Nightmare Pie

by ForgottenDreams

Rating: mature
Tags: Gore, My Little Pony: Friendship is Magic, Dark, Alternate Universe, Original Character, Spike, Pinkie Pie, Main 6
Length: 6671

They thought that they destroyed the nightmare that consumed Princess Luna all they did was give it a more dangerous host

In an alternate universe the mane six defeated Nightmare Moon but they didn't defeat the darkness that consumed her all they did was make it find a new host. One that is more dangerous. Warning not for the squeamish.

Published 2016-04-01 16:20:01 UTC
Last updated 2016-04-04 14:15:26 UTC

Shadow Over The Sun

Author's Note

Light doesn't destroy Dark they only dance around each other for eternity

Shadow Over The Sun

Today is no ordinary day for the ponies of Ponyville. Today is the summer sun celebration. Many of ponyville's party coordinators work within a frenzy preparing for the arrival of the princesses. Twilight Sparkle the princess of friendship flies about the town making sure that everything down to the tiniest of details is perfect for her mentor princess Celestia. This year was going to be something special as Twilight will actually be the one to perform the opening ceremony. Something to which she takes great pride in. As news of this spreads throughout Equestria ponies from all corners make a pilgrimage to Ponyville to witness the ceremony. As it was now Ponyville was full to bursting as ponies from every city pack into every inn, hotel, and campsite. Although Twilight liked making new friends, and this was no exception, but with the streets crowded the preparations have slowed down to a crawl. However the tourists respectfully get out of the way as much as possible making it so that everything was set just hours prior to the celebration. Twilight lands in the designated area where she, Celestia, and Luna would be standing during the celebration. As soon as she catches her breath an elderly unicorn stallion makes his way over to her holding some kind of book in his hoof. He is a slender thing with a scraggly salt and pepper beard, and mane showing his age. He bows to her before he speaks.

"Princess Twilight Sparkle please forgive the intrusion I know that you must be tired, but I am well...ponies call me Crypt Keeper because of my age. I am the librarian of Neightre Dame, and I believe that I have discovered something of up most importance that you must take a look at," Crypt Keeper levitates the book over to Twilight showing her a specific page.

Twilight's eye begin to dilate to the extreme as she rereads the page over before she takes the book, and rushes towards her castle. " Sorry but I need to borrow this for a little bit ok. I'll return it to once I am done with it promise," Crypt Keeper sighs as Twilight gallops towards the castle.

"I am never going to see that book again am I?" Crypt Keeper turns around making his way back to his campsite.

Twilight rushes through the main doors of her castle, and towards her library. She grabs book after book placing them on a table. With the book she was given in the center of the pile she begins to cross reference between all of the books. A look of worry deepens in her face as continues to read, and reread the book. She slams the book shut rushing towards the throne room. The instant she reaches her throne she sends a bolt of magic into the crystal map. Six cutie marks begin to flash on the map one of which was hers summoning her friends to the castle.

Twilight paces nervously as she waits for her friends to show up. The double doors open up Twilight turns her head ;it was Spike with latex gloves, and an apron on. She returns to her pacing silently mumbling to herself.

"Ah, Twilight what's going on? Why are you in here?" Spike asks as he takes off the gloves, and apron.

"Spike we are in big, big trouble! I found out something that is really bad," Twilight is on the verge of having a nervous breakdown.

"What some pony use the wrong color on the banners, or something?" Spike chuckles as he teases her.

"If only. I found something out about Nightmare Moon. I will explain once every pony gets here," Twilight stops her pacing, and starts to perform the breathing exercise Cadance taught her. Spike's eyes go wide as he heard that name mentioned. He sits down in his throne joining Twilight in her waiting.

A few passing moments later the double doors open up and the rest of them walk into the room. They each take a seat in their respective thrones. Their cutie marks glow as they sit down. The six wait patiently for Twilight to settle down, and take her seat. After one last deep breathe she finally settles down taking her seat.

"Ok, Twilight we are here. What's the emergency?" asks Rainbow Dash.

"Yeah sugarcube it's not like you to summon us if it wasn't something important," Applejack answers.

" As you girls know Ponyville has received an influx of tourism as the summer sun celebration draws near. One of said tourists approached me not too long ago. He brought something of grave importance to my attention regarding the summer sun celebration," Twilight closes her eyes as she brings out the book placing it in the center of the map.

"What is it darling? You can tell us," Rarity says as she tries to console Twilight.

They all hold their breathe as they wait for Twilight to continue. " It seems that when we defeated Nightmare Moon all those years ago we didn't truly defeat her. Or should I say we didn't truly defeat it,"

"It? What do you mean by it?" Fluttershy asks as she ducks her head under her pink mane.

" It seems that Luna was nothing more than a host for the nightmare nothing more. This creature feeds off of it's host's psyche, and corrupts their natural abilities. When we used the Elements of Harmony on Nightmare Moon we didn't reform Luna. Rather all we did was remove the parasite," Twilight says as she points to a depiction of the nightmare within the book.

"Wait so are you saying that it is still out there?" asks Fluttershy.

"Afraid so," Twilight crosses her hooves as she leans forward.

"If it's still out there then why hasn't it shown it face yet? You sure that this isn't some kind of sick joke or something?" asks Rainbow dash.

" It's not some kind of joke I wish that it was though. All of my books confirm what is in this book. Apparently it takes time for it to manifest within it's host. Some pony out there is carrying one of the most dangerous creatures in Equestria, and doesn't even know it," silence fills the room as they all contemplate the dire situation.

"Question! What does this nightmare have to do with the summer sun celebration?" Pinkie Pie asks as she raises her hoof up into the air.

"It's not that it is connected to the celebration itself, but rather to the day that it was defeated. As I said it takes time for it to manifest within it's host. Which means it has been growing in power ever since we defeated it during the summer sun celebration. However because it was on the summer sun celebration something else also comes into factor," Twilight lets out a long worrysome sigh.

"Wh...what would that be darling?" Rarity asks as she glances over to Twilight's tired expression.

" There are actually three things that come into factor. First is the fact that it was feeding off of an alicorn. The second is that not only was it's former host an alicorn, but that it was feeding off of her for over a thousand years which means that it has been gorging itself on her magic, and emotions. Last is the fact that during the summer sun celebration there is a small window where light magic as in Celestia's magic is at it's weakest. Meaning that within seconds the nightmare could over power her and everyone else before they could even blink," Twilight closes the book.

"So what are we going to do then Twilight?" Spike asks as he breaks the silence.

Twilight lifts her head up" We have two options neither of which will be easy. Either we find it while it is dormant and crush it, or we use the other type of magic and try our luck,"

"You don't mean?" asks AppleJack

"Yeah, we use dark magic because while light magic is at it's weakest dark magic will be much more powerful for that brief period in time," Twilight looks up at her friends in the eyes.

"That is not an option Twilight! Both You and Rarity know better than any pony that dark magic corrupts the user!" Rainbow Dash yells as she slams her hoof on the crystal map.

"I don't know Dashie!? If we play ours cards right we should be able to handle the outcome. Besides we will have both Luna, and Celestia to help with the outcome," replies Pinkie Pie.

"It is not an option to take lightly, but dark magic has it's uses darlings," Rarity tells them.

"Rarity is right dark magic can be used for good if used properly, but it is still a calculated risk," Twilight tells them.

Silence fills the room as they all think about their options. Spike speaks up " How hard is it to find it Twilight?"

"That is the main problem Spike. Because it lies dormant in a pony we can't find it until it reveals itself. The only other way would be if the host knew that they were infected. Which would be highly unlikely," silence fills the room again.

"I got a another question. When we first used the Elements of Harmony did any pony see it flee?" asks Pinkie Pie.

They all gasped in realization. "No we didn't! Which means that most likely it is one of us!" proclaims Twilight.

" So now that we've got that part figured out. What now?" Rainbow Dash asks.

" Best bet would to go through the process of elimination. Who would like to volunteer?" answers Twilight.

Being always the most daring Rainbow Dash raises her hoof. "I will go first," the others look at her with admiration for her bravery.

Rainbow Dash stands between them waiting for Twilight to do whatever it was that she was going to do. Twilight goes about the book looking for the proper spell. The girl start to show signs of worry as they hear the rushing of pages over, and over again.

"What's wrong sugarcube?" asks AppleJack looking over to Twilight.

"There isn't a spell in here telling us how to beat it while it is dormant! All that is in here is about it when it has taken over!" Twilight glances over to her friends signs of worry on all of their faces.

"Well that makes sense you just said it was difficult to find it while it lies dormant. Ofcourse no pony would know how to beat it if they can't find it," replies Spike.

"What should we do then Twilight?" asks Fluttershy.

"We'll have to figure something out," answers Twilight.

" What if we were to summon it then destroy it when it arrives?" asks Spike.

Hearing that Twilight jolts up right an idea popping in her head. She levitates several books, and supplies into the room. A piece of chalk draws a circle, and several glyphs within it. Twilight places four candles perpendicular to each other around the sealing circle. Twilight scans through a book one last time before she closes it and beams with pride.

"Ah Twi?" asks AppleJack.

"It's elementary we step into the circle one by one. When said pony steps into it they will activate the seal. Showing us if they are infected. If they are it will pull out the nightmare and eject the pony from the circle. Once it has no host to feed off of all we have to do is cast a banishment spell sending it away to some far off place where there are no living creatures for it to feed off of," Twilight swells up her chest as she pats herself on the back.

"We'd better hurry up then the summer sun celebration is supposed to start any minute," proclaims Rainbow Dash.

"Right step into the circle Dash," replies Twilight as she points to the seal.

Rainbow Dash glides into the seal, and lands in the center. She waits for a few seconds making sure that she wasn't infected. When it doesn't respond Rainbow lets out a soft sigh of relief.

"Right it's not Dash. Who's next?" asks Twilight.

"I guess I'll go next sugarcube," answers AppleJack as she makes her way over to the seal.

AppleJack steps into the center of the circle. Waiting for a few seconds to see if she was it. She sighs in relief as it doesn't go off.

"Next," Twilight commands.

"That would be me darling," Rarity puffs her mane as she makes her way over to the seal.

Like those before her the seal doesn't react to Rarity stepping into it's epicenter. Fluttershy then gingerly tiptoes into the circle closing her eyes as if she was expecting it to react to her. When it doesn't she bolts out of it. Spike is next to step into the seal. He waits there longer than those prior making absolutely sure that he wasn't the one.

"Right so that just leaves me, and Pinkie," Twilight takes a long deep inhale as she puffs out her chest, and makes her way to the seal. Nothing happens.

They all look over to Pinkie Pie who is now looking slightly depressed. Pinkie lifts her head up, and makes her way over to the seal. She closes her eyes as she steps into the center of the circle. Nothing happens. They all sigh.

"What now Twilight?" asks Pinkie who is still in the circle.

"I wish I knew," answers Twilight as she droops her head.

As Pinkie Pie begins to exit the circle a wall of light blocks her, and the four candles explode into large tongues of flame. Every pony covers their ears as a high pitched wail begins to resonate throughout the crystal palace. Pinkie Pie screams in pain as something happens to her. Every pony looks over to Pinkie only to be horrified. The seal was beginning to split; there were three forms beginning to show within the seal. The high pitched wailing stops, and the walls slowly stop vibrating. The ponies look over to Pinkie Pie. There were now three seals next to each other. In each seal was a different pony. On the right was a version of Pinkie Pie, but it's hair was straight, and it's coat seemed much duller. In it's eyes was a combination of sorrow, and madness. In the middle was Pinkie Pie herself she seemed very weak. On the left however was no pony but a shadow of a pony. Looking into it's glowing eyes brought a sense of horror, and dread. Fluttershy starts screaming as she looks into it's eyes.

Twilight begins to channel a large amount of magic into her horn ready to banish the nightmare to a barren wasteland. However as she charges the spell the room begins to grow dark. Every pony looks up out of a sky window. There was the sun turning a blood red. They had missed their window of opportunity. The shadow laughs as the seal begins to flicker out. The instant the seal breaks the three ponies merge into a single entity. Screams come from Pinkie as she is engulfed in shadowy light.

A black mist fills the room up to the ponies knees as a sphere of dark purple light glows from where Pinkie was standing. When the light dims a figure slowly begins to take shape. There standing before them was a mare as tall as Nightmare Moon. Her coat was a dark maroon. Her mane was pitch black twisting into a swarm of slithering snake like tendrils. At the end of each tendril was a wicked smile showing off pointed teeth. They sing out in perverse laughter like a massive choir. There is a long vertical line gong down the center of her forehead. She opens her eyes as she does the line opens up as well revealing a third eye. All three of the eyes glow with a dark blue light as the pupils narrow into slits. She laughs into the air making the walls shake. Her mouth has a pair of long sharp fangs that glisten like moonlight. At the bottom of her hooves black mist radiates. Her cutie mark is no longer three colorful balloons, but an open fanged smile.

The girls look at her in terror as they witness it's grotesque form. Twilight fires the charged spell at her. The air vibrates as the large bolt of magic surges towards the nightmare. A tendril opens up a pocket of space, and enters it. Just as the magic bolt is about to hit the nightmare a massive tendril as thick as an elephant leaps out of the floor, and in front of her opening up it's mouth it eats the spell. It looks at the mares with it's massive smiling teeth giggling at their failed attempt. It's laughter is so low, and deep that everything vibrates. It retracts through the pocket of space returning to it's original place within the slithering nest of it's brothers. The nightmare laughs as it rears back onto it's hind legs. As it does the black mist begins to crawl up the walls, and the girls. Spike lets loose a powerful breathe of green flame, but is unable to stop, or even slow the mists approach. Six circles of dark maroon light surround each pony, and dragon. With a flash they all vanish all the while the nightmare laughs as mist wraps around the castle.

Fluttershy's Nightmare

Author's Note

I know that I said in an earlier story that I wouldn't do this anymore but I think that this help with the three way conversations with herself. Purple for Nightmare. Pink for Pinkamena. Pinkie pie color for Pinkie Pie. lime green for when the tendrils talk. There are two villain references within the story. Do you know which?

Fluttershy's Nightmare

Nightmare walks through the empty halls of the crystal palace using her magic to warp each individual room, and hall to match her perverse nature. The crystalline walls change from bright hues. To that of dark browns, blacks, and reds. Portraits that once shown important figures of history now show sick, and twisted figures. Everything within the castle changes to reflects it's new master's psyche. She makes her way to Twilight's bedchambers. The swarm laughs as they go through tears in space warping the room to fit it's new master's desire. Several mirrors now line the room. The bed posts transforms it's images to that of ponies holding the frame in fear. While the head now looks like Nightmare opening her mouth. The mattress looks as if it is a long blood red tongue. At the foot of the bed is a wooden carving of some pony looking as if they are about to be eaten alive. Nightmare makes her way over to a full length mirror. She smiles as her third eye glows blue. The reflective surface begins to shift and shimmer like rain on a body of water. Once it stops it shows five sleeping mares and the dragon within spheres of maroon colored magic.

One of Nightmare's eyes changes to that of Pinkie Pie's "G...girls...I'll...save you,"

The eye changes back to it's slit state " You can try, but you will fail. You are weak, unstable, a whore for attention, you shove sweets down your mouth like the glutton that you are. You are nothing. You lie to yourself telling yourself that you are there to make others happy when really you feed off of their emotions to feed your own vanity. You were a parasite on them long before I came along. But let us not be rude there is another...guest here within our body. Lets ask them,"

Nightmare's right eye changes back to that of Pinkie's "N...no..not...her,"

The left eye changes to that of Pinkamena " Shut up you worthless insect! You've caged us for far too long. You forced me back into the deepest recesses of our mind. Never letting out our true feelings. You feed off of their happiness, and joy. Afraid to lose such powers that we were given. I have no such need for these gifts. Now I am free to do with them as I please. I wonder which one's number will come up first?"

Nightmare's voice interrupts "Lets find out,"

The spheres of maroon colored magic containing her friends begin to spin like a roulette. They spin faster, and faster until they become a maroon colored ring of light. As they slow a single sphere takes up the mirror.

"N....no not Fluttershy!" screams Pinkie.

"Yesssss it shall be the timid little Fluttershy that shall be the first to bare witness to my splendor," Nightmare's eye return to their slitted state, and glow with magic. She steps into the shimmering mirror.

Laying in a patch of dried leaves Fluttershy groggily wakes up her head feels as if it was made of lead. Slowly getting up to her feet
Fluttershy looks around her to see if any of her friends were nearby.

"Girls!? Owe my head. What happened? Where am I? The last thing I remember was? Oh! Oh my Pinkie! I have to get back there, but where exactly am I?" Fluttershy looks around her surroundings to see if she was any where close to Ponyville.

She was in a dead forest. The trees black, and sickly their branches twist above her head. Thick fog makes it impossible to see for more than a couple of feet in front of her. The floor is covered by dead leaves, and fallen trees. A gust of wind billows through the forest causing a ghastly howl to fill the air. Fluttershy unable to find her bearings picks a direction, and begins to walk. The only sound that could be heard was the crunch of leaves under her hooves. Keeping her body low she looks around to see if there were any animals. No sight, sound, trace, or track. It is as if all living things within the forest just disappeared all at once. She finds herself at a watering hole, but there are no tracks around the edges. Fluttershy's heart begins to race as she sits there in the cold silence.

Fluttershy takes a deep inhale sucking in the cold damp air. She unfurls her wings, and glides over the water. Shadows twist and churn under the water's murky surface. Fluttershy flies up just a little higher. She doesn't want to risk whatever it was that was in the water to jump up and get her. Her eyes widen as a large shadow starts to surface from the murky deep. Closer, and closer the shadow ascends to the surface. Fluttershy's heart is now racing as she goes higher into the air. Whatever it was it was huge. Fluttershy holds her breathe as a swell of water breaks the calm water. A large rotten log leaps into the air and makes a loud splash as it hits the water's surface. Fluttershy releases her breathe as she is relieved that it was only a log. With her heart still racing from the scare Fluttershy picks up her pace a little and crosses the watering hole. As she leaves behind the watering hole the log bobs in the water until it is suddenly jerked back down under the water.

With Fluttershy now hovering above the ground there is no sound what so ever. Her flaps are so soft that they are like an owl's wings, silent. As she flies through the forest the surroundings begin to change large spider webs cover the trees. Some have cocoons of tapped prey nestled within them. Some had no cocoons, but rather remains of the prey: birds, bats, and the like. On the ground were several small bones damp with the surrounding moisture. Fluttershy could tell that most of the bones belonged to small rodents, but not all some were quite large. Feeling a sense of dread she turns around. However the fog had increased in thickness behind her she could no longer even see an inch in front of her nose in that direction. She is forced deeper into the webbed forest. With most of the trees covered in webs their shadows are given a demented, and dark presence. Fluttershy takes a deep gulp as she tries to navigate through the shadows. Her head bolts up right as she hears something dark. The air was no longer filled with silence as she descends into the forest, but with audible clicking.

Fluttershy increases her speed as she rushes through the forest. The sound of clicking echoes all around her. First it would come from Eight O' clock. Then another click would respond from Two O' clock. She would swerve towards her Ten O' clock. Only for more clicks to be coming from that direction. She tries to fly above the trees, but as she does she is forced to stop. Spider webs had completely covered the canopy making it impossible to penetrate. A chorus of clicking could be heard from her Six. Having no other recourse she flies straight as fast as she can. Eventually her speed decreases as she has exhausted herself. The clicking wasn't following her for now so she lands on the forest floor. Panting heavily Fluttershy tries to catch her breathe. A powerful gust rushes through the trees blowing a way the heavy fog that surrounds her. Fluttershy's eye bulge as she looks in horror at what is in front of her. A massive spider web blocks her way of going forward. She looks at the top and sees that all of the spider strands lead to this one web. At the bottom of the web were large cocoons many of which were larger than her. Fluttershy begins to tiptoe back the way she came. However she is forced to stop as a sea of clicking comes from the wall of fog.

Fluttershy pears into the dense fog trying to see just what it was that was following her. Six large shadows begin to take shape. Each shadow had eight legs that towered over their bodies. A pair of long drooling fangs drip with a frothy yellowish green liquid. Forty two glowing red eyes stare deep into Fluttershy's being immobilizing her. They begin to bounce, and click with joy as they have cornered their prey. A sudden crackling noise soon follows the clicking as the canopy above shakes. Fluttershy glances over her left shoulder back to the web. Two incredibly massive legs descend the web followed by the rest of the queen's body. She was easily the size of Fluttershy's hut maybe even bigger. The ground shakes as the queen lands on the ground. Fluttershy couldn't move, or breathe fear had sunk it's claws deep within her all she could do was stand there surrounded. She can't feel anything not her heartbeat, the cold damp air freezing itself to her wings, or even her impending doom. She feels nothing. The queen takes a step towards her as she does the ground shakes. It cracks as if it were hollow.

"Wait hollow?" Fluttershy comes to realize that there must be a cave underneath or something.

Fluttershy bites down hard on her tongue using the sense of pain to wake her up from her stupor. She was terrified, but if there is one thing that she has learned from being with her friends all these years is that it is never too late to fight back no matter how hard. Fluttershy charges at the queen as she does the six other spiders rush in to close the gap. Fluttershy is no fighter she knows this, but if there s one thing that she knows is animals. She knows how these spiders will act after all she has treated pack hunters before. She weaves through the queen's legs as one of the spiders lunges at her. It misses smacking itself against one of the other legs. Two more cut Fluttershy off, and try to lunge at her one at a time. She flaps her wings propelling her upwards just high enough that the first spider is right below her. The second spider then lunges at her while she is still in the air. She plants her feet into the spider that was still underneath her, and uses the momentum to get higher. The two spiders crash into the side of the queen. Now infuriated the queen takes one of her fore legs, and swats the two spiders into the trees breaking the trees in half. Fluttershy sees an opportunity to strike. She flies straight up as high as she can, and dives at the queen's head. She plants her hindlegs into the queen if she was as good a flier as Rainbow Dash there would be bug brains all over the forest floor right now, but she isn't. All she managed to do was stun it. The three remaining spiders are now clicking furiously at Fluttershy for striking their queen. All three lunge at her. Using a trick that she read about in one of Twilight's books Fluttershy takes her left wing, and gently swipes the spider that was on that side. Causing it to crash into the others. Now entangled within each other's legs the spiders are sent sprawling into the still stunned queen making her fall forward. With a loud thud the ground begins to shake, and crack. The spiders begin to sink into the ground as it crumbles away from underneath them. As they fall through the hole Fluttershy begins to fly away only to be caught by a strand of spider silk catching her hindleg.

Fluttershy screams as she is pulled into the gaping hole. As she descends into the hole a loud crash can be heard as the queen spider slams into the chasm's floor. Fluttershy is thrown across the cave hitting a slime covered stalactite. The stalactite's tip breaks off piercing one of the smaller spiders in the torso. It's dying screams echo off of the cave walls. Fluttershy hangs there suspended above the damp floor. Green slime clutches at her wings, and back. She tries to move, but the slime is like thick mud holding her in place. Fluttershy hangs her head streams of tears fall from her whimpering face. A light soon radiates in front of her. She looks up there a few feet in front of her was a long gash of maroon light. Fluttershy struggles against her bindings in a fruitless attempt. The gash gets wider, and wider until several tendrils begin to crawl out of it. They writhe in the air as more tendrils pour out of the light. As she looks in horror the Nightmare steps out of the light. The instant that she does the black mist that radiates from her hooves ripples as she walks towards Fluttershy as if they were on the ground, and not several feet above it. The Nightmare stops not even an inch away from Fluttershy's face. They look deep into each other's eyes. Fluttershy's chest begins to heave as she once again is filled with panic.

"Well that was certainly entertaining Fluttershy. For an instant there I thought that you would escape the gruesome fate of being spider food like I had originally planned. Hehe, but instead you have found a more....'fun' way to die," The Nightmare's tendrils chuckle as those last words were spoken.

"What are you talking about? Were are my friends?" demands Fluttershy.

"Oh, were are my manners! Fluttershy welcome to the Forest of Death! As for your friends lets just say that they aren't here, but don't you worry they will be joining you in the afterlife soon enough," Nightmare smiles showing off her glistening fangs.

"The Forest of Death? Never heard of it," states Fluttershy.

Nightmare frowns "That doesn't surprise me after all this forest no longer exists within Equestria. Rather it never existed in the Equestria that you know. This forest was burned to the ground in the early years of Equestria's development. Too many ponies were dying to the wild life hence the name. They removed any trace of it's existence within their history books. Afraid that ponies of questionable character might try to use the creatures that lived here for dark purposes. Personally my favorite predators of this forest are the insects. It is such a magnificent sight to watch them devour their prey alive. Just like they will you,"

"No!" screams Fluttershy.

"Hmm? Struggle all you want, but you won't escape your fate. Just look around you,"

Fluttershy looks around her. The cave was filled with large pillars of luminescent green slime filled to the brim with wiggling egg sacks. Millions possibly hundreds of millions of eggs surround Fluttershy. Her heart sinks as she now realizes her fate. With the slime covering her wings there was no way that she could fly out of the opening. Soon those eggs would hatch, and babies no matter what species of animal or insect are always hungry when they are first born.

"Lovely isn't? These little guys were once known as creeping death worms. As they slowly eat their prey they secrete a slime that magically keeps their victims alive. While they eat them from the inside out. I hear that the victims can feel them crawl inside of them. I guess we will find out soon enough though. Won't we?" the tendrils chuckle at the question.

Nightmare walks towards the center of the cave the tendrils begin to spasm as her eyes glow with magic. Maroon light fills the room making the eggs wiggle even more ferociously. She laughs as the green pillars look as if they are dancing. She then walks back towards Fluttershy.

"Don't worry dear little Fluttershy I wouldn't want the element of kindness to miss one of life's greatest miracles. Let me fix that"

Three tendrils make their way to Fluttershy's face. She closes her eyes, and tries to move her head away from the smiling tentacles. However two of them bite down on her right eyelids. One grabs the top while the other grabs the bottom. They gently pull the skin away from the eyeball forcing her to see what exactly was about to happen. The third tendril giggles as it begins to shapeshift. She tries to fight against her bindings as hard as she can as the third tentacle transforms into a single straight edged razor. With a psychotically slow pace the razor makes it's way over to Fluttershy's eye. Starting with the top eyelid it begins to cut it off with a slow saw like motion. Fluttershy screams in pain as the tendrils pull her eyelids away from her. With a final brutal tug the tendril that was holding her upper eyelid tears it off. Blood spewing as it does. Soon after it finishes with the upper eyelid it moves down to the bottom. repeating it's demented pace it saws through the delicate skin. Like the one above when there was, but a a small amount of skin left the tendril tears the eyelid off. Fluttershy screams as she is forced to now look at the Nightmare who laughs at her predicament. Her vision goes red as blood pours down her face. The tendrils then move over to her other eye, and repeat the process. Just like the other eye when there was but a small amount of skin left attached the tendril that was holding the eyelid tore it off. Fluttershy now has two bloody streaks running down her face.

"Ah, what's the matter? You know babies are very sensitive. If they see you frowning at them while they eat they might get the wrong impression. I know lets put a smile on that pretty little face,"

Fluttershy screams as the two tendrils pry her mouth open to it's fullest extent. The third turns at an angle so that the blade faced the back of her mouth. Just like it did with her eyes it slowly saws through her cheeks. The tendrils that weren't taking part were laughing as their brothers had all the fun. Blood rushes into Fluttershy's mouth as she is forced to swallow it. She gags at the taste of her blood. With one final cut the blade slices Fluttershy's cheek all the way to the back to her jaw. It turns around to the opposite side, and repeats it's motion. When finally done the two cuts make Fluttershy look as if she is smiling. Fluttershy coughs up blood as her jaw hangs there. Nightmare, and her tendrils cackle at the pitiful looking element of kindness.

"Awe, don't you look soo pretty! I could just eat you up,"the tendrils mimic their mother's words.

"Eat you up, eat you up, eat you up," they sing in perfect harmony.

Fluttershy hiccups as she starts to spasm from the pain, and lose of blood. Her yellow coat was now stained with blood running down her barrel all the way down to her flower. Where the streaks of blood then combine, and run down her leg. Nightmare stops her laughing, and looks at her victim. She snarls her lip as her victim is losing too much blood. Her eyes glow with magic as she channels it to Fluttershy. Maroon flames envelope the wounds searing them closed. The wounds blister, and burn as they are slightly closed, but not all the way. The wounds still bleed but only to a trickle. Small globules of blood run up stream, and back into the wounds. Once enough blood is returned to her body, Nightmare finishes to burn the wounds closed. The smell of her burning flesh fills Fluttershy's nose making her gag.

"There you are all better! Wouldn't want you to miss dinner! After all what kind of element of kindness would you be if you missed feeding the little babies their first meal?" Nightmare looks deep into Fluttershy's blood covered eyes.

"Before I leave to greet our former friends I would like to present you with a gift Fluttershy," her eyes glow as another magical rift opens up in front of Fluttershy. When it opens it shows a mirror reflecting Fluttershy's new bloodied form looking back at her. Fluttershy lets out loud cries of horror as she is forced to gaze at herself. She can see the muscles, and nerves connected to her exposed eyeballs. Her face now showing a crazed smile. She spasms as she hangs her head, and cries. The tendrils mimic her crying in a mocking fashion.

"So you can see the show. Farewell Fluttershy it has been a pleasure," Nightmare opens up another rift and walks into it disappearing into nothingness.

Nightmare returns to the bed chamber. She walks over to a three way mirror. On her left was Pinkamena, on the right was Pinkie Pie, and in the center was her.

"Why did you leave!? It was just getting to the good part!" demands Pinkamena.

"Oh, don't you worry it will take time for the worms to first eat the spiders before they make their way over to her. Besides look," the sphere of magic that contains Fluttershy levitates out of the mirror and forms one itself showing nothing but what is happening to Fluttershy.

" My magic is recording everything that happens to them. That way we can watch our former friends die over, and over again. For all eternity," both Nightmare, and Pinkamena smile at this.

"They...are...not former friends! I will....stop you...you monster!" screams Pinkie Pie as she tries to charge at Nightmare through the mirror.

"Well then you better hurry because it is time to visit another friend. Lets see which one it will be this time," Nightmare smiles as five remaining spheres begin to spin.