Down Below

by RedRandom

Rating: teen
Tags: Sex, Main 6, My Little Pony: Friendship is Magic, Dark, Other, Original Character, Spike, Comedy, Cutie Mark Crusaders, Adventure
Length: 7854

The mane six fall to the underworld and encounter it's strange inhabitants while a demon takes over Ponyville during Nightmare Night!

When Twilight Sparkle accidentally messes up on yet another spell, the flustered mare, alongside her closest friends, is sent to a world completely different from her own. Now, in hopes of ever returning back home, the group must receive help from unexpected allies in order to defeat the one pony keeping them in this world of the undead. But can Twilight Sparkle and her companions make it just in time? Or will they forever roam this dimension of despair?

Rated Teen for Sexual Themes and Gore
My editor is Notsowickedwitch.
My proof reader is Sipioc.

Published 2016-10-08 11:20:01 UTC
Last updated 2016-10-22 22:49:02 UTC

Prologue: The Book of Bub

Celestia’s bright, morning sun rose gently over the sweet population of the tiresome, little town of Ponyville. Birds sang a cheery song to their young, and a lone rooster let out a fierce cry. And just like the habitants, everything in the village was just starting to become awake and lively.

Twilight Sparkle, on the other hoof, hadn't even slept a wink.

Pacing in her quiet, closed castle, Twilight anxiously muttered under her breath. The soft carpet of her home library, slowly getting worn out from right underneath her hooves, her midnight–purple irises not once leaving their strict focus on the ground.

Off to the side, a confused Pinkie Pie could only blink in response to her friend’s abnormal pacing, still trying to fully wake up herself. After all, the lavender alicorn had just came knocking out her door only a couple hours back. Worry in her tone, and a nervous look in her eyes. Of course Pinkie Pie had to come and help. That was what a good friend did, after all.

“Sooo,” Pinkie beamed, her own eyes wandering around. She had seen the castle many times before, sure. Yet that feeling of magnificence whenever she entered never seemed to diminish. “What do you need, Twi? Are you planning to throw a party and you need good ol’ Auntie Pinkie Pie’s help?”

Twilight scowled. “I'm many months older than you, Pinkie. And this is no time for your parties!” she unintentionally snapped. Pinkie slightly deflated, her once cheerful smile, dropping to a grim frown. Twilight exhaled sharply, immediately softening up. “Look, Pinkie. I didn't mean that. I'm just stressed, that's all it is.”

“Well, what about?” questioned Pinkie, sourly pouting. “Is it a test? ‘Cause I could help you study!” Twilight couldn't help but smile at Pinkie’s generous offer. It astounded her sometimes how such a grumpy mare such as herself could have so amazing friends.

“Well,” the mare hesitated, unsure of how the pink mare would answer. “It’s actually about Nightmare Night, silly as it may sound.” Unexpectedly, Pinkie sympathetically nodded, fully intrigued. The holiday was a favorite of hers, and the fact that it wasn't only coming up shortly, but being brought up in the conversation made Pinkie sure she could help. “And well, Spike,” she quickly added.

Ah yes, Pinkie could remember how much fun Spike had around this time of year. But then again, who didn't?

The spooky decorations that the citizens hung up around the town, alongside the sweet candies Sugarcube Corner often gave out around the time. How frightened you would be when you and a friend finally entered the annual Apple Haunted Mansion. Or perhaps the scary film you'd watch at home, wrapped in your blanket, a full bowl of popcorn in your mouth. Yes, the holiday was one that was for all ages and creatures alike. Even the princesses occasionally taking part.

“What about them?” Pinkie asked, with a comforting, friendly grin.

“Well, you know how Spike loves the holiday,” she began, preparing to enter full ramble mode. “And well, I just don't think I can go this year. After all, Starlight and I have to go on another meeting with Princess Celestia and Luna that day. And there is little to no way I could make it back in time!”

Pinkie thought long and hard about what to say next to try and fix Twilight's problem, or at least try to make her feel better about it. Then, out of the corner of her eye, she spotted something sparkling. "What's that?" she asked as she casually trotted over towards it.

Twilight sighed a bit in annoyance. "I don't think that's going to help anypony Pink-" she began to scold until she saw what pinkie had in her mouth.

In her mouth appeared to be a spell book, however, the difference seemed to be substantial compared to her other books. It was rather dusty but could still be made out in detail. "Es caled da bok ofsh Bubb,” Pinkie stated with the book still in her mouth as she talked. Twilight's magic freed the leather book from Pinkie's maw as the alicorn began to examine it.

"Umm...I don't think I own this book," she said as she recalled all 7000 books that she had memorized to find it but to no eval. From what she could gather, the book seemed to be a first addition demonology summoning book. However, she had no Idea who this Bub character was, if they were a real thing anyhow.

Suddenly, the sound of Pinkie gasping when she got an idea had indicated that yes, she had an idea. "TWILIGHT!" she shouted before stopping herself by putting her hoof in her mouth. "I have an idea to help you with your problem!" she giggled excitedly at the thought of her plan.

Twilight again sighed. "Does It have anything to do with book Pinkie?” she asked with vicious nodding coming from pinkie pie being her answer. "...And how will this very old book be the answer to my predicament, Pinkie?" she asked again as the party pony stopped dancing with joy to discuss her plan.

"Welll..." she began with a silly smile on her adorable pink face. "You could throw a spooky party before you have to go, then you won't have to feel left out this year," she finished, the smile never leaving her face as she spoke.

Twilight thought about the Idea for a minute, then for five minutes. A smile crept onto her face as she hugged Pinkie with joy. "Thanks, Pinkie!, you have no idea how grateful I am for this," she smiled as she bear hugged the pink pony, who returned the gesture with glee.

Then, before Twilight knew it, Pinkie was gone. A small note appeared on her nose and as she grabbed it, she began to read read, "Gone to invite the others, maybe the CMC too, be right back to help set this party up!...Signed Pinkie," she read aloud, a little confused by how pinkie could run as fast as she did sometimes.

But as she looked down upon the old book, she noticed the text of the cover glow magically, she didn't really pay much attention though as it was probably just magic residue from it's age. For now, she had a party to plan.

"This is going to be the best Spooky Party Night ever!" she thought as she gleefully skipped out of the library, book in tow.

Author's Note

Well would you look at that, the prologue doesn't even have a song in it, isn't that prefect.
Yeah, forgot to mention this is going to be a musical.

Anyway, this will be the Halloween special as a gift from me to you(even though it's nowhere near
Halloween). Please give me constructive criticism to make this story better. It would help a lot.

And Remember, you have yourselves a spooky Halloween.

Chapter One: The Witching Hours

Author's Note

Just to let you know, if the author's notes are at the top. Then that means a song is in the chapter.

The song in question is "Down Below", a song which I just made up to introduce the main
villain to the story. There is no video or audio of the song as I'm not a musician.

If you wanted to sing this song, then I would recommend listening to the song "Brains" by Voltaire
to get a grip of how I imagine the song would go

Here you go.

The OC "Eldur" is not mine. The creator is "Mario Hyrulia", who gave me permission
to use him. Go give him some love.

Chapter One: The Witching Hours

It was pouring rain during the night that all of the girls were coming over to Twilight's castle. For it was a great time for what they were

about to do that night and the atmosphere was a neat little coincidence as the now nearing holiday came closer with every passing

day.

But way up high through an open window, nine voices could be heard as many talked about current events. One was a little orange

Pegasus who was lying next to a cyan blue Pegasus mare with a rainbow style mane which almost mixed with the filly's purple mane.

She didn't know why she wasn't talking with her friends or why she felt a little scared to talk to the mare she was next to, but she did

know that she was comfortable where she was, the rain hitting the windowsill outside, giving it a soft pitter patter like sound, soothed

her ears as she almost fell asleep but shook her head to remind herself that, she had to talk a bit before going to sleep.

With a little effort to not try and disturb the mare beside her, the filly got up onto her hooves and casually walked over towards one

of the other fillies that had come over to the castle with their siblings. "How are you Apple Bloom?" she asked with a cute smile as she

spoke to the cream color coated and red-maned cowgirl known as Apple Bloom, sister to the mare known as Applejack.

"Oh, I'm just fine and dandy Scoots," she answered with her southern accent as the two friends hugged. "So Scootaloo, have ya

managed to talk to her yet?" she asked in which scoots responded with rubbing the back of her head with her hoof awkwardly.

"...You didn't even try, did you?!" she silently screamed which was fortunately muffled by the music and a rather hyperactive pink

pony, who was jumping and dancing with some of the group. "Why not!?" she asked with a confused tone of voice.

The Pegasus looked to the ground with the corner of her eyes nervously as she began to find an excuse. "I...I-I don't know why,

maybe I'm just not ready yet to say anything?" she asked herself and responded at the same time which caused Apple Bloom to bring

her hoof to her face in annoyance and disappointment.

"Do ya really think that's the only reason why ya can't talk to Rainbow Dash?, I mean when has that stopped ya before your

birthday?" she inquired with a little sass put into her voice before she was cut off by the last filly of the party.

"Talk to Rainbow Dash about what?" she asked rather innocently as she walked towards the two, her two-toned purple mane

bouncing a bit onto her white coat as she trotted with a cocktail of happiness and enthusiasm. The other two getting rather

hesitant with telling her the situation they were discussing.

"Guys?" she stated in a confused and concerned way.

"Oh don't worry Sweetie Belle," Apple Bloom stated with a reassuring smile which caused said Sweetie to become calm once more.

Apple Bloom continued. "We were just trying to figure out how to expand the CMC to other places," she answered with a white lie

which seemed to be able to fool her friend into not asking about it. Business wasn't really Sweetie Belle's strong suit so she would

not be interested that much.

"Oh, alright then," Sweetie said without even realizing that she had been had. "Do you guys wanna dance?" she abruptly asked with

surprising amounts of excitement in her eyes. "It'll be really fun, come on!" she shouted as she trotted towards the improvised

dance floor with a simple I-Pone 7 amplifier instead of the famous Vinyl Scratch, who seemed to provide her services to pinkie

almost every time she had a party, for free no less, and a cheap looking, small disco ball that hung from the ceiling.

The two looked at each other before turning back towards their friend." Yeah, sure!" they both answered at the same time. Apple

Bloom started to follow Sweetie towards the small dance floor. But Scootaloo didn't follow instantly which caused Apple Bloom

to turn around with impatience." Come on Scoots!" she called as she turned around to dance.

Scootaloo looked at the dance floor where her friends and their siblings were having what the Apple's called it, a "Hoe down," and

then to the cyan mare near one of the tables of punch and cider, who was having a little nap. She didn't know why but she had this

feeling of uneasiness when she looked at the mare. She did know from school that when you reached puberty, you started to have

feelings of attraction towards those that you liked. But she didn't know why she felt that way towards Rainbow Dash, she saw her like

a sister or even motherly figure in her life but not that way, did she?. Ever since her fifteenth birthday, things had become even more

complicated than ever. But she decided to put those thoughts into the back of her mind, for now, she could deal with that later on,

now she was going to enjoy the evening with her friends and that's it. With that, she happily galloped towards her friends to dance

her worries away with a smile on her face.

After about an hour of dancing, the whole group stopped when Twilight stopped the music on the I-Pone 7. With a rather large

book in her telekinetic grasp. "Girls!, I think it's time to make this party a little bit spooky!" she shouted as the ponies who had been

dancing stopped with heavy panting.

"Sugar cube, if ya don't mind me asking, what in tarn nation is that is your magic?" Applejack asked as she trotted over towards the

purple Alicorn. "Ah mean, what kind of "scary" thing be locked up in that book anyhow?" she added as she flicked her blonde pony-tail

(Ha, puns)to the back of her head.

Twilight looked back towards Aj with a smile. "I'm glad you asked Applejack," she started as she showed the book to the rest of the

group." This is a very old summoning spell book that I found while getting the library set up, I think it would be really fun if we tried

to summon something from the book," she finished as the rest of the group listened to her every word.

Suddenly the silence was stopped when Rainbow dash, who had gotten up thirty minutes ago. "That sounds awesome!" she yelled

as she hovered in the air with excitement. "Let's do it right now!" she demanded with full enthusiasm apparent in her voice.

"Yeah!" Pinkie also yelled. "ThisisgonnabethescariestthinguntilNightmareNight!, won't it be so much fun Fluttershy?" she asked the

yellow Pegasus who had not been talking that much during the entire event.

Fluttershy looked nervously around her as everypony looked at her, waiting for her response. "Oh...um, m-maybe we shouldn't be

messing around with that stuff. It could be dangerous," she advised as she awkwardly kicked the ground underneath her to try and

distract herself from their staring, she was failing miserably.

The soft, comforting hoof of Rarity gently patted Fluttershy's shoulder as she spoke. "Oh don't worry Fluttershy," she said in a

motherly like demeanor. "It'll probably just be nothing special darling, and if it is then I think we can take them on in a fight," she

reassured softly with a smile. "We ARE the Elements of Harmony after all," she added with a playful giggle.

With that, the room had been cleaned some what as the book was laid out in the middle of the room wide open as the group sat

around it in a semi-circle, Twilight sat in front of the book as she was the one who kind of knew how it worked. With a flick of the

lights, the room was somewhat dark, the candles that they had manged to find and Twilight's horn being the only things that

illuminated small amount of the room. As her horn's aura became bigger as she put more concentration and power into the spell,

she began to chant a strange spew of twisted words.

"On the stormy week before Nightmare Night, we wish to see the first creatures of fright," she began with a strange twang in her

voice as she chanted.

"For on this week is the barrier of resurrection weak and a weak creature tonight we seek," she continued as the others watched,

Fluttershy clearly uncomfortable with the event going on in front of her but was being consoled by Rarity.

"Oh don't worry darling, everything will be fine, trust me," she stated with confidence in her voice towards the strange sight that

she was seeing at the moment.

Twilight's horn began to glow even brighter as almost all her energy was put into summoning just a weak creature. But she continued

to chant the final words as if they were being ripped out of her mouth by unseen forces.

"So come forward king of the under night, let us see with our eyes, the original monster of fright!" she bellowed and wheezed out the

last words as she fell to the ground, her magic depleted.

The group rushed towards the Alicorn's side with curiosity and concern in their eyes. "Sweet Celestia!, Twilight are you okay!" they

cried as they helped Twilight to her hooves.

"Y-yes girls...I-I'm fine," she panted out as she used the rest of the magic that she had to pick up the top-hat, which had appeared

on the floor as she finished the spell. "T-T-THAT'S IT!" she shouted before being interrupted by the sound of laughter... that was

coming from the hat in question.

The entire group shrieked in terror when the hat began to enlarge as a figure appeared just under it, the figure grew and grew until

it was as tall as Princess Celestia herself, the laughing coming to a halt as the figure revealed it's self.

What stood in front of them was a very tall, slender pony. Except, there was no flesh or skin to speak of, he was a skeleton. He wore

a tuxedo which was a little bit torn but overall it looked as though it was kept in good condition, a small white rose was attached to

one of his front pockets. A red tie could be seen around his neck, almost like a noose it appeared so tight around it. There were no

mane or tail to see as he stood there with a smile on his bony face.

Speaking of his face, there was only one eye in his right socket, Which seemed almost as black as the other empty socket as he looked

right into their very souls. The very same top hat that had appeared was in his magical grasp, a wrathful red color, that came from

the horn on his head, the horn looked as though it was broken in half. The top hat being plopped on to the Skeleton's noggin hid his

horn from view. His laughs coming back up his non-existing throat, his teeth rattling as he cackled with relief.

The group stood there in silence, shaking in fear at the sight of this strange being in front of them. The silence being quenched when

the tall pony decided to speak in his raspy Louisianan accent. "Why, hello there little gals," he calmly hissed as he walked over to the

group with a little pip in his every step. "Did you mention Celestia just then. Why, I remember when she was just a little foal all those

eons ago."

He recalled with a smile on his fictional lips as he bent down to look the quivering group in the eyes. "And what good souls have I got

here then?" he echoed as he inspected the terrified group with his watchful eye.

"The Elements of Harmony if I'm correct, as well as the recently granted Princess of Friendship," he stated as he gleefully licked the

alicorn's face with a magical, black, forked tongue as she squirmed with disgust. "A pleasure if I do must say so myself."

The group jumped in a mixture of fright, anger, and awe at the skeleton as they separated. Rainbow Dash being the first to speak up.

"Who the hay are you!, how do you even know us or the Princess!?, she demanded with most of the anger in the group being in her.

The skeleton cocked his head to the side in a false shed of innocence as he quickly and suddenly appeared next to her, scaring the

daylights out of her.

"Well, after Tirek came down to me for the second time thanks to you, he wouldn't shut his yapper as he whined and complained

that "It wasn't fair","It was impossible", "It's like a Saturday morning cartoon show or something"," he remembered as he cringed at

the thought.

"As for ole Celestia? I've been around for a long time Miss Dash, I remember quite a lot." he stated with a cheeky grin. "I even

remember that I still had my wings at the time", he added with a grim frown." That is until they were cut off by a certain Draconwquus!"

he snarled at nothing as he remembered the event, but calmed down a bit to finish his answers.

"But, who am I?, I think I best show you in the best way I know how...HIT IT!" he shouted before he dissipated from sight.

Before the Group could react, the environment changed somewhat as spot lights and Tiny skeleton foals ran around with clipboards

and equipment, getting ready for whatever the mad pony had in mind. Then, before their eyes, the tall skeleton appeared once more.

instead, with a cane in his red magic aura. "Ready boys?", he asked the band of Draconic looking skeletons with saxophones, guitars

and other instruments that made up a Jazz routine. The main Dragon gave him a thumbs up to indicate that they were ready to go.

With that, the skeleton raised his cane into the air and shouted "Hit it, boys!", as he slid over to the Scared Fluttershy.

This is the lyrics to the song "Down Below".

Hey little gal, come on say hello,

step right up, I'm just a working Joe,

so here's a little info that I thought you should know

I'm just your average evil skeleton from Down Below!

Some of the little skeletons came from out of the ground with a hiss and started to dance, the Tall one began to break dance

with ease as the group looked on. The skeleton stopped long enough to pull a card out of his pocket and gave it to them.

Well Bub's the name, and soul collecting's my game,

to me, you all look all mighty the same.

But I do have to admit, even though you alike to me,

your souls look delectable like this town don't you see!

So I was chilling, ruling down at my place,

I had the most dull expression, on my face.

But then I felt something, it excited me too,

I felt the magic conjuring of you!

Bub looked straight at Twilight as she tried desperately to recover her magic but to no eval, as a mysterious ring had appeared

onto it without her noticing. The skeleton smiled devilishly when she finally realized this and relished in that fact by using his own

magic to force her to dance with him as the others had to watch, the same magic holding them back.

When I heard you'd try and summon an imp,

I'm like. "Why you trying to summon a wimp!".

So I used your own magic and here I am,

now I can execute my most marvelous plan!

Now, now, now, you look shy!,

I really don't know or could imagine why.

For where you're going, I can surely tell,

You don't look ready to be going to hell!

With a wave of Bub's hoof, the bound ponies started to be dragged by his magic towards a fiery gate that he had materialized out of

nothing while he danced with his little helpers. The band playing the song very well, even though it was kind of muffled be the screams

of the ponies, who tried to run and struggle but couldn't even move thanks to the skeleton's superior magic.

Now don't you fret, in fact, you all are in for a treat,

the folks down there are the best that you'll meet.

But unfortunately, this is the end of the show,

as you're all going down to Down Below!

The screams continued until they finally made it to the gate of Down Below as they slowly began to be dropped one by one, each

yelling at the top of their lungs as they fell into the abyss below, little devils playing violins to try and fail to calm them down as they

fell. The three fillies had been taking a little too long to reach the gate which annoyed Bub a bit, as his response was to calmly

take the three into a group just at the edge of the hell hole and eagerly bucked them into the pit. he began to sing once more as they

fell.

But unfortunately, this is the end of the show,

as you're all going down to Down Below!,

You're all going down to DOWN BELOOOOOOOWWWWW!

As the room became the same again as his magic stopped at his command, smiling with self-satisfaction of getting rid of them.

"Well... that get's rid of those pests," he giggled with delight as he turned around only to see the cowering wreck that was Spike.

He seemed to have come at the wrong time and it clearly showed as he stared in horror at the monster that had kicked his friends

down to hell, literally. "Ummm, perhaps it's time to open the Resurrection Stations then," he thought to himself as he grabbed Spike

with his magic.

"Maybe I should turn you to ash?" he teased as the Dragon cowered, tears running down his face.

With a quick chuckle, the Skeleton tossed the Dragon out of the window with the intent that he died from the fall. but instead of

dying, Spike conveniently landed into a barrel of water. After falling out of the barrel as it fell down, water spilling everywhere, Spike

stood up not knowing what to do.

But before he could do anything or write to the Princess, a gigantic red beam of magic came from the very same room he had just

been thrown out of. It punctured the clouds and even the sky itself as a dome made of what appeared to be red magical swirls

slowly cut the entirety of Ponyville off from the rest of the world.

After that, figures started to fall out of this demonic dome and into the streets, attacking anyone that they saw.

Before Spike knew what was doing on he was running for his life as a strange cross of a Goat and a squid chased him for an hour,

blood from his previous victims dripped from his body with each step he took. As Spike didn't know where he was going due to

the fear and adrenaline, he found himself in the dead end of an alleyway.

The fear was unbearable as he turned around to see the hungry, sadistically smiling face of the demon in front of him, screeching

madly with rage and somehow giggling insanely at the same time as he stood there.

Spike, without realizing that he took the fight option in the choice of Fight or Flight, grabbed a broken metal pole from a beaten.

rusty old gate and a trash bin lid. They both stared each other down as they both readied up for the battle

But, when the demon pounced and the small dragon closed his eyes, afraid for his life, the battle was already over.

When Spike opened his eyes the demon had been reduced to a pile of dust, standing over the pile was a stallion, In around his

mid-sixties. A horn could be seen on his head with smoldering embers swirling around it. The evidence of him using a fire spell

and incinerating the demon was very clear.

His dark cowboy attire gave him the impression of a very tough individual as he slipped his cowboy hat upwards to reveal the eyes

of a very old and experienced Unicorn, but also of a very kindly soul that seemed very concerned for the young Draconic boy.

His eyes also appeared to be on fire, but Spike chocked that up to the after effect of the fire spell being used, he had seen it before.

"Do ya need some help there, sonny?" he asked with a kind smile as calmly trotted passed the dust pile to get to the young Dragon.

Spike looked frantically around at the carnage that Skeleton brought with him." W-WHAT'S GOING ON!?" he screamed/asked as

the elder also looked around at the damages done to the nice town he had wandered into.

"I don't know what happened and I personally don't care," he stated as he began to trot back where he came from. "I'm just trying

to help as many people as I can, so if you want to help well then that's fine by me," he added as he continued onward.

Spike looked at the pile of dust that had been chasing him just a few minutes ago, then to the pony who saved him. After some

thought put into the situation and after hearing something else in the alleyway beside him, he quickly rushed down to the

elder's side.

Spike looked at the old Unicorn with a nervous glance, not sure if he should introduce himself to him, he HAD just saved his life

after all.

The older one was having the same thoughts, not knowing if the young boy should know his name or not, it's not like he didn't

know who he was, though. Who could forget Spike the Dragon, Saver of the Crystal Empire from the tyrannical King Sombra!

No, he should probably get it over with. It just make things awkward in the future, he's seen things weirder than him anyhow.

Without any hesitation the Unicorn turned towards spike, to tell him his name. Unfortunately for him, Spike had the exact

same Idea in his mind as he too turned towards the elder.

"My name is El...,"

they both stated before shutting their mouths, trying to let the other speak.

"My name is Spi...,"

This was going to be a very awkward evening indeed. With a little ego boost from his subconscious, the old one put a hoof on the

spike's shoulder in an attempt of comfort.

"My name's Eldur," he calmly stated as the Dragon looked into his eyes. "And I know who you are Spike," he said in a father-like way.

"I... I saw you fall out of that window just before that red beam came from the castle, d-do you know what happened?" he asked

in the kindest way that he could muster from his voice box. The reference the castle instantly caused Spike to ball into tears. even

though he tried his hardest to keep it quiet, Spike just couldn't bare the thought of what happened to his friends.

"Yes..., i-it was horrible!" Spike confessed to the Unicorn, who still had his hoof on Spike's shoulder. "I-I walked into the room and

saw them, being dragged into a pit of fire by a tall Skeleton with a top hat," he continued with tears still pouring down his little,

scaly face.

"The most horrifying part about it was-was the way he danced, singed, even as they fell one by one with a sick, twisted smile on his

face!" he finished with a frown as the two stopped to let him have a minute.

Afterward, they continued on their way through the ruined streets, carefully watching their backs in case a visitor decided to

join them.

They didn't know how many they would find, but they still did. Maybe they could find a place to hide afterward.

Chapter Two: The Doctor's Office

Something has gone wrong. We don't seem to have an archived copy of that chapter.

Chapter Three: Finding Home Base

SIX DAYS BEFORE NIGHTMARE NIGHT PONYVILLE

Sugarcube Corner stood strong after the onslaught that had wreaked the once happy town of Ponyville. The Nightmare Night

decorations, still hung up, shifted from the wind. The once happy residents of the town, hiding in fear from the demons that

plagued the streets, looking...no...craving for the next fight.

Inside the building, the place was heavily barracked with the use of almost every piece of furniture in the building. Sitting in the

middle of the room, on some old boxes of ingredients, sat seven individuals, five ponies, a Diamond Dog and a dragon. Behind the

counter, the Cakes sat there with a depressed look on their face, trying their best to not cause their children to cry and attract

unwanted attention outside.

Spike and Eldur, sat beside each other as they were together before meeting the rest of the team and coming to the building.

The feeling of emptiness was in the air as the group tried to keep quiet while socializing at the same time.

One was a pegasus, his brown coat a little damp with sweat from running for a bit. The rusty red mane of his dropped down

over his eyes as he kept watch over the door. Being the second largest in the room, aside from the Diamond Dog who was

also watching the door.

Speaking of the Diamond Dog, his light gray fur and brown mustache were dirty with all the activity he did in his workshop. He

scratched his bald head with one claw as he held a home-made shotgun with the other, the ammo in one of his apron's pouches.

On his head was a common welding mask, which gave him an intimidating appearance combined with his stature, hunched slightly.

Sitting on the floor was a teenage filly, the cloak she wore hid her black coat but not her dark red mane with dark purple highlights.

She appeared to be whispering to herself as she held a doll to her face. The others not wanting to interrupt her.

"Why are we sitting here with these mortals in the first place?" one of the voices asked with annoyance.

"How else are suppose to stay alive, idiot?" another, feminine voice mocked, clearly angering the first

voice, much to her amusement.

"Can we please just calm down for a minute and try to figure out how to get out of here?, please" asked

the final voice, seeming to be the most reasonable of the three.

The filly sighed a bit. "But how would we get out of here exactly?" she questioned with little to no emotion in her voice. "Doesn't

that barrier block the only way out of here?" she asked the three voices in her head, all three turned quiet as they thought.

"Mayyybeee... we can use the people in this room to help us out," the feminine one suggested.

the Filly sat there in silence as all four of them began to think of a plan.

Hovering in the air was an incredibly annoyed looking Stallion, his sandy blonde coat and white mane, with a single sky blue stripe,

stood on end as he hovered impatiently. How, of all possibility's, could the rest of his friends get to go to Manehattan while he had

to stay and mind the house, It doesn't even matter if demons had taken control of the town, he was still kind of pissed about it.

The last one was a stallion, who appeared to be meditating as he seemed the most calm out of the lot. His red oriental clothing and

hat stuck out against his pale Yellow coat and black mane, which was tied in a small ponytail. He would have been more concerned for

his sister, but luckily for him, his sister traveled to Manehattan with the pegasus' friends. He seemed to not be paying attention to

anyone as he sat there.

The pegasus decided to get something to eat, trying to distract his anger with food down his gullet. With a quick leap and a flap of his

wings, he hopped over the counter. Before he could get to the tasty treats, though, he noticed the Cakes with their children, the parents

clearly scared for both their lives and, even more so, their children's.

"Come on Windbreaker, go over there and try and calm them down," his subconscious demanded as he began to trot over to the

terrified family. As Windbreaker looked over at the Cake twins and quietly walked over to them, he gave Mister and Misses Cake a

quick nod before kneeling down in front of the children.

"Hey guys, don't worry. Everything's going to be fine," He said as he took off the goggles from his head and held them in front of

Pound and Pumpkin. "Y'see these right here? These are very special flying goggles that have special powers that protect you. When

you put these on, nothing can hurt you."

He draped his goggles over Pound and Pumpkin, the band of the goggles kept them from falling past their necks. The pegasus smiled

as he gently ruffled both of their heads. "Don't lose hope kids, be strong for Mommy and Daddy," he stated before turning his head

towards the now smiling couple. "How are you guys doing?" he asked the two with a concerned expression on his nervous face.

Carrot Cake sighed a bit with relief, knowing his children were now calm. "W-were fine now Windbreaker...I can sure tell you that

much," he admitted as he looked to his wife, her eyes sparkling with comfort and happiness.

"We do appreciate the help dearie, thank you so much," Cup Cake thanked as she nuzzled her children, who giggled a giggle only

a child could as they too embraced their mother. "Oh, and you don't need to pay for the food, free of charge," she added.

With a nod of thanks, Windbreaker took a small chocolate bar from the supplies, hopped over the counter again to sit with the

rest, leaving the family to have their personal moment.

Before they could think, a sound could be heard outside, the sound of hushed voices came from just outside the door as the rest

inside the building kept quiet, not knowing who or what it was.

The large pegasus' face went from a sad frown to a huge smile of joy as the strange voices revealed themselves to be his fellow

circus members.

Leading the group was a rather muscular Reindeer, wearing a traditional Ringmaster attire. His brown coat looked a little dirty and

sweaty from all the stress he was putting on his body. It surprised the Diamond Dog that he only had one antler. the other completely

gone.

"What happened to him?" he asked, putting some ammo into his home-made shotgun just in case. He looked a bit surprised by the

pegasus' grinning face. "Barnstormer...you know him?" he asked in his Manehatten accent, pulling the mask off his face.

The pegasus looked to the confused Diamond Dog. "Course I know him, he's my boss Scarp!", he elaborated as he poked his head

out of his hiding place, the Reindeer clearly noticing him by his face as a warm smile appeared on his own.

"Barnstormer!" he called as the two hugged, his tone changing completely as the embrace ended. "Are you okay comrade?" he asked

in his distinct Ponssian accent, a concerned look in his eyes.

Barnstormer nodded with glee, happy to see his Boss/friend again after the beginning of the demon's assault. "I'm more than okay

Snow Threader," he nonchalantly stated as he looked behind him, the rest of the group's heads poking out of the doorway.

"I met some friends," he exclaimed as the group waved hello to the Reindeer, who waved back with a smile.

"Okay, that's good but we really need to get back to the circus," he stated as he went up to the group. "Alright friends!, come with

me to the circus and we will be all safe!" he exclaimed as the group left their hiding spot, ready to leave with the Reindeer's group.

As they left the building, the Cakes being put in the middle to protect the twins, Eldur noticed that Spike was looking down at the

ground, looking like he had failed. With a sympathetic expression on the old unicorn's face, he trotted beside him as the group moved

on.

"Spike?", he asked as the Dragon turned his head towards him, he had tear stains along his face." W-what the hay ya cry'in about

spike?", he asked again as the little baby Dragon sniffed a little.

As the Dragon looked into the unicorn's eyes, he could see a gaze of understanding, the type of look that would calm even the most

nervous and scared of creatures...and it worked on him.

"I-it's just, I can't forget what happened in the castle, I saw them, they looked so scared and I couldn't do anything as I was having a

panic attack," he confessed as he drew back tears. "I think I've already reached rock bottom," he added, a large frown on his lips.

Eldur looked at Spike with his comforting way, trying to think of advice to give. "Funny thing about bein' rock bottom," he mentioned

with Spike looking on with confusion on his face. "'got nowhere to go but up," he stated, only sighing a bit as Spike still looked

confused.

"If ya think that you've hit the bottom of the barrel, ya can't get any lower," he explained as they walked further, Spike beginning to

understand the meaning of Eldur's advice.

Before another word could be said by anyone else, the sound of laughter could be heard. The sound was a spark of Spike memory as

he started to get nervous. With a puff of smoke, the laughter turned into a figure. The same one that tossed the Dragon out the window.

Spike began to scream in terror, the sight of the tall Skeleton causing the babies to cry in fright. The others getting ready for a fight.

"Well, that's a fine how do you do," he joked as he stood in front of them, clearly enjoying the sound of both the Dragon and children's

discomfort in his presence. "But I guess that's what you expect from such a little man like him," he taunted as he chuckled, disappearing

from their sight in a flash and appearing next to the Parents, frighting their children even more. Bub savoring the cries with a smile.

The horn of Eldur glowed as he looked angrily at the Skeleton, who looked back at the unicorn with smugness on his teeth. "Now ya

better leave those little ones alone now ya hear!", he demanded, Bub clearly not respecting his request as he took a small step towards

the babies, his smug smile getting even bigger.

"Well, I am gravely sorry to disappoint you Blaze, but I must decline your offer," he said as he magically took off his top hat off, revealing

the half broken appendage that was his horn. The use of his first name caused Eldur's eyes to widen in surprise.

"How do you know that name!" he shouted as bub bent down to look him in the eyes. The others looking with both confusion but

also with anger towards the tall Skeleton.

"Well, I know a lot of things Blaze, I've been around far longer than you all have," he stated, yet again disappearing and reappearing

in front of all the group. "But, how about instead of just saying how, I sing how!" He declared as music started to play, confusing

everyone.

"The lyrics to: How I know you.

" Well, how 'bout I tell you a stor...OW!

The group turned to both Eclipse and Chopstick, the filly holding a rock in her magic while the older male picked up another rock from

the ground, ready to throw again.

"I hate musicals," they both said, Bub's mood now ruined by the two trouble makers as his bony face turned cross and angry.

he magically took the rock from his empty eye socket and dropped it to the ground, a glare cast onto the two he gritted his teeth.

"Well, I can surely tell you that I am truly offended, at least that alicorn and her friends let me sing!" he shouted, clearly annoyed. the

reference to the Elements of Harmony causing confusion among those who knew them in the group.

"Fine, be off with you, go to your little pow-wow, but remember this!" he threatened, a sly smirk on his face. "When Nightmare Night

comes, Your souls will be mine," he stated as he disappeared in a blast of smoke and light.

The others looked around in search of the Skeleton but he was gone, Windbreaker looking at the chocolate bar he had been eating

before the Skeleton appeared. chucking it away before asking "Okay, who put something in this chocolate bar," with a confused

look.

Eldur looked at the babies, their parents consoling them as they cried, when he determined they were okay he turned to Spike with

a stern look in his eyes. "Spike, was that there varmint the same one who banished your pals?" he asked.

Spike only nodded in response, repulsing at the thought. The other's heads quickly shot over to the two as they continued to walk,

sure that the Skeleton was truly gone. "You mean he got rid of Twilight and others?" Chopstick asked in his Neighsian accent.

"Applejack?" Scarp Yard asked as he remembered how she took him in and gave him property at the edge of Sweet Apple Acres.

Spike nodded again sadly, Scrap's ears fell at this and he remained quiet, trying to figure out a solution to this problem. Snow

Threader's seemed to sparkle hope and relief as he saw the big top tent of his business and home.

"Comrades!" he shouted as he began to dash in the direction of the circus, everyone else following behind. "We're almost there!"

he explained as the group ran towards what would be their home and base for the time being.

In the distance, Bub sat on the roof of Sugarcube Corner, a smile on his bony face. The circus could be seen in plain sight from where

he was, a small imp sitting beside him. "My friend, could you be of use and go do some recon missions on that there circus with

friends?" he asked as the imp saluted and dived off the building to join a small band of other imps as they quickly scampered off

to the circus. Bub still had that smile on his face as he watched them disappear into the streets and then, with a glow of his horn,

vanished.

Author's Note

Just to let you know,
1. Ponssian means Russian.
2. Neighsain means Asian

The OC's, Windbreaker, Eclipse and Barnstormer do not belong to me. they belong
to Crimson Cord, Typervader and Sipioc respectively

The OC's, Scarp Yard, Snow Threader and Chopstick are mine.

Chapter Four: One Weird Bug

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