Disclaimer: I do not own mlp or Captain Underpants. Captain Underpants is own by Schoolastic and Dav Pilkey ;and My Little Pony is own by Hasbro and DHX Media.

Before we start this universe is basically the same as the canon mlp universe. The only difference is that Twilight never had wings but is still a princess and owns a castle, so that when she turns into Captain Underpants it would make sense for her not able to fly. Ok, let's start.

Spike is the dragon who lives in the castle with purple skin and green scales, remember that now. Spike loves goofing off, reading comic books, and be lazy all the time. But what he really loves is creating new stories. The Power Ponies, the comic book he reads, inspired him to create his own superhero comics.

One of his superheros he created is named Captain Underpants. Every weedend he create Captain Underpants comic books, forces Twilight to use her duplication spell in her sleep, and checks to see any mistakes. In the weekdays whenever Spike has free time he sell his comics at the Ponyville School.

All the fillies would enjoy the comics and Spike makes money from it. Captain Underpants is a pony superhero who only likes to wear underwear and a red cape. Everyday he saves ponies from evil villians' master plans and stuff like that.

One day when Spike was walking to school to sell his lastest homemade comic books he bumped into Ms. Cheerilee at the front of the school. "Opps, sorry Ms. Cheerilee.", Spike said.

"It's okay Spike. Say, I don't rememeber you attending this school.", Cheerilee says with a confused face. "That's cause I don't. I'm just selling these comic books to the kids at school."

"Ohhh,", Cheerilee squealed, "I remember I used to read comic books all the time. May I buy one?" "Of course, that'll be 10 bits.", Spike said as he open his hand. After she buys the comic book, she starts reading it. Spike asked,"So, do you like it?" Ms. Cheerilee eyes gone big. As she keeps reading she fainted on the ground.

"Um.. are you okay?", Spike asks with concern. Cheerilee gets up then throws the book on the ground. Then she exclaimes, "SPIKE, HOW COULD YOU SELL THIS GARBAGE IT'S FILLED WITH INAPPROPIATE AND OFFENSIVE JOKES WHEN I WAS YOUR AGE WE READ COMICS ABOUT PEACE AND FRIENDSHIP NOT SOME PONY RUNNING AROUND WITH UNDERWEAR! DOES TWILIGHT KNOW ABOUT THIS?"

Spike looks arround and mummbles,"Uhhh...no." Cheerilee's face turns red then she grab Spike's hand. "THAT'S IT! WE ARE GOING BACK TO THE CASTLE AND TELLING TWILIGHT WHAT JUNK YOU'VE BEEN WRITING!"

Spike's face grows less concerned."Yeah right, Twilight will always take my side, she'll probaly do nothing to me."