"Sister a great evil is coming, unlike anything we have ever seen." Luna said looking over the kingdom with Celestia. "I know. I'm not sure the elements can stop this witch." Celestia responded and an idea hit her "legend has it that the witch was defeated by a team right?" Luna nodded, and then realized what her sister was getting to "Send out the elements to find them. A fallen prince, a soldier's ghost and a devil. The three together can stop this wraiths wrath." Luna said. "Guards bring the elements of Harmony here." Celestia said and half an hour later the six pony holders of the elements of harmony. "Princess Celestia why are we here?" Twilight asked wearing her tiara that held the gem of magic. "A great evil is coming to Equestria, it has been told since the days of old. Only three beings can stop it and I need you six to find them and bring them here." Celestia floated three map pieces over to them. Each had an X on them and what they were looking for. Apple Jack and Pinkie got the one looking for the devil, Twilight and Rarity got the fallen prince, and Rainbow Dash and Fluttershy got the Soldiers ghost. The six set off splitting up at the entrance

With Apple Jack and Pinkie Pie…

"Pinkie you sure this is the right way?" Applejack asked. "Yuperoni AJ." The pinkie pony said bouncing through the forest. The forest was gradually getting warmer and darker as they continued. Three little devil like creatures stopped them. One pointed ahead and shook his head. Another flicked his tail and looked ready to attack, he was red unlike the two blue ones. The last one spoke "go back trespassers, or face the demons of hell its self." The first spoke "Bamf" his smugly smiled and nodded. The red one head slapped him and the two started fighting. "Idiots." it mumbled then turned to the ponys "Be warned and tred carefully if you must continue." The last one said and pulled the two fighters apart and the three disappeared into a cloud of smoke. The two earth ponys looked at each other before continuing on. They found a battleground where a pirate ship laid on the side of its hull filled with holes. Demons and ogres looked at the ponys and smiled "new souls." One growled. "Get 'em!" another yelled. The two ponys got ready to fight.

With Team Unicorn…

Twilight, Spike and rarity walked through the forest. Strange markings began to cover the forest ground and trees. Soon the ground slowly turned to gold and rainbow colored stones. Rarity stopped to look at them "aren't they beautiful" asked a sly voice that echoed around them. The two unicorns jumped. A bipedal figure walked out of the shadows towards them, he wore regal armor a green cape flowed behind him and he carried a golden staff with a blue gem on the end. His sleek back hair and emerald green eyes. "Wow" Rarity breathed out. The being chuckled and smiled "allow me to introduce my self. I am Loki of Asguard." He said as his clothes flickered and changed to a black and green robe laced with gold over a black suit (like what he wore in the avengers). Twilight came out of her stupor "I am Twilight Sparkle and this is Rarity and my assistant Spike." She introduced them and the man nodded and noticed the map "let me guess, it is time that we returned to fight an ancient force?" the silver tongue said. "Uh. Yes how did you know?" Spike asked. " Why you have one of the maps I made." He waved his hand and the map disappeared from the dragon's hands and into his. He smiled "times have changed I guess I shall too." He said as green smoke wrapped around him and in his place stood a tall Grey alicorn with a black mane and tail and emerald green eyes. He wore a green cape and golden armor. Twilight and Rarity's jaw dropped for different reasons. Twilight was amazed at the magic he had. Rarity was amazed at his looks "wow." Was all she could get out. Loki chuckled "thank you, lead the way girls." He said and using his magic he pulled up one of the rainbow colored stones and the magic wrapped around it and turned it into a rose made of stone, he offered it to Rarity. Rarity blushed and took it "thank you" she said quietly. Spike looked horrified.

Team Pegasus…

"Rainbow Dash are you sure this is the right way?" Fluttershy quietly asked. "I don't know" Dash replied and flew up when something shot by her forcing her to land. The to ponys froze. Ghostly echoes came through on the wind –we got hostiles in the area- -find the ghost! - -How hard is it to find one soldier! - -Captain we found her! - Ghostly gunfire continued with the rest and muted the whispers. The two Pegasus crawled and continued and saw a battlefield filled with ape like ghosts, only they were taller and lankier. A ghost stopped in front of them with a shield ordering ghosts to go. Rainbow saw another ghost with a metal arm but this one looked more physical and less transparent more opaque. "Hey!" Rainbow yelled and the ghost with the metal arm stopped to look at her confused. "The ghost in front of them whispered "Jade?" The ghost returned view to the soldier with a smirk "not anymore" came the ghostly reply and she ran forward and hit the ghost. Then looked down at the ponys "come with me. The commandos will only stop for so long." She said and led the way through the battlefield to a cave where it grew ten times colder instantly. The two Pegasus's teeth chattered but they followed nonetheless. Lying on the table was the spirits physical body. The spirit entered and the body moved stretching and cracking stiff joints and the mechanical arm whirred. "Sorry about that. I imagine its me, you two came looking for. So whos coming?" The being asked her voice strong and steady and calming like a true soldier. "We don't know we was asked to come and get you." Rainbow Dash said. "Fair enough I'm jade Barnes but every one calls me Cheshire or the Vantom." The being said. "If you don't mind me asking. What are you?" Fluttershy asked. "I'm human." Jade replied, "Now lets save the world." She said and grabbed up her weapons and guns and put them in their proper places and followed the Pegasus's.

With Our favorite earth ponys…

BAMF a blue imposing figure towered over the two ponys he stood in front of them, launching into the incoming swarm, he glanced back his smile showing his fangs. Apple Jack nodded determined to fight. Pinkie bounced as she fought. The devil chuckled and fought along side them. Pinkie pulled out her party cannon and was randomly firing it. Apple Jack bucked and lassoed the rest and soon they were all out cold and tied up. The demon from before looked more like a blue devil he jumped down from the hull "so how can I help you fraulines?" he asked. "Princess Celestia sent us to find the devil who can defeat a great evil." Pinkie Pie answered before applejack could talk. The devil bowed his tail flicking behind him "Nightcrawler at your service." He said as he stood offering a fanged smile. His yellow eyes glowed through the dark. "I'm Pinkie Pie and this is Apple Jack.

At the meeting place…

Rainbow Dash, Fluttershy, and Jade arrived first. "I'm Rainbow Dash and this is Fluttershy," the cyan pony said and Jade nodded her head tilted as she listed for something, a smile spread across her face. A blue devil leapt out of a cloud of smoke and the two embraced each other in a hug. "An Angel and Devil fight together," The Devil started. "Now and Forever." Jade finished "its good to see you again Kurt." Kurt smiled "as to Cheshire." The two looked at the 4 ponys around them. Jade looked past them and chuckled. Kurt followed her gaze and he started laughing too. Loki rolled his eyes "grow up." "I am up, I'm taller the you." Kurt playfully said to the alicorn. Loki rolled his eyes again and returned to his human form "You two are like children." He scoffed. Jade hit his arm. "Now who is so important you need the three of us?" Loki addressed them. "Princess Celestia knows. You might want to turn to Ponys so you don't stand out." Twilight offered. Loki nodded and turned him, Nightcrawler and Jade into ponys. Loki was an Alicorn, while Jade was a Pegasus, Nightcrawler was an earth pony. Jade was an Army green color with a silver and dark gray mane and tail and her front right leg was metal her cutie mark was a red star; her wings were lined with a sharp metal. She wore a black leather jacket and boots. Nightcrawler was dark blue, so was his mane. He had a pehincel tail, fangs and his yellow eyes, his costume morphed to fit his new form. All three were still taller then the ponys. "C'mon" Twilight said. Rarity walked beside Loki almost drooling over how good he looked. Jade and Nightcrawler saw this and were snickering over it. Jade stopped tilting her head "Loki break my spell." Loki did so. The soldier pulled out a gun and shot it up into a tree and silver blur shot down and slid to a stop "don't shoot. I know whose coming its Wanda, the enchantress, and Dormammu." The being said. Jade nodded "Thanks Pietro. Come with us." The white haired speedster nodded and Loki turned the two back to ponys. Pietro was a teal colored Pegasus with whit mane and tail and had a silver lightning bolt as a cutie mark. "This is messed up on so many levels." He whispered to Kurt who nodded. Quicksilver was only slightly taller then the girls so he blended in fairly well. Kurt was a few inches taller, with Jade and Loki being the tallest.

Canterlot…

Everyone stopped to look at the ponys with the elements of harmony. Several mares swooned over Loki when he smiled at them. Jade rolled her eyes and decided to let him have his fun. Twilight led them to the castle. The guards let them through but not without a curious glance at Nightcrawler. Though they were silenced by the glare Jade gave them. The princesses smiled at the four new ponys. Luna questioned the fourth but said nothing. They respectively bowed. Even Loki after some 'persuasion' by Jade. "I know theses are not your original forms you may return to them if you want." Celestia said. The second she finished the sentence green magic surrounded the 4 and they returned to their human/mutant forms. "Thank You." Loki said for the other three. They nodded. "I am Prince Loki of Asguard." He said. Jade smirked "Jade Barnes of the 107th. Every one calls me Cheshire." she said. "Nightcrawler of the X-men and Son of Azazel." The blue furred mutant said. "Quicksilver, your highness. I'm a messenger of sorts." He finished scratching his neck. "I'm just glad it was you instead of Wade." Nightcrawler said. "A powerful sorceress is coming here-" Celestia started. "I'm sorry to interrupt you but there is two coming, one of which is my sister. And a man known as Dormammu he is a lord of chaos. Traveling from the dark dimension here will probably turn the three into ponys…" Pietro started laughing as a thought occurred to him. "Idiot." Jade said. "Whats so funny?" Applejack asked. "The thought of Dormammu as a pony probably. The two sorceresses are known as the Enchantress, and the Scarlet witch. Both capable of amazing amount of Chaos." Loki said. "Did some one say Chaos?" A new voice said "Oh Humans and Mutants and a demi-god. What fun! Loki where's your helmet?" Jade on instinct had a hand on her gun. "Discord." Loki growled upon seeing the master of chaos. Quicksilver zipped around Discord to see what he was. Everyone was stunned silent at the silver blur that was easily topping speeds Rainbow Dash could barely hit. The speedster stopped next to Jade and leaned on her looking at discord "what are you?" "I'm a draconequus" Discord said.
An explosion shook all of Canterlot. A portal opened up and the mindless ones began to poor through. "Now for the fun." Jade said pulling down goggles and running for the balcony and jumping. The ponys ran after her to look down for her to see a winged figure flying through the streets of Canterlot. "Looks like you seven are damage control." Quicksilver said and grabbed Loki and ran out and to the fight. Nightcrawler offered a sorry smile and disappeared in a cloud of smoke. "Oh fun." Discord said and snapped his fingers and was in a Captain America costume. The elements of Harmony plus Discord ran/flew/floated over the streets. Fluttershy looked in horror as Nightcrawler cut the head off of a mindless one. He was about to jump to the next one when a red magic blast hit him. The Scarlet Witch walked through the portal changing into a unicorn. Jade used the moment of distraction and tackled her the two rolled off to the side. Loki disintegrated the mindless ones and tried to close the portal before Dormammu came through. The Enchantress and the Executioner came through. Quicksilver was a blur of motion till the Executioner slammed hi Ax down and he was frozen in ice. The Scarlet Witch saw this and grew angry she shot her magic at the Enchantress and the two witches began a magic fight. The Scarlet Witch was a red unicorn with a brown mane and tail her outfit had morphed to fit her. The Enchantress was a green unicorn slightly taller with blond hair. The Executioner was a red Stallion earth pony that put Bigmac to shame with his muscles. Cheshire shot forward and continued to kill the mindless ones she saw Fluttershy trying to talk to one "That's hopeless Fluttershy they don't have brains." A very tall dark and imposing figure reached the portal opening. He stepped through and turned into a draconequus with a flaming head. "Oh shit." Jade said and the medallion around her neck drew in Dormammu's attention. The medallion connected around her neck and the outfit changed to that of Sorcerer Supreme. "Dormammu will take over this tiny world." The draconequus declared. "Not if I have anything to say about it. Loki Now!" Sorceress Supreme said and made Spiderman's hand symbol "I call upon the icy winds of the Jotunheim" she said and shot it at the draconequus, with her free hand she summoned other portals. Loki made the portals turn green and other Heros passed through. The Avengers and X-men joined the ranks as well as Dr Strange, the winter soldier and Falcon. The Sorcerer smiled and took the eye of Agamato. Cheshire smiled "Doctor. Allright lets drive theses Assholes into the ground!" Jade yelled and shot up into the sky. The Heros cheered and gave battle cries. The Enchantress looked around and summoned a few portals of her own, coming through were, the Destroyer, Magneto, Azazel, The brotherhood of mutants, Lizard, kraven, and Deadpool. "Harmony! I need you to keep the Enchantress busy. We need those portals closed. Oh Shit." Cheshire said. The elements nodded and went to do there assigned task. "Stark, perimeter town edge, turn em back or turn em to ash!" Cap yelled. Loki, Brudder Voodoo, Zecora and the few Magic X-men drove Dormammu back into his realm. The mindless ponys all retreated after their master. Thor took out the enchantress with the six ponys help. Hulk took out the Executioner. The X-men with help of the Avengers took out the newer villains and villinesses. Fluttershy took out Kraven and Lizard that alone was amazing since Spiderman had a hard time. The only ones left standing were the Scarlet witch, Azazel, and Deadpony. Deadpony stood up and turned human with no magic. Deadpony despite everything had beat up half the X-ponys single hoofed. N the Heros side only Loki, Cheshire, Nightcrawler and Quicksilver were standing along with the Elements of Harmony. Discord sat on a cloud watching it all happen. Strange and Zecora were tending to the downed heros and helping them home through portals. The original Avengers and X-men stayed to see what would happen. "So the Witch is the strongest." Loki said surprised. His hands glowed green since his staff was broken. "You sound surprised." Quicksilver quipped. Azazel growled at his son " 'Crawler" he disappeared in a cloud of smoke and so did Nightcrawler the two Bamfed through the air. Cheshire opened fire on the mercenary and mutant witch. Deadpool ran forward returning fire and the soldiers fought each other. Loki and Quicksilver went for the Witch. "Okay girls, Rarity your with me. AJ and pinkie I want you to help jade. Dash Fluttershy help Nightcrawler in anyway you can." Twilight said and they spit up. The unicorns helping Loki's magic over rule the witch. Quicksilver ran circles around them creating a vortex and sucking in cold wind and air in to help Loki. Rarity watched as Loki's skin turned Blue and his eyes turned red he looked like a monster. Loki's magic became infused with ice and was overpowering the mutant. Quicksilver stopped as his sister was incased in ice and magical restraints. Loki breather hard and looked as he was going to collapse and he did his skin returned to its pail color and before turning him into a pony as well as the Avengers and X-men and other humans. Thor as an alicorn rushed to his brother's aid.

Nightcrawler was surprised by a rainbow knocking his father off his cloud. Nightcrawler teleported after the devil.

Apple Jack bucked Deadpool towards Jade where the mercenary was impaled by one of his own swords. Deadpool reached behind him and pulled Jade around front and impaled her on the blade too. He then proceeded to pull it out. Jade spat blood on the ground and became Vantom, he spirit leaving the body "get me out of the way." She said to pinkie. The Pink pony nodded and drugs the body to the others. Deadpool growled as the two combatants fought each having a sword. Applejack thought it was like watching some strange dance. Jade grabbed Deadpool and kicked him where it hurt, she dropped him "grow that back." She spit on him and cut off his head. Deadpool stuck his tongue out at her. Deadpool and Jade staticed and turned into ponys.

Nightcrawler teleported Azazel to the ground and Bamfs lined the roofs, most blue. They all jumped at the two fighting devils. When the smoke cleared Azazel was unconcise and Nightcrawler had a pirate hat. Jade smirked and went back to her body so strange could heal it. Jade doubled over as the magic coursed through her veins. Wolverine took Deadpool head. Pinkie Pie helped her stand. Jade mumbled thanks.
"Hey why do Thor and Loki get to be unicorns with wings!" Stark cried causing those awake to chuckle. "Because they're princes, you dumb wit." Jade said. She offered a smile "pinkie I think we need a party." she whispered. The pink pony lit up "Okay!" she bounced. Cap and Quicksilver took over supporting Jade. Loki moaned and used his magic to heal himself. Twilight led the large group of ponys to the castle ballroom where Streamers, banners and food were being set up by a pink blur. Princess Celestia and Luna walked in on the other side. "Welcome Equestria. Heros." Celestia said and then used her magic and everyone in the room turned Human/mutant, including the princesses, the elements of Harmony and Discord. Jade groaned at the sudden change and Cap caught her when she stumbled "thanks Steve." She said.

Soon the party was in full swing. Celestia thanked everyone for saving her kingdom and gave meddles to Jade, Loki, Nightcrawler and Quicksilver. Strange with the help of Loki made the portal for everyone to return home,