Act I: A Dark Knight Falls

OWLMAN IN EQUESTRIA
~BICO
ACT I: A DARK KNIGHT FALLS

The night sky over Upper Manehattan glittered with unusual beauty, washing the open streets and sidewalks with the light of the stars and moon, as well as leaving the close nooks and crannies of the crowded borough deep in shadow. For one particular family, making its way back from a particularly enjoyable production of BATS: The Musical, the beauty of the night was somewhat marred by the unfortunate reaction of their youngest to the play.

The pink maned filly screamed as she heard the rustling of a discarded newspaper in the darkness, and she clung to her older sister. "Is it a bat? It's a bat! Is it in my mane?"

Her father laughed at his youngest daughter's discomfiture. "Barberry, really! Scared of bats? Why, bats are one of our beloved Princess' favored creatures."

"Y-y-yeah, Daddy," the young foal stammered. "But they're... really creepy."

Her sister put her foreleg around her. "Come, Darling, don't fret about it. Your big sis is here to protect you!" She gave a wide grin.

For a moment Barberry seemed to be calmed by her sister's words. When the sound of the beating of large wings seemed to issue from the darkness of the alleyway nearest them, however, she screamed and leaped onto her sister's back. "Giant bat!"

Barberry's father rolled his eyes. "Now, Barberry, you really have nothing to be afraid of. Here, let me show you."

"D-dear," Barberry's mother said, grabbing her husband's foreleg. "Maybe you shouldn't..."

"Oh, now, don't you start being ridiculous, Love." Barberry's father shrugged off her hoof and gave his family a confident grin before trotting casually into the blackness. "You see?" his voice echoed from the alley. "Nothing here but... giant bat!" Like a rat out of Tartaros, the stallion burst from the murk, his fine tie and collar torn, and he ripped past his family, galloping like a madhorse.

Barberry, her sister, and her mother, all screamed as a huge figure which did, indeed, resemble a giant bat soared over their heads and landed between them and their scurrying patriarch. The glint of what might have been claws flashed in the moonlight and Barberry's mother's necklace was cut from her neck. The singing of metal accompanied the next slash and the jeweled broach was liberated from her sister's blouse. In another blur of movement, the large figure descended on Barberry, herself.

The beast halted, a bird-shaped razorang held against Barberry's neck. Now that the creature was still, the mares could see that it was a largely silver and blue bipedal monstrosity, with blade-like wings and a horned head. Its bulbous eyes turned to regard Barberry's sister. "Well," it spoke in a deep, raspy voice. "Isn't this a familiar scenario? My mother and younger sibling were killed in front of my eyes. My father stood back and let it happen. Tell me, little pony, if I kill your sister and mother, what would you do? Would you take your revenge on me or would you punish your father for his cowardice?"

After a long moment in which the young mare merely shivered in horror at the thing in front of her, Barberry broke the silence. Her voice quavered as she spoke. "G-g-giant... t-t-talking... b-b-b-bat!"

The creature scowled, or at least seemed to though the mares couldn't be sure given its completely alien facial features. "What, are you dense? Are you retarded or something? Who the hell do you think I am? I'm the Goddamn Owlman!" His mouth cracking into a toothy grin. "And owls eat bats for breakfast." With a snort he snatched Barberry's ruby barrette and removed a strange device from his belt, pointing it toward the rooftops. A puff of smoke burst from the muzzle, followed by some sort of claw attached to a cord, and in another instant he was being pulled up and away.

All was silent in the street, and it was as if the monster had never descended on them until Barberry lost consciousness.

Minutes later, Owlman considered his plunder from the safety of a nearby rooftop. It had been only natural for him, after finding himself suddenly in another world without access to his own private fortune, to fall back on tried and true methods for obtaining revenue. Of course, he had been ignoring one glaringly obvious fact up until this moment. "How am I going to sell these in a world inhabited by small talking ponies?" He shook his head. Regardless of the obvious differences in species, this was a city and cities had black markets. Owlman was a master criminal, wasn't he? Boss Gordon would have been capped long ago if not for Owlman's prowess. If there was a black market, he would find a way to sell his pilfered goods.

Owlman tapped the device on his wrist, and a holographic projection flared to life. It was static, unfortunately. "Maybe with a little cash in my utility belt," he muttered to himself. "I can acquire the parts to fix this damned thing and get the hell outta this world." He snarled into the static as he recalled the fiasco that led him here. "Ultraman, you jealous bastard. I'll get you for this when I return. And I will return." He shut off the device and secured the jewelry to himself.

He leaped off the roof.

"And now, fillies and gentlecolts, watch in awe as the Great and Powerful Dinky removes the ring and the card!" The blonde unicorn filly did just as she said, using her hoof to lift off a ring and card that were sitting on top of yet another ring. In the center of the ring the gathered foals could see nothing but the paper underneath. "Behold! The bit has vanished without a trace!"

"H-hey!" Silver Spoon squeaked petulantly. "My bit! Bring it back!"

Dinky laughed. "Bringing back that which has been banished to the Void is no easy task, but for the Great and Powerful Dinky it is mere foal's play! Observe!" She placed the card and the ring back on top of the bottom ring and waved her hooves over them, her brows knit with concentration. Then, she slammed her hooves on the table, causing the rings and card to jump to the side, revealing the silver coin laying underneath.

The foals clopped their hooves and cheered as Silver Spoon gathered up her bit and hugged it, nuzzling it to her cheek.

"She's really gotten very good at this," Cheerilee said with a giggle as she looked back at her friends. Ditzy, Dinky's mother, and Trixie, the showmare who had taught Dinky the magic trick, both looked on the foal with pride in their eyes. "She's probably the most popular filly in school right now. Even Diamond Tiara thinks she's groovy. I mean... cool."

"Well," Trixie said with a satisfied smirk. "She was taught by the greatest showmare Equestria's ever seen. Of course she'd be good." She glanced at Ditzy and had the decency to look sheepish. "Of course, she is pretty quick on the uptake. Gets it from her mother, I'm sure."

Ditzy smiled at her friend. "You really have been great with her, though."

"I'm impressed, myself," Cheerilee said. "Maybe you should get your teaching license and become the learned and enlightening Trixie." She fixed her friends with a coltish grin.

The two mares burst into laughter, Ditzy having to hold onto Trixie's side to prevent her from collapsing to the ground. Trixie wiped the tears from her eyes and gasped for breath before saying, "Oh, wow. That was a good one. Me: a teacher? Ha!"

"Well," Cheerilee said with a chuckle. "I wasn't being entirely insincere. You really are good with the foals." She innocently looked into the sky. "I bet you'd make a wonderful mother, some day."

Trixie stopped laughing immediately. A shudder ran down her spine. "That's not funny, Cheerilee. Why would you even say that?" Her face began to turn green as her mind began contemplating the possibilities. "The things a mare has to do to have a foal... ugh..."

"Well, the eleven months before birth aren't the most enjoyable," Ditzy said. "But actually making the foal is pretty fun."

"Ewwwww," Trixie said, sticking her tongue out in disgust. "You two are just making fun of me, now, aren't you?"

"Maybe a little," Cheerilee said with a cheeky grin.

"Bet I could!" came Dinky's insistent voice, drawing the adults' attention to her.

"I don't think so," Applebloom was saying, turning her muzzle up. "I reckon no magician could do that."

Trixie trotted up to the foals, a bemused look on her face. "Don't be so sure, my little pony. A true magician can do... well... just about anything." She removed her hat and tapped it on the side. Confetti burst from the bottom and wrapped bonbons poured out to the cheers of the foals.

"Well, their parents are going to hate me when they get home," Cheerilee said as she joined Trixie while the foals descended on the candy. She frowned as she noted a poofy pink tail in their midst. "Hey, that's for the foals!"

"Aw, c'mon!" the very adult mare complained as she popped out of the group with bonbons packed tightly in her cheeks, giving her the appearance of a squirrel storing nuts. "Confetti and candy? You might as well have shone a spotlight with my cutie mark in the sky."

Trixie rolled her eyes as the random pony bounced away. "Anyway, what were you saying 'no magician could do,' Applebloom?"

"Oh." Applebloom blushed. "Well, there's been some kinda crime spree all over Manehattan, the Broncs, Princesses... well, pretty much the whole Big Orange. Thing is, this robber's breakin' into high security vaults and stuff without trippin' any alarms, an' they even tried watchin' this big ol' fire ruby with special scryin' spells an' magic dispersal thingies, an' they had some captain of the Royal Guard there an' ever'thin'! Next mornin' they found out that the ruby'd been replaced by some fake."

Trixie narrowed her eyes and scratched her chin pensively. "So... somepony's using a bit of sleight of hoof to pull off high stakes heists? That... that would be pretty difficult, but not impossible... theoretically."

"That ain't the half of it, though," Applebloom insisted. "They say the pony that's doin' it ain't a pony at all. They always see some big bird thing flyin' away from the crime scene. Th'authories think it's some rogue griffin, but I know what it really is!"

"Do you?" Trixie said.

"Yeah!" Applebloom said with a vigorous nod. "My cousin from Manehattan saw it, herself. She wrote me all about it an' said it was this crazy cannibal bat about ten times the size of a pony, but it thought it was an owl. Oh, an' it talked, too, an' it had metal wings, an' arms with some kinda weird paws, an' it walked on these two really long legs."

"What, like Ly—" Trixie cut herself off, puffing out her cheeks as she realized what she had been about to let spill. "I mean... like dragons or something?"

"Yeah, I guess," Applebloom said. "She said it took her an' her family's jewelry an' then flew off. Everypony at her school is makin' fun of her 'cause they think it's just some trick with smoke an' mirrors."

Trixie narrowed her eyes in thought. "Uh, huh..."

"But I don't think all that can just be a trick. Besides, I know my cousin wouldn't lie to me. We been pen pals since we could write, an' she ain't never lied or exaggerated or nothin'."

"Didn't she tell you she was nominated prom queen last year?" Scootaloo asked with a smirk.

"Sh-she was!" Applebloom said. "You ain't got no proof she wasn't!"

"Well," Trixie said, putting a hoof to her chin. "I might need some kind of dummy for the creature... maybe some strings? No, no, that's too amateur..."

"Y'see?" Applebloom whispered to Dinky. "I told you nopony could fake that."

"Nonsense!" Trixie declared. "I know exactly how I could recreate such an illusion. It would be a bit taxing to use so many illusion spells at once, though I think if it were dark I wouldn't have to put too much effort into the visual quality, and as long as I didn't have to maintain it for too long..."

"That seems like a lot of work to scare a random family, don't you think?" Ditzy asked.

Trixie nodded. "True. But for a magician, the performance is everything. Did I ever tell you about this particular showmare who pretended to be crippled her entire career just to pull off one trick believably?"

"Probably," Cheerilee said. "But I've been around enough not to discount sightings of strange creatures. I don't think we should necessarily discount this... delusional cannibal bat... out of hoof."

"Pff." Trixie waved her hoof at the schoolteacher dismissively. "I would think that if there were really a huge pony-eating bat—"

"'Bat-eating bat," Cheerilee corrected. "'Cannibal means a creature that eats its own kind, not that eats ponies as is often thought."

"Whatever," Trixie said irately, crossing her forelegs across her barrel. "If there were really some giant bat-eating bat that thought it was an owl flying around robbing ponies and high-security facilities, I would think Princess Luna would have said something, by now."

As if in response, a flash of light and smoke came from the inside of her hat, which she had still not placed back on her head. Trixie's left eye twitched as the other ponies stared expectantly. "Th-that letter could be about anything."

"Hey, Trix', what's the...?" Raindrops found herself suddenly spinning in midair as her friend galloped past her like a madmare. She barely had time to stop her eyes from rolling around randomly in her skull when Trixie returned, grabbed her by the leg, and began to drag her along. "H-hey! Is there a reason you're trying to foalnap me? Is it your time of the year, or what?"

"You know what?" Trixie said. "I'm going to ignore that lewd comment in favor of getting to my house as fast as possible."

"Wh-whoa," Raindrops said, a blush forming on her cheeks. "I... I was just kidding about... I mean, I didn't think you were actually..."

"Cheerilee's getting Lyra," Trixie explained. "And Ditzy's getting Carrot Top. We're all meeting at my place in ten minutes."

Raindrops stared blankly at the mare dragging her across Ponyville. Okay, so either Trixie's done a complete one-eighty or my mind was in the gutter again and we've got Elements of Harmony business, she thought. Yeah, option number two's probably safer. "So what's the situation?"

Trixie quickly filled her in on what she had heard from Applebloom as well as the letter she had received from Princess Luna confirming it. "She wants us to go do our Knights of the Realm thing and find a way to stop whatever's doing this. She's not sure if this thing's really some kind of monster nopony's ever seen before, but she also doesn't want to rule anything out." She slowed as they approached her house, spotting Cheerilee, Lyra, and Lyra's girlfriend, BonBon, standing at her door already. "If it really is some weird monster—hay, even if it's a pony—her best guess is that it's using some kind of black magic, which the Elements of Harmony are perfectly suited for defeating," she concluded. "Hay, girls."

"Hay, Trixie," Lyra greeted. "So, Luna wants us to defeat a crazy owl-bat?"

"Something like that," Trixie said as she opened the door. "Hopefully, Ditzy and Carrot Top will get here soon."

"Should be," Lyra said. "We just got here, ourselves, and CT's not that hard to find."

The Trixie and her four friends entered the domicile of the Representative of the Night Court, where they were greeted by Pokey Pierce, Trixie's hot-blooded unicorn assistant, who seemed to be doing paperwork in his own special way. "Trixie!" he exclaimed as he thrust his horn into a stack of papers that was easily the thickness of the Canterlot Directory. "I've finally done it! My horn has the power to pierce seven hundred fifty sheets of legal documents. That's three inches of bureaucratic balderdash. It won't be long now before my horn will be the one that will pierce the heavens!"

"O... kay," Trixie said. "I can't say I'm not impressed, but did you have to practice on our paperwork? I mean, shouldn't you be doing... I don't know... work?"

"But I am," Pokey said with a smirk. His horn began to glow and he shook his head around, causing the stack of paper sitting atop his head to be shred to pieces. The remains floated into a box at the stallion's hooves. "Those papers were destined for the shred box, anyway."

"Sure, why not?" Trixie rolled her eyes and trotted up to her assistant. "Look, Pokey, you've been really stepping up to the plate recently, and I appreciate that. In fact, you've done such a good job that I'm going to help you out." She gave him a pleasant grin. "My friends and I have been put on a special assignment, very hush-hush you understand, and I'm going to leave you in charge. I really think you can handle it for a week or... however long it's going to take to handle this."

Pokey stared at her for a moment. "Okay. First, I do about ninety five percent of your job, anyway, the other five percent being signing documents. Second, how exactly is that going to help me?"

"Well," Trixie said with a nervous laugh. "If you show that you can handle this place on your own, it'll look pretty good when you come up for promotion."

"Promotion?" Pokey's eyes narrowed in skeptical scrutiny. "Which would come with some kind of pay raise?"

Trixie didn't meet his eyes. "It would come with a much fancier title, which is almost as good, really. I mean, think about it: you're hanging around at your favorite hangout spot when somepony special catches your eye. You go up to that pony and you say, 'how do you do? I'm Vice Representative Pokey Pierce. I'm kind of a big deal.'"

"So I can sound like a pompous ass?" Pokey asked. He turned to a somewhat grumpy looking jack who had been passing by the window. "No offense."

"None taken," the donkey said with a wave of his hoof.

Pokey turned back to Trixie. "Alright, I suppose I might as well. But next time you have an awesome adventure, I want in."

Trixie shook her assistant's hoof. "Deal." Trixie then pumped her hoof in the air in an impromptu victory celebration. "Woo-hoo! Time to save Equestria."

"Is that what this is about?" Carrot Top asked as she entered the house with Ditzy right behind her. "Ditzy's explanation was... a bit confusing."

"I'll fill you in on the train ride to Manehattan," Trixie said, and with a pat of her hat six tickets dropped into her waiting hoof. "I'll also tell you my ingenious plan for catching our crafty criminal."

To be continued in Act II.

Act II: A Dark Knight Eclipsed

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OWLMAN IN EQUESTRIA
~BICO
ACT II: A DARK KNIGHT ECLIPSED

Shining Armor scowled at the note laying on his desk as if it had just made a lewd comment about his little sister. It was a letter of challenge. At least, that's how the captain of Luna's royal guard saw it. It was a personal affront by the thief who signed his name "Owlman." He assumed that the name was some kind of nom de crime combining "owl," which witnesses reported he resembled, and "man," a term with which Shining Armor was personally unfamiliar, but which the Princess had noted was an obscure term for a subfamily of Great Apes found in ancient history.

"So what's that?"

Without removing his baleful glare from the offending parchment, he answered, "It's the letter from the thief announcing that he's going to steal the Coltinan Diamond."

"Pretty cocky, huh?"

"He's offensively arrogant," Shining declared with a snort. "If he thinks he's getting through my shield spell, though, he's got another thing coming. Protection magic is my special talent, after all."

"Who's the arrogant one, now?" a different voice, which was altogether far more familiar to Shining than the previous, cut in.

Shining turned his head to find a magenta earth pony mare looking over his shoulder. She looked at him with a sheepish grin as he frowned at her, but his glare turned deadly when he saw the blue unicorn standing just behind her. "Trixie Lula—"

"Yes, yes, at your service, Captain," Trixie interrupted, bowing with a regal flourish. "By the way, it's 'Dame' Trixie, now, if you'll recall."

"Why of course," Shining said with an exaggerated roll of his eyes. "And this must be Dame Cheerilee, the Element of Laughter."

"Enchanted," Cheerilee replied with a giggle.

Shining looked over the other five mares that stood behind them. He nodded to each in turn. "Dame Ditzy, Element of Kindness. Dame Raindrops, Element of Honesty. Dame Carrot Top, Element of Generosity. Dame Lyra, Element of Loyalty. And who's this?" He eyed BonBon, who was pressed snugly against Lyra's side. "The new seventh Element of... Love or something?"

"She's my girlfriend," Lyra said, puffing her cheeks irately.

Shining gave Trixie a flat stare. "You brought a civilian with you?"

"Hey, I had to buy my own ticket, thank you very much," BonBon said. "And I plan on making use of this little trip. After this little mission is wrapped up, we're going to go see Virtuous."

"She's been raving about it since it came out," Lyra said. "Honestly, it sounds better than the book. And it's a musical."

Shining shook his head. "Trix—Dame Trixie. You have a lot to learn about leading ponies. You're Knights of the Realm, now; not some ragtag group of adventurers. Act like it."

It was Trixie's turn to roll her eyes. "My goodness, Captain Armor, why so serious? If I were you, I'd be more concerned with figuring out how somepony stole the Coltinan Diamond from right under your muzzle."

"... What?!"

As the white stallion turned and bolted away, Trixie snickered.

"Trixie, that was mean," Cheerilee said, though the wry grin on her face betrayed her. "Now he's going to be even more paranoid of that criminal."

"That's nothing," Trixie responded. "Just wait until this... 'Owlman' finds out."

Four ponies lifted the pedestal upon which the Coltinan Diamond had been perched, as well as the section of floor that had been directly beneath it, back into place. Their bipedal partner lifted his arm and a thin red beam of light shot out of a small cylinder that he had pulled from his belt, which the ponies had concluded must be enchanted somehow to allow far more things to fit inside than would normally have been allowed by the laws of physics. The almost imperceptible line of the initial cut bubbled and sealed itself.

Owlman grinned at the huge diamond he hefted in one hand. "Not a bad haul."

"The boss was sure right to invest in you," a brown coated and black maned earth pony stallion said.

A white maned silver unicorn nodded. "Who'da thunk some weird hairless bear in a owl costume could make stuff like this with the parts we lent 'im? I'd say you've paid back the boss an' then some after this."

Owlman nodded, and touched a finger to his ear. "Night Flight, come in. We have the goods. Go ahead and deactivate the mirror projectors. Wait a few hours and you can play me taking off. Remember the flight plan and don't use the stealth mode until you get past seventy fifth." He chuckled as he continued to examine his prize, but after a moment his mirth died in his throat.

"Owlman?" another of the ponies probed.

The costumed villain sneered as his grip tightened around the gigantic gem. It shattered between his fingers. "This isn't the real Coltinan Diamond. Someone... some... pony got here first."

"Wh-what?" the silver unicorn mare exclaimed. "How's that possible?"

Owlman sneered at his pony partners. "I don't know... yet."

Despite the vast size of the office, the blue coated mare clad in a snappy business suit seemed to fill up the room with her presence alone. She ran a hoof through her immaculate slick-backed silver mane and considered the creature before her with cold, violet eyes. "So... Mr. Owlman, it seems that we have quite a problem on our hooves."

To his credit, Owlman didn't even smirk at the turn of phrase. "You're absolutely right, Boss Screw Tight."

Boss Screw Tight narrowed her eyes. "I know a talented... thing like you won't allow this to continue. You owe me a lot of money for setting you up with all those toys you wanted. I aim to collect." She got out of her large and very comfortable looking chair and trotted out from behind the desk. "You know what my cutie mark means, Owlman?" She wagged her flank, which bore the image of a screw.

Owlman, for his part, was fighting a battle in his mind. He hadn't had many criminal overlords shake their buttocks at him before. He tried his best not to imagine Boss Gordon doing the same, because he knew if he did, all hope would be lost. "I can't say you've ever filled me in."

"It means I got a talent," Boss Screw Tight said. "A talent for tightening the screws when somepony crosses me, and when somepony fails me."

Owlman crossed his arms, tapping a finger on his forearm. "I... see. I guess that's why you're called Screw Tight."

"No," she said, a confused look on her face. "My mother named me Screw Tight. Nopony knows what their cutie mark is gonna be."

"That's a... happy coincidence, then," Owlman said, cocking his head to the side.

Boss Screw Tight snorted. "Anyways, the last few jobs you tried to pull have been complete failures. You go in, and the score's already been nipped... without anypony knowing."

"It's suspicious," Owlman agreed. "I've come to a conclusion, though. It has to be somebod... er... somepony on the inside."

"Our organization?" Boss Screw Tight asked.

"No," Owlman said. "The police. They're the only ones to whom I send my little... letters of challenge. Last heist I didn't even send them that, and the cuprit still nabbed the goods."

"How's that mean our pony's got an inside lead with the cops?" Boss Screw Tight inquired, turning to the larger biped with a curious gleam in her eyes.

"Simple," Owlman said. "None of your guys knows about all our jobs. The police do, but they're not releasing that information to the public. The police, themselves, didn't show up to the last job, so they haven't figured out any pattern, yet, but I deliberately left one for any... pony smart enough to see it. That tells me that somepony with access to the police, but not necessarily working with them, is the culprit."

"So how does that help us?" Boss Screw Tight asked.

"Easy," Owlman said. "I've established the pattern, and that's forced our friend to play follow the leader. All I have to do now is break the pattern."

Boss Screw Tight gave her freelancer a devious grin. "Good. Very good. Do it, and bring the punk back to me. I'm gonna be puttin' the screws to somepony, tonight."

The caped and cowled figure slunk through the shadows, her hooves light on the tile of the Equestrian Library floor. She came to a locked door and put a hoof to her masked chin. After a moment's consideration, she removed a paperclip, a wad of chewed bubblegum, a length of string, and a rubber chicken. She tossed the paperclip behind her dismissively, and began to work. The door clicked after several seconds, and she pushed it open, satisfied that no alarms would be sounding this night.

Upon a table, covered in glass, there sat a thick book. A spark of recognition flashed in the intruder's eyes as she approached it. She paused for only a moment, touching her hoof to her ear, and then passed the threshold of the protection spell that was active around the book. The spell didn't react at all.

When the caped thief reached the pedestal, she took out a sack of bricks and considered its weight. She reached in and tossed a brick out, and then with a swift motion of her hooves, she replaced the book with the bricks. She waited for a moment, looking around, and then breathed a sigh of relief. "You know, it would be the one trick that doesn't work in the movies that actually..."

The pedestal exploded, tossing the disguised pony across the room. The explosion wasn't caused by any mistake she had made, however, as was made apparent when a monstrous bipedal creature descended from the ceiling, twirling two metal balls in his palm.

"Didn't your mother ever teach you not to play with your balls in front of a lady?" the caped criminal quipped.

Owlman snorted and said, "You've been Miss Pony on the Spot lately, haven't you? I have to wonder what your game is."

"Ooh, 'Pony on the Spot.' I like that one. I think I'll use it. Better than Catmare, that's for sure." The thief laughed. "As for what my game is, well... I guess you could say it's fun."

She'd better not be some frikkin' comedian like that damned hero wannabe, The Jokester, Owlman thought to himself. "Well, then, how 'bout you play with my balls!"

"Ooh, before the first date?" Pony on the Spot asked.

Owlman threw one of the metal spheres at Pony, who leaped to the side. She didn't leap quite far enough to escape the blast radius, and she was knocked on her side when it exploded. He tossed the second one, intending to hit just close enough to knock her out. The explosion went off as expected, but he realized there was suddenly way too much smoke filling the room. Did she set off some smoke bombs? Why...?

Pony on the Spot flew out of the smoke, her rear colliding with Owlman's head, knocking him to the ground. "My bad!" she yelled back to the villain, and she flew up toward the skylight. Gaining altitude fast, she broke through the glass and flew down to the roof.

Owlman reached for his grappling gun, and with a pop of gas his hook found purchase above. He reeled himself up, leaping through the hole that Pony on the Spot had already made, and landing lightly on his feet. He looked around the roof, but saw nothing. However, he did hear something. The strum of some instrument filled the air, sweet and melodic. He turned to the source and saw Pony standing on her hind legs, her hoof dancing across the strings of a lyre.

"Like the music?" Pony on the Spot asked. "They say that it can soothe the savage breast. How 'bout it? Your breast feeling soothed?"

Owlman pulled a razorang from his belt and tossed it at Pony, but she suddenly struck the strings, which sang stridently, and an ethereal blade took shape. The razorang was deftly deflected, the sound of metal striking metal resounding in the air. Owlman tossed several more razorangs, which were all similarly deflected, and he found himself being forced to dodge more magical knives than he was sending her way. She's a pegasus, is she not? How can she have this kind of magic? Is it an enchanted item?

Pony on the Spot stopped playing suddenly, and sat prone as she waited for her rival to attack. He didn't disappoint, and tossed a handful of the explosive balls as well as a slew of razorangs. She smirked beneath her mask, and began to hammer out a hard and fast tune, building quickly to a crescendo that climaxed in a power chord that blew each item right back at their owner.

The razorangs weren't so bad, Owlman considered. The bombs exploding inches from him were a bit more of a hassle. He was launched backward and crashed through the glass of the skylight again. He tried to catch one of the beams, but he couldn't hold on. His fingers slipped from them, only to catch onto a boot-clad hoof.

Pony on the Spot heaved, pulling the biped back onto the roof. "Are you alright?" she asked. "I thought you might have died. I mean, we might be fighting, but nopony wants anypony to get hurt.

"That was... very generous of you," Owlman said. His mind was puzzling over something at the same time, however. How did that pony pull me to safety with only a foreleg? I haven't seen any unicorns or pegasi with that kind of strength, and only a few earth ponies. He put it to the back of his mind for the moment, however. He couldn't let this give Pony any kind of advantage. He swiped at her, catching her with the sharp spikes on his gloves and throwing her away from him. "I'll owe you one later," he said. "But right now I got a job to do."

Pony on the Spot pulled a pellet from her jacket and threw it down. It exploded, shrouding her in blue smoke.

Owlman snarled and leaped into it. There wasn't any way he was letting this mare pull a fast on on him again. Years of experience fighting the forces of good had honed his skills, and he knew right where Pony on the Spot should be. He swung a devastating hay-maker, only for his fist to be met with a powerful hoof, which stopped him cold. He threw a punch with his other fist, but that was caught as well.

With a powerful flapping of her wings, Pony on the Spot blew the smoke away, and her icy cyan eyes bore into his goggles, filled with fury. "That was a cheap shot, punk." She lifted off the ground and pushed his arms wide, kicking out with her back leg and plowing into his torso.

"Augh!" Owlman cried out as the pegasus' hoof buried itself deep into his solar plexus. He rolled backward and got back to his feet, having to parry a flurry of punches—if he could call being struck with a foreleg a punch—from Pony. His own strikes seemed to be doing little to slow down the freakishly powerful pegasus.

Pony on the Spot assailed the creature before her with a vicious tenacity. She could see the beast becoming disoriented as her hooves punished his skull. She didn't let up, though, and just hit him again and again, her vision going red. She barely heard his cries for mercy, but when she did, something snapped in her. "No!" Her trembling hoof stopped a fraction of an inch from Owlman's bloodied face. "No, I won't... I won't hurt you..."

"I know," Owlman said with a smirk. "Like I thought... you're too soft to be a real crook." He delivered a violent roundhouse kick to Pony on the Spot's outstretched wing, and was pleased to feel a pop and hear Pony's scream. He delivered several more kicks to the same place in rapid succession until he was confident that she wouldn't be able to fly on it anymore. Then he grabbed her by the head and butted his own against her face. He let loose at that point, pummeling her like a man possessed.

Finally, he clenched his hands together and swung them across Pony on the Spot's face, sending her flying to the edge of the roof. He pulled out another bomb and threw it at her. It exploded at her hooves before she could even get back on them, and she was flung off the roof. "Trixie!" she cried as she disappeared from sight.

Something struck Owlman in the side and he toppled to the ground. He reached for his belt and realized that his grappling gun was gone. He back toward where Pony on the Spot had been and saw the air shimmer slightly. He smirked as he realized what was going on.

Trixie let her invisibility spell drop the moment she jumped off the roof. She could see Pony on the Spot still falling further beneath her. Pony's hat had come off and she could see Raindrops' cyan mane blowing in the wind. Trixie maneuvered her body into a vertical position and dove faster, quickly catching up with her friend. She finally came close enough to grab her with her telekinesis, and she pulled her to her hooves.

"Trixie!" Raindrops cried. "What are you doing? We're both going to—"

Trixie held up the grappling gun and fired, and its hook found purchase high on the rooftop above. She wrapped the rope firmly around her foreleg while it still had slack, and she yelped a little when it went taut. She swore that had just dislocated something.

The moment their descent stopped, Raindrops' body went slack. This she knew was important from many lessons taught in flight school about how to react to being caught while falling. She couldn't quite explain how the back of one of her front hooves found itself firmly pressed to her forehead, however.

Back on the rooftop, Owlman pulled a vial from his belt and popped the top off of it, guzzling it down. The effects were almost instant. His senses became heightened, as if a veil had been suddenly lifted from the world around him. His synapses began to fire more rapidly and his neurons began to make new connections faster than before. He turned and saw a form hidden in the shadows, and he threw his trusty razorangs at its form. As he had suspected, it was another Pony on the Spot who leaped away. Before she even reached the apex of her leap, however, he threw a pellet at the spot she would land, and it burst into an oil slick.

Pony on the Spot slid across the roof and landed hard on her face. By the time she'd lifted her head to see her attacker, he had already launched a net which had stakes which buried the ends of the net into the rooftop. She pushed against it, and her strength pulled several of the spikes up. Two small needles jabbed into her coat, connected to another device by thin wires, and she felt a shock travel through her, causing her to seize for a moment before collapsing to the ground.

"Hey, leave Carrot Top alone!" Another Pony on the Spot emerged, this one carrying a lyre. She began to stroke the strings and a magic aura began to wind around the instrument.

Owlman smirked and removed a small device from his belt. He pressed a button and a high pitched squeal blasted out of it. He jumped at Pony on the Spot while she dropped her lyre to hold her hooves to her ears, and he kicked her. She fell to the ground, her hat tumbling off and revealing her light blue mane and teal horn beneath. He turned off the sonic device and returned it to his belt.

"That wasn't very nice," a new voice chided Owlman.

The caped crook turned to see another pegasus Pony on the Spot flying just beyond the other edge of the roof. He gave her a snarl. "Why don't you come over here and teach me a lesson, then? Or do I have to come to you?" He brought his hand to his belt once again, and a flare shot out, forcing his foe to dodge out of the way. He started to sprint for her when he saw that she had clumsily fallen on the rooftop while trying to avoid the projectile.

"If anyone's going to be teaching a lesson here," another voice said as a rope wrapped itself around Owlman's leg. "It's me!"

Owlman felt his foot pulled out from under him, and he fell on his chin. He turned and saw yet another Pony on the Spot. This one had the book tucked under her cape, which he could see by way of the slight bulge through the fabric. "You're the first one, aren't you?"

"Young... er... owl," Pony on the Spot said, her voice reminding Owlman of one of his more strict teachers. "What have you been told about stealing?"

"I'm damned good at it?" Owlman responded with a mocking grin. He cut the rope off of his ankle and rose to tower over his opponent. "Another thing I'm good at? Showing little punks like you whose—" He threw a fist at Pony, but he found it suddenly intercepted by a sharp smack from a ruler. He withdrew his hand quickly, shaking it as he winced beneath his mask. That had really hurt.

Pony on the Spot leveled the ruler at Owlman's eyes. "I've had just about enough out of you. We're going to have to have a talk with your father about your bad behavior."

"My... father?" Owlman snarled. "My father?!"

"Ah..." the masked mare said with understanding. "I see. We have some issues at home, do we?"

"You have no idea," Owlman said with a scowl. He reached for his mask and peeled it back, revealing his blunt features and small, burning eyes. He pulled out another vial of his drug and downed it, and this time his face contorted in pain.

Pony on the Spot backed up in shock. "Are... are you alright?"

"Just a little extra dose," Owlman croaked. "I don't do this often, but in your case..." His eyes locked onto hers and he began to bore into them. He could feel her concern as well as her strong resolve. He could tell that, even if these others weren't real criminals, this one had had experience on his side of the law. He focused on that, and he held out his hand. "Hand over the book. Or hoof it over, whatever you want to say."

An uncertain look crossed Pony on the Spot's eyes as her hoof began to drift toward the book. "I... I'm not sure if I should."

"Hey, you want to be holding that when the fuzz gets here?" Owlman asked. "Let me have it, I'll keep it safe for you."

Pony on the Spot had grabbed the book with her pastern and was extending it out with a trembling foreleg. "Y-yeah... we'll meet up... at the usual spot..."

"Right, and it's all an even..." Owlman's hand shot out and grabbed the book from her, tucking away in his cape. "Split!"

"Stop, thieves!" A masculine voice shouted. A white stallion leaped onto the rooftop, his horn glowing with rose-colored magic.

Pony on the Spot seemed to snap out of her trance and she crouched down, looking from side to side in a panic. "Cheese it, it's the po-po!" She began to gallop as fast as she could across the roof, screaming, "You'll never take me alive, coppers!"

"Guess I overdid it," Owlman said. He eyed the blue-maned stallion who he understood to be one Shining Armor of the Royal Guard. He had also learned that his special talent was defense magic, which gave him a good idea what was about to happen. He withdrew a razorang, though this one was different from the others in that it was jet black. He threw it, and as he'd expected the guard raised a shield. His razorang, however, sank one of its pointy ends into the rooftop just shy of the barrier's limit.

"You don't have the best aim, do you?" Shining said with a cocky grin. His horn flared and he surrounded Owlman with a shield, letting his personal shield drop as he trotted toward him. "In the name of Princess Luna, you're under—"

Owlman rolled his eyes as he pressed a button on his belt and his razorang exploded. He noted that Shining Armor was fast enough to deflect the larger brunt of the blast with a newly erected shield, but it had had the desired effect of causing him to lose control of the shield around Owlman. The caped cur wasted no time in sprinting for the edge of the roof, his pilfered tome clenched firmly at his side. He leaped and then spread his cape wide. The cape stiffened into a glider and soared over the city streets.

Shining Armor shouted down to his troops on the street below. "Get me a squadron of pegasi northeast down Riverside, ASAP. The Owl's getting away!"

To be concluded in Act III.

Act III: A Dark Knight Dawns

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OWLMAN IN EQUESTRIA
~BICO
ACT III: A DARK KNIGHT DAWNS

"What are you, dense?" Boss Screw Tight screamed. "Are you retarded or something? Who in Tartaros do you think I am? I'm the Lunadamn Boss Mare!"

Owlman couldn't help but feel a wave of déjà vu as he took his benefactor's verbal abuse. That was unimportant, however. He had what he needed, and he didn't need the raving pony before him anymore. "I got it, Boss. I couldn't catch 'em. There were six of them. I wasn't counting on that."

Boss Screw Tight was rigid. "That's right... you said one of them said 'Trixie.' And 'Carrot Top'? There's no mistaking it: those were the Elements of Harmony."

"Feh," Owlman snorted. "Some little superhero group? If we were back home they'd be crushed under the Crime Syndicate's heel in ten seconds flat."

"Well, we aren't 'back home,' are we?" Boss Screw Tight said with a malicious grin. She turned away from him and looked out her window on the city. "No way we're going to be able to take on the Elements along with the Royal Guard, now. You're becoming a liability, Owlman. I told you I'd be putting the screws to somepony tonight, and—buddy—you got me barking mad..." She turned and realized she was addressing an empty room. "How the buck did he...?"

Something new was on the top of her desk. It was a small, circular device of some kind, and it was blinking. When Screw Tight approached, she could see that there were numbers on a small screen. "What? Some kinda... clock? Is it counting down?" Her ears went flat against her head. "Oh, no."

Owlman chuckled to himself as he lounged on the ledge of a building adjacent to the one that held the former Boss Screw Tight's office. The explosion shattered her pretentiously large window and he could see a small, burning object fall to the ground below. He wouldn't have to deal with her anymore. Better, he was now in the perfect position to take control of her organization. "But first," he said to himself as he hefted the book he had stolen and began to flip through the pages. "A little light reading. Well, Princess Luna, let's see what you know about transuniversal teleportation.

"You really got yourself into a heap of trouble back there, you know that?" Shining said. The six Elements and he, plus BonBon, were at the Manehattan Guard Station discussing the events of the night, though it had become something more akin to playing the blame game.

Trixie scoffed. "Oh, please. He wouldn't have come after us if he'd had even a hint that the Guard were involved, and there's no way you could've been subtle about it. Besides, I doubt you'd have even let us go through with it, since you have it out for us, anyway."

"I don't have it in for you," Shining said, throwing up his hooves. "I just... look, it's water under the bridge as long as you can help me protect Equestria. Or, at the very least, try not to destroy it!"

Trixie crossed her forelegs. "Well... if you don't have it in for me, you could try to be a little nicer."

Shining's hoof planted itself firmly on his face and slid down his muzzle slowly. "Alright. Listen. You brought the Elements of Harmony with you, right? How about you use them to... I don't know... purify him or something?"

"The Elements don't fix crazy," Cheerilee said. "Though... he did have some sort of... hypnosis ability. Obviously, you saw me freak out and try to kneecap Captain Shining here."

Shining glanced away, an uncomfortable look upon his face.

"Anyway," Cheerilee continued. "He drank something right before that. He said it was another dose... some kind of drug, I guess. I think he uses it to increase his mental powers."

"'Mental powers'?" Trixie asked incredulously. "What do you even mean?"

"Oh, you know," Cheerilee said. "Like those comics where a normal earth pony is suddenly able to read other ponies' minds, and gathers together an intrepid team of like-minded mutant ponies?"

"Dinky's still waiting for you to give that issue back," Ditzy mentioned.

"She shouldn't have been reading it during math," Cheerilee countered. "I guess I can give it back after we get back, though. I'm done with it."

"So you're saying this thing's psychic?" Shining asked.

"If he's using some kind of potion or something to enhance his mind," Trixie said. "The Elements might actually work on him. They seem to purify pretty much any kind of unnatural thing out of a pony and return her to her natural state. Hopefully, this thing's natural state is that of an invalid."

"I doubt it, but I'd keep the Elements on standby, anyway," Shining reasoned.

"'With us'?" Trixie's brow rose curiously.

"Of course." Shining let loose a world-weary sigh. "You six are involved, now, whether I like it or not."

Cheerilee clapped her hooves together. "So we're going to be 'part of the team,' or something?"

"Or something," Shining said. "We're going to work together, alright? Don't... don't read too much into it."

"I don't know how much help I'll be with a hurt wing." Raindrops frowned as she attempted to stretch her left wing and winced in pain. "Ugh. It's not broken, but it might as well be."

Shining shook his head as he wore a light smile. "Raindrops, you left your hoofprints in solid concrete during your fight with Owlman up on that roof. Wings or not, if you weren't already part of the Elements of Harmony, I'd offer you job with the Royal Guard right now."

"What about Lyra?" BonBon asked. "She's still a bit... you know..." she slammed her hoof on the table behind Lyra, causing everypony else to jump, but Lyra didn't react.

"What's got you guys so jumpy?" Lyra shouted.

"The medic was pretty sure the ringing would fade in a day or two," Shining Armor assured them.

"Captain!" one of the sergeants called to Shining. He stood before his superior at attention and gave a crisp report. "Sir, there was an explosion in Lower Manehattan, Financial District. They say it was a bomb, and it got Ms. Screw Tight, long suspected to be involved somehow with the Mad Dog Mares."

"Oh, really?" Shining's face pursed into a deep scowl. "Screw gets hit the same night our perp escapes our custody, huh? This can't be a coincidence."

"That's not all, sir," the sergeant continued. "There've been reports of riots and looting breaking out in the area. One pony reported that she saw a shady character wearing a studded collar instigating one of them."

"The Mad Dog Mares," Shining concluded. He turned to the seven mares with him. "It looks like this is just going to get worse before it gets better."

Trixie hung her head, a silent curse on her lips. "Great," she said eventually.

"Hey, Boss!" a young filly galloped into Owlman's workshop as he was tightening the screws—an action which caused him no small amount of amusement—on a large machine. The filly was clad in black spandex with red boots on her hooves and a red cape on her back. A red domino mask also adorned her face and the spandex over her flanks had a "T" within a circle inscribed on them. "How do you like my outfit, Boss Owlman? I figured... you know... you might need a new sidekick. Maybe a Talon IV?"

Owlman turned slowly to regard the young pony. In all his villainous career, he had taken on a few young men as his wards and trained them to be his partner in crime. The first Talon had been very much like he had been, but his arrogance had gotten the better of him and he struck out on his own to found his own crime organization, the Teen Tyrants. The second had always been a bit too noble and kind, but that didn't stop the pain when he found that his ward had betrayed him for the side of good when he fell in love with Jokester's daughter. His current Talon back home had proven obedient thus far, and competent enough to lead the Crime Society's offshoot, the Young Offenders. Looking at this filly clad in spandex, looking eagerly up at him with hope in her eyes, however...

"No way," he said flatly.

"Aw, c'mon!" she prodded. "I've even taken tumbling. Watch!" She proceeded to attempt a back flip, which resulted in her landing squarely on her head.

"I don't even know how an equine could do that to begin with," Owlman commented as he made his final turn on his screwdriver. "Listen, I have things to do. It's taken me awhile to figure this whole 'magic' thing out, but I've finally got it."

"Yeah, and we've been doin' real good at making a distraction for you all week, right, Boss?" the pony Talon asked eagerly, hopping on the tips of her hooves.

Owlman suppressed a smile. Couldn't let the kid think she was wearing him down. "That you have. This controlled chaos... it's what I live for. It's my true calling." He crossed his arms and gazed at the machine which towered over them. "Ultraman could never understand that. It's always hit things first and ask questions later. Bah. I'm halfway tempted to just take over this world on my own." Now he did grin, easy laughter escaping his lips. "Pretty sure he's responsible for my getting stuck here anyway. Guy's so jealous, but it's his own fault his wife is..." he trailed off.

"His wife is what?" Talon asked.

"Uh... is... not... making him... lasagna. His favorite food." Owlman cleared his throat uncomfortably. "Because he's not very nice to her. But she makes it for me because I'm very, very nice to her, and that makes him a bit angry at me."

"Oh," Talon said. "Well, I guess he should just be nicer and maybe she won't do that anymore."

"My thoughts, exactly," Owlman concluded. "Talon, go press that big yellow button over there for me, would you?" Damn, I just called her Talon, he thought immediately. Then again, I don't even know her name. Who even is she? One of the goons' daughters or something? He shook the thoughts out of his head. It didn't even matter anymore, honestly. He was all set, now. It was time to call in the cavalry.

Talon pushed the button and the ceiling began to slowly open. "Wow," she said. "You really have this place all decked out."

Owlman sneered. "Well, my Owlnest is far better equipped, but one would be surprised what one can do with even this place's primitive technology."

"One would," Talon concurred. She cocked her head and rubbed a hoof against her chin. "Wait... who's 'one'?"

"Me," Owlman said irately. "I was referring to myself."

"Oh, yeah, 'cause you're number one, Boss!" Talon cheered.

I guess it's nice to have a sycophant, Owlman thought as the ceiling finished opening and he walked over to a giant spotlight. Even if she is incredibly annoying, it's nice to be recognized for my genius. He flipped a switch, and the light came on, shining in the night sky above them. His own Owl Signal was now lighting the clouds, leading any who cared to observe it right back to his lair.

"Come in to my parlor..." Owlman said, dark laughter bubbling out of him.

"Okay, I am getting a little bored," Talon interjected. "Maybe we can have some tea and talk about sports or something."

Owlman frowned. "You know what? Fine. Let's do that."

"Alright, girls," Shining said, holding a hoof up. "We have to play this cool."

"Excuse me," Ditzy said, pursing her lips. "I don't know if you can really call a single mother a 'girl'."

Carrot Top nodded. "True, that does seem a little demeaning."

Shining paused, staring at the mares behind him. No, he wasn't going to get into this. He remembered last time Princess Cadance had mentioned her age, and he had foolishly been caught in her trap. As beautiful and kind and perfect and... well, as great as the Princess of Cavalia was, she could also be rather frightening.

"You're thinking about a mare right now, aren't you." Trixie's inflection implied that she wasn't so much asking as stating. She crinkled her nose as she looked at Shining's wistful smile. "You sicken me."

Shining Armor coughed and turned back to the warehouse that they were preparing to raid. "That's not... listen, we're about to bust in on a dangerous criminal creature whose capabilities so far seem... daunting, at best. We need to focus on the task at hand."

"I don't know if you've thought about this," Lyra cut in, pointing her hoof at the open roof and the beam of light coming from inside. "We just followed a spotlight with an owl face on it right to this spot. This is pretty much the most obvious trap, ever."

"You're absolutely right," Shining Armor said with a gracious half-bow. "Which is why I'm going in first. My defensive magic will allow me to shrug off pretty much anything they throw at me. Once they run out of whatever ammo they have, you and my troops can come in and finish the job."

"There is absolutely nothing that can go wrong with this plan," Lyra declared.

Carrot Top scuffed a hoof on the ground. "I... I don't know about that. I mean, what if he—"

Trixie nudged Carrot Top and shook her head. "Don't go messing with our boy's head, now, CT. After all, he's our shining star..."

Shining Armor grunted. He took off like a stampeding buffalo, charging straight at the warehouse wall. His shield sprang up around him when he was halfway there, and with a resounding crash he burst through the wall. He then dropped out of sight.

"Was it a trap door?" Carrot Top asked. "Oh, I was going to say 'trap door.'"

"I know, CT, I know," Trixie said. "It's no biggie, though. Like he said, he's pretty much invincible, so even if they have alligators that shoot throwing stars out of their nostrils, he should be fine. The important thing is that he's accomplished his mission and let us see what exactly they were going to throw at us if we just went barging in there."

"Won't they be expecting us, now?" Raindrops reminded them.

"You're absolutely right, Dropsy," Trixie said, patting her friend lightly on the withers. "Let's not keep our audience waiting."

"I can't believe he just came charging in like that," Talon said.

Owlman shrugged. "Well, you can't expect much in the way of brains out of these brute strength guys. Let's hope Luna's Six are a bit more up to speed."

A puff of smoke and fireworks suddenly filled the center of the warehouse. "Ladies and gentlecolts!" Trixie's voice seemed to come from nowhere and everywhere at once. "And weird naked bears of all ages..."

"I'm a human, just sayin'," Owlman corrected her. "Not even in the same order as bears."

"Feast your eyes, for you are about to witness the most astounding feats of magic of all time!" Trixie continued. The smoke cleared, and she was standing by herself in the middle of the floor. She had somehow managed to get a small stage to stand on, as well.

"Awesome!" Talon squealed as she clapped her hooves.

"Evil sidekicks don't clap for magic acts," Owlman reminded her. "Especially when they're being done by heroes."

"Well," Trixie huffed haughtily. "I see we have a neighsayer in the audience." She removed her cape and lay it on her stage. "For my first trick, I'll need a volunteer. Anypony?"

Talon eagerly began to wave her hoof in the air, "ooh"ing "uhh"ing.

"Howww abouuut... you!" She pointed a hoof squarely at Owlman.

"Moi?" Owlman asked, voice thick with sarcasm. "Why, I'm shocked. I'd have never thought I'd be so lucky in a million years." He casually walked down to meet his enemy on her turf.

"If you would just... step on the cape," Trixie said, gesturing to the article of clothing laying flat on the floor.

"Oh, you mean this cape?" Owlman asked, pointing at the only cape for miles around.

"Yes, that cape," Trixie said, her brow beginning to sweat.

"Let me guess," Owlman said. "You've set up some kind of trap door in your little stage here, right? So when I step on it I get trapped?"

"Not at all," Trixie assured him. "Just step on the cape."

"You can't have really thought I'd buy this," Owlman said with an exasperated sigh. He reached down and pulled the cape off the floor, only to be struck beneath the chin by a honey-colored hoof. "Gahh!"

"I owe you for the wing!" Raindrops snarled as she punched the human again, knocking him on his back.

"Alright," Owlman said tightly as he rolled back to his feet. "You got me there. Good one."

"Oh, we're just getting started," Trixie said with a smirk. "Before, we were just tag teaming you. Now we're going to fight you en masse. Préparez-vous!"

A musical hailstorm began to buffet the cowled criminal as Lyra began to play. Raindrops also continued to press her attack while Ditzy and Carrot Top flanked him to prevent his escape.

"Don't worry, Owlman, I'll save you!" Talon cried, galloping to the rescue. She skidded to a halt when she saw a mulberry-coated mare standing in her way. "H-hey, get out my way, Miss..."

"It's Miss Cheerilee," she introduced herself. "But, if I may ask, what time is it right now?"

"Uh..." Talon began to fidget. "It's... um... about midnight?"

"As a matter of fact," Cheerilee said. "It's 12:23AM. Not only that, but tomorrow is a school day."

"I-I don't go to school," Talon objected.

"Ridiculous, every foal goes to school in Equestria," Cheerilee said. "Our Princess considers the education of our youth to be paramount to Equestria's well-being. You are going to school tomorrow."

"I-I guess," Talon acquiesced. "But!"

"No 'but's," Cheerilee insisted. "Except the ones marching themselves to bed this instant."

Talon hung her head, but turned to go. "Aw, I never get to do anything fun," she complained.

Meanwhile, Owlman tossed Raindrops off of him, and removed a disk from his belt. He tossed the disk at Lyra, and suddenly her music stopped, though she kept frantically plucking strings. "Like it? I made this one just for you. A bit more sophisticated than the old one, yeah? Your ears will thank me."

Ditzy and Carrot Top advanced on Owlman, but he leaped over their heads with ease, dropping bombs in their midst as he went. When the smoke from the bombs cleared, they could see him running up to the deck of a large machine, right in front of some circular, gate-like construction.

"I can see I'm not going to be able to take all of you at once, though," Owlman said. He pulled three vials from his belt and popped the tops off of all of them.

"Alright, ladies," Trixie shouted. "This is it." She looked directly at Lyra, who still seemed preoccupied with getting her lyre to make a sound, and she jerked her head back toward the group. Lyra fortunately seemed to get the message and galloped over to join the other five mares. "We're going to take this guy down." She donned her tiara as the others put on their necklaces.

Owlman guzzled the vials, and his reaction was violent. He doubled over, his veins bulging as he growled like an animal. He tore off his mask to reveal his monstrous eyes, now completely white. His eyes met the now glowing white eyes of Trixie. He blinked.

Trixie felt the friendship of her companions fill her to the brim, and she let it all loose on the creature that had terrorized Manehattan for nearly two months. The rainbow beam streaked toward him... and then went right through him. "Wh-what?"

The power of the Elements of Harmony struck the gate, and its power seemed to flow out, creating a rainbow portal. From the portal, an ethereal wind began to blow into the room, and laughter filled the warehouse as Owlman—the real one— dropped from the ceiling. He clicked a button on his belt and the Owlman that the Elements had attacked flickered and disappeared. "You're not the only one who can use illusion to his advantage, Trixie Lulamoon."

Trixie cringed, both at the fact that she'd been fooled, and that the villain had used her hated last name. "Wh-what have you done? What is that thing?"

"A transuniversal portal!" Owlman said, spreading his arms wide as his cape blew in the wind of the portal. "It took me awhile to figure it out from Princess Luna's notes, but it's shocking how much sufficiently analyzed magic resembles science. I built this portal according to her designs." He crossed his arms. "Now, I can bring the full force of the Crime Syndicate of AmeriKa down upon this world, and I will spread chaos and havoc across the land."

"Please, don't!" Carrot Top cried. "You... you said you owed me a favor. Well... I'm cashing that favor in, now."

Owlman frowned. "Dammit... well... I can't let an old debt go unpaid for." He grinned. "How about this? When the Syndicate takes over your world, I'll make sure that you get to keep that little carrot farm of yours all to yourself. Heck, we'll even give you the land that that... ah... what is it, the Apple Trust? Yeah, I'll give you the Apple Trust lands back there in... heh... Ponyville."

Carrot Top's lip began to shiver. "N-no..."

Owlman activated his communications device. "Come on, Ultraman, you great big idiot! We have a new world to conquer. Come on through."

Through the technicolor portal, the ponies thought they could see some hulking shadow looming behind it. They were at a loss as to what to do now. Could they destroy the portal in time if they just rushed it?

"Got it," Cheerilee said from an open panel. "There's your problem right there. You switched the polarity from 'suck' to 'blow'."

"Wh-what?" Owlman growled as he looked back at the mulberry mare who was fiddling with his machinery.

"Here, let me fix that for you," Cheerilee said with a smile. She hit the panel with a wrench, and it began to spark and pop.

The wind suddenly reversed direction, pulling more strongly than before. "N-no! Dammit, no!" Owlman found himself being lifted off his feet. The portal caught his cape, and it yanked him in by the neck. He grabbed onto the side of the gate with his right hand, however, and then caught it with his left hand. He fought desperately against the wind to pull himself out, but his strength alone was no match.

Owlman's right hand let go of the gate and went to his belt, where it found his newly built grappling gun. He pointed it at a window high up in the distance and began to squeeze the trigger.

That was when an alligator hit him square in the face. The villain and the enraged crocodilian tumbled together into the multihued vortex, which began to shrink, and finally closed with a pop.

Trixie looked behind them to see Shining Armor, dripping wet but none the worse for wear. "Did you... just throw an alligator at that guy?"

"Well," Shining said sheepishly. "That's all he had down there."

"Wow," Ditzy said as she trotted up to the captain. "So... did it shoot rockets out of its nostrils?"

Shining gave her a quizzical look. "Uh... no. Let's just go home. This has been a very long night."

"I've seen longer," Trixie said with a grin. The seven ponies shared a laugh as they exited the building as Shining's Guards began to file in, securing the area.

Owlman found himself face down on the warm ground. He was outside, he realized, and the sun was shining high in the sky. "Well," he muttered to himself as he kissed dirt. "I may not be able to conquer a world of colorful ponies, but at least I'm back home where I can get petty revenge on Kent."

"Thomas?" a deep voice inquired, causing the villain to jump to his feet. He saw the source of the voice, and shock ran down his spine. It was a man clad in dark spandex with a cowl that had pointed ears and a ragged-edged cape. A symbol of a black bat was subdued on the gray material that stretched over his defined chest. "Thomas, Jr?" Batman asked more insistently.

"Bruce!" Owlman exclaimed in recognition. No... I'm in his universe? His gaze shifted slowly down, and suddenly he realized he was mistaken once again. This obviously wasn't Batman's universe.

He saw a group of six ponies and a purple baby dragon surrounding the dark hero. The ponies all wore necklaces with gems in them that were of a similar shape to the marks on their flanks, except for the lavender unicorn, who wore a tiara. Owlman could only stare for a moment before he turned his gaze back to his alternate universe brother.

"You too?" they both asked simultaneously.

Fin.

Owlman In Equestria

by Bico

Act I: A Dark Knight Falls

Act II: A Dark Knight Eclipsed

Act III: A Dark Knight Dawns