Spiders and Magic: Avengers Assemble

by Masterob

Negative Illusions Part IV

n the depths of Tartarus, Discord was observing all these events through his crystal ball, quite amazed with what he's seen so far. "My, two dire situations happening at once! Quite the chaos we have boiling here, so delightful."

"Was this planned by you?" Sonata asked, entering the room alongside Shocker.

"Not exactly, I mean Mysterio was part of my plan, but Annihilus was pure luck," Discord said. "I may need to contact that self proclaimed 'Living Death that Walks', see if he'd make a good addition to my plans."

"Just how many people do you plan on recruiting for this plan of yours?" Shocker asked.

"As many as possible," Discord answered. "You know what they say, the more the merrier."

"I like merry!" Sonata said.

"Honestly, maybe be careful who you bring on board," Shocker suggested. "You already got Osborn, and he's a nutcase. Mysterio's not too bad, even if his so-called acting gets on my nerves, but this Annihilus guy sounds way too threatening to side with us. The Fantastic Four seem to have more egotistical villains who don't really play that nicely with others. More guys doesn't mean more success if it could cause the group to implode!"

"Very well stated Herman, and I do understand your argument, but I wouldn't consider this if I didn't think it could work," Discord said. "Though the slight chance that of an implosion does kind of fill me with excitement, it seems so chaotic."

"Ugh, right, you and your chaos, Equestria's Loki," Shocker said.

"Loki...ah, there's someone who could spice things up as well," Discord said, much to Shocker's concern.

"Hey you're not seriously considering bringing in Loki are you?" Shocker asked. "That guy might end up betraying us or something!"

"Or he could be our new best friend!" Sonata pointed out, getting a pitiful glare from Shocker.

"You're so oblivious," Shocker said to the siren, then focused back on Discord. "Look Discord, you really gotta know when to pull back, quality over quantity!"

"Fine, we'll see how these two do," Discord said. "That and who else gets into battle with our friends here, be it accidental or intentional."

"So what next, you're gonna recruit guys like Ultron? Or Dormammu? Galactus!?" Shocker asked.

"I'm surprised a street thug like you knows who those guys are," Discord said.

"Hey I've worked with top villains, and they know people," Shocker said. "Plus I've seen some of them, I've seen what guys like Loki could do, it ain't pretty."

"You're just making them sound more enticing," Discord said. "Here's the thing Shocker, in life comes chaos, something you have to get used to. I mean you lived in a world of heroes and villains, chaos should be second nature to you."

"Yeah, but that was hard enough to manage, now we have all this freakish magic everywhere," Shocker said.

"Don't worry, we'll keep you safe," Sonata said, to Shocker's mild annoyance.

"Hey I don't need protection, I can take care of myself," Shocker said. "I'd just rather avoid unneeded headaches."

"Oh you're just a worry wart," Sonata teased.

"And you're incredibly naive!" Shocker said. "Look, I've seen things, bad things, better be careful Discord, right now you're playing with fire."

"I'm quite aware of the risk, that's what makes it fun," Discord said. "Now, on with the show."

---

Back in Ponyville, Peter, Twilight, Wanda and Hawkeye are searching through the village in pursuit of Mysterio. Twilight used her magic to scan random ponies, making sure none of them were illusions made by Mysterio.

"Sorry about this everypony," Twilight said, as she continued to scan. "Just making sure none of you are illusions!"

"For those who aren't illusions, any of you seen a magician pony with a large cape, likely boasting about their superiority?" Peter asked.

"You mean Trixie?" Cherry Berry asked.

"Er, no, this pony's evil," Peter corrected.

"...So Trixie," Cherry Berry said again.

Peter just stared for a moment, trying to process the logic, "It's not Trixie, it's somepony else, this pony has a bowl over his head, you know, like a total weirdo."

"Total weirdo, that's kind of like Trixie!" Moon Shine said.

Peter groaned in annoyance, "For the last time, it's not Trixie! I mean seriously, when's the last time Trixie did anything bad!?"

"When's the last time she did anything nice!?" Berry Punch shouted from afar.

"That doesn't make her bad, just a little self centered..." Peter said. "I'm not helping her much am I?"

"Focus Parker, if none of these ponies have seen Mysterio then let's keep going," Hawkeye said.

"I imagine he snuck through town in disguise, there's no way he would go through here otherwise," Twilight said. "I'm sure the ponies haven't forgotten when he came to town not too long ago."

"Fine, let's just keep searching and scanning," Peter said. "Hopefully we find him before he causes any permanent damage."

"Hey!" Hawkeye said, getting everypony's attention. "Keep an eye out for anypony suspicious, if you suspect someone could be a villain, let us know immediately!"

"Wait, Trixie's not going evil again, is she?" Moon Shine asked.

"It's NOT Trixie!" Peter shouted. "It's Mysterio! You saw him the other day! He had a bowl over his head!"

"Oh right," Cherry Berry said. "Yeah he had five other friends with him. We haven't seen him though."

"That's fine, I just need to see if anyone has seen him at all," Peter said. "Which may be harder than it sounds."

"Peter! Twilight!" They heard. Running toward them was their good friend Lyra Heartstrings. "There's trouble at your house!"

"Trouble!? What did you see?" Twilight asked.

"Not what I saw, what I heard," Lyra said. "When Bon Bon and I were talking our walk through town, we heard a ruckus at your house. We went to check and heard what sounded like fighting. Someone wants revenge on you Peter, it sounds like one of your old enemies or something, like the guys from a few weeks back."

"It must be Mysterio," Peter said. "Oh crap, that means he's near Mayday!"

"We gotta hurry," Twilight said, then ran with the others back to the Parker-Sparkle home. "Thank you so much Lyra!"

"Wait, I wanna come too!" Lyra said, following the group, along with a few other curious ponies.

Peter immediately arrived at his house with his team. "Mysterio! If you're in there, come out, now!"

Hawkeye got his arrows ready, "Just give me the word and I'll turn him into a pin cushion!"

"No words, just action!" Peter said, about to knock the door in. Before he could, a large ominous cloud appeared above the tree-shaped Library. From it emerged a sized enhanced Mysterio, looking to gave grown several hundred feet and floating in the sky.

"Hello Spider-Man," Mysterio said. "Nice home you have here, I hoped you wouldn't mind me making myself comfortable. You have such interesting house guests I should say."

"You better not have hurt them!" Peter warned.

"Well they did attack me first, it was only fair that I fended for myself," Mysterio taunted. "Don't worry, they're still alive, for now at least."

"What did you do to my daughter!?" Twilight shouted.

"Fret not, I wouldn't hurt a child if I could help it, but that doesn't mean I won't," Mysterio warned.

"Dude, I will break all of your bones, I kid you not!" Peter warned. "I take my role as a father tens of hundreds if times more seriously than I take my role as a hero. You can mess with Spider-Man the Superhero, but you do not wanna screw around with Peter Parker the father!"

"If you're so worried about your daughter..." Mysterio said, making Mayday appear, being dangled in the air by his 'magic', "Then come and get her."

"Mommy! Daddy!" Mayday cried.

"That does it!" Peter lunged himself at Mysterio, only to get blasted down by a clone of his.

"Peter!" Twilight ran to assist, but another clone appeared and attempted to attack her with a magic blast. Twilight was quick enough to put up a forcefield, but had most of her focus on saving her daughter. "Don't worry May, mommy's coming!"

Hawkeye shot some arrows at the giant Mysterio while Wanda blasted it with her magic, neither doing anything to the giant illusion.

"I'm afraid you'll have a hard time locating me," Mysterio said, generating a bunch of clones. "But we won't have trouble getting you!"

The clones flew down, each one attempting to attack the heroes down below with various blasts. Despite them being illusions, the attacks seemed real, damage was being done all around, meaning ponies nearby were in danger.

"Everypony run, it's not safe here!" Peter warned, many of the ponies running, a few too scared too move.

"Aw, don't leave yet," Mysterio said, creating more clones to surround the ponies. "The show is still going, don't want to miss the final act!"

Soon an army of Mysterio clones surrounded the ponies in town, all of them not knowing what to do or where to go.

"Spider-Mane, help us!" Amethyst Star pleaded, other ponies doing the same.

"So many lives to save Spider-Man, but will you succeed? Will a few ponies fall during your rescue, or will you simply fail!" Mysterio said, sending more clones to attack. Twilight and Wanda blasted several of them, a few disappearing, some robotic droids even falling down.

"How many of those droids does he have?" Peter wondered. "No way he has an unlimited amount at his disposal, especially in this world where technology is kind of scarce."

"Let's try to reduce the number then," Hawkeye said, firing some arrows.

"Might be hard, he wouldn't put them in any immediate danger, hence all the harmless clones," Peter said. "Still, worth a shot to try."

While the heroes did battle, Lyra looked around for any sign of help. "Come on Bon Bon, I sent you to get Wolverine and the others not too long ago, they should be here!"

"I wouldn't worry too much," She heard Derpy say. She turned to face the Pegasus, "They'll obviously know what's happening, and they'll be here fast. After all, they live in town, this is their home, and they'll protect it just as much as Peter is."

Lyra nodded, "You're right, I bet they're closing in right now."

As if on cue, Logan stood not too far away alongside Laura, Lightning Dust, Fluttershy and Toad, all of them looking ready for a fight.

"So, Mysterio wants to cause trouble huh?" Logan said. SNIKT. "Well, let's give him trouble."

---

Back in the Negative Zone, Johnny and Rainbow Dash are zipping through the air, doing as much damage to Annihilus as they could through Rainbow Dash's kicks and Johnny's fireballs.

Ben had also rushed in to attack, using a few strong blows to the Negative Zone Lord. The three seemed to be putting up a much better fight than before, though it still felt like Annihilus had more fight left in him than they imagined.

"You're just prolonging the inevitable. I, the mighty Annihilus, will be your downfall!" the Negative Lord shouted, flying in with a strong kick to both Johnny and Rainbow Dash, then a punch to Ben, keeping everyone at a distance.

"This dude just doesn't know when to quit!" Rainbow Dash said, trying to stand up. "Really strong too!"

"This is why we tend to stay out of The Negative Zone," Johnny said. "Fighting these monsters is more trouble than it's worth, especially when it's the Lord and ruler of those monsters."

Ben rushed back, ramming into Annihilus, but was lifted up by the insectoid's brute strength, flown upwards and slammed hard into the ground, then landed down hard on the rock hero.

"That's kind of frightening to see," Rainbow Dash said. "Seeing Ben get out muscled is a bit demotivating."

"Not the first time he's gotten beaten up, I mean, he's fought The Hulk a dozen times, and it usually ends with him on the losing end," Johnny said.

"Maybe green is an unlucky color for him?" Rainbow Dash said. "No matter, let's get back into this, Ben needs our help!"

Johnny powered up some more, "We just gotta hold out until Reed opens that portal back up, I can't see us winning but what matters is getting Firefly, Franklin, Scootaloo and Pietro out of this place."

"Well I'm aiming for the win!" Rainbow Dash shouted, flying over with a kick to Annihilus, Johnny also flying over with a flame powered punch. Annihilus then grabbed both Rainbow Dash's ankle and Johnny's forearm, and slammed them both down a few times before tossing them away.

"You're all officially on your last legs, vicotry will be-" Annihilus then felt a punch to his jaw. He turned to see where it came from, then felt a kick to his leg. He turned again and gone. Suddenly all he could see is a flurry of Pietros attacking with random punches and kicks,

"I'm not done with you yet!" Pietro shouted, hoping to bring down the tyrant.

"Fool," Annihilus had punched once and hit Pietro, knocking him to the floor. "You should have stayed in the shadows."

"Not our style!" Scootaloo shouted, running over to deliver a punch. "You're going down!"

Annihilus simply kicked Scootaloo in the sides, knocking her across the ground. "Weak." He scanned his surroundings, "I don't suppose that child of Mr. Fantastic and The Invisible Woman wants to take his chances, or that little infant girl he was carrying."

"Dude you stay the hell away from my daughter," Johnny warned, stepping toward Annihilus. He went for a punch but Annihilus simply hit an uppercut to knock Johnny away. Rainbow Dash flew in to attack but Annihilus hit a haymaker to knock her to the floor.

"I grow tired of this, time to put an end to all of you," Annihilus said, getting ready to deal the final blow.

"Hold it!" he heard. He turned to see Reed alongside Susan, Storm and Doctor Strange.

"So, the rest of The Fantastic Four have arrived, along with the Sorcerer Supreme, Doctor Strange," Annihilus said. "But who's your friend?"

"I'm Sunset Shimmer, and those heroes you just beat up are my friends!" Sunset shouted.

"Well then, would you like to join them?" Annihilus said. "I am eager to meet a new challenge."

"Oh we won't be doing much fighting, quite the contrary, we're just here to get our friends and leave," Strange said, then readied his magic shields. "But we have no problems using force along the way."

"Very well then," Annihulus braced for battle. "Come at me!"

Strange turned his attention to Sunset, "Try to see if you can find the two children, myself along with Susan and Doctor Richards will keep this beast distracted."

"You got it," Sunset said, teleporting away. Strange then rushed in along with Susan and Reed, all of them attacking Annihilus with magic blasts, stretching punches and forcefields.

Annihilus blocked and countered a few strikes, though as he went for a punch to Strange, Sue had used her forcefield to grab his hand and lift it, allowing an opening for Reed to delivering a few hammer fisted punches to the brute. Strange then powered up and blasted Annihilus on the sides, getting in multiple attacks on the creatures exoskeleton.

Annihulus eventually broke free of Susan's shield, going for a punch to the woman, but se quickly put up another shield, then turned invisible to escape his eyesight. Strange then enchanted Reed's hands temporarily, allowing the stretch hero to get in some more powerful strikes on the tyrant.

Sunset had continued teleporting around until she located Franklin and Firefly in a cave area. "There you kids are!"

This got Franklin's attention as Sunset made her way towards him. "Do I know you?"

"I'm Sunset Shimmer, you've seen me in The Baxter Building on occasion," Sunset reminded.

"I did?" Franklin asked, trying to jog his own memory. "Oh yeah, you were the one who wanted to open the Capcom portal."

"Yeah, that's me," Sunset confirmed. "Now come on, we need to get you out of here."

"Oh you got a portal opened!?" Franklin asked. "What about Annihilus, has he been defeated!?"

"Myself and Doctor Strange are gonna open another portal," Sunset confirmed. "As for that big guy, he's still up and at 'em, so we gotta move quickly."

"Alright," Franklin said, holding Firefly and joining Sunset.

Back at the battle, Annihilus was still fending off the remaining three forces, though this battle felt different. It's as if they were mostly just focused on defense and only using offense when necessary, it's almost like they're just stalling, to which the insectoid remembered Strange's words from before.

Johnny slowly struggled to stand, shaking off his attack from earlier, plus the fatigue he felt from his fight with the villain before him. "Dashie?" He looked around and saw Rainbow Dash on her feet, walking towards where Scootaloo was. Johnny could see that she and Pietro had returned, and were immediately dealt with. Fortunately he could also see that his sister along with Reed and Strange were here, fighting against Annihilus. "Finally, took long enough."

Rainbow Dash stumbled over to Scootaloo, checking on her honorary younger sister, "You're one stubborn kid, brave though. If you could fly better, you'd make a great Wonderbolt." She looked over to where Pietro was, "I should be checking on him too though, his father trusted me to watch over him." She looked back to Scootaloo, "But she's a bit more defenseless."

Fortunately, she could now see Johnny making his way over, pulling Pietro away from the fighting and locating him near both her and Scootaloo. "I got him."

"Good, we can keep them together and hopefully your family and Strange can take down that jerk," Rainbow Dash said. "Wait, what about Ben?"

"He's fine, look," Johnny said, gesturing to Ben, who was standing up and looking like he wanted more. "He's stubborn as hell, just like us."

"I guess that's why we all get along so well, none of us never know when to quit," Rainbow Dash said.

"Tell me about," Johnny said. "Man that guy did a number on me."

"Same, can't believe a world like this exists, same with the monsters, this guy's probably more dangerous than any creature in Equestria, maybe even more than King Sombra," Rainbow Dash said.

"Was he really that bad?" Johnny asked. "Between what you and your friends talked about, plus the things Peter said, it sounds like we dodged one hell of a bullet fighting that guy."

"Hey I think you could have faired well against him, probably could have used your fire against his shadows," Rainbow Dash said.

"Yeah, I'm sure Peter wishes he had me around at the time," Johnny said.

"We wish we had all you guys," Rainbow Dash said. "Don't get me wrong, Peter's done a great job on his own, he's a great hero and always shows incredible potential. But I get the feeling that in the end, he needs help from all his friends in his world. Being great on your own is one thing, being awesome together is the greatest thing imaginable."

"Guess we all just compliment each other well, one big Superhero family," Johnny said. "Even better with Equestria."

"Is this one of your sappy Friendship Lessons?" They heard Pietro said. They could see the mutant waking up.

"Something like that, but what were you even doing here? You're already hurt, not it's worse!" Rainbow Dash scolded.

"I wasn't gonna let that brute get the best of me, plus Scootaloo wouldn't stop worrying about you," Pietro said, glancing down to the human filly. "Maybe a bit too much, now she's hurt too, that bastard."

"Well Scootaloo's incredibly Loyal," Rainbow Dash said. "Looks like you are too, I think you're really understanding the concept."

"It's not just that, like I said, I don't like the idea of someone thinking they've bested me, I'd rather die fighting than live with that shame," Pietro said.

"Man you're stubborn as hell too," Johnny said. "We're more alike that I thought."

Suddenly Reed was knocked to the ground right next to them, to the concern of Johnny and the others. "Yo, you alright there Reed!?"

"I'm fine, just a lucky hit," Reed said. "Glad you're all still alive."

"Of course, we're tough as nails bro," Johnny said. "Even Scootaloo here took some blows like a true warrior."

"Really proud of her, though I'd like to get her out of here ASAP," Rainbow Dash said.

"Once Sunset Shimmer returns with Franklin and Firefly, we'll be leaving," Reed said.

"Then get your portal ready," Sunset said, having appeared near the group along with Franklin and Firefly. "Sup?"

"Dad!" Franklin said, immediately hugging his father. "I'm so glad you're here!"

"Of course, I would never leave you to this place," Reed said, returning the hug. "You have any idea what your mother would do to me if I did?"

Franklin laughed a bit, pulling back from the hug. "Yeah, I have an idea."

"Save the happy reunion for later," Sunset said, then called to Strange. "Doctor! I found the kids!"

Strange had blasted Annihilus back, before turning his attention to Sunset Shimmer, "Excellent, let's get out of this accursed place. Susan, Benjamin, let us hurry!"

"Don't call me Benjamin!" Ben said, making his way over to the others as Sunset and Reed started making a portal together.

Annihilus shook off Strange's attack and saw the group attempting to escape. "I won't let you get away so easily!"

"Hurry!" Franklin said, seeing Annihilus flying over. Fortunately Sunset and Strange finished their portal and the group jumped in, landing back in the Baxter Building.

"Made it!" Johnny said.

"Good work team," Strange said. "Now we just have to get some medical care for Scootaloo and Pietro, maybe even some for-"

Suddenly he felt a hand grab his head, lifting him off the ground. "You should have been more careful about what you leave open!"

"Shit, it didn't close in time!" Johnny said, blasting Annihilus, trying to get him to let go.

"Franklin, get Firefly, Pietro and Scootaloo out of here!" Reed urgered.

"What's going on!?" Bow said, coming out of the room he, his wife and Alicia were in, then noticed Annihilus standing in the portal room. "Oh sweet Celestia! What is that thing!?"

"The monsters from earlier, this is their king," Rainbow Dash said. "Also, dad, maybe get back to your hiding place!"

"Help my son bring the injured," Sue said, using her forcefield to prevent Annihilus from coming their way.

Bow took notice of the injured Scootaloo, "Oh man kid, what happened to you in there?" He picked her up, assisting her into the other room. "Let's get you to safety."

Franklin attempted to help Pietro, but he denied it, "I can walk." Not questioning it, Franklin just grabbed Firefly and left.

Annihilus went for another punch, but Ben had blocked it as Reed whacked the tyarnt with a wrecking ball fist, Sunset then taking the moment to blast him in the face.

"We gotta get him out of here," Johnny said. "He's gonna wreck the place and hurt Alicia and the In-Laws."

Annihilus flew in and tackled both Reed and Strange into another portal, to the shock of the others, especially Sunset. "That's the portal to Equestria!"

"That's either a good thing or a bad thing," Johnny said.

"...How can it be a good thing!?" Sunset asked.

"Well for starters, The Avengers are there, some of them at least," Johnny said.

"Talk later, let's get him!" Rainbow Dash said, flying through the portal, the others joining afterwards.

---

Back in Equestria, in the town of Ponyville, Mysterio's army was still causing trouble, attacking many of the ponies and destroying a lot of homes. Thankfully by this point, the other heroes of Ponyville had arrived to lend assistance.

"Die you stupid clones!" Laura shouted, attacking the illusions. Thanks to her battle senses, she was able to handle herself pretty well despite the hallucinations, rarely getting attacked by a real blast.

Lightning Dust zipped around to take out several illusions at once, having the time of her life doing so. "Can't keep up with me you fakes!"

Remy tossed his cards at the illusions, occasionally getting a droid, lessening the amount of illusions that can generate. "Just a bit more, man this guy's tougher than he looks."

Boom threw some explosions at the illusions, a bit carelessly as she caused some extra damage to Ponyville in the process.

"Hey be careful with your powers!" Hawkeye shouted at the mutant.

"You're the ones who asked for my help," Boom non-chalantly replied.

"First of all, I didn't ask for anything, second keep that up and you're gonna be joining Mysterio once this is over!" Hawkeye warned.

Bobby and Pyro were also taking down the illusions, Bobby being a bit careful with his powers, while Pyro had a similar problem to Boom, occasionally creating more damage than preventing.

"Dude!" Bobby said, using his ice to put out a fire. "Protect the town, don't destroy it!"

"Doing my best here," Pyro said, attacking more clones.

Avalanche, like his friends, was also a bit careless in attacking, creating tones of stalagmites with little worry to the town's structure, this getting Applejack's attention.

"Easy there Sugarcube, if ya can't fight the clones without destroying the town, at least help the ponies that need it, maybe find a place out of town and make a shelter for them!" Applejack suggested.

"You're the boss," Avalanche said, attempting to lead the ponies away. "Let's go, you stay, you die!"

Applejack shook her head in annoyance, buck kicking a clone right afterwards. "How does this guy have this much power? Good thing he never got Discord's power, he might have been stronger than The Green Goblin."

Logan took down a handful of clones, Deadpool right by his side, shooting and slashing through the illusions.

"The fun part is getting those droids," Deadpool said. "Almost like a game, see how many droids you can take down."

"Just can it and focus on taking this scumbag down," Logan said, slashing through a clone.

Toad hopped around, attacking each clone he encountered, most of them were of course just fakes but he was able to perfectly dodge the attacks Mysterio tried to unleash. Aside from Wanda, he was the only Brotherhood member not causing damage to the town.

"Fight all you want," Mysterio said, summoning more clones from the sky to rain down magic blasts. "Defeat is inevitable, my power is limitless."

"We know you're a fake dude!" Peter shouted. "You're in a world inhabited by real magic! You won't last long against that!"

"Silence!" Mysterio blasted back Spider-Man, creating more clones to surround him. "None can match my genius, that in itself is true magic! You can't fight if you can't tell reality from fraud!" Suddenly Mayday was lifted higher into the air, startling her even more. "Plus, I think it's safe to say that this child's fear is no illusion."

"Shit! He's got Mayday!" Logan shouted.

"Not for long!" Lightning Dust said, flying towards her. "Don't worry kiddo, your Auntie Lightning Dust is coming to get ya!"

Mysterio then blasted the former cadet through the roof of a house. "Fool!"

"Lightning Dust!" Remy shouted, rushing over to check on her. "Don't worry, your buddy Remy's coming to get ya!"

An illusion appeared before the card user, to which he whacked it away with his staff, but it distracted him long enough for another clone to blast him from behind.

Twilight was losing her patience, she could easily just use a magic barrier to knock away the clones, but doing so would endanger the other ponies. If she went for the Giant Illusion, she would risk hurting Mayday. This is the feeling of helplessness she truly hates. She can't even get close to Mayday without a bunch of clones attempting to attack her.

"We need more assistance, if only Spike and Janet were here, or Johnny as well," Twilight said. "Or even Cap!" She called to Hawkeye. "Clint! Can you contact Captain America!? Or Iron Man!? Any other Avenger at all!?"

"You got it!" Hawkeye said, getting in contact with his leader. "Yo Cap! We need help in Ponyville, that Mysterio guy is causing trouble."

"Well we got trouble here," Cap said.

"What!? From who!?" Hawkeye asked.

Back in Canterlot, a not pony looking Annihilus was causing destruction in the castle, attacking the guards that came his way. He felt revitalized in this new form, like a breath of fresh air.

"I can get used to this world," Annihilus said, attacking even more guards.

Cap rushed over, throwing his shield at the Tyrant, getting him in the face. Annihilus responded by flying in and punching Cap through the wall. Princess Luna attempted to blast the Lord but he quickly dodged and kicked her away.

"I must see more of this world, perhaps I can build a new empire here," Annihilus said, flying through the roof of the castle.

Luna shook off the kick, looking really agitated. "My sister will not be pleased when she returns from her trip."

"Worry about that later, we gotta take this jerk down now," Johnny said. "Man, from The Negative Zone, to Earth, and now Equestria, a battle across three dimensions."

"We have the advantage, he's gotta get used to his pony form," Rainbow Dash said.

"I say he adapted pretty damn fast," Johnny stated. "Plus he cold already fly so it's not like much changed."

"Let's just hurry and find him!" Luna said, taking off as well, with Johnny and Rainbow Dash following.

Annihilus searched around the skies, overseeing the land, "Such a unique looking world, it seems to be radiating with a type of magic. Once I harness it, I will be unstoppable!" He looked to the distance to see some peculiar. "Interesting, something's happening in that town over there. Might be a bit dangerous to go, but at the same time, with risk comes reward."

He flew towards Ponyville with Luna, Johnny and Rainbow Dash following after. Sunset, Strange, Reed, Ben and Susan rushed toward where Cap was, who was recovering from the attack he just received.

"First Mysterio, now this guy, Celestia picked a bad day to travel," Cap said.

"Or a good day, she won't be happy knowing that two villains are wreaking havoc," Sunset said. "If we stop them soon, maybe she'll be less displeased."

"Never the less, I suggest warning the others about Annihilus, you have a communicator correct?" Strange asked.

"I do, I'll let Hawkeye know," Cap said, then contacted his teammate. "Listen Clint, Annihilus is in Equestria, deal with Mysterio fast! We don't need more trouble!"

"Annihilius? That guy from The Negative Zone that The Fantastic Four constantly do battle with!?" Hawkeye asked, dodging a clone and shooting it with an arrow. "How the hell did he end up in Equestria!?"

"I don't know Clint, just keep a lookout!" Cap said. "I'm in pursuit along with Rainbow Dash, Sunset Shimmer, Princess Luna, Doctor Strange and The Fantastic Four!"

"Alright, if things get too bad, we'll just contact Stark and Thor," Hawkeye said, going back to battle against Mysterio.

Cap turned to his group, "Let's hurry!"

---

Back at Ponyville, Bobby was attempting to get close and free Mayday, but he got whacked down to the ground. Same with Fluttershy when she tried sneaking over. Mysterio seemed to have eyes everywhere, making this difficult for the heroes.

"Mayday!" Peter launched himself toward his daughter, dodging a few clones but eventually getting blasted down as well.

"You're wasting your time, just surrender!" Mysterio shouted.

"Screw you dude!" Peter shouted. "I'll save you Mayday! No one's gonna keep me from you!"

"Spider-Man!" Clint said, getting the webslinger's attention. "We have trouble, another villain is in Equestria, Anihillus from The Negative Zone!"

"What!? How!?" Peter asked.

"I bet my stupid brother had to do with that," Wanda said, arriving after blasting some clones. "He did go to The Baxter Building, probably touched something he wasn't suppose to."

"Dammit! Like Mysterio's not enough," Peter said.

"I think he's coming now," Twilight said, gesturing to the creature, who had just arrived above town, getting Mysterio's attention.

"You're not a superhero, at least not one I've seen before," Mysterio said. "Wait, you look almost familiar."

"I am Annihilus, perhaps you remember me as The Lord of The Negative Zone," Annihilus introduced.

"Ah, a guest from that world, I am Mysterio, master of illusions," the magician greeted. "You're just in time, I am about to rid this world of Spider-Man and his pesky friends."

"Spider-Man's here?" Annihilus said, looking down. "I don't believe I see him."

"Look for the pony with the mark of a spider," Mysterio said. "But if I may ask, why are you here?"

"I was trying to destroy The Fantastic Four and some new friends of theres, next thing I knew, I came to this world," Annihilus said.

"Then let us lay waste to it, once Spider-Man is out of the picture, I can finally ascend to the top where I belong," Mysterio said.

"Why not, after that, Earth can be next," Annihilus said.

"You aint' destroying anything!" Johnny said, arriving with his group. "And holy crap how did Mysterio get so big!?"

"It's an illusion!" Peter called out.

"Well that's one hell of an illusion," Johnny said, then noticed Mayday in his grasp. "Not cool dude!"

He went to rescue her but some clones attempted to block him. He then started flying around, the clones following and attempting to attack him.

"Strike him down!" Mysterio demanded as the clones sent several blasts his way.

"Dash! Go for it!" Johnny shouted.

Rainbow Dash speed through, past some extra clones and grabbed Mayday from Mysterio's grasp. "Ha! Can't beat that speed!"

"Dammit!" Mysterio attempted to attack but Rainbow Dash dodged out of the way. Annihilus went to lend his assistance, but Luna blasted him to the ground below.

As the Tyrant tried to stand, Peter rushed over and kicked him away. "Johnny! Rainbow Dash! I owe you big time!"

Rainbow Dash lowered herself to the ground, still holding Mayday, "It's nothing, I care about Mayday too after all."

"Sorry we brought extra trouble, we thought we left him back in The Negative Zone," Johnny said.

"Let's just deal with him quickly," Peter said. "Hey Fluttershy!"

The Kindness Element flew over to Peter, "Oh good, Mayday's safe."

"I need you to keep her that way," Peter said, handing his daughter off. "Take her out of town, we'll take down Mysterio and Annihilus."

"Right," Fluttershy said, flying off.

"You won't escape!" Mysterio said, attemping to attack Fluttershy, but Johnny threw some fire in his path, blocking Mysterio.

Annihilus flew over to attack but Peter webbed his face, giving Johnny the opening to blast him. Wanda showed up and used her magic to levitate Annihilus and send him crashing through the ground.

"Great work everypony!" Twilight said, then focused on Mysterio. "Now it's my turn! Luna, clear out of the way, quickly!" Luna did as asked while Twilight used a giant magic barrier in the sky towards Mysterio, destroying the clones in the air and knocking away the giant illusion.

After that fell, all the illusions on the ground either disappeared or retreated, leaving the smoke above the treebrary to disappear.

"Quick, let's head inside!" Peter said, running in and knocking the door in, causing it to fall off it's hinge. "Great, now I gotta have somepony fix the door." He shook it off, realizing now's not the time to worry about that. "Beck! Show yourself!"

"I'm right here," Mysterio said, the real one holding Trixie hostage. "Did you enjoy the show? Have you come for an autograph from the star?"

"I'm about to make you see stars!" Peter warned, with Twilight, Wanda and Hawkeye coming in as well, the others outside to surround Annihilus.

"I'd be careful if I were you, don't want an accident," Mysterio said, holding Trixie by her neck. "I think it would crush your friend if something were to go wrong."

"The only one..." Trixie weakly said. "The only one, who will get crushed..." She started to smirk deviously, "Is you..."

Suddenly Mysterio felt a punch to his sides, forcing him to let go of Trixie, the mare taking the time to back hoof him across the face, albeit weakly due to her fatigue. Appearing behind Mysterio was Scott, who punched him again, breaking his bowl completely and knocking him toward Peter, who uppercut the magician hard into the air, then webbed him and slammed him against the wall.

Twilight used her magic to grab and restrain Mysterio, crushing him a bit for addefd measure. "Looks like Trixie called it."

"Fools! You will not get the best of me!" Mysterio said as Twilight slowly brought him closer. "When I'm done with you, I will-"

With one swift punch, Peter knocked out the magician, finally putting and end to him. Twilight released Mysterio as Peter webbed him up to keep him from escaping. "Well that's one, now for the other."

Outside, Annihilus was fighting off the heroes, or at least trying to. He got some hits in, knocking away Deadpool, Boom and Lightning Dust, but Logan's relentlessness was the first part of his downfall, the monster taking several hard slashes. Laura also went in with slashes of her own, both their claws being too much even for his durable exoskeleton.

Remy rushed over, throwing several cards in his face, the explosion disorienting him long enough for Bobby to rush in and blast him with ice, Pyro then doing the same with fire, and Applejack buck kicking him to the ground.

"I won't be made a fool of by the likes of you!" Annihilus said, slowly standing up. To his surprise, it looked like the heroes were backing away, maintaining a distance from him. Suddenly he looked up and saw something odd, what looked like a Rainbow Trail mixed with fire coming down at him.

"FIREY SONIC RAINBOOM!" Both Johnny and Rainbow Dash had shouted, just as they landed down on Annihilus, creating an explosion of power, leaving Annihilus out cold in a crater. The couple landed beside him, both doing a hoof bump to each other, grinning at their victory. "We rock!"

"Looks like it's over," Peter said, dragging a webbed Mysterio with him. "Just to be safe though." Peter shot a bunch of webbing to cover Annihilus as well. "There, that wasn't as bad as I thought it'd be."

"Looks like it," Logan said, scanning the town. "Still, this place looks like a wreck."

Rainbow Dash flew up a bit, "It's mostly this area that got in bad, a few bits of damage elsewhere, but nothing that can't be fixed."

"Are the other ponies safe?" Remy asked.

"Looks like a lot of them are out of town, but a couple of them do look injured, some are still even in the village," Rainbow Dash said. "Gotta get them medical treatment, hope it's nothing too serious."

"I can't believe all this happened," Twilight said. "How are we gonna explain this to Princess Celestia?"

"We'll figure something out," Logan said, then noticed Cap arriving with his group. "Yer late!"

"I can see that," Cap said, taking note of the unconscious and webbed up Mysterio and Annihilus. "At least you won."

"Yes, you have," they all heard. Each of them turned to the sky and saw Princess Celestia, alongside a floating Magneto. "So, who wants to be the first to explain what happened?"

While she looked kind of calm, many could tell there was a hint of anger in her voice, she was clearly not pleased with what had happened. Magneto however, looked very curious as to what is to come next.

Hopefully Celestia can be understanding of the situation, or things might look bleak for this newly merged multiverse.

Author's Note:

Is the conflict truly over?

Comments

[RainbowAnime]

FIREY SONIC RAINBOOM
Cool power!