Demon Holocaust

CHAPTER 3: "THE SIEGE OF CANTERLOT"

"Are... are they all gone yet, Angel?" Fluttershy's timid voice came out from behind the chair. "No more changelings?"

It had been dead silent outside for fifteen minutes, and only now did Fluttershy have the courage to say something.

Angel, her pet bunny, went over to the window, cautiously peeked out, and then went back over to Fluttershy, nodding.

"Oh, thank goodness!" she said, getting out from behind the chair and stretching her legs. "I just hope the others are all okay."

There was suddenly a loud knock on the door, and Fluttershy screamed and darted back behind the chair.

"Fluttershy?" a muffled, scared, yet familiar, voice called. "Fluttershy? It's me, Applejack. Ya there?"

"Oh, it's just Applejack!" Fluttershy said to herself with her voice shaking. She ran over to the door and opened it to let her friend inside.

Applejack trotted into Fluttershy's cottage, and it was clear that the mare was not there for a normal chat. She had a large cut on the right side of her cheek, and blood had streamed down her face. She also walked with a slight limp, like one of her front legs was hurt. It was her eyes, however, that looked the most disturbing; they were filled with the dark shadow of horror.

"Ah just got here," Applejack said, as she followed Fluttershy into the living room. "Gosh darn changelings tried to take me an' Granny Smith away. There were quite a few, an' ah just barely held 'em off. Good thing the farm is on the outside of town, or there would've been a lot more to deal with. Ah- ah saw them swarm Ponyville in the distance. Ain't nothin' I could've done about it."

"Oh, goodness," Fluttershy said in a worried voice. "It's a good thing you all are okay!"

Applejack nearly choked when she said those words.

"Not all of us," she said, bowing her head. "Apple Bloom and Big Mac have been missin' ever since the attack. They were in town when it happened. Ah came over to see if you were okay... And to see if maybe you could help find 'em."

"Of course I will, Applejack!" Fluttershy replied. "Anything to help a friend."

A minute later, the two ponies headed off for downtown Ponyville, both glancing at the sky constantly in case the changelings decided to make a return. They saw none, however.

When they entered Ponyville, the whole town was eerily silent. No ponies were out on the street, the street which was now covered with glass from the windows of buildings that had been broken into.

"Let's head to Twilight's library," Applejack said, breaking the silence. "She must be able to help us."

The two friends turned in the direction of the library, which was nearby, and they reached it in a few minutes.

Applejack knocked on the door with her hoof, and after a few seconds, it opened just a crack. A pair of eyes peeked out, and after seeing who it was, the door opened all the way.

"Come inside, quickly!" Twilight said. "They might come back."

Entering the library, Applejack and Fluttershy were relieved to see that their other friends, Pinkie Pie, Rarity, and Rainbow Dash had made it there already. There was also-

"Apple Bloom!" Applejack shouted, running over to hug your sister. "Ah- ah thought-"

"It's okay, Applejack," Apple Bloom said, trying not to sob. "It's okay, ah'm fine."

"Ah hate to ask... but have ya seen Big Mac around by any chance?"

Apple Bloom shook her head, which was the response Applejack was expecting, but it still hurt her nevertheless.

"Ah'm sure he's fine," Applejack said out loud. "He's a strong stallion. He can take care of himself."

But her voice sounded unsure even to her own ears.

"Listen, everypony," Twilight spoke up. She looked around at them all: her friends, the Cutie Mark Crusaders, and Spike. The atmosphere was not a happy one; never had she seen her friends look so grim before.

"We've obviously got a big problem on our hooves. Spike has already sent a letter to the princess to let her know of the situation. In the mean time, we should all stay here. It's not safe to go outside, in case they come back."

They all looked at each other and nodded, silently agreeing.

"Good... all that's left to do is wait for a reply from Celestia."

***

Falling Streak led the hundreds of Corrupted ponies into the train station and walked right on through. The pony in the ticket booth looked at Falling Streak, leading the ponies with yellow eyes behind him, and was about to speak up, when Falling Streak turned his head, and fired a bolt of energy through the glass. The bolt would've knocked out a pony normally, but with the life force of hundreds of other ponies inside of Falling Streak, the bolt completely blew the pony's head apart, painting the back wall of the booth with a huge about of blood and bone shards which dripped down the wall. Smiling, Falling Streak led the other Corrupted out onto the train platform.

There were about thirty other ponies on the platform waiting for the train to arrive, and they were silently surrounded before they were even aware of what was happening. Falling Streak teleported up onto the roof, his horn glowed, and within seconds, the other ponies on the platform were Corrupted.

"Look up here!" Falling Streak shouted down at them all. "I want all of the pegasi to fly ahead of us to Canterlot. Do not make yourselves known, and do not attack until we arrive. We will take the train to Canterlot, and we will all attack as one."

As if on cue, a train appeared on the horizon from the opposite direction, getting closer and closer to the station with every second.

"Go, now!" he shouted. "We will be with you shortly."

All of the Corrupted pegasi flew up into the air, and headed off in the direction of Canterlot, visible in the distance upon the mountain.

Falling Streak teleported back down onto the platform.

"As for the rest of us," he said, "we're going to give the ponies on that train one hay of a surprise when they reach us..."

***

Princess Celestia and Princess Luna sat in the throne room of Canterlot castle and finished reading the letter from Twilight with grim expressions on their faces.

"Chrysalis... she must have returned," Celestia murmured to herself.

"If she has returned, she will be weak, sister," Luna said. "She won't be able to do something like last time."

"That's what I'm worried about," Celestia said, shaking her head. "What if it's not Chrysalis that's behind all of this?"

"Why would it not be?" Luna inquired. "The letter clearly says the attack was by changelings."

"The changelings are a large group, an army," Celestia said. "They need somepony to be led by. And if their queen is gone, it is quite possible they could be following somepony else now."

"Well... What are we going to do then, sister?" Luna asked.

Celestia closed her eyes, thinking hard, and after a moment, she opened them again.

"I am going to send a legion of royal guards into Ponyville," she declared. "The town needs protection in case they are attacked again, and those missing ponies need to be found. I will also write back to Twilight and tell her and her friends to stay put until I have figured some things out."

***

Falling Streak and the hundreds of Corrupted ponies were now on the train headed towards Canterlot. It was extremely crowded, and the walls still dripped blood of the dozens of ponies who had been unlucky enough to arrive at the station at that time. Most of the ponies that had been on the train had been torn apart by the Corrupted ponies, and the few survivors had their life forces drained from them by Falling Streak, to make him even stronger, or else Corrupted.

At the front of the train, Falling Streak stood next to the now-Corrupted train conductor.

"How much longer until we reach Canterlot?" he asked.

"About two hours or so," the conductor replied. "We'll get there as fast as we can."

Falling Streak smiled.

"Nothing, nothing is going to stop me this time."

He thought of Princess Twilight, and those crystals she had that had beaten him so long before. He was a little nervous about facing those again, but he knew that he could easily win when Twilight and the five other mysterious ponies would show up to fight him. He already had a plan.

***

Princess Celestia supervised the hundreds of royal guards outside of the castle who were loading themselves into the carriages to be flown off to Ponyville. One of the captains came up to talk to her.

"Don't worry, your Highness. We will find out what happened to those ponies and stop the changelings."

"I'm counting on you," Celestia told him. "Hundreds are missing. You need to get them back. We haven't had an attack of this magnitude for quite some time."

"Don't worry," the guard repeated. "We will find them. We will get them back."

The guard captain turned away to help supervise the other royal guards loading themselves into the carriages. Nearby, even more royal guards were getting ready to go, putting on armor, and collecting spears to take.

After a few more minutes, after the first few carriages had left and Celestia was pretty sure things would finish off smoothly, she turned and trotted back into the castle, wandering the halls, going nowhere in particular. She still had a bad feeling about the whole situation. Something just wasn't right about this, and it wasn't just the fact that it had been such a weird day- murder in the morning, and then mass abduction. It was the fact that something about the two seemed too perfect, too connected.

What is going on here? She thought to herself. What is happening today?

***

As the train got closer and closer to Canterlot, Falling Streak did his best to force his way through the hundreds of Corrupted ponies that filled the train, making sure they all were ready for what they had to do. Some of the ponies were covered with blood from the massacre earlier, and he did his best to clear it off of them. After he was done with that, he forced himself back up to the front of the train with the conductor.

"Just two more minutes until we reach Canterlot," the conductor informed him.

"Good..." Falling Streak said, licking his lips in anticipation. "Very good."

He silently did his best to count off the remaining seconds in his head, and eventually heard the conductor pull the brake to stop the train.

Falling Streak opened his eyes. He heard voices outside, ponies at the train station waiting to get on the train.

"Go out and tell them that their ride is cancelled," Falling Streak ordered the conductor. "Tell them the train will leave in another two hours.

The conductor nodded obediently, and went over to the door of the train and stepped out. After a few minutes, he returned.

"Some of them were extremely unhappy," he informed Falling Streak, "but they all have left the platform."

"Good," Falling Streak said. "Now we can unload all of these ponies."

***

Strange things sometimes happened in Canterlot, but to the citizens walking along the street, this was definitely a first: A massive group of several hundred ponies all trotting along the main road in unison, all with glowing yellow eyes except the leader, a blue unicorn. They were all approaching the castle, just visible ahead.

As the group neared the courtyard gates, two royal guards stepped off the side of the street, right in front of Falling Streak.

"You are about to enter a restricted area," the guard informed him sternly. "I'm going to have to ask you for you and your group to turn back now."

While he was talking, the second guard suddenly noticed the eyes of the ponies behind the leader, all glowing yellow.

"Uh-" the second guard started, raising his spear.

At that moment, Falling Streak's horn glowed, and the first guard was lifted into the air. A moment later, his body split right down the middle and his body turned inside out, dumping bone shards, guts, and half-digested food in the area where he had just been standing. The second guard charged at Falling Streak with his spear, but several Corrupted unicorns at the front of the group unleashed bolts of energy, and the combined attack blew several holes through the guard's side, throwing off his attack and flinging him aside where he died quickly in a pool of blood.

Several Canterlot citizens witnessed the attack, and they began screaming and running away, but Falling Streak had already stepped past the corpses of the two guards and led his group up to the courtyard gates. The castle would be first, the rest of the town would be later.

***

As Princess Celestia witnessed the second guard die from the telescope from one of the castle towers, she immediately turned, and teleported into a different room of the castle, where several of the royal guards had been taking a break. She went over to one of the captains.

"Flash! We are under attack. I need you and your men to get to the courtyard right now!"

Flash Sentry stood up.

"Princess, we are low on guards. We sent many of them to Ponyville. How many should I take?"

Horrified, Celestia remembered...

"Take whoever we have left," Celestia said. "I want every guard in this castle down there!"

"Of course, Princess," Flash Sentry said. He nodded at the other guards in the room who stood up and followed him as he ran from the room.

Done with that, Celestia teleported back to the throne room, where Princess Luna was.

"Sister, what is wrong?" Luna asked, seeing the expression on Celestia's face.

"The castle is under attack," Celestia replied. "And we have only limited guards to defend the castle."

"It can't be that bad," Luna reasoned. "I doubt they will make it far."

Celestia bowed her head.

"You did not see what I saw. There was a unicorn leading them. And the two guards outside the courtyard walls... he... he killed one so easily. He didn't even have to try. He looked like he was using very powerful magic."

"Surely not as strong as our own magic. We will be able to beat him."

"I hope so," Celestia said quietly. "I hope so."

***

It took a few minutes to break through the magically reinforced gate, but once Falling Streak did, walking through the courtyard itself was easy. There had been four guards near the gate as he broke through, but their limbs were torn from their bodies as they ran at him, and he laughed.

As Falling Streak approached the entrance which led into the castle on the far side of the courtyard, the doors opened, and hundreds of royal guards, with pointed spears and horns crackling with energy, charged through the courtyard at the intruders, and within seconds, a full-scale battle was raging. Royal guards fought with deadly force against the Corrupted ponies, who were using equally deadly force back, and limbs were getting blown off, blood was spraying from broken arteries, and bodies were quickly littering the ground.

None of the guards could get close to Falling Streak, of course, who obliterated them with ease as they approached. Several stray bolts of energy hit him in the side, but they didn't even make him stagger, and he laughed, feeling the power running through him.

For another few minutes, the battle seemed pretty fair, as the royal guards could not force the Corrupted ponies to retreat, while the Corrupted ponies showed no signs of backing down. And that's when the changelings and Corrupted pegasi ponies began to rain from the sky, dropping onto unsuspecting guards, killing them with ease.

They landed not only in the courtyard, but all around the castle, on the castle towers, and entered, while the royal guards in the courtyard were being beaten.

Falling Streak ran through the battle, nodding at some of the Corrupted ponies to follow him, as the remaining royal guards were being forced to retreat back into the castle, hopelessly outnumbered. A spear from a royal guard hit Falling Streak in the temple, but it simply shattered against it, and Falling Streak turned with his horn glowing, and a second later, the guard's lungs along with a ton of blood flew from his mouth.

Laughing, Falling Streak motioned at several dozen more Corrupted ponies and changelings near the back of the battle to follow him, and then turned, sent a bolt of energy flying at one of the outside castle walls, and blew a hole in it.

The group of Corrupted ponies followed Falling Streak through the hole in the wall, and they found themselves in a hallway. Two royal guards were in the hallway, and Falling Streak hurled them into the wall three times and let the bodies drop. Listening closely, Falling Streak could hear the sounds of battle coming from other parts of the castle from the Corrupted ponies and changelings that had already broken in.

"We need to find the throne room," Falling Streak murmured. "That is the main goal."

***

Flash Sentry was covered with blood, along with most of the other royal guards, as they were forced back into the castle, still fighting. The spear he held was stained red up to halfway down the handle, and again and again, the spear jabbed forward, just barely managing to hold off the evil ponies which advanced on him. Left and right, guards fell, and left and right, more of the strange yellow-eyed ponies fell, but it was clear that they were winning.

"Keep holding them off!" Flash Sentry said. "I'm going to make sure the princesses are okay."

He doubted any of the guards heard him or even noticed him for that matter, but he still turned and forced his way back through them, leaving the battle behind.

Flash Sentry rushed for the throne room, doing his best to hold onto his spear, and as he turned down a hallway, he saw three dead royal guards with their throats torn out. A huge amount of blood had spread from their corpses, forming into one big crimson puddle on the hard floor. Standing behind the dead guards were two changelings, who bared their teeth at him.

Flash backed off, wary, as the changelings advanced towards him, not even bothering to go around the blood puddle. He raised his spear, and just in time too, one of the changelings flew at him, and he batted the creature aside into the wall, but the other one was right there to take it's place. The changeling dodged the spear that Flash thrust at it, and flew right into him, knocking him into the ground.

The changeling flew into the air right above Flash and prepared to go in for the kill. Flash, barely in time, managed to raise his spear and thrust it upwards, causing the changeling to fly right onto it. The creature gagged and coughed up a huge amount of blood right on Flash Sentry's face, but the captain stood back up and wrenched the spear from the body.

The second changeling was about to get up, having recovered from being hit into the wall, and that was when Flash Sentry drove his spear through the thing's head. He wrenched it out hard, breaking the corpse's neck as he did so, and shaken, continued on towards the throne room.

After a few more minutes, Flash had discovered more bodies of changelings, Corrupted ponies, and guards alike, but nothing else alive. He quickly reached the throne room, and was surprised to see several dozen alive guards out in the large area where the door to the throne room was, apparently, the big battle had not reached this part of the castle yet, but he could definitely hear it getting closer and closer with each passing minute. He silently stood with the guards waiting outside the closed door of the throne room, waited for his destiny.

***

If these royal guards were anything, it was loyal, Falling Streak thought as him and the Corrupted ponies fought a group of one in a hallway. They were clearly outnumbered, and they fought to the very end.

Falling Streak and his small group had been making steady progress through the castle, and the few royal guards that they had run into had already cost him about half of his group of Corrupted ponies and changelings.

Falling Streak could still hear the big battle raging somewhere in the castle, he knew that would be over soon though, as the royal guards were hopelessly outnumbered. As if that thought was a cue, he heard the noise start to die down slightly. The guards were all being beaten.

As Falling continued to lead what was left of his group in search for the throne room, he turned down a hallway- and there it was, a large open area of the castle, and right there, the doors to the throne room, guarded by twenty-five royal guards.

Falling Streak smiled as the two groups stared at each other.

"I have nothing left to say," Falling Streak said to his group. "Kill all of them."

As the little group of changelings and Corrupted ponies ran at the group of guards, Falling Streak used his magic to pull a changeling back.

"You stay with me," he told the changeling. "I have a special plan for you..."

This time, it was the guards who outnumbered what was left of Falling Streak's group, but they did put up a good fight. After managing to kill ten of the royal guards, the rest of Falling Streak's group was put down, except for the changeling that Falling Streak kept behind, and Falling Streak himself.

One of the guards, with blue hair and an orange coat, turned to the others.

"Finish them off," he said.

The changeling flew up into the air at a nod from Falling Streak, and all of the guards rushed at Falling Streak with spears and horns glowing with energy. Falling Streak used his magic to fling five of the guards up into the high ceiling where they crumpled back down, quite dead. Several spears shattered upon contact with Falling Streak's body, who levitated the blades and used them to slash the throats of two guards and then bury them in the heads of two more. For the last five attackers, Falling Streak unleashed a beam of energy, which sliced through them, and dropped them in pieces to the ground.

Falling Streak turned and smiled at the very last royal guard with the blue mane and orange coat, who was staring at the bloody slaughter with his mouth hanging open. A second later, he regained composure, held his spear, and charged at Falling Streak with a desperate cry.

With an amused smile, Falling Streak allowed the pegasus to ram the spear right into his face where it simply shattered upon contact. Falling Streak then levitated the guard right up to him so they are face-to-face.

"You really do have heart," Falling Streak told him. "I'll give you that. Who might you be? You look different from most of the others."

The pegasus glared.

"I'm Flash Sentry. And you?"

"I'm Falling Streak," the unicorn said with a laugh. "Well, I wasn't this morning, but I appear to be now."

"I hope you burn in Tartarus for what you've done," Flash Sentry hissed at him.

Falling Streak only responded to that with a laugh.

"I already, have, foal! For about three thousand years. You can't expect me to go back so soon, now, can you?"

Flash Sentry spit right in Falling Streak's face.

"You, my little foal, are far too troublesome for your own good," Falling Streak said angrily. With those words, he raised his front hoof, and thrust it forward as hard as he could. His hoof went right through Flash Sentry's head, splitting it completely in half and painting his brains all over his back. Falling Streak let the body fall, where a huge amount of blood began to spread out from what was left of the captain's head.

"Now that that is over with..."

Falling Streak motioned to the changeling he had kept behind and told him the plan he had for storming the throne room. By the time he was done, what was left of Falling Streak's army had finally arrived, covered in blood and gore. They had taken heavy losses, but the battle was nearly won. All that was left was the throne room.

***

It was silent inside of the throne room, and no noise could be heard coming from outside, due to the sound-proofed doors that had been added for when discussing sensitive diplomatic material in the throne room.

"I do admit I'm getting a bit nervous," Luna said to Celestia. "It's been awhile since any of the guards came in to update us. But the last time one of the captains checked in, he said that the situation was under control and that we were not needed."

"I hope that's true," Celestia said worriedly. "I still want to go and view their progress myself."

"If we hear nothing from the guards in the next fifteen minutes, we shall," Luna assured her.

Almost before Luna was done finishing her sentence, the doors to the throne room suddenly were blown off their hinges. As the smoke cleared, a unicorn with violet eyes, a blue coat, and a lighter blue mane with streaks of white in it, came running in, horn glowing, running right at Celestia. At that moment, perhaps a dozen other Corrupted ponies ran in as well and charged at Luna.

Both princesses acted instantly with perfect timing. Celestia sent a deadly beam of energy at the lead attacker, frying him instantly. His bones dropped to the ground and a wisp of smoke, almost like a spirit, drifted up towards the ceiling. Luna used her magic to fling her attackers into the wall, where they dropped, motionless. And then it was over.

For a few moments, both princesses stood, just staring at the unconscious bodies, and the pile of charred bones that had once been a unicorn.

"I can't believe they made it all the way to the throne room," Celestia murmured to herself. The guards must have had a harder time than we thought."

Luna nodded in agreement.

"At least it is over now, sister," she said. "We've won."

"At what cost though?" Celestia sighed. "I can't imagine the rest of the guards are in too good of shape after that battle."

"Remember, you sent a lot of them to Ponyville. There are still many left."

"Still though," Celestia said. "I'm sure many that were here have fallen."

"Let's go take a look at the damage," Luna suggested. "We shall go down to the courtyard, where the battle began."

Celestia nodded in agreement, and both princesses walked out of the throne room. They were instantly greeted by the unpleasant sight of several dead ponies, changelings, and royal guards. One of the guards, Celestia noticed, was Flash Sentry, who had only been recently promoted to captain.

Turning away from the gruesome scene, the two sisters began walking through the castle, heading for the front of it. They went through many hallways, and were always greeted with more bodies, and occasionally, only parts of bodies. It was eerily silent in the castle, and they didn't run into any royal guards that were still alive.

By the time the sisters reached the courtyard, both of them had blood on the bottom of their hooves, such was the amount of bodies that they passed. But when they went out into the courtyard itself, it was clear that some of the fiercest fighting had taken place out here. Several hundred bodies and countless numbers of body parts and insides were lying everywhere.

Both Celestia and Luna were so busy staring at the scene in horror, neither of them noticed the blue unicorn that appeared right above them, and a minute later, Falling Streak landed heavily on Celestia's back, laughing. Luna, shocked as she was, still immediately turned and released a stream of energy, intending to obliterate the unicorn, but the unicorn, with incredible strength, wrenched Celestia sideways, and Luna's attack slammed right into Celestia's side, hurling her to the ground, where Falling Streak fell off her back.

Luna gasped at what she had done, and was about to shout an apology, but Falling Streak used Celestia's feebly moving body for cover, and sent his own stream of energy into Luna's face, momentarily blinding the alicorn and making her fall backwards. A second later, more Corrupted pegasi flew down from the castle rooftop and on top of Luna, holding her down with some difficulty.

Quickly, Falling Streak turned back to the feebly moving Celestia, smiled, and began to drain the life force and power from her body. He gasped as the incredible amount of power flowed from Celestia and into him, and he laughed crazily as he lifted into the air, still draining the alicorn's life away. This was true power; and never had he felt so much of it.

Just before Celestia's life force drained completely away, he stopped, leaving the nearly dead alicorn on the ground, and turned to Luna, just as she used a blast of energy to fling the Corrupted ponies off of her, but it was already too late, and with a single bolt of energy, Luna was flung back down to the ground, helpless once again, and Falling Streak began to drain her power as well.

"You see, you two!" he shouted in crazy happiness as more and more power flowed into his body. "There is nopony in the land that can stop me! Not only do I have the life force and power of hundreds of normal ponies, but also, the life force and power of two immortal alicorns!"

Falling Streak did the same thing with Luna as he did with Celestia, and drained her life force until she was nearly dead, but not quite. He then looked down at his new victims with new, almost unimaginable power flowing through his body, and smiled cruelly at them.

"I'm not going to kill you two, if that's what you're worried about. I probably should, because you were disappointingly easy to beat, but I will repress the urge. In fact, I was thinking about sending you both on a little trip- maybe to the moon, perhaps?

Both princess's eyes widened in horror at the words, but there was nothing they could do as a beam of bright light surrounded the two princesses, which then beamed up towards the sky, right at the moon. A second later, it was gone, along with the two princesses.

For a few moments, Falling Streak simply stared at the moon in wonder, trying to imagine the two princesses up there, before finally turning away. He still wasn't done yet. He needed to do something to let the whole land know that Canterlot had fallen. Once he had done that, he could lure the ponies who possessed those deadly crystals straight to him, and finish them off, and then finally, finally, his takeover of Equestria would be complete.

Falling Streak pointed his horn at the sky, and moments later, dark storm clouds, visible for miles and miles, gathered in the sky above Canterlot castle. If that wasn't a good way to send a message that something was wrong, he didn't know what was. Smiling, he motioned to the Corrupted ponies, and they followed him as he went back inside the castle to wait for his guests.