Nightmare Derpy

by Little Woona

Rating: teen
Tags: Random, My Little Pony: Friendship is Magic, Dark, Main 6, Nightmare Moon, Original Character, Comedy, Other, Adventure, Derpy Hooves, Crossover
Length: 7849

Derpy is the new Nightmare Moon and the Mane Six must find the Elements of Harmony quickly, but without the help of the princesses that would be more difficult than they thought.

Story based on the events in Nightmare Rarity

The Nightmare Forces are looking for a new queen and so try to conquer Equestria once again.
But they're desperate and would accept any pony as their new leader ... Any Pony

Desperate times call for desperate measures, right?
Will this new queen be what they needed?

So many thanks to Cerulean Voice for helping me to edit it.

Published 2013-07-26 05:40:02 UTC
Last updated 2013-09-20 01:41:58 UTC

Chapter One

Nightmare Derpy

Chapter One: The Beginning of the End

One day you’re just as normal a pony as anyone else, a pony who has a nice job at the mail office, loves her daughter, sometimes indulges in a little muffin and has a good time with friends; the next day you’re a powerful queen who tries to conquer Equestria with an army of dark shadows and forcing everypony who dares oppose you to be imprisoned into their worst nightmares. Life can be really crazy sometimes.

“Your Highness, everypony in the castle has been captured” one of the dark shadows announced, jerking the Nightmare Queen free of her thoughts for a moment as she walked towards the castle.

“Well done, Darkshade,” the Nightmare Queen said.

“And what of the princesses?”

“We’re taking care of them and the bearers of the Elements of Harmony, your Highness,” Darkshade said. “They must be in the throne room in this moment.”

“Do you really think that you can defeat two goddess alicorn princesses, as well as the bearers of Harmony?” The Queen asked, raising an eyebrow.

“We stole the Elements of Harmony before they could get them. They’re now defenseless and the princesses won’t be hard to get rid of. Our nightmare power is strong enough,” the shadow assured.

“Ahem…” The Queen cleared her throat, glaring at Darkshade.

“Oops, sorry… I mean, your nightmare power, Majesty.” Darkshade immediately corrected his phrase.

“That’s better. Need I remind you that the conditions of me being your new Queen stipulated that you must do everything exactly as I said?” The Queen’s imposing tone made her point very clear.

The Queen and her servant had already arrived at the castle, heading to the doors of the throne room as they walked by the hallway. Royal guards and castle staff were lying on the floor. Their bodies shook with fear, their heads completely covered by shadows making their faces almost invisible; Entrapped within their worst nightmares due to the influence of the nightmare power of those creatures. The only way one could wake up was to realize that all of it was just a dream and to face their fears. Of course, it was much easier said than done.

Meanwhile in the throne room…

“We have to get back the Elements of Harmony, they’re our only hope!” Twilight exclaimed.

“I’m afraid it won’t be that easy, darling.” Rarity countered as she stared at the multiple shadows surrounding them, creeping closer.

“Twilight is right, if the Elements freed me once from the control of these creatures, they can do it again with their new Queen, whoever she is,” Luna affirmed. “You must leave; my sister and I will distract them enough so you six can find the Elements wherever they’ve hidden them.”

“What!? You must be kidding! There’s no way we’ll leave you two alone against all these creatures, they’re too many and too strong!” Rainbow Dash objected.

“Have faith my dears, once you have found the Elements and used them to defeat this new Nightmare, all of these creatures will dissipate and the ponies under the influence of the nightmare power will be released.” Celestia assured the group.

“If we survive this, dearest sister, you're going to owe me a huge piece of cake,” Celestia whispered discreetly to Luna.

A massive shadow chose that moment to jump right in front of Celestia and bellow furiously; making her horseshoes slip on the floor and her ethereal mane fly backwards as if a great wind were blowing at her.

“Correction, it will be an entire cake,” Celestia said with a fake calm on her face.

“You never change, Tia.” Luna let out a small chuckle.

Immediately she shifted moods, preparing herself to face the shadows. As she spread her wings to look more intimidating, she observed Celestia following suit, both sisters bravely placing themselves between the Mane Six and the shadows; their distance closing with every second.

“Quickly, there’s no time to lose! Use the secret doors behind the throne, they will lead you out of the castle immediately” Luna declared, maintaining her position.

Twilight nodded and looked at her friends. “Hurry up everypony! The fate of Equestria is in our hooves.”

The Six galloped towards the back doors without a backward glance; their ears filled with the blasting sounds of magical attacks among several roars. As they neared their escape, the sounds of battle faded, until naught but their own steps could be heard. The resulting silence was a clear signal that they needed to rush.

Back in the throne room, the principal doors opened revealing the new Queen. She smirked to herself as she approached the defeated alicorn princesses lying on the floor. Luna made an effort to remain conscious, slowly opening her eyes, only to petrify at what she saw.

There, strolling through the throne room beyond the principal doors was the new Queen of Nightmares. She was almost as tall as Luna; her black pearled armor on her chest shined with the moonlight’s reflection, permitted entry by the windows in the room. She possessed no horn: instead, there was a pair of gray wings by her sides. Her blonde mane and tail matched her golden draconic eyes. Her gaze swept over Luna, somehow still awake and then shifted to Celestia, unconscious after the fatigue of battle.

“Y-Y-YOU!? You’re the new Nightmare Queen!?” Luna exclaimed, fearful yet impressed. “B-but how? Why did you accept their dark offer to become queen? What are you planning to do? Why are you attacking the castle? Where did you hide the Elements of Harmony? Why does Celestia love bananas so much?”

“Isn’t that obvious, princess?” The Nightmare put a hoof on Luna’s back to prevent her from rising off the ground.

“These creatures needed a new Queen, somepony to be their leader, somepony to lead them to VICTORY! So I decided that pony should be me and in exchange” - she brought her head closer to Luna’s ear - “They have granted all of my deepest and darkest desires, satisfying me in ways that I didn't even know were possible!”

Luna blushed and stared at the Queen; it was then that one of the shadows elected to approach with a plate full of freshly baked muffins, balanced tentatively in the shape of a pyramid.

“Your Highness, another batch of muffins is reaAAH!! OOUCH! UFF!!” The shadow was interrupted when the Queen jumped through it to snatch the plate of muffins.

“See? This is what I’m talking about; they give me all I want, all I need.” She held the plate with one hoof and grabbed one of the muffins with the other, sitting on the shadow as if it was a pillow or a chair. It attempted to escape its temporary prison, without success. Raising the muffin to her mouth, the Queen rapidly devoured her snack.

“But it can’t be! You couldn’t have accepted to be their queen just for a couple of muffins,” Luna insisted. “They surely have offered you something more.”

“You’re smarter than I thought.” The Nightmare said, rising again in front of Luna; freeing the poor shadow which took a large breath of relief. “Well yes, they offered me something more; something that I didn’t even think was possible!”

“What could you possibly want?” Luna asked, worriedly looking around for Celestia. She appeared to be waking up, albeit slowly. As Celestia finished regaining consciousness, she stared first at her sister – lying by her side on the ground - then at the Nightmare in front of her with an evil grin plastered on her face.

“Excellent, now that you both are awake I shall reveal my plan,” the Queen announced, taking in the view of both broken princesses. “Well first of all, I got rid of the Elements of Harmony so nopony can stop me now, then I will make the night eternal and finally, all my dreams will come true!”

The Nightmare Queen moved backwards a few steps spreading her wings and raising herself to the air, her eyes glowed intensely with a bright light.

“I AM NIGHTMARE DERPY!” She exclaimed in the Canterlot Royal Voice, “AND THE MUFFINS WILL LAST FOREVER! MWAHAHAHA!”

“Why am I not even surprised?” Celestia asked in a weak yet sarcastic voice.

“SILENCE!” Nightmare Derpy ordered. “I have defeated both of you and hidden the Elements where nopony will ever find them! There’s nothing you can do to stop me now!”

“Derpy, listen! Please! You’re not evil! They’re just controlling you!” Luna implored, trying to reason with her. “They’re playing with your mind! This is not what you really want.”

In that moment, Derpy’s eyes stopped glowing and softly landed in front of them.

“How can you be sure about that?” Nightmare Derpy asked still defiant.

“Because if you recall -” Luna struggled to her hooves and faced her “- I was the original Nightmare Moon, and I know this is not what you want, they’re just playing with your mind! Don’t let them to control your actions!”

“Lies, I am the one controlling them!” Derpy shouted.

“That’s what they want you to believe! You have to fight them; don’t let them take control of you!” Luna insisted.

“Speak all you like, nothing you say will sway my mind,” stated Derpy. “Now if you’ll excuse me, these muffins aren't going to eat themselves.”

Celestia’s horn started to glow slightly without Nightmare Derpy noticing. She began weaving a spell allowing her to speak telepathically with her sister; so they could trace a plan and get out of that situation.

“I see what you did there, sister,” Celestia said.

“Was it really that obvious?”

“Unfortunately for you, yes.”

While the princesses were talking in their minds, Nightmare Derpy looked back at them as she ate the rest of her muffins; she just sat there and kept eating her muffins one by one staring at the princesses without saying a word.

“You know as well as I that there’s no way to reason with a pony influenced by the power of the Nightmare.” Celestia continued.

“True, but I still can earn some time for Twilight and her friends to recover the Elements, that’s only way we can still save her, she’s not evil, we have to save her, sister.” concluded Luna.

“I know, and I also know that it’s just a matter of time until she decides to trap us in our nightmares, so there’s nothing we can do for now.”

“Have you finished your little conversation?” Nightmare Derpy asked in a cheerful mocking voice.

Both Celestia and Luna’s jaws dropped.

“Just because I’m cross-eyed, you thought I wouldn’t be able to see your horns glowing? Just because I’m a pegasus, I wouldn’t be able to recognize such a simple spell when I see it? My daughter learned to cast those kind of spells a few weeks ago in school!”

“Okay, I didn’t see that coming.” Celestia admitted her fate and closed her eyes, waiting for the inevitable.

Dark shadows immediately surrounded princess Celestia and entered her mind. Unable to resist, she fell asleep; her body began to shake slightly and her face was frowning; it was a clear signal that she was already having nightmares, under the control of Nightmare Derpy. There was nothing that could be done to help her.

“NO! Leave her alone!” Luna shouted.

"You think I have forgotten you?" Some of the shadows had taken the form of multiple chains and tied Luna causing her to fall to the ground. Legs and wings were clapped in chains too, there was no escape: only her head was free to move a little, but her magic was blocked by one of the shadows that covered her horn.

“You might have given them some time, but it’s useless! You were Nightmare Moon; so you must know where I hid the Elements, don’t you?” Nightmare Derpy asked.

“But, there is no way -” Luna was interrupted.

“BUT WHAT!? There is no way I could have hidden them there without magic? Or there is no way I could have figured out your plan without MAGIC!? Because I’m just a pegasus and not a unicorn or neither an alicorn? IS THAT WHAT YOU WERE GOING TO SAY, PRINCESS?” Nightmare Derpy yelled at her furiously.

“You think you’re special?” Nightmare Derpy asked now with a completely tranquil voice and an evil grin spreading across her face. “Well, let’s see how special you and your sister are without those horns of yours.”

By then, one of the shadows had come close to its Queen. She took a scant look at her subject then nodded at it. Immediately the shadow took the shape of a giant circular saw blade with a hoofgrip that Nightmare Derpy would be able to handle with one of her wings. The blade started up: slowly at first but with frightening acceleration while another chain appeared and bound Luna’s neck tightly. Princess Luna tried to struggle, yet met an impossibly powerful resistance, unable to move her head in the slightest way.

"Sorry, I'm a bit cross-eyed, so if I was you, I wouldn’t move too much; you would not want me to mess up the entire floor with your blood, because, you know ... it doesn’t match the curtains." Nightmare Derpy taunted Luna while gradually bringing the blade closer to Luna's face. With every passing second the blade oscillated faster and faster.

Suddenly, a commotion distracted Nightmare Derpy. It stemmed from outside the throne room; somepony or something was making a big mess out there and it was getting closer.

“What’s going on out there? Report!” Darkshade ordered to the other shadows looking at the door.

“Somepony is trying to get in the throne room; he has awakened all the royal guards as well as the night watch and is heading to the throne!” One of the shadows from the outside yelled at Darkshade through the sealed door.

“What!? Impossible!” Darkshade shouted. “All shadows assemble! Get in formation! We must protect the Queen!”

Nightmare Derpy sighed and threw away the blade. “Release her.”

“Your Highness?” Queried Darkshade, confused.

“Now! Release her and put her to sleep,” Nightmare Derpy repeated. “That’s an order.”

“As you wish Highness.” The shadows unbound Luna’s head and legs but her appendages remained securely fastened.

“Get comfortable, princess,” Derpy suggested. “You’re about to experience your own nightmares.”

“Oh… my…” Luna murmured as she fell into enchanted sleep, just like her sister at her side.

“Your Highness, stay behind us,” Darkshade recommended. “Whatever was causing that mess out there is already here.”

“The oncoming storm has arrived,” Nightmare Derpy whispered.

Meanwhile, on the outskirts of the castle…

“Well, I don’t think we were followed” Twilight observed. “Now, where should we begin the search for the Elements of Harmony?”

“Umm… Twilight? I think I have an idea… well if you’re ok with it.” Fluttershy suggested.

Author's Note

I hope you like it.
This is my very first fimfiction... and maybe the last one, I'm not sure about it yet.

Thanks a lot to my Great and Powerful Editor: Cerulean Voice
He sure did an excellent job, he also wrote a great fimfiction, here's the link, you should check it out, it's really good ;)
These Flowers Never Bloom

Chapter Two

Nightmare Derpy

Chapter Two: The Rise of the Muffin Queen

A few weeks ago…

“Wakey wakey my little muffin, rise and shine!” Derpy chanted as she entered Dinky’s bedroom.

“Hi, Mommy” – Dinky gave a cute yawn and rubbed her eyes – “good morning.”

Derpy opened the nearest window to let sunshine illuminate the room and moved to Dinky’s bed.

“Come on sweetie, breakfast is ready.” Derpy kissed her on the forehead and left the room.

Dinky begrudgingly rose from her bed a few moments later and descended downstairs to the dining room. Smiling, the Doctor sat on a chair in front of the table. Dinky let out a joyful grin.

“Hi, Daddy!” Dinky joyfully exclaimed. “Oops, sorry; I mean, good morning Doctor.”

“Good morning Dinky.” The Doctor gave her a smile. “Take a seat, your mother will serve breakfast in just a moment.”

As his sentence ended, Derpy returned from the kitchen balancing a plate of blueberry muffins and a jar of juice on her back; placing them on the table, she took a seat in front of the Doctor.

“Can I serve breakfast, Mommy?” Dinky asked.

Dinky had been practicing her magic since a few days ago with simple spells such as levitation and illumination, even some more complicated spells like teleportation and summoning.

“Of course, my little muffin.” Derpy beamed. “It’s good practice.”

In that moment, Dinky took a breath and lit her horn. It started to glow along with the dishes as she began to levitate them slowly; a single muffin floated toward each pony sitting at the table, landing in front of them; the jar of juice began serving itself in the glasses that Derpy had brought, individually presenting themselves to each of them just like the muffins. Finally, Dinky’s horn ceased glowing and she let out a sigh of content.

“Wow, you truly have improved yourself these days Dinky.” The Doctor was impressed. “Do you really learn to do all that just in school?”

“Yep, and Miss Cheerilee said that today we’re going to learn a new spell!” Dinky chippered happily. “Something about mind-reading.”

“Oh Dinky, I’m so proud of you” Derpy followed up her approval with a big smile. “C’mon, let’s finish our breakfast; we don’t want you to be late.”

The three of them finished their breakfast, the Doctor accompanying Dinky to school while Derpy stayed home to clean up the kitchen. When Derpy took the dishes from the dining room to the kitchen, she noticed that a solitary muffin remained.

“Hmm… maybe I should put it in the fridge and save it for later.” Derpy did so and continued cleaning up the kitchen.

“Perfect, now that I’ve finished I can eat that muffin.” Derpy opened the fridge and took the muffin with one wing and closed the fridge with the other.

Derpy entered the living room and sat on a couch, prepared to devour the entire muffin-y goodness. After she took her first bite, she gave a glance to the clock on the wall. Her mood changed drastically.

“Oh gosh oh gosh oh gosh, I’m late, I’m really late!” Derpy put down the muffin on the coffee table and flew upstairs to her room. She put on her uniform, took her mail bags and flew back downstairs.

“Don’t think that I’m done with you, I’ll be back,” Derpy warned the half-eaten muffin on the coffee table.

“Oh, hi Derpy.” The Doctor greeted Derpy at the door of the house. “I’m back.”

“HiDoctorsorryI’mlatenotimetotalkthemuffinonthetableismineIloveyouseeyoulater!” Derpy rushed and flew across the street on her way to the mail office.

“Did she just say…?” the Doctor wondered. “Nah, it must be my imagination.”

The Doctor entered the house, closed the door and went upstairs to the attic. “Well, it’s time to keep working on the TARDIS.”

While Derpy and Dinky were out of the house and the Doctor was working in the attic, something was happening in the living room. Windows and curtains had closed and the whole room was as dark as the night. A dense black smoke invaded the room which immediately took the form of two darker grey creatures, with red eyes outlined with black.

“Are you sure this plan will work, Darkshade?” One of the creatures asked its larger partner, apparently the leader.

“Trust me Shadowfright,” Darkshade answered. “This plan is just perfect.”

“But from all the ponies on this land, why her?” Shadowfright asked him.

“Because nopony would expect it,” Darkshade explained. “We have the element of surprise on our side this time.”

“Surprise? The fluffy-maned pegasus from Manehatten?” Shadowfright mused, confused.

“NO! Idiot!” Darkshade yelled at him. “Argh, just follow my orders and this land would be finally ours!”

“As you wish, commander.” Shadowfright mumbled.

Derpy flew across the street with her mail bags filled with cards and other mail stuff; one by one, she left the mail on each house of the street. It was midday by the time Derpy had delivered the last cart of mail; her bags now empty, she made her way to pick Dinky up from school.

Derpy approached the school where Cheerilee was standing outside the door talking with a pair of parents; children could be heard from the inside playing and laughing. As she arrived, Cheerilee had finished speaking with those parents who had left the moment their son had come outside. Derpy approached the school’s main door where Cheerilee remained standing.

“Hi, Cheerilee,” Derpy greeted the teacher. “How are you doing?”

Cheerilee gave her a smile. “Oh! Hi, Derpy! Everything is fine thanks, how about you?”

“Work was a little harder today, so much mail, but everything is fine too,” Derpy said.

“Glad to hear it, Dinky is inside playing on the backyard; I’ll tell her that you’re here. You know, you really should see about trying to enroll her in Princess Celestia’s School for Gifted Unicorns.”

Derpy flushed with pride. “Aw, thanks Cheerilee.”

Dinky emerged from the school jumping with joy and greeted Derpy with a smile. “Hi, Mommy!”

“Hi, my little muffin.” Derpy returned the smile. “How was your day?”

“It was great! I had lots of fun practicing the new spell!” Dinky blurted out excitedly as she bounced around Derpy.

“Just remember, Dinky” Cheerilee advised as she waved her hoof goodbye. “Practice makes perfect!”

“I promise I’ll keep practicing Miss Cheerilee, goodbye!” Dinky waved.

“See you later Cheerilee. I’ll think about your recommendation.” Derpy joined the farewell and waved back at Cheerilee.

“See you, girls! Take care!” Cheerilee terminated the conversation and retreated inside the school.

“What recommendation Mommy? What did she mean?” Dinky’s curiosity piped up.

“Oh, never mind. Are you hungry, sweetheart?” Derpy asked. “I can bake chocolate chips muffins for lunch today. Since you’ve been such a smart little filly lately.”

“Sounds great, Mom” Dinky said. “Can we fly back home, please?”

“Sure,” Derpy opened one of her empty bags. “Jump in!”

“Yaaay!” Dinky bounded happily into the bag, which proved to be a snug fit – leaving just enough room for her head and part of her forelegs to hang outside.

“This is so much fun,” Dinky gleefully laughed.

“Hehe, hold on tight, honey” Derpy cautioned.

Derpy and Dinky flew directly to their house and landed at the front door. Dinky jumped out of the bag as Derpy opened it. They had just entered the house when both of them felt an unnatural chill.

“Brrrr, it’s freezing in here.” Derpy’s teeth chattered. “Let’s open the windows and let the sun warm up the house.”

“Why would Daddy – oh um – why would the Doctor closed the windows?” Dinky asked.

“I have no idea,” Derpy answered, wondering that herself. “Sometimes I simply don’t understand him.”

“Can I help you bake the muffins, Mommy?” Dinky asked with puppy eyes.

“Of course you can sweetie,” Derpy said with a smile. “C’mon, let’s prepare the paste.”

Sometime later, in the next room unbeknownst to the mare and filly, a smell permeated through the attic door. *sniff sniff*

“Is that smoke?” the Doctor wondered, nostrils flaring. “Smoke!? Oh God, something is on fire!”

The Doctor rapidly vacated the attic, running downstairs to the messy kitchen to find Derpy and Dinky opening the smoky oven; pulling out a plate covered in fresh baked muffins.

“Muffins are ready!” Derpy and Dinky exclaimed simultaneously.

The Doctor breathed a sigh of relief.

“Hi Derpy! Hi Dinky!” the Doctor greeted his girls. “I didn’t hear you coming, how was your day?”

“Awesome!” Derpy and Dinky cheered in unison again, a giggling fit temporarily possessing them.

“Heh, glad to hear it,” the Doctor said. “So, how about we eat those muffins? They smell divine.”

A few hours later, after eating the muffins in the dining room, the day began to end and the sun had been lowered by Celestia. Luna was set to raise the moon and the stars of the night at any moment.

“Come on, my muffin” Derpy sweetly coerced. “Bedtime for you, little miss.”

“Aaaw but” – Dinky gave a big yawn – “I’m not tired, yet.”

“C’mon, little fillies have to be in bed at this hour.” Derpy carried Dinky on her back all the way upstairs into the little filly’s room, gently placing her on the bed. She proceeded to cover her in her fluffy bed sheets.

“Good night, sleep tight, don’t let the parasprites bite!” Derpy kissed Dinky on the forehead.

“Good night, Mommy.” Dinky gave another yawn and began to drift off to sleep.

Derpy left the room to the hallway and closed the door quietly. As she headed to her room, she saw the Doctor coming upstairs on his way back to the attic where he had left the TARDIS.

“Hey, Derpy! I’m going to turn in for the night.” The Doctor gave her a smile. “I’ll see you tomorrow morning.”

“Oh… hey Doctor…” Derpy’s low voice hid her emotion. “Can I ask you something?”

“Of course, Derpy,” the Doctor responded, also lowering his voice so he wouldn’t wake Dinky. “What is it?”

“Uh well, I was wondering if you’d like to… you know…” – Derpy made a pause – “Is the TARDIS comfortable?”

“The TARDIS?” the Doctor asked confused.

“Yeah, you know, is it comfortable to sleep in there?” Derpy asked.

“Oh well, not really actually since my bed was designed for humanoid bodies. And well, as you can see I’m a pony, but it’s ok, I guess.” the Doctor said. “Why?”

“It just that I was wondering if you’d like to… Um… ” – A rosy-red blush appeared on Derpy’s face – “sleep with me tonight.”

“Oh. Oh. I see…” the Doctor thought about it a few seconds. “Well… ”

Oh no, oh no, he’s going to say no, I totally screwed up, ugh! I knew this was a bad idea! Silly brain with silly ideas!

“Sure, why not?” the Doctor immediately said with a smile on his face.

Argh! I knew it! He’s never going to speak to me again… wait, WHAT!? Derpy was speechless. “D-did you really say y-yes?”

“Yeah, sure, it sounds like a good idea. It would certainly be refreshing to sleep on a bed designed for equine bodies.” the Doctor winked as he returned to the attic. “Just let me grab my pajamas."

“Um, ok, I’ll leave the door open for you then, sure.” Derpy entered her bedroom and half-closed the door. “Oh my gosh oh my gosh oh my gosh! I can’t believe it worked! This night is going to be perfect! I just need one more thing.”

Derpy exited the room and glided downstairs to the living room, having remembered the muffin she’d been forced to abandon in the morning. Foregoing the light switch, she searched by the glow of the simple moonshine that was entering through the windows.

“Come on! Come on! Where is it?” Derpy got closer to the coffee table. “Aha! There you… are?” There was her muffin, still sitting on the coffee table where she left it. But for one crucial difference; it was whole again.

Suddenly Derpy heard a sound from upstairs, it was the attic door being closed; an instant later, the living room door slammed shut as well, leaving the room in complete darkness. Immediately, wispy smoke invaded the whole room. Derpy was left alone in the darkness, clumsily trying to hide under the coffee table with the muffin on it.

“W-what’s going on? What is happening? W-why can’t I see anything?” Derpy asked shakily.

“Don’t be afraid, little pony,” a spooky voice rasped from all around her. “We’re not going to hurt you. In fact, we have a proposition for you.”

“A p-pro-proposition? What do you mean? W-who are you?” Derpy continued to hide under the table.

“Do you like muffins?” the voice asked.

The Doctor poked his head out from inside the TARDIS. “Derpy? Is it you? What was that sound?” The Doctor got closer to the attic’s door and tried to open it, only to find it locked from the outside. “Well, this is weird… Hello? Is someone out there?”

“Y-yes, I like muffins,” Derpy whimpered, her voice still quaking with fear.

“That’s great, because that muffin on the table is for you. We made it especially.” the voice rasped. “Go on, take it, don’t be shy; it’s your favorite flavor.”

“What flavor?” Derpy asked.

“Muffin flavor,” the voice said.

*bzzzt bzzzzzt bzzt*

“C’mon! Open now!” The Doctor tried to open the door with the sonic screwdriver, only to be met with no result. “Argh! It doesn’t do wood!”

“Come on, take it, I promise you’ll like it.” The voice insisted.

Derpy emerged from under the table and stared at the muffin on it; she took it with one hoof and brought it closer to her mouth.

“Go on. Just one bite,” the voice coerced, seeming to close in around Derpy as she contemplated her snack.

“Open. Now. Open. Now,” the Doctor pulled and pushed the door repeatedly trying to force it open. “Wait, I’m a damn horse, I can kick the door down.”

Derpy closed her eyes and bit the muffin, munching it slowly to feel the flavor; it was just a normal muffin as any other else, tasty as usual, but nothing overly special. Derpy opened her eyes to see what was happening and noticed that there wasn’t a single bite mark in the muffin. Once again, it was completely whole.

“What the…?” Derpy took another bite from the muffin again, this time with her eyes open to see what was happening. She stared, shocked, as the bite began to shrink; once again the muffin had regenerated completely.

“Did you like it?” The shadows took form again, until they resembled the previous creatures they were moments earlier. Darkshade and Shadowfright stepped closer to Derpy, Darkshade relieving Derpy’s hoof of the muffin.

“We can give you anything you want, all you have to do” – Darkshade took the muffin and split it in half, both halves immediately regenerating themselves, doubling up – “is ask for it.”

“B-but that’s impossible, not even magic can do that!” Derpy said. She narrowed her eyes. “What do you want from me?”

“Oh not much, we just need you to be” – Shadowfright whispered in Derpy’s ear – “our Queen.”

“Here we go.” The Doctor bucked the door with his hind legs a few times until it fell down. “Derpy? Where are you? What’s happening?”

The Doctor checked Derpy’s room looking for her, only to find it empty. He rushed to go downstairs but he immediately stopped when he saw the black smoky cloud blocking his way.

“Oh this can’t be good.”

*bzzzt bzzzzt* The Doctor directed the sonic screwdriver at the clouds, trying to disperse them.

“W-what!? Be your Queen? What do you mean? Is this some kind of joke?” Derpy wondered, once again trying to hide under the coffee table.

“No not a joke at all, Derpy. We need you, my dear.” Darkshade continued, “You’re the only one fitting to be our leader. In return, all of our power, our troops, will be yours.”

“The only thing you need to do is accept and we will be at your service, your Highness.” Shadowfright confirmed.

Derpy struggled internally. This might be a trap, but if I don’t accept, they could do terrible things to me or even worse, to my daughter. I can’t allow that to happen. I have no choice, please forgive me, Doctor. Arriving at her decision, Derpy announced “I’ll do it, but just with ONE condition!”

“Come on, what’s going on!?” The Doctor examined his sonic screwdriver trying to find a solution, when suddenly the noise of a door opening distracted him. He was met with the sight of a little unicorn coming out of the bedroom.

“Doctor? What are you doing? Aaah! What is that!?” Dinky screamed, pointing with one hoof at the dark smoke blocking the stairs.

“Troubles.” As the Doctor spoke, the cloud of black smoke blocking the stairs started to dissipate. Both the Doctor and Dinky went downstairs to the living room where they found Derpy, and a bizarre scene.

Derpy levitated in the middle of the living room without using her wings, surrounded by the dark smoke. The shadows seeped into her, through her nose and mouth. Derpy had her eyes closed, her body wracked with sobs. As she continued to cry, more shadows flowed into her.

“NOOO, MOMMY!” Dinky screamed with terror, her own tears adding to the scene. “Doctor, please! Help my Mom!”

“I-I-I don’t know what’s happening, I don’t know what to do!” the Doctor cried out, confused. Sweating, desperate, he clicked his screwdriver again and again, to no avail. Nothing he could do would save Derpy.

While Derpy was still absorbing the smoke, her coat blackened, her eyes lit with an intense glow and her whole body grew rapidly to double its previous size. Once Derpy had finished consuming all the smoke, her eyes ceased their eerie glow and she fell to the floor.

“M-mom? Are you ok?” Dinky asked, stepping closer where Derpy lay.

“No! Wait, Dinky!” The Doctor halted her, barring her progress with a hoof. “It could be dangerous.”

“But she’s my mom, she would never hurt me, let me go!” Dinky jumped and galloped to Derpy’s side, reaching out to nuzzle her softly. “Mommy, are you ok?”

Derpy regained consciousness at Dinky’s touch. Meeting her innocent filly eyes, a dark smile crossed Derpy’s face.

“I’ve never felt better.”

Author's Note

I hope you're enjoying the story, I'm trying to do my best ;)
The third part will come soon.

Now I have an excellent editor, who's a dear friend of mine too :D
He's also writing a great fimfiction, if you want to check it out, here's the link:
These Flowers Never Bloom

Maybe for those who have read the chapter before be edited might notice that some parts were changed a bit, leave in the comments what you think about these new editions, personally, I like them, but I'd love to hear your opinions too ;)
(Sorry, trollers not allowed)

Chapter Three

Nightmare Derpy

Chapter Three: From Bad to Worse

“D-Derpy? W-What happened?” The Doctor was sweating nervously, unsure if that dark tall mare was still his friend Derpy or not. Yet if she was still Derpy, then there remained a chance to help her.

“Oh hi, Doctor –” Derpy stared at the Doctor with a suggestive look “– do you like it? It’s my new makeover. Pretty sweet, huh?”

“Oh well… I…”

“Mommy! You’re ok!” Dinky interrupted, jumping in front of Derpy and hugging her neck, crying with relief. “We thought that you were being hurt and I was so scared and I wanted to help you but I didn’t know how and when you fell to the ground like that… I thought I wasn’t going to see you again.”

“Shhh… it’s alright my little muffin, I’m okay.” Derpy calmed her returning the hug with one hoof. “How about you, Doctor? Aren’t you going to hug me?” asked Derpy again, with that suggestive look she had given him just a moment ago.

Derpy left Dinky on the floor and approached the Doctor; she circled around him, teasing him by brushing her tail on his nose. The Doctor kept calm as he analyzed the situation. “Derpy, whatever’s happened to you, it can’t be good; it totally changed your physical appearance and it might also have affected your mind. I need you to come with me to the TARDIS so I can analyze you properly and find out what’s going on.”

“Boring! Why don’t you analyze me in bed instead?” suggested Derpy, stepping closer to his face. The Doctor blushed intensely.

“Derpy!”

“Mom!”

Both Dinky and the Doctor exclaimed in shock at what Derpy had just said.

“Dinky, this is a conversation for big ponies. Go to bed!” ordered Derpy, raising the volume in her voice.

“B-but… mom-”

“Dinkamina Sparkler Hooves! I said now!”

“Dinky, get behind me!” the Doctor ordered. Dinky followed his instructions immediately.

“How dare you contradict me!?” hissed Derpy. “She’s my daughter and she will do what I’m telling her to do!”

Derpy’s vocal volume continued to increase and the room grew darker; the lights were being consumed by the same black smoke that had taken possession of Derpy’s body a while ago.

“Both of you! Come here, now!” Derpy stomped a hoof on the ground. Her eyes began glowing dangerously once again as the amount of smoke in the room also quickly increased.

“D-Doctor? What are we going do?” asked Dinky in a shaky voice.

“Under the circumstances I'd suggest...” the Doctor gave a glance to the furious Derpy and the whole room being consumed by the dark smoke, “Run! Quickly! To the TARDIS!”

Immediately Dinky ran upstairs followed by the Doctor, with the black smoke just behind them. The lights in the hallway were switched off as they got closer to the attic. As soon as both of them entered the TARDIS, the Doctor closed the door and the smoke surrounded the TARDIS completely.

“Uff… that was close!” said the Doctor. “We’re safe. They won’t be able to enter here.” Suddenly, the whole TARDIS started to shake violently; the creatures of the smoke were trying to enter by force.

“Hang on, Dinky!” Dinky nodded at him and tried to hold still as the Doctor reached the controls. Thinking quickly, he programmed a new destination in the TARDIS’ console.

“COME BACK HERE!” Derpy’s yelling managed to pierce the inside of the TARDIS just before it disappeared; leaving behind just an empty attic with Derpy and her living black smoke.

On the outskirts of Ponyville, the TARDIS materialized and Dinky and the Doctor stepped outside, glancing toward the town.

“I think we’re safe for now,” said the Doctor approaching Dinky who was still trying to process what had just happened. “Dinky, are you ok?”

“My mom, s-she she attacked me…” whispered Dinky to herself, ignoring what the Doctor had asked her. “S-she really tried to hurt me…” Dinky lay on the ground and began to cry inconsolably.

I swore to never interfere in the affairs of other ponies or planets – the Doctor thought looking at the little filly crying on the ground – unless there’re children crying.

With that thought, the Doctor re-entered the TARDIS and called Dinky from the inside. “C’mon, Dinky! Dry those tears and let’s save your mother.”

“Thanks, Doctor.” Dinky smiled again, rubbing her cheek with a hoof.

Dinky entered the TARDIS and as soon as she closed the door, the TARDIS began to disappear in the air until it was completely gone.

“Ugh! They got away!” Derpy whined as she inspected the now-vacant spot where the TARDIS had been...

Suddenly from the black smoke, two creatures began to take shape in front of Derpy. One of them, Darkshade, asked “Would you like to send the troops to look for them, my queen?”

“No, if I know the Doctor well, he’ll be back.” Derpy said confidently. “Right now, we have more important things to do.”

Immediately, the rest of the smoke flew and covered Derpy in specific areas of her body; her hooves, her chest and part of her head. The smoke hardened and became more solid and darker until it resembled a completely black pearled armor that fitted perfectly on Derpy’s body.

Spreading her wings, Derpy took flight - breaking through the ceiling - and made her way to the center of Ponyville. Derpy arrived at town hall and landed in the middle of everypony that was still awake.

Derpy looked at the whole crowd of nervous ponies that were startled by her emergence and an evil smile began to dawn on her face. “Hello, everypony. I hope you enjoyed your day, because it will be your last.”

Panic in town started to grow out of control, ponies scream with terror and ran in circles; Darkshade and Shadowfright appeared at Derpy’s sides.

“GOOO!” Darkshade yelled at the night sky; the stars were consumed by the darkness, the waning moon turned suddenly into a full moon and black meteors fell from the sky. Some ponies had the bad luck of being knocked down and the others that landed on the ground took the shape of different creatures and proceeded with the invasion.

“This night is going to be perfect!” declared Derpy proudly.

Meanwhile in the library of Ponyville…

“…And that’s why a bat pony and a crystal pony wouldn’t be able to truly love each other. Your faithful student, Twilight Sparkle.” Twilight finished her report to the princess. “Alright, Spike, you can send it.”

Spike rolled up the report and sent it to the princess using his magical fire breath. “It’s on its way, Twilight.”

“Good job Spike. Now let’s hit the hay, it’s been a long day.” Twilight gave a big yawn and went upstairs to her bedroom.

“Heh, I thought you’d never said that,” muttered Spike as he followed Twilight upstairs.

Both Twilight and Spike reached their respective beds and prepared themselves for sleep. “Good night, number one assistant.”

“Good night, Twi.”

BOOOM!

CRAASSH!

THE HORROR! THE HORROR!

EVERYPONY FOR HERSELF!

“WHAT THE HAY IS GOING ON OUT THERE!?” Twilight jumped out of bed immediately and glanced out of her nearest window to take a look.

The sky was lacking of stars and the full moon shone more than ever before. The streets were covered with ponies lying on the ground. The few ponies that were still running without hope were being hunted by many strange creatures; that apparently were made of the same black smoke which covered almost the whole town.

“SPIKE!” the terrified Twilight alerted Spike, who gave a jump out of the bed, startled. “Get up! We are all in danger!”

“Twilight, are you ok? What’s going on?” Spike said worried trying not to panic.

“We’re being attacked by clouds!” Twilight said still controlled by her fear. “Iknewthiswasgoingtohappenthecloudsarealiveandtheygottiredofbeingkickedbythepegasiand Now. They’re. Taking. REVENGE!”

“What are you saying, Twilight!? Slow down, you’re making no sense!” Spike tried to reason with Twilight against her panic attack.

“I bet all this is Discord’s fault! I knew we shouldn't have trusted him!” Twilight continued with her rant, ignoring what Spike had told her.

“Twilight?”

“Keep sane Twilight, this isn’t how Discord works. No, it must be a new villain.” Twilight kept talking to herself and walking in circles around Spike.

“Twilight!”

*gasp* “What if King Sombra has returned and instead of being a shadow, he now has a shadow army!?”

“Hey, Twilight!”

“I need to find my friends! But what if it’s too late!?” Twilight started to panic again.

“Twilight, listen…”

“I don’t want to lose my friends!” some tears leaked down Twilight’s cheeks.

“TWILIGHT!” Spike yelled finally getting Twilight’s attention. “Listen, everything will be fine, you’ll find a way to fix this. You always do. You just need to calm down.”

“Thanks, Spike –” Twilight gave Spike a hug with a hoof “– I don’t know what I would do without you. Oh, but this is bad, this is really really bad,” Twilight tried to calm herself a bit and started to make a plan. “Call the princesses, both of them; we need all the help we can get. I will look for my friends. I just hope it isn't too late yet."

“Understood, just… be careful, ok?” Spike warned.

Twilight nodded at Spike and galloped downstairs to the principal door. Before exiting outside, she cast an invisibility spell on herself so nopony would see her approaching. Twilight slowly opened the front door, left the library and quietly made her way to the house of her nearest friend: Rarity.

Spike had already sent the emergency letter to Canterlot when he was going downstairs. He noticed that the necklaces and the crown of the Elements of Harmony were still stored in the glass shelf where Twilight had left them. “Oh no, Twilight forgot to take the Elements with her, she will need them.”

Suddenly, all the windows were crashed and the front door was demolished by a huge black cloud that invaded the library and turned off all the lights. "THEE EELEMEENTSSS!"

“Hey! What the…aaaAAH!” Spike was thrown against the ceiling and then against the glass shelf which broke in pieces, leaving Spike almost unconscious on the ground. “T-twi….he-help…m-me….”

“Your highness, we have the Elements of Harmony.” From the black cloud, Darkshade materialized with the Elements floating at his side covered in a black magical aura. “What shall we do with them?”

"Hide them." A gray mist entered the shattered library and took the form of Nightmare Derpy. "Hide them where nopony will find them."

“As you wish.” Darkshade and the Elements disappeared into thin air, leaving Shadowfright alone with Derpy to take her next command.

“Orders, your highness?” asked Shadowfright. Derpy noticed Spike’s now-unconscious body and instead of answering, she approached where Spike lay.

*sigh* “He was just a baby…” Derpy rubbed Spike’s head softly with a hoof. “We’re done here, let’s go to Canterlot, we have an appointment with royalty.”

Meanwhile in the TARDIS….

“Doctor, are sure you know how to help my mommy?” Dinky asked innocently.

“Absolutely sure, Dinky! As sure as the face of Boe is a billion years old.” The Doctor kept pushing buttons in the TARDIS master console.

“Umm… okay? I guess.”

“Aha! I knew there was something fishy in all this stuff!” the Doctor pointed at the monitor of the TARDIS.

“What is it, Doctor?” Dinky jumped with happiness and tried to see the monitor screen.

“Moonoids Cloudians, an intelligent living air form which usually lives on the dark side of the moon. They need a cold and dark environment to survive and apparently a leader to follow,” the Doctor explained.

“Is it bad? Can we still save my mommy?” Dinky asked worried.

“Of course we can save her!” said the Doctor confidently and grabbed a lantern. “All we need to do is enlighten her with this super-concentrated sunlight simulator and she will be back to normal.”

“Super-duper …what?” Dinky asked totally confused.

“It’s a lantern with a light which shines as bright and warm as a real sun.” The Doctor explained.

“Will it hurt?”

“Of course not. Don’t worry, it only adversely affects Moonoids.” The Doctor pulled a lever in the TARDIS and everything began to shake. “Now let’s search for and save your mother! Allons-y!”

Author's Note

A promise is a promise :D

I hope you're enjoying the story, I'm having lots of fun at writing it.
Don't worry, I'll try to bring chapter four a little faster this time.

Thanks to Cerulean Voice for helping me with the edition stuff.
Please, leave in the comments what you think about our work, it will be really helpful ;)