The Arrival

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Loki took the tip of his spear away from Barton's chest, moving to another S.H.I.E.L.D. agent to do the same thing he did to Barton. While he did that though, Fury reached up to take the Tesseract. But as he moved, the Cube activated once more, but in a much more uncontrolled way. The cube let out a large shockwave of energy, which was directed away from them. Suddenly, there was the sound of glass shattering and then the sound of a body rolling across the floor.

Looking at the source, the 5 men left in the room looked at the sprawled out body of a pitch black equine form, that had a mane and tail which moved like a nebula cloud and shimmered like the night sky. "Go." Loki commanded Barton to investigate as he went back to warping the mind of the other S.H.I.E.L.D. agent. Barton walked over, scanning the body with a quickness and preciseness a normal human wouldn't be able to keep up with.

If Barton looked away now, he would be able to paint a portrait from memory alone with incredible precision. The equine creature was unconscious, with small pieces of armor around its body. But as he looked over the tail, it moved to show the true gender of the horse-like creature. Another thing to note were the wings and horn of the creature.

But as he finished his observations, and Loki finished corrupting the S.H.I.E.L.D. agent, there were two simultaneous clicks, alerting them to Nick Fury, who was getting to his legs with a briefcase in hand that held the Tesseract inside. "Please don't," Loki said, turning to Nick Fury. "I still need that." Nick looked over his shoulder to Loki while responding with,

"This doesn't have to get any messier."

"Of course it does, I've come too far for anything else." At this Nick turns fully to look at Loki dead in the eye. "I am Loki, of Asgard," Dr. Selvig looks up from where he is checking on an injured female scientist to Loki with a bit of surprise on his face. "And I am burdened with glorious purpose." Loki says in a way most deranged super villains speak when they speak of their plans. Dr. Selvig stands from where he is while saying with a bit of surprise in his voice.

"Loki, Brother of Thor." Loki looks at Selvig, an intense hatred burning behind his eyes. Nick raises a hand placatingly, trying to defuse the situation.

"We have no quarrel with your people." This made Loki snap back to Nick, with a bit of snark in his voice.

"And an ant has no quarrel with a boot." This set Nick on edge as he asks,

"Are you planning to step on us?" Loki begins to walk over casually to Selvig as Barton returns to stand beside the mind controlled S.H.I.E.L.D. agent.

"I come with glad tidings," Loki then turns back to Nick, "of a world made free." Nick barely cocked his head and made himself sound curious.

"Free from what?"

"Freedom," Loki says with an almost 'priest' like tone. "Freedom is life's great lie." Loki said, planting a foot behind him. "And once you accept that… in your heart," Loki stops, turning to Selvig and pressing the tip of his spear to Selvig's heart. "You will know peace." Barton looks up at the gathering residual energy left over by the Tesseract, and immediately knows what is happening as Nick speaks up once more.

"Yeah you say peace, I think you mean the other thing." Barton walks over to Loki, saying,

"Sir, Director Fury is stalling. This place is about to blow, and drop a hundred feet of rock on us. He means to bury us." Nick smiled and frowned internally. Smiled because he knew Loki didn't take away all of Barton, but frowned that he got found out so quickly.

"Like the Pharaohs of Old."

"He's right," Selvig says as he looks at the readings of a computer screen. "The portals are collapsing in on themselves. We have maybe 2 minutes before this goes critical." Loki immediately looks to Barton and says his name, causing him to whip out a pistol and shoot Fury in the chest. The four then make their way out, completely ignoring the body of the black mare as Loki just passes it off as an odd mix between a pegasus and some weird horned space horse. A few seconds later Nick coughs while pulling out his radio, his other hand pulling a bullet from his ballistic vest. "Hill, Barton's been compromised." Nick coughs again as he lets go of the radio, staggering to his feet as he makes his way over to the black mare.

Picking her up, he slings her over his shoulders with her front legs and back legs in front of his chest. Holding onto them, he then tries to leave as fast as he can, trying to not let either of them be hit by falling debris. As he leaves, he lets go of the mare's bottom legs to hold his communicator. "He's got the Tesseract, shut them down!" He lets go of the radio, and grabs the mare's bottom legs again. Taking as many shortcuts as he knew to get to the surface. Eventually he reached the exit which led him to a heli-pad that already had a helicopter ready for take off.

The lamp posts around the base were shorting out, sparks flying from overloaded circuits, showering Fury and the mare. His com sparked to life once more, the voice coming from it he recognized as Agent Coulson. "All clear upstairs sir, you need to leave." Fury grunted in affirmation as he hefted the mare into the helicopter before jumping in himself. He waved to the pilot to take off, which he did, pulling up on the stick to make the helicopter lift from the ground. Right as the helicopter lifted off the ground, Nick saw the ground bulge and crack right under the helicopter.

As the helicopter got higher, the ground bulged and cracked more. Then, blue light shone from the cracks as a muffled boom came from below the base. Following this, the small bulges became a massive bump the size of a small hill. The ground then began to cave in, buildings and other things like lampposts, benches, shrubbery, were now being swallowed by the expanding sinkhole. Nick Fury could only watch in fascinated horror.

This much destruction was just the byproduct of the Tesseract being used. And what would happen if its true power were to be used? Could an entire city be wiped from the face of the Earth? A whole country? A whole Continent?! As he watched, he heard over the roar of the helicopter rotor of the pilot. Looking towards him, he saw the pilot pointing down. Looking, Nick saw Loki in the back of a jeep, speeding away. Nick was about to tell the pilot to follow them, but paused. Looking back, he gazed upon the unconscious mare.

He wanted to follow, but then he could be potentially putting an alien civilian life at risk. Gritting his teeth, Nick shook his head. The pilot nodded, and began to fly in the direction of the closest SHIELD base. Nick glared at Loki's smug expression as they went different ways. "Director." Nick barely heard coming from his radio. "Director Fury do you copy?" It was Coulson. Grabbing his radio and pressing the receiver, Fury replied.

"The Tesseract is with a hostile force." Looking back, he once more looked at the unconscious alien horse. "And I have one alien in custody. It's unconscious, but unharmed and alive. As soon as we get back to the Tricarrier, I want it analyzed and kept under heavy watch. Hill?" Not even a second later, a new voice replies.

"A lot of men still under, don't know how many survivors." The voice belonged to Commander Maria Hill. Other than Coulson, Hill was his most trusted agent.

"Sound the general call. I want every living soul not working search and rescue looking for that cube."

"Copy that."

"Coulson, get back to base. This is a level seven. As of right now, we are at war." There was a period of silence before Coulson responded with a question.

"What do we do?" Nick stayed silent, knowing he had planned for this ever since Carol. Taking in a breath, he let it out. "We'll talk about it once everyone is on base." Fury put his radio away, and sat back in his seat. There was so much going through his mind, but even with the Tesseract missing and Thor's brother on the loose with said cube of nigh infinite power, his mind still was wrapped up by the mystery right next to him. Now that they weren't in danger, Nick decided to take a closer look himself.

The horse was wearing some kind of sparkling light blue armor, though it looked more ornamental than having any real use. A large horn which was about 7 to 9 inches long jutted out from the helmet it wore. Though how the horse or its owner took it off, he hadn't a clue. Strangely, he found it wore some kind of eye shadow, making her eyelids a light sapphire blue color. Her wings were a very sleek shape, the feathers flat and almost appearing sharp. There were two marks, one on each flank. It was a dark violet miasma around a white crescent moon.

He would have thought it was an ink splotch if it weren't for the perfect crescent of the moon and the fact her fur actually was that color upon closer inspection. The hair was what really threw him off. The mane and tail seemed to have a mind of their own, still moving in a relaxed wave. He could see small sparkles in its hair, like the mane and tail were cut from a cartoon's night sky. He thought cartoon because, instead of the hair also being black like a night sky on Earth is, it was a dark blue, with a more opaque lining at the ends. Similar to a cartoon's night sky where they use dark blues and purples instead of black.

In all, a very beautiful horse, alien as she may be. Nick found himself stroking the horse's neck, wondering what had happened to make this thing appear.

It was almost time. Almost time to take her revenge. The stars slowly moved closer, and she could feel their power fueling her magic. Once they were in the right alignment, she could finally break the seal that had weakened, and she would be free! Glaring at her world, she felt more and more magic fill her. Then, when it reached its zenith, she let it all out on making a portal back to her world. She laughed manically as she dove through.

However, at the last possible moment, her spell was overridden. The surge that changed the location of her spell's portal exit also surged into her body, making it fall limp from sensory overload. In her last bits of consciousness, she saw a metal room that was illuminated by blue light.

The monster and introductions

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On the edges of a small Southern American town, was a little house, well, calling it a house was generous. It was more like a shack with how thrown together it was. Inside were two very unknown individuals. One was Bruce Banner, the other, Natasha Romanoff. "This," Natasha said, holding up a cell phone which had a picture of a glowing blue cube. "is the Tesseract." Natasha puts the phone on a nearby table, and pushes it over to Dr. Banner. Bruce takes out a pair of glasses and puts them on his face, before picking up the phone to get a better look.

"So what does Fury want me to do, swallow it?" Bruce asked, looking back up to Natasha. Natasha rests her arms on the table, crossing them.

"He wants you to find it. It's been taken. It admits a gamma signature too weak for us to trace. There's no one that knows gamma radiation like you do." Natasha sits back, uncrossing her arms. "Otherwise, that's where I'd be." Natasha pauses, before continuing. "And there's… something else. However we would have to be in a more secure area before I give you any details." Bruce raises an eyebrow, wondering how much more secure the area would have to be as he sets down the phone.

"So Fury's not after the monster?" Bruce asked, taking off his glasses.

"That's not what he told me." Natasha replies cooly.

"And he tells you everything?" Natasha pauses, before beginning to lean forwards.

"Talk to Fury, he needs you on this."

"Needs me in a cage?" Bruce more stated than asked.

"No one's gonna put you-" Suddenly, Bruce slams his hands on the table while yelling.

"STOP LYING TO ME." Immediately, Natasha pulled a gun that had been strapped underneath the table, stood up, and pointed the end right at Doctor Banner's face. Both were still for a few moments before Bruce backed up a bit. His soft demeanor returning as a smile appears on his face. "I'm sorry, that was mean. I just wanted to see what you would do." Natasha doesn't back down, but Bruce could see her muscles starting to relax. He puts his hands up in a placating manner as he continues talking. "Why do we do this the easy way, where you don't use that." He points to the gun.

"And the other guy doesn't make a mess." He said, pointing at himself. "Okay? Natasha." After a brief pause, Natasha lowers the pistol, before raising a hand to her right ear.

"Stand down, we're good here." She says into the hidden mic. Outside, a small battalion of soldiers lowered their guns and electric nets, most relieved they wouldn't have to see what they would have to use that stuff on.

"Just you and me?" Bruce asked with a questioning tone. Natasha just lowers her hand, looking at him with an expectant look. "Heh, I should have expected that. It's the other guy after all." Once the two were safely aboard a Quinjet, Natasha began to explain his other role.

"When the Tesseract opened a portal, something came out. Something we've never seen before." Natasha said, going through the gallery on the phone.

"I'm sensing there's a lot of that coming from that cube." Bruce said, taking the phone once Natasha handed it out for him to take. What he saw made him balk.

A pitch black winged unicorn with a mane and tail made of the night sky. Bruce looked up at Natasha, confused shock written over his face. "We don't know anything about this creature, but there seems to be some kind of energy radiating from the mane and tail. If a lightbulb is moved close enough, it'll turn on or begin to flicker. We don't have a lot of experts on biology, much less exobiology, so Fury thought she could be a side project while you help us look for the cube." Bruce ran his hand through his hair, knowing this would be the opportunity of a lifetime.

"I'll… figure out what I can, but I don't have much experience in exobiology. Heck, I don't think anyone does." Natasha nodded, knowing something was better than nothing.

Nick was standing in the bridge of the Helicarrier, overwatching the jobs his men did. However, that was soon interrupted by a silent alarm on one of the screens in front of him. "Hill, I have something to check on, keep them on track." Hill nodded, replacing her spot which was a few feet behind and to the left of Fury's spot. Nick made a brisk speed walk to the research center, where the black horse was furiously ripping off sensors and fending off medical and research personnel. However, as soon as Nick walked in, all personnel stopped what they were doing. The horse noticed this, and turned her attention to Nick.

Nick could feel her scanning his body, trying to see what made him command so much respect out of everyone in the room. Walking right up to her, he looked her right in the eyes. "I hope you have a good explanation as to why you're scaring my people and giving them so much trouble." He saw that the horse immediately sensed his no-nonsense attitude, and he appreciated that it was soon returned in kind.

"One of those cretins tried to stick something on mine horn." The horse glared at a nervous research assistant whose hand was being bandaged by medical personnel. Nick walked over, and tried to view what he could. Heavy burns, possible nerve damage if the twitching was anything to go by. Almost like he had been struck by lightning. Nick looked from the hands, back to the horse.

"I'm guessing the horn is a no touch space where you're from." Nick guessed, which earned him a nod.

"As well as my wings." She flapped them, and she glared at the sensors still attached to them. "Repulsive things." Her horn lit up, and the sensors were ripped off. However, doing so resulted in some of the fur and feathers to be ripped off. Nick hummed, reminding himself to tell the research and medical personnel to use gentler adhesive when it came to applying the sensors.

"I'm sorry about that, but we needed as much data as we could get. You're a non-native species to our world after all." The horse paused, before slowly looking him in his eye.

"That last part, say it again." Nick sighed, knowing what was gonna happen next.

"You're a non-native species to our world." Nick made sure to emphasize that last word, to make sure the message got through. The horse looked from him, to the lab around her, to the other personnel, and gave a sad sigh.

"I knew it. No mind from Equestria can make up even a margin of things here, much less how distinct all of you are." Nick was pleasantly surprised she took it so well.

"I'm sorry, but even if we knew where your world was, we don't have the technology to reach it. So for now, you're stuck here." The horse nodded, laying her head back down on the provided pillow.

"I assumed as such… may I ask, what is your name?"

"Nick Fury. But everyone calls me Fury." Fury introduced himself, causing the mare to do the same.

"And I am Nightmare Moon, Queen of the Night and ruler of Equestria." Fury was a bit surprised at the mention of her being royalty, but didn't let it show. Though Fury could take a guess that this horse was a tyrant, based on how she was dressed and her name.

"Queen of the night, huh? How'd you get that title?" Nick asked, making himself sound impressed.

"Why, by raising and lowering the moon each night, of course. There is also my job of setting up the night sky. And lastly, my dream walking ability." Nightmare added that last bit as an afterthought. One of those, Fury could believe.

"Raising and Lowering the Moon?" Fury asked, sounding skeptical. Nightmare blinked, and looked at him.

"Does- does that not happen here?" Fury shook his head. Nightmare was shocked, and her horn lit up.

"Impossible. But, it seems completely natural. Then why doesn't it work like that in Equestria?" Nightmare had a contemplative look on her face. For as long as she remembers, somepony always had to raise and lower the sun and moon. When she asked her sister, she didn't know either. They tried to ask Starswirl, yet he didn't have an answer either. Nopony knows why, and nopony will likely ever know.

"What, is your moon stuck in the sky for some reason?" Nightmare nodded, causing Fury to blink in shock. "You're not joking? Your moon is literally stuck in the sky if you don't move it?" Another nod.

"As well as the Sun, but it is my sister's job to do that." Fury just shook his head.

"And here I thought the craziest thing I would hear is Stark would stop making weapons." Nightmare was confused at that bit, but passed it off as an inside joke. Before they could continue, there came a voice from his radio.

"Director Fury, they're here." Natasha, punctual as always.

"Sorry to cut this short, but I have to get some work done. Please cooperate with the staff here. I'll be sending someone later that is a bit tamer than the rest of these people when it comes to trying to explore the unknown." Nightmare nodded, and asked one last thing.

"Can I get some food? I'm starving." Nightmare felt humiliated having to ask that like a commoner, but here, she might as well be one. Nick nodded, and pointed to another research assistant.

"You, head down to the mess hall and get her what she needs to eat… speaking of, what do you eat?" Fury asked, actually a bit curious.

"I'm a herbivore, if that is what you are asking. And I believe your species is an Omnivorous one?" Nick nodded, surprised at her deduction. Nick stood and left after that, needing to return to his duties as the Director of S.H.I.E.L.D.

Time for action

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Fury stood in the center of the bridge of the Helicarrier, watching as the carrier flew higher into the sky. One could hear various people saying things as they worked at their stations. Fury could feel as three very important people walked into the bridge. That, and he could see them in one of the screens around him. "We are clear." Agent Hill started, backing away from her console and turning to face Fury. "All engines operating. Shield emergency protocol 193.6 in effect. We're level sir."

Fury nodded, and responded with a command. "Good. Let's vanish." Hill turned back to her console, and gave out the order.

"Engage retro-reflection panels." Fury turned once he was given the all clear that all the panels were operational. There he saw a very well built man looking in awe of everything around him and another man, who was Bruce Banner. Fury started to walk towards them, and as he did so did the man everyone knew all too well. Steve pulled out a roll of cash, and gave Fury a 10 dollar bill. Fury took it, and looked at it for a few moments before putting it in a pocket. Hill turned her head to look back at the quiet attractive Captain behind her, and watched as he walked past her to gaze out of the large windshield in front of them.

Meanwhile Fury had walked up to Bruce Banner. "Doctor, thank you for coming." Fury said, holding out his hand to shake the doctor's. Bruce hesitated for a second, before reaching his hand out and accepting the friendly gesture.

"Thanks for asking nicely." Fury could hear the hint of sarcasm in his voice, but waved it off. "So uh, how long am I staying?"

"Once we get our hand on the Tesseract, you're in the wind." Bruce nodded, turning to look behind Fury at the many consoles in front of him.

"And where are you on that?" Bruce asked. Instead of Fury answering him, it was Agent Coulson.

"We're sweeping every wirelessly accessible camera on the planet. Cell Phones, Laptops, if it's connected to a satellite, it's eyes and ears for us." The next person to speak was Natasha Romanoff, who was crouching beside a console that had a picture of Clint Barton's face in one of the corners.

"It's still not gonna find them in time."

"You have to narrow your field." Bruce spoke up, making Fury turn to look at him from where he was looking at Natasha. "How many spectrometers do you have access to?"

"How many are out there?" Fury asked, wondering where the doctor was going with this as he crossed his arms.

"Call every lab you know, tell them to put the spectrometers on the roof." Bruce said as he took off his jacket. Looking at Agent Coulson. "Have them calibrate them for gamma rays." Bruce turns back to Fury as he folds his jacket over his arms. "I'll rough out a tracking algorithm, basic cluster recognition. At least we can rule out a few places." Fury nodded, liking the sound of that. "Do you have somewhere where I can work?"

"Agent Romanoff," Fury said, turning to his best spy, "could you take Doctor Banner to his laboratory please?" Romanoff stood up, and made to walk past Fury. She was stopped however when Fury whispered into her ear. "She's awake, after he gets the tracker done, take him down to see her." Romanoff gave a slight nod as she continued to walk away, walking up to the doctor who began to trail behind her.

"You're gonna love it doc, we got all the toys."

Once Banner had finished making the tracking algorithm, Natasha escorted him down to the med-bay, where a very annoyed Nightmare Moon had her mouth open as a dentist looked inside. "Remarkable cleanliness, aside from your recent meal, and not a tooth out of place. Though these fangs here don't really look like they belong in the mouth of a herbivore." The dentist said as he backed away.

"Yes, well, Alicorns tend to always have or be in perfect shape. Though, my sister's flanks are a little on the big side from sitting on that throne of hers all day and eating nothing but cake. The only reason she isn't as fat as a cow is because our metabolism is incredibly high." The dentist blinked a little before stepping away, trying to process what he had just been told.

"She can talk." Banner said, completely stumped. It was one thing to think a winged unicorn had suddenly appeared. It was something else completely to figure out that it was as sentient and sapient as a human.

"Yeah, she can talk alright. Has quite the mouth on her muzzle. She isn't afraid to speak her mind when something is annoying her. Take a guess on who she has pointed her barbs at." Bruce nodded, guessing that the Alicorn dispised doctors.

"And I can hear quite well, thank you very much." Nightmare said, looking at them with a 'fuck around and find out' expression on her face. Both Natasha and Bruce were shocked, seeing as they were on the other side of the room. Deciding they wouldn't get anywhere standing there, they walked up to the irate Alicorn.

"I'm sure Fury has told you my name, yes?" When Bruce shook his head, she looked at Natasha expectently.

"Her name is Nightmare Moon. The first word making me think that, where she is from, she's a villain." Nightmare winced a little at that, but stayed resolute.

"That is… partially correct." Nightmare admitted. "I did not actually rule Equestria alone. I did so alongside my sister. She raised the sun every morning, and I the moon for the night. Our subjects played in her day and worshipped her. At night, they hid in their homes and slept. My sister may not know this, but I had many a spy working for me. Nobles would come, asking my sister to get rid of the night. They… feared me. They wanted me gone, just because they loved me sister more than me." At this point tears began to build in Nightmare's eyes, he ears laying flat on her head.

Both humans listened in rapt attention, wanting to know what had happened. "I tried everything I could go make the nights less scary, make them more beautiful. But how could they see my work when they hid in their homes and slept. I tried to ask my sister if the nights could last just a little bit longer, or have our subjects stay up just a bit later to see what I had done for them. She denied me everytime. I became so angry, spiteful, that I eventually snapped. I attacked my sister, and after a long battle, she banished me."

"That doesn't sound so bad compared to-" Bruce started, only to be cut off.

"On the moon, for 1000 years." Nightmare said with a glare that wasn't really directed at anything.

"... How are not insane right now?" Bruce asked, wondering how it is possible the Alicorn before him isn't a brain dead mess. Heck, how is she not dead outright!?

"Alicorns have well fortified minds, and we are immortal. Many have tried to kill us, either via poison, blade, or magic. But our bodies work too quickly for a poison to do any real harm, other than some irritated bowels. Our magic can overwhelm any unicorn that tries to kill us with magic. And all that has tried to kill us with a blade didn't anticipate the numerous wards we have placed on ourselves against physical attacks."

"Okay, but how were you breathing in an oxygen deprived atmosphere?" Bruce asked, intrigued. Nightmare blinked, and looked at him in confusion.

"That… I don't know. Never really thought about it." Trying to get the conversation back on track, Natasha spoke up.

"So you're a tyrant." Natasha's voice was filled with hate and suspicion. Though she was surprised by the regretful look Nightmare gave.

"I… suppose so. I just wanted to be appreciated like my sister was, is that really too much to ask?" Nightmare asked rhetorically. Natasha thought for a moment, before speaking once more.

"What if you were here?" Natasha asked. Upon seeing the confused looks, she elaborated.

"What if you were appreciated here? If you can help us with what we're trying to do, I'm pretty sure a lot of people would appreciate it." Nightmare thought about it, when Natasha continued. "You'd be a hero, and heros are kinda like celebrities right now. Just look up Iron Man or Captain America on a computer. I'm sure once you've helped us prevent a war here on Earth, a lot of people would appreciate you, maybe even look up to you." Natasha knew what she was doing, trying to build a case that was completely true and encouraging. She didn't know about any of the abilities this horse had, but if she could use magic, then the possibilities are endless.

"Leave me. I have much to think about." Nightmare said, turning away from them. The two didn't want to, but knew they wouldn't get anything more out of her. This left Nightmare alone to think. 'A hero. Is that… truly an option? I have fought for my ponies many a time in the past, but it only made me fear them more. But these humans, they apparently love those who protect them, if that woman is to be believed.'

'Maybe it is.' Nightmare jumped, having not heard the voice in 850 years. 'I didn't leave, I just knew I wouldn't get anywhere trying to convince you that ponies would only fear us more. But these humans, they have shook you enough that you finally may listen to me.' Nightmare growled internally, but conceded that Luna was right. 'Good. I have had a long time to think, and while our ponies may not like us, they need us. I'm sure there are many thankless heros here, who do the right thing, but never get anything in return. That might be the same with us, or, as Natasha said, these humans would thank us. Nick, he can give us a home, food, everything we'd need. I'm sure he would be very thankful to have us help him.'

Nightmare sighed, and nodded. This was all most likely true. Maybe they really could get a new start here. 'Fine, but I want all the glory.' Nightmare could feel Luna roll her eyes, but agree nonetheless. Deciding nothing would change by doing nothing, Nightmare lit up her horn, and searched for Fury's magical signature. Nightmare and Luna were quite surprised that all humans had a magic core, some brighter and stronger than others, however all of them were untapped, like magic was a forgotten teaching. They quickly found Fury's magic signature, and locked onto it as their teleport destination.

"We got a bit, 67% match." An agent that looked to be of Asian descent said, grabbing everyone's attention. "Wait, cross match, 79%" The agent said after he typed a few things into his console.

"Location?" Agent Coulson asked as he walked up to the console the other agent was at.

"Stuttgart, Germany. 28 Königstraße."

"He's not exactly hiding." Agent Coulson said, a twinge of disbelief in his tone.

"Captain-" Fury started when he was cut off by a flash of light right behind him. Startled, everyone reached for their guns as they turned to see what had caused the flash. All were surprised to see Nightmare Moon there with a raised eyebrow.

"Quite the welcoming." She said with an irritated tone.

"Everyone, stand down. Ms. Moon I don't know what the hell you are thinking but you best have a damn good explanation for doing… whatever it is you just did." Nightmare scoffed, rolling her eyes at Nick.

"Fine, if you don't want my help, then be that way." Nightmare turned to leave, but stopped by Fury's sigh.

"I'm sorry, but we're in the middle of something." Fury said as he pointed at the console Agent Coulson and the other agent were at. Nightmare looked at the screen and saw a picture of Loki next to a different picture of Loki.

"You're searching for an emo adult?" This got a few chuckles from a few agents.

"His name is Loki, he stole the thing that transported you here by accident. If we get it back, you might have a shot at returning home." Fury didn't know if this was true, but by the way Nightmare seemed to get more determined, he knew he had said the right things.

"I see. And you have located him I presume?" Fury nodded.

"I was about to send the Captain here to get him." Fury said, gesturing to the man who was looking at her in disbelief. Nightmare gave the man an appreciative glance, taking in his muscular build underneath his clothes, and then sent a sly grin and wink his way, causing him to blush.

"I'd like to go with him. I can tell that this character you're after isn't exactly a normal human." Fury nodded, and pulled up a recording of all the abilities Loki has shown so far on one of the screens that surrounded him.

"Hmph, an Illusionist at best. He will tremble at the magical might an Alicorn can bring to bear. Though that staff of his does cause some worry." Fury was a bit surprised that she passed off Loki's abilities as if they were sub par.

"Really? How so?"

"Even from this recording, I can almost feel the energy coming from the jewel at the head of it. The staff channels it safely, but the jewel itself is what gives it so much power."

"So if we removed the jewel from the staff, everything affected by the staff would return to normal?" Fury asked, intrigued hope colouring his voice. Nightmare nodded.

"Most likely, yes."

"Hmm, Captain, suit up. I'm going to talk to Nightmare here to see if anything she knows can help us further." The Captain nodded, and left to put on his suit.

Talks of Magic

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"Wait, that's how you found me?" Fury asked, looking at Nightmare in skepticism. Nightmare nodded, and her horn lit up. A holographic diagram of Fury's body appeared between them. Nightmare pointed just below his heart, where a cluster of magic was.

"Yes, it appears all humans have a degree of magic. Your's isn't as strong as a normal unicorn, but I bet with the right training, you could at least use the basic telekinesis spell and even focused magic blasts." Fury looked at himself, intrigued.

"Magic is real. Great, I'm gonna need to open a new branch just to research it, nevermind learning to defend against anything that is magical in nature." Fury said as he rubbed his temples.

"It's not all bad, you do have me after all. Though learning how to bring out your magic side will be quite difficult. As with unicorns each one has a different way of learning. I'm also willing to bet that there are some individuals who have accessed their magic. But I'm quite sure they live in secret." Fury nodded, leaning back in his seat while keeping his gaze on Nightmare.

"That does sound like something that would happen in this day and age of powered individuals. Still, it would be nice to have a branch of S.H.I.E.L.D. dedicated to magic." Nightmare nodded, but wanted to get back on topic.

"We can figure that stuff out later. There are more pressing matters to attend to I'm sure?" Fury nodded, thinking.

"Yeah, but until Captain Rogers and Romanoff get back with Loki, there isn't much we can do." Nightmare nodded, accepting this. "How about we grab some dinner, my treat." Nightmare immediately took advantage of how Fury had worded his question.

"My, my, already trying to seduce me, hm? I'm aware I'm quite beautiful, but have some patience." Fury looked at her as if she had grown a second head, before shaking his head in exasperation. Nightmare cackled at his state, following him out of the interrogation room they had been in. Many agents looked at their dejected commander who was being followed by a laughing Alicorn in confusion as the two passed by. When they got to the mess hall, Fury made himself a sandwich while Nightmare made a salad, also throwing small chunks of cooked fish into the salad bowl.

Fury raised an eyebrow at this action, and seeing the questioning look Nightmare responded. "While my species is mainly herbivores, we do allow ourselves to eat fish. Mainly the Pegasi do this due to the extra protein needed from how much energy flying expends, but Unicorns and Earth Ponies also do so after acquiring the taste." Fury nodded, seeing the logic. After the two ate, they headed back up to the bridge as Fury had gotten word that Tony Stark, Captain Rodgers, and Romanoff had captured Loki and also recaptured him after his brother Thor had taken him from them, who was also going to be joining them.

As they drew closer, Nightmare told Fury she could feel the output of energy coming from the staff, and how it amplified Loki's magic as well. "He calls himself a God of Mischief, well, let's see how well he fairs against the Goddess of the Night." Nightmare grinned, ready to stop and strip apart any spell Loki might cast while in the custody of S.H.I.E.L.D. Fury looked at Nightmare with a raised eyebrow, but let it pass as they waited at the sealed door where Loki was being led to by several armed agents, the other heros close behind. Both Tony and Thor did a double take at Nightmare, but waited to ask questions as Nightmare glared at Loki with a sadistic grin.

Loki saw this, and passed it off as nothing more than a scare tactic. But as Loki was being led past the laboratory Doctor Banner was working in, Loki was surprised to find that his spell had barely left his finger tips before he was face down on the metal floor. "Come now, did you really think I would allow that?" Loki twisted his head to the black Alicorn, and seeing her horn alight with a magic aura, he grew frantic. He hadn't counted on the horse being able to not only use and detect magic, but be so sufficient with it that she could stop any spell he cast or had already. The only thing he had now was a silver tongue. Sure, he was physically stronger and magically stronger than any human, but this horse had surpassed him magically and his brother surpassed him physically. Together, they could beat him into submission.

He tried to break out of the magic aura holding him, but to no avail. Now with both Nightmare and the guards holding him, he was carried deep into the belly of the Helicarrier, where Fury was already waiting. Nightmare none too gently threw Loki into the massive glass container, and Fury used a control panel to shut and lock it. "In case it's unclear." Fury said, as he walked to a different panel farther away from the entrance/exit of the glass prison cell. "You try to escape," Fury pressed a few buttons on the new panel, then flipped up a glass covering that contained a large red button, "you so much as scratch that glass." Fury typed in a code, opening up a large hole beneath the glass prison cell with air being pulled out the hole at high speeds.

Loki stepped to the edge of the prison, and looked down to see almost pure darkness with very distant lights being the only thing disturbing the darkness. He actually felt a shiver of fear run up his spine as he looked down. No amount of magic would save him from such a fall. "30 thousand feet, straight down, in a steel trap. You get how that works?" Fury asked, annoyance and a bit of arrogance in his voice. Fury typed in a different code, closing the hole beneath the cell. Fury almost smugly gestured to Loki, while saying "Ant". Then gestured back to the button. "Boot." Fury flipped the lid that covered the red button back down.

Loki chuckled, reaching into his many decades of his learning of how to use his silver tongue and swav voice. "It's an impressive cage." Loki said, making it seem like he actually wasn't that impressed. "Not built, I think, for me." Loki smiled internally as Fury took the bait.

"Built for something a lot stronger, than you."

"Oh I've heard." Loki said as he spun his head too straight into the dome camera that he knew was pointed straight at him. "The mindless beast, that makes play he's still a man. How desperate are you? You call on such lost creatures to defend you."

"How desperate am I?" Fury began, but was cut off by Nightmare.

"Not desperate at all, little child. We are simply doing what we must to defend our home. You, on the other hand, are but a toddler throwing a tantrum. Oh, poor little Loki, abandoned by his own kind. Then when given a home, he resents it cause his brother is more liked than he." Nightmare said, prowling along the edge of the cell. Loki barely held back the snarl, but his lip did twitch, causing Nightmare to smirk internally. She had gone through his memories while carrying him, and had plenty of ammo to rule him up.

"We are almost similar in that regard. But even if your subjects did like you, accepted you, that would not be enough for such a power hungry brat."

"Shut it." Loki muttered under his breath, his rage clouding his judgement.

"And this will be nothing but another failure in a long line of failures. Because adults will always be there to punish the child." Nightmare said, making Loki explode.

"SHUT IT YOU HORSE!" Loki was seething, and Nightmare appreciated the grin on Fury's face. Though one word had angered her. With a flash of magic she was inside the cell, and she had kicked him to the floor. Fury was startled, but didn't move.

"Call me that again, and we'll see how well you procreate without the use of that tool between your legs you worm." She said, her horn in Loki's face as she ground her hoof none too gently against his genitals. Loki's face was one of pain and intense fear as he looked up at the powerful Alicorn above him. He could feel the immense power inside her, nowhere near as much as his staff, but loads more powerful than he was. She could wipe him from existence without breaking a sweat, and would take great pleasure in doing so, as if he were nothing but a crumb on a dirty piece of cloth. Another flash and Nightmare was standing next to Fury.

Without another word, the two walked away. In another part of the ship, Natasha was grinning. "I like her." She said as she sat back in her seat, the video feed from the prison cell cutting off. Bruce, Steve, and Thor were just moving their legs, feeling very protective of their man parts at that moment. This also went for every male agent who had heard Nightmare. "Loki's gonna drag this out." Steve said, his tactician mind coming to play while trying to push Nightmare's actions and words from his thoughts. Steve thoughts went to the man who knew Loki the best, which was his brother that was standing not too far away. "So, Thor, what's his play?"

"He has an army, called the Chitari." Thor said, focusing on the task at hand. "They're not of Asgard nor any world known. He means to lead them against your people." Thor said as he uncrossed his arms, turning towards the table Steve and Natasha were sat at. "They will win him the Earth." Thor said as if it was an absolute fact if Loki's plan fell through. "In return, I suspect, for the Tesseract."

"An army?" Steve said, switching his gaze from Thor to Natasha. "From outer space?"

"So he's building another portal?" Bruce more stated than asked. "That's what he needs Eric Selvig for." This caught Thor's attention.

"Selvig?"

"He's an astrophysicist."

"He's a friend." Thor said, displeased that his brother had taken a friend of his for his scheme.

"Loki has him under some kind of spell." Natasha hesitated with her next words. "Along with one of ours."

"I want to know why Loki let us take him." Steve said as he knew Loki's surrender was way too suspicious. "He's not leading an army from here."

"I don't think we should be focusing on Loki, that guy's brain is a bag full of cats. You can smell crazy on him." Bruce said, taking a small amount of satisfaction from how Nightmare had beaten him into submission.

"Have care how you speak. Loki is beyond reason but he is of Asgard, and he is my brother." Thor said in defense of his admittedly deranged brother.

"He's killed 80 people in two days." This made Thor back up a bit in his resolute defense.

"He's adopted."

"I think it's about the mechanics. Iridium, what does he need the iridium for?" Bruce spoke up, trying to think about why and how the stolen iridium works into Loki's plan. A new voice spoke up to respond which came from the direction of the set of doors which led into the bridge.

"It's a stabilizing agent." Tony Stark said before turning to talk back to Agent Coulson who was by his side in a quieter voice. "I'm just saying, pick a weekend, I'll fly you to Portland." Coulson nodded, and walked in another direction. "Keep love alive." Tony then turned back to the others while speaking loudly once more. "It means the portal won't collapse on itself like it did at S.H.I.E.L.D." As Tony walked past though, he paused. "No hard feelings Point Break, you've got a mean swing." Tony tapped Thor's upper arm, making the God of Thunder look at him questioningly.

"Also, it means the portal can stay open as wide and as long as Loki wants." Tony said as he stood in Fury's spot, looking back at them before turning forwards. "Uh, raise the mizzenmast. Jib the Topsails." Every agent looked at Tony with a bewildered expression. Tony then pointed at the farthest most console to his right and spoke out. "That man is playing Galaga," Steve was confused and tried to look at where Tony was pointing, "he thought we wouldn't notice… but we did." Tony looked down to his left, hesitated, then put his left hand up to his eye. "How does Fury even see these?" He asks, turning his head to look behind him.

"He turns." Agent Hill said, standing a bit behind Thor with her arms crossed, totally not to observe his ass or anything of the sort.

"Sounds exhausting." Tony said, turning to the right 3 screens. "The rest of the raw materials, Agent Barton can get his hands on pretty easily." Tony said as he swiped on the right most screen, then tapped a few things on the middle screen. "Only major component he still needs is a power source," Tony said as he moved to the left three screens. Tony tapped on the screen, making a trilling sound come from it, "of high energy density." With almost expert ease, Tony planted a bug right underneath one of the screens as he turned back to the others. "Somethin' ta," Tony snapped his right fingers, then his left, before clapping his hands together, "kickstart the cube."

"When did you become an expert on Thermonuclear astrophysics?" Agent Hill asked rehtorically.

"Last night." Now she was surprised/skeptical. "The packet, Selvig's notes, the extraction theory papers, am I the only one who did the homework?" Tony asked as he walked up to the table, his arms out as if to ask if any did what he had done.

"It appears you are." Everyone stopped dead as Fury and Nightmare walked into the bridge. "Then again, I was not given such so I would not know." Nightmare shoots Tony a playful smirk. Tony was flabbergasted once more by the sight of the Alicorn, as was Thor.

"Stark, Thor, this is Nightmare Moon. As of now, S.H.I.E.L.D's primary source of intelligence on magic." Fury said, shooting Stark a challenging smirk. If felt good to finally know something that the pompous genius didn't know.

"Magic? She can do magic?" Thor asked, curious. Nightmare's horn lit up and suddenly the whole table, which had been bolted to the floor, was ripped up and held high above their heads. Nightmare blinked, looking at Fury who was looking at her in a scowl.

"I can fix that, just a quick localized time reversal spell." Nightmare said a bit sheepishly, putting the table back and, like time was being reversed, the floor and table returned to how they were before. All were shocked at the display.

"She just made time bend… to fix a table." Agent Hill pointed out, completely baffled.

"Normally I would use a spell that fixes glass or wood in a similar fashion, but metal has always disagreed with that spell, hence why I used the one I did." Nightmare said as if it was the most normal thing in the world.

"Well… she's magic then." Thor said, casting a glance at her hooves and horn, and turned his body slightly so that she wouldn't have direct access to his manhood.

"If I may, I think I have a way to track down the Tesseract, but I need the staff you brought back with Loki." Nightmare said, making Bruce and Tony look at her skeptically.

"How? Wait, let me guess, you're gonna use 'magic'." Tony said skeptically with annoyance creeping into his tone.

"Precisely. The jewel of Loki's staff holds immense power. Channeling that power into myself, I can extend my magic detection reach, quite possibly, to the whole world. You'd have your cube, your prisoner, and we stave off a war. A win-win situation if I do say so." They all just stared at her, bewildered expressions on their faces except for Fury's.

"I believe her, that's how she found me." Fury said, making everyone look at him like he grew a second head.

"Humans, like ponies, apparently have a degree of magic inside them. Some are stronger than others. For example, Thor's magic is quite great, almost on par with my own. And while he has channeled it, he has yet to truly tap into himself." Thor was puzzled, and looked at her questioningly.

"Yeah, well, he's not exactly from Earth." Tony said, staring at her with a deadpan expression. Nightmare nodded, kinda expecting that.

"Understandable, but my statement still stands." Nightmare said, making herself look haughty.

"That doesn't matter, what matters is that Ms. Moon here can potentially pinpoint the location of the Tesseract, short of Barton shaking himself loose of his mind control, we're not gonna get a clear location of where it is." Nightmare paused at Fury's last sentence.

"Wait, one of your agents is under a mind control spell? Well why didn't start with that?! I could have found him ages ago!" Fury and Natasha whirled to look at her in shock.

"What do you mean?" They asked at the same time.

"A mind control spell puts the one it has been cast on into a dream-like state. Think of it as dream walking without actually being asleep. Since I specialize in dream magic…" Nightmare trailed off, seeing if any of them knew where she was going with her explanation.

"You can find his 'dream' and find out where he is." Natasha finished, hope filling her being. Nightmare nodded with a smirk.

"I shouldn't be just a moment." Nightmare said, closing her eyes. Her horn, instead of glowing the same aura it usually does, made the engraved part of her horn glow white, with a white orb at the very tip.

Of Minds and Dreams

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Clint Barton could only watch through the massive screen in front of him as he watched the thing in control of his body board a Quinjet. He wanted control of his body back, he wanted to warn Nat, he wanted to do so many things but no matter what he couldn't wrest control back. "Ah, this type of mind control. The most mentally damaging type in my opinion." Said a female voice, that hadn't come from outside. Clint made a quick 180, and looked in surprise at the alien horse he had left behind at the blown up Shield base.

"Who the hell are you?" Clint said defensively, readying himself for a fight.

"Relax, draw too much attention to me and the spell will detect my intrusion. I came here on behalf of Nick Fury and Natasha Romanoff." Clint was a bit skeptical, but Fury had tried to recruit crazier.

"Alright, now, I need you to tell me where you are, and where is the Tesseract?" Clint relaxed more, knowing that Fury still wanted the Tesseract out of dangerous hands.

"The Tesseract has been moved to New York, as for me, I'm boarding a Quinjet to attack the Helicarrier. You have to warn Fury." Clint said, turning back to look out the screen.

"Okay, I can't break the spell as is, but once we meet, I can break it then. Stay strong Barton, and know this, all of this is Loki's fault. What this spell is doing isn't you." Nightmare said as she turned to walk out of the dream realm. However, when she had entered the mindscape, the spell had begun trying to find the intrusion. And at her moment of leaving, it had found her and attacked brutally.

Back on the Helicarrier, Fury and Natasha were watching Nightmare carefully, not exactly sure what to watch or wait for. At the table, Steve and Tony were talking. "What do you think Cap? About her." Tony asked, gesturing at the Alicorn.

"She seems to want to help. Why, I still don't know. I don't know her past, or anything about her really. I was just as surprised as anyone here when I first saw her. So I can't really say anything about her." Steve's mind flashed back to that wink she had sent his way, and felt his face get a bit hot. "But I think I can safely say she doesn't mind exploring outside her own species." Tony blinked, not expecting that at all.

"And how can you say that so surely?" Tony asked, ever the gossip guy. Steve was about to try and dodge the question, though his attempt would have gone horribly, when Nightmare screamed out in agony, her eyes flying open to show glowing white eyes. Her wings shot out, smacking away Natasha who had been closest to Nightmare. Nightmare screamed for several seconds, before collapsing on her side. Fury was the first one to check on her, putting his hand on her neck to check for a pulse. After several moments of searching, he sighed in relief and looked up at the others after taking his hand away from her neck.

"She's alive, unconscious, but alive."

"What the hell was that?" Bruce asked, concerned.

"I don't know. If I had to speculate, the thing that has Barton under control attacked Ms. Moon. And until she wakes up, we don't know anything. Stark, Doctor Banner, back to Plan A. See if you can track the Tesseract by analyzing Loki's staff." Fury said, picking up Nightmare's limp body. He had a bit of trouble with her wings, as they had also fallen limp. Eventually he adjusted her so he held her like one would a large dog, her neck hanging down against his back over his left shoulder. Thankfully her mane still moved like a cloud, so Fury was able to push it out of his way fairly easily.

Everyone on the bridge watched as Fury carried off Nightmare, Natasha close behind. Natasha felt like Nightmare was her best way of getting Clint back, and she would be damned if anything happened to her before she was able save Clint.

Loki sat in his cell, staring at his hands. He needed to rile up the beast before Barton attacked, otherwise his plan would fall apart. It had started to when that damn horse interrupted his spell. 'As long as she is here, I can't do anything.' Loki thought, his scowl deepening. 'And how dare she lay her filthy hooves on me! I think she'd make a nice new cape after all of this is said and done.' Loki then shot up, seamingly to stare straight ahead.

Loki then grinned as it seemed he would be able to get his plan back on track after all. He would have to be careful though, with the greater distance he needed to put more power into the spell which would make it more noticeable, even to a mortal. Loki closed his eyes, and began concentrating. Soon a small ball of green mist formed between his hands. Loki was beginning to sweat, but didn't stop. After a few more moments of fortifying and adding a few more components to the spell, he sent it off. Loki gasped, sweating profusely.

Bruce and Tony were in the lab Bruce had been brought to earlier. Bruce was waving a scanner over the jewel part of Loki's staff/spear. The scanner was letting out rapid beeps like a Geiger Counter but a lot deeper. Bruce looked from the staff to the screen above it and spoke. "Yeah, gamma readings are definitely consistent with that of Selvig's reports for the Tesseract. But it's gonna take weeks to process."

Tony, who was across the lab, walked up to a black box that had it's lid propped up by a glass pane. At Tony's approach however, the glass pane turned blue and a screen appeared on it. "If we bypass their mainframe and direct route to the Homer Cluster we can clock this at around six hundred teraflops." Tony said as he tapped and slid a few things around on the screen. When he finished speaking he began walking towards Bruce. Bruce let out a chuckle before responding.

"Heh, All I packed was a toothbrush." Tony let out a chuckle himself before making a suggestion to the scientist.

"You know you should come by Stark Tower sometime. Top ten floors, all R&D. You'd love it, it's Candy Land." Bruce's once small smile turned into a frown.

"Thanks but last time I was in New York I broke…" Bruce hesitated before finishing. "Harlem." Bruce could still barely remember seeing the aftermath of his fight with Emil Blonsky on the news, and he cringed inwardly. Tony could see this, so he tried to alleviate any fears while walking behind Bruce.

"Well, I promise a stress-free environment. Tension. No surprises." Tony pressed a small metal rod into Bruce's midsection which let out an electrical discharge. Bruce turned to face Stark as he lightly winced from the sudden pain like he had been pinched there.

"Ow!" All Tony did was lean in, looking his face over.

"Hey!" Steve said as he walked into the lab. Tony, ignoring him, just asked Bruce one question.

"Nothing?"

"Are you nuts?" Tony answered swiftly and quite worryingly while turning his head to answer Steve before looking back at Bruce.

"Jury's out. You really have got a lid on it haven't you? What's your secret, mellow jazz, bongo drums, huge bag of weed?" Steve, who could hardly believe what he was hearing, spoke.

"Is everything a joke to you?"

"Funny thing." Tony responded. Tony heard the soft chuckle Bruce gave, finding Tony's demeanor childish and refreshing. With everyone walking on eggshells around him, it was a nice change of pace to have someone like Tony be able to joke around with him, even if it was a bit at his expense.

"Threatening the safety of everyone on this ship isn't funny… no offense doc." And back to the eggshells.

"I- it's alright. I wouldn't have come aboard if I couldn't handle," Bruce cast a glance at Tony, "pointy things." Tony left out a soft snort as he walked away from Bruce. "Speaking of which, how's she doing?" Tony and Bruce paused what they were doing to look at Steve.

"Resting. Natasha is going to interrogate Loki. Whatever hit Nightmare, hit her hard." Steve said after a moment of thought. "I think out of all of us, Natasha and Fury were hit hardest when she fell." Steve shivered himself, that scream would haunt his dreams for a while.

"Well yeah, she was their best shot at Agent Barton." Tony said, still not liking even the idea of magic. Heck, how is he supposed to defend against something that has no recorded weakness? If he faces magic in the future, he'll need to make his suit resistant to it, at the least. Heck, not just his suit, himself as well. Freaking mind control spells, how was he supposed to combat that?!

"Actually, I think they are starting to look at her like she is one of their own. She's clearly shown she is willing to help them, her past is… a bit messed up, but I think they see potential in her." This got the billionaire's and super soldier's attention.

"You know of her past?" Tony asked, intrigued.

"Told me and Natasha herself. From what I could gather she was a co-ruler of some civilization but her sister hogged the spotlight. Nightmare got jealous and eventually enough was enough. They got into a fight, with her sister banishing Nightmare from her home."

"So she wants to be appreciated for her share of the work?" Steve asked.

"Which is exactly what she has been getting here when she started helping us. She isn't evil, she just… feels unloved and underappreciated for the work she does." The room was silent for a while, thinking this over.

"So she's an emo teen no one understands?" While Steve glanced at Tony questioningly, Bruce just sighed. "Doesn't matter, soon I'll have everything S.H.I.E.L.D. has on her and the Tesseract." This made the two turn to the billionaire.

"What?" Steve said, not liking where this was going.

"Let's just look at the facts. Fury said he wanted to use the Tesseract to power the world. So why didn't he come to me, the biggest name in clean, sustainable energy? In fact, what is Shield doing in the energy business anyways?" Steve scoffed but Bruce gave his own slice.

"Steve, you gotta admit that that is at least a little fishy. Why call Tony in now? Not then? I'm pretty sure we know the answer that we don't like, but without hard evidence, we can't exactly confront Fury about it." Steve, though reluctant, had to admit that something was off.

"Keep tracking the Cube." Steve said as he went off to find his own evidence of their claims.

Attack on S.H.I.E.L.D.

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Nightmare was abruptly awoken to the sudden lurch of the Helicarrier, the sounds of an explosion, and alarms beginning to blare throughout the Helicarrier. "No, I'm too late." She rasped as she tried to stand. A pounding headache was making it hard to think, and the alarms certainly weren't helping. She tried to climb to her hooves, but the Helicarrier lurched again, making her stumble and fall once more. Seeing that standing wasn't an option, she opened her wings and began to hover.

No longer affected by the shifting of the Helicarrier as it tried to right itself, she took stock of what she knew and what she could do in her current state. The Helicarrier was most likely falling from the sky, or was on its way to doing so since she hadn't felt weightless when she awoke. This meant there was still time to save the flying fortress. She gathered her magic, forcing it through her headache, and opened the door. Flying into the corridors, she headed straight for the bridge.

She was thankful the corridors were quite wide, though what they had in width they didn't have in height. If it was anypony who wasn't a trained professional, they would most definitely over-correct themselves and either fly into the ceiling or crash into the floor. While she wasn't as good a flier as her sister, she was still a cut above the rest. On her way however, she was stopped by a pair of agents pointing guns at her. "Out of my way, I must speak with Fury!" She commanded. The two looked at each other, before staring back at her and preparing to fire.

Nightmare had enough sense to erect a magic shield and just in time as the bullets began to ping off of it. However it didn't take much for it to begin to crack. Nightmare cursed her migraine and dispelled the shield as she shot two blasts of magic at the imposters. The magic made the two fly backwards and land on their backs. Their vests were smoking from where the magic had struck them. They got back onto their feet and tried to fire at her again. However Nightmare was already on them, having flown up to them. They barely caught a glimpse of metal shod hooves before they were both knocked out, one hoof to each head.

"You're good, but I'm better." She scoffed at their unconscious forms. She continued on her way to the bridge, but on her way she heard a loud roar that seemed to reverberate throughout the entire Helicarrier. "By my mother, what was that?" She whispered to herself. When she arrived at the bridge, it was in chaos. Smoke was everywhere, some agents were trying to take cover while other agents were taking potshots at the imposters. "Fury!" She called out, shooting out of the corridor and landing next to him.

Fury was a bit relieved that she wasn't harmed, but thought she was now in greater danger. "You need to get outta here, this area is hot."

"You don't think I know that?" She said as she spotted an imposter trying to come into the bridge from one of the corridors. Charging her horn, she sent a blast of magic at them. "You need me, so what's the situation?" Fury wasn't all that surprised the mare could fight, but seeing the guard fly back into the corridor from her magic blast did shock him a bit.

"Turbine three is down, Stark and Rogers are trying to fix it, Doctor Banner has turned into the Hulk, and Coulson is going to check on Loki." Nightmare nodded, then spotted something in one of the rafters and immediately recognized it.

"EVERYONE GET DOWN!" She shouted as she conjured a shield around them and the ship operators. An explosion nearly shattered the shield and Nightmare staggered. Seeing that he wasn't going to be able to puncture the shield, Barton left, not happy he wasn't able to do what he came to do. Nightmare struggled to keep the shield up but a few more sprays from the imposters made Nightmare recoil and cry out in pain, her wings and hooves shooting up to hold her head.

"Hill, watch her. Romanoff, Barton is here. He's most likely going to free Loki, stop him." Hill moved next to Nightmare, and tried her best to help the mentally-magically stressed alicorn.

Loki waited for his prison to unlock, but as the seconds ticked by he frowned. "Damn that mare, she is ruining everything." A minute later, a vent was kicked out, clattering to the steel walkway around his prison. A moment later Barton dropped down with a frown.

"Sorry for the delay, there were some complications." Barton said as he went about unlocking Loki's cell.

"Let me guess, black horse with a horn and wings?" Barton nodded.

"She is truly becoming a thorn in my side, deal with her." Barton nodded, and after a bit of climbing, was back inside the ventilation system. Loki stretched a bit, and flexed his magic, creating an illusion of himself that was about to exit the cell. "Any second now my dimwitted brother shall jump into the thing of his demise." Loki muttered to himself as he waited next to the control panel while cloaked in invisibility. He didn't have to wait long as he heard the thundering steps of his brother. No matter the material, no matter the echo, he knew his brother's steps.

Activating the illusion and opening the door, he made the illusion look like it was just stepping out of the cell as the door opened. "No!" He heard his brother shout before he bolted into the room, and right through his illusion. Loki immediately shut the door with a smirk. "Are you ever not going to fall for that?" He asked as he stepped away from the cell door console.

"Bridge is clear and secured." An agent said as he locked the bulletproof doors to the Helicarrier's bridge.

"Good, Hill, what's the condition of Ms. Moon?"

"She says that her headache is making it difficult to cast magic. Seeing as her horn is her magic foci of sorts, pushing magic through her horn hurts her even more. She needs something to soothe her headache and some light painkillers. After that, she should be good." Fury nodded, and told her to look through the emergency medkits stored under each of the rows of consoles. Hill nodded and left to do as she was instructed. Fury walked up to the mare, and placed a hand on her neck.

"How ya doing?" Nightmare cracked open an eye to stare at him.

"I've been better. I wanted to warn you, but it appears I awoke too late. The spell was a lot stronger than I anticipated, and when it detected my presence, it violently threw me out." Fury grimaced while he nodded.

"Explains why you shouted like that. Gotta say, you have quite the pair of lungs on you. Any louder and we'd have to fix a few windows and screens." Nightmare winced, feeling guilty about that.

"My apologies, it appears my 'Royal Canterlot Voice' had slipped out then." Fury blinked, confused.

"Royal Canterlot Voice'?"

"It is the voice we use when speaking to our subjects. It shows them that we demand full attention and respect. Though my sister used it a lot more sparingly than I did. More than once we had to replace a window due to her Voice." Fury couldn't hold back a chuckle as Hill returned with a medkit and a water bottle. A white, plastic, container with a green plus on it. Setting it down besides Nightmare, she gave the water bottle to Fury and went about searching for the proper things she needed. Fury took off the top of the water bottle and moved the bottle to let Nightmare drink from it.

Though reluctant to accept help, Nightmare allowed Fury to hold the bottle for her as she drank heavily of the clear liquid. She could tell it was heavily filtered from the texture and taste of the water. It was about halfway empty when Fury took it away. Hill finished searching and held up a pill bottle. She retrieved a pill and gave it to Fury. She put the pill bottle back into the medkit and left with it. Nightmare gladly accepted the pill, and washed it down with the water Fury offered.

"You know you probably saved a lot of lives from stopping Barton." Fury commented, as he looked around. "I believe Barton is still in there, and he wouldn't have tried to kill anyone here. But who knows what he would have tried had you not stepped in. Good eye by the way." Nightmare nodded, but still felt uneasy.

"None of this would have happened if I was just a bit faster. Stronger. I could have prevented all this."

"Don't, don't do that to yourself. You did what you could, and you can't change the past. So far there hasn't been any reported fatalities, much less casualties. So far, this is still a win in my book." It was then that his radio crackled to life.

"Sir, Loki has escaped, and has tricked Thor into the cell. I have to stop him before he escapes." Fury immediately answered back.

"Coulson, no, wait for backup. Loki is too much of an unknown." He got no reply.

"We need to help him." Nightmare said as she forced herself to stand. Fury wanted to protest but she cut him off. "Your agents don't know how to deal with magic, I do. Sending anyone there to help Coulson would be sending them into the unknown. I know magic, and you know the Helicarrier. We're his best shot." Fury struggled to find a way to argue but cursed when he knew she was right.

"Alright, let's go."

Celestia paced back and forth in the throne room, many emotions flowing through her. The moon no longer had the visage of her sister, yet she was nowhere to be found. She didn't even feel the magical presence she would exude. She… she didn't kill her sister, did she? Had the moon simply spat out a corpse she had yet to find? She stopped at that thought, and tears threatened to spill from her eyes. What had she done? She hadn't sent her sister to cool off, she sent her to her demise. 'You can bring her back, you just have to be strong enough.' A voice tickled the back of her mind.

Celestia ignored it, but the voice gradually wormed its way into her, slowly making it seem like a viable idea. She would get her sister back, one way or another. With that last thought, her beautiful magenta eyes turned orange and her pupils became draconic.

Avengers Assemble: Part 1

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Nightmare and Fury bolted down the corridors of the Helicarrier, heading to Loki's cell. It has been a few minutes and already the medicine was taking effect. While she still has a minor headache, it was far less bothersome than before. The two rounded a corner, just in time to see Thor, who was trapped in the cell which had a massive splintering crack on one of the curvered panes, drop out of sight. The two were frozen in shock until they heard Coulson's weak voice.

"You're gonna lose."

"Am I?"

"Yes, you are." Nightmare said as she and Fury stepped into the room, Fury raising his pistol as Nightmare charged her horn. Loki just rolled his eyes.

"Please, as if the likes of you can-" Suddenly, there was a loud discharge of energy, and Loki was thrown through a thick metal wall. Fury looked at Nightmare who shook her head.

"That wasn't me." They look to Coulson who had an experimental rifle in his weak grasp. Fury took it away, careful not to touch the steaming barrel.

"He was getting on my nerves." Coulson gave out a chuckle which quickly turned into a hacking cough, blood spurting from his lips. Nightmare's eyes widened as she saw this, and then looked at the growing red stain on his suit. Tears began to well up in her eyes as she looked to Fury for help.

"Hey, stay awake. Eyes on me." Coulson shook his head, knowing his fate.

"No, I'm clocking out here."

"Not an option."

"It's okay boss, this was never going to work," Coulson took a deep breath to continue, "if they didn't have… something… to. . ." With that, Coulson's eyes fell as his body slowly went limp. Fury lowered his head, rage and sorrow filling his being.

"No, no no no no, NO! I won't lose anyone else!" Nightmare shouted as she shut her eyes, her tears turning into white glowing drops as her horn burned brighter and brighter. Magic began to seep into Coulson's body, but Fury couldn't see the changes. After several moments, Coulson's body began to glow. Then, he was gone. In his place, was a pony like Nightmare, but he lacked a horn. While there were a pair of wings, they were not the same as Nightmare's.

They were leathery like that of a bat's wings. His coat was a light grey color and his mane and tail were kept a medium brown. Fury was shocked, and from the looks of it, so was Nightmare as she opened her eyes to see what she had done. The thestral slowly opened its eyes, as if it was the first time it had even opened them. "Ugh, I feel like I was hit by a truck." The stallion said in Coulson's voice.

"Oh you were hit by more than just that." Fury said as she looked at Nightmare's smoking horn. Coulson tried to stand but like a newborn foal, he couldn't and let out an 'oof' as he fell back down. "Easy there, and try to stay calm." Coulson was confused until he was able to fully open his eyes. The first thing he saw was his short muzzle, then his hooves. Slowly two and two came together.

"Sir… did she…"

"Yep."

"... At least I'm not dead. Still want Captain America to sign my cards." Coulson muttered out that last part as he tried to stand once more. Nightmare was by his side instantly, the instincts she had gained from ruling coming back at that moment.

"It's alright my little pony, take it slow." Coulson paused, and looked at her oddly. Nightmare realized what she said and blushed. "Sorry, old habit. Though, technically you are a little pony to me and Fury." Fury gave a quiet snort as Coulson gave her as much of a deadpanned look as he could make at that moment. With her help, Coulson was able to get to his hooves. "Seeing as you are used to your bipedal stance, it will take some time to learn how to walk, much less stand, like a pony." Nightmare then turned to Fury. "You should keep this need to know only. As far as anyone is concerned, Coulson is dead. Until we can find a way to explain this, his existence might harm my public image."

Fury nodded, knowing he didn't want people freaking out over a nonexistent invasion of pony body snatchers. "You're right. Sorry Coulson, but it's time to disappear." Coulson nodded sadly, knowing the date Tony was trying to help set him up with was now out the window. Heck, he didn't even know if his date would have been okay dating outside her own species! Speaking of which. Coulson looked underneath him and blushed.

'Well, at least one good thing came out of this. Though the only woman who can take that will be a size queen.' Coulson thought as he looked at his sack that was somehow perfectly hidden from behind by his new tail. While still in his new sheath, he could tell from his increased testicle size that his output has been drastically increased. Nightmare noticed his staring and lightly shook him. His head shot up, his face covered in a blush from being caught.

"Males." She giggled as Fury, Nightmare and the transformed Coulson walked out of the cell and towards the med-bay, Fury making sure anyone ahead of them didn't see Coulson. Eventually they got to the med-bay without incident, left him with a doctor who was sworn to secrecy, and made their way back to the bridge. The two were silent until Nightmare spoke up. "What shall we tell the others?" Fury was silent until he looked down at her.

"He's dead. Loki threw him off the ship after stabbing him through the chest. He then used an illusion to escape." Nightmare nodded, and put on her 'princess mask'. Fury did the same, putting on a solemn but resolute mask that not even Black Widow could have seen past. "We need to make it more impactful." Fury added, knowing that just, Coulson's 'death', would not be enough.

"What did you have in mind?" Nightmare asked.

"Go back to his clothes, dispose of them. Then teleport back to me. I have to get some things." Nightmare nodded, and the two went separate ways. Nightmare wondered what Fury was retrieving but didn't dwell on it.

When Nightmare returned to Fury, she saw Tony storm out of the bridge, with Steve following not long afterwards. Nightmare peered at the table, and grimaced. A few cards featuring Steve in his trademark suit were splattered in what seemed to be blood. "Grim, but effective." Nightmare whispered to Fury. Fury nodded, and returned to his place in the center of the bridge. "I give it less than half an hour." She says, and Fury chuckles.

"You know where they're going before they do?" Nightmare nods.

"A city, I think Agent Barton called it New York? They will open the portal there." Fury frowned at that information.

"Helmsman, set a course for New York. Hill, get everyone to battle stations and those that know how to fly a jet ready to do so." With their orders given, they went to work. "They'll need your help." Fury says after a few minutes of silence. Nightmare looked up at him, curious.

"But what about keeping me a secret from the general public?"

"A lot of people know about Thor, social media spreads everything like a wildfire. After this, a whole city will know that aliens exist, and they aren't all friendly. I don't fully know what you're capable of or what your intentions are, but I know you don't want innocent lives to get hurt. And that's enough for now. If we somehow save the day, maybe you can act as a diplomat for your species. When or if you find a way home, I know you will want a way to come back here."

"A bridge between our worlds." Nightmare offered. Fury nodded in confirmation as he crossed his arms behind his back.

"I believe we will both have a better chance at defending our worlds if we work together. This will definitely not be the last time aliens find interest or some madman wants to take over the Earth. Your help would be greatly appreciated. I don't have any grand illusions, but I think we could have a more prosperous future." Nightmare smiles, and stands on her hind legs, wrapping Fury in a hug. Fury was surprised, not expecting that at all.

"I believe that as well." Nightmare whispered, before stepping away. With a flash of her horn, she was gone.

"Sir?" Hill asked, Fury still a bit stunned.

"Let her be. We'll need all the help we can get. Just make sure none of our pilots accidentally target her." Hill nodded, and continued to give her orders. Fury faintly smelled something, before sniffing his black trench coat. "Nightshade, why am I not surprised." Fury lightly chuckled before looking solemnly at the horizon outside the front of the Helicarrier. New York could be seen slowly growing bigger. A minute later, there was an alert as he could see Iron Man, Nightmare, and a Quinjet fly off towards New York.

"We have an unauthorized departure from Bay Six!" Fury nodded, before turning away to get ready himself.

Earlier

"Son, just don't." Captain America said as he, Black Widow, and Hawkeye board the Quinjet. The engineer simply steps off the aircraft, not wanting to pick a fight between two assassins and a super soldier. As the three strap in and prepare for take off, there was a flash of light and they turned their heads to see Nightmare Moon standing at the entrance to the Quinjet.

"Aww, don't tell me you were leaving to party without me?" She asked with a smirk. Black Widow grinned, liking the sass.

"You can fight?" Captain America asked, skeptical.

"I've fought for my country many times, griffons, diamond dogs, even dragons." Her horn glowed, and suddenly a long scythe appeared next to her as well as more armor covering her body. The blade's end was shaped like a crescent moon, and looked deadly to the touch. Even the barest hint of light made it gleam like it was a piece of the moon. "I'm not some princess playing tough girl. I, am a nightmare." Her eyes flashed white, and all of them felt a shiver of fear run through them.

"Uh, you have no complaints from me." Hawkeye said, not sure how to feel after that little display.

"I shall fly with you, hopefully we will not have to see conflict this day." Nightmare said as she stepped away from the entrance. All was quiet as Hawkeye and Widow continued to start the Quinjet.

"I don't care what any of you say, that was hot." Widow said, making the two men turn to her in shock. "What? She may be another species but at least she isn't some animal." Hawkeye wanted to interject, but knew that once Widow set her mind on something, she wouldn't stop till she got it. After a little while the four were off to New York City.

Avengers Assemble: Part 2

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When Nightmare arrived, she was there just in time to see the cube shoot a blue beam into the sky, where a massive hole began to open into what looked to be deep space. "Oh Maker." Nightmare said as she watched. Soon a swarm of aliens on space chariots come flying out of the hole. A glint of gold captures her attention, and she sees Tony, in his Iron Man Suit, flying towards the hole. They begin to fire at him but with some graceful dodges and returning fire he continues on. A number of small explosions take out a large swath of them, but more still keep coming.

Some are flying towards the street where stunned pedestrians are staring at the spectacle. Seeing this, Nightmare flies into action, putting a shield over the section of street that a number of alien chariots were planning to strafe. The people, realizing the danger, try their best to get out of the streets in a panic, heading into buildings, going into the subway, anything to escape the raining death. The Chitari are confused, wondering why their strafe didn't work.

They turn to see the black Alicorn looking at them with a scowl, and focus their attack on her. Seeing she has their attention, she smirks while closing her eyes. One… two… she could picture them speeding at her, ready to ram her. Three… now! Her body becomes a miasma as multiple lasers blast through where she had been. The Chitari, confused, flies past the miasma. The miasma then suddenly reforms into three dark pegasi, which begin a dogfight with the aliens, dark magic shooting out of their eyes to destroy the space chariots from behind.

After the ships were destroyed, the three pegasi reform into the miasma and then the miasma becomes Nightmare once more. Looking back towards Stark Tower, she sees the Quinjet get shot in one of its turbines from a different kind of laser, and if the power she felt from it was any indication, it was from Loki's staff. The Quinjet begins to crash, and Nightmare quickly springs into action, coming close to the Quinjet she envelopes it in her magic. She can see Hawkeye, Widow, and Cap looking at her in shock. Apparently they didn't think she could carry an entire Quinjet in her magic with the ease she seemed to have. Gliding down to the streets, she gently sets it down in an open space.

The large door in the back opens, and the three Avengers walk out. "Nice of you to finally show up. The aliens are targeting civilians, anything to cause as much confusion and chaos as possible. Tony and I have the sky, you three need to stop Loki, and shut down his machine." Nightmare says, and before any of them could argue or inform her that Thor was battling his brother, Nightmare flies away. The three Avengers look at each other in confusion but eventually agree to go with Nightmare's plan. The three begin to run towards Stark Tower, which wasn't too far away. But soon, they hear something which causes them to pause and look up at the portal.

A massive leviathan comes through, a roar bellowing from its open maw of huge jagged teeth. It seemed that it was being affected by gravity but right before it hit the ground, it suddenly turned and began flying above the streets of Manhattan. One of the leviathan's fins smashed through a statue, as if it was made of sand and not hard stone. As it passed by buildings, Chitari soldiers launched from the sides and latched onto the sides of buildings or crashed through windows, to start killing the people inside.

"Stark, you seeing this?" Captain America asked as he looked up at the flying space monster in disbelief, really wanting to be the only one to see such a massive alien beast of war.

"Seeing, still… working on believing. Where's Banner, has he shown up yet?" Stark asked.

"Banner?" Steve asked, thinking the scientist wasn't going to show up.

"Just keep me posted… and give Nightmare an earpiece when you next see her." Captain America nodded. The three continued to make their way over to Stark Tower, trying to avoid detection. While the two assassins were able to hide easily, the red, white, and blue suited super soldier was very easy to spot. Eventually the three stopped on top of an overpass, hiding behind a turned over Taxi.

"We got civilians-" Hawkeye began to say before he was cut off by the screech of a formation of chariots flying overhead. Cap, with his enhanced vision, saw who was in the lead one.

"Loki." Cap said as the formation began to rain down laser blasts onto civilians in the streets. Multiple explosions from cars and trucks that were hit by the lasers blinded their view of the street. "Their fish in a barrel down there." Cap had to move his head back as a laser flew right in front of his face, missing it by inches. Immediately Black Widow returned fire with her two pistols and Barton moved to take cover behind a different Taxi, grabbing his bow.

Chitari soldiers landed on the bridge, but before they could start to fire at them, Nightmare flew in between the two sides, and lifted the Chitari into the air, along with some rubble. She then crushed them all together into a large ball, with blood oozing out of the cracks. "Insects." Nightmare spat before turning to look at her teammates. "Is everyone alright?"

"Yeah, we could have handled them, but yeah." Barton said, a bit annoyed he hadn't got a chance to kill a few. Though he was thankful that he didn't have to waste his limited trick arrows.

"Good." Nightmare said, landing among them.

"We need to limit civilian casualties as much as possible. I'll try and have the police force coordinate search and rescue. Oh, and Nightmare." Cap said as he reached into a pouch before pulling out a small black device.

"This is an earpiece, it'll allow you to talk to all of us during the battle." Nightmare nodded, glad to have a way to coordinate their efforts.

"I'll try to do what I can against that flying beast, and stop what strafing runs I can. If you ever have need of me, well, you now have a way to contact me." The three nodded, and Nightmare took off once more. She began to fly after the leviathan but saw a familiar gold and crimson figure beside it. Flapping her wings a bit harder, she came up beside Iron Man.

"Any ideas on how to take it down?" Nightmare asks, Jarvis having patched her into Tony's suit.

"Uh, not really. But I think I can at least distract it." Nightmare nodded, and flew closer to the beast. She thought to fly above it, thinking it a blind spot, but soon Chitari began to fire at her in metal foxholes on top of the leviathan's back.

"Damn, they actually thought to defend it's back. While the beast has a blind spot, the soldiers on it don't. Be careful Tony." Iron Man mentally nodded, and positioned himself so as he turned a corner, he would fly past the face of the giant space whale. As he did, he launched a few flares, making it roar in annoyance and begin to fly after him.

"Alright, we got it's attention… What the hell was step 2?" Tony rhetorically asked as he led it higher into the sky, making it so it wasn't hitting buildings as much.

"Hey Nightmare, uh, could use a little help on the overpass." Nightmare heard Widow say over her com.

"On my way." Nightmare said, making her way to where she had been earlier. When she got back to the Overpass, Widow, Hawkeye, and Cap were almost overrun by Chitari. Before she could do anything however, the surrounding Chitauri were fried by bolts of lighting. Her eyes widened a bit as she saw Thor drop from the skies, landing near the other Avengers. "Well, looks like you didn't need my help after all, huh?" Nightmare said as she landed next to Thor, a smirk on her face.

"Oh, I had not realized you had called upon Madam Moon to assist thee." Thor said, not really knowing how to feel.

"We appreciate the assistance nonetheless Thor. What's the story upstairs?" Cap asks, happy for any kind of information.

"The power surrounding the cube is impenetrable." Thor said, a bit pissed.

"Thor's right, we gotta deal with these guys." Tony said as a few chariots flew past.

"How do we do this?" Widow asks, not really prepared for something like this.

"I have been in many wars. Griffons, Dragons, Minotaurs, none could withstand the might my sister and I could call upon. If you can't deactivate the device by physically removing the Tesseract, perhaps I can do it indirectly. And if that fails, make the machine destroy itself. Collapse the floor beneath the machine." Nightmare offered.

"Yeah, uh, no. Do that and we can kiss the city goodbye. With how much energy that thing is generating, the resulting explosion could turn Manhattan into a crater." Tony said through the coms.

"So our only choice is to remove the cube." Cap said before they heard the rumbling of an old motor bike pulling up behind them. To their surprise Banner is the one driving it. As he gets off, the Avengers walk toward him.

"So… this all seems… horrible." Banner says with a bit of sarcasm.

"I've seen worse." Widow deadpans.

"Sorry." Bruce said, a bit regretful.

"No, we could use a little worse."

"Stark, we got him." Cap says, not really liking how Tony somehow knew Banner would get there.

"Banner?"

"Just like you said."

"Well tell him to suit up… I'm bringing the party to you." Stark says as he turns a corner down the street, only for a massive leviathan to come hurtling after him. One of its fins smashed through the corner Tony had flown past, meaning it was gaining on the genius hero. The Avengers got into a battle ready stance while Widow and Hawkeye were just dumbfounded.

"I- I- I don't see how that's a party." Widow stuttered a little.

"Please, Discord posed a bigger threat than this wyrm." Nightmare says, not fazed in the least. All of the Avengers turned to her. "What? That thing is big, but I don't see it re-writing the laws of physics, simply because it is bored. If anything it is akin to a wingless, legless, and less magic resistant dragon." Nightmare jumped into the air, and as Stark passed her, Nightmare focused her magic until the creature was about to swallow her. She then unleashed the magic in the form of a 2 meters in diameter beam that went completely through the beast.

The beast fell from the sky and with the help of Banner, who had transformed into the Hulk, Thor, and an explosive from Iron Man's suit, the three kept the leviathan from crushing them. Instead the beast was exploded in two by Iron Man and Thor pushed the upper section while Hulk pushed the lower section so each section fell on either side of the overpass. "HA-HA! It seems you have hidden your true power from us Lady Moon. After this, I request thee to join me in a sparring match! I have yet to face an opponent like you, and the experience would be quite excellent!" Thor said with a massive smile.

He hadn't forgotten the current situation they were in, but he just wasn't able to keep his younger side from showing after that show of power. Meanwhile, a bit of a ways away, Loki was looking at the killed leviathan with shock and dread. Nightmare wasn't even winded after that attack, from what he could see. "Bring in the rest, and focus on that horse." He breathed out, afraid that if he spoke any louder the horse would spot him.

The Watcher could only stare at this universe, enjoying this story immensely. While he wasn't allowed to interfere, that didn't mean he couldn't watch. However… The Watcher waves his hand to the side, light years moving past in seconds to show Nightmare's home world. The sun was significantly brighter, yet still moved as did the moon. He adored this character, finding a bit of himself within her. And yet, here she was, now the exact opposite of what she once was.

Oh, how he wished he could tell her that her sister was alright, that eventually they would be reunited. But he shouldn't, wouldn't, and couldn't. "I can only hope that Nightmare will be able to quell her sister's raging inferno of a broken heart, and help expel her demons." Watcher said to himself, moving away to check on the rest of the multiverse he was in charge of.

Avengers Assemble: Part 3

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At the death of the Leviathan, all the Chitauri paused in their attack to roar in rage at the 7 heros. Forming a circle back to back, the heros made a show of strength. Hulk, in response to their roars of rage, roared back, making their roars seem pitiful in comparison while looking up at the buildings the Chitari clinged to. Hawkeye knocked an arrow, looking up at the Chitauri as well in defiance. Thor lifted his hammer, giving it a small twirl as he did, a smirk now coming to his face. Black Widow reloaded a pistol, ready to shoot at anything with speed and precision.

Nightmare hovered between Natasha and Steve, her horn lighting up with her magic aura once more. Somehow, her glare was more terrifying than the Hulk's roar or rage, making some of the Chitauri's resolve waver. Captain America adjusted his shield while looking up at the Chitauri infested buildings. Iron Man flexed his hands, readying his repulsors as he scanned the buildings.

Above them, the portal surged as more leviathans came hurtling through, along with dozens upon dozens more of Chitauri chariots. Natasha was the first to spot this and call it out. "Guys." The others turned to look at her, then where she was looking.

"Call it Captain." Tony said, but instead of Steve answering, Nightmare did instead.

"Yes, ask the guy who survived one war, not the millennium old Alicorn who has fought in and won multiple wars." She snarked. They all had to admit, she did have a point.

"Okay, then what's your plan Moonbutt?" Tony quipped.

"Our priority is the civilians and the portal. Natasha, try and see if there is any way to stop the machine holding the portal open. Thor, try and keep the portal blocked with your lightning, keep them from coming through. Clint, get up high and spot out patterns and stragglers. Tony, keep the flyer's focus on you. Coordinate with Clint to stop any and all strafing runs they do. Cap, work with the local law enforcement to herd the civilians somewhere safe and to keep a perimeter around the battleground. Hulk… do what you do best." Nightmare said, causing the Hulk to grin at her before leaping onto a building, smashing a Chitauri soldier with his immense bulk, then back handing another into the building he was clinging onto.

Iron Man picked up Hawkeye and dropped him off high atop a building close by. Captain America leaped off the bridge, rolling off a bus and hauling ass to where he saw a group of police officers trying to get a grasp on the situation. Thor flung himself with his hammer at a steel skyscraper near the portal. Natasha climbed onto Nightmare's back, and together they headed up to Stark Tower. "You know, this is basically the sci-fi version of a little girl's dream." Natasha yelled over the wind as Nightmare blasted a chariot that had been heading for them.

"I don't know what that is, but I'm sure Stark would find it funny." Nightmare replied.

"I do. You two look like the album cover of a metal band." Stark said over the coms. Natasha let out a small laugh as Nightmare landed near the machine.

"What is an 'album'?" Nightmare asked, confused.

"We'll teach ya after this is all over." Tony replied over the coms.

"Less chit chat, more hitting the aliens." Clint said, using his arrows more freely now that he knows Nightmare could always make him some more, saving his trick arrows for the more grouped up aliens or for those forming a strafing run.

Nightmare nods, knowing full well they couldn't hear a nod. Nightmare dropped off Natasha at the machine, and immediately took off once more. Thor was doing a good job plugging the hole somewhat, but he could only put off so much lightning. Whenever the chitauri seemed stuck, the portal would open wider, thus he would need to spread out his lightning making it less effective.

"Thor, it's not working. Go help Steve protect the civilians." Nightmare says over the winds.

"Aye Miss Moon, this damned portal only grows larger." Thor responds, and Nightmare can see him fly off the skyscraper to go help Captain America. Meanwhile she set her eyes on the main prize. Flanked on all sides by an escort of Chitari, Loki did his best to try and kill as many people as possible. Nightmare Moon almost hissed, her cat-like eyes turning into daggers of malice.

"The so-called prince is mine. I'll have his head by the end of this if we somehow fail." Nightmare said to herself, fully aware the rest of the team could hear her. She began flying after the small brigade of chariots, an immediately she was spotted. The chitauri spoke in their weird tongue, and opened fire on her. Loki turned to see what they were shooting at, and he felt a bit of urine escape him at the murderous look on the alicorn's face.

She either dodged the laser blasts or dispelled them with a swipe of her scythe. In Loki's mind, she was the splitting image of the being the mortals called 'The Grim Reaper'. Loki thought he would go out many ways, but death by a horse demi-god was not one of them. Soon she was on the rear most chariot, and her scythe cut through the two chitauri on it like they were nothing.

She stuck the scythe into the chariot, and swung it so the chariot came off in just the right way that it smashed into 4 others to the left. She saw Loki staring at her, and she smirked. She then did the universal 'I've got my eyes on you' gesture. Immediately Loki tried to have the chariot he was on go faster. Nightmare cackled inside her mind, and so did Luna.

Iron Man, who was currently being chased by a trio of chariots, saw this and whistled. "Damn, that horse knows how to fight." Tony said. "I have no idea where she comes from, but I know for a fact I wouldn't want to mess with them if their princesses alone can fight like she does."

"Aye, she must come from a mighty warrior race, similar to my own. I wonder what father would think of her." Thor responded as he used his hammer to deflect a laser blast that would have hit a mother and her child as they ran into the subway.

"Hey, fight now, gawk later." Clint said with an annoyed tone as he fired another arrow into the skull of a chitauri piloting a chariot, causing it to crash into another one below it.

"You'll have plenty of time to do that once we've dealt with Loki." Said a new voice as a flying V of fighter jets roared by, strafing a group of chitauri.

"Took you long enough, Fury." Nightmare said, throwing her scythe like a razor disk, splitting a chariot in two diagonally.

"We're running on three and a half engines, cut us some slack." Nick Fury said a bit jokingly, trying to get as many fighter jets into the fight as possible. "We'll handle the perimeter, you focus on those flying whales." Fury said before Hill called out to him which could be heard over the coms, though faintly.

"Sir, the council wants to speak with you."

"Alright, you handle things here."

"Nice to have some help. Tony, you should go help Natasha figure out a way to close the portal." Nightmare said as she was only a few chariots away from Loki.

"I have copied that." Tony quipped, finishing off the last chariot that was chasing him then flying up to his tower to help Natasha.

"While you're coming here Stark, I need you to bring me a little present. Selvig's awake, and he built a fail safe into the generator. But to access it, we need the staff."

"Sweet, we should have this wrapped up by lunch then." Tony joked once more, using his scanners to locate the staff. Surprisingly, it wasn't with Loki, but on his tower's balcony. On his way though, he was barraged from the side by a large group of chariots. He could feel himself being knocked out of the sky only to suddenly halt just before hitting the ground.

"Tony, are you alright?" Nightmare asked, tapping his faceplate with a hoof gently.

"Ugh, yeah, though that hit is making my battery and the backup to drain quickly. I don't have enough energy to fly." Tony said as he tried to get up.

"Do you have any more armor to wear in your tower?" Nightmare asked.

"None that are battle ready, unfortunately. I can still help Nat though, just get me inside." Nightmare nodded and with her magic she levitated him to the entrance to his tower, and dropped him off there.

"Okay everyone, Stark is out. What's everyone's status?" Nightmare asked. She heard a grunt come from Clint.

"Bastards finally found my nest, need a new one."

"Me and the local authorities have almost got all the civilians to a safe location. Hulk and Thor are taking down the leviathans." Nightmare nodded at this.

"Alright, I'll go help Clint find a new spot. After that, I'm finding Loki and showing him the true terror of the night." Nightmare hissed out that last part as she headed to where Clint was.

"We've got bigger problems, there's a nuke heading towards the city." Fury said as Nightmare could see something large and fast heading towards Stark Tower in the distance.

"A nuke?" Nightmare asked, not liking the sound of it.

"A bomb, one that will turn the whole city into a crater." Stark said with dread.

"WHAT?! WHO IN THEIR RIGHT MIND WOULD ORDER SUCH A DEVICE BE USED HERE?!"

"A bunch of idiots, that's who. It will detonate in 5 minutes. I'm sorry Nightmare, it's over." Fury said, sounding resigned to their fate.

"No, I don't believe that." Nightmare said, thinking hard. She looked up at the portal and got an idea. "Actually, it might be the one thing we need to help us end it. Keep the portal open until I say so." Nightmare commanded, flying after the nuke.

"Nightmare, you aren't about to do something that I think you are, are you? If so then you know that's a one way trip."

"That's what I first thought about my trip to my moon." Nightmare said with a melancholy smile.

"... Godspeed Miss Moon. It was an honor knowing you." Fury said while hanging his head.

"Tony, Natasha, you better be ready to close it on my order."

"We will be, don't you worry about that." Tony said, sounding a little out of breath.

"Hey, when you get back, drinks are on me." Natasha said with finality. Nightmare chuckled, nodding.

"I'll hold you to that." Nightmare said, stopping in place a little before the nuke passed her. She then flew after it with everything she had. It was incredibly fast, so even she had trouble keeping up with it. Using her magic, she slowly adjusted its trajectory so it would slope up into the portal. "Almost… got it." Nightmare grunted as she flew with the nuke. Steve watched as the two passed by overhead, his breathing heavy.

Nightmare barely caught a glimpse of Tony and Natasha holding Loki's spear, aiming it at the portal generator as she sped by them with the nuke. Nightmare took a deep breath, and prepared to face her end. 'I'm so sorry sister, but hey, we always wanted to go out with a bang.' Luna and Nightmare thought together as they journeyed into the void of space.

"Huh, didn't think she had it in her." Discord said, as he shared some popcorn with The Watcher.

"Which one?" The Watcher asks the Spirit of Chaos.

"Both, actually. I never expected Luna's 'death' would be the one thing to break the pony's back, but here we are. And Nightmare Moon, sacrificing herself for the greater good? Oh, it's so chaotic that, I might actually be able to take a break and simply enjoy watching." Discord said with a smile as he took a bite out of the popcorn and the bag itself, both now made of cake.

"You'll eventually intervene, I know you will. It's in your nature. Unlike me."

"Yeah, you only intervene when an android comes to kick your ass." Strange Supreme added, holding the prism in one hand and a martini in the other. The Watcher groaned, not believing he eventually agreed to let Strange watch with them.

Avengers Disassemble

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Cold, the oh so familiar cold surrounded Nightmare. It was like the embrace of an old friend for her. Like before, when she had been sent to the moon, just before entering the portal, she had cast a spell which allowed her to breathe even through the absence of air. But her senses were not focused on these things. No, they were focused on aiming the nuke at the warship in front of her. Nightmare's eyes were wide as she stared at it. It was utterly massive from what she could tell. The leviathan coming from it looked like mere slugs compared to its immense size.

With how many could be stored on the warship… Earth didn't stand a chance. No world did. If that warship came to Equestria… it would actually be easier, as her sister could just throw the sun at it, or herself her moon. But Earth, it had no such defensive measures that wouldn't mean mutual destruction. She hadn't realized she had let go of the nuke until she was staring back at the portal. Her magic surrounded her body, and propelled her towards the portal. A few seconds later, light appeared at the corners of her vision. Turning her head, she watched the rapidly growing explosion. The light was intense, almost like staring at another sun. She tried to propel herself faster. "Close it!" She yelled, not knowing if the others could even hear her. As she passed through, the portal began to close.

Turning as she felt affected by gravity once more, she watched as the portal closed. The blast was dangerously close to reaching the portal before it closed however. It had been close… but they had won. However she had a feeling… This was only the beginning.

Loki struggled to move, his body wracked with pain. How dare that filthy monster lay a hand on him! Much less through him around like a marionette! As he tried to get up the stairs to the elevator, he felt many stares on the back of his head as shadows fell over him. Turning, he came face to face with those that had ruined his plan. "If it's all the same to you." Loki paused to take a few breaths. "I think I'll have that drink now."

Nightmare snorted, and slugged Loki across the face, leaving a large gash and him knocking out. Hulk grinned at the pony, liking her style of things. "Alright, someone pick him up. We can stand around posing up a storm later." Tony said as he went towards his mini bar to get a drink. "By the way, feel free to clean up." He added as a quip.

"Pour me one too. Really need it after today." Clint said as he followed Tony to the mini bar.

"So who gets the magic wand?" Romanoff asked, hefting the gold spear.

"I shall take it. There are still many layers of Loki's magic around it, and other magics, that I will need to untangle from it before anyone can wield it safely."

"Other magic? You mean magic other than Loki's?" Thor asked, surprised.

"Yes, I can't identify it right now, as whoever placed these spells knew to hide their tracks expertly. It will take me many days to identify the spell which has been put upon this weapon, weeks before I can possibly identify the magic signature, and months more to remove the magic surrounding it." Nightmare said as she levitated the spear out of Natasha's hands.

"That sounds like hacking. Magical, maybe, but hacking nonetheless. I might be able to help." Tony said, looking over the spear, no longer as some kind of old, very powerful, alien weaponry, but as a mystery to unwrap. The jewel was one thing, but if he could figure out how to do magic, combining it with his tech would be invaluable. The possibilities were infinite!

"Hmm, if this 'hacking' is how you use your technology, then maybe you could be of some assistance." Just then, there was a ding. The elevator opened, several people came out with cases, and began packing things away. But when one tried to take the scepter, Nightmare moved it out of reach. "This artifact shall be staying with me until further notice. It is too dangerous in anyone else's hooves." Nightmare paused, then looked at their hands. "Or hands."

The Shield agent faintly sneered but knew he wouldn't be able to do anything against something as powerful as this horse. He knew his true superiors weren't going to like this.

A while later, the Avengers got together once more to see off Thor, Loki, and the Tesseract. While Nightmare understood it was simply too dangerous an artifact to be left on Earth, she still wished she could have used it to figure out a way to her world. Maybe Thor's father might be able help her if he is that merciful. At least she was entrusted with Loki's staff, as Thor pointed out earlier that with magic that surpassed any he had seen, it was best left in her possession.

Eric Selvig pulled a capsule-like device from his van, and handed it to Thor as Loki looked at it with small glare. Though the glare seemed to be there regardless, as ever since he had woken up, he had been glaring, as a metal device had been put around his mouth at Nightmare's request. She didn't want to hear the angry or taunting spiels of 'a foal denied their dessert'. While the terminology was weird to Thor, as well as the rest of them, he had understood the basic idea. Tony kneeled down, and opened a metal case which housed the Tesseract. Carefully Bruce picked it up with a pair of tongs, and carried it over to Selvig who had opened the capsule.

Bruce gently set the cube inside, and Selvig closed the capsule. Bruce stepped away as Steve looked suspiciously at the cube. He had not forgotten the first time the cube's real purpose had been used by accident. Thor stepped up to Selvig, a sad smile on his face as he clapped the smaller man on the shoulder. "It has been good seeing you my friend, though I wish it had been under better circumstances. Tell Lady Jane I wished I could have seen her." Selvig nodded as Thor stepped back, now holding the capsule.

Natasha leaned back, and whispered something into Barton's ear which made him smirk at the angry half-frost giant. Thor turned, one hand around a handle of the capsule, the other handle pointed to Loki. Thor looked to his new friends, and bade them a farewell.

"Farewell my friends. It has been an honor to fight by your sides. And Lady Moon, do not forget, you still owe me a sparring match." Nightmare grinned, and gave him a nod.

"See ya Point Break." Tony quipped.

"Keep an eye on that cube, don't let it fall into any wrong hands." Steve said, to which Thor nodded.

"Make sure to tell me all about Loki's punishment when you get back." Barton said, the smirk not having left his face. Thor chuckled, and gave him a nod.

Natasha just nodded in Thor's direction, to which he returned, same for Bruce. Thor then looked to his brother with a look of resignation, and turned his side of the capsule. The Tesseract glowed with power, which spread to both Thor and Loki. Then with a sound of displaced air, they were gone. With that, they all began to go their separate ways. Steve rode off on a motorcycle, a smile on his face from a job well done by his standards. Bruce left with Tony in one of Tony's many sports cars. Barton, Natasha, and Nightmare made their way back to S.H.I.E.L.D. HQ in a government sanctioned vehicle, two ready for their next assignment, and one ready to begin helping Fury research the magical side of humanity.

"Hmm, not the ending I anticipated, but I'm sure things will get crazier later on." Discord said, snapping his fingers to clean up the mess he had made.

Uatu nodded. "Indeed. Almost never have I seen a universe in this multiverse in which Stark had not taken the Nuke through that portal, except for a select few. This Alicorn is truly making this universe a wildcard, and I must admit, I'm excited to see what comes next."

"I'm just wondering when the hell the Ancient One will snatch her up. Though maybe she's just waiting for the right time, like she did with me." Strange Supreme said as he rubbed his goatee in thought.

"Yes, but poor Tia is getting worse everyday." Discord said as he made the view pass by, millions of light years away. Then it suddenly stopped on the planet of Equus. The Sun burned brightly and yet the moon… had been completely destroyed. All leftover chunks of it just fell into the sun, turning them into molten rock. "Seems like the moon was too painful for her to look at any longer."

"Why don't you intervene Discord?" Strange Supreme asked.

"One, this chaos is simply too good to pass up, and two, she has obtained an artifact that could strip me of my powers. I dare not let her obtain them." The other two nodded, and continued to watch as the solar monarch continued her descent into madness.

Post Credits Scene

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Heimdall gazed out into the nigh infinite cosmos of the nine realms, standing guard as Asgard's first line of defense at the end of the rainbow bridge where the machine that was used to summon the Bifrost once was. Already though he could see two individuals coming back to Asgard, and stepped aside. He did so just in time as two forms made of blue light quickly took shape into that of Thor and Loki Odinson. Thor looked over to Heimdall, and the two shared a nod. "I shall alert your father of your return. As well as tell him you wish to speak with him about that new friend of yours." Heimdall said. Thor wasn't all that shocked that Heimdall knew of Nightmare.

It was Heimdall after all that had alerted Thor and Odin of Loki's schemes after all. So it wasn't too far a stretch to guess he would also know of Nightmare. "A curious individual, is she not my friend?"

"Indeed she is. And most definitely not of that world. Only your father might know of where she hails, for I do not. Unless…" Heimdall trailed off, gazing into a part of space he could not see, even with all his will to do so.

"You mean she might come from that void which escapes even your sight? But you told me it might have been what the people of Earth call a 'Black hole'. Nothing should be there."

"And if it wasn't… There are mystical forces at play here Thor. Ones that no one knows about. Be wary of your new companion. She might bring more trouble than she is worth." Thor nodded, wondering what the future concerning Nightmare may hold.

After locking away Loki, Thor walked by Odin's side, retelling the events of New York and his most recent time on planet Earth. "I see… and what of this Ms. Moon you speak so highly of? Do you think she can be trusted?"

"I am… unsure father. On one hand she seems like a capable warrior in her own right, both her physical and mystical might almost nigh on par with mine and Loki's combined. She might have even been a challenge for you during your prime." Odin chuckles, knowing his son still admires those with immense strength.

"I see. But?..."

"I know next to nothing of her upbringing, what brought her to Earth. Her past is an enigma to me. Some of my other new friends know far more about her than I. But I do believe she is now trying to do what she believes is right." Odin nodded to his son's observations.

"Hmm. This individual seems quite an enigma, doesn't she?... I shall think on helping her return to her home. Perhaps her being on Earth is something we shouldn't interfere with yet my son." Thor was a bit disappointed he wouldn't get to help Nightmare, but understood his father had reasons beyond which many are unable to understand.

Thor nodded to his father, and they continued to walk together in contemplative silence. "Father… Do you think her dangerous?" Thor asked genuinely, for he was a bit unsure himself.

Odin was silent for a bit more, before nodding. "Yes. Any being with the amount of power and knowledge as you have described is certainly cause for some kind of concern. For any being she considers her enemy. We are quite fortunate that Loki hadn't tried to corrupt her, and this 'Furious Nick' was kind enough to save her." Thor simply nodded, agreeing that they had indeed gotten lucky.

The Ancient One watched as the black Alicorn conversed with Nicolas Fury. Mordo watched with her, concerned. "I still think this a bad idea. She is exposing them to magic, something they do not respect."

"They would have learned of it one way or another Mordo. And that is something we can not stop or change. This individual however… she is strong, of mind, body, and will. Fury has formed a bond with her, which is something she will take to the grave unless either does something to disturb that bond. We shall leave her undisturbed for now. That is an order." Mordo knew The Ancient One was clairvoyant, but sometimes it still spooked him. He bowed, then walked away, leaving her to her thoughts.

Once she knew she was alone, the Ancient One continued to speak to herself. "Perhaps she can even help you, Steven. When the time is right." Using some magic, she once again looked to her future, and saw it unchanged. She would still die on that balcony, talking to Steven. However… the image flickered, then became steady once more. "Even fate bends and creaks around her… intriguing indeed."

Avenging Nightmare

by Bronze Inkwell

The Arrival

The monster and introductions

Time for action

Talks of Magic

Of Minds and Dreams

Attack on S.H.I.E.L.D.

Avengers Assemble: Part 1

Avengers Assemble: Part 2

Avengers Assemble: Part 3

Avengers Disassemble

Post Credits Scene