we're more than willing to help accommodate," Twilight reassured.

"I know, you're a really helpful gal Twilight," Johnny said.

"Hey, Johnny! Who's at the door!?" Rainbow Dash called.

"It's Twilight, she stopped by with Trixie and Wanda," Johnny said.

"Wanda!?" They heard Pietro call. He made his way over with Rainbow Dash right beside him. He saw his sister at the door with a look of disinterest. "Surprised to see you here."

"I'm just here to check on you and make sure everything's going smoothly," Wanda said.

"Well he hasn't caused trouble yet, so a good first day," Johnny said. "Scootaloo seems interested in befriending him as well, so I guess that's another plus I guess."

"Aw, so he's making friends with a younger foal too?" Twilight asked.

"Yeah ,why is she?" Johnny asked, gesturing to Wanda.

"We just introduced her to Rumble," Trixie said. "They got along really well."

"Well you wasted no time in showing her off to your favorite colt," Johnny said. "Not too bad I guess, I heard he's really growing up, not many ponies mistake him for a filly anymore."

"What's a filly?" Wanda asked.

"That's how we address younger female ponies," Twilight said. "We're going to have to teach you some pony terminology."

"Which mainly consists of 'colt, stallion, mare, filly, and trot', plus some others but they slip my mind for the moment," Johnny explained. "Thankfully for the most part, they speak the same language as us, even if they have different names, and understand most of our terms."

"Figured as such, still though, this culture is still gonna take some getting used to," Wanda said.

"Not as hard as you might think, aside from walking on all fours, then again I can also fly so not too different from back home," Johnny said, then scratched his head. "Huh, we've been talking a lot, feels like we're forgetting something."

"Johnny! Who's at the door!?" He heard Rainbow Dash call.

"Wow, perfect timing," Johnny said. "It's Twilight, Trixie and Wanda!"

"Huh? Who's Wanda!?" Rainbow Dash asked.

"She's my sister," they heard Pietro say. "What's she doing here anyway?"

Wanda huffed angrily, "Wow, warm welcome."

Rainbow Dash and Pietro made their way to the front door, Wanda barely able to look at her brother.

"Hello Pietro," Twilight greeted. "Your sister just wanted to come by to see you."

"...Um, what for?" Pietro asked.

"Uh, well...to see how you were doing?" Twilight said, then nudged Wanda while whispering, "Say something."

Wanda looked unsure of this, Pietro didn't even seem to care, not that she cared that much herself, and now she's caring even less. "I just want to make sure you're not screwing anything up."

Pietro rolled his eyes, "Of course you'd think that, it's only been one day, what could I have possibly messed up?"

"Well you are all about being quick about things," Wanda said.

"What about you, little miss moody?" Pietro asked. "I'm surprised you haven't crawled back to our father by now."

"Making the opposite of progress here!" Twilight said in a nervous sing-song tone.

"At least our father tolerates me better!" Wanda retorted, completely ignoring Twilight.

"Yeah, must be so great being Daddy's Little Girl, at least I grew up!" Pietro shouted.

"Come on, nothing wrong with getting affection from your parents," Rainbow Dash said nervously.

"I fail to see how you've grown up considering all you do is run around boasting about how fast you are, like if anyone's suppose to care!" Wanda said.

"Pardon me for having fun and trying to show some emotion, you basically walk around like you've given up on life," Pietro said.

"This isn't going well Twilight," Trixie whispered to her friend.

"I can see that!" Twilight said in a loud whisper, then spoke up to get the attention of the Maximoff siblings. "Alright I think we've had a nice visit, now we should be heading back, Sunset's going to be coming around soon and I don't think we want her to see you two arguing."

"Fine by me," Wanda said, then turned around to trot away. "I knew this would be a bad idea."

Pietro shook his head in annoyance, "I'll never understand that girl."

"Well it's a good thing you're learning from ponies who know how to understand their family," Twilight said. "Seems like you've still a ways to go to learn about Friendship."

"What does being friendly with your sister have to do with Friendship?" Pietro asked.

"That I'll leave to your mentor," Twilight said. "My advice is to pay close attention to everything Rainbow Dash has to teach about Loyalty."

Both Twilight and Trixie trotted away, leaving Pietro more confused. He turned to Rainbow Dash for answers, "So...can you explain what this is all about? Is a good relationship with my sister really important when it comes to Friendship?"

"Well yeah, if you can barely get along with your family, then making friends might be a bit harder," Rainbow Dash said. "Now this isn't really my specialty, the closest I have to a sister is Scootaloo, and that was a bit tough at first since I met her when she was only a small filly and at the time I wasn't the best role model." Rainbow Dash turned to Johnny, "I'm going to need your help with this one, after what happened he really needs to learn about proper family relationships, and your family is the best to teach that."

Johnny did a half shrug on that, "I can see your point, Pietro should try to get along with his sister better," he then muttered a bit, "Might improve both their attitudes."

"Improve what?" Pietro asked, trying to listen in on Johnny's muttering.

"Never mind it speedy," Johnny said. "For now let's just wait til Sunset Shimmer comes by to take you back to Canterlot."

"Which should be about another hour from now, so let's take the time to review your lessons," Rainbow Dash said.

"You're not going to give me homework are you?" Pietro asked.

Rainbow Dash scoffed, "What am I? A lame teacher?" That got a good laugh from the three of them. "Seriously, you better have learned a thing or two."


Pinkie and Boom were still working on making different types of treats together, Pinkie doing the baking while Boom applied frosting and sprinkles. While Pinkie was enjoying herself, Boom wasn't to excited.

"So why do you like doing this?" Boom asked.

"It's fun, working with treats, preparing them for ponies who will love eating them! Plus sometimes we get treats all to ourselves!" Pinkie said.

"Right, so does Deadpool do this as well?" Boom asked.

"He helps sometimes, we can't leave him with the treats too long because otherwise he'll start getting hungry, not that I blame him, Mr. and Mrs. Cake have caught me sneaking treats away at one point," Pinkie nervously blushed. "But sometimes he'll deliver, he makes an excellent delivery boy!"

"Deadpool doing a job that doesn't involve terminating someone, never thought I'd see the day," Boom said.

"Equestria has a neat way of changing humans and ponies, that's why it's such a magical place," Pinkie said. "Of course we still have our own baddies, and the baddies from other worlds, but that's why we have heroes like Peter, The Avengers and The Wonderbolts!"

"Who exactly are The Wonderbolts?" Boom asked.

"A super cool group of high flyers that do awesometacular stunts!" Pinkie shouted in glee. "Johnny and Dashie are part of the group, and they've been on fire! Literally for Johnny and non-literally for Dashie."

"Well that sounds entertaining, speaking of which, what else do ponies do to entertain themselves in this world?" Boom asked.

"Well I like throwing parties, just wait til you see mine," Pinkie said, bringing out more cupcakes. "Well let's keep up the good work!"

"Right, sure thing," Boom said. This mare was really hyper, she wonders just how many treats she's been sneaking away. Perhaps Boom will help herself to some pastries, she could use a snack as well.


Pyro wasn't having much fun where he was, he spent a lot of his time setting up mannequins, wondering what this had to do with friendship. It also didn't help that Bobby and Sweetie Belle were loudly sipping out of some drinks, smugly glaring at Pyro.

"Don't you two have someplace else you'd rather be!?" Pyro asked.

"Rarity said to keep an eye on you and make sure you stay out of trouble while she talks with her fellow fashionistas," Sweetie Belle said.

"We're just doing as she asks Pyro, just keep doing what you're doing, Rarity will be happy when she gets back," Bobby said.

The two went back to their loud sipping, causing a headache to Pyro. "Is there even anything left in those cups!?"

"We're trying to get as much as we can," Sweetie Belle said.

"Yeah, we paid good bits for these, we're making them last," Bobby said.

Pyro shook his head at their answer, "Wow they're cheap."


Back with Fluttershy, she was giving some final lessons to Toad about animal caring. The two were in a pen while tending to some chicken.

"The important thing to remember is to treat each creature delicately, like if they were your own child," Fluttershy said as she placed down some crumbs for her chickens. "Animals respond well to kindness, and the same can be true for all living creatures."

"What if being kind isn't enough though?" Toad asked. "I've seen it for myself, no matter how kind someone can be to another, they still get treated like dirt, sometimes by the one they were trying to be kind to."

"I'm not saying it's a perfect solution, and I'm not saying to let yourself be walked over, believe me when I say that this was a lesson I've learned the hard way," Fluttershy said. "It's not easy being kind, but being kind doesn't mean you can't be assertive, just make sure it's well guided."

"Kind and Assertive? How does that mix?" Toad asked.

"I'm kind to my pets, but that doesn't always mean they'll listen when I'm trying to get them to behave, so sometimes I have to be tough. It also means that you can be nice to others, but if they start taking advantage of that, it's ok to step up and let them know you won't allow that, kindness is not to be taken lightly," Fluttershy said.

"How would I know when to be kind and when not to?" Toad asked.

Fluttershy shook her head, "I can't answer that, because that's something you'll have to decide for yourself. Like I said, it's not easy, but it's worth the effort, I guarantee you'll get friends who care about you. Not everyone will like you unfortunately, but the ones who do are the ones worth treasuring."

As Fluttershy spoke with Toad; Logan, Laura and Lightning are standing nearby, a little amazed by what they hear.

"Fluttershy's a pretty wise mare," Laura said. "Makes her really cool."

"He at least seems interested in what she has to say too, little impressed by that," Lightning said.

"Fluttershy just has that aura to her, it's hard not to like her, plus she's probably one of the few looking past Toad's exterior," Logan said. "Deep down he's probably very self-conscious about his looks, having Fluttershy treat him like a person must mean a lot to him."

"Well I just hope he takes what she said importantly, and not to take advantage of her kindness, otherwise I'll kindly tear his oversized tongue off," Laura said, revealing her claws.

"Try to keep that attitude under wraps, if Toad senses your hostility, it might affect his progress," Logan warned.

"Hey as long as he doesn't hurt Fluttershy, I'll keep my cool," Laura assured.

"He won't, not when he knows I'm around," Logan said. "But we do need to give him a chance, this could work out in our favor too."

"Yeah, we can get new superhero allies," Lightning said.

"The point is new friends, but I guess that works too," Logan said.

"They're both good points," Lightning added. "I just hope the others are having luck with their...um, I guess Friendship Apprentices?"

"I think Twilight at least might have luck, maybe Applejack too," Logan said. "The rest, while they have good hearts, not sure if they would be the best teachers."

"Meh, if they screw up, Fluttershy can take over," Laura said.

"Let's try to have faith in them," Logan said. "They're the Elements of Harmony for a reason."


Later on Sunset Shimmer had come by each home, picking up each member of The Brotherhood and escorting them back to Canterlot. Sunset led all six of them to the castle where Celestia, Cap and Magneto were waitng.

"Ah, you've returned, tell me, how were the Friendship Lessons?" Magneto asked.

"Ok I guess," Boom said.

"Could have been worse," Pietro said.

"It was...interesting," Wanda said.

"Interesting huh? That's good to hear Wanda," Magneto said.

"How much longer are we doing this?" Pietro asked.

"As long as needed, you do want to get accustomed to this world, don't you?" Magneto asked.

"Well I guess, but I don't find this Friendship stuff necessary," Pietro said. "I mean whether it's this world, or our own, I'm still going to do pretty much whatever I want to do."

"I hope it's not trouble related," Cap warned. "Whether you find this 'Friendship stuff' as you say important isn't the point. You have all caused trouble back in our world, so this is our way of testing to make sure you don't cause trouble this time around."

"You make a few mistakes and they label you for life," Pietro said, sighing in annoyance.

"It was more than a few mistakes," Cap reminded. "Be happy you're getting this chance, it's under Princess Twilight's good grace that you have it. Don't squander your opportunity at redemption."

"What exactly have we done wrong?" Pietro asked. "Just because we wanted to teach a lesson to the humans who's looked down on us?"

"I understand your frustration regarding how you're treated as mutants, but the way you've gone about it was wrong," Cap said. "The X-Men also fight that same discrimination, but they don't cause trouble for humans, they set an example."

"Peter had to face that same type of discrimination when he first came here, he was a human among ponies," Celestia explained. "He won them over through his kindness, which is what you can all do as well."

"That sounds kinda lame man," Avalanche said.

"I don't care if it's 'lame', if you want to live peacefully in this world, that's the ideology you must follow," Cap said.

"Please don't think of this as a type of punishment," Celestia assured. "This is meant to help and benifit you."

"Well since we basically have no choice, hardly feels like it isn't a type of punishment," Avalanche said.

"Would you prefer being locked away or a chance at redemption?" Cap asked. "At least one of those options will guarantee your freedom. If you throw this away, then that's much shame upon you."

"Maybe he's right," Wanda spoke up, getting everyone's attention. "We...really haven't had much success doing things the old way. So...maybe doing things right here will help us out in the long run?" Wanda lightly kicked the ground, "At least, that's what I think so..."

Cap looked around the room, he could tell that the others weren't too sure of her words, even Wanda herself sounded like she doubted herself. He needed to make sure that Wanda didn't lose faith, this could be the start they needed. He then took it upon himself to approach the self-doubting girl.

"You have the right mindset Wanda, sounds like Twilight's already getting through to you," Cap assured, placing his hoof on her shoulder.

Wanda scrunched her face, removing Cap's hoof, "It has nothing to do with what she said, I'm just thinking of what's best for myself, that's all it is."

"Alright then," Cap said, backing away a little. He expected some baby steps, which was fine, he knew they wouldn't adjust that fast, but at least one of them is showing an interest, albeit a slight one to better themselves.

"Well I guess I can endure this too," Boom said. "That Pinkie Pie chick is actually kind of fun to be around."

"That pony, Fluttershy, is actually a nice change of pace from what I've been going through," Toad admitted.

Cap seemed relieved that at least two others are showing an interest, though the rest still seemed unsure. "They'll hopefully adjust at their own pace."

"Would any of you like to share what you have learned?" Celestia asked, looking around for volunteers, though no one seemed interested in sharing, or they were a little unsure. Taking initiative, she focused her attention to Wanda. "So, Wanda is it?" Upon getting a nod, she continued on, "Is there anything you'd like to share?"

"Um...not really," Wanda said. "I mean, Twilight and her magician looking friend took me to see a little friend of theirs, think his name was Rumble."

"Rumble..." Cap said, then turned to Celestia. "Which one is he?"

"I believe he's a Pegasus colt that Peter and Twilight cared for after his brother...caused some trouble," Celestia said.

"He did tell me about that," Wanda said. "His brother, his name is Thunderlane correct?"

"He has a lot to learn as far as respect goes," Cap said. "Perhaps he too can benefit from these Friendship Lessons."

"I will run that by Twilight," Celestia said.

"Well it seems you've all had a busy today," Magneto said, stepping in. "So perhaps it's best if you all get to bed, try to reflect upon what you may have learned today."

"Yeah, maybe you can see your little friend again sis," Pietro teased, much to Wanda's annoyance.

"Can it Pietro!" Wanda said. "Don't you have a dinner to get ready for?"

"Dinner? What dinner?" Cap asked.

"Torch invited me to have dinner with his family at the Baxter Building, he says it's a good way to observe 'Family Loyalty' as he says," Pietro said.

"That sounds like a perfectly wonderful idea, that's assuming that Mr. and Mrs. Richards are ok with it," Magneto said.

"Don't take it the wrong way if they're a bit hesitant, Reed isn't exactly too inviting of others to his building unless he knows them well enough, or trusts them," Cap said.

"Doesn't he have like tons of expensive stuff in his lab?" Avalanche asked. "Highly dangerous stuff too?"

"Yes, though now I am a bit curious as to why Johnny would risk something like this so soon," Cap said.

"Probably doesn't want to leave Pietro unsupervised in case he tries to swipe stuff from their home here while he's away," Pyro said.

"Pfft, like his house has anything worthwhile," Pietro said.

"Regardless of the reason..." Cap said, trying to get their attention. "If you do get to dine with Mr. and Mrs. Richards, who are a very nice couple mind you, we expect you to be on your best behavior, that means DON'T TOUCH ANYTHING while you're there."

"I do hear that Mr. Fantastic keeps a lot of freaky stuff in his lab," Avalanche said.

"We'll discuss more tomorrow, off to bed now," Magneto said, his Brotherhood obeying, some more reluctantly than others as they went to their rooms. The elder mutant turned his attention to Steve and Celestia with a positive smile. "Seems like things are going well so far."

"It's only been one day, but at least they don't seem to have caused too much trouble," Cap said, then turned his attention to Sunset. "Is that accurate?"

"Well I've heard no negative comments thus far," Sunset said. "In fact Twilight and Fluttershy seem quite eager to see their students again, Applejack only said that hers needs to be a little more diligent, the rest had little to say."

"Good, I'm happy to hear that," Magneto said. "Well I must be off, I bid you all a good night."

The Brotherhood made their way to their rooms, with Cap still feeling uncertain about all this.

"Much as I want those young mutants to learn the true value of Friendship and Justice, something about Magneto's been throwing me off, like I can't tell what he's thinking or if he's being genuine," Cap said.

"You think this may be a trap?" Sunset asked.

"Hard to say, Magneto's a very complicated person to say the least, his idea of 'good' is often a twisted one," Cap said.

"We'll keep a close eye on him, but at the very least, I'm sure his followers deserve a fair chance," despite what she says, Celestia isn't too confident in her own words.

"Well, I should get a detailed report soon, once Cyclops told Professor Xavier, I've been asked to make sure there's updates," Cap said.

"How long has Professor Xavier known Magneto?" Celestia asked.

"Years, they were once good friends, until their ideologies began to clash," Cap said. "Amazing what a little disagreement can do to a friendship."

"Amazing what they can do to any relationship," Celestia said.


Back at the Parker-Sparkle home, Twilight was looking over some more lesson plans she had for Wanda. She already introduced her to Rumble, who took really kindly to the Earth girl. But she does now know of her estranged relationship with her brother and father, and Twilight aims to mend it.

"The source of Wanda's estrangement seems to originate due to her family troubles, given her brother's attitude it can be understandable. If I can work with Rainbow Dash on Pietro's attitude, then it might help Wanda a bit," Twilight said. "If anypony knows how to control ego, it's Rainbow Dash..." Twilight tapped her chin, "Uh, maybe not completely control it, rather manage it better."

"Making plans Twilight?" She heard Peter ask. He made his way into the room, seeing Twilight at her desk. "Looks like you have another little project."

"Calling it a 'Project' wouldn't be my exact choice of words," Twilight said. "But yes, I am planning some major things for Wanda."

"Anything I can do to help?" Peter asked.

"I can think of a couple of things, though it may be harder for you since you two were technically on opposing sides back in your world," Twilight said.

"Well she technically isn't one of my enemies, most interactions we've had with her was when I had to team with the X-Men," Peter said. "Compared to most of their enemies, she gave me the least trouble, if anything I'm more worried about her father than anything."

"Yeah, your friends do seem to be very vocal about how strong he is," Twilight said. "They said he was about as dangerous as Doctor Doom and this Ultron creature, I take it he's just as bad as The Green Goblin as well?"

"Right up there, he might be stronger than the three of them," Peter said. "Heck, I'm pretty sure he can take down King Sombra alone if he wanted to. Magneto nearly killed Bison and tried to recruit his men."

"Why would he do that?" Twilight asked.

"Pretty sure Bison was gonna do it first, and recruit his entire Brotherhood," Peter said. "Vega and Balrog were close to being the first non-mutants in the Brotherhood. Oh, and Sagat too, Ryu's rival from his world, though I think he left the group by now."

"I can almost see why Captain America was so reluctant to allow Magneto into this world, even Cyclops seemed uneasy," Twilight said.

"Don't be surprised if you see any more of the X-Men, especially Professor Xavier," Peter said. "He and Magneto were once good buddies, I wouldn't be surprised if he came by just for a glimmer of a chance that he could have his old friend back."

Something about that put a smile on Twilight's face, "Being able to reunite two good friends, now that's a great Friendship Quest." She got back to work, "I might be late getting to bed, so don't wait for me."

Peter pouted, "Aw, but I hate going to bed without you by my side."

"Peter..." Twilight said, smiling at her loving husband. "It'll only be for a bit, besides considering how lazy you can be, I don't think you'll have any trouble falling asleep."

Peter was about to counter that statement, when he realized she wasn't wrong. "Well, I still won't like it."

"You're so silly sometimes," Twilight said. "I'll be along soon, now I still need to do a little planning, we'll talk more in the morning." Twilight looked through her notes, "If this goes well enough, I might just consider talking to Princess Celestia about opening up my own school."

"Your own school?" Peter said. "Yeah, Cyclops did say something about you potentially being a teacher, at least at Professor X's school."

"I'd love that, but what I really want to do is teach Friendship to all creatures in Equestria and beyond," Twilight said. "Imagine me and the girls teaching about our elements, with The Brotherhood being our earliest mentors. This could be the start of something incredibly big!"

"Well I'll support you 100% of the way, though if you do open your own school and have regular subjects..." Peter leaned in, "Any chance I can teach some chemistry?"

"Ooh, that would be a great idea, it'd be a nice way for you to help others without constantly risking your life," Twilight said.

"Well it's always worth risking myself to protect those who need it, but yeah that would be great," Peter said. "I can be Professor Parker! I'll be part hero, part teacher, just like Reed Richards."

"Maybe Reed can assist with the school as well, I'd like to find something for all your friends to do," Twilight said. "Now what can Johnny offer?"

"I doubt Johnny would want anything to do with school," Peter said. "But, he does have a talent when it comes to Astronomy, dude is an astronaut after all."

"You leave Johnny to me," Twilight said.

"Logan was technically a teacher at Professor X's school, but mostly for combat training, and we're not running a school for superheroes," Peter said.

"Huh, imagine that, a Hero Academia, that would be interesting," Twilight said.

Peter shrugged, "Eh, guess so. Until then, maybe you can make him the Hall Monitor or something." With a yawn, Peter made his way out of the room. "I'm gonna catch some Zs, try not to take too long, I want my cuddle buddy with me."

Twilight giggled at Peter's playfulness, "You will not be denied a cuddle buddy tonight."

"I'm holding you to that," Peter said, making his way to bed.

Twilight continued looking over her notes, "A School of Friendship is just what Equestria needs, this way the Magic of Friendship will reach heights never imagined. Help from my friends as well as the Marvel Heroes will pull this plan off exponentially. Just gotta figure out every little detail needed." She grabbed another set of notes, "Though I should make sure I devote myself well to Wanda, it'll be hard to teach a whole school if I can barely teach one pony, er I mean one girl."


Back in Canterlot, Magneto is sitting in his room, passing the time by levitating a few objects. So far his Equestria plan has had a good start, but it'll be a while before he can fullyput his plan into motion. Soon he will have that Mutant Utopia he has always dreamed of.

As he sat alone in his thoughts, he heard a familiar voice, "Do you do anything aside from levitating metal? I know it's your thing but be a little creative."

"Does anyone tell you not to be chaotic Discord?" Magneto answered.

Discord materialized in the room, levitating above the aged mutant, "Lots of people actually, but I do get your point, I just wish you could try having a bit more fun."

"Discord I am not exactly a Spring Chicken, I pass my time in my own way," Magneto said.

"You're not a Spring Chicken?" Discord asked. "You're practically an infant compared to what I am, but then again mortals don't usually age well."

"Watch yourself, I said I'm no Spring Chicken, I never said anything about being old and frail," Magneto said.

"Now I never said old," Discord playfully pointed out. "Do try to relax a bit, it's so frustrating constantly being surrounded by such serious individuals, and if they're not serious, then they're completely insane. I like to find the balance between someone like Albert Wesker and someone like Normal Osborn."

"The less I compare to them the better," Magneto said. "Osborn caused more trouble than he was worth years back, and is a constant detriment to my plans, while Wesker goes around acting like a God, plus he believes he can create his own species. The worlds are better without the two of them ruining everything."

"Well at least I have Sonata, hopefully soon I'll have more, I'm gonna try to make some new friends in different worlds," Discord said.

"And you are boring me with these details because?" Magneto asked.

"Huh, I see where I'm not wanted," Discord said, poofing in a briefcase and hat. "I just came by to check on you, since I was the one who brought you here, but I see that you're doing just fine on your own, so I will leave you be for the time being." Discord leaned in, "But fair warning, there's a lot to this world you don't quite understand, and if you attempt to do to these ponies what you try to do to humans, well the end result won't be similar, you'll run into a good population that can either fly, use magic, or exhibit incredible strength, and that's not even counting all the other species that inhabit this world."

"I'll keep that in mind," Magneto said, a hint of annoyance in this voice. "Now if you don't mind, I have my own plans to prepare."

"So be it," Discord said, poofing away.

Magneto sighed in annoyance, "I don't think I'll ever get used to the insanity of this multiverse."


In the Capcom world, Strider is seen in a ninja village raining a young girl dressed in brown. The girl was trying to get a hit on him through either a punch, kick, even an occasional shuriken.

"You're relying too much on your vision, try to sense my movements, plan ahead with your attacks," Strider ordered.

"Hey it's easier than it sounds!" the girl said, trying to go for a punch, but it was grabbed and he quickly karate chopped her to the floor.

"You're not going to improve your skills if you don't take this seriously Ibuki," Strider said.

"I'm trying sensei, but this whole predicting thing is confusing," Ibuki said. "Plus how can I read your muscle movements if you're moving so fast?"

"You think an opponent is going to slow down for you?" Strider asked. "You've done battle before in the Street Fighter Tournaments, and sometimes battle is the best form of training so I know you aren't without battle skill, but you did not get very far in those Street Fights."

"Hey things would have gone better if Shadowlaw didn't come in and mess everything up, add to that stupid S.I.N. organization and it's hard to get a decent fair fight," Ibuki said.

"That's why you always must be prepared," Strider said. "You never know when your life could be in danger."

Ibuki sighed, "This is so frustrating. The next time I see those Shadowlaw people, I'm gonna wail on them hard!"

"I'm not sure if you will anytime soon," Strider said. "So far only Balrog's unaccounted for. Vega is imprisoned, Bison is believed to be dead, but this wouldn't be the first time he's come back despite his apparent demise."

"What happened to them again? Something about that Superhero world?" Ibuki said.

"We've already told you that they assisted Albert Wesker and Vergil in making a deal with Marvel's Doctor Doom, they invaded that world and then invaded the world of Equestria where they were defeated," Strider said. "Unfortunately Wesker, Vergil and Balrog got away with a couple of allies, which is why we're closely aligned with Marvel and Equestria to find them."

"What about that magnet guy, did he have anything to do with all of this?" Ibuki asked.

"You mean Magneto? We haven't seen him in quite a while, that's assuming he's still alive," Strider said. "Look do not worry about any of that for now, you need to focus on your training."

Ibuki's eyes lit up, "Wait, you said the best training is combat, so since we have access to these worlds I was thinking-"

"You are not doing battle with Wolverine, you're not ready," Strider interrupted.

"Oh come on! It's my one goal!" Ibuki said.

"I understand your desire, but Wolverine is on a whole other level, he's got tens of times more experience than you with the amount of years he's been battling," Strider said. "Of all the Marvel Heroes, I would place him in the top five in regards to skill."

"That's why I want to face him, I'll learn more if I fight one of the best!" Ibuki said.

"It's good to have goals, and it's good to push yourself, but you still need to be smart on how you do it," Strider said. "There is no shame in starting from the bottom, and there is no shame in working your way up. Being too overzealous is also a weakness, you do need to practice reserve and restraint."

Ibuki sighed in annoyance, "Ugh, fine, I'll go back to the basics."

"You needn't go that far down," Strider said. "But I'll at least help you achieve your goal, I have different training in mind for you."

"Huh? What is it!? Tell me!" Ibuki eagerly shouted.

"As you know, Wolverine is in the world of Equestria, it is much different than our world, or his as well," Strider explained. "To exist in this world, you have to take on a new form."

"New form?" Ibuki asked. "Wait, does this have to do with those ponies I heard about?"

"Yes, if you can go to that world and master what you know in the form of a pony, then that will bring you one step closer to your goals," Strider said.

"So fight as a pony right?" Ibuki said. "Shouldn't be that hard, should it?"

"Do you know what it's like to walk around in a different form?" Strider asked. "Not to mention what form you'd probably take. When I went to Equestria, I took the form of a Pegasus, so in addition to getting used to a new body, I also had to learn how to fly, getting used to having wings took a while."

"Having wings would be pretty awesome," Ibuki said.

Strider rubbed his face in slight annoyance, "Do you even understand my point?" He focused right back at her, "You need training to get used to your new body! Your strength and speed will vary depending on your form."

"Hey I got it sensei, I'll go to that Equestria place and make myself stronger by learning how to fight as a pony," Ibuki said, then stopped to think. "That sounded better in my head."

Strider shrugged, "Yes, go with that if you wish, just don't go in thinking it will be easy. It took even Spider-Man a while to pull it off."

"Well yeah, it's Spider-Man, one of the chump heroes," Ibuki said, much to Strider's annoyance.

"We've moved past this insulting of Marvel's Heroes," Strider said. "Show respect to those who have risked their lives for others."

"Ugh, fine, no more 'friendly insults'," Ibuki said with quotation mark fingers.

"Those insults were never friendly," Strider said. "You are dismissed, remember to practice what you've learned, if you show enough progress I'll consider bringing you with me next time I return to Equestria."

"I'm holding you to that sensei," Ibuku said, leaving in a flash.

Strider sighed in exhaustion, "It's amazing how much the heroes of the Marvel World can impact the heroes of this world."

Author's Note:

New mini arcs incoming