In the harbor Fili-second was searching. why simple the jar of Codexes vanished in the night before they could be burned Five codex could merge into a symbiote, or revive five of them! it was dangerous and they had to search, as who ever did it with out clues! Peter said it was probably the maker who could bend reality, thanks to being everywhere at all times all at once, but they had to search.

Mare-velous was searching form roof top to roof top on her search, "I hate splitting up! this leaves Peter unguarded at the opening!" she said scared, Peter need cover to change into Spider-mane by putting on the backpack. If he didn't get it who knows what would happen.

above her Zap searched form the air flapping her wings looking around for any trace of a symbiote! she only had one point of reference, but it was a pretty standard one! Easy to spot!

higher then her was Saddle rager! she was flying above the normal for a Pegasus can't die meant She could fly higher then anyone! it was hard to see things but she added her Gama blood into the jar! she found out she could sense Gama energy! as long as it wasn't in a place or wearing something that blocked radiation She could Sense it! Right now she wasn't sensing the Symbiotes but she had to try to use her Gama Sense!

Lower on the ground Radiance was hovering around the City! with a spy class construct she was searching Too, This maker sounded horrible! She could only imagine would he would do with more symbiotes!

Finishing off the search was Masked matter horn searching the sewers as She drew the short straw! " so gross! I am going to need ten Bathes to get this stink out of my fur!"

Elsewhere Peter in suit and die was doing the opening for a hospital he had bought and upgraded! the press taking pictures of the first stallion to be in the running for Pony of the year award! then his spider sense went off and a crazy mare with a battle axe came out swinging it. She had cream fur blonde mane and tail green eyes, In a white tunic, holding an axe and shield Golden sandle high heel boots on her feet.

she swung and said, "bring out spider-mane! Adras Dolofnos the Fili-zon demands it! No male shall be that strong! I most kill him and take his daughter away to become a fili-zon!" Peter growled as she continued, "he protects you a weak male! So he will come!" Peter avoided the strikes of the axe even the shield bashes making people take pictures.

Peter was enraged but it didn't show, "Really you see now Spider-mane protects me form threats, you haven't touched me! So your no threat your a sad crazy Filly!" he said standing up side stepping her strikes! The Fili-zon roared in rage kept swinging getting over heated as Peter smirked before long she couldn't keep swinging and with one Right hook she was knocked out and he dusted his hands off, "Now police I believe this is where you come in I have a tour to give on the improved medical technologies My Company has created!" this would go viral on the internet, and in the news.

In jail Adras Sat growling in shame, She was a proud Fili-zon how could she lose to an inferior male in one punch! it made No sense! " how!?" She asked in shock and horror!

in the cell over shadow mane said, "And I asked how I could lose to A Filly the answer is we aren't as great as we think!" before the Fili-zon could say anything she said, "you have only battled other Fili-zons who all have similar fighting styles!"

the pony mare held her chin, "... Point taken! his style was avoid till I was tired, I never dealt with that, so our skill sets are lower then we think because of a smaller sample size!"

the ninja zebra nodded, "Now Spider-mane guards Peter makes sense he would teach Peter some of his fighting style, with would also be used by the Spiderling! so if you can't beat the rookie in the style how can you beat the professional master!"

While Pissed the Filli-zon said, "Point taken Zebra!"

Meanwhile the power ponies all in suits including May where in a void when they walked to come across Kaine, Shehulk, storm, Quick silver, Cyclops, Ms. Marvel, the young dark devil May's cousin. and the new young star brand Brandy.

within Moments the four spiders eyes glow and Kaine despite being human and Peter hugged, "My brother!" May and Riley Aka Spiderling and Dark devil hugged and said, " Cousin!"

the grand master appeared and said, "I have gathered you here to test the power ponies vs Peter's old team the avengers! those with similar powers till face eachother! First up Brandy and Radiance!"

the two found themselves in a jungle Radiance said, "I am not going to fight a child!" brandy glow a tower storming vortex of light around her as her star brand glew. radiance took a step back as the little girl summoned a giant made of light so massive she couldn't even see it, and with one step Radiance was back in the void.

the grand master saying, "Point avengers!" Radiance made a paper bag construct to breath into! the next battle Was cyclops vs Masked matter horn!

their battle had then in the same jungle! Trott fired off a cooling beam to Block a heat beam, "A one trick pony! ironic coming form a pony but!" her beam split into seven! within moments Six beams hit Cyclops he was overwhealmed bring it to one to one.

Now Zap and storms battle was quick, Storm used wind to take the necklace depowering Zapp, storm returned it saying, "I was once in the same boat as you but they came back for true!" Two points avengers.

next bout in the jungle was Shehulk vs Saddle rager, Now strength was equal as shown by them trading blows and punching at the same speed and same might as either broke! Now while that was said Spruce was a smarter woman with wings! she flow up high and came down at epic speed, Strength equals mass times speed, so by moving faster with her wings her impact would be greater, and one creator later the score board was tied again.

Spruce did a little dance in victory.

next up Mare-velous vs Ms Marvel! in the jungle Mare-velous' plan was to rope her! but the woman became a stick to escape before epic growing her arm into a massive fist! Making The fili-zon jump and try her hoofarangs. Sadly the only thing that happened was they bounced off her and hit her in the face putting the avengers in the lead once more.

next up in the jungle was Quick sliver and Fili-zon who made this a context of who could run longer!side by side no attacking just running a big line against eachother. Now speed was even, but being an earth pony she had strength and their by stronger muscles that could last longer so she slowly took the lead getting the score tied once more!

the second the last pair in the jungle was May and Riley, spiderling vs dark devil! May was swinging form tree to tree! but her cousin breathed fire burning them to ash! No place to swing form as he charged with flaming clubs in hand! May tried to avoid them, but spider-sense matched Spider-sense Allowing her cousin to hit her.

Avengers where leading going into Kaine the scarlet spider vs spider-man!

Peter was spinning webs to swing and strike at his clone turned brother using the spider-legs as he said, "I told may you tried to save her Kaine! She loves you for it!"

Kaine used his stingers to web swing and deflect the legs rapidly as he said, "you gave up everything to be with her again! I wish I could follow you brother with Riley!" Peter then held out his wrist and said, "me too!" in a moment his wrist gauntlets shot off fireballs that hit Kaine giving the power ponies a tie!

In the void May said, "yay we are all equally good!"

the grand master was looking at his contract, "Oh Let me check here, the Maker had a smaller bet on a tie, so I lost as the avengers didn't win! So tie goes to the power ponies as the one who bet one them technically wins! the other half of the spider family will find themselves reunited in the other world! Not just brothers but sister in one week!"

Peter called out, "I DON'T WANT BEN! LOOK WHAT HE DID TO HIS SON!" Riley took his mask off showing the horns on his mask where growing form his eye sockets, The power ponies screamed in horror! Sadly herd prancer found themselves in their living room Peter sighed, "now we have to wait a week for my Evil Knock off to shock up, with his necro mancery! So Come on May let's get rooms ready for your Good uncle, aunt, and Cousin!"

to be continued