Agent: CARNAGE?!

by ShadowXLAS

Rating: teen
Tags: Slice of Life, My Little Pony: Friendship is Magic, Alternate Universe, Princess Luna, Original Character, Tragedy, Crossover, Sex, Human, Twilight Sparkle, Main 6, Gore
Length: 9115

Carnage , a blood thirsty alien symbiote has been rehabilitated?

After being renewed as "Agent Carnage" Johnny Thompson, Son of Flash Thompson, Has his first mission with his father the renowned "Agent venom" but he is sucked through a gateway by baron mordo to equestria. Realizing he must wait 30 days to return home "Agent Carnage" is stuck with one obnoxiouis roommate, a seductress, a bouncing pink fluff ball, a cocky rainbow maimed mare, a shy butter colored one, and a stereotypical southern blonde. By god help him

Published 2013-12-06 04:00:08 UTC
Last updated 2013-12-16 23:17:38 UTC

Chapter 2: The true and awesome story

Chapter 2: The true and awesome story

"It all started when I was a child".

"Is this gonna be a long story?" asked twilight impatiently.

"SHUT THE F@CK UP! I'M TELLING THE STORY! Now where was I? Oh yeah"

When I was "born" and out of my cloning pod...

"Wait your a clone?" Asked the Celestia wondering what he meant by "pod."

"Yes I am. I am a clone of Harry Osborn. I'm not proud of this but se la ve."

Now back to the story. I was brutally trained breaking every single one of my bones at least once. After roughly 10 years of non stop training my "dad" showed up with a giant tube contacting a symbiote. CARNAGE. All of the clones where asked if they wanted to wield the symbiote. No one did so the tube was opened and....

"Um.. what is it doing?" Asked agent venom

"You see flash it is finding a host worthy of wielding it. It s finding someone who can wield it awesome power," Said a white coated scientist. "Soon it will find one. And that person will be your 'son'."

Then it happened. it stared me dead in the eyes. I looked at it without any fear or panic and I said to it.

"You want me? Come get me."

And it did just that. It cloaked me in it feral blood coated embrace. At first it was fine. It just cloaked me with itself. But then... it did something else. It bonded with me on a cellular level. It hurt sooooo bad. Wasn't even funny. Then after a few moments of excruciating amount of pain it stopped. There I stood. I stood before everywhere else with the red symbiote. Then something completely unexpected happened.

"Ok...'agent carnage' your first order is to kill all your fellow clones." Said the scientist nonchalantly.

"Why? They're the only family I ever had!"

Then the scientist pulled something out of his pocket. A switch. He pressed it and it released a sonic wave that caused both me and 'dad' to screech in pain. Then I-I-I-I followed orders. I killed all my brother and sisters in cold blood.

"HAHAHAHA! What a wonderful creature! He will be of high use!" Said the scientist with a evil look on his face.

Jumping up to the balcony I looked him straight in the face. Then 'dad' gave me a single order.

"Son, I want you to murder this man."

"Wait. nononono. do not listen to him."

"Last time I checked 'doc' he's of higher rank."

I then proceeded to murder the man who killed my siblings. I chopped and butchered him until nothing was left but mince meat! It felt so GOOD to get my revenge. Revenge for being born, being trained and tested on for 10 years. REVENGE FOR MY SIBLINGS. IT FELT SO GOOD!!!

"My word....," said Celestia absolutely flabbergasted at carnages sudden break in mentality.

Then luna came bursting up through the window with fresh roast. Carnage devoured the pig within mere minutes. \

"So now that that's done. Where will I be sleeping?"

"If you wish you can sleep with me," said twilight.

I raised my brow after a minute twilight blushed and stuttered

"I-I-I-I-I d-d-d-didn't m-mean it like t-t-that!"

"I'm sure you didn't," said carnage smiling.

After 5 minutes of preparing her things twilight finally teleported carnage back to the library.

"Good night!" yelled twilight.

"Yeah yeah whatever!"

Carnage fell asleep on the couch not minding the low amount of room.

29 DAYS REMAIN

Chapter 3: A midnight snack

Twilight being the worried wart she was waited an hour before finally sleeping. Either she was reading a book or was waiting for the agent to sneak out. And after approximately an hour of just sitting and waiting to fall asleep The symbiote finally told the tired agent what was happening.

'I'm hungry. Feed me.'

"Not tonight. Just let me sleep. It's been a looong day. With you know being pulled into another dimension and having to wait 29 days to leave!"

'I don't care. Feed me!'

"Fine! but only for a half hour."

Slinging out of the library Carnage explored the town trying to get his adrenaline pumping. After approximately a half hour of feeding and finally learning what the confusing village looked like; Carnage heard a scream coming from an alley way. It was a girl being seemingly mugged. The girl or should I say mare had marshmallow skin and long luxurious purple hair. The mugger finally decided to cover her snout with his hoof.

"Shhhhh... I'm gonna make a very pretty girl out of you..."

Swinging in carnage tapped the man on his shoulder.

"Come on man. Really? Are you that far in heat you just gotta get your fill?"

Obviously agitated the masked man used his magic and swung a dagger he had on him. Easily dodging it Carnage swung a punch at the guy and he stumbled away until eventually gaining his balance.

"I'll kill ya!"

"Heard that before. Trust me."

Then the unicorn casted a quick incantation and the dagger become a full fledged sword.

"Wait...Cosmic energy?!"

The unicorn quickly swung his blade and even managed to cut anything the blade touched. Even the brick wall had a cut lining from its side.

"Hold on man... I don't wanna hurt you...But I will if I have too!" Said carnage in between dodges from the blade.

But the unicorn just kept swinging not even caring. Seemingly corrupted from the cosmic energy.

"That sword's controlling you! Drop it!"

"Why should I? It feels good! Then when im done with you I'll cleave that broad too!"

Carnage stared that man straight in the eyes. He had the eyes of a murderer. The eyes of Kasady.... Eyes of a power driven mad man.

"Dude. I'll give you one more chance! Drop it!"

Swinging once more the unicorn realized what he was doing was pointless. He turned towards the Mare. He picked her up by the hair and held the sword to her throat. And he was about to plunge it into her throat when images of some...woman flashed through Carnages eyes.

"NO!!!"

Realizing he had no more ammo for his Deagel Carnage formed a axe with his hand and lept into the air and cleaved the Power driven mad unicorn heads into two. Unleashing a fountain of blood spewing from the colts head. The white mare could only let out a squeak of pure terror as she saw this unfold. Turning his axe back into a hand he held it out and picked the mare back up.

"You ok ma'am?"

"Y-yes. I belive so. What will happen to this...colt?"

"Don't worry about that...Just run, gallop, whatever back home. FAST"

Following the mans commands she dashed away from the scene as fast as she could. Looking towards the now dead unicorn he picked up the sword which turned back into a shiv and its energy faded. Carnage then heard the hooves of several ponies running toward him.

"shit... I gotta swing."

After reaching the library Carnage finally rested on the couch only to be awoken by twilight 10 minutes later.

"Come on wake up! Your going to meet my friends!"

Mumbling under his breath Carnage could only say a small "shit.."

29 DAYS REMAIN

Chapter 4: the meeting

After managing to drag Carnage out of bed twilight said "Just promise me you'll be somewhat nice to my friends."

"Yeah,sure whatever. As long as theirs food I'll be fine. Wait....crap. I forgot your race were hippie vegetarians."

"Don't worry. I called in a head of time and got you a roast," Said twilight.

Mmmmm...Roast

"Wait, a roast of what?"

"It's pig."

Mmmm...Pig

"Shut up you," Said a annoyed Carnage.

"Who are you talking to?" Asked a seemingly confused twilight.

"I'm talking to the symbiote."

Realizing what she has no IDEA what a symbiote is Carnage explained its anatomy and need for host to live. Even saying that the symbiote has a direct mental link the hosts brain.

"Isn't that a bit dangerous though? I mean what happens if you lose control?" Asked twilight worried.

"Simple. Create a lot of noise and heat. Symbiotes hate fire and loud noises."

"Oh, I can just ask to borrow vinyl's cannon I suppose."

"Vinyl?"

Ignoring Carnages questions twilight and the agent arrived at the picnic spot with her other "Friends". Then all Carnage could see was a giant pink ball charge at him. So fast Carnage's Sensors couldn't let him dodge her.

Twili, Is this the guy your talking about?! He's really scary looking! But he still looks fun!" Exclaimed the pink ball of fluff at the top of her voice.

"Gft, thid penk bill off meh." (Translation: Get this pink ball off me)

Finally deciding to get up off Carnage Pinkie just started to munch on a cupcake which was unsurprisingly frosted pink. Carnage then proceeded to scarf down the roast in mere moments. After all the introductions Carnage realized who one of the girls were.

"Wait a minute. Your that broad I saved last night!"

"And here I was thinking you would recognize me. Yes you did and I MOST grateful for your help."

"Wait a minute. This is the guy who split that Colt's skull in two? And here I thought he was gonna be cool. Or at least a pony!" Exclaimed a surprising but irritating rainbow manned mare.

"Actually....How come you haven't shown us your face?" Asked twilight.

"Sorry ladies... But back where I come from "agent carnage" Is not a real person. I have a secret identity to uphold."

Then out of no where the cyan rainbow manned mare tried ripping of the agent's "mask" only to get a screech in return.

"WHAT THE HAY?!" Exclaimed all of the mares.

"Did I mention the suits alive?"

"No, you didn't..." mumbled a disgruntled and scared rainbow dash.

"Well im telling you now."

Then a carriage pulled by 2 pegasi arrived but instead of Celestia being pulled around it was a white stallion with blonde like hair and was wearing a tuxedo with a rose. He stepped out and was RADIATING a superiority complex.

"So...your the So called 'Hero?'"

"Yep."

"Humph. I don't see what the fuss is about. Your not even a pony."

Then with a little unsettling bone crunching like sounds Carnage humanoid appearance turned to that with a stallion. But still concealing his body with the symbiote.

"How this xenophobe? Am I still below you?"

"How...How did you?"

"It's this suit man. It's amazing. Too bad you don't have it!"

Then another carriage pulled up revealing an obviously bratty child with a tiara on her head along with a seemingly older stallion with brown coat and had a red tie.

"So your the hero? Interesting. That suit. How much do you want for it?" Asked the brown coated stallion.

"Sorry man. This symbiote doesn't have price tag, so..."

"Nonsense! How much?"

"Whatever he offer's I can triple it!" Exclaimed Blueblood pulling out a check book.

"How much?" Asked the brown stallion again calmly.

"I SAID..." Carnage then grew to size of the hulk and roared" ITS NOT FOR SALE!"

"In that case...How much is it to hire you?" Asked Rich. "I am filthy rich by the way. Literally and that is also my name."

"Ohhhh... but daddy! Do we have to hire this icky man?" Asked the Brat.

Actually Mr.rich. When I say im not for sale it also refers to being hired!"

Mr. Rich then proceeded to show Carnage what the check said and Carnage had to reconsider.

"You ok with this twilight?"

"GO ahead. If you wanna be hired help go ahead. You need a job anyway."

"True. Ok then Mr. Rich you got a deal," Said Carnage before reverting to normal human size and shaking Rich's hoof.

When finally arriving at Rich's mansion Tiara showed Carnage his room and showed him around. Acting more up tight as she went on.

"And this is your room. Now I'm going to get my beauty sleep. Not that I need it o anything."

The brat then proceeded to walk away slowly and still be irritating from another room.

"Maybe this time i'll be able to sleep."

HUNGRY

"GOD DAMN IT!"

28 days remain

Chapter 5: The assasination-part 1

Five days later
"I TOLD YOU ARMOR! I DIDN'T KILL HER!" Screamed Carnage with both anguish and anger in his voice.

"Bull manure! She was killed in the same fashion as that unicorn you killed!" Yelled Shining armor.

Then armor hit a switch which released a sonic pulse through the room and Carnage screamed in anguish and pain.

"AHHHHHHHHHHHH!!! IT HURTS!!! STOP IT!!!"

"Shining! Brother please stop!" Yelled twilight begging shining armor to stop. "Carnage didn't do it! He has an alibi!"

Shining seemingly snapping to his sense turned the sonic pulse off. Reliving Carnage of his pain.

"Carnage...I'm sorry...I don't know what came over me...I swear..."

Shining let out a hoof to let Carnage up but he merely swatted it away.

With tears of pain in his eyes Carnage managed to say "Get away from me....You almost killed me..."

Carnage got up but with great difficulty. Fumbling and bumbling he got dizzy and passed out.

"He's getting up!"

Carnage woke up to a room filled with some flowers and surrounded by the six he met 5 days ago. Pinkie hair was no longer a mess but merely fully straight down. Rarity looked like she was weeping a little with a tissue. Twilight and spike merely looked at surprise. Fluttershy and rainbow dash were circling the room nervously an applejack had her hat of staring at Carnage.

"What happened?"

"My...brother went a little overboard and knocked you out for a few hours."

"Oh yeah...Cadance. But you guys know I didn't do it. Right? "

"Well...Dear...You are very capable of killing somepony. Not only that she WAS killed by seemingly the same way that awful mugger was," Said Rarity carefully not to anger Carnage.

"I suppose your right. But I got an alibi. You ponies know this. I was with Filthy rich And tiara."

"I must say your lucky you have one," Said rarity.

"Oh, and twilight? WHERE THE F@CK DID YOU GET SONIC WEAPONS?"

"They're all just in case something would happen!"

"Then again I don't even trust myself. So I'll forgive you. But I know what's wrong with shining."

"It's just grief." Said twilight reassuring her friends.

"I think shinings been possessed by a symbiote."

Everyone gasped at such an accusation.

"I mean think about it. Cadence being discovered mysteriously dead. Shinings increased anger. Plus his quickness to try and MURDER ME!"

Then out of nowhere a sudden boom and roar was heard. There stood Shining armor swallowed by the symbiote.

"I TOLD YOU SO!"

Author's Note

I know this is a short chapter but the next one will be longer. Trust me

Chapter 6: The assasination-Part 2

The creature was nothing but red with no other color visible. It looked like the hulk only its skin looked like it was made u by entirely veins.

"WHAT HAPPENED TO MY BROTHER?! WHAT DID YOU DO TO HIM?!" Screamed twilight demanding a explanation to her question.

"I don't know!" Exclaimed Carnage before leaping off the balcony in the room he was in and swinging after Shining armor.

"Girls get the elements!" Said twilight before being told off by Carnage.

"If I read that book right it stated it only works on enemy's who are WILLINGLY being evil! That symbiote is controlling him! If you imprison the symbiote you'll do the same to your brother! Hey Armor? Remember me? I'm the dude who we played Pictionary with. Remember? You tried to murder me?"

"Yessss....But WE are not Shining armor no longer! We are TOXIN!"

"Oh no..."

We can't defeat this monster! We have tried before! We are no match...

"We must at least try. We wont let him die! Even if I have to rip that thing off myself!"

Latching onto Toxin; Carnage tried to LITERALLY rip the symbiote off. But to no avail.

"GET OFF OF US!"

Toxin then proceeded to throw Carnage into a stone tower. Which caused the tower to collapse. Hearing screams from the tower Carnage swung up to find three small fillies in the collapsing tower.

"Come on! We have to go!"

The small orange Pegasus screamed "AHHHHHH! ITS THE MONSTER!" The other two fillies also proceeded to scream.

Realizing there was no chance to convince them Carnage webbed them together and swung them into the hooves of some guards which were evacuating civilians.

"Start firing those weapons at TOXIN! NOW!"

Listening to the Agent all the guards started firing their weapons at the symbiote. To little avail. The creature simply shook it off and smacked the guards away. Knocking out some. Killing others. Then a mysterious sound sounded out and seemingly some kind of goat horned...dragon appeared.

"Well...This is what happens when a symbiote Possesses a royal guard captain," Said the mysterious chimera.

"DID YOU HAVE ANYTHING TO DO WITH THIS DISCORD!" Screamed twilight in sadness and anguish.

"Me? No. BUT HE did," Said discord. "Just not voluntarily. You see Carnage's symbiote was a little 'pregnant' and gave birth to the symbiote we see now!"

"Is there anyway to stop it?" Asked Applejack.

"No. The only way to stop it is if you 6 seal him away."

Realizing this twilight managed to only let out a small cry before sparking the elements. However the blast that was meant for Toxin hit Carnage. Due to Carnage's interception.

"Why did you block it?" Asked a enraged Rainbow dash.

"Armor's in there somewhere. I can try and pull him out!"

"DON'T YOU THINK YOU DID ENOUGH?!" Asked an enraged twilight.

"I must concur." Said a familiar voice belonging to the more colorful princess.

"We have decided Carnage that you will be escorted off the grounds. Immediately." Said the less colorful one.

"You don't realize it do you? That thing has access to everything shining can offer. It has his spells his knowledge..."

Before Carnage could finish he was interrupted by Celestia.

"That is exactly why we must unfortunately...Seal away Toxin. Before he can do anymore harm."

Twilight lite sob's could be heard before she sparked the elements again. With her eyes blank white the elements started to glow and almost blasted Toxin before Carnage interfered again. He not only intercepted the blast again but he swung in onto Toxin's back and clapped his hands.

"Is he...praying?" Asked Fluttershy.

Then suddenly Carnage put his hands onto Toxin's back and was swallowed into the symbiotes body. Then the only thing that could be heard was the creatures roar of pain. Inside the symbiote Carnage found Shining armor he tried to pull him out but to no avail. He then tried something else. Carnage started to absorb the symbiote. The monster was shrinking down to sheer nothingness and Armor was revealed to be scratched up but unharmed. Panting Carnage looked at himself. His pants were blue. His eyes were pure white. His eyes could be slightly seen through the mask like object.

Did we kill it?

" I don't know..."

No you didn't. But you beat me fair and square. Your too strong.

Everyone found a way to get them selves down to the courtyard to look at the new man.

"Are you...Still there?" Asked a worried pinkie.

"No, Carnage is not here anymore. Call US Poison..." Said poison Emphasing the word us.
0-0-0-0-0-0
It was not even 6 hours later in seemingly the middle of the night. The half destroyed courtyard was a place of silence. Only sounded by the small cry's and whimpers of ponies around. The newly deemed Poison waited until everyone left BUT Shining armor.

"I am so sorry. If I didn't come here She'd still be alive."

"No, It's my fault for losing control. Don't blame yourself."

"Now what do we do?"

"Simple. I leave and I rule the crystal kingdom. Without Cadance. I have to go."

After no one was left in the courtyard but poison he took off the mask revealing a man in his 20's with brown silky hair but red eyes. And with the facial features of Harry Osborn.

"First Carol. Now Cadance. Why does it seem like women I like just go and die? Well sorry Cadance. I wish I didn't come to place either. But trust me. I WILL protect this land. In your memory."

Poison then swung away weeping slightly before his mask morphed over his face to cover his tears.

"He was crying... He does care." Said Luna to herself. "I must confront him tomorrow."

22 days remain

Chapter 7: Love is a a true twist

Chapter 7: Love is a a true twist

"Come on Twi. At least talk to the man," Said Applejack trying to convince her friend to talk to Poison.

"I told you before applejack. I'm not talking to him yet," Said twilight carefully putting books back into their rightful place.

"Come on Twi. Fluttershy is already there trying to convince the man to leave the estate. He's done locked himself up in his room and refused to leave ever since...Cadence."

"I told you applejack. NOT YET."
0-0-0-0-0-0-0-0-0

"Come on Carnage...open the door," Asked fluttershy trying to convince her friend to open the door.

"I'm not Carnage anymore. I'm poison. And poison should be locked up in a vault."

"W-why don't we give you a name other then Poison?"

After a long and awkward silence Poison finally spoke up and said "Johnny. Call me Johnny."

"Ok johnny. Can you please open the door?"

After 10 minutes of silence; Johnny finally opened the door and let fluttershy in. Which revealed his room to be a mess. The walls were covered in scratch's, punch holes, words written in blood saying "murderer, home wrecker and finally written in in huge bold letters were the word MONSTER written by the wall.

"Thank you for letting me in. Johnny? I hope you know its not your fault. You could not have known that your symbiote created an offspring. No one could."

"No.. I couldn't. But if I didn't come here in the first place...No one would have died. Especially cadence. She didn't DESERVE to die. She was....perfect."

"You liked Cadence. Didn't you?"

"She reminded me too much of Carol."

"Carol? Who's Carol?"

After realizing what he just blurted Poison released a howling scream. A scream of pure terror and anger.

"GET OUT. LEAVE!"

Tendrils then formed from poisons suit and shoved fluttershy out of the room and locking the door with a loud *Click*.
0-0-0-0-0-0-0
A carriage pulled up next to the estate revealing Luna. When she finally made it to Poison's room all of the mane six were present excluding Twilight.

"Where is Twilight?" Asked Luna.

"She didn't want to come," Said Rarity bluntly.

"Let me in," Said Luna.

"He's been like this for the past hour now," Said pinkie genuinely worried

"Poison? Let me in," Said Luna.

"H-his name is J-Johnny," Said fluttershy slight stuttering.

"Johnny? It's me Luna. Let me in."

After a few minutes of silence; Luna finally opened the door forcefully revealing a room with even more blood marks and more scratch's.

"By Celestia... Johnny are you there? I'm coming in."

Almost immediately after saying this the doors swung closed.

"Johnny?"

"I'm on the bed..."

"Oh there you are. Why don't we let some light in here?"

Before she opened the window Poison slung out a web and shut the window.

"No...What do you want from a murderer like me?"

After a flash of light Luna changed from pony shape to being human like stature with hands feet the whole sha-bang.

"I thought it be a bit easier to talk if I was more like you."

"I don't care. What do you want?"

"To talk."

"Too bad. I am not talking."

"Please? For me?"

"What do you want to know?"

"Why do you blame yourself?"

"Because if I didn't show up here; Cadence would still be alive. Shining and Twilight would be happy."

After a minute of silence Luna spoke up and said "Could you please show me your face?"

Obviously startled by this Poison's mask retreated into the suit and revealed his face once more.

"My my. Your a handsome colt."

Then Luna started to stroke Johnny's hair and leaned in slowly...and kissed Johnny on his lips. Surprised Johnny's body commanded him to retreat but his mind and heart wouldn't allow it. Johnny stroked Luna's starry mane. And they finally released each other.

"Will you be ok Johnny?"

"Yes princess."

Then the door opened revealing Luna in her pony shape and Poison walking out slowly with his head down.

"You ok partner?" Asked Applejack.

Making his mask retreat back into suit Johnny gave a quick smile and chuckle and said "Yeah. Luna showed me something. Something I understand now."

"Well I must go back to the palace. Royal business and all." Right before luna left she gave Poison a quick kiss on the cheek and left humming to her self.

With that all the mare's jaw's dropped speechless.

"Where's twilight?" Asked Poison.

"Back in the library." Said Rarity.

After a quick setup Poison sprinted out of the estate as quickly as he could.

"And here I thought I would be his first kiss in Equestria." Said Rarity still lock jawed.

Author's Note

Woohoo. Two chapters in a day! I'm on fire

Chapter 8: a confession

Sprinting towards twilight's home with new found vigor Poison realized he has nothing to say.

"I'll just have to improvise."

When finally reaching the home of Ms. Sparkle; Poisons new found vigor dissipated like steam from a kettle. Finally bulking the courage to knock on the door Poison knocked only loud enough for a rabbit to hear. Surprisingly Twilight managed to hear the near silent knock and opened the door.

"Fluttershy? How was.... Poison..."

"Hey...Twilight..."

After what seemed for a lifetime of silence Twilight opened the door and gestured Poison to come into her library like house. After Twilight drank her tea and gave Poison a cup as well she finally spoke up.

"What do you want?"

"To give you...an apology."

"For what?"

Is this broad dumb?

No she's too smart For her own good.

Good to know.

A lot of these ponies are either too smart or too dumb. Trust me.

Ignoring the Symbioses' conversation Poison managed to say
"Twilight you know for what. Cadence is dead thinks to me. I know you think I'm a murderer but I just hope you know I'm truly sorry."

"Luna told me what she did. She got you to open up. It's ok Poison. Just promise me something."

"What's that?"

"Treat Luna good, make her happy, and finally protect this land. If it wasn't for you. My brother would be a statue. I'm glad you came here. Make Luna and equestria happy."

"I can do that."

"Good. Now, go to Luna."

"Yes. Goodbye Twilight. And thank you for forgiving a monster."

Jumping out of a window and swinging away Poison found the train station. Realizing people er-- ponies will know who he is Poison transformed into a earth pony with a red coat blue mane and tail and has blue eyes.

Meanwhile twilight got a letter from Luna and Twilight told spike to write.
"Yes princess. He's on his way there now. Yes I told him. Good luck to you Luna. And congrats."

Fixing the conductor the 10 bits needed for the train ticket Poison boards the train towards Canterlot. Falling asleep Poison awoke to a mare poking his side with her hoof.

"Yes?"

The mare hade white and blue hair. Yellow eyes a blue coat and having a harp for a cutie mark.

"I just wanna know who you are. I know every pony in ponyville but I don't recognize you."

"Call me Johnny."

"That's an odd name. But it's still nice to you meet you."

"Thanks. And you are."

"I'm Lyra. Do you know about humans?"

"Yes."

"Do you believe in them?"

"Yes."

"You do?! Finally I found a colt who believes in human!"

"Excuse me passengers but our stop canterlot will be approaching in approximately 5 minutes so please prepare your bags," Announced the engineer.

"Well this is my stop. Oh and Humans do exist."

"But we have to wait 5 minutes. And what do you mean?"

With his symbiote forming on his skin and taking the form of a human Poison walked to the door opened and jumped out swinging away.

"Wait...He was a human?! I missed my chance!" Exclaimed Lyra grabbing the attention of the rest of the passengers.

After swinging about Poison finally reached canterlot a full minute before the train did.

"Impressive I must say..."

After swinging into canterlot going right through the shield that surrounded it and reaching the palace. Right before he entered he was stopped by two guards.

"Halt! Who are thee?"

"Name's Poison. I'm here to see Luna."

"I'm sorry by we cannot allow someone so....Different into the palace."

Realizing they really weren't going to let him in Poison quietly knocked the two out and used the key's the guards had to open the palace gate. Poison upon entering immediately donned the guards armor and changed shape into a Pegasus. Poison found his way to Luna's quarter's. Knocking on the door Luna answered the door.

"Yes?" Questioned Luna.

"I am here to give you news princess."

"Of course come in. What is this 'news'?"

"It's that you've done a good just getting me to like you," Said poison right before he changed into his normal symbiote attire

"Ah Poison, Twilight told me you were going to show up. Sit please. We have much to talk about."

Chapter 9: A night out

Poison looked at Luna's room realizing how huge it was. It possessed a bed the size of a manticore with some simple tables and chairs scattered about.

"You see Poison I was wondering something."

Snapping to attention Poison said "What is it princess Luna?"

"I was simply wondering if you wished to accompany me on my.... Shift tonight is all."

"Did you just ask me out?"

"And if I did?"

"Ha...I'd be honored," Said Poison rubbing the back of his head nervously.

"My shift will start in about five minutes. But let's start early. Shall we? Try and keep up."

"Geez you sound like skittles."

Luna then proceeded to jump out the window and flew off. Poison following her swings from the tower to another and webs Luna's hoof and used her for leverage. The jumping down Poison swung from tree to tree managing to keep up with Luna's pace.

"Hmmm... I'm surprised you can keep up. I'm glad I chose you."

"Chose me? What do you mean?"

"Haha.. Nothing."

After seemingly an hour Luna and Poison reached a tower. A tower so tall you even see up to cloudsdale.

"This tower was a location where one could see everything. A place of security and peace. But this is where I started to drift off into a nightmare."

"Nightmare?"

"Yes. You see approximately 10 centuries ago... My soul and body were tainted by evil. I became a monster known as Nightmare Moon."

"Trust me. I too was a monster."

"Pray tell."

"Back in my...younger years I escaped the facility I was being held in. And i killed ALOT of good people. When I was captured I realized what I had done to those people. I...killed innocent people.... So I know what it's like. It sucks... But I just hope that what I've done will be forgiven."

"I see... But you've done so much good that I'm sure that you've repented. And if I may ask. Who is this Carol?"

Almost immediately Poison started to sweat and tear up a little bit.

"S-she's a girl I knew.... Back in my world... She was known as X-23. But after so many missions together we... Liked each other. We both knew it and we dated for a while. But then a man... A man known as...Wolverine killed her. After I found out about this I chased him down. Never found him. So I returned to the facility and I got my mission to go after Baron mordo. And I got sucked into a portal to here."

"I am sorry for your lose. But I must ask another question. Why do you wear that mask?"

The million dollar question.

Ooh. I want a million dollars.

Dumbass it's a rhetorical statement.

"Because you see Luna... The mask is who I am... Without it...I'd be nothing."

"No, you'd be Johnny. A man I've grown to like."

"So you like me huh?"

Realizing what she just said Luna started to blush like she was drunk.

"S-so w-what if I d-do?"

"Don't worry Luna. I like you too."

Standing up Poisons mask retreated back into his suit and he kissed Luna. Embracing her in all her majesty. Eventually their mouth's opened and they explored each others mouth's with their tounges and that night was the best night of Poisons life.

21 days remain.

Chapter 10: Royal blessing

Chapter 10: Royal blessing

Waking up Poison shook his head from sleepiness and realized where he was. He was in the watchtower next Luna who just last night he made sweet sweet love to. Realizing its only 6:00 Poison went back to sleep only to be greeted by Luna.

"Morning."

"Morning... Hey Luna?"

"Yes?"

"I love you. You love me. But I'm gonna guess there's some rule saying we cant do this?"

"Y-yes. There is a rule stating only Royalty can marry royalty."

"So how do I become royalty?"

Surprised by this question Luna said "You must ask another royal member for their blessing. And knowing Tia she'll fight you for it."

"Well lets go and get that blessing."

Luna getting up and stretching her wings from grogginess flew out the only door leading out of the tower. Poison readied and realized he had no clothing.

"Oh yes... where is your clothing?" Asked Luna.

"Right here," Said Poison right before the symbiote wrapped around him and made his costume.

"Interesting."

After a good mile or two of swinging and flying the pair reached canterlot castle. Walking in Luna told the guards she and Poison wished to talk to the princess alone.

"What is you two need of me?" Asked Celestia.

"Celestia. I wish to have a royal blessing. A blessing so I may date Luna and hopefully marry her as well.

"I see... Well you must earn my blessing. Through combat."

Celestia then casted a spell which called a sword which seemed to be made of pure light.

Who is this bitch? Dr. strange?

Well she is considered a god after all.

Poison the formed a axe with his hand and prepared to strike.
Waiting for the other party to strike both Celestial and Poison decided to take the initiative and both struck each other. Celestial received a knick to her horn while Poisons symbiote was half burnt away.

"So this is what it feels to be struck by the sun.

It burns

ALOT

"So now that you realized what your up against will you yield?" Asked celestia.

"Never!

"I see...in that case I must smite you as quick as possible!"

With these words Celestia raised her sword so it touched the light and the sword released a beam of pure solar energy and blasted Poison straight in the torso throwing him across the throne room.

"Poison! You don't have to do this!" Exclaimed Luna.

"Yes I do. I will be with you!"

"The one thing Luna did not tell you however is that you may only try ONCE to gain my blessing. And if you lose this I will make sure that you never enter canterlot again!"

Falling down on his knees Poison realized what this meant.

I'm exhausted

Same here

"Come on guys! Is there anything we can do?"

Yes there is. But it's highly dangerous.

You see Johnny... We can bond to you on a CELLULAR level. But doing this you'll gain the highest power we can grant you.

But the process will make it so you'll forever produce cells. Meaning you'll gain near immortality.

"So if I do this. I MIGHT be able to defeat Celestia. And be with Luna forever?"

Yep.

"Let's do this."

This is gonna hurt.

A lot.

"Don't care. Luna. I love you."

Screaming at the pain of the process Poison screamed in anguish, pain, and agony.
Surprised by this Luna was scared into a silent sob as she saw her lover being tortured. While celestia was only surprised at this gesture. Finally after the painful process Poison stood there with no emotion in his eyes. Poison the started to walk forward slowly. Snapping to attention celestia shot a beam of energy. Only for the beam to bounce off like a mirror.

"Cellular bonding give me invulnerability. Also it makes it so I can nullify magic."

Poison then shot a web covering Celestias horn, binding her wings together and finally locking her hooves to the ground. Then Poison started to once again slowly approach celestia

"I can't get free!"

Poison then formed a axe with his hand and was standing before the trapped celestia.

"Do you yield?"

"Never."

Poison the swung his axe down at Celestia and cut her thrown in half.

"I win. Whether you like it or not."

"Yes. It seems you have."

Realizing he won Poisons mask retreated into his suit and Poison collapsed on the spot.

0-0-0-0-0-0-0-0-0-0-0-0-0

When Poison finally awoke he was in a chamber with a single window that was shining light into the room dimly. The walls were made of brick and there stood a single metallic door. Poison got up only to be greeted by excruciating pain.

I told you.

Your or I should say OUR body is still adapting to the cellular change.

"How long have I been out?"

10 days]

"10 days?! Jesus."

All right you should be able to move with only a slight pain.

What did you do?

I slowed down the cellular process. It will take longer for the cells to change completely but it will seriously numb the pain.

Poison stood up and only felt a light sting. Walking over to the door it was oddly locked. Poison cracked his knuckles formed his suit and broke the door down. Creating ALOT of more noise then he wanted to. Running Poison sprinted down the hall and down a flight of stairs and ran around the palace until he found the throne room. There he found Luna sitting on her throne sobbing quietly. Walking forward Poison camouflaged himself and reappeared before Luna.

"Luna."

Gasping Luna looked up at poison and transformed into her Human state and kissed Poison and Poison did the same to her and they both were happy with themselves.

11 days remain

Chapter 11: Phoenix arises Part-1

Chapter 11: Phoenix arises Part-1

Waking up in his chamber he earned when he became royalty Poison received a letter from a approximately odd looking mare with crossed eyes. Interesting. The letter said "For Luna and Poison."

"Hey Luna! We got mail!" Yelled Poison to Luna from across the hall.

"Really? From who?" Asked Luna.

"Shining. It says..."

Dear Prince Poison and Princess Luna,
I Cordially invite you to the crystal empire to meet my new "Mare" friend. Please come as soon as possible.
From, Shining.

"A new Mare friend? Already?" Asked Luna.

"Good for him. He moved on fast. Especially since Cadence kind of...you know....died."

"Yes. I suppose its true. Well we better head there now I suppose. How will you get there?"

"Simple. Celestia last night gave me some kinda runes. She said they only work once every 24 hours but they can teleport me anywhere in equestria I want."

"Tia gave you slip-space runes? Interesting..."

Grabbing the pebble like object out of his suit Poison Readied to teleport. And in a flash of light both Luna and Poison Were teleported to the throne room of the crystal empire.

"What is this place? Krypton?"

"Krypton?"

"Its in a book."

"Oh ok."

"Luna! Poison!" Yelled the familiar sounding guard captain.

"Hey shining! Who's the lucky mare?" Asked Poison.

"Well...shes not a mare..." Said Shining with a little mumble.

"Is he a colt? We wont judge."

"OH NO NO NO. You see... I told you two first because...she's a human... and she doesn't remember anything..."

"Bring her out," Said Poison.

"Amber! Come here!" Exclaimed Shining.

A girl walked out from behind a pillar with long red hair and red and yellow jump suit. Her eyes were red like ember with a burning aurora coming out from them.

"H-hi. I'm amber."

"No, No your not."

Everypony in the room looked at Poison very confusingly.

"You! YOU! YOU! YOU ARE JEAN GRAY! AKA PHOENIX! You helped kill Carol and countless other Innocents!"

With rage steaming from Poisons body. He leapt forth with his hand shaped into an axe and prepared to strike phoenix. Too bad that shining formed a barrier around Amber to block him.

"What are you doing! She didn't do anything!" Exclaimed Shining.

"SHE MURDERED INNOCENTS! WITH NO REMORSE!" Yelled Poison.

"What are you gonna kill her like cadence?!"

With his eyes shooting open something in Poison finally SNAPPED. Poison then lept at Shining with his axe hand but this time Luna then projected a shield protecting Shining.

"Poison! Johnny snap out of it!"

Coming to reality Poison the made the symbiote retreat into his body making it into a simple leather jacket and blue jeans.

"I-I didn't know what came over me."

"I-its ok... You said I was... a murderer?" Asked Amber.

"Yes. your real name is Jean grey. And your also called Phoenix. A mutant with extraordinary power. Able to defeat a army of Mutants with single thought. I suppose it your my fault as well. Here's what happened."

Chapter 12:Phoenix arises part-2

Back on earth you are Jean grey. AKA Phoenix. At first you were a "normal" person. But then you realized you were special. You were a mutant. Able to lift things telepathically and throw them. Your parents sent you to Xavier's home for special children. There he taught you everything that had to do with your power. One day you visited the compound I was being held in with Wolverine to evaluate who would become a x-men and go to the academy. You chose three canidates. Me, Carol, and A-bomb.

"These are our candidates? They don't look too strong," Said wolverine scanning over the 3 candidates.

"In case you didn't realize Logan. 'A-bomb', as he calls himself, is as strong as the hulk and can turn invisible. X-23 is just like you with the claws and healing factor. While Carnage is...special. He wears the symbiote that belonged to Cletus Kasady and has full control of it. He's interesting. Truly. All right candidates! Here's' the final test of your admittance! All three of you shall fight each other until only one remains. Fight!" Said phoenix.

"Wait. You want us to fight each other?! We weren't told this was part of the deal!" Exclaimed Carnage.

"You don't have to kill each other. Just knock the others out or unless they give up," Said Wolverine.

"Knock him out?! I gotta fight a hulk!" Yelled Carnage

"Not my problem."

Poking his shoulder X-23 gestured for Carnage to walk over. The pair prepared to fight A-bomb. They both leapt at him with X-23's claws out and Carnage's hand formed into a axe; they reached A-bomb and struck him but to no avail.

"I will SMASH you!" Roared A-bomb.

A-bomb then tried to smash Carol but easily dodging it she then struck A-bomb in his eye.

"AHHHHHH! YOU HIT A-BOMBS EYE!"

Carnage then leapt at A-bomb hitting his other eye and forcing A-bomb onto his knees in pain. A-bomb then turned invisible disappearing into thin air. After seemingly forever A-bomb hit Carol and indented her into the ground.

"You! YOU! A-BOMB!" Exclaimed Carnage.

Then Carnage leapt at A-bomb and struck him in his chest. Then Carnages symbiote clung onto A-bomb and Carnage kicked him down with extraordinary force. Carnage then shot a single web onto A-bomb and sapped the Gamma out of him turning him back into Rick.

"Well done! Now you two must fight!" Said Phoenix.

Lifting herself off of the ground X-23 then said "I'm sorry. But no. I wont fight Carnage."

"And I wont fight Carol." Said Carnage

Phoenix enraged by this motion had her eyes start radiate with energy.

"Jean! Get ahold of yourself!" Exclaimed Wolverine.

Then phoenix engagingly sent a telepathic bolt at Carol making her head explode in a fountain of blood.

"NO!!!" Exclaimed Carnage with tears coming out his eyes. "You! YOU! YOU BITCH!!! I KILL YOU!"

Leaping at phoenix with an axe hand he reached Jean who shot him in the chest with a bolt of energy right before she passed out into Logan's arms.

"Im sorry she did this to you. But we must go." Said Logan.

"I WILL FIND YOU! AND THAT BITCH. I'LL REMEMBER YOUR FACES! I'LL KILL YOU!"

"I'm sure you will." Said Wolverine right before teleporting away; thanks to the device he was given with Jean in his arms.

Walking over Carnage grabbed Carol in his arms and cried and cried and cried for what seemed like eternity.

0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0-0

With his tragic tale ending Poison looked around with Shining having his jaws opened, Luna sobbing at the tale with Phoenix outright crying.

"I-I am s-so sorry. I didn't know I-I."

"Its ok Jean. Your a new person with a new life. Just hope PHOENIX doesn't arise again."

"Y-yes. Lets hope so." Said shining.

"Hey. Shining. I need to talk to ya. ALONE." Said Poison .

Walking away into another room Shining asked. "So...What is it you need?"

"I want you to keep a very close eye on jean. Make sure phoenix doesn't show up again. Got it?"

"Yes. I can do that."

Then there was a loud screech heard from the other room the two rushed into the throne room and realized Jean had blasted off with Luna unconscious.

"Oh no...." Muttered the two.

Author's Note

Three parter!

Chapter 1: 14609.7 days till retirment.

Chapter 1: 14609.7 days till retirment.

"The baron is right through this door," said Flash Thompson AKA agent venom. "We need to take him in or take him out. Let's go."

Kicking open the door revealed the baron himself. A fairly tall black haired gentlemen with green wizard attire and he was operating some kind of machine.

"Get him!" yelled Venom at the top of his throat.

Without hesitation The newbie on the squad, Flash's own son, shot the baron multiple times with his prized Deagle. Creating a loud bang that echoed through the whole room.

"CARNAGE! WE WERE TO TAKE THE BARON IN!"

"Sorry, but unfortunately we didn't," Said the smog newbie. "He's too dangerous to let him live"

"That's not your decision!" Yelled the commander in his black symbiotic suit.

"What, you think sticking him in a cell will magically reform him? Cause it wont!"

Before Venom could knock some "sense" into his son; the portal behind them glowed with a bright flash of light. Then the portal started to contort the matter in the room. Bending and twisting everything. Even the concrete pillars in the basement like room were being contorted. Eventually the portal stopped. But no before sucking the Red suited young man into the portal leaving his squad flabbergasted.

"Carnage? Carnage? CARNAGE?!" Yelled the worried parent at the top of his lungs.

The portal contained a tunnel of seemingly... memories. Of everything Carnage has ever done wrong. From killing innocents to killing the recently deceased Baron. Then a bright epileptic flash of colors shined and then there he was. The recently promoted Colonel was just standing in what seemed like a town square. A market even. The people there were....ponies. And there stood the agent a humanoid creature covered in a symbiotic suit which looked like....blood. Finally after a century of silence a mare screamed at the top of her lungs.

"AHHH, MONSTER!"

The whole market became chaotic and everyone screamed and ran. Even bumping into each other. The Agent just stood there not moving a muscle. When the crowd was gone he sat down.

"WTF IS THIS SH*t?! I was just in a dark basement now I'm in a dimension filled with ponies? Then again I am covered in a symbiote that just came of a flesh of a murderer."

For sitting about 10 minutes thinking the royal guard showed up.

"Bout damn time."

"Halt! Surrender creature and we wont harm you!" Yelled one of the guards plated in gold.

"Yeah right. Your waiting for me to even twitch and then impale me right. Well it wont work."

Why's that?"

"Because I'll dodge them all."

Then Carnage shot a single bullet into the air. Startled the 5 guards threw 5 spikes at the Agent. Yet liked he predicted he dodged them ALL.

"How?"

"Its a thing a friend of mine calls "Spider-sense" It allows me to dodge incoming danger."

"STOP! He is of no danger. I can tell," Said a lavender colored mare with a crown resembling the north star.

Finally, Someone who knows me. " Just who are you?

"I am Twilight Sparkle. Co-princess of equestria."

"That movie sucked by the way."

"What?"

"Nothing, By the way "Princess" Can you show me where to grab some food? I'm starving."

"Yes, Guards I will bring mister.."

"Carnage"

"Some name. I will bring mister Carnage to canterlot palace for dinner. Both Luna and Celestia will be interested in this creature."

Nodding the 5 pegasi flew off back to Canterlot. With a bright flash on her horn the princess teleported both her and carnage back to the palace. There the Agent stood in a throne room with a tall white mare with a bright color flowing mane while the other was the exact opposite. She stood there with a mane practically made of moonlight and stars and she was completely devoid of color. Just like His dad.

"Princess Celestia, This is Carnage. Our residential trouble maker," Said the lavender colored mare.

"It's AGENT Carnage to you. And im here for three reasons. 1. Where the F@CK am I? 2. How the F@CK do I get home. And 3. Where the F@CK is food."

"My my, a spirited one this is," Said the more colorful one.

"Yes, maybe a bit TOO spirited," Said the less colorful one.

"Jesus, your JUST like my dad. Such a bore."

"DID YOU JUST CALL PRINCESS LUNA A BORE?!" Yelled the lavender mare at the top of her voice.

"Yeah I did. And last time I checked none of my questions have been answered!"

"All in due time. But we can give you food. What do you like?" Asked the more colorful one

MEAT,MEAT,MEAT,MEAT. "MEAT"

Seemingly startled by this all three of the princesses talked. Finally speaking up the non colored said

"We do have meat. Do you have a preference?"

"PIG."

"We will do our best to supply this."

"I hope so. So do any of you when I can return home?"

"In approximately 30 moons," Said Twilight.

"30 DAYS?! I DONT HAVE 30 DAYS! I'm a hero back where I come from!"

Then thinking back Carnage realized he wasn't much of a hero. He usually killed the bad guy on the spot without a second thought. He even tried to kill the hulk when the big green monster was on a rampage. Emphasis on TRIED.

"I'm sorry. But if we forced the barrier open it could possibly destroy both realms!" Said the colorful one. "So until Luna can find a pig tell us about yourself."

"Well its a long and awesome story."

Chapter 13: Phoenix arises part 3

"Shit! Where did she go!? Luna!" Said Poison before rushing over to Luna. "She's unconscious."

"What do we do now?" Asked Shining.

"We stop Phoenix. I'll go after her. And you make sure the barrier doesn't fall."

"Allright. What are you going to do? Will you have to..."

"No. I've had enough of killing. I will stop her. One way or another." Said Poison before swinging away after phoenix.

So what will we do?

Kill her of course. She's too dangerous.

"No. We wont kill her. Just shut her down for a while."

After swinging for a while Poison found Phoenix trying to break the barrier that separated the kingdom from equestria.

"JEAN! LET'S FINSIH THIS! RIGHT HERE! RIGHT NOW!"

I am no longer Jean grey. I am phoenix.

"I honestly don't give a shit who you are. Here you Amber. Here you have a loving colt. Here your not a monster!"

No! I am Phoenix only!

"No. Phoenix doesn't have much emotion does she? Your still in there Amber. Fight it! Fight!"

"Poison...Johnny...Kill me...Please. I don't want to hurt anyone...Please. Kill me!"

"No. I've had enough killing. I wont kill you."

You'll regret that.

With a psychic thought Jean picked up crystals from the ground and shot them at Poison.

Wont these just bounce off?

No. At the velocity they're going at we'll be pierced if they hit us.

Dodging the crystals Poison swung up to Phoenix and kicking her in the head. Making her bleed from the nose and knocking her down a few feet.

"Amber snap out of it! Shinings waiting for you back the castle!"

I don't need any one. Let alone a man!

"You mean like Scott? The man you loved and you killed him!"

Startled by this Phoenix started to lose her aura around her and started to float down.

"Poison please...while im sane...kill me."

"No but I will do this."

Poison then put his hand up to Phoenix's head and webbed her forehead with webbing and send a shock through her brain.

"I will wipe phoenix away from your memory. Forever."

Poison then absorbed Amber's memory from her head. Leaving only Shining armor, Luna and himself.
0-0-0-0-00-0-0-0-0-0-0-0

"Is she..."

"No. She's just unconscious."

After putting Amber down Luna tackled Poison and gave him a very passionate kiss.

"Its good to you two Luna. Hey shining we must be going. Royal business and all. And tell Amber this was all a dream. I wiped her memory after all."

"Yes of course. Go. And thank you."

10 days remain until portal reopens.

Author's Note

I know this was a short one but ive been REALLY busy as of late. Sorry