• 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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Negative Illusions Part III

Wanda made her way through the outskirts of Ponyville, trying to reunite with Twilight and the others.

As she walked she heard people calling out to her, "Wanda..." Much to her confusion.

"Who's there?" Wanda got into a stance, keeping a close eye out.

"Wanda..." The voices said again, sounding much closer than before. Suddenly what appeared to be her father, her brother and her Brotherhood allies had just spawned in front of her.

"Huh? What are you all doing here?" Wanda asked.

"Wanda, what do you think you are doing?" Magneto asked, getting a confused reaction from the girl.

"What do you mean what am I doing?" Wanda asked. "I'm getting my Friendship Lessons from Twilight Sparkle, the ones you wanted me to get."

"Getting awfully chummy with them, aren't you?" Avalanche asked.

"What's this about you helping her find Mysterio?" Boom asked.

"Yeah, since when do you do hero work?" Toad asked.

"You ain't getting soft on us, are ya?" Pyro asked, leaning in close, with the others doing the same.

"Hey, I just offered to help Twilight track down some weirdo magician, that's all," Wanda said. "Wait aren't all of you supposed to be at your own Friendship Lessons?"

"Plans cancelled, thanks to Mysterio," Boom said. "Honestly, why fight him?"

"Yeah, he'd make for a great ally," Pyro said. "We help him take down Spider-Man, he'll help us take down The X-Men."

Something about that statement alerted Wanda to something weird, "Wait, team with Mysterio?" She turned towards Magneto, "Father, care to explain?"

"I much agree with Boom and Pyro, I believe Mysterio would make quite the ally, his mastery in Illusions coupled with his scientific genius, I think it would be quite beneficial to partner with him."

Wanda furrowed her brow at her father, if this truly was him at least, "Weird, why would you agree to partner with a human? Especially one that is a 'fake' as you would call it. You despise guys like The Green Goblin and Albert Wesker for believing them to be frauds, why would you choose to team with complete scum like Mysterio?"

Magneto stood there a moment, glaring at a daughter who wasn't backing down. Suddenly he began to chuckle rather sinisterly, "Oh Wanda..." Suddenly his voice started to distort, sounding like two people speaking at once, "Dear sweet Wanda..."

Suddenly everyone had disappeared, Wanda fell into a weird vortex, causing a load of confusion and worry for the girl.

"You truly are a fool," Mysterio's voice said. "You know this plan will never work, all those friends you probably hope to make, they know who you are and what you've done, Equestrians never forget!"

Wanda landed hard in the middle of a black void, "What would you know of this? Most of your time in Equestria has been in a dungeon!"

"You'd be surprised what guards so freely discuss," Mysterio said, appearing beside Wanda. "How Equestria even shuns it's own Princess of The Night due to her not once, but twice allowing evil to take over her."

"Spider-Man and Twilight Sparkle forgave her, so others will too," Wanda said.

"You really think that will be enough?" Mysterio appeared on the other side of where Wanda was. "Spider-Man is considered a freak by many, having little trust among Equestrians for hiding his true secret as an alien to this world, a world that nearly destroyed their home. Twilight Sparkle is the fool that knew yet still appointed him as her knight, then married him, even having a child."

"A fool you say?" Wanda asked. "Stuff like that is why my father despises most humans, so quick to judge."

"It's not just human thought though, it's Equestrian as well," Mysterio said. "Soon your father will realize that, then what he did to the humans of our world, will happen to the ponies of this one. So I suggest you don't get too attached, because if I don't finish of Spider-Man and his family, your father definitely will. So stay out of my way, you'll only be delaying the inevitable."

"First off, I'm disappointed Mysterio," Wanda said. "If you were gonna convince me that I shouldn't trust Twilight Sparkle or Spider-Man, I hoped you'd be a little more creative about it. Guess you're losing your touch. Secondly..." Wanda then blasted Mysterio, or rather the illusion, something she expected. "If you're gonna try to mess with my mind, come out and do it to my face."

"Very well," Mysterio said, appearing near Wanda and attempting to blast her. Wanda saw that coming a mile away and managed to sidestep and blast Mysterio back. The illusionist quickly scurried away with Wanda attempting to chase after him.

"Don't tell me that's all," Wanda taunted, looking around. "I'm honestly disappointed Mysterio, first you try to get in my head using such a predictable tactic, now you're desperately trying to escape from me."

"Predictable, maybe," Mysterio's voice said. "But not wrong. Those doubts linger in you Wanda, just give in."

"What do you even hope to gain from that?" Wanda asked. "If my father decides to eradicate humans, that will include you as well!"

"I have my own countermeasures to that," Mysterio said, appearing beside Wanda. "But that's later."

Wanda attacked again, but like before, this was only an illusion. The real Mysterio had blasted her from nearby.

"Unfortunately for you Wanda Maximoff, it would appear that I'll have to dispose of you," Mysterio said, getting ready to attack again.

"I think I see him!" the voice of Hawkeye said.

"It’s that damn Hawkeye again!" Mysterio said, getting distracted long enough for Wanda to knock him back. As he stumbled, she noticed a slight limp in his foreleg, figuring he may have been injured. As she noticed this, Mysterio quickly created more illusions and moved around within them in an attempt to confuse her.

"You won't get me so easily!" The Mysterios taunted, each of them sending blasts at Wanda, which she dodged. Most of them were illusions of course, but she knew not to take any chances.

Hawkeye had flown over the area, noticing the army of Mysterios. "Cheap trick." He brought out and arrow and shot at each illusion, some containing a droid of sorts. "Where does he get this stuff, and how did he bring it into Equestria?"

Mysterio saw Hawkeye firing from above, getting slightly irritated at the archer. He then started sending blasts his way, which the marksman had quickly dodged, not taking any chances himself.

Peter and Twilight had followed the trail of the blasts, leading them straight to Mysterio's illusion army. Peter had an idea, but first he needed to clear the area. "Wanda!" The mutant girl noticed Peter in the distance as he shot his webbing to bring her to safety. "You ok?"

"Yeah, I'm fine," Wanda said.

"Good," Peter then turned to his wife. "Twilight, try to get all the illusions in one go."

"Right," Twilght cast a barrier spell across the field, destroying all the illusions and knocking over the real Mysterio.

"Got ya!" Hawkeye said, aiming an arrow. Mysterio quickly ran off while creating two more fakes to hide among, affecting Hawkeye as he fired at the wrong Mysterio. From there he created more illusions, getting ready to try again.

"Let's hurry before he makes enough illusions to cover all of Ponyville," Peter said. "Twilight, keep using your spell if you're able too, I'll try to keep other ponies out of harm's way."

"There's another way to find him without that," Wanda said, getting the attention of the couple. "He seems to be limping slightly, I'm guessing he had an injury that affected his movement speed."

"Must have been when Hawkeye shot him with his arrow," Twilight theorized.

"Chances are he's not thinking of that when making these illusions, and something like that would be hard to make seem real, just find the one in pain and it should end sooner," Wanda said.

"Wow, keen senses there," Peter complimented.

"It's just common sense, nothing more," Wanda insisted.

"Still, nice spot, come on, let's put your talent to work some more, saving Ponyville should be a great Friendship Lesson," Peter said, running into town with Twilight and Hawkeye right behind him.

"Friendship? Seems more like hero work," Wanda said, following after them.


In the Negative Zone, Ben and Annihilus have begun their battle, the two massive beings trading blows with one another. Ben's durability was matched with his strength, being able to deal out as much damage as he could take, maybe more. However Annihilus was no push-over, the Negative Zone ruler having great power and vitality himself.

During this, Johnny and Rainbow Dash were checking over Pietro and Scootaloo, the two pretty hurt from their encounter, Pietro being worse off.

"Man, what did he do to you?" Johnny asked the speedy mutant.

"Nothing I couldn't handle," Pietro insisted, his bruises and cuts showing otherwise.

"He messed you up dude, whoever that guy is, he's pretty strong," Rainbow Dash said.

"Tell me about it," Scootaloo said, holding her stomach. "Ugh, I think he broke some ribs."

"Try not to move too much," Johnny instructed. "Man, you really took a punch from that guy?"

"He, he messed me up in just a few attacks, I feel so weak," Scootaloo said, holding her injured areas.

"Hey you're still talking and moving to an extent, that's more than what could be said for other people who've encountered this dude," Johnny said.

"You fight this guy on a regular occasion Human Torch?" Pietro asked.

"Somewhat, we've had multiple run-ins of course," Johnny said. "Obviously The Fantastic Four always triumphed."

"At least Ben's doing better than we did," Scootaloo said, looking over as Ben wailed on Annihilus, throwing one strong punch after another, going all in on his attacks.

"Ben's doing good, but he's gonna need help sooner or later," Johnny said. "Before that though, do either of you know where Franklin and Firefly are?"

"I told Franklin to hide somewhere, I didn't want to leave Pietro behind to fight this guy," Scootaloo said, gesturing in the direction they went. "There was a formation of rocks not too far from here, Franklin is probably there with your daughter."

Just then, Ben got knocked across the ground, sliding toward the group as Annihilus stomped toward him, ready to continue his onslaught.

"Rainbow Dash, go find Franklin and Firefly, I'll help Ben hold this guy off," Johnny said, flaming on.

"What about Scootaloo and Pietro?" Rainbow Dash asked.

"I'll keep Annihilus away from them, just go make sure Franklin and Firefly are safe," Johnny said, taking off. "I'm counting on you!"

Johnny flew straight in with a strong punch to Annihilus, the added momentum of the speed being enough to knock the Living Death back a little. Johhny then quickly tossed a flurry of fireballs, keeping Annihilus back more.

Ben took this moment to regain himself, "I got this Matchstick!" Johnny ceased his attacks as Ben ran in and rammed the Negative Zone Ruler, then followed up with a punch that knocked him a bit more dizzy.

Johnny flew up and then back down with a fiery kick to Annihilus's face, Ben then rushing over with a punch to the jaw. Both then went for one final attack, but Annihilus had extended his wings and used the windy force of a take off to momentarily halt both their movements as he flew in the a kick to Johnny and a punch to Ben.

"You're gonna need more than that to defeat me!" Annihilus declared.

Johnny sat up, "Good thing we're only getting started." With that he flew in to attack again, continuing his battle.

Rainbow Dash had flown off, quickly searching everywhere for her daughter and nephew, looking through the field of rocky spires that Scootaloo mentioned.

"Man, where could they be?" Rainbow Dash asked, getting worried. Fortunately she spotted them below, Franklin was seen moving from one spire to another, holding Firefly in his arms. "Bingo." She flew down towards the two kids, "Yo, Franklin!"

Franklin looked up, surprised to see who had called him, "Aunt Rainbow Dash!?"

"Mama!" Firefly called out.

Rainbow Dash landed next to the two kids, checking over them for any sign of injuries, "You two doing alright? I mean, aside from the fact that you're stuck in this place?"

"I've been in worse situations than this, comes with being part of a Superhero family," Franklin pointed out.

"Wow, you're tougher than you let on," Rainbow Dash said, grabbing her daughter. "Well good things is that Johnny and Ben are here too, so they'll be able to trash that guy. We just gotta hope we can find a way out of here afterwards."

"Wait, you don't have a way out?" Frankin asked. "How did you get in this dimension then?"

"A little help from Sunset Shimmer," Rainbow Dash said. "She was able to open a portal and get us out, but sometime after getting in, we noticed that the portal closed behind us. So we're gonna have to rely on your dad or Sunset Shimmer to open a more stable portal."

The group then heard an explosion nearby, Rainbow Dash getting worried for her husband and friends, Franklin showing some concern as well.

"Hey, are Quicksilver and Scootaloo alright? She told me and Firefly to hide somewhere because she wanted to help," Franklin said.

"They're fine, I mean they took some damage but they're fine," Rainbow Dash said. "Quicksilver's a bit worse off though, Scootaloo took some blows but she's not as visibly messed up at least."

Franklin sighed in shame, "I knew her going out there was a bad idea."

"Yeah, but not like you could have stopped her, she can be stubborn when she wants to be," Rainbow Dash said, sheepishly rubbing her head. "Something she kind of learned from me to be honest."

There was another huge blast, worrying the group quite a bit, "What should we do now?"

"Uh, well I can't bring you back, but we can find a more stable place for you to hide until we either open the portal back to Earth or we manage to defeat this dude," Rainbow Dash said. "Come on, let's hurry, I'll find you a safer place while Johnny and Ben wail on that guy, then I'll find Pietro and Scootaloo, they can hide with you as well."

"Alright," Franklin said, as he along with his aunt and cousin enacted their plan for survival.


Back in Equestria, Trixie and Scott were both seen sitting in the living room of the Parker-Sparkle home. Aunt May was in the kitchen, making dinner for the family, leaving the two watching as Mayday was playing blocks with her cousin Hope, though the filly foudn time to turn it into a geometry lesson.

"This is a cube, can you say 'cube'?" Mayday asked, holding the block to Hope.

"Coo?" Hope replied.

"Close enough, see a cube is like a three dimensional square..." Mayday began explaining.

"At least she's interacting more" Trixie said, then turned to Scott, noticing a grumpy look on his face. "What's bothering you?"

"I'd like to know why I, an Avenger, aren't out there looking for a street level crook?" Scott bitterly said.

"For starters, they already have another Avenger helping them, plus I'm fairly certain that by this point, Peter is just as good as any Avenger, Trixie said.

"But I'm the best guy for this type of job, I can shrink and fly, before if I wanted to fly I needed a flying an, like Antony," Scott said. "Yet I'm stuck here babysitting!"

"Don't you like Hope and Mayday?" Trixie asked.

"Of course I do, Janet's a good friend and I'm more than happy to watch over her daughter, and Mayday's a sweet girl that my own daughter also fancies very much, so of course I'm alright with watching over them, but I know I can do more than that," Scott said.

"Think of it like this," Trixie said. "Mayday is the most important pony in the multiverse to Peter, aside from his wife, so by staying here and keeping her safe, you're helping out one of the most beloved heroes in the multiverse. You're keeping her safe from harm, so in a way you are doing something important. You can potentially be what stands between Mysterio and Mayday."

"Huh...that's actually a great point," Scott said. "Wow Trixie, I gotta hand it to ya, you're a pretty wise mare."

"Tell me something I don't know," Trixie said with an arrogant hair flip.

"I like playing virtual drums," Scott replied, much to Trixie's confusion.

"Uh...that was a rhetorical question," Trixie said.

Scott shrugged it off, "I just wanted to contribute. So speaking of Janet, where is she?"

"Since Spike is spending a lot of time training with the Dragons, Janet goes there frequently to check on him," Trixie said. "She's tried bringing Hope too, but she didn't find the area to be completely safe, plus many of the dragons kept eyeing Hope like if they found her to be repulsing, being the hybrid of a dragon and pony...or I guess dragon and human but you get the point."

"Half dragon, half human, all pony," Scott said. "Yup, that makes total sense."

"Oh and human ants do?" Trixie asked. "Or human spiders? Human wasps? Humans torches?"

"Ha, torches, I get it," Scott said. "Still, good point I guess, I mean, it can be explained with science but sure let's roll with your rebuttal."

"Well point is Janet's been away, so she has to leave Hope here with us. When she leaves it's usually pretty early so she can get there as soon as the training starts," Trixie said. "Peter and Twilight don't mind, they love their niece a lot. Though it's usually Peter's aunt who keeps an eye on her when Spike and Janet aren't around."

"Right, his aunt, does she live here or elsewhere?" Scott asked.

"She's actually moving in, she stayed at the Apple Farm for a while to one, get settled and two, because Peter was involved in some drama once Equestria found out he was human," Trixie said. "Of course the ponies seem pretty used to that, and with other humans like yourself coming over, it's making the transition easier. So Peter decided he wanted his aunt to live here, he's even had extra rooms made."

"Sounds like he's been busy," Scott said. "Honestly I'd like my ex-wife to live here too, makes it easier to spend time with my daughter."

"Didn't you once say that your ex-wife isn't too comfortable having her daughter here though?" Trixie asked.

"It's just a bit surreal to her, that's all," Scott said. "Doesn't help that my daughter has had pretty bad illnesses, since then we've both been a little overprotective."

"That, must be difficult for a parent, to see their child so vulnerable," Trixie said. "If I may ask, how did your daughter handle the two of you splitting up?"

"She was upset of course, like any child would be, she's come to accept it but I know deep down she would love for us to get back together," Scott said. "What's important is that I still try to maintain a friendship with my ex-wife, I mean things didn't work out but that doesn't mean we can't be friends, if my daughter can see that we get along just fine then that helps in the long run."

"Right...that's great to hear," Trixie said, looking a bit saddened.

"Were you thinking about your own parents?" Scott asked.

"In a way, yes..."Trixie said. "You see sometimes I-"

Suddenly the room got darker, green smoke appearing on the floor, surprising everyone in the room.

"What's happening?" Scott asked.

"Time for a show..." they heard. Suddenly a group of Mysterios appeared, surrounding the four ponies. Trixie and Scott quickly rushed over to pull Mayday and hope to safety, keeping a close eye out.

"Auntie Trixie? Mister Scott?" Mayday said, feeling quite worried.

"Don't worry, we're here for you kids," Scott assured.

"Not for long," Mysterio said, as the army lunged at the two.

"Trixie hold Hope!" Scott said, passing the child over to the magician as he went in to attack the clones. Of course they were fake but he was more concerned with at least trying to find the real one through process of elimination.

It wasn't too hard since he was able to shrink and attack, making it difficult for the clones to catch him. Trixie kept an eye out, trying to spot any differences between Mysterio and his illusions. She did eventually notice that one walked differently than the others, and while harder to tell, one had a cracked bowl helmet.

Trixie knew that an illusionist had to pay specific attention to detail, and Mysterio's mistake is underestimating her and Ant Man. "He's over there Scott! Cracked bowl with a slight limp!"

Scott looked through the army of illusions, having no luck in finding the villain, "Crap, can't pinpoint him!"

"Here's a closer look," Mysterio said, sneaking up and punching Scott. The ant based hero was quick to react, shrinking down and flying overhead finally spotting Mysterio among the crowd.

"There you are!" Scott flew down and punched Mysterio, causing him to lose focus and his illusions disappearing.

"Clever," Mysterio said. "I'm surprised one of you could see me through all of that."

"I'm an illusionist myself, when it comes to illusions, even the tinest details can matter," Trixie said, placing Hope down and arrogantly trotting towards Mysterio. "You made the mistake of underestimating our intelligence, remember that magic is a very common thing in this world, so you're bound to find ponies who can do actual magic rather than the phony stuff that you do."

"Well then, I won't make that mistake again, so I'll just be rid of you," Mysterio said, quickly firing an attack at Trixie.

Scott was quick in pushing her out the way, but took a graze of the attack that injured his wings.

"Ow, son of a..." Scott had turned back to normal size and struggled to stand up, but Mysterio slammed down on his back.

"A hero's weakness, so caught up on protecting the weak they often leave themselves open and vulnerable," Mysterio said.

"How dare you," Trixie said. "You want illusions, I'll show you illusions!"

Trixie used her magic to create duplicates of herself to surround Mysterio, looking ready for a fight.

"Trixie, not a good idea..." Scott warned.

"Come on, it's like you said yourself, he's just some street level thug, I can at least handle that much," Trixie said, then charged at Mysterio.

The villain illusionist however had suddenly disappeared from sight, leaving Trixie confused.

"Clever, using my own tactic against me," Mysterio said. "You may have a keen eye, but you still don't hold a candle to my abilities." Suddenly Trixie found herself surrounded by fire, looking around to see a burning Ponyville.

"I know this is just an illusion, I hope this isn't the best you have," Trixie said.

"Sometimes it isn't about knowing if it's real or not," Mysterio then showed the bodies of Peter, Twilight, Scott and Mayday. "But what could be real..."

This did disturb Trixie a bit, but she shook it off, "Peter wouldn't fall to you, he's stronger than that."

"Is he?" Mysterio asked. "He's been in tight spots before..." Suddenly villains like Green Goblin, Venom and Doctor Doom flashed before her. "Many in his world have nearly succeeded in eliminating him." Then visions of Wesker, Vergil and Bison also appeared. "And villains out of his world too."

"He's beaten them though, he and Twilight put Osborn in his place, they drove Wesker and his goons off, you can't taint my faith in him!" Trixie shouted.

"But does he have faith in you?" Mysterio asked. "A little birdie had told me that you yourself haven't always been the nicest pony, how long before he starts to mistrust you?"

"Don't even start, any doubts I had were erased long ago!" Trixie said. "Peter Parker is my best friend, he would never betray me."

Suddenly Peter's likeness appeared before Trixie, "You really think you know me that well? You think you're my first 'best friend'? Harry Osborn was my best friend, and look at us now, distant, because I knew he would be no different than his father. You were a con, a fraud, no different than Mysterio!"

"Enough! You're not Peter!" Trixie shouted, punching the fake. He disappeared, but Mysterio's voice still rang.

"But it could be soon, you'll never know," Mysterio taunted. "And soon, you'll be left behind, just like Harry Osborn."

Trixie shook her head in frustration, "You're just saying these things! You know nothing of Peter! If you did, you'd know he always puts justice before anything! To him that justice includes protecting his friends and families! Whatever happened between him and Harry, that was in the past, and this is now!"

Trixie started using her magic to push the illusions away, much to Mysterio's surprise. She had surprisingly strong will, but this just left her open to an attack in which he blasted her hard against a wall, ending the illusions.

"Trixie!" Scott shouted. Mysterio's illusions had left him in the dark with the kids, having no idea where Trixie would be, this was quite the snap back to reality.

"Strong will, but weak body," Mysterio said, trotting over to the mare. "Shame, she could have made quite the lovely assistant to my act, but I shall continue the show on my own."

"Not if I can help it!" Scott said, trying to attack but receiving a punch to the floor for his efforts.

"Pitiful," Mysterio said. "You believe that I'm just some street level thug do you? Well after today, you will be calling me an Avengers Level Threat."

"My daddy will stop you!" Mayday said, getting Mysterio's attention.

"Spider-Man's little girl, well aren't you a brave little soul," Mysterio said.

"My daddy always wins, he always beats up bad guys, that will include you too!" Mayday declared.

"Your daddy won't always win, you need to learn that there won't always be a happy ending," Mysterio said. "Sorry to tell you this, little girl, but after today, you won't have any parents to tuck you in bed ever again."

Suddenly he felt something hit him in the back. He turned around and saw Aunt May holding a frying pan. "You get away from her!" She went to attack again but he managed to disarm her and knock her down with a strong back hoof.

"May!" Scott said, trying to get up again, but Mysterio blasted him, knocking him out for the moment.

"The final act approaches, soon Spider-Man, I will have taken everything from you before I finally put an end to your existence!" Mysterio said, laughing menacingly in his triumph.


Back in The Negative Zone, Johnny and Ben continued their attack on Annihilus, Johnny throwing his fire and Ben hitting his punches. Annihilus however held his own, unleashing powerful strikes as well, also causing a few explosions to keep the two off balance.

"This guy's tough!" Ben said, wiping his face.

"No kidding, he's not ruler of this dimension for nothing," Johnny said, panting a bit. He had quite a few bruises on him, but he wasn't ready to back down.

"One of the few times you are correct, Human Torch!" Annihilus said, flying in for a strong punch to Johnny's jaw, then a kick to his sides. He then landed before Ben and hit a combo of punches, increasing his power with each strike.

"You bastard!" Johnny flew in to attack again, but Annihilus hit a strong elbow strike to his face and followed it up with a powerful uppercut, then turned around to do a strong right hand to Ben, knocking him to the floor.

"You can barely defeat me with your full team, what makes you believe you can win with only half of that?" Annihilus taunted.

Ben attempted to stand on his own, but Annihilus had picked him up by the neck, holding him up as he readied a strike. Johnny hastily stumbled over, readying a blast but Annihilus had tossed Ben aside and flew in with a knee to Johnny's stomach, breaking a couple of ribs as Annihilus delivered a strong punch to knock Johnny aside.

Pietro looked frustrated watching from where he was, seeing Annihilius return to Ben and stomping hard on the rock man.

"Ugh, I can't take this," Pietro said, struggling to walk, getting Scootaloo's attention.

"Dude, what the heck are you doing?" Scootaloo asked, trying to stop the speedster from walking. "You're hurt Pietro, you shouldn't be moving."

"But I can't just sit here and do nothing, that creature made a fool of me, and seeing him triumph is making me that much angrier!" Pietro said.

"Johnny and Rainbow Dash said you're too hurt to keep fighting, you have to stand down!" Scootaloo insisted.

"I'll stand down when I'm dead!" Pietro shouted. "Hey! insect!" This got the attention of Annihilus. "I've still got a score to settle with you!"

"Do you truly wish to die that badly?" Annihilus said, marching over. "Or do you truly believe you're still any match for me?"

"Come see for yourself, I'm sure you've got nothing to lose," Pietro said.

"Maybe valuable time, but I'm sure I can try to find some enjoyment," Annihilus said, picking up speed.

"Scootaloo, move out the way, he's coming," Pietro said.

"No way, if you're doing this, so am I, I'm not leaving you behind," Scootaloo said.

"You're not strong enough, you'll just get in my way!" Pietro said.

"I'm tougher than I look!" Scootaloo insisted, all the while Annihilus is inching closer.

"You took like two punches and were done! You're not tougher than you look!" Pietro angrily stated.

"Well I don't care, I am not abandoning my friends!" Scootaloo shot back.

"Why is this so important to you!?" Pietro asked as Annihilus began running.

"Because I look up to Rainbow Dash, and I believe in Loyalty!" Scootaloo said, just as Annihulus towered over them.

In an instant, they were both gone just before Annihilus can punch down. "What?" He looked up and saw that Rainbow Dash had grabbed the two.

"Too slow!" She then quickly flew down and kicked Annihilus in the head, causing him to stumble a bit as she began to take off. "I'll be back for you, jackass!"

During this, Johnny had thrown some fire at Annihilus. He turned to see that Johnny, albeit weakly, had powered on his flame, looking ready for more.

"Bring it on, bitch!" Johnny said, flying in to attack again, throwing several fireballs in his face.

During this, Rainbow Dash and flown Pietro and Scootaloo over to where Franklin and Firefly were hiding, "You two stay here, I'm gonna go bust up that monster!"

"Alright, be careful Dash!" Scootaloo said.

"When am I not?" Rainbow Dash asked, laughing a bit. "Seriously I'll be fine, just stay here and don't come out for anything!"

Rainbow Dash flew back to where the fight was, seeing her husband throwing several fireballs at Annihilus. However the creature just walked through them, the attacks were pretty weak and the tyrant's durability was already high enough.

"Yo! Up here!" Rainbow Dash said, getting Annihilus's attention as she flew down and kicked his head again. She then flew back and sped in with a shoulder ram to his chest.

"Fool," Annihilus said, going for a punch but Rainbow Dash dodged, hitting a punch of her own, which she quickly regretted.

"Ow! What are you, made of stone?" Rainbow Dash asked. He attempted to punch her again but she zipped around, opting for a kick instead, being less painful to pull off. She continued doing this, zipping around and going for kicks when she could, however she was eventully caught by the ankle and slammed to the floor.

"Weak little fool!" Annihilus said, slamming her again.

"Dashie!" Johnny said, flying over and blasting Annihilus hard with his fire. This just got a punch for his efforts. Rainbow Dash tried standing up but Annihilus kicked her under her ribs, knocking her into the air and he punched her hard across the ground.

Ben stood up as well, getting a strong punch in to daze Annihilus. He then picked the bug-like creature up over his head and slammed him down hard. Ben then grabbed the bottom of his left wing and started slamming him some more, trying to wear him out, then tossed him away after several of them.

Johnny quickly approached Rainbow Dash, checking on his wife's injuries. "You alright Dashie?"

Rainbow Dash got a good look at her husband, "Dude I can ask the same about you, he really messed you up."

"This isn't the worst that has happened to me," Johnny said, looking over as Ben continued his attack on Annihilus. "Welcome to my world of villains."

"Tell me about it, all this time I've mostly heard of Peter's, especially guys like The Green Goblin and Shocker," Rainbow Dash said.

"Speaking of Peter's villains, hopefully he's handling Mysterio," Johnny said. "I mean he's one guy and not that strong so I'm willing to bet that Peter and the others probably already sent him back to to Canterlot's Dungeon."

"Maybe we can find a dungeon for this guy," Rainbow Dash said. "Better yet, send him to Tartarus."

"Whatever works," Johnny said, standing up beside his wife. "Ready for the home stretch?"

"You know it," Rainbow Dash replied.

Ben continued wailing hard on Annihilus, until the overlord managed to get the upper hand again with a strong punch to knock Ben back, then a powerful haymaker to knock Ben down.

"I won't lose to you!" Annihilus said, showing some signs of fatigue, then saw Johnny and Rainbow Dash standing together. "You wish to try again? Well take your chances!"

"Let's go Dashie!" Johnny said, as he and Rainbow Dash flew in for another assault, hoping to put and end to this fast.


Meanwhile Reed is still working on his portal, hoping to get it opened again, Sunset Shimmer coming close to finding The Negative Zone. Having a glimpse of it making it a bit easier.

"I think I almost have it," Reed said. "Just a few more..."

"Professor Richards?" they heard. The group turned to see a highly welcome and very familiar face.

"Stephen!" Sue said, happy to see Doctor Strange.

"Hello Susan, Reed, Sunset Shimmer," Strange greeted. "Wong told me you were having trouble?"

"Yes, my son and niece got trapped in The Negative Zone with Quicksilver and an Equestrian girl named Scootaloo," Sue explained.

"Scootaloo is the surrogate younger sister to Rainbow Dash, Johnny's wife," Reed added.

"Yes, Sunset helped us open the portal temporarily so Johnny, Rainbow Dash and Ben were able to go inside, but now we're having trouble opening it again," Sue said.

"We could really use your help," Sunset pleaded.

"I'd be happy to, now Sunset, I think it's time I taught you a little trick," Strange said. "This can help you whenever you need to access portals, granted it won't always work well, even I can barely use it to travel to say Capcom or even to The Justice League's world, but when it comes to internal dimensions, it can be of a huge help."

"I'm ready Doctor," Sunset said, eager to learn from this man.

"Good, now observe my hand motion," Strange said, holding one hand up and forming a circle with the other. "Since you've seen The Negative Zone, you know what to imagine, do this with me and place all your focus on that one plain of existence."

"Right," Sunset said, copying Strange's movements. Within moments a portal to The Negative Zone was opened, much to her delight. "We did it!"

"Good, now let's hurry, we can't leave this open for too long," Strange said.

"Right, Doctor Richards, Susan, are you coming?" Sunset asked.

"Of course I am, I want my little boy back!" Sue said. "Let me tell Alicia quickly, same with Rainbow Dash's parents."

Reed nodded and faced the portal, a look of determination in his eyes. "We're coming everyone, just hang in there until we arrive."