• Published 30th Mar 2021
  • 1,036 Views, 187 Comments

Spiders and Magic: Civil War - Masterob



An internal battle between The Avengers and The Elements of Harmony threaten Equestria's future.

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Crumbling Foundation of Trust

Weeks had passed by, as things continued to progress through Equestria. Martin Li was still out there, but now hiding in the shadows given that his Lee persona was uncovered. With both Bobby and Night Glider in Manehattan, things were definitely going to be different.

The Pony of Shadows was still nowhere to be found, to the annoyance and frustration of Starswirl, the pony spending most of his time researching while his fellow Pillars branched out a bit.


Meanwhile Cap was still trying to bring Celestia's words to proper fruition. She believed she wanted him to free Equestria of the Accords rules, something she didn't feel confident doing herself.

Up at the Academy, a young stallion had finally realized his goals, after weeks of training, he had finally become a Wonderbolt. That stallion course was Rumble, the boy standing proudly before a mirror as he wore his official suit.

"I feel like a Superhero, this must be what Peter feels," Rumble said. "Now I can save the world, just like he does. I'll be the greatest Wonderbolt in existence!"

"This is so cool!" Came the voice of the other recently promoted Wonderbolt, that being Silverstream, the first Hippogriff on the team. "I feel like I'm part of something now."

"Be proud, you're among the elites," Rumble said. "But now's the hard part, proving your worth. Think you can pull that off?"

"I think I can,” Silverstream said.

"Don't think, know," Rumble said, turning to his former Wing Griff. "You need to show confidence in yourself. Believe that you can be one of the greats. Show the Wonderbolts why you're among them."

"Show them why huh?" Silverstream said. "How do I do that exactly?"

"By being great, remember you trained with me, so it would make me look bad if you ended up sucking," Rumble warned. "So do us both a favor, and don't suck."

"Uh, right, don't suck," Silverstream said.

"Come on now, Spitfire's waiting,” Rumble said.

The two had made their way toward Spitfire's office, the mare was looking through some typical paperwork. Upon a knock, she gave permission to enter, "Come in."

Rumble opened the door, "Spitfire, ma'am. It's Rumble and Silverstream."

Spitfire looked up from her work, "Oh, the newly registered Bolts. Here for your assignments?"

"Sure am," Rumble said.

"I'm eager to get to work!" Silverstream said.

"Good, I'm assigning the both of you to Mount Aris," Spitfire said.

"Mount Aris!? Wait, you mean my aunt's Kingdom?" Silverstream asked.

"You can thank Tony Stark, given how well you did here, she's finally decided to allow official Accords members to patrol. The deal was it had to be you," Spitfire said.

"Oh! I'm so happy!" Silverstream said. "Wait, both of us? So Rumble's coming too?"

"We wanted more than one assigned, but she didn't want any of the superheroes, which is fine, they're kind of spread thin," Spitfire said. "I know a girl named Firestar offered but Queen Novo is still a bit reluctant to trust Earth Heroes, even though she trusts Doctor Strange but I guess he’s a special case."

"Why was I selected?" Rumble asked.

"Because you were her Lead Pony, so the Queen figured to invite someone Silverstream could trust," Spitfire said. "That won't be a problem, won't it?"

"Uh, well, I guess not," Rumble said, a little disappointed but still eager. "I won't let you down!"

"Good, you may leave," Spitfire said. “I gotta head to Canterlot myself, Tony needs something from me there, so you’ll have to set off on your own.”

Rumble and Silverstream took their exit, the boy thinking this whole thing over. "So, Mount Aris."

"Guess you're stuck with me a bit longer," Silverstream said. "But hey, if Auntie Novo lightens up, maybe you can swap with someone."

"It's fine, I really don't mind," Rumble said. "I'd feel better if I were there, to you know, supervise you and make sure you do alright."

"Aw, you do care," Silverstream said, rubbing Rumble's mane.

"Watch the mane!" Rumble said, slapping her hand away. "Truthfully, I kind of hoped I could have gone with Wind Sprint, I heard she was located in Griffonstone with a lady named She-Hulk."

"She-Hulk? Is she related to The Hulk?" Silverstream asked.

"I think they're cousins. That is one strong family," Rumble said.

"Wind Sprint should be fine," Silverstream said. "Truthfully, I kind of hoped I'd go to Ponyville. I know they still have a few heroes patrolling, and that might be enough, but I miss my friends."

Rumble could tell Silverstream was disappointed, while he couldn't care less about her friends, he did sympathize with the girl beside him, "Look, we technically have time before we start, I don't think it will be all that bad to go to Ponyville and see those lo...I mean your friends. Plus, you might need to pick up your stuff, I know I will."

"Oh, that'd be great," Silverstream said. "Plus while you're there, you can see Apple Bloom."

"Yeah, hopefully," Rumble said. "There's a lot we need to talk about and there's only so much you can do with just letters."

"At least she's replied to them," Silverstream said. "That's a good sign."

"Alright, we'll stop by Ponyville, but we can't take too long, last thing we want to do is make a bad first impression," Rumble said. "You get branded with a nickname that lasts forever if you do. Let's try to avoid that."

"Wait, since we're both Wonderbolts, let's just nickname each other, so we get something cool," Silverstream said.

"I could do that, if you were actually cool," Rumble teased. In the past Silverstream would be a little annoyed, but she could tell he was messing around.

"You're too much," Silverstream said. "Thanks though, you're a really nice guy, and I like you a lot."

"Uh..." Rumble cleared his throat to toughen up. "It's nothing, honestly I just did this because I pity you. I don't want you showing up to work all mopey and making me look bad. You're probably my first apprentice and I want you to be a success."

"That's kind of you," Silverstream said. "I like you better this way."

"What way? I'm the same as always," Rumble said. "Look, don't get me wrong, compared to me, you're basically a Silver Medal."

"Silver Medal?" Silverstream took a second to think about it. "Wait, like my name. Aw, you gave me a cool nickname."

"Huh? No I didn't! Don't be stupid!" Rumble said.

"Aw, you're one Humble Rumble, aren't you?" Silverstream said.

"Never call me that, it's so lame, and I don't want it catching on!" Rumble warned.

"But it's a good name, lets ponies know you're a sweet guy," Silverstream said, nuzzling against the boy.

"Quit it!" Rumble said, turning away with a blush. "Geez, why do ponies even like you?"

"I don't know, why do you like me?" Silverstream teased.

"I don't like you! What makes you think I like you?" Rumble said, preparing to fly off. "Look, I don’t want to waste time. Get your ass in gear."

Without another word, Rumble took off, leaving his partner behind. Despite his tough demeanor, Silverstream felt at peace with her partner. He won't admit it, but she and Rumble had bonded well over their training together, something she never expected to happen. He always took their training seriously, he never purposely sabotaged her. Even when she struggled and had a good reason to separate from her, he stuck by her, even if he claims it's for his own benefit.

"He's really charming sometimes, still has a tough guy act but it's not so bad. He's sweet deep down, cute too," Silverstream's eyes widened. "Cute? Did I just find him cute? I can't do that; he's got a girlfriend. Uh, maybe it's nothing, anyway I should hurry and catch up before he gets annoyed."

Now she had a lot of questions for herself, ones she had to figure out soon as she followed after him.


In Manehattan, troubles continued for the citizens of the city. Despite Martin Li being exposed by Daredevil, Demons continued to rummage through the streets.

This time at least, the heroes had more help, with Daredevil, Elektra, Night Thrasher, Bobby, and Night Glider keeping the streets safe, however it was not without some consequence.

Suri was furious by what happened to Martin that she decided to sue the Accords for the damage she insists they caused, of course she has no real case since her partner was running a crime syndicate.

"Dude, we rule," Bobby said, keeping some villains frozen. "These streets have never been safer, especially with me around."

"Someone's full of himself," Elektra said, placing her sais away. "Some things never change."

"Whatever gets the job done," Night Thrasher said. "Having Iceman around definitely lightens the workload. Even more with Night Glider around."

"My partner of the Night," Night Glider said, hoof bumping Night Thrasher.

"Two Night based heroes working the daytime," Bobby said. "Seems a bit strange."

"Well sometimes I do patrol at night, just not into the late hours," Night Rider said. "Some days, I'm not even here, I go back to Stamford."

Daredevil swung over, having taken out a group, "And I return to New York, which can disrupt my work ethic here."

"It worked out in the end at least,” Bobby said. “You exposed Martin Li's identity."

"Yes, but that's only half the problem resolved," Daredevil said. "I still need to find and apprehend him; he could be anywhere. My plan wasn't the success I wanted it to be."

"At least you did something rather than drag your feet," Elektra said.

"I had to work with the rules given," Daredevil said. "Normally that wouldn't be an issue for me in New York, but the Accords made things harder than I wanted them to be."

"If it wasn't for the Accords, we probably would have caught him by now," Elektra said.

"Yes well...huh?" Daredevil noticed a Patroller Robot flying over. "Oh, it's one of those drones."

"Greetings, I am here to inform Elektra Natchios that she has a meeting with Tony Stark in Canterlot," the drone said.

"Huh? What does Tony Stark want with me?" Elektra wondered.

"Maybe he's switching you to another town," Bobby theorized.

"Well, I guess I'm off to Canterlot," Elektra said.

"Want me to join you? I have some words for Stark myself anyway," Daredevil said.

"Be my guest," Elektra said. "Dwayne, you're in charge."

"Wait, why Dwayne?" Bobby asked.

"Because I trust him more," Elektra said.

"You heard the lady," Night Thrasher said. "Keep combing the city."

"Alright, but can I check with my wife first? She's been getting some trouble from Suri Polomare ever since we 'ruined her business' or whatever," Bobby said.

"That woman's a pain, she's another reason it took so long to expose Martin Li's secret," Elektra said.

"I do pity her, but if she does continue bothering your wife, be sure to let us know," Daredevil said.

"You bet, well good luck in Canterlot," Bobby said.

"Come on Elektra," Daredevil said, leading the former Hand member to the train station.


Back in Ponyville, Peter is seen surveying the town, ensuring it's safety like he normally does, plus he knew that Autumn Blaze would be coming by, so he wanted to keep an eye out for her too.. He could see many of the townsfolk minding their own business, some shopping, some enjoying the weather. What weirded him out was those Patroller Robots.

Since their unveiling, many of them were stationed around many towns, mostly to reduce the roles of the heroes to play. Peter understood the concept, but he wasn't too sure about its execution. He hoped these things wouldn't be too invasive of privacy.

"Hey Peter," Came the voice of Firestar.

"Sup Angel, how's your day so far?" Peter asked.

"Uneventful, but that's a good thing, it means ponies are safe, especially from that shadow creature," Firestar said.

"Not just him, Martin Li hasn't been seen in some time either, I don't want him sneaking to Ponyville and causing trouble," Peter said.

"Well, no one's acting strange, so we're good so far," Firestar said.

"As long as it stays that way," Peter said. "Man, to think that Martin came all the way here. I mean, I had my suspicions, and I'm glad Daredevil confirmed it, but I hope things aren't worse now."

"How or why is he here?" Firestar asked.

"Probably something to do with Discord and this weird plan he has going on," Peter said. "That guy's nothing but trouble."

"So I've heard," Firestar said. "He also sounds tricky to find."

"It's like a needle in a haystack," Peter said. "His magic is incredible; he can be anywhere."

"Can he even leave this world?" Firestar asked.

"He can, that's what makes him more dangerous," Peter said. "Celestia had the portals to the other realms shut down, hoping that it would make tracking Discord down easier, but so far it hasn't worked."

"How would it have made it easier?" Firestar asked.

"Celestia can somewhat sense if a portal to another world has been opened, same with Luna, they were hoping that less portals meant an easier time tracking Discord," Peter said. "Guess it was just a bad hypothesis, that or Discord's sneakier than I thought. First he snuck The Winter Solider over several weeks ago, sometime later, he got Wizard and Scorcher, then he got Martin Li. He's difficult to keep track of and this going to make Celestia worry more. At the very least, Discord is probably aware that prolonged use of his dimensional travels could be his undoing, but he may have enough magic to get a villain here, even if one at a time."

"Well, who else could Discord bring in?" Firestar asked.

"Well, there are guys like Doom, Dormammu and even Thanos who could show up, the odds of that happening are slim but any possibility is worth considering," Peter said.

"Well try not to get too worried, last thing you want is for paranoia to take over," Firestar said.

"Not wrong there," Peter said. "I already have enough to worry about lately. Being a father to two kids, helping Twilight run her school, finding Martin Li, Finding The Pony of Shadows, helping Felicia out of the Dungeon, helping out Apple Bloom."

"You're a regular Superman," Firestar joked.

"I wish," Peter said. "Anyway, I'll manage, it is my duty after all."

"Just don't get too carried away, you have to think of yourself too," Firestar said.

"You know me Angel, thinking of my own needs is not one of my strengths, the moment I relax I run the risk of things spiraling," Peter said.

"Being a hero starts with you, your wellbeing is just as important," Firestar asked.

"Now you sound like Twilight," Peter said. "I know I should lighten up and take it easier but, I can't let anyone down."

"Well there's a reason we're all here Peter, to help," Firestar said. "We're all heroes too, and even you can't shoulder everyone's responsibility. I must admit though, your dedication to helping everyone is a very attractive quality, Twilight is lucky to have a devoted husband like you, and your kids are lucky to have a strong father to look up to."

"Appreciate the pick-me-up," Peter said. "So what about you? Considering a family of your own?"

"I've thought about it a lot, I've had my fair share of dates, it's just hard for me to settle down," Firestar said. "Seeing just how well off you and Bobby are though, I kind of want that for myself soon."

"If things don't work out on Earth, you can always start over in Equestria, worked for me, worked for a lot of my friends, it can work for you too," Peter said.

"Well it is a nice world, I just still feel weird knowing I'm a pony," Firestar said.

"It takes a lot of getting used to," Peter said. "Even I struggled with it for quite some time."

"Do you ever miss being human? Or living on Earth?" Firestar asked.

"Sometimes, at the very last I miss having fingers, and it took a lot of getting used to when it came to clothing, or lack there-of," Peter said. "But as long as I'm with my family, then I'm good."

"I gotta say, your daughter is a really sweet girl," Firestar said. "She also seems to have a knack for inventing. I take it she's gonna be a scientist when she grows up."

"Seems like it, I'm really proud of the prodigy she turned out to be," Peter said. "Plus, she's super cute, I still can't believe an adorable little child like that calls me her dad. Being a parent is hard work but so worth it."

"Is she developing any of your powers?" Firestar asked. "Or is she going to be, well...normal?"

"Define normal," Peter joked. "She did mention feeling strange the other day, it's possible she might develop something. All my friends are wondering how their kids’ powers might develop, especially Remy, Bobby and Logan. Since my daughter is the oldest, she might show certain symptoms first, so we're all keeping a close eye out."

"As long as it's not a nuisance for her like my powers were for me," Firestar said. "Getting judged for being different can be a terrible thing."

"Yeah, totally," Peter said. "I'm worried about my daughter going through that myself."

"Well ponies seem to be nicer, so maybe she won't go through that," Firestar said. "I mean, how is she in school?"

"Mayday doesn't go to a regular school, she's actually homeschooled by me and Twilight," Peter explained.

"Oh...yeah that makes sense, I haven't seen her with the other students," Firestar asked. "Still, I'm surprised you homeschool her."

"All my friends are, they insisted she should go to regular school, even Trixie says Mayday should enroll at Twilight's school," Peter said. "Look, if Mayday wants to she can but she told me she's not interested in the idea, and she seems happy being homeschooled by me, so I went along with it. Kind of wish my friends got the hint."

"Is she learning?" Firestar asked.

"Yeah, she is," Peter said. "When Twilight and I quiz her, she usually does well. She's even taken tests Twilight gives to other kids, she aces them all."

"Well that's all that matters then, as long as she's learning," Firestar asked. "Who else but her genius parents are better suited to educate her, and now Twilight's able to educate other kids. I mean, school's tough anyway, some kids learn at different paces, some can't understand the material."

"It all falls down to teaching methods, something Twilight herself learned when trying to help Rainbow Dash study for her Wonderbolts Entrance Exam," Peter said. "She played to her strengths, just like I play to Mayday's. All I care is that she's learning the material, she's even learning on her own. Home schooling is hard work and discipline, but it pays off. I plan to homeschool Benjy too."

"Sounds like you have everything planned out, and I really do think it's great that you're helping her with her studies," Firestar said. "Never mind what your friends say, you know what's best for your daughter."

"Glad to finally have someone understand," Peter said. "It works out, because even Twilight admits how awkward it could be to treat Mayday like a regular student."

"Yeah, I'd feel the same way," Firestar asked.

"I guess, the only downside is a lack of social skills," Peter said. "But you don't need school for that, so far she's made at least one friend, Franklin Richards, thanks to Twilight setting up a playdate. Once again, Twilight shows that she knows what's best for our daughter."

"Well she is the Princess of Friendship," Firestar said. "And having at least one good friend is a start."

"Hopefully she gets more good friends," Peter said. "She has to want it though, and she's usually reluctant to talk to other kids. It's a miracle that she's taking a liking to Franklin, but since her talk with Logan a few weeks back, she's become more interested in the idea. Guess he got through to her as well."

"I think she'll get there, all it takes is one good start," Firestar said.

"Yeah, a good start," Peter added.


Meanwhile Mayday is standing in front of the school of Friendship, alongside Franklin, the boy marveling the sight.

"So, your mom made this school, to teach Friendship?" Franklin asked.

"Yeah, pretty much, Mayday said. "She worked really hard on it, and she loves being a teacher. She actually is good at teaching, even if she can be strict."

"Your parents homeschool you, right?" Franklin asked.

"Yeah, it's neat, at least dad makes it fun," Mayday said.

"My parents would rather homeschool me, since you know, I have those powers," Franklin asked. "Of course my mom doesn't want me away from other kids too much, probably why she was so eager to let me be friends with you."

"So you never made friends with other kids?" Mayday asked.

"Actually, I know some kids, their names are Alex, Julie, Jack and Katie," Franklin explained. "The Power Pack."

"The Power Pack?" Mayday asked.

"They each have superpowers," Franklin explained. "Alex can manipulate gravity, Julie can fly really fast, Jack can control mass and Katie has energy powers. Together as the Power Pack, they are Gee, Lightspeed, Mass Master and Energizer."

"So, a group of super powered kids huh? How'd that happen?" Mayday asked.

"I think an alien gave them powers to rescue their parents from evil aliens called Snarks," Franklin explained.

"Aliens? Well that makes sense, probably," Mayday said. "I don't know these aliens so I can’t comment much.”

"It's a long story, you may need to ask them yourselves, they can explain it better," Franklin said.

"Well if I ever go to Earth, or they somehow come to Equestria, then maybe I will get that story," Mayday said.

"I think Katie would love this place, she's actually a really adorable little girl," Franklin said. "Uh, don't tell her I said that, she might take that as a crush or something."

"How cute," Mayday said. "Well I doubt this would come up if I did ever meet her."

"Would you ever like to come to Earth?" Franklin asked.

"Yeah, that'd be nice, I'd have to ask daddy first though," Mayday said.

"I hope he says yes, I'd love to take you to some neat places," Franklin said, then focused back on the school. "Oh, does this school have dorms?"

"Yes, it's where a lot of the students stay, mainly since a bunch of them are from out of town, Especially the non-ponies," Mayday said. "Miss Starlight Glimmer lives there too, so does Nightcrawler and Jubilee from the X-Men."

"Oh, I know them." Franklin said. "Are there a lot of rooms?"

"I think so," Mayday said. "Oh, and recently they turned a room into a type of Church."

"A Church? Oh, for the Princesses or something?" Franklin asked.

"Sort of, it combines some Equestrian beliefs with Christian beliefs that Mr. Wagner follows," Mayday said.

"That would explain some of the recent construction I've heard," Franklin said.

"It's a nice room, a good place to unwind," Mayday said.

"Have you been inside the school much?" Franklin asked.

"A few times, just to explore it," Mayday said.

"And you've never wanted to attend?" Franklin asked.

"No, I'm not interested," Mayday said. "My parents cover my education after all."

"Doesn't this school also teach about Friendship?" Franklin asked.

"Yeah, but I don't need to be taught Friendship," Mayday said. "Honestly I don't get how it can be taught, it seems like something that happens naturally. My mom didn't need a school to make friends, neither did my dad. If anything my dad struggled to make friends in school, so that more than doesn't help."

"You think this school is a waste of time?" Franklin asked.

"Honestly, I do" Mayday said. "I know mom poured her heart and soul into it, and she had the right idea, but I just don't see the point to it. What are the students learning? Why do they need semesters about Friendship? I mean, I get it, from the way dad makes it sound, schools in general stretch out these semesters by adding pointless and meaningless things that students will never use in life, but how does Friendship tie into that?"

"That's a bit harsh to say, my dad's a college Professor," Franklin said.

"And my mom's a principal while my dad teaches chemistry," Mayday said. "Well my dad can teach a lot of things, but he majored in Chemistry when he went to college and wants to make some use of it. I don't even think my dad even finished college, he doesn't even have a degree. Not that it matters, a degree isn't symbolic of your intelligence."

"If my dad heard that, oh boy," Franklin said.

"Come on, your dad sounds like a really smart guy, I don't think he needs a piece of paper to tell him that, and neither do I," Mayday said. "I mean, mom has considered sending me to a real school when I'm older, but I can go the rest of my life without going to school, and I guarantee I'll turn out smarter than most kids who do."

"Wow, you really don't sound like you're a fan of school," Franklin said.

"I can promise that some of my dad's hero friends feel the same way, they just won't say it because they don't want to upset my mom, especially Johnny," Mayday said. "Apparently she used to chase him around the moment he said something dumb."

"That...sounds mean," Franklin said.

"Well during that time, everyone was rude and mean for some reason, according to my dad," Mayday said. "He theorizes that the shift in dimensions and all the rifts started messing with everyone's psyche, turning even the nicest people into complete jerks."

"That's an interesting theory," Franklin said.

"Anyway, dad said it's up to me if I want to come to this school. So I chose not to, besides, I didn't need it to make a friend either," Mayday placed her foreleg around Franklin. "You're proof of that. I mean, personally I see myself as a lone wolf, not one for friends. But you're a good start, and if I never make another friend, that's fine with me. As long as I have you."

"I appreciate that, May," Franklin said.

"That is such a shame," came the voice of Cozy Glow, the filly having landed nearby and overhearing the conversation. "To think all the work you mom put into this school, and you think it's a waste?"

"Not you again, didn't I tell you that neither Frankie or I are interested in playdates with you or those weirdo friends of yours?" Mayday asked.

"It's not a Playdate, it's a bonding moment, think of us as mentors," Cozy Glow said.

"What could you or any of those posers have to mentor me or Frankie about?" Mayday asked. "None of you are fit to teach us anything."

"Mayday, be nice," Franklin said, turning to Cozy Glow. "I'm really sorry about that."

"It's fine wittle Fwankie," Cozy Glow cooed, flying down to pat his head. "Such an adorable little guy, I bet you'd love to be my friend. I can be like your sweet older sister."

"Better than my younger one," Franklin muttered, then focused on Cozy. "That's nice of you, you're really kind."

"And you have an annoying speech impediment," Mayday said, much to Cozy Glow's annoyance. "I mean really, you're a teenager that talks like a filly. I mean I get you're short for your age but still, just because you look like a toddler doesn't mean you should talk like one."

"Mayday!" Franklin scolded. "Please, you're gonna hurt Cozy Glow's feelings."

"It's fine Fwankie," Cozy Glow said. "Mayday's just a wittle girl herself, she can't help it."

"I'm also smarter than you and your friends combined," Mayday said. "I still don't get why my mom likes any of you, or why she always gushes about your relationship. I mean, I do agree you're all close-knit friends and that's good for you, but is it really anything that special? Is it because you're all different species so it somehow makes things special? Coming from a girl whose mother is from Equestria, and my dad is from Earth, while also having an uncle that's a dragon, it really isn't that big of a deal."

"How sad, Sandbar and the others say such nice things about you, yet you don't seem to want to return that favor," Cozy Glow said. "Did it ever occur to you why your mom likes them?"

"Because they fit this mold she wants to make, they're the perfect students she won't stop going on about," Mayday said. "Honestly, she needs a better example, because your friends certainly aren't perfect."

"Mayday, you really shouldn't be getting upset every time Sandbar and his friends are the subject of a conversation," Franklin said.

"I'm just tired of them," Mayday said. "I can't wait for them to graduate and go back to their own homes. At least Silverstream is nearly out of here, by some miracle she made it onto The Wonderbolts, Rumble must have had to work extra hard just to pull her weight."

"We both know Rumble is talented, and really awesome," Cozy Glow said. "But Silverstream isn't so bad."

"Surprised you care, seems like most of Sandbar's friends don't even like you, including Silverstream," Mayday said. "They only keep you around because Sandbar and Ocellus like you."

"That's silly, all of them like me, I'm their perky little friend," Cozy Glow said.

"Yeah, they had such faith in you during that Buck Ball game," Mayday said. "I heard rumors that you did something to Gallus, forcing him out of the game."

"Oh that? It's just a silly rumor, I would never do anything to my dear, sweet fwiends," Cozy Glow insisted.

"I don't know, something about you seems suspicious, what with your overly nice attitude, this cute way of talking, I'm willing to bet you're hiding something," Mayday said, leaning in to face Cozy Glow. "And I'm gonna find out what it is, watch yourself. Then I'm gonna expose you and leave you feeling all alone!"

At this point, Cozy Glow was getting angry, ready to lash out at this girl for being so bratty as rage filled her eyes. "This...this little brat...why I oughta..."

Suddenly Mayday heard loud ringing, the girl grabbing her head in pain, "Ugh, not again! What's with this stupid headache!?"

"Mayday?" Franklin asked, checking up on her. "What's wrong?"

"Hey! What's happening over there?" Came Sandbar's voice as he and his four friends trotted over.

"Oh! Sandy!" Cozy Glow said, feeling peppy again, causing the ringing in Mayday's head to stop. "I was just talking to Mayday and Franklin."

"Yeah, seems like things were getting tense," Sandbar said.

"Oh, maybe a little," Cozy Glow admitted. "Mayday still won't let us be friends with her."

"Kind of weird to be friends with a bunch of adults," Mayday said. "Assuming you are adults, I still have my doubts."

"We're in our twenties, we can show you ID," Gallus said.

"You needed permission slips to go into the city though, that's a bit unusual," Mayday said.

"That was more to keep our Kingdoms in the loop, unfortunately compared to most dragons, I'm still a kid so I have to abide by their stupid rules," Smolder said.

"Thorax is protective of his subjects so I needed to get clearance from him," Ocellus said. "After that trip, he's not comfortable with any more travels though."

"I could tell you my reason but it's really none of your business," Gallus said. "But enough on the past, let's focus on the now."

"Yeah, were you saying mean things to Cozy Glow?" Sandbar asked.

"I was speaking my honest feelings; didn't Auntie Applejack teach you Honesty in school?" Mayday asked.

"Yes, she did, and she taught us how to be Honest," Gallus said. "See, you need this school more than we do at this point, you're not friendly at all."

"Easy Gallus, she's only a kid," Ocellus said.

"Yeah she's like five years old or something," Smolder said.

"I'm eight!" Mayday shouted. "I just had my birthday not too long ago! It was right around Winter Wrap-Up! Do they teach math at that school of yours!?"

"You mean the school your mother made? Totally," Gallus said.

"There's a lot to learn Mayday, we think you'll have fun," Ocellus said.

"I have fun learning with my daddy, he teaches me important stuff, my academics far exceed what any of you could learn in my mom's school," Mayday said.

"It's not just about the education, it's about socializing," Sandbar said. "Don't you want to make a lot of friends?"

"I have Frankie," Mayday said, gesturing to the boy. "Quality over quantity."

"Keep acting like this and you'll have no one," Gallus said.

"Gallus...come on...work with me," Sandbar said.

"No! I'm done! I'm tired of her acting line this! She thinks that just because her mom's a Princess and her dad's a Superhero means she can act however she wants!" Gallus shouted. "No one is putting her in her place!"

"That's not our job, that's her parents' job," Sandbar said.

"Well they're being too soft because she's their little girl," Gallus looked straight at Mayday. "You are quite frankly the brattiest kid I've met in my life! And I'm a Griffon! We’re a very greedy type and are not really known for Friendship. Even Smolder gets it better than you, and she's a dragon!" He turned to his friend, "No offense Smolder, you know we're pals."

"No, you're right, Dragons aren't exactly friendly either," Smolder said. "We're just as greedy too, and aggressive."

"And there you have it, I'm from a greedy village, Smolder is from an aggressive land, Ocellus is from a tribe that was known to steal love, Yona was from a stubborn tribe who thought they knew everything and Silverstream is from a Kingdom where apparently the Queen isn't too trusting!" Gallus said. "But we made it work, better than you could, so think twice before you act all high and mighty."

Mayday huffed in annoyance, before offering a sarcastic clap of her hooves, "Congratulations, you're not stereotypes, good for you. Look, this is just who I am, I'm not gonna pretend to be something I'm not, unlike the rest of you. My dad homeschools me because he knows what I need, and I owe all my intelligence to him. I don't need your school to get smarter, or to make friends. If I never make another friend besides Franklin, that's fine with me. You can be all happy and merry that you're together all you want, just leave me out of this."

"Mayday...we just want to help," Ocellus said. "We're not trying to upset you or anything, we just don't want you to be lonely."

"Alright see, that's the thing, you don't know how I feel, maybe I'm happy not having a lot of friends, some ponies, like me, aren't very social, and I don't need the likes of you judging me for that," Mayday said.

"No one's trying to judge you," Sandbar said.

"Then leave me be and stay the hell out of my business!" Mayday shouted. "I, don't, need, this, stupid, school! I have everything I need at home because unlike the rest of you, I'm happy enough with who I am, and I don't feel the need to have a bunch of parasites like you and most other ponies latching onto me!"

"The only parasite is you, making a mockery of everything your parents stand for, you are such a disappointment, and I hope your brother turns out better than you," Smolder said.

"Yeah, you're a lost cause," Gallus said.

Mayday looked very much bothered by this, the shock of their words turning into anger, the filly losing her patience, "At least I get to see my parents you bunch of low-life rejects!"

"Mayday Parker-Sparkle!" Came the voice of Twilight, the mare standing right behind them along with Susan, Derpy, Nightcrawler and Jubilee. "You are in SO much trouble."

"But they started it!" Mayday shouted.

"Enough! Go inside, your father and I will have a word with you in a second!" Twilight said.

"But mom!" Mayday pleaded, Twilight not budging her stance. Mayday began to tear up, feeling even more frustrated, turning her attention to Sandbar and friends. "I hate you so much!"

"Mayday!" Twilight shouted. "Inside."

"Alright! Fine! God!" Mayday stomped off in a huff.

"Don’t give me that tone!" Twilight ordered, Mayday ignoring her as she continued to stomp off.

"Correct me if I'm wrong, but don't ponies usually say 'Celestia' or something?" Susan asked.

"It's because Peter says 'God' in ways like that as well, like when he gets startled and shouts, 'Oh God', so Mayday picked up on that a little," Twilight said.

"Hope that doesn't bother Kurt here," Jubilee said.

"It is common, not something I would do but I won't condemn those otherwise," Nightcrawler said. "Christianity is about tolerance, not judgement."

"Well Mayday's behavior is not something I will tolerate," Twilight said, then focused on the students. "I'm sorry about my daughter, I don't know what gets into her sometimes."

"It's fine Professor," Sandbar said. "She's just a kid, she doesn't know any better."

"Well I'm going to teach her better," Twilight said.

"I know it's not my business to say, but maybe she does need this school to help her with...whatever this is?" Gallus suggested.

"She doesn't want to enroll, and Peter would rather she not get forced in," Twilight said. "Which I do agree with, I don't want to evaluate her as a student, it might make things awkward at home. Don't worry, I'll straighten her out."

"Excuse me, Miss Sparkle," Franklin said, getting her attention. "Does this mean Mayday's going to be grounded?"

"She might be, I know you like spending time with her, and I am relieved that she seems to like you, but I have to teach her that some things are not ok to say," Twilight said. "So you probably won't be seeing her too much."

"Aw, well you do have a right to be upset," Franklin said. "But Miss Sparkle, you do love Mayday, right?"

"Well, of course, she's my daughter. Even when she's being bratty, I still love her, that's why I have to punish her, so she turns out better," Twilight said.

"That makes sense, but Mayday may not think so, I think she's feeling a little insecure," Franklin said. "Like, probably a little jealous."

"But why does she need to be? She should know I love her and will always put her first," Twilight said.

"Twilight, you've mentioned being really busy as of late, have you had any time for Mayday?" Susan asked. "You think she feels like you're not paying enough attention to her?"

"Oh...um, I don't mean to be, am I?" Twilight wondered. "Still, even if that's the case, it doesn't excuse what she said."

"Well, even so, try to go easy on her," Franklin said, looking up at Twilight. "She really didn't mean any harm. Things just got out of control."

Twilight looked down at the boy, the pleading look in his eyes making her feel sympathy. She's happy that Mayday at least has a friend like this one so far. "Well...I guess I can figure something out for her."

"Franklin," Susan called. "This way."

"Uh, alright," Franklin said, making his way towards his mother.

"Twilight, you do what you need to do to properly discipline Mayday," Susan said. "Even if it means she can't see Franklin."

"But mom!" Franklin pleaded. "I really like being with Mayday!"

"I know you do, but she did something she wasn't supposed to," Susan said.

"But..." Franklin turned his attention toward the six students, somewhat glaring at them, almost believing them to be just as much to blame given how a few of them antagonized Mayday. "It was really just a misunderstanding. Some of those students said some not nice things to her."

"That's enough," Susan said. "We're going now, come on."

"Aw, but mom..." Franklin said.

"Twilight, I'm taking Franklin back home, I'll see you later," Susan said, leading Franklin away.

Cozy Glow kept a close eye on him, then kept an eye around her, knowing that Franklin could very easily cause some type of disruption. She did feel worried about what he could do, especially since she herself was butting heads with Mayday.

"I'm sorry you six had to go through that," Twilight said. "Mayday will be properly disciplined."

"Not just her though," Jubilee said. "Franklin was right, some of you were antagonizing her."

"So?" Gallus said, almost bluntly and surprising his friends.

"So? Gallus she's a little girl, you're an adult, you shouldn't be arguing with her," Jubilee said. "If she says something she shouldn't, tell her parents or someone else, don't make her angrier."

"Hey she was disrespecting the school! I mean, Professor Sparkle, are you really alright with your own daughter not liking this school?" Gallus asked.

"I can't say that I'm proud of that, but that is my concern," Twilight said. "Don't worry if she doesn't like it, she's getting her own education and that's all that matters to me."

"She needs more than an education though!" Gallus said. "She needs manners!"

"Gallus, that's enough!" Nightcrawler scolded. "I know you're upset but please mind your tone when talking to Twilight."

The griffon boy groaned in annoyance, "Alright fine."

"Twilight, allow me to take over from here, your daughter needs your parenting," Nightcrawler said.

"Thank you, Kurt," Twilight said. "I leave it to you and Jubilee."

As she left, Nightcrawler focused back on the students, "Look, I know you're all good kids, and that you never like to cause trouble."

"But you did cause trouble for Mayday, and you seemed to be trying to make her mad," Jubilee said.

"She's just so frustrating," Gallus said. "How could anyone tolerate her?"

"You must remember, even if she is being impolite, Mayday is still a child," Nightcrawler said. "I'm not saying it is right for her to be disrespectful, there is no excuse, but it is even worse when an adult feels the need to behave as poorly as a child. As adults, you must set a better example, trying to upset her is not a good example.

"This type of stuff could get you expelled, luckily Twilight's more understanding of that, but if this went back to Peter, he would not be too happy," Jubilee said. "Also keep in mind, you're guests and you somewhat represent your countries. Not saying that you are completely representative of what it means to be a Griffon, a Changeling, a Yak, a Dragon or a Hippogriff, as I do believe each of you have your own personalities, but you still have some type of influence and I know you don't want to be a negative one."

"First chance you get, I believe you should apologize," Nightcrawler said. "It is the right thing to do."

"Yeah, he's got a point," Sandbar said. "We need to be bigger; it'd be a good example for Mayday to follow."

"Right on the mark Sandbar," Jubilee said. "Now, we can't make you do this, so I hope you choose to do the right thing for yourselves."

"You have nothing to worry about, we'll do our best not to repeat any offenses," Ocellus reassured.

"Glad to hear," Nightcrawler said. "Now, I have some paperwork to attend to, along with some pastor duties."

"Stay out of trouble," Jubilee said. As she said that, a Patroller Robot had passed by, getting her attention. "Oh, this thing again."

"Those things are so weird," Smolder said.

"Yeah, kind of hate them sometimes, but as long as they don't bother me, then I'm good," Jubilee said.

The robot began scanning her, "Jubilee, Status, Unregistered. No violations thus far."

"Yeah, yeah, your other buddies said the same thing," Jubilee commented.

The same robot scanned her fellow X-Men member, "Kurt Wagner, Hero Name, Nightcrawler, Status, Unregistered. No violations thus far."

"Nightcrawler is more of a code name, I am not exactly a hero," the teleporter insisted.

"What makes you say that? You've saved lives, and you fight off bad guys," Jubilee said. "You're also a morally good person."

"I am merely following God's will, that does not make me a hero, it just helps me feel human," Nightcrawler said.

"Wow, heavy stuff," Jubilee said. "Anyway, we got some work to take care of."

Nightcrawler nodded and turned his attention to the students one last time, "Also make sure to keep up on your studies. I won't say names but a couple of you are falling behind."

As the two mutants left, Ocellus began to lament, "He probably means me, I got nervous on the last test and didn't do so well, and I've been slacking on assignments."

"Same here," Gallus said. "We should go get that sorted out."

"Well, first thing's first, we should go apologize to Mayday," Sandbar said.

"Wait really?" Gallus asked. "Is there even anything to be sorry for?"

"Huh? Of course there is, we did upset her, and like both Kurt and Jubilee said, even if she was being immature, it's our jobs as adults to be better," Sandbar said. "Plus I don't want to leave this unresolved."

"Eh, I'm not too bothered by it," Gallus said.

"Dude, we promised Kurt and Jubilee we would," Sandbar said.

"Uh, no we didn't, Jubilee said it should be up to us," Gallus said. "I mean we are adults; we have a right to not listen to someone else's suggestions."

"Gallus..." Ocellus scolded. "Kurt and Jubilee are our friends, and our teachers, we should respect their wishes."

"Come on, think for yourself why don't you?" Gallus said. "I'm going off to study, at a school that is arguably way more important than daddy's little girl thinks it is."

"I'm kind of with Gallus, Mayday can take a hike," Smolder said.

Sandbar shook his head in annoyance, "Fine, just, do whatever you wanna do, I'm gonna go make things right with Professor Sparkle, on all of our behalf."

"Pretty sure you can't speak for me, just because you think you're the leader of our group doesn't make you one," Gallus said.

"When did I say I was a leader!?" Sandbar shouted.

"Well, Spider-Mane did call you our group's 'Twilight', didn't he?" Gallus asked.

"You know that's not what he meant, and I thought we agreed not to take that stuff too seriously," Sandbar said.

"Please, no fighting, we friends," Yona said.

"If you want to apologize to Mayday, be my guest, but leave my name out of it," Gallus said.

"Mine too," Smolder said.

"Fine, be that way," Sandbar said. "I'm going to do the right thing; I hope you come to your senses and do the same."

Sandbar immediately trotted off, leaving his friends behind. Ocellus was not too pleased by this turn of events. "What was that about? You were like a different Griffon a moment ago."

"I'm just done with Mayday's crap, she thinks being Spider-Mane's daughter lets her act how she wants," Gallus said.

"She's eight, she's still learning how to behave properly," Ocellus said. "I'm not saying it's alright for her to act this way, but it's even worse when we do it. Like it or not, Jubilee did have a point. We're almost like ambassadors for our nations, we have an example to set."

"Look, we'll think about it alright?" Smolder said. "I still agree with Gallus that Mayday is being a brat."

Ocellus glanced at Yona, both equally disappointed by these responses. She turned back to the duo, "Fine, have it your way. Yona, Cozy Glow and I will be joining Sandbar in making this right."

"Uh, where is Cozy Glow?" Yona asked.

Ocellus looked around; the little Pegasus was nowhere to be found. "Cozy Glow? Where'd she go?"

The little Pegasus had actually flown to catch up to her friend, "Sandy! Wait up!"

"Huh?" Sandbar turned to see his Pegasus friend. "Cozy Glow? Oh, you coming with me?"

"You don't mind, do you?" Cozy Glow asked.

"Not at all," Sandbar said. "It's really nice of you to come."

"Oh yes, we must make things right with those kids, especially Franklin," Cozy Glow said. "He is a guest to this world after all."

"You seem quite fond of him, you've mentioned him a lot," Sandbar said.

"What can I say, he's an adorable little colt, I just wish he and Mayday would let the seven of us get close," Cozy Glow said. "Or, at least us two."

"Well Franklin might be willing, Mayday's the one suspicious," Sandbar said. "Seems like she has a lot of personal issues to work out."

"Which is why she needs friends, and why we'd be perfect for it," Cozy Glow said.

"Maybe we're too old, she needs friends that are younger," Sandbar said. "My little sister should be around her age, so there's that option."

"Doesn't Celly have two little sisters herself?" Cozy Glow asked. "It's the perfect playdate!"

"Let's run it by Professor Sparkle," Sandbar said.

The two were about to enter the Library when Spike stepped outside, greeting the students, "Oh, not a good time to visit, Twilight's busy parenting."

"Yeah, we know, it's probably because of what happened between us and Mayday," Sandbar said. "We kind of felt bad."

"Well most of us, at least," Cozy Glow said.

Sandbar briefly glanced at Cozy, then back at Spike, "Yeah, most of us."

"That's really nice of you, but let Twilight handle it," Spike said. "You can come back later when things are settled."

"Uh, alright then," Sandbar said. "Come on Cozy."

"But wait, what about Franklin?" Cozy Glow asked. "Maybe he can help too."

"Franklin's talking to his mom about something, whatever you two have to say to him or Mayday, it's gonna have to wait," Spike said.

"We'll be back later then," Sandbar said. "If you can, tell Professor Sparkle that the two of us stopped by."

"That being Sandbar and her little favorite assistant, Cozy Glow," the filly said.

"Uh...sure..." Spike said, a little confused. "Twilight's recruiting kind of young, doubt Cozy's as good as I was though. But she needs someone since I have more personal duties now."

"See you around Spike," Sandbar said as he and Cozy Glow made their exit.

Just before Spike closed the door, Janet got his attention, "Who was that?"

"Sandbar and Cozy Glow," Spike said. "They wanted to see Mayday and Franklin, mainly since they feel responsible for what happened."

"Oh they worry too much, Mayday's just growing up and that comes with a lot of bumps in the road for girls," Janet said.

"Think Hope will be like that?" Spike asked.

"Oh if she's anything like me, hell yeah she will," Janet said. "But we got this in the bag. Plus we're not alone either, so I'm not too worried."

"That makes me a little less worried," Spike said.

"Well speaking of kids, I think Trixie's having some trouble feeding Benjy, let's give her a hand," Janet said. "Such a cute boy he is, makes me want to have another child."

"Hey I'm down to at least try for one," Spike said.

"Yeah, you would be," Janet teased.


Sandbar and Cozy Glow continued to trot ahead when they heard a familiar voice calling to them.

"Sandbar!" it was Silverstream flying in with Rumble by her side.

"Silverstream's back!" Sandbar cheered.

"Oh, and she brought Rumble!" Cozy Glow said, making Sandbar a little less excited.

"Hey Sandbar!" Silverstream brought the stallion in for a hug. "It's been a while, how's it been?"

"It's been pretty good," Sandbar said, briefly returning the hug before Silverstream pulled away and taking note of her costume. "Wow, so you're officially a Wonderbolt, huh?"

"Sure am, Rumble and I just got promoted and assigned!" Silverstream said. "We're going to Mount Aris!"

"Oh, you're going back to your Kingdom?" Sandbar asked.

"My aunt Novo requested me, and since Rumble was my teammate, he got to come with me," Silverstream said. "We're gonna be real heroes! Just like The Avengers!"

"Wow, little surprised you're still stuck with Rumble though," Sandbar said.

"Oh he's not so bad, we're actually friends now," Silverstream said, rubbing Rumble's mane. "We're super close."

"I've told you to stop touching my mane," Rumble said, pulling away.

"See, normally he would slap my talon away," Rumble said. "And he would tell me to stop calling me his friend, he's totally warming up to me."

"We aren't friends, I'm just trying to be professional," Rumble said.

"Hey, you could have left my side the moment we came to Ponyville, but you didn't, I bet you wanted to keep me company a bit longer," Silverstream said.

"Hey I'm just making sure you don't get lost or anything, remember I do have to keep an eye on you since we're partnered together, and I am not going to catch hell from Spitfire, Tony Stark or your aunt because you're difficult to keep under control," Rumble said.

"Is this guy really your friend Silverstream?" Sandbar asked. "He's acting a bit arrogant."

"Like you can judge me," Rumble said. "Anyway where's your posse? That's the whole reason Silverstream wanted to come back, aside from getting her stuff."

"Oh, that's right, if you're going back home, you can't come to school with us," Sandbar said.

"Yeah, it's a bummer, but maybe I'll get lucky and be able to transfer here so I can attend and do my job," Silverstream said.

"At this point, do you even need it? I think you should focus more on your Wonderbolts career than going to school," Rumble said.

"That's a good point too," Silverstream said. "Still, I like that school, so many fond memories, and I'll miss seeing my friends every day."

"That's growing up Silver, I'm not gonna be able to see my friends much either but...oh damn," Rumble had his own self-realization. "My friends are all gonna be here, and I'm gonna be at Mount Aris..."

"Not just them either, don't forget the girl you got pregnant," Sandbar reminded.

"Yeah, I know about that, don't need you rubbing it in my face," Rumble said. "At least I got intimate with a girl, bet you're still a virgin."

"I'll wait until I find a girl that I actually love," Sandbar said, Cozy's ears perking up at the sound of that.

"Hey, don't get anything twisted, I love Apple Bloom, I want to be with her, but her family isn't letting that happen," Rumble said.

"Yeah that's kind of weird," Cozy Glow said. "But a lot of time has passed, maybe they're not so angry by this point."

"That's what I'm hoping for," Rumble said. "I gotta make things right."

"I'll be right there with you," Silverstream said. "A good Wonderbolt helps their partner out."

"Doubt there's much you can do to help, even Scootaloo and Sweetie Belle struggled with this," Rumble said.

"Maybe I can help, I'm really good at charming ponies with my cuteness," Cozy Glow said.

"Cozy don't get mixed up in this, honestly Silverstream shouldn't get mixed up in this either," Sandbar said. "Rumble made his mistake, he has to deal with the consequences on his own."

"You're really ticking me off, I don't know how Silverstream put up with you or those other losers," Rumble said.

"Hey easy Rumble, they are my friends," Silverstream said.

"Well maybe you need better friends, you're at least somewhat cool," Rumble said.

"My friends are cool too, you just have to get to know them," Silverstream said. "I really think you can hit it off if you tried to."

"I can vouch that Ocellus is a great friend to have," Cozy Glow said. "And Rumble, I think you and Sandy should be friends, you both have so much in common."

"How? I'm smarter, faster, better looking, not a virgin and I'm basically best friends with the Parker-Sparkle family," Rumble said. "Meanwhile the rest of those lame-Os got dissed by Mayday on a molecular level. At least Silverstream stepped up."

"You know, I'm starting to think you're one of the reasons Mayday's a brat, she had a bad influence of an older brother figure," Sandbar said.

Rumble glared a hole through Sandbar, "What did you say about my little sister Mayday? You haven't been bothering her, have you?"

"I don't bother little kids," Sandbar said.

"Yeah, if anything she was kind of mean to us first," Cozy Glow said.

This time Rumble focused his glare at Cozy Glow, startling the girl a bit, "What'd you say?"

Sandbar stepped between the two, "Back away from her dude."

"Rumble, come on, please don't start a fight," Silverstream said.

"I just want to make sure Sandbar didn't do or say anything to Mayday that he should not have," Rumble said. "Floor is yours, 'Sandy'."

"I just told her what was on my mind, that's all," Sandbar said. "I didn't say anything rude or mean to her."

"Yeah, only Gallus and Smolder did," Cozy Glow said.

"Cozy!" Sandbar scolded.

"Gallus and Smolder!?" Rumble shouted in annoyance. "Ugh, those two are the worst! When I get my hooves on them..."

"Rumble!" Silverstream scolded, getting his attention. "Look, I know you care about Mayday, but please don't get into a fight about it. Remember, you're about to be a Wonderbolt, a hero, just like you've always wanted. Please don't throw all that away over this, it's not worth it."

Annoyed as he was, Rumble knew Silverstream had a point, this would not make for a good start to his career. "Just...don't bother Mayday again, next time you find yourself disagreeing, just step away. I don't want you stressing her out."

"Have it your way," Sandbar said.

Rumble turned his attention toward Silverstream, "I'm gonna go check on Apple Bloom, you spend the time you want to with the rest of your friends. We'll meet up in a couple of hours at Sugarcube Corner."

Silverstream nodded in agreement as Rumble quickly flew off, leaving the young Hippogriff Wonderbolt feeling uneasy. She hoped that even if Rumble still didn't like her friends, at the very least, they could avoid conflict.

"Silverstream, is he really as good as you think he is?" Sandbar asked. "At the rate he's going, he's gonna get booted from The Wonderbolts, and he's gonna end up taking you with him."

"Sandbar, I know you and Rumble don't get along, and for good reason, but I figured even you could try to see the good in him," Silverstream said.

"To be fair, Rumble did call Sandy and our friends 'losers', so Sandy did have the right to be mad," Cozy Glow said.

"I kept my cool to the best of my abilities, but even I have my limits Silverstream," Sandbar said.

"Still, it seemed like you were already in a sour mood by the time you saw Rumble, I mean give him a chance to be better before you assume the worst," Silverstream said. "I don't know what happened with Mayday, if that's why you're in a bad mood, but this was not what I was hoping for. I really want to put this rivalry aside. I know Rumble's arrogant, but I've seen for myself that he can still be the nice pony he was when we first met him."

"I'm starting to wonder if he even wants that for himself though," Sandbar said.

"Well, I've seen the potential, Rumble's actually been a great partner for me," Silverstream said. "It was a rough start, but he helped me get better at flying, he always gave me tips and he made sure I improved. It's thanks to him that I'm a Wonderbolt."

"You were both assigned together though, he probably only helped because it was for his own benefit, Sandbar said. "Face it, I don't think he really cares about you."

"Well, I think he does," Silverstream said, her tone becoming somber. "Anyway, I'm going to find our other friends, I'll see you later."

Silverstream quickly flew off, leaving Sandbar and Cozy Glow behind.

"Golly, something tells me she's not too happy now," Cozy Glow said. "And she's always in a happy mood."

"Yeah, maybe I was too hard, but I just want her to be careful around Rumble," Sandbar said.

"Speaking of Rumble, thanks for standing between me and him," Cozy Glow said. "He looked mad."

"Yeah, I won't let him intimidate you," Sandbar said, rubbing Cozy's mane. "You're my friend after all."

"You too," Cozy Glow said, looking up with admiration. "Also, you're not mad that I told Rumble about Gallus and Smolder being not so nice to Mayday, are you?"

"Probably should be more careful in the future but, I could tell you were just trying to get him off my back," Sandbar said. "Just try not to place blame on our other friends."

"Alright," Cozy Glow said. "What about Silverstream, should we go and check on her? I know you don't want her mad at you, and I'd hate to see your friendship fall apart."

"I don't think this is enough to break apart our Friendship," Sandbar said. "But we should go and check on her, it is the right thing to do."

"Ok, let's go!" Cozy Glow said, following Sandbar back to the school.


At the Apple Family farm, Rumble bravely trotted toward the front door to meet with his girlfriend, or at least hope to meet with her. He knocked and awaited an answer.

It wasn't long before the door opened, revealing Applejack, the mare not looking to happy, "Huh, so yer back."

"Hey Applejack, I became a Wonderbolt," Rumble nervously greeted.

"Good on you then," Applejack said, a hint of sarcasm in her voice. "Let me guess, you wanna see Apple Bloom."

"Well, yeah, I am kind of worried about her," Rumble said. "After all, she is...you know."

"Yes, I'm quite aware," Applejack said.

"Hey, I know I messed up but, I do want to make things right, that should count for something, shouldn't it?" Rumble asked.

"I'll give you that one, at least yer accepting responsibility, I'm just really disappointed this happened," Applejack said. "You two are too young to be expecting a baby."

"It worked out for Twilight, didn't it?" Rumble asked. "I mean, consider this. Apple Bloom still has a family like you to watch over her, and now I'm about to start my career as a Wonderbolt, so I can provide for her and the baby. So it works out."

"It ain't that simple, ah mean, yeah Twilight had a baby young, but it still wasn't easy fer her either, it's not exactly something she would condone or suggest fer another couple," Applejack said. "But you do make a point, at least a small one. Apple Bloom and her baby will be fine, we'll make sure of it. And if yer serious about providing then ah can respect that too."

"So...can I see her?" Rumble hopefully asked.

"Sure, just let me go get her," Applejack said. "You just wait here."

"Alright," Rumble said, taking a step back while Applejack went to get her little sister. Rumble tapped his hooves a bit, waiting for the arrival of his girlfriend.

"Howdy Rumble," came Apple Bloom's voice, getting Rumble's attention.

"Apple Bloom!" Rumble rushed over and greeted her with a kiss. "Oh I've been waiting so long to see you again, how are you feeling? How's the baby?"

"I'm fine, we both are," Apple Bloom said, taking a step back. "Uh listen, we got a lot to talk about, let's go to the Treehouse."

"Sure, anything for you," Rumble said, following his girlfriend into the Cutie Mark Crusader Treehouse, the two having a lot to discuss with one another.


Outside of town, observing from the distance was Discord, alongside two allies of his. Martin Li and the Pony of Shadows.

"There it is, Ponyville, home of Spider-Mane," Discord said. "Now, you know what to do."

"Why am I doing this? My quarry is with The Pillars of Equestria, not some spider powered pony," the Pony of Shadows said.

"You'll get access to the Pillars in due time, if you help me with this little mission, I'll help you find all the power you need to take revenge," Discord said. "I could really use you for my plans, but you do need to go through a little trial. Martin here will help you, after all, he has his own goals of defeating Spider-Mane."

"In addition, I will wipe out those other heroes in Manehattan, they will regret the day that they crossed me," Martin said.

"Then it works out, now go do what you have to do," Discord said, sending the two on their merry way. After a few moments, Discord turned to some nearby trees. "Alright, you're good to come out."

Emerging was the group of Adagio, Aria, Sonata, Shocker, Electro and Mysterio.

"So, why did you need us exactly?" Adagio asked.

"Martin Li and The Pony of Shadows are going into town to say 'hello' to Spider-Mane, I need you stand guard and keep an eye on things, report anything you might find," Discord said.

"That's it? You brought six of us out here to just, stand guard?" Shocker asked.

"Well yeah, that and I need you to find Cozy Glow, I've pinpointed the location of Grogar's Bell, and I want you to let her know that she's going on a Journey soon, with all of you," Discord said.

"What is the point of this bell?" Mysterio asked.

"It contains the power of the legendary villain, Gorgar, I believe with this bell's power, all of you can grow exponentially," Discord said. "In addition, this bell could theoretically weaken even the magic of the Princesses, it's an incredible magical artifact that I believe will work wonders for our plans."

"So this thing could make us stronger?" Adagio asked. "Huh, you've actually piqued my interest."

"Glad to hear, now go down and keep an eye on things, try to stay out of sight," Discord said. "For now I need to go and get that Alicorn Amulet, apparently it's being sold at some random vendor, who would have thought."

"Are we also getting that Pearl?" Sonata asked.

"Uh, hold off on that one, too tightly guarded at the moment," Discord said. "Shame too, it really could work wonders. But if Goku Black agrees to join our side, and I have a small feeling it could happen, then I don't think we'll have to worry too much about that issue."

"You sound confident," Shocker said. "Honestly with that guy's power, he could probably handle this invasion plan of yours himself."

"Oh, don't sell yourself short, all of you play a crucial part to my plan," Discord said. "After all, it's all about having fun more than total power."

"What the hell does that even mean?" Shocker asked.

"It means do your job for now and you'll figure it out later, ta-ta," Discord said, snapping away.

"I know it's been said before, but I still do not trust that guy," Aria said.

"Oh let him think he's still running the show, we'll make our own move soon enough," Adagio said.

"Adagio is correct, if we continue playing the part of his underlings a bit longer, we'll see the window of opportunity take the spotlight for ourselves, and then this world will be ours to rule," Mysterio said.

"Why stop there? Let's take over Earth too while we're at it," Electro said.

"We'll conquer all we want to soon, for now let's just go along with this silly plan," Adagio said.

In the town itself, Peter is swinging from rooftop to rooftop, keeping an eye on things. From one distance, he could see Lyra and Bon Bon near Sugarcube Corner, from another distance, he could see Cheerilee and Sugar Belle walking with some groceries, and in another distance, Tender Taps walking with a bunch of fillies, including Laura, Lightning Dust, Pumpkin Cake, Lily Valley, Diamond Tiara and Silver Spoon.

"Everything looks to be in top order here. Maybe I should try going down to Manehattan and see how Bobby's doing, or if anyone there has gotten any closer to finding Martin Li." Peter looked up and saw that some clouds were blocking the sun. "Huh, could have sworn that Rainbow Dash said Ponville was going to be sunny the next few days, guess even weather ponies can be wrong."

"MONSTER!" Came the voice of Golden Harvest, the mare seen running the opposite direction away from danger, along with some other ponies.

"Wait, monster!?" Peter looked ahead and saw a giant shadowy creature marching into town. "What in the world!?"

"Where is Spider-Mane!?" The Pony of Shadows shouted, stomping through town, crushing some vendors, including one being operated by Big Macintosh.

"Hey mister, those apples were fresh!" Big Mac shouted. This just resulted in the Pony of Shadows grabbing him in his hoof. "Uh-oh."

Big Mac got flung across town, where fortunately Peter was quick to leap up and catch the stallion, "Got ya bud!"

They landed safely down on the ground, Big Macintosh looking relieved, "Thanks Peter."

Peter nodded and turned to the direction of the Pony, "Listen, I just saw Cheerilee and Sugar Belle near the grocery store, get them and make a run for it. I'm gonna go fight this thing."

"Be careful, that is one strong pony," Big Macintosh said, dashing off to find his wife and friend.

Peter leapt onto the roof, just as the Pony of Shadows now had Vinyl Scratch in his hooves, "Where is Spider-Mane?"

"Dude! Not cool!" Vinyl Scratch shouted, trying to break free. Fortunately she was pulled away when Peter latched his webs onto her, bringing her to safety.

"You alright Vinyl?" Peter asked.

"Yeah, I'm good web-head," Vinyl said.

"Are you Spider-Mane!?" Pony of Shadows shouted.

"Get home Vinyl, I'm gonna drop this guy harder than you drop a bass," Peter said.

"Sounds sick, kick his ass Spider-Dude!" Vinyl said, quickly finding a safe path off the rooftop.

"Hey! Tall, Dark and Bulky!" Peter called. "Next time you have a request from a DJ, call in the old-fashioned way!"

"Spider-Mane, you are what stands between me and my goals!" The Pony of Shadows said. "I will defeat you!"

Suddenly the monster threw a punch that Peter narrowly dodged as he leapt back onto the ground, where the Pony of Shadows sent another attack, this one destroyed part of a house.

"Crap, I should move the fight, don't want too much property damage," Peter said.

"Danger!" Came the voice of a Patroller Robot, many more following, all shouting "Danger!"

"It's those robot things that Reed and Doc made," Peter said.

"Threat encountered, stand down or be subdued," a Patroller Robot said.

"Begone!" The Pony of Shadows whacked them all away. A few turned into Iron Stallion robots and tried attacking, briefly stunning the villainous pony before he whacked those away as well.

"Never leave a robot to do a hero's job!" Peter jumped and tried kicking the creature in the face, but he took a hit that knocked him through a house.

Peter sat up, shaking off the blow, then turned to see that he was in the house of Cherry Berry.

"Uh, what's going on?" the mare asked.

"Sorry, I'll get that fixed for you, after I beat this villain," Peter leapt out to face the Pony of Shadows once again.

As the shadowy creature stepped forward, he was blocked by Firestar, "I don't think so! Face the light!" She sent a heat blast at the Pony of Shadows, stunning him quite a bit.

"Great work Angel!" Peter called. However this was short lived as the Pony of Shadows punched her away. "Spoke too soon."

Peter leapt in again, webbing the monster in the face, trying to disorient it as he jumped in for a punch, clocking the monster. The Pony of Shadows quickly retaliated with a strong blow that knocked Peter into an oncoming Firestar, the two hitting the ground hard.


The disruption was felt from the distance as Twilight stepped out of her library along with Janet, Spike, Trixie and Susan.

"Something's happening," Twilight commented, flying up and seeing the same creature she saw once before. "The Pony of Shadows!"

"Pony of Shadows? You mean that monster you freed from Limbo?" Spike asked.

"Yes, and it looks like Peter and Angel are already fighting it," Twilight said.

"Then I guess we should join them," Janet said. "Come on Spike."

"Yeah, sure," Spike said. "Let's protect the town!"

"You coming Sue?" Janet asked.

"I would, but I'm not sure if I can actually help, I'm not registered in The Accords," Susan said.

"Oh right, that lousy rule," Janet said. "It's fine, technically I'm allowed to fight in Ponyville, so is Spike."

"We'll help Peter out," Spike said. "Let's hurry!"

As they dashed off, Susan turned her attention to Twilight, "Aren't you going to join them?"

"Maybe, but I do have a theory I need to test out, I'll need The Elements of Harmony first though," Twilight said. "Mind staying inside my house?"

"Sure, rule is that I can at least protect, I'll use my forcefield to keep your home safe," Susan said.

"Sounds good to me," Trixie said, dashing inside.

Twilight took to the air, "I'll be back!"

Susan nodded and quickly went inside, ready to protect this home whatever way she could.


Other heroes were ready to fight too, such as Deadpool, who grabbed his gear, "All of you stay safe! I'm gonna go find Pumpkin and bring her home, then I'm gonna kick that monster's ass!"

"Please be safe!" Pinkie called.

"We're counting on you to save our daughter Wade!" Carrot Cake called.

"I won't let anything bad happen to her!" Deadpool said, dashing off, ready to embark on a fight.


From the School of Friendship, Nightcrawler and several other X-Men were helping bring the students inside, each of them ready to protect the school as Jubilee looked to the distance.

"Should I do something?" Jubilee wondered.

"You are not registered to fight, but it should be fine," Nightcrawler said. "Peter is out there, and so are others."

"Last time you tried fighting, you found yourself in hot water," Smolder said. "Let Peter handle it."

"And me," Silverstream said, the newly established Wonderbolt ready to fight. "I'll protect Ponyville."

"Silverstream, wait, are you even allowed to fight?" Gallus said. "What about the rules?"

"Huh? But I gotta do something, I can't just let this creature ruin the town," Silverstream began to take off. "I'm sure that Tony Stark and Spitfire will understand. Time to save the world!"

"Silverstream!" Gallus called, unfortunately she was gone. "Well crap...That's probably not going to end well."

At Sweet Apple Acres, Applejack had seen what was happening in town, the girl becoming worried. "Big Macintosh is out there, so are Cheerilee and Sugar Belle!"

"I'll go bring them back," Remy said, passing her by. "You stay here with Granny Smith and keep the kids safe."

"No way, if yer going, then so am I!" Applejack said. "I'm not letting anything bad happen to mah brother or my friends!"

"You are one determined lady," Remy said. "I respect that, come on."

Also peeking out from the treehouse was Rumble, the boy certain that something bad was happening, "Silverstream..."

"Rumble..." Apple Bloom said, getting his attention. "You ain't gonna do anything reckless, are ya?"

"...No, but I am going to stop my partner from doing so," Rumble said, flying off and leaving his baby's mother behind.

"Be careful..." Apple Bloom said.


Even Logan looked ready to do something, the X-Men member stepping out of the cottage, "I'm gonna go find Laura and Lightning Dust."

"Just be careful, and try not to get into any trouble," Fluttershy urged.

"Can't make that promise, darling," Logan said, then dashed off into town, hoping to help put a stop to all this.

"Just be careful!" Fluttershy called.


Back in town, Peter and Firestar were fighting off the Pony of Shadows, hoping to get the villain away from the houses and more into the outskirts.

"Keep it up, at the very least we have to make sure the damage to town is minimized!" Peter said, webbing the monster back.

"I'm trying!" Firestar said, blasting it.

As they fought it off, Janet had shown up on top of a nearby roof, "Hey you big ugly jerk ward!" She flew in blasting at the Pony of Shadows. "You're not welcome in this town!"

Spike had also shown up, ready for a fight as he flew in and blasted the monster with his fire.

"Good, the back-up's here," Peter said. "Everyone, try to get him out of the village!"

"You got it Peter!" Janet continued to blast at The Pony of Shadows.


Not too far off, Silverstream was flying in herself, ready to fight, "My big moment!"

"Silverstream!" Rumble shouted, standing in front of her path.

"Rumble? What are you doing? We need to go fight that monster," Silverstream said.

"You know you can't do that, this isn't our town," Rumble said. "Our duty is to protect Mount Aris."

"Huh? But there's a monster here! We can't just let it destroy the town!" Silverstream said.

"Peter's taking care of it, this isn't our job," Rumble said.

"I thought you wanted to be a hero!" Silverstream said. "Would a hero just do nothing!?"

"I do want to be a hero, but part of that means following the rules, we can't just go and break them, that would be setting a bad example," Rumble said.

Silverstream couldn't believe her ears, she thought Rumble would understand this situation better, given his previous headstrong desires to rush into a fight, "Rumble, you always had this urge to fight villains, what happened?"

"Things are different now," Rumble said. "I need this Wonderbolts job to work, I can't risk any screw-ups! If I can't make this work then...things between me and Apple Bloom will be done for good."

"Huh? Wait, did something happen?" Silverstream asked.

Rumble shook his head, "It's nothing we can't work out, so don't worry about it."

"Well, you don't have to fight, but I want to," Silverstream said, about to fly past him, to which Rumble stopped her by grabbing her tail.

"I can't let you!" Rumble shouted, trying to pull her back.

"Rumble, let go!" Silverstream shouted, pulling her tail back. "Look, I know it would make you look bad if something happened to me but-"

"It's not that," Rumble said. "I...just don't want you to lose this. You worked really hard, and I'm actually really proud of you. Being a Wonderbolt made you so happy, and I can't stand the idea of you losing this because you acted recklessly."

"Rumble..." Silverstream sympathized.

"Don't you get it? I'm trying to make sure you don't screw up like I did! Now stop being stupid and just do as I say!" Rumble shouted. "I'm not letting a friend of mine mess things up for herself!"

Silverstream's eyes widened, her smile grew, "You called me your friend!"

"Well, yeah, you are," Rumble admitted. "As your friend, you need to-"

Suddenly Silverstream pulled him into a hug, a tight one at that, "You made me so happy! I knew this day would come!"

"Silverstream, now's not the time to-" Rumble could see a large piece of roof coming. "Watch out!"

The two took a blow that knocked them out of the air, the two hitting the ground hard right near a trio of familiar ponies.

"Is that Rumble!?" Sweetie Belle said, taking note of the injured boy.

"Oh no! Rumble!" Scootaloo rushed over to check on him. "Dinky! Sweetie Belle! Find some help!"

"Uh, right," Dinky said. "Come on Sweetie Belle, hurry!"

As the two fillies dashed off, Scootaloo could see that Silverstream was also hurt. "She's here too?"

"Silverstream..." Rumble pulled himself up, seeing his partner on the ground, her wing a little bent. "No! Silverstream!"

Despite his pain, he went to check on his partner, to the surprise of Scootaloo, "Huh, never expected you to be concerned about one of Sandbar's friends."

"She's not just his friend, she's mine too," Rumble said, stroking her head. "Damn, I shouldn't have let this happen. I'm supposed to protect my partner."

"She'll be fine," Scootaloo said, at least she hoped. "Let's get you two to safety while the heroes beat up that monster."

"Yeah, of course," Rumble said.


Meanwhile Laura was trying to lead her group to safety, "Hurry, the Cottage is this way! It should be far away enough out of town!"

Suddenly a rock landed on a nearby roof, knocking some debris off and nearly falling on the ponies.

"Watch out!" Diamond Tiara shouted.

Fortunately the rocks were quickly destroyed, to the confusion of the ponies. Things became less confusing when Scott in his Ant Man gear grew back into normal size. "The rest of you keep running, I gotta keep the other ponies safe."

"Thanks dude," Laura said. "Come on! Hurry up!"

Scott quickly dashed off, looking for other ponies to protect, "I may not be registered, but I can still help!"

"Yo! Lang!" Deadpool said. "Have you seen Pumpkin Cake?"

"Yeah, she's with Laura," Scott explained. "She's taking her to Fluttershy's cottage."

"At least she's safe," Deadpool turned to the direction of the Pony of Shadows. "Logan will keep her safe, I gotta stop that guy."

Meanwhile Remy and Applejack had finally caught up with Big Macintosh, Cheerilee and Sugar Belle, the couple relieved to see the others safe.

"Glad you're alright, big brother," Applejack said.

"Ah almost wasn't, thankfully Peter was there to help, otherwise I'd be in a body cast, or worst," Big Macintosh said.

"Let's get you and the ladies to safety," Remy said, then heard the monster. "Wow, this is getting bad."

"Come on, y'all," Applejack said, leading her brother and sister-in-law away. However Sugar Belle noticed that Remy wasn't moving.

"Remy, what's wrong?" Sugar Belle asked.

"Go with my wife," Remy said, readying his Bo Staff. "I got to handle this mess.

Remy dashed off, leaving Sugar Belle behind. "Remy! Oh no..." She was about to go with Applejack, but she was too worried about her mentor and friend. “Wait up Remy!" She followed him into battle.

As Remy got close, one robot tried blocking his path, "You are not registered to do battle, please-"

"Can it," Remy tapped the robot to fill it with kinetic energy and then whacked it into the air, letting it explode. "Piece of junk."

Back at the fight, the heroes were close to getting the Pony of Shadows out of town, hoping to really bring the fight to him then.

"Come on, we got this! Let's beat this guy!" Peter said.

Each of the heroes took turns attacking, Janet with her lasers, Spike with his fire, Firestar with her heat blasts, Deadpool with his swords and Peter with his webs.

Remy and Sugar Belle eventually arrived at the sight of the battle, given the monster was far away enough out of town, they figured this was their chance to really go all out.

"Pick a card!" Remy shouted, sending a bunch of exploding cards at the Pony of Shadows.

Sugar Belle rushed over and blasted him in the face, putting some precision practice she did with Remy to use. "Here's an order of justice for you!"

"Remy? Sugar Belle too? Peter noticed. "Hope Tony won't mind, eh, he doesn't need to know anyway."

As the heroes continued fighting, Martin stood nearby, using his magic to secretly power the Pony of Shadows. "Yes, destroy Spider-Man, along with his pitiful friends. I shall rule again soon enough. For now, Stygian, use your anger, let it take over and crush those in the way!"

"Uh, what are you doing?" Came the voice of a nearby girl. Martin turned to see Autumn Blaze. "Are you...powering that monster? Are you manipulating his anger!?"

"Who are you!?" Martin asked.

"You look so weird too! Wait, are you a Nirik!?" Autumn Blaze asked. "And you're trying to destroy the world with anger! That's not very nice pal!"

"Away with you, before you get hurt," Martin warned.

"Oh, someone's definitely getting hurt, and it's you!" Autumn Blaze shouted, her own Nirik form taking hold.

"What in the world?" Martin asked, then took a headbutt from Autumn Blaze.

"I won't let you hurt Peter! Or any of his friends you big bully!" Autumn tried attacking again but Martin leapt aside.

"This is a bit troubling, what is this creature meant to be?" Martin wondered. Autumn tried attacking again, but Martin summoned his naginata and blocked her incoming attack, then parried and punched the Kirin away with a mighty blow.

Peter's sense went off, alerting him to Martin's presence. "Mister Negative spotted!"

"Mister Negative!?" Firefly turned to see Martin, the villain noticing that he had been found out.

"Damn, my position got compromised," Martin said, generating a lot of power. "No matter, a little something for the road!"

He sent all the magic he could at the Pony of Shadows, powering him up and making him much more aggressive.

Peter's sense was going off the charts, this creature was not messing around, "Everyone, be careful!"

As the Pony of Shadows stomped around, Martin quickly made his escape, "I'll come back to confirm your destruction, Spider-Man. After that, your precious town is next on my list of cities to take over."

The Pony of Shadows slammed down, trying to crush any hero in his path as each of them quicky leapt out of harm's way, trying to avoid his path of destruction.

"We gotta slow this guy down!" Remy shouted, throwing some cards at his face.

"How? He's too strong!" Sugar Belle said, trying to distract him with literal mud pies.

Firestar gathered a bunch of energy, blasting the Pony of Shadows, trying to weaken him with her powers when it let out a huge shockwave that knocked all the opposing heroes back.

"I will not allow any of you to defeat me!" The Pony of Shadows said. "I will destroy Spider-Man! And the Pillars of Equestria!"

"Why do you hate the Pillars dude!? Weren't they your friends once!?" Peter asked.

"They were...until they betrayed me!" The Pony of Shadows shouted, punching Peter back into town, the villain in pursuit.

"No! Don't let him destroy the city!" Spike called.

Deadpool leapt onto a roof, throwing grenades at the beast, then took a whack from the monster as he continued following Peter into town.

"Danger!" More Patroller Robots showed up, trying to slow the monster town, all of them getting whacked away as he maneuvered through town.

This was noticed from a distance by the students and teachers at Twilight's school, many of them growing nervous.

"What should we do?" Toola Roola asked.

"Is there anywhere for us to hide?" Coconut Cream wondered.

Ocellus continued to look around, "I can't find Sandbar or Cozy Glow! What if they're hurt."

"I'll go look for them," Nightcrawler said. "Jubilee, you and the others keep the students safe."

Without waiting another second, Nightcrawler teleported away, leaving everyone behind.

"Come on everyone! We need to...Ocellus!" Jubilee saw that the young Changeling flew off, "What's she thinking? Kitty watch the students! I'm gonna get Ocellus back!"

"Be careful!" Kitty urged. "Gallus, Smolder, Yona, come on, quickly."

"Yeah, sure," Smolder said, worryingly glancing at Ocellus's direction.

In addition, Starlight was also seen heading toward the danger, hoping to keep the school and her friends safe, but also wanting to see The Pony of Shadows up close.

Peter got smacked toward her direction, Starlight using her magic to catch him, "Got you Peter!"

"Whoa, thanks," Peter said, leaping down. "Man, that guy's mad."

"What could he want with this town?" Starlight wondered.

"It's not the town he wants, it's me, he wants revenge on the Pillars," Peter explained.

"Revenge? What for?" Starlight asked.

"Something about them betraying him," Peter said. "I don't know what that could mean though."

"Well, maybe we can talk things out," Starlight said. "Maybe it's just a big misunderstanding, I mean Starswirl wouldn't just betray him for no reason, would he?"

"I can't be sure," Peter said, then heard some yelling.

"Put him down!"

"That sounded like Cozy Glow!" Peter said.

Indeed, the Pony of Shadows had Sandbar in his hooves, "You dare to stand in my way!?"

"I just wondered why you were attacking Peter! And this town!" Sandbar shouted.

Cozy Glow flew in front of the face of the Pony of Shadows, "You let my friend go! Do you have any idea who you're messing with!?"

"Out of the way!" The Pony of Shadows smacked Cozy Glow aside.

"NO!" Sandbar shouted, then glared at the Pony of Shadows. "That's crossing the line!"

"Don't worry, you'll be joining her soon, both of you will endure this town's destruction together!" The Pony of Shadows said.

"Sandbar!" Nightcrawler teleported and grabbed the boy from the beast's hoof, bringing him safely to the ground. "I got you."

"Insolence!" The Pony of Shadows smacked Nightcrawler hard, knocking him away.

The mutant flew past an oncoming Ocellus, the girl turning toward his attention, "Kurt!" She flew to him and saw that his watch was malfunctioning, and his form changing shape. To her surprise, what she saw was not the pony version of the X-Men member, but rather a Changeling.

"My head..." Nightcrawler rubbed his forehead when he noticed his differently shaped hoof. "My watch!" He quickly fixed his watch to send him back to his pony form, relieved he got that fixed when he noticed Ocellus ahead, the girl looking surprised by what she had seen. He knew he had been found out, "Oh no..."

"Kurt?" Ocellus asked in confusion, then was immediately distracted by the shouting from the Pony of Shadows.

Starlight used her magic to try and restrain him, but he powered through, knocking her back as Peter readied to fight. Suddenly fire came from the sky, hitting the beast.

"Yo Peter! Back-up is coming!" Came the voice of the fire's source, Johnny.

"Back-up, where?" Peter asked, then dodged a blow.

"Just help me slow him down!" Johnny shouted, sending more fire the way of the Pony of Shadows as soon the other heroes caught up and helped in any way they could.

Starlight shook off her blow, then noticed that Twilight had returned, and not alone. She was with not only her friends, but also the rest of the Pillars. "You're back!"

"Don't worry, I have a way to stop this," Twilight said, placing a crown on her head while her friends applied their necklaces. Even the Pillars brought out some artifacts of their own.

"Are those...The Elements of Harmony?" Starlight asked.

"It's been a while since we've needed these, but they can theoretically seal away The Pony of Shadows," Twilight said.

"But wait, if you do that, what's gonna happen to Stygian?" Starlight asked.

"He chose this path, this is his price to pay," Starswirl said. "We have little tolerance for those who threaten the order of harmony."

"Hey wait up though," Peter said, trying to get Starswirl's attention. "If there's a way to reason with him, we should take it."

"Enough, Twilight, do what you must," Starswirl said.

Each of the magical items blasted The Pony of Shadows, as they tried pushing him back into Limbo.

"No! I will not lose to you again!" Pony of Shadows said, struggling to break free.

"Keep pushing! We'll be done with him in no time!" Starswirl ordered.

"Wait!! There's gonna be a..." Peter then noticed a pony trying to escape the beast form. "I see somepony?"

"Could it be Stygian?" Starlight wondered.

The pony again tried to escape; however the darkness was pulling him back in. Something about this reminded Peter of the Symbiote, and he wondered if this was just a similar situation. Peter kept his eye open as as the pony once again placed his foreleg out, Peter used his webs to grab him.

"I got you pal!" Peter said, trying to pull Stygian out.

"Peter!" Starlight used her magic like a lasso to help Peter, using it to drag Stygian away from the Darkness.

"Hey! Peter and Starlight are doing something!" Rainbow Dash said.

"They're trying to save somepony," Rarity said.

"Then we have to help, keep weakening the monster!" Twilight ordered as the magic continued, this time further powered by Friendship.

As the Pony of Shadows tried fighting them off, it found itself getting attacked by the other heroes, each of them attacking in their own ways until the monster was weak enough to be pushed into the Limbo while Peter and Starlight pulled Stygian to safety.

"Yes! We did it!" Rainbow Dash cheered.

"And we saved that Pony," Fluttershy added.

"Double bonus!" Rainbow Dash said.

Peter seemed relieved that the threat was over and that he could save an innocent pony from potentially being banished. "Great work everyone."

"How's the Pony doing?" Rarity asked.

Peter looked to Stygian, the pony looking out of it, "He's fine, probably just exhausted."

"The poor dear," Rarity said.

"Poor dear? He rampaged this town, nothing poor about him," Starswirl said.

"It wasn't him, it was that monster," Peter said. "Stygian was probably being mind controlled or something."

"It was no mind control, he allowed himself to be covered in that darkness, he chose this path, and he must pay the consequences," Starswirl said, taking a step forward.

Peter stood in Starswirl's path, "Back off before I knock you back to Middle Earth."

"Peter..." Twilight worriedly stated.

Stygian slowly regained some sense of awareness, taking note of his surroundings, "Where am I?" He turned to the Pillars, "Starswirl?"

"Stygian..." Starswirl said. "I am very disappointed in you."

"As am I," came the voice of Carol Danvers, the woman descending down with some guards. "Looks like the problem has been resolved. Time for you to answer for your transgressions. Take him away."

"Wait, hold on!" Peter urged. "Don't get carried away, we can figure this out. Just let him compose himself, he's been through a very traumatic experience."

"He'll have all the time to compose himself in a cell," Carol said.

"Whoa easy there Carol," Johnny said. "I think you need to slow your role."

"Weren't you on Probation? Yet you came to fight when you know you shouldn't have?" Carol asked.

"That's really none of your business," Johnny said.

"Tell that to Spitfire, Rainbow Dash got a temporary pass, but you didn't," Carol said. "Speaking of which, a Patroller Robot recently went offline, and it was scanning Gambit if I recall."

"Gambit?" Peter said, turning to the Cajun fighter.

"Can't deny that, stupid thing wasn't gonna let me do my job," Remy said.

"So not only did you destroy the robot, but you also directly violated The Accords," Carol said. "You know the rules of the Accords, don't you?"

"That monster was threatening my town, so I took action," Remy said. "If that makes me a bad guy, well you really gotta work on that definition."

"Explain it to Tony Stark," Carol turned to the guards. "Arrest him too."

"Wait hold up!" Applejack shouted. "I don't want any of you near mah husband!"

"Be quiet or you're next," Carol warned.

"What was that?" Applejack trotted over, getting in Carol's face. "Lady, while you were off kicking yer dang hooves up, the rest of us were trying to save a town. So I'd watch yer tone if I were you."

"Guards, get this country hick out of my face," Carol said, then turned to Sugar Belle. "Detain her too."

"Wait, why me!?" Sugar Belle asked.

"You are a trainee, not certified to do battle, you violated the Accords as well," Carol said. "Detain her guards."

"Carol!" Twilight shouted. "This is not proper! You can't just decide these things!"

"Take it up with Tony Stark and Princess Luna," Carol said.

"Oh I will!" Twilight said, then turned to the guards. "As for you-"

"Remember Twilight, even you have no authority against them, it's the rules of the Accords," Carol said. "Even Celestia can't make excuses. Also guards, Johnny Storm broke the rules too, so arrest him."

"The hell are you talking about!?" Johnny shouted.

"Johnny!" Rainbow Dash shouted in concern.

"Carol, they just saved the town, don't treat them like crooks!" Peter said.

"Set a better example Peter, you don't want your kids to think being a delinquent is excusable," Carol said.

"Hey, don't bring my kids into this!" Peter warned.

"Peter, it's fine," Johnny said. "We'll go to Canterlot and resolve this and be back doing what we do best.”

"Let's go," The guards said as they escorted those under arrest to Canterlot.

"Now, I believe there were two Wonderbolts here, ones that were assigned for Mount Aris,” Carol said.

"Right here ma'am," Rumble said, getting Carol's attention as he assisted Silverstream. "My partner's hurt."

"Silverstream!" Sandbar shouted, rushing over to her. "Hey, how bad is it?

"It's just a sprain, I think," Silverstream said. "Nothing feels broken."

Sandbar turned to Rumble, "What did you do to her!?"

"I didn't do anything to her, stupid, she got hurt by the monster!" Rumble said.

"You weren't fighting, were you?" Carol asked.

"No ma'am, we came to town to get our stuff to move, when the monster attacked, we let the assigned heroes fight and stayed out of their way," Rumble said. "Silverstream got injured when a piece of a roof hit us."

"Better not have used her as a shield," Sandbar said.

"I wouldn't do that to her!" Rumble shouted. "You need to grow up dude!"

"You're one to talk," Sandbar said.

"Enough! Rumble, for now, get Silverstream to a doctor, just to be sure," Carol said.

"I'll take her," Sandbar said.

"Uh no, she's my partner, I'll take her," Rumble said. "You go back to doing whatever."

"She's my friend though!" Sandbar said.

"She's mine too!" Rumble said. "Honestly she's too good to be your friend anyway!"

"Rumble, please, no more fighting," Silverstream said. "You too Sandbar. Just let Rumble take me, he needs to get checked up too."

"Fine...I gotta find Cozy Glow anyway," Sandbar said, frustratingly trotting off.

Rumble shook his head in annoyance, "What a tool, Silverstream's better off on my side than on his." He turned to Silverstream, "Come on, let's get you checked out."

"Sure...hey where did Scootaloo go?" Silverstream asked.

"I think she went to check on her house, make sure her family's alright," Rumble said.

Carol began taking to the skies, "I'm returning to The Crystal Empire. Peter, I suggest you stop letting your emotions get in the way of doing the right thing."

As she flew off, Peter grumbled in annoyance, trying to think this over. "I was hoping Stark wouldn't find out. Thankfully they don't know about Autumn...Crap, I gotta find her and make sure she's alright, she took a really bad blow."

"Did someone else break the rules?" Starswirl asked.

"Not your concern," Peter said and left to find Autumn.

"Eh, it makes no difference to me anyway," Starswirl said. "Perhaps her injury is punishment enough."

"Starswirl, I really don't think what you did was the right move," Twilight said. "I mean, I really think you and Stygian should work things out."

"You have so much to learn," Starswirl said. "It's like Carol Danvers said, allowing emotions to impede on your decision making will lead to nothing but travesty. Please take my advice young one, I do not wish you to fall into a trap."

Starswirl teleported himself and his pillars away, Starlight looking very disappointed. "Some role model you found yourself Twilight. Apparently making a mistake means being judged for life, by his logic, I'm still one of the villains."

"I'll fix this," Twilight insisted. "I hope so."

Moments later, she got a spell call from Sunset Shimmer, "Hey, Twilight? Are you there?"

"Oh, hi Sunset, how are your travels? And your training?" Twilight asked.

"Awesome, I saw that fast hedgehog from when we visited Sega the other day," Sunset said. "He and Mega Man spent a lot of time catching up too."

"That's great," Twilight said. "How about your training? You told me that Ryu and his friends were giving you martial arts lessons."

"Oh they all are, they even brought guests from other worlds, and let me tell you, it is hard!" Sunset said. "Sometimes it feels like my body is going to fall apart, but it's so worth it because I feel like I'm getting stronger."

"I'd love to hear about it..." Twilight said, sounding a bit sad.

"Hey, is something wrong?" Sunset asked.

"It's...complicated," Twilight said.

"Well, tell me about it, get it off your chest," Sunset said, as she and Twilight prepared for discussion.

Also observing everything nearby were Susan and Derpy, the two having left Twilight's house to see the aftermath of everything.

"So, my brother got arrested for doing his job, along with his friends," Susan said. "And a pony who could use help is just branded a villain, and I thought my world was flawed."

"Guess there is no such thing as a perfect world," Derpy said.

A Patroller Robot passed by the two scanning them both," Muffins, Civilian. No Violations thus far. Susan Storm, Hero Name, Invisible Woman, Status, Unregistered. No violations thus far."

"It called you Invisible Woman instead of Invisible Mare? Derpy asked.

"Probably an oversight, or since Reed made it, he subconsciously programmed my Earth name into it," Susan said. "Surprised it called you Muffins."

"Well Doc made it, so he would use my real name," Derpy said. "It's a fitting name for me, I love muffins. But I prefer Derpy, Doc said it's cuter and more whimsical."

"It is," Susan said, turning back to the robot. "Still, I can't believe Reed would make that, I mean he hates things like that, and I do too. It reminds me of the Doombots in Latveria."

"Doc mentioned that Reed was uncomfortable, he kept talking about a guy named 'Victor'," Derpy said. "Doc had to reassure him that it's not entirely the same, that it's for protection, and not oppression."

"Implying that protection and oppression are total opposites," Susan said. "When Ben found out, he was very disappointed in Reed, and after what happened to Johnny just now, well let's say he probably won't be keeping his opinions to himself much longer."

None of this went unnoticed by Logan, the established warrior looking up at the guards escorting their prisoners filling him with mistrust. "Something weird's happening, I sure as hell don't like it."


Nearby, Cozy Glow was trying to recompose after her attack from the Pony of Shadows, "Discord better not have sent that stupid thing or I'm gonna-"

"Hey Cozy Glow!" Adagio said, startling the filly.

"Don't DO that!" Cozy Glow shouted. "You scared the daylights out of me!"

"You're such a wuss," Adagio said. "Anyway, sounds like you met The Pony of Shadows. Too bad he lost."

"Like I care," Cozy Glow said.

"Well Discord won't be too pleased, but at least it led to some interesting developments," Adagio said.

"Anyway, what are you even doing here? The invasion thing isn’t starting yet, is it?" Cozy Glow asked.

"Not yet, we just wanted a bit of fresh air," Adagio said.

"We?" Cozy Glow asked.

"Hi Cozy!" Sonata said, getting her attention as the others also made their presence known.

"How many of you are here?" Cozy Glow asked.

"Just us six," Electro said. "Also, Discord has a message for you."

"We're going to find Grogar's bell," Aria said.

"Including you," Shocker added.

"That bell again, I read about it in Twilight's Library, it seems like a myth though," Cozy Glow said.

"Well apparently it's not a myth, Discord found it, and it can give incredible power," Adagio said.

"We shall use it to give out a performance of grand magnitude," Mysterio said. "You, Cozy Glow, can be a shining star."

"I do like the sound of that," Cozy Glow said.

"Cozy!" Called Sandbar. "Cozy Glow, where are you!?"

"Oh, that sounds like Sandy," Cozy Glow said.

"Who?" Electro asked.

"One of my friends, actually more like one of my crushes," Cozy Glow said. "He's cute but I can't decide between him and Rumble."

"Aw, that's so cute, nothing like young love," Sonata said.

"Sounds like a pain in the ass," Electro said.

"Cozy Glow!" Sandbar called again.

"I should go find him before he gets worried," Cozy Glow said. "Just let me know when you go find this silly bell of yours."

"Sure thing kid," Adagio said as Cozy Glow made her exit. "Wonder why Discord even wants that girl anyway?"

"How did she even find out about Tirek?" Electro wondered.

"Ask later, we must return to Tartarus, discreetly too," Mysterio said.

"Right, back to that hell hole," Aria said as the villains made their leave.

As Cozy Glow went to find Sandbar, she came across another familiar filly, one who looked surprised.

"Cozy Glow!" Sweetie Belle said. "At least you're safe."

"Hi Sweetie Belle, didn't expect to see you here," Cozy Glow said.

"I came by to see if anyone was hurt, especially Peter," Sweetie Belle said, then noticed some scuffs on Cozy Glow. "Oh, are you hurt?"

"Maybe a wittle, but Sandy will make me feel better," Cozy Glow said. "But if you want to help, I won't say 'no'."

"Aw, you're so cute sometimes," Sweetie Belle said, stroking Cozy's cheek. "Scratch that, you're always cute."

"Thanks, so are you," Cozy Glow said.

"Want me to take care of those bruises for you?" Sweetie Belle asked. "I'm somewhat good with first aid, I've seen my sister do it for my brother-in-law."

"Sure, that sounds great," Cozy Glow said.

"Hey! Cozy Glow!" Sandbar said, finally catching up to her. "There you are, I was so worried."

"I'm fine Sandy," Cozy Glow said.

"Yeah, I was gonna take her back home and get her cleaned up," Sweetie Belle said. "How about you? Are you hurt?"

"I'm fine," Sandbar said. "I just wanted to make sure Cozy Glow was safe."

"I love it when you worry about me," Cozy Glow said, flying up to kiss Sandbar on the cheek. "You're the best."

"It's nothing," Sandbar said, bashfully rubbing his head. "Well if you want Sweetie Belle to patch you up, then I guess that's fine. Just come straight back to the dorms afterwards."

"I will," Cozy Glow said.

Sandbar turned his attention to Sweetie Belle, "And Sweetie Belle, make sure she comes back better than before, not worse."

The stallion left, leaving Sweetie Belle confused, "What was that about?"

"Oh he's just protective of me, it's really sweet," Cozy Glow said.

"Are you two dating?" Sweetie Belle asked.

"No, not yet," Cozy Glow said. "I do like him, but I worry that I'm too young for him. I like Rumble too, but he has his own love problems."

"Oh, well if I were you, I'd stick with Sandbar," Sweetie Belle said. "I don't think your age is that much of an issue, and it's definitely less complicated than with Rumble, plus he already likes you and you two are already friends, so it's easier."

"Yeah, I guess you're right," Cozy Glow said.


A bit later at Canterlot castle, Johnny, Remy, Applejack, Sugar Belle and Stygian were placed before Tony, Spitfire and Luna, all of them ready to pass judgement on what they had done.

"Alright let's see here, Stygian, according to Starswirl, you used ancient magic to try and destroy The Pillars out of sheer jealousy, is that right?" Tony asked.

"I suppose there was a hint of resentment toward my former allies," Stygian said.

"And the rest of you violated The Accords, especially Rule Three," Tony said. "Only Registered Heroes are allowed to do battle."

"Uh, I didn't violate the rules, I'm registered," Johnny said.

"Ah didn't violate any rules either, technically Rule Five saves me," Applejack said. "Ah was sent to Ponyville because only ah could use mah Element of Harmony."

"Alright, so only Gambit and Sugar Belle made violations," Tony said. "Still, you two broke rules of your own."

"Yeah, you violated your probation," Spitfire said as she trotted towards Johnny. "My rule for that is, you're done!"

"I'm done?" Johnny asked.

"I'm firing you from The Wonderbolts," Spitfire said.

"You're firing me?" Johnny asked. "Wow, I can't even say that I'm mad too, honestly this is great, I don't to put up with your stupid bullshit. Hell, I no longer must follow these stupid rules that you bunch of whackjobs instilled upon this world. I mean, getting mad at heroes for rescuing people? Wow, such an amazing concept, isn't it? I mean, imagine what this'll do to Earth, hopefully your crap won't mess that place up like you're trying to do to Equestria!"

"You have quite the mouth on you, don't you Matchstick?" Spitfire said.

"Well gee, at least we're still close enough to use our nicknames," Johnny taunted as he tossed away his goggles. "This is fine by me, honestly I don't even need The Wonderbolts. The Wonderbolts need me, without me you're back to being a bunch of losers who've barely done anything heroic since you became captain, Spitfire."

"Big talk, remember, your wife is still under our rule," Spitfire warned.

Johnny immediately began to fire up, "Do anything to her, and-"

Luna used her magic to restrain him, "Enough Torch! You're disgracing yourself."

"What is with you Luna, this ain't like you," Applejack said. "I mean, you used to be so friendly. Now all of a sudden yer letting Tony Stark and Spitfire get in yer head. Even worse, you let that tramp Carol Danvers take over too."

"Applejack, it is a shame to see you here, I expected so much better from you," Luna said.

"Tony, this is ridiculous," Came the voice of Daredevil.

"You're still here?" Tony asked. "I figured you'd be off consoling Elektra."

"Huh? What happened?" Johnny asked.

"Elektra was fired by Tony, apparently he wasn't fond of how she did her job," Daredevil said. "Some of those Patroller Robots caught her in a bad light."

"And now she's on her way back to Earth, banished from this realm," Tony said. "It was my fault really; I don't know what I was thinking in hiring that nut."

"She may have been flawed, but she still got the job done," Daredevil said. "At the very least, she protected innocent ponies."

"Are you really going to stand there and defend her actions? I mean I know you're friends, but even you have to admit she was not a good fit," Tony said. "Honestly, I paired you two together because I thought you could get through to her, but she had you wrapped around her fingers worse than Felicia Hardy did with Peter."

"Speaking of Felicia Hardy, how goes her unfair imprisonment, did she even get a proper trial?" Daredevil asked. "It's one thing to fire her, but throwing her in a cell, to this day, over a mistake is crossing the line."

"Look, I don't have time for this, just take the first train back to Manehattan, you still have a job to do," Tony said. "Or would you rather just go back to Earth? Your call."

"I know where I am needed," Daredevil said, then turned to the others. "I wish you all the best of luck."

"We'll be fine," Johnny insisted.

"Guards, escort them to their cells, we will finish this later," Luna said.

"Yes ma'am," the guards said, and escorted their prisoners away.

Tony looked a bit bothered by this, despite how tough he sounded before, even he wondered how well these Accords were working out. It isn't his goal to prevent heroism, he just wants control, and as the creator of The Accords, he must abide by the rules he created.

"It'll ll work out Tony, just keep at it, The Accords can work!"

Not too far off, Steve had overheard everything that happened. If Celestia were still in complete control, this could have gone better. Just recently she was placed on vacation leave, at Tony Stark's insistence, with help from Luna and Spitfire, all of them saying she needs to clear her head.

Steve still remembers Celestia's order about Freedom, and now was as good of a chance to take it. He was done with these rules, they were not working, and if words weren't going to work on Tony, then action would.

Down at the cell area, many of the prisoners there took note of the new residents, especially one very familiar.

"No way..." Felicia commented. "Johnny? Remy? Applejack?"

"Huh?" Sandman turned to see them as well. "What's going on?"

"Get the keys," one guard said.

As he searched through the keys, Steve had made his way down, alerting the guards to his presence.

"Sir, did you need anything? a guard asked. His question was answered when Steve threw his shield at a guard's head, which rebounded and hit the other guards, knocking them all out, surprising everyone present.

"Cap!? What what’s going on!?" Johnny asked.

Steve grabbed his shield, searching for the keys, "Freedom." He used the key to unlock Felicia's cell. "Come on."

"Wait, are you freeing me!?" Felicia asked.

"Halt!" Came the voice of a Patroller Robot as it transformed.

"Damn, let's hurry!" Steve said, using his shield to whack the robot back. Soon more began to come and sounded some alarms.

"Prisoners Escaping! Prisoners Escaping!"

"This way!" Steve said, leading the ponies away. Felicia noticed the keys to her cell were still attached. She quickly grabbed them and followed Cap, but not before tossing them to Taskmaster.

"Thank Captain America for your Freedom!" Felicia called.

Taskmaster grabbed the keys, a devious look on his face, "Payback time..."

Steve led his group through the castle, several guards alerted to this situation as they pursued the escaped captives.

"Keep going!" Steve ordered, stopping a moment to use his shield to knock out several guards. In the middle of the rebounds, he grabbed a radio, "Bucky, Sam, it's time!"

As the prisoners kept running, more guards surrounded them. Before they could fight, one guard got knocked out by Bucky's metal arm, and the other was grabbed by Sam and tossed into a bunch of other guards like bowling pins.

"This way!" Sam ordered, leading the heroes away.

"Wait, did Cap plan all this?" Johnny asked.

"Sort of," Sam said. "He suspected this could happen.

"Sure did," Bucky said, then saw a familiar friend of his. "Hey Sugar Belle, how's it going?"

"Fine...hey where are Party Favor and Double Diamond?" Sugar Belle asked.

"In the Courtyard training with Thunderlane, no doubt they're gonna be alerted to this, but I doubt they'll try anything," Bucky said.

"Keep running!" Steve said, escorting everyone out while more guards and Patroller Robots followed after them.

The situation eventually found its way to Tony, the Avenger not looking too happy, "What the hell is going on!?"

"The prisoners escaped! Captain Equestria is feeling with them!” A guard said.

"He’s doing WHAT!?" Tony shouted, then grabbed a radio. "Clint! Natasha! Vision! Find Steve and apprehend him!"

"Uh, did you say 'Steve'?" Hawkeye asked. "As in Steve Rogers?"

"Yes, find him and apprehend him! He's assisting in a jailbreak!" Tony shouted.

"This doesn't add up, why would Steve do something like that?" Natasha asked.

"I don't freaking know! Just find him!" Tony ordered, then turned off the radio. "Did any of the prisoners escape?"

"AAAAHHHH!" A guard shouted.

Nearby, sand was filling up the halls as many of the guards were knocked out by Flint Marko. Many of the other villains were knocking out the guards while Taskmaster led them to freedom.

"Come on guys, we gotta help Cap," Taskmaster ordered.

"Why though? Since when do we care about Cap?" Scorpion asked.

"Well for starters, I respect the guy, and Flint here's an old pal of Cap," Taskmaster said. "Plus I just want to wipe that stupid smirk off the face of Stark and his buddies."

"Is that so!?" Tony said, walking over and activating his Iron Stallion suit with Luna by his side. "Come and try it."

"Oh I'm gonna enjoy this!" Taskmaster said. "For victory!"

The villains charged in to attack Tony and Luna, both ready to fight them off while Spitfire had gone to find Steve.

By this point, the group had escaped to the outside, and Spitfire was close behind. "Cap!"

Despite her speed, she was unable to dodge as Steve immediately tossed his shield and whacked Spitfire in the face, stunning her as Johnny flew in with a kick to his former boss.

"Loved that," Johnny said.

"Let's hurry!" Steve said, leading them out of the city.

Hawkeye landed on a nearby roof, aiming his bow and arrow, "Sorry Steve, but rules are rules."

Suddenly he took a hit to the back of the head, courtesy of Elektra, the woman having used her Sais to do so. "Good thing I didn't leave yet. Things are just about to get interesting."

"Elektra!" Natasha rushed over to attack, Elektra doing her best to fight off the talented spy.

Meanwhile Vision was flying overhead, something noted by Stygian. "Sir! There's another problem!"

Steve looked up and spotted the problem, "Vision." He held up his shield just as Vision fired his laser beam.

"Sugar Belle, lift that manhole cover," Remy instructed.

"Got it," Sugar Belle used her magic to lift it, Remy using his powers to activate it.

"Quick, fling it in his direction," Remy ordered, Sugar Belle doing so as the cover exploded, knocking Vision out of the air.

"Is he dead?" Felicia asked.

"That won't be enough to destroy him, but it will buy us time, let's hurry!" Remy said, the team finally escaping the city.

"Where are we going now?" Felicia asked.

"We'll go to Rainbow Falls, it's not too populated and The Accords don't reach there," Steve said. "Come on!"

"Ooh, that's gonna be a trip," Johnny said.

Minutes later, Tony was seeing flying out of the roof of Canterlot castle, looking quite displeased. "So, you've turned against me, huh Steve?" He communicated to his radio, "Attention every hero registered with The Accords. This is Tony Stark speaking. I have a new Number One objective for all of you. Find, and apprehend, the former Avenger, Steve Rogers. I repeat, Steve Rogers is now Public Enemy Number One."

This revelation surprised everyone in Equestria, from Wind Sprint and She-Hulk in Griffonstone, to Luke Cage, Iron Fist and Jessica Jones in Las Pegasus, to Bobby, Night Thrasher, and Night Glider in Manehattan, to all in Ponyville, especially Peter.

"What just happened?" Peter wondered, unsure of what to make of this.

The Avengers were beginning to fall apart.


Meanwhile, in Asgard, one more surprise was developing. Thor had returned home, having put his search for Loki on hold.

As he passed through, he heard a familiar voice. "Thor."

"Lady Sif, nice to see you again," Thor said. "How has Asgard held up in my absence?"

"Quite well, sounds like you have yet to find Loki," Sif said.

"No, he along with his allies, including that fiend Sephiroth and that so-called Storm King continue to evade my grasp," Thor said.

"I believe you will find them soon," Sif said. "However, as of now, you seem to have a visitor."

"Huh? A visitor? Who?" Thor asked.

"I'm not sure, he's a strange man, but he said you've fought before, and he wants a rematch soon," Sif said.

"Hey! Thor!" came the voice of a familiar person.

The Thunder God looked ahead to see someone he had done battle with not too long ago, "Son Goku?"

Indeed, Goku was there, waving at the God of thunder. "Hey Thor, it's been a while. Done with your travels?"

"What in the world is he doing here?" Thor asked.

"You'll have to ask him yourself," Sif said.

Things were about to get a lot more interesting for Thor real soon.