66. Amora the Enchantress

NEW YORK CITY, 616TH EARTH

Around the table, the seven members of the Cabal discussed the deeds to be done.

"It will give the public a reason to trust us," Osborn said. "As well as turning them against people who stand as certain obstacles. It should be made top priority."

"If we're going to do this," Loki said, "I'm certain we'll need…"

He stated a name.

"Impossible," Namor replied immediately. "Even I heard what became of her. We can't – "

"We won't," Loki insisted. "We're just going to let my brother do the dirty work. After all, the very powers that can bring her back are now on his side. All we need to do is lure her to them, and he will follow. He won't be able to resist taking the bait."


Tony watched several robotic arms piece together the skeleton of a suit of armor in the center of his work area, a room mostly decked out in flawless white and silver. "J.A.R.V.I.S.," he asked, "can I see a schematic for the final?"

A computer screen before him flashed, showing a diagram of what the armor would become.

Tony grunted in disgust. "Yeah. That's not gonna work. I'm thinking more…streamlined. That's the word. And black. This one's gonna need to be black."

He was soon alerted to footsteps, two pair, approaching. Steve and Rainbow Dash entered the room. "Bad time?" Steve asked.

"Nah," Tony replied.

Steve looked from Tony to the armor and then back. "How…long…have you been working on that?"

"Well, I came up with the concept yesterday – "

"I mean how much SLEEP did you get?"

"Enough."

"You…slept at your desk."

"Don't knock it till you try it, Steve."

Steve cleared his throat. "Anyway, Rainbow Dash was wondering if she could see the gallery. Or at least the part of it that's stored here."

"I guess I could take a break," Tony admitted, stepping away from the computer terminal. "Prepare to be amazed."

"Oh my gosh oh my gosh oh my gosh," Rainbow Dash said softly.

Tony led her and Steve down an adjacent hall; several suits of armor, all variations of what Tony had worn in Times Square but with varying shapes and colors, were stored behind glass. "This is so AWESOME!" Rainbow Dash squealed.

"And this is only half the collection," Tony told her. "The rest is at my personal abode. Now we're getting into the specialty armors."

The suits began to look less like the standard Iron Man suit and displayed more variety. Particularly striking was an ensemble modeled off a jumpsuit that was white from the chest up and red downwards, with red plates that resembled feathers built into the arms. Rainbow Dash lingered in front of that one for a while before moving on.

"I so wish I had one of these!" she gushed.

"You know, Tony," Steve pointed out, "you've made WAY more of these than you can wear."

"No," Tony said.

"So you're going to keep all these for yourself," Steve countered.

"No," Tony replied. He pointed to one suit, a silver variant of the Iron Man template. "That one belongs to Rhodes."

"It's okay," Rainbow Dash said. "Just LOOKING at these is awesome enough! How'd you get the idea to start doing this, anyway?"

"Well, as a lot of people like to say," Tony answered, "it happened in a cave with a box of scraps. I was in a tight situation, and I got out of it by designing one of these."

"Don't tell Rarity," Rainbow Dash said, "but these are WAY cooler than her frilly designs."

"Don't worry," Tony replied. "I'm not going to set off the diva. I'm pretty sure nobody wants to deal with that."

"I bet you could build ANYTHING!" Rainbow Dash gushed.

The voice of J.A.R.V.I.S. piped in over the intercom. "There are two visitors to see you in the entryway. Natasha Romanoff and Agent Sam Wilson of S.H.I.E.L.D."

"What now?" Tony sighed.

"Why would Natasha bring another agent into the mansion?" Steve wondered out loud.

"I dunno," Rainbow Dash said, "but it's probably important!" She began to run, then turned and looked back at Steve and Tony. "Are you guys COMING, or what?"

"Right behind you," Steve promised, and Rainbow Dash rushed ahead. He turned to face Tony. "Are you sure you're doing all right?"

"Why wouldn't I be?" Tony replied.

"Because you're staying up all night making more suits than you could possibly wear," Steve pointed out.

"If you're implying I'm getting too stressed out for the job…" Tony said sternly.

"I wasn't saying that," Steve replied. "I just…if there's anything I can do…"

"I'm fine," Tony asserted. "Trust me. If I need help, you're gonna be the first person I call, okay?"

Steve nodded. "Okay. I'm just worried about you, I guess."

"Why don't we worry about why two S.H.I.E.L.D. agents came practically breaking down our door instead, Steve?"


Wilson looked around the atrium of the mansion in awe. "So this is Avengers Mansion!" he gushed.

"It's just the front hall," Natasha corrected, "but yeah, I guess that's correct."

"It's just as beautiful as I thought it would be!" Wilson went on.

Tony, Steve, and Rainbow Dash entered the hall. "Natasha!" Steve cried.

"Wait, so that's Black Widow?" Rainbow Dash asked.

"Yes," Steve confirmed, "and that's…"

"Agent Sam Wilson!" Wilson finished, stepping forward to shake Steve's hand. "Longtime fan of the Avengers."

"Okay, let's just get to the chase here," Tony interrupted. "WHY did you two come here? Because, let's face it, whenever you decide to get involved, Natasha, that doesn't mean good news."

"I'd rather discuss this with everyone," Natasha stated. She looked directly at Rainbow Dash. "You were one of the women that took down Graviton?"

"Heh, that's me!" Rainbow Dash bragged.

"Is it all right if they listen?" Steve asked Natasha. "They did come here to help."

Natasha nodded. "If you trust them, I trust them."

"I'll have J.A.R.V.I.S. call everyone up to the situation room," Tony announced.


The situation room was dark, with a circular projection table, the only source of light, at its center. All of the Avengers present in the mansion were gathered around it, along with the six Equestrians.

"I was ALMOST finished with the new outfits," Rarity grumbled. "If they could have just given me a little more time…"

"Kiiiiiinda need to switch priorities right now," Clint advised her.

Natasha and Wilson approached the table. "There's been an upset at S.H.I.E.L.D.," Natasha explained. "Director Fury was voted out of office."

"Wait, WHAT?" Tony reacted.

"You're kidding, right?" Clint asked.

Natasha shook her head. "I don't know how else to put it. And the problem comes with the person who replaced him."

"What happened?" Carol asked.

"Norman Osborn and Victor von Doom are cashing in on the fact that they developed the technology that stopped the Secret Invasion in its tracks," Natasha explained. "Osborn sweet-talked the majority of our agents into voting him into the Director's chair."

"Hang on," Tony interrupted. "S.H.I.E.L.D. is being run by NORMAN OSBORN. GREEN GOBLIN Norman Osborn. BIG MAN OF CRIME Norman Osborn."

"He says he's reformed," Wilson explained.

"Yeah, right!" Jan scoffed.

"Um…I'm lost," Rainbow Dash said.

J.A.R.V.I.S. took a moment to interrupt. "A third S.H.I.E.L.D. agent has arrived."

"Send him up," Natasha commanded.

"Um, excuse me?" Tony snapped. "Did you just tell my AI assistant to – "

"Just send him up," Natasha repeated.

"Norman Osborn's a weird case," Yellowjacket explained. "He was one of the richest and most powerful guys in the country. Came up with some real innovations in science. Problem is…he had a big criminal record of his own."

"There were reports of several of New York's most infamous criminals being linked to OsCorp, which he ran," Steve continued. "His top scientist, Otto Octavius, was one of the most destructive after he lost his wife, but Octavius actually sacrificed himself to stop a tritium explosion from destroying the city. On the other hand, we can trace criminals like Vulture, Sandman, Rhino, Kraven, Mysterio, Shocker, and Electro back to him in one way or another. And all of them are bad news."

"But he's most famous for being known as the Big Man of Crime," Banner picked up. "He went by the name 'Green Goblin' and took over the criminal underworld. I'm not talking about big independent operators like Loki or von Doom. But pretty much every thief and murderer on the low ranks worked under Osborn."

"So how's a guy like that get put in charge of S.H.I.E.L.D.?" Applejack asked.

"He developed technology that helped us stave off a bigger threat," Steve answered. "We were invaded by an alien race called the Skrulls. Shapeshifters. They took on our identities and used them to infiltrate the planet. Osborn and Doom figured out how to track them and gave that technology to the Avengers and S.H.I.E.L.D."

"To be fair," T'Challa pointed out, "Osborn has done much good."

"Maybe he just needs a second chance," Twilight suggested.

"There's also the fact that he was supposed to be DEAD," Tony pointed out.

"All reports claimed Norman Osborn deceased after combat with local hero Spider-Man," Vision confirmed.

"Another shapeshifter?" Twilight guessed.

"Possible," Natasha said. "But – "

"I'm actually puttin' my money on Discord here," Applejack interrupted. "I'll lay a hundred bits sayin' Discord pulled him out of the Underworld."

"Am I missing something here?" Natasha asked.

"They have a nemesis with the power to resurrect people," Steve told her.

"I have a feeling there's a MUCH longer story here…" Natasha sighed. "But it can wait. No…I think Osborn's pulling a scheme on us. He wanted us to think he was dead so he could turn the public further against Spider-Man and also give himself an opportunity to claim he had a 'clean slate.'"

"Is it truly possible for one to make the world think that one is dead in order to serve their purposes?" Thor asked.

"It's actually funny you should say that," Natasha said as the door to the situation room slid open.

"Hey," Wilson greeted as another agent walked in, clothed in an immaculate suit. His light brunette hair was thinning, showing off a lot of his pale forehead. His face seemed to be wrought into a state of worry.

"Wait…" Tony said. "No. NO. That is NOT."

"What is going on?" Thor barked.

"Apologies," the man said, approaching the table, "but there were certain reasons you weren't supposed to know I existed."

"Oh, I BET there were reasons," Tony growled.

Banner glared at the man, then looked away, breathing deeply so as not to become further angered.

"Lost again," Rainbow Dash said.

"When Loki was on the verge of enacting his master plan with the Chitauri army," Steve explained, "he killed Agent Phil Coulson, a personal friend to most of us. It was the death of Coulson that motivated us to band together and fight."

"And right now?" Tony concluded. "Phil Coulson is STANDING RIGHT IN FRONT OF YOU."

"You…were supposed to be dead?" Twilight asked Coulson. Before he could answer, she cried, "CHANGELING!"

"Or Skrull!" Rainbow Dash growled.

"STOP," Natasha commanded. "He's…he's the real thing. We all knew."

"I didn't," Clint muttered.

"You were one of the people who was moved into action because of his death," Natasha told Clint. "Otherwise you would have been hindered by your own guilt helping Loki. We couldn't let you know."

"Director Fury thought that the best way to forge the Avengers into a collaborative force for good was to give them a common cause to fight for," Coulson explained. "They found me where Loki attacked me, and they were able to save me. But they kept it a secret from you and ordered all of S.H.I.E.L.D. never to let you know so that you'd fight together."

"Fury pulls something like this on us," Tony growled, "and you want us to stop HIM from being screwed over?"

"I'll admit what we did was wrong," Coulson said. "But you have to hear me out. Osborn is planning something. He wouldn't have waited this long after the Secret Invasion to make a move if he didn't have some kind of ulterior motive."

"Do you actually have any proof of that?" Steve asked.

"What other proof do I need than that he was the Green Goblin and he made himself out to be dead?" Coulson answered.

"I'm new to this," Twilight said, "but even I know we can't just attack the director of S.H.I.E.L.D. unless they did something bad while in that position. That could make S.H.I.E.L.D. into one of our enemies."

"That Agent Hill already doesn't like us," Rainbow Dash pointed out.

"Maybe we should tell her we're sorry," Fluttershy suggested.

"But I'm NOT sorry!" Rainbow Dash insisted. "I mean, I don't want her to get hurt, but it doesn't sound like she will."

"Hill voted Osborn into power," Wilson pointed out.

"If it's a working system, and we can't prove it's corrupt," Twilight said, "we can't do anything. We'd look like the villains. We might even BE doing the wrong thing if it turns out Osborn isn't doing anything tricky!"

"Er, Twilight?" Rarity pointed out. "Remember how at your brother's wedding, you tried to tell us all Cadance was up to something, and none of us believed you? And then she turned out to be, well, Chrysalis the Changeling Queen?"

Twilight thought it over. "You're right," she muttered. "He MIGHT be up to something…"

"Might," Steve affirmed.

"Victor von Doom is with him," Coulson pointed out. "I don't see any reason you'd bring that guy anywhere if you weren't up to something."

"All the more reason not to attack, especially without provocation," T'Challa said. "An act against him could spark conflict against Latveria."

"If you're going to pick a fight against Dr. Doom," Banner concurred, "you're going to need a REALLY good reason. Has he done anything – "

"Not yet," Coulson admitted.

"But it's only a matter of time," Natasha asserted.

"We can't take that chance," Steve replied.

"They could legitimately be trying to turn things around," Twilight snapped, "and if you make them mad, they could act out just because you're treating them like monsters!"

"I don't trust Osborn and Doom any more than you two," Tony told Natasha and Coulson. "But I'm done playing Fury's lapdog if he's going to do THIS to me." He gestured toward Coulson. "Do you have any idea what we went through knowing you died?"

"Hang on," Applejack interrupted. "Now, don't be too hard on Phil just 'cause…"

"Just because he PRETENDED TO BE DEAD so his friends would fight for S.H.I.E.L.D.?" Rainbow Dash countered.

"But it was Fury's idea!" Applejack practically snarled.

Steve looked at Coulson, and Coulson could sense the hurt within him from looking at his eyes. What he then said made sense to only the two of them: "That card wasn't even in your pocket, was it?"

Coulson could only reply, "No."

"So…we're seriously going to let NORMAN OSBORN and DR. DOOM run S.H.I.E.L.D.," Jan reiterated. "I don't care what they did or didn't do. I'm taking them down." She clenched her fists.

Carol put a hand over one of Jan's. "Don't ruin everything just because you're angry," she cautioned.

"IF WE COULD ALL STOP ARGUIN' FOR A SECOND – " Applejack attempted.

From outside, there sounded a great boom. Those within the situation room were struck silent. Then the screams began to sound from the streets.

"EVERYPONY NEEDS OUR HELP!" Pinkie Pie screamed, running out of the room.

"We'll finish talking about this later," Steve said hurriedly. "Right now, we have a situation."

"I'm coming with you," Natasha asserted. "Wilson, Coulson, you two wait here."

Coulson nodded while Wilson appeared disappointed. Everyone else except them ran from the room, pulling up hoods and masks.


THE SPACE BETWEEN

She saw him appear before her, and it made her angry. He'd already thwarted her one too many times. This time, she would end him.

She didn't want to end him. Not inside, not really. Had they not been close allies, despite the things that often came between them? Despite…despite…whom had she loved, she wondered?

She didn't know. And the overwhelming desire not to care swept over her. The desire to hurt him rather than spare him.

Loki. The god who stood before her was named Loki. She couldn't remember who she had chased, the one whom had angered him, but it was somewhere in the back of her mind…

The thought was forced out. Loki had to be punished.

"I know what you want," he said. "Come and get me…demon queen."

Loki opened a portal of darkness and charged through it. She followed, bent on striking him down.


NEW YORK CITY, 616TH EARTH

When she came out on the other side of the portal, she couldn't see him. She stood on the roof of a building set within a bustling metropolis.

She'd been there before…

The memory was shoved aside.

There was only one thing to do if she wanted Loki wounded and captured – not killed; Ragnarok required a living Loki to play his part – and that was to take down the whole city.

So Amora began.


When the Avengers (plus six) arrived outside, the city was aflame. Creatures the color of lava, the size of well built humans but with pointed horns and beating, batlike wings, savaged everything they could find. Whatever they touched burst into fire.

"Demons!" Thor cried. "The minions of the fire god Surtr!"

"What are they doing HERE?" Wasp asked. She'd transferred into a different ensemble entirely, wearing a short, strapless dress of black and yellow with leggings and long gloves of the same color scheme. A yellow disk rested over each ear, with an antenna protruding from each.

Carol had also changed to become the entity known as Ms. Marvel. She wore a tight red leotard with long sleeves that joined with black gloves. A golden star was emblazoned on her chest. The leotard cut off at a point that showed the entirety of her legs, but she made up for that with long black boots. A black mask covered the upper half of her face. A short red cape billowed behind her.

Rarity sighed. "Was it too much to ask for the demons to WAIT until I'd finished our new ensembles?"

"Less complaining, more fighting!" Hawkeye cried. He'd taken Rarity's advice, changing into a tight violet suit that hid the upper half of his face in a pointed headdress (to Yellowjacket's incredible amusement). He rushed the nearest demon, loading his bow and shooting. The arrow hit its mark, sending a jolt of electricity packed into its point through the demon. The demon screeched and leapt away. Hawkeye drew another arrow, running toward a cluster of demons.

"Split up!" Captain America called out. "Find as many as you can and take them down!"

The group shattered, filtering through the streets.

Twilight slammed the base of her staff into the ground, causing a whirlwind of ice. The nearby demons all hissed, flying away from her frozen cyclone. Several of them spiraled upward into the air, vanishing.

Captain America's Vibranium shield spun through the air, knocking into seven demons before he caught it on the rebound and slammed the flat of it against an eighth.

Fluttershy found herself backed into a corner by a host of demons. "You…wouldn't want to rethink doing this, would you?" she suggested. "I'm sure you're all just very misunderstood – "

The demons didn't listen. They charged her full force, and took the full brunt of her retaliation. A fist to the face, a knee in the stomach. The katana was drawn, and each slash drained more energy from the flying creatures.

Banner watched this from a block away. "So you want to hurt her, then." The very thought enraged him. He was used to the process, no longer afraid – or at least as afraid as he once had been. He let the anger flow over him. His own consciousness receded as the Hulk took the foreground of his mind. His shirt burst open as his body grew, deepening into green, until the Hulk was fully transformed. His first act was to punch out a group of three demons with one fist. He grabbed the feet of one demon, flinging it into another.

Rainbow Dash had brought out her sword, swinging it at each demon that came near. "Don't make me bring out my BIG attack!" she taunted. The sword itself was doing well enough; the demons were falling back.

Iron Man blasted demon after demon with the rays installed in the hands of his armor.

"WOOHOOOOOO!" Pinkie Pie squealed, rapidly firing confetti and glitter from her twin pistols and knocking a legion of demons over.

Yellowjacket knocked down three demons in a row with his fists before deciding that wasn't enough. In a matter of moments, he grew to three times his original size, scooping up several demons into his hands. "Not so tough now," he taunted, "are you?"

Applejack's rope whip encircled four demons, binding them together, before she twirled them all above her head and then let them fly. They collided with the side of a building.

Wasp had shrunk to the size of her namesake, and small energy jets – bio-stingers – emitted from her hands again and again, striking the demons and causing them to hiss in pain. When they attempted to follow her, Black Widow unholstered a pistol and let loose on the creatures.

Black Panther leapt from the top of a booth to a theatre marquee, slashing five demons on his way. Atop the marquee, he seized another demon and slammed its head against the wall, knocking it out cold.

An entire legion of demons was blasted to the ground by a golden field of energy produced by Ms. Marvel, who levitated several yards off the ground. Almost too late, Ms. Marvel sensed a presence behind her; she turned to see a trio of demons about to attack her from behind. A red laser beam pierced all three demons, causing them to drop from the air. Ms. Marvel looked to the source of the beam to see Vision hovering nearby, looking quite pleased with himself. "Nice timing!" she called to him.

Thor's flight took him upward, above the tops of the skyscrapers. He looked down to see the majority of the demons being held back by his allies. He recalled the last time fire demons had plagued him in this majority. This was too familiar. He bristled at the thought of what he would find.

His blood ran cold. Just like last time, she was there. Amora the Enchantress, of golden hair, green eyes, and pale skin, dressed in a black ensemble that bared her sides, her shoulders, and much of her chest. A black headdress framed her hair. She hovered in place above the city, staring directly downward at the demons.

"AMORA!" Thor bellowed.

She turned to look at him. She remembered. For a moment, she wanted to stop it all, to call off the legions, to fly to him. Then that want was gone; it never lasted long. Her eyes glazed over, a bright white. "I came here to make your brother pay," she said with a smirk, "but I shall settle instead for you."

"My brother is dead," Thor informed her.

"Is he?" She smirked. "Is he really, Thor?"

The voice was hers. It came from her mouth. But Thor remembered what had happened to her the last time they had met. She had been possessed by the god Surtr, and Surtr had used her mouth to speak his words. As much as he wanted to believe he was speaking with the true Amora, he had to come to the jarring realization that he spoke with Surtr. And Surtr, he surmised, was either trying to catch him off guard with the implication that Loki was alive…or was in possession of knowledge Thor didn't have.

But there was no time to contemplate that. "LEAVE THIS CITY!" Thor bellowed.

"NOT UNTIL I HAVE DONE WHAT I CAME HERE TO DO!" Amora roared.

Thor raised Mjolnir, summoning the lightning from the sky. A dark cloud formed over him. At the same time, Amora gathered fire within her hands, creating a great sphere of it.

They let their attacks loose at the same time. The fire collided with the lightning, and though the resulting explosion's shockwave sent both Thor and Amora reeling, neither was struck. Amora charged up another attack, throwing a maelstrom of fire at Thor; Thor spun Mjolnir wildly in circles to attempt to deflect it, but when it collided, it hit hard, and he could feel the heat of it beginning to burn him. He raised Mjolnir a second time, calling down more lightning.

Amora closed her eyes, willing herself to be absolutely surrounded in fire. The flames forged into a sphere around her, pulsating. She prepared to let it fly before Thor could strike.

A sudden cold wind blasted her, dispelling the fire. From down below, Twilight had seen Thor dueling with an enemy in the sky, though from where she stood, she just thought it looked like a larger fire demon. Having cleared her area of demons – they'd gotten tired of being knocked back by her various spells, and vanished to who knows where – she turned her attention to giving Thor cover.

Amora was left wide open. The lightning directed through Mjolnir struck her hard. She screamed. She doubled over there in the sky, curling into a ball.

When the lightning abated, Thor flew to her side. "Amora," he said. "I know you are there, below Surtr's control! You must remember! You must fight!"

Amora looked at him with clear green eyes. "I…can't," she told him.

And then she vanished in a burst of flame.

Iron Man flew down the block where Rainbow Dash and Black Panther's paths had crossed. "My sector's clear," he announced.

"I think we flushed 'em out," Rainbow Dash said proudly.

"All the same," Black Panther said, "I would not let down our guard."

Thor descended before Twilight. "I must thank you," he said sincerely. "Without your intervention, I could not have bested Amora. Though…I wish I did not have the need to."

"Who's Amora?" Twilight asked, reading concern in Thor's tone.

"A fellow Asgardian," he answered. "I would like to say more, but perhaps it is best to wait until everyone is gathered so that I do not have to repeat the story."

"I think we cleared the demons out of the city," Twilight informed him. "We can probably meet back up at the mansion."

"The demons follow Amora," Thor clarified. "When I struck her and forced her away, the demons would have followed." He removed a small card, an identification card of sorts, from within his armor. He pressed down on one end and spoke to the card: "Avengers, assemble."

"It's like a signal!" Twilight realized.

"All Avengers carry one," Thor confirmed. "It is how we know when to gather. Come. We will return to the mansion at once."


Iron Man and Rainbow Dash were the last to arrive; a small crowd, thankful for the vanquishing of the fire demons, had followed them, and the pair was taking quite a lot of enjoyment out of waving, saying "You're welcome," and posing for photos.

"Not a publicity stunt, boys," Ms. Marvel snapped.

As each Avenger crossed the threshold of the Mansion, he or she unmasked, becoming a civilian again. All proceeded directly to the situation room, where Wilson and Coulson waited.

"What was it?" Wilson asked.

"Fire demons," Thor answered. "Minions of Surtr."

"Surtr," Twilight realized. "The fire god who lives in Muspelheim. I've heard a bit about him…and none of it is good."

"You are partly correct," Thor confirmed. He waited for everyone to ring the situation room table before continuing. "Only a short while ago, Surtr left Muspelheim for an undisclosed cosmic location. He took with him the Twilight Sword, which he means to use to bring Ragnarok onto the Nine Realms."

Clint barely had time to ask, "What's Rag – " before Twilight cried, "THE END OF THE WORLD?"

"THE END OF THE WORLD!" Pinkie Pie repeated, horrified, before letting out a high-pitched shriek.

"Not the end of the world," Thor corrected.

"It's not?" Twilight asked.

"Phew!" Pinkie Pie breathed a sigh of relief. "I was worried for a minute there!"

"It is the end of several worlds," Thor clarified. "Perhaps even the universe."

Pinkie Pie screamed again.

"Amora was one of our greatest rivals," Thor went on. "An ally of Loki. But above all that, she is an Asgardian like myself. She wanted to prevent Ragnarok as much as we do. However, she has fallen into Surtr's hands, and he is using her as a tool to bring Ragnarok about. Through her, he channels the fire demons. She is not herself."

"He possessed her?" Twilight asked.

"Yes," Thor confirmed. "Were it that I knew how to break her free, I would. Even though she was our enemy…she does not deserve this."

"Now, hang on a minute," Applejack said. "We had a real good friend back home get possessed by some sorta nightmare spirit after she got fed up. Our Elements were able to clear it right outta her and give her back her free will. You think the same thing would work on this Amora?"

"I do not know," Thor admitted. "Surtr's influence is powerful."

"Pleeeeaaaaase?" Pinkie Pie begged. "Can we at least please try?"

"To try and save Amora would be better than to watch the world end at her hands," T'Challa pointed out.

"I do not know that we can even find her," Thor pointed out. "Heimdall has not been able to locate Surtr."

"Heimdall…the guardian of the Bifrost, bridge to Asgard?" Twilight recalled.

"Pretty sure you spend way too much time reading," Tony teased.

"And yet she knows more about the situation than you because of it," Steve countered, lightly nudging Tony's arm.

"Well, we have to try somethin'," Applejack asserted. "Somethin' tells me that if we don't, Amora's gonna come back, and with more demons."

"And something tells me this is a trap," Coulson retorted.

"You know what?" Tony told Coulson. "I don't even want to hear it from you, okay? You already lied one too many times."

"Tony," Fluttershy said sternly.

"What?" Tony replied. "You expect me to just let it slide?"

Applejack sighed. "We can deal with this later. Right now, let's get the show on the road. Thor, you lead the way. We're gonna find Amora and get her back."

"All RIGHT!" Jan cheered.

"NO!" Rarity gasped. "NOT without the proper clothing! If you give me ten minutes, just ten minutes, I'll have them all finished!"

Before anyone could argue – and a good many wanted to – Rarity had taken off running for her room.

"You two can head back to the helicarrier for duty," Natasha told Wilson and Coulson. "I'm going with the Avengers."

Coulson nodded. "If it's worth anything, I'm sorry."

"Save it," Tony snapped.

"Um…actually…" Wilson said nervously. "I was wondering if I could go with you."

"Agent Wilson," Natasha cautioned, "this is an incredibly dangerous mission. Nothing like what you've seen before at S.H.I.E.L.D. Please leave this to us. We can handle it."

"I won't hold you back!" Wilson pleaded. "I promise! I just…it's not that I think I'm in the wrong place or I did the wrong thing. I just really admire the Avengers, and…I kinda wanna be on their end of saving the world! I wanna BE an Avenger! Just for a day?"

"I don't want to see you hurt," Steve told him. "No one does."

"So I won't get hurt," Wilson countered.

"The more, the merrier!" Pinkie Pie squealed, and Jan nodded in agreement. "You SHOULD come with us!"

"We could use the extra help," Applejack said.

"No offense, but you couldn't keep up," Tony told Wilson.

"Maybe not like he is NOW…" The wheels turned in Rainbow Dash's head. "Hey, Tony. What if you gave him one of your extra suits?"

"Lemme think about that." Tony posed in mock pensiveness. "NO."

"Not one of the official ones!" Rainbow Dash argued. "One of the OTHER awesome ones!"

"It's not like you're ever going to wear some of the specialty armor," Steve pointed out.

"For the last time – " Tony turned to face Wilson and deliver another "No." However, before he could get the word out, he was hit with the full force of Wilson's expression of disappointment. Sensing an opportunity, Pinkie Pie positioned herself behind Wilson, looking at Tony over his shoulder, and pouted dramatically.

"Damn," Tony muttered. At his usual volume, he said, "Fine. You can have a spare."


"Wow!" Wilson was stunned as he walked through Tony's auxiliary gallery. "And I can have any one of these I want?" He approached the display of the silver armor.

"Not War Machine," Tony insisted. "That one belongs to Rhodes!"

"How about this one?" Wilson stood before the armor with the red wings. "I can see myself in this!"

"Eh, why not?" Tony shrugged. "That's the Falcon unit."

"Falcon," Wilson repeated. "I like it! Hey, is it all right if you all call me Falcon in the field?"

"Heh, that makes you a pegasus in a way!" Rainbow Dash decided. "You're gonna look SO AWESOME in that!"

"Rainbow DASH!" Rarity stormed into the gallery. "THERE you are! Everypony else is suited up, and if you don't hurry, we're going to be late!" She threw a black and white jumpsuit at Rainbow Dash.

"Right," Rainbow Dash sighed. "Because if anypony's gonna make us late, it's me for not changing into the outfit you had to finish before we left." She trudged away, clutching the suit.

Tony and Wilson were left to look at Rarity's own clothing. She wore a royal blue longcoat that flared out over leggings of a matching color. The entire ensemble was patterned with sky-blue diamonds, and bracelets made of pink diamond-shaped beads were wound around Rarity's wrists and ankles. Similar beads were threaded through her hair. One large pink diamond was emblazoned on her chest, bordered in gold, and a royal blue mask covered the upper half of her face.

"Uh…that's…something," Tony commented.

"My, MY!" Rarity gasped upon viewing the various suits of armor. "These are lovely! Tony, my darling, you didn't tell me you designed!"

"Yeah, yeah, yeah, I'm sure Amora is just waiting for you to get done telling me how awesome I am," Tony snapped. "Can we just go already?"


The Avengers plus six Equestrians plus Sam "Falcon" Wilson and Natasha gathered in the atrium. Rarity had outfitted her five companions in new ensembles she thought were more fitting for the occasion. Applejack wore a red and green jumpsuit with a black undersuit that covered the lower half of her face; a black utility belt cinched the waist and black and red boots completed the picture. Pinkie Pie's suit was white with a pattern of lavender arrows pointing this way and that; its hood covered most of her hair. Rainbow Dash wore the black and white jumpsuit, a jagged black headband keeping her hair back. Twilight's suit was a deep maroon, with a sky blue chest plate in which a pink stone was set at center; she wore white boots adorned with small emblems of her Cutie Mark on her feet and a blue headpiece with golden goggles over her face. Finally, Fluttershy was decked out in a deep teal suit with a flower at her neck and a pattern of butterflies accenting the sleeves; a purple mask shielded the upper half of her face.

"Where did they get the beads and the other non-fabric stuff?" Clint wondered out loud.

"When Rarity began work this morning," Vision explained, "she drew up plans with her vision of how the clothes would work. She showed them to me in exchange for feedback. I improved her designs by giving her some materials I had collected for Twilight's headgear."

"And I just wasn't feeling the pink beads anymore," Jan added. "So I said she could have them."
"So we're finally ready?" Yellowjacket snarked. "Anybody gotta check their lipstick?"

Rarity gasped and turned to make for the nearest bathroom. Clint placed a hand on her shoulder. "Please…don't," he advised.

"I'm going back to S.H.I.E.L.D. headquarters," Coulson announced, stepping out into the entryway.

"Good," Tony snarled.

"Don't need liars like you anyway," the Hulk growled.

Steve attempted to put in his own word. "I just…I can't…" He shook his head. "Just go."

"Good luck," Coulson bid the others before opening the door to leave.

"Wait," Applejack said, running to his side. Softly, she said, "If ya did what ya had to do…don't feel bad, okay?"

Coulson just nodded before leaving.

Applejack sighed. "Okay, everypony. Let's move out."

"Avengers!" Steve cried to rally the group.

They marched outside.

"So…where are we going?" Twilight asked Thor.

"Where we can be heard," Thor answered.

"Heard?" Twilight asked. "By who?"


Just outside the city limits, in an open field, the group stood and looked skyward.

"HEIMDALL!" Thor bellowed. "I NEED YOU TO OPEN THE BIFROST! I BRING MANY TRAVELERS WITH ME, BUT ALL ARE TRUSTED FRIENDS! BRING US TO ASGARD, SO THAT WE MAY SPEAK WITH YOU!"

At first, nothing happened. After waiting a while, Rarity began: "Erm, was there supposed to be someone listening to – "

Then an immense beam of shimmering light poured down from the sky, engulfing the group. All feet were lifted off the ground, and a forceful pull drew the passengers of the light beam upwards.

Rarity screamed.

The light sucked them up into the sky, and then beyond, in less than a second.


THE BIFROST, ASGARD

When the light faded, Twilight got a good look around. She, Pinkie Pie, Rarity, Applejack, Rainbow Dash, Fluttershy, Iron Man, Captain America, Thor, the Hulk, Black Widow, Hawkeye, Black Panther, Yellowjacket, Wasp, Ms. Marvel, Vision, and Falcon all stood in a great circular room with walls of gold. Wide windows set in the walls looked out upon a starry sky. In the center of the room stood a tall man, dark skinned and golden eyed, befitted in gleaming golden armor and a tall golden helmet that diverted into two prongs. This man turned to make eye contact with Thor, who nodded.

"Thank you, Heimdall," Thor greeted.

"I see you have brought your companions from the fighting force you call the Avengers," Heimdall replied. "Though I was not expecting the six bards in training to return."

"Let me guess," Twilight piped up. "Us." She gestured toward herself and the other Equestrians.

"This is them before – " Thor began.

"I know," Heimdall said.

"Of…course," Thor realized. "You would have been able to observe them at all times."

"Wait a minute!" Rainbow Dash realized. "You can see us ANYWHERE? ALL THE TIME? Do you know if we win?"

"Rainbow Dash!" Twilight snapped. "Even if Heimdall could see the future, you can't have it spoiled for you! That could change the outcome and be dangerous!"

"But what if we win in the PAST of now?" Rainbow Dash asked.

"It is not relevant," Heimdall told her. "The cosmic conflict in which you have been involved is too great to decisively say who will 'win.' There have been victories and defeats alike."

"Whoa…" Pinkie Pie interrupted from across the room. "You've GOTTA see this!"

Most of the group already knew what she was looking at, so paid her no mind. However, Twilight, Rarity, Rainbow Dash, Fluttershy, Applejack, Black Widow, Ms. Marvel, Vision, and Falcon ran to where she stood: in a large doorway that gave a view to the rainbow bridge of the Bifrost itself, a long and glimmering path that radiated with every color imaginable, all mixed in with each other, slightly translucent as though made of glass but obviously forged of something stronger and more magical. Across this path, the towers of Nebulapolis were visible.

"Whoa…" Twilight gasped.

"It is very aesthetically pleasing," Vision stated.

"Awesome…" Falcon breathed.

"GLITTERTASTIC!" Pinkie gushed.

"That's the real Asgard," Ms. Marvel stated. "Home of the gods."

"Of one pantheon of them, anyway," Twilight corrected.

"It's simply beautiful," Rarity stated.

"Hey, Heimdall," Iron Man said, causing all attention to be diverted to him. "We've got a situation. We're trying to track down Surtr so we can basically kick his ass and get Thor's crazy ex back."

"I will ask you not to speak of Amora in such a manner!" Thor gasped.

Heimdall sighed. "For many days, I have searched the cosmos for Surtr. He is beyond my sight. I have told Thor this many times."

"So…you don't know ANYTHING?" Pinkie Pie asked sadly.

"And we came up here for NOTHING?" Yellowjacket barked.

"However," Heimdall continued, "I did see Amora approach the city you call home in Midgard. I saw her leave. And I saw when she disappeared. Perhaps if you follow her, you can find where Surtr hides."

"GREAT!" Twilight squealed. "Can you draw us a map or something? Please?"

"I could," Heimdall confirmed, "if I had – "

"Here ya go!" Pinkie Pie handed him a scroll of blank parchment and a pen.

"Where did she even…" Ms. Marvel began.

"Don't question it," Applejack told her.

Heimdall carefully drew a diagram of the location of 616th Earth and its surrounding constellations before drawing the path Amora had taken through space. He handed it back to Twilight. "I hope this is what you desire," he said.

"Thank you so much," Twilight told him. "You have NO idea how helpful this is!"

"Yeah…problem." Iron Man leaned over Twilight's shoulder, pointing at the parchment. "That is WAY out there in space."

"I could try and contact Mar-Vell and see if he could transport us," Ms. Marvel suggested.

"The Bifrost can't just take us right down there?" Applejack asked.

"The Bifrost can only connect certain points of the nine realms," Thor told her.

"Bifrost schmifrost!" the Hulk grunted. "What good even is it?"

Heimdall glared at him, and the two were momentarily locked in an angry staring contest.

"This really isn't that big of a deal," Captain America tried to convince the others. "We just need to go back to Midgard – Earth – and find some kind of spaceship as quickly as we can. We could probably call in favors."

"Why do I get the feeling that a certain S.H.I.E.L.D. director wouldn't let us just get away with that?" Iron Man countered.

"We do not know that Director Osborn currently holds ill will toward us," Black Panther pointed out. "It is more of the other way around."

"Hang on," Twilight interrupted. "I…might know where we can get a ship on short notice."

"You don't mean…!" Rarity gasped.

"I know this'll be the first time we did something like this," Twilight told her, "but…it's not that big a deal, right? Anyway, we need to go back to 616th – I mean Midg – I mean Earth first."

"Heimdall," Thor asked, "can you grant our request?"

"Please?" Fluttershy asked.

Heimdall nodded. "I will transport you back to Midgard."

"And don't lose our map," Iron Man commanded Twilight.


NEW YORK CITY, 616TH EARTH

Osborn paced the main room of the helicarrier. "Of course," he said, "there are going to be some changes. Starting with our name." He held up a poster for all to see: a graphic of a hand wielding a hammer, with the letters "H.A.M.M.E.R." emblazoned above it.

"What does it stand for?" a voice piped up.

"It stands for the fact that we cannot be stopped," Osborn snapped, "and can crush all threats. Now, to continue. The first thing I want is for the Superhero Registration Act to be…repealed."

There were a few gasps in reply.

"No more information collection on the gifted," Osborn clarified. "This particularly applies to the mutants. I also want S.H.I.E.L.D. representatives to lobby for diplomatic talks with Atlantis."

Johnson leaned over to Morse. "He seems to be making progressive decisions…" she whispered.

"Maybe we misjudged him," Morse replied.

"I trust Osborn as far as I can throw him," Johnson hissed. Then she thought over her statement. "No. I trust Osborn as far as COULSON can throw him."

"…And I want to begin work on a new line of defense against outside threats," Osborn continued, unaware of the pair's chatter.


"Well," Twilight said, walking belowdecks, "this is the Starlight."

Rarity, Rainbow Dash, Pinkie Pie, Applejack, and Fluttershy followed her. Then Captain America, Iron Man, Thor, the Hulk, Hawkeye, Black Widow, Yellowjacket, Wasp, Black Panther, Ms. Marvel, Vision, and Falcon.

"It's not that big a deal," Rarity muttered to herself nervously. "Only the first time we've ever invited passengers aboard the ship…"

"I remember this ship!" Thor cried.

"So these are your digs," Hawkeye remarked, peering into each room they passed. "Nice."

"Eh," Iron Man commented. "Bit old-fashioned, don't you think?"

"That's just how we roll," Rainbow Dash replied.

"And you seriously expect me to believe you get to all these different worlds by sailing the seas on a boat," Iron Man continued.

"No," Twilight said sternly. "We don't. I'll show you."

The group filed into the control room. Twilight began to operate the computer controls. "I'm turning off the receptors that tune into the mist engine," she said, "and giving us full control over our direction. Now, I'll just take the map Heimdall drew…" She isolated a section of space on the main screen, one that matched the coordinates on Heimdall's map. "Plot our starting point…" 616th Earth glowed onscreen. "And draw out a course to where Amora disappeared." With some quick manipulation, she drew a line onscreen from 616th Earth to the point in space where Heimdall indicated Amora had gone. "And…go." She set the ship to move. It shuddered, then began its course. "We're heading for Amora, and hopefully where Surtr can be found."

"Well, that's a LITTLE more impressive," Iron Man observed, "but this control room could still be a LOT more streamlined. Personally, I would put a – "

"Iron Man," Captain America cautioned.

"So what happens now?" Wasp asked excitedly.

"Go up to the deck and see for yourself!" Pinkie Pie answered.

The group hustled up to the deck to see the ship rising out of the water, heading quickly into the atmosphere.

"I suggest we return belowdecks so that we have air to breathe," Black Panther broke in.

"The ship covers for that," Twilight told him.

"This is amazing!" Captain America gasped as the Starlight drew farther and farther away from 616th Earth.

"It's gonna be a long ride," Twilight explained. "Amora traveled a long way out."

"So you can all make yourselves at home!" Pinkie Pie cried.

"Well, yes," Rarity interrupted, "but please stay out of my bedroom. And don't break anything. Or touch anything that looks important. Or get anything dirty. Or…"

As Rarity listed dos and don'ts of traveling the Starlight, the group moved belowdecks again.


THE SPACE BETWEEN

"So this is your engine," Iron Man said, looking at the mist engine.

"Yeah!" Pinkie Pie told him. "Sometimes it rattles and breaks down, and then I just have to give it a kick and it works!"

"Okay, stop, STOP," Iron Man groaned. "That almost physically hurt to hear. How do you put up with all this outdated tech?"

"It does fly," Wasp pointed out. "And it got them to a bunch of worlds!"

"Well, do you have any sort of communication radio?" Iron Man asked. "To link up to other spacecraft?"

Pinkie Pie gasped. "OHMYGOSH! We SHOULD have a radio to talk to other ships!"

"Have you met any other ships going through?" Wasp asked excitedly.

"Well…no," Pinkie Pie admitted. "But Twilight's brother and sister in law are on another ship with our friends Rapunzel and Eugene, and there are probably all sorts of other travelers out there who would be fun to talk to! OOH! And what if we had a radio that could play music through the WHOLE SHIP?"

"Y'know, I don't usually offer this," Iron Man said, "but I could hook you up with something like that."

"Oh yeah?" Wasp asked. "And what's in it for you?"

"Getting the name of Stark technology flown all over the universe," Iron Man admitted. He released the faceplate of his helmet so Wasp and Pinkie could see his grin.

"In your dreams," Wasp mocked.

"So please tell me the ship has rocket boosters or something," Iron Man went on.

"Nope!" Pinkie Pie insisted. "Just the engine!"

"You're killing me," Iron Man sighed. "You know that?"

"Come on, Pinkie," Wasp suggested. "Let's leave the buzzkill alone and go find something more fun to do."

"Yeah!" Pinkie agreed. "Wanna see all the souvenirs I picked up from our last adventures?"

"You bet!"

The two women walked away laughing. Iron Man just glared disapprovingly at the engine before walking away in disgust.

He found his way to a small lounge room where Applejack, Rainbow Dash, Fluttershy, Captain America, Hawkeye, the Hulk, and Falcon had gathered. Captain America was finishing a story: "And that's how Tony and Rhodes figured out how to make one of the most devastating attacks the iron suits could produce when Tony was completely drunk."

"Shoot, that's nothin'!" Applejack laughed. "You should hear 'bout some of the stuff Pinkie Pie comes up with after a few too many mugs of my family's signature cider."

"What, are we having fun at my expense?" Iron Man laughed, taking a seat. "I thought I was the only one allowed to do that. See, when this guy tells it, he always leaves out how awesome I am."

"You mean like how Applejack always tells the story wrong about how I became Ponyville's greatest superhero?" Rainbow Dash countered.

"See, I always make sure to leave IN the fact that we all pulled the wool over your eyes with that Mysterious Mare-Do-Well getup 'cause you got a big head," Applejack laughed. "Y'all ever wanna take Iron Man down a peg, you take one of his suits of armor, switch off wearin' it so it looks like one guy has all y'all's powers, and watch him go crazy tryin' to figure out which one of y'all suddenly got so much better than him at everything!"

"You did NOT do that," Hawkeye laughed.

"Oh, yes, we did!" Applejack confirmed. "Though it was more with a big purple hat and cape than with a suit of armor."

"How obnoxious did YOU get to deserve that?" Hawkeye asked Rainbow Dash.

"I mighta milked it a little bit," Rainbow Dash admitted. "Hey. By the way. Since we're all here. I…wanted to talk about something. Since we have time and all."

"What did you want to talk about?" Falcon asked.

"Well…do you think maybe you guys were a little too hard on that Coulson guy?" Rainbow Dash posed.

"He lied," the Hulk grunted.

"Losing him was…well…I don't know how to explain it, really," Captain America admitted. "Before I was frozen, back during the war, I lost my best friend. I didn't ever want to go through that again. But then we lost Coulson, and…we weren't even that close, but he was one of my biggest fans. I could always tell how much he respected me. He was…too innocent. To let get hurt. But it happened. And now…now we're finding out it was all just a setup to get us to work together."

"The guy went out on a limb for us," Iron Man added. "Didn't think he had it in him to go out on a limb to fake us out too."

"But he didn't," Applejack pointed out. "Not really. S.H.I.E.L.D. did that."

"He is one of S.H.I.E.L.D.," the Hulk growled. "S.H.I.E.L.D. always hurts us. They want me locked up."

"Did Coulson want you locked up?" Rainbow Dash asked.

"Probably," the Hulk replied.

"No," Hawkeye asserted. "He didn't. Listen, I know the guy, and he wasn't down with the Registration act or anything. He always kept his toes in line, and he was a people pleaser. He wanted to carry out his duty to S.H.I.E.L.D. That meant a lot of times, he ended up siding with Fury on the tough issues. But he knew where to draw the line. He didn't think you or Dr. Banner were dangerous."

"He didn't think Banner was dangerous because he didn't think I'd get out," the Hulk countered. "They built a cell for me!"

"Now, that's not nice at all!" Fluttershy agreed. "But you heard Hawkeye say that Coulson sided with Fury. Fury was the one who built the cell. At least, I think that's how it works. Fury was also the one who told Coulson to pretend to be dead. It sounds like he really respected all of you, not just Captain America. And if you think about it…it probably means that staying in hiding and pretending to be dead was hard for him too. It probably hurt him a lot that he wasn't allowed to say anything to you."

"As somebody who was a S.H.I.E.L.D. loyalist," Falcon broke in, "they do some messed up stuff. But you can trace a lot of it back to Fury or Hill. A lot of us, we don't get a choice. We don't get a say. I never said we should build a cell for the Hulk on the helicarrier. And I didn't know anything about Coulson supposed to be dead until they told me not to bring it up unless I wanted to be terminated."

"You mean they would have - !" Fluttershy gasped.

"Fired!" Falcon corrected. "I mean fired!" He laughed. "Fury wouldn't KILL an agent!"

"Osborn, on the other hand?" Iron Man contrasted. "That guy's probably got blood all over his hands. The guys they linked him back to when they traced his actions as Green Goblin? Pretty much all of them are either dead or on lockdown."

"Anyway, I KNOW the plan wasn't Coulson's idea," Falcon said, "and I KNOW he didn't like it. He said so once. He didn't like to talk about it much, but the one time he did, he did say he wished they didn't have to do it."

"I think you're really mad at Director Fury," Fluttershy suggested, "and you're taking it out on Coulson."

"You could have a point," Captain America agreed. "I probably don't have to tell you that I've seen firsthand how people can be misled by their leaders."

"At least get his side of the story," Applejack suggested. "I hate to see y'all just throw away a good friend like that, especially at a time when y'all are gonna need each other."

Everyone present contemplated this in silence before Iron Man said, "We'll think on it."


"EVERYPONY!" Pinkie Pie ran up and down the halls. "EVERYPONYYYYY!"

"WE'RE AT THE PLACE!" Wasp yelled, following her. "THE PLACE WHERE AMORA DID THE THING!"

This dual siren call led everyone to the control room. Twilight and Thor stared at the screen.

"It lines up with the map that Heimdall drew," Thor confirmed, looking at the marker of the ship onscreen.

"Amora disappeared here," Twilight said, turning to the group at large. "And I'll bet anything here's where we can find Surtr."

The group ascended abovedecks to get a better view. The Starlight was pointed at a giant red nebula that swirled ominously against a backdrop of stars against the blackness.

"You'd think somebody would have noticed that before us," Iron Man pointed out.

"Aaaaaand Surtr officially loses at Hide and Seek," Hawkeye laughed.

"Straight ahead?" Twilight asked.

"Straight ahead," Thor and Captain America said in unison.

"I'll set the controls." Twilight turned to move belowdecks. Most followed. Thor and Rainbow Dash remained, staring at the nebula.

"I still don't get it," Rainbow Dash remarked. "Was she your enemy or your friend?"

"She's an enemy I would go to lengths to protect," Thor said. "Perhaps that does in fact make her my friend."

"Well, we're gonna save her," Rainbow Dash promised.


The Starlight drove directly into the center of the nebula. The surrounding space changed from red to deep black until a sudden light cleared the area. The ship touched down upon what felt to those onboard like a body of water. Rainbow Dash hurried to drop anchor while the others looked around. Had any of them ever seen Mephisto's Realm, they might have thought to draw a comparison; the ship rested inside a cavern of black stone that glowed faintly red.

"It seems Surtr has either found or constructed a smaller replica of his domain in Muspelheim," Thor observed.

"Uhhhh, everypony?" Rainbow Dash called over. "You're gonna wanna take a look at this."

The group gathered at the edge, looking down at where the ship had landed. They were not, in fact, anchored in a lake of water, but instead in a lake of lava that bubbled slowly; simply looking over the side sent a blast of heat into the face.

"How are we not burning up?" Yellowjacket asked.

"Magic, I suppose," Rarity theorized.

"How's THAT for old-fashioned!" Pinkie Pie cried, tapping Iron Man's helmet.

"Could still be better," Iron Man huffed. "I spent a little time recording and dissecting this ship's structure, and trust me, it still sucks. By the way, just so you know, I lost voice connection with J.A.R.V.I.S. We're too far out."

"Oh, come on!" Wasp groaned. "WE ARE FLOATING IN LAVA! THAT'S AWESOME!"

"And not the point," Thor asserted. "I wish to find Amora as quickly as possible. Lower the gangplank."

"No problem!" Applejack headed for the gangplank, aiming it over the edge.

"Nobody fall in, now," Yellowjacket teased.

"If you even try to fake like you're shoving one of us into the lava," Ms. Marvel growled, "I WILL throw you back on the ship and not let you come back out."

Thor took the lead position, walking toward a passage that led out of the cavern. The ensemble tread carefully down a sort of stone corridor until a light shone from ahead. Captain America looked around at everyone, putting a finger to his lips to signify that all should be quiet (and glaring rather hard at Yellowjacket, Hawkeye, and Pinkie Pie in that regard). Thor edged toward the end of the corridor, stopping at the side of the entryway into the next cavern. Then, he gingerly waved the others over so they could view what he saw.

The next cavern was monumental. Small rivers of lava ran across the stone floor. A great being, tall as a full size Titan, stood at a table proportionate to him against the far wall. In the room's darkness, lit only by the lava below and the torches on the wall, he appeared as little more than a gigantic shadow, but those observing could still tell that while his frame was mostly humanoid, he had two large bull horns instead of hair, a great reptilian tail, and a muscular figure. He was in the act of hammering some sort of metal object upon an anvil on the table. He raised a giant mallet and brought it down on the object again and again, each time with a metallic CLANG that boomed against the walls.

Thor gestured to the far wall. The great being stood between the group of heroes and another cavern passage; it was the only other visible diversion of path. "There is nowhere for Amora to be but there," Thor whispered.

"So what's the plan?" Iron Man whispered back.

"Twilight's our team strategist," Rarity pointed out just as quietly.

Twilight clenched her teeth, hissing, "I didn't plan for this situation in particular!"

"Well, Cap's our team strategist," Hawkeye informed.

"I don't know," Captain America admitted. "Thor, is that Surtr?"

"Yes," Thor whispered. "If he finds us, he will attack."

"Is he just an ordinary god?" Twilight asked.

Thor nodded.

"We can fight him," Rainbow Dash whispered.

"We have bested Loki before," Black Panther added, "and he was a god."

"Loki was a little smaller," Wasp whimpered.

"Can we sneak past without Surtr noticing?" Captain America asked Thor.

"Unlikely," Thor said.

"What if just some of us did," Twilight asked, "and some of us distracted him somehow?"

"If we get Surtr wrapped up in combat," Captain America suggested, "then Applejack and the others could go find Amora and fix her. Then, when they come back, we leave Surtr and run."

"And if he follows us?" the Hulk asked.

"I haven't gotten there yet," Captain America admitted.

"I still say we kick his ass," Iron Man broke in.

"We may be able to defeat Surtr in such a way that we can escape from him unharmed," Vision said. "There is a high probability we can knock him unconscious. He does not seem a bigger threat than Galactus, whom we have defeated."

"I also want to break away to join the search for Amora," Thor volunteered.

"Um, you're the only god on our team," Hawkeye protested. "You can't go."

"I will go to protect my fellow Asgardian!" Thor hissed.

"We can handle Surtr without him," Iron Man assured the others.

"You sure?" Falcon asked.

"Positive," Iron Man replied.

"When we have finished with Amora, I shall return to help you fend off Surtr and stop him from following us," Thor promised.

"Our Elements might even have enough juice left in 'em to help y'all out with that," Applejack stated.

"Once we leave," Thor said, "I will contact the other Asgardians and tell my father of Surtr's location. My father can defeat him for good."

"So we have a plan," Captain America said. "Everybody ready?"

"No," Fluttershy squeaked.

"He touches you," the Hulk told Fluttershy, "I rip his hand off."

"It's now or never," Captain America insisted. "On three – "

Thor didn't bother with the countdown. He ran out into the mammoth cavern, his footsteps masked by the hammering of Surtr's smithy.

"Go!" Captain America hissed, and the entire group moved out after their friend.

Surtr was soon made aware of the sound of multiple sets of tiny footsteps behind him. He set down his great mallet, turning to make his crimson skin and fanged mouth visible in the torchlight. When he beheld the group of heroes attempting to cross his forge room, he growled. His voice practically shook the walls: "NONE WILL PASS HERE!"

"Tony?" Captain America looked to Iron Man.

"What?" Iron Man replied.

"Now we can kick his ass," Captain America said with a wink. To the rest, he yelled, "HIT HIM WITH EVERYTHING!" Then he hurled his shield at Surtr's face.

Surtr reached up to deflect the Vibranium shield with his left hand; no sooner had he done so than a giant Yellowjacket had grabbed onto his wrists and was attempting to wrench them behind the fire god's back. Surtr's body burst into flame, causing Yellowjacket to let go and stagger back; Black Panther leapt through the air, having climbed up the forge table, and slashed at Surtr's face. Iron Man, Vision, and Ms. Marvel flew rings around the god's body, pelting him with constant beams of white-hot energy, gold plasma, and red laser light respectively. Surtr lunged at the airborne trio to try and knock them down; by that time, the Hulk had also climbed the forge table, and he leapt at Surtr, his fist striking the god's face and causing him to reel. The tiny Wasp careened past, zapping bio-stingers at Surtr's face.

"Am I doing this right?" Falcon asked, having flown a few feet aboveground in order to launch red, feather-shaped projectiles at Surtr.

"Better than Widow's doing!" Hawkeye teased, loading up his bow with arrows that exploded upon contact.

"I didn't think we'd actually be FIGHTING Surtr, okay?" Black Widow protested, drawing her pistols and charging at her impossibly large foe.

"They have him diverted!" Thor told Rarity, Applejack, Pinkie Pie, Fluttershy, Twilight, and Rainbow Dash. "We must hurry!"

The seven charged toward the opposite cavern opening while Surtr was kept busy with battle. "You think they'll be okay?" Rainbow Dash asked worriedly.

"This is the sort of danger we face regularly," Thor pointed out.

The entry led into another corridor, a winding path longer than the hallway from the entrance cavern to the forge cavern. After what seemed just a bit too long, the end came at last. A smaller cave, bare of furnishing or embellishment save two torches on the wall. Amora stood up straight in the room's center, her eyes closed as though she were sleeping.

"This is where she stays when Surtr is not in need of her," Thor realized out loud.

Amora's eyes snapped open. "How did YOU get here?" she roared.

"AMORA!" Thor yelled at her. "I KNOW YOU ARE THERE BENEATH SURTR'S CONTROL!"

"She can't hear you!" Twilight told Thor. "We need to finish this!"

"YOU WILL ALL DIE IN THE NAME OF SURTR!" Amora screamed as a sphere of fire surrounded her. "RAGNAROK WILL COME, AND YOU WILL BE POWERLESS TO STOP IT!" The flames increased in brightness before they shot forth at the seven who stood before Amora.

"NO!" Thor leapt between the Element bearers and Amora. He twirled Mjolnir round and round so that it deflected the flames; they formed an arc around Thor, but dissipated before they could reach the six women behind him.

"NOW!" Applejack yelled, and the six were surrounded by a sphere of light, amulets glowing.

The flames ceased, but not before one last burst of flame. Thor collapsed to the ground. "UNGH!"

He'd held his ground long enough. The rainbow of the Elements of Harmony arced through the air, striking Amora, surrounding her in rainbow. "WHAT?" she screamed. "WHAT IS THIS? NO! NOOOOOOO! I AM…I AM…"

She dropped to her knees. She held her head in her hands. She began to breathe heavily and noisily, gasping for air as though she'd been deprived of it.

When the rainbow cleared, she maintained that position. Thor stood, ignoring the hurt on his body. Twilight, Rarity, Pinkie, Rainbow Dash, Applejack, and Fluttershy looked at Amora with concern.

She lifted her head from her hands. Her eyes were bright green, clear and natural, and wet with tears. "Thor," she said weakly before standing up and running to him. "My love – "

She kissed him, pressing her lips to his hard.

Pinkie Pie gasped loudly.

"Oh dear…" Rarity muttered.

Thor shoved her away. "NO!" he roared. "Amora, my heart does NOT belong to you! It never will!"

She looked at him forlornly, then nodded dejectedly. Twilight was suspicious; she wasn't sure if Amora actually believed that.

"I am sorry," Amora said. "Surtr…he…"

"We know what happened," Twilight said. "Surtr took control of you."

"I will not say I am free of desire to wreak revenge upon those in the nine realms who have earned my wrath." Amora clenched her fists. "But I will not aid in the coming of Ragnarok. I will not destroy the realms." She paused. "There is still too much for me to do in them."

"I wish you could see a way to make peace with Asgard at least," Thor told her. "With my father."

"For now, there is a chance that will happen," Amora said sternly. "Did you see Surtr forging the Twilight Sword?"

"That was the TWILIGHT SWORD?" Twilight screamed. "AS IN THE SWORD THAT COULD BRING RAGNAROK?"

"Is there any other Twilight Sword?" Amora asked sarcastically.

"This is bad," Twilight whimpered. "This is really, really bad. We have to destroy that sword – "

"It can't be DESTROYED, you idiot!" Amora snapped.

"HEY!" Rainbow Dash yelled. "Don't call my friend an idiot! You would still be possessed by Surtr without her, you know!"

"You're in no position to command me," Amora reminded Rainbow Dash. "I want to help you, but not because I in any way care about any of you. We all want the same thing right now: for Surtr to lose possession of the Twilight Sword. It cannot be destroyed, but it can be taken away."

"So let's take it away," Rainbow Dash insisted.

"We can hide it on our world," Thor told Amora…and then realized what he had said.

"Your world," Amora parroted.

"I did not mean…" Thor tried desperately to find the words. "It is not where my family or my home are, but it is where I live now."

"I know quite well what you mean," Amora taunted. "And you accuse me of being unfaithful to Asgard. But we will have time to split hairs later. If you can secure the Twilight Sword on Midgard, I can return to Asgard and report where Surtr is hiding."

"Won't they be mad at you?" Fluttershy asked.

"If it means confessing to my crimes and taking the proper sentence, so be it," Amora insisted. "It wouldn't be the first time I sacrificed myself to bring an end to a greater enemy."

"Then let us go!" Thor commanded.


Surtr staggered back, hindered by the constant abuse, but all the same, it seemed more as though he were swatting away flies than actually taking damage.

"Doesn't this guy ever get tired?" Iron Man groaned.

"We could really use Thor right about now," Ms. Marvel grunted.

As if granting a prayer, two humanoid forms dressed in black hurtled out of the far cavern entrance. "SURTR!" Thor roared. "IT ENDS HERE!" He raised Mjolnir high in the air.

"I AM YOUR SERVANT NO MORE!" Amora screamed, bolts of green plasma forming around her hands.

Thor flung Mjolnir, and the hammer struck Surtr on the side of the head, causing him to roar. Amora took that chance to pelt Surtr repeatedly with plasma bolts. The others could see the marks her attacks left on his skin.

"AMORA THE ENCHANTRESS!" Surtr bellowed, reaching out a clawlike hand to grab Amora. "YOU SHALL PAY FOR BETRAYING ME!"

"Nooooooo you don't!" Iron Man yelled as he, Ms. Marvel, Vision, and Wasp surrounded the outreaching wrist, blasting it with all their energy. Surtr's hand recoiled.

"Okay," Twilight said from within the far cavern entrance. "This is going to take a lot of our power…but it looks like we'll need it. Ready?"

"READY!" Rainbow Dash, Pinkie Pie, Rarity, Fluttershy, and Applejack chorused.

In a glimmer, they transformed: Twilight and Rainbow Dash into the witch state, the other four into Mahou Shoujo. "NOW!" Twilight yelled.

They charged forth. Fluttershy skidded to a halt first, raising the hail of flower shuriken; the projectiles sailed at Surtr, striking him in the chest, dissipating but causing him to stumble and fall. Hawkeye and Black Widow dove out of the way just soon enough to not be crushed by his falling body.

Applejack cast her rope's final attack, and it whipped up and around Surtr, binding him long enough for Rarity to unleash her rain of crystal arrows. Pinkie Pie set off the shoulder launcher directly at Surtr's face.

Rainbow Dash raised her sword, calling the lightning to it. Clouds formed above her. She drew the sword back.

"Okay, I'd run," Iron Man advised, and the other Avengers agreed, rushing to the first cave entrance.

Rainbow Dash gave a wild, wordless yell as she unleashed the rainbow shockwave of water and lightning upon Surtr. When it finished, Surtr groaned. "No…this cannot…"

Twilight knew that Surtr being conscious wasn't going to work. She slammed her staff into the ground, calling up its greatest power.

The four elements of nature rained from the sky. Fireballs. Torrents of water. Meteors. Strong gusts of wind. And interspaced with them all, pure plasma, unrefined magic. It all struck Surtr at once.

It was too much for the god to handle. He closed his eyes, and slipped into sleep, his chest rising and falling rhythmically.

At the same time, Twilight herself felt woozy. She stumbled, then slipped back into her non-witch state. "That took a lot out of me," she muttered.

Rainbow Dash, landing nearby, had heard. "You and me both," she agreed. "Kinda wanna lie down for a bit now…"

In a flash, all had reverted to the states that wore the outfits Rarity had so carefully crafted.

"How come you didn't tell us you could do THAT?" Iron Man asked. "That might have made our job easier…"

"It's not exactly an easy deal," Applejack informed him. "For four of us, whenever we use those powers…we lose a little bit of…time."

"Until what?" Captain America asked.

"Until somethin' happens to us that we try to avoid," Applejack answered. "Might explain that one later."

"Twilight and I are fine," Rainbow Dash said, "but those attacks feel like going on an exercise run! I mean, yeah, you get the adrenaline rush, but you also feel like you have a limit!"

"We have to spend energy casting spells," Twilight explained, "and with spells THAT big, we need to rest up before we can try something like that again. It's not something we want to waste in the middle of a battle."

"Enough of this!" Amora stormed toward the forge table. "We must transport the Twilight Sword away, and quickly!"

"Um…" Wasp flew up and over the gigantic blade. "How are we…"

"I've got this." The Hulk hoisted the Twilight Sword up above his head, placing his hands under the flat of the blade.

"We probably have room to store it on the ship," Twilight said. "We can also use the ship to swing by Asgard and drop off…" She looked to Amora. "Thank you, by the way. For helping us."

"I did not help YOU," Amora insisted grumpily. "I prevented Ragnarok. Now, hurry, before Surtr awakens!"


NEBULAPOLIS, RAGNANIVAL, ASGARD

The Starlight had taken off, away from Asgard, back to 616th Earth with the Twilight Sword in the cargo bay. Amora was left in the great city to report Surtr's location.

She was admitted to Odin's throne room immediately. The king ordered the guards to leave him alone with her. As the great doors closed, Amora knelt before the throne, closing her eyes.

"Lord Odin," she said. "I have betrayed Asgard in the past. I realize these are crimes that cannot go unpunished. However, I have come to report to you the location of Surtr so that you may return him to his imprisonment in Muspelheim. I served him, though not of my own free will, and I know where he hides. Currently, he sleeps. There is time to apprehend him before he wakes! As for my own crimes, I am willing to serve any sentence, so long as you attend to this matter!"

While Amora's face was still downcast, while her eyes were still shut, Loki let his illusion melt away. She didn't see. "I am willing to forgive your…transgressions," he said, stifling a laugh, "and will be able to take care of Surtr right away. But first, I will need you to make a statement."

"Anything, Lord Odin!" Amora insisted.

"Simply say this," Loki told her. "'Long may Loki reign.'"

"Long may Loki – " she parroted before realizing. She looked up. She gasped.

"Welcome back, Enchantress," Loki said with a grin.


Chapter 66:

· Of course I resurrected Phil Coulson. I think the idea of Fury having faked his death to make the Avengers bond is very in character for Fury. You can see this is similar to what they did with Agents of S.H.I.E.L.D., but I hear they're complicating that more, and I'm just making it a simple fakeout.

· I attempted to resolve in one chapter the Amora/Surtr arc that AEMH left undone. It probably wasn't meant to be shoved into one chapter, but so it is anyway.

· I really like Falcon's involvement in Avengers: Assemble, so I had him join the team.

· Though I never got why, in AA, Tony's first offer to Falcon was to take War Machine. Even then, I always yelled "THAT BELONGS TO RHODES!" at the screen.

· The Mane Six's super outfits are modified versions of what they wore in "Power Ponies," which, given my S4 discontinuity, never happened. I'll find some way to retcon the existence of Enchanted Comics (I kinda want to use Mane-iac later, but there's no way to do that as of now without Rarity admitting she didn't DESIGN the outfits…).

· Also, TVTropes convinced me that "longcoat" is a word and I intend to treat it as such.

· Heimdall kind of got hit with a "Nolan Ray" there. THIS IS TOO GREAT A BATTLE TO SAY WHETHER YOU WIN OR LOSE

· The method of tracking Amora is kind of…too easy. But it's all I could think of. My excuse: SURTR SUCKS AT HIDE AND SEEK.

· Surtr, I made bigger and stronger than other gods so he'd be more of a challenge. He's still not an Old One, though. I know who in the Norse pantheon is an Old One, and Surtr isn't it.

· You'll also notice I'm spelling it "Surtr" instead of "Surtur" to be closer to the myth.

· Amora played Enemy Mine here. As of now, though, she's AGAINST our heroes.

· I don't think I made the final attacks of the witch states drain energy earlier, but I should have. I can't just have Twilight and RD able to spam them.