Canterlot City Train Station; 6:00 pm, Platform A2

"Rare is probably bout ta have a fit bout us bein' late but then again guess we shoulda counted fer a celebrity loaded train to be crowded and delayed." Applejack said leaning on a nearby concrete beam munching on an apple within her clawed hand already dressed in her western werewolf outfit, after all what was more terrifying than a werewolf? A werewolf with guns!

"I still can't believe you're childhood buddies with the Countess! Like she's the most popular pop-star on the charts right now! Even better than Sapphire Shores now too and she's got a new hit out just in time for Halloween." Rainbow responded sipping a can of soda clad in her zombie daring do costume. "And don't worry about Rarity she and the other girls will have everyone busy by the time we get there, plenty of tricks and treats to be had and once we grab C.C. we can go pick up Scoots and Bloom." Rainbow said dismissively waving off the notion that Rarity would bitch about them being late.

"Yeah Rara was more than happy to come through for this here party, her tour has been goin' so well and she's been itchin' to do a show here anyway; and what better time than when her latest hit drops and then breaks records in just a few months? It's ridiculous" Applejack chuckled remembering back to the shy young girl she once went to camp with as a little girl who was at one point too shy to sing but then was proven to have the most beautiful singing voice anyone had ever heard and it had instantly taken her to stardom after she'd moved away to Manehatten with her family.

"How much do you think everyone is gonna freak when they see her? When they see what we've planned? you think the other girls are ready?" Rainbow asked checking her phone to see if she had any messages from the other girls, they'd agreed to stay in constant contact and she'd updated everyone they were running late about five minutes ago.

"I reckon there will be at least three people who will effectively and shamelessly shit their costumes...I checked with Pinks and Rare; they're ready." Applejack said checking her phone as well.

"And what about Twi and Shims?" Rainbow said with a knowing cocky shit eating grin. "Think they started 'trick or treating' without us?" Rainbow snickered.

"Oh quit yer teasin' em Rainbow it ain't like you and Fluttershy are any less sex crazy as they are...Hell ya'll really oughta invest in gettin' Shy a gag or somethin' cause whooooooooo wee! I ain't know that girl could say 'Yay' that loud." Applejack teased and grinned seeing the flush of pink and red in rainbows face.

"Pft oh yeah? Says the one who lets Rarity and I quote 'Ride her like a rodeo show' and making her moan so loud that it wakes the farm?" Rainbow said deviously retorting back rapidly.

"We're all a buncha freaks y'know that right?" Applejack said chuckling looking at Rainbow.

"Tch yeah I know but we're all best friends and tonight after all the freaked out screams are done some freaky screams are gonna be well welcomed." Rainbow teased throwing a wink at Applejack.

"Ah still can't believe we're goin' through with that..." Applejack blushed heavily.

"Hey it'll be a party and odds are one of us is gonna end up fucking anyway so might as well make a real party out of right? Beside's it'll just be us..." Rainbow waved a hand.

"Pft knowin' Pinkie though she might invite a couple extra guests..." Applejack snorted with a chuckle. "Remember when she brought that Sugar Belle girl along for her birthday last month?"

"Oh yeah didn't she have an small orgy with her and that guy Party Favor and his friend Cheese Sandwich?" Rainbow asked almost snorting her soda through her nose.

"Oh yeah that was one helluva party; pretty sure Pinkie is gonna try and hook up with him again tonight less she got a surprise in store." Applejack said.

"It's pinkie she ALWAYS has a surprise in story; especially when it comes to Halloween."

Rainbow and Applejack were trying to kill time while they waited for their special guest entertainment to arrive, The Queen of Pop, The Countess, The Razzle Dazzle of Manehantten; Countess Coloratura, or as Applejack called her Rara and more recently, C.C.; Applejack had many friends that Rainbow and the other girls didn't know about, one of them being Rara, they'd been best friends for a good while when Applejack was little but sadly Rara moved away when Applejack was in elementary school. They'd tried their best to stay in touch and she hadn't heard much from her only up until about a few months ago when she came to visit for a town charity event, it was a bit of a whiplash for Applejack because at that point in time she hadn't seen Rara much but when she showed up all gussied up and dressed like something out of a bad 80's rap video and her manager being a total snob; Applejack simply had to set things right and set them right she did.

She'd exposed the sleaze ball manager for the scum he was, got her to fire him but then luckily she was able to score a better manager at the charity event thanks to some intervention from the rainboom's and a good word from Vinyl Scratch to a few good friends she knew in the music business. Rara was so thankful that she told the girls anytime they wanted or needed her to preform for an event she'd do it free of charge and tonight was one such night. They'd invited Rara to preform along with them and rock the entire school with screams and cheers, everyone at school loved Countess Coloratura in fact she was more popular than the rainboom's sometimes which was a feat in of itself since she was competing with magic with just her pure musical singing, dancing, instrument playing & even acting skills and with what the girls had planned? She was going to be putting all of those to use.

It was then the intercom of the station spoke up

'Attention Canterlot Station, the next train to arrive on track A2 will be the 6:30 pm Eastbound train to Manehatten, all aboard.'

"There she is; wonder if she brought a media circus with her this time" Rainbow said with a grin hearing the train approaching.

"Either that or an army of fan-girls and suitors..." Applejack replied with a chuckle rolling her eyes remembering the last time she saw Rara and how ridiculously flashy she'd shown up all gussied up and being carried in some ridiculous chariot.

As the train roared into the station and came to a stop and the doors opened up, of course the first one to step out was the countess herself already clad in her Halloween costume and of course behind her were an army of drooling fan girls also dressed in Halloween costumes and Rara was trying her best to get away from them so she could find-

"AJ!" Rara called waving to her friend who she noticed in her signature brown stetson even if she was dressed as a werewolf.

"Rara!"

"Sup C.C.!"

The ran up to Rara who'd waved off the fangirls after giving them autographs and cash to keep quite about her presence.

"You have no idea how hard it's been trying to get here without the media swarming the train every stop...Iiterally had to costume change 3 times on the train just not to get noticed...but thankfully you all left me in good hands with an amazing costume designer in Ms.Pommel."

"Speakin' a Coco where is she?" Rainbow asked looking around knowing C.C. had brought a few people with her that were to help with the preparations.

"Oh she's getting the rest of the stuff off the train, she told me to come find you both."

"Right well let's get a move on were late already and the other rara is gonna get test if we're late any further." Applejack teased nudging Rara in the arm.

"Coco has been looking forward to seeing her again so we really should hurry-"

"All ready to go C.C.!" Coco chimed from behind.

"Well theres that." Rara chuckled

"Hi Applejack, Rainbow" Coco nodded to them both.

"So are you excited for the party?" Rainbow asked

"Sure am! I love Halloween! Costumes has always been my favorite part of it of course so I was more than thrilled to help with your little project tonight."

"And I gotta say C.C.; that outfit is very nice on you; I'm not Rarity but damn you look good in that"

"Hehe why thank you" Both coco and C.C. said; coco having designed the outfit herself.

The outfit Rara was wearing wasn't anything super elaborate however that was before any of the 'special effects' were added. It was a simply all red and black leather like outfit with the black lines along the chest legs and back making a 'V' shape and Rara was well to put it simply? Beautiful with a goddess like body, curved in all the right spots, generous in the chest, ease on the eyes, flawless skin and her long midnight blue and black hair was artfully disheveled and she sported a cute black fedora on her head.

"This is the outfit I'm going to debt as the cover of my new album"

"I still say you should the album as a whole a better title though C.C.; Night Fright might night sell well to children"

"It's a working title...besides I still have time to change it, I'm not dropping it till Midnight" C.C. said waving a dismissive hand.

"Alright ya'll lets get movin'" Applejack said helping Coco with some of the cases of costumes and effects that they'd brought with them, Rara being a big star meant she had access to big budget special effects and since she was the favorite of the fame scene right now she pretty much had liberty to do as she pleased and she was doing this as a favor to her best friend so if she had to bend a few rules so be it; you're only young once right?

The girls all left the train depot and headed out to Applejack's and Rainbow's respective cars. Applejack had upgraded from the typical family pick up after having FINALLY convinced granny to let her get her own car and while it was no luxury car it felt good to have her own wheels and she got it for a good price even if she did have to get a bunch of repairs done on it but luckily for her Sunset Shimmer, Twilight Sparkle & Rainbow Dash were all total grease monkey's and knew how to fix it right up....last time she ever buys a car off Flim & Flam. It was an worked up Ford challenger painted Applejack's signature orange.

Rainbow on the other hand since she actually had quite a bit of money to her name ever since her father passed away had managed to save up from doing musical gigs to buy her own car which was a chrome blue GT with her lightning bolt cutie mark sprayed onto the sides, she got the recommendation from Vinyl Scratch and where she got her car because it was full of hydraulics and other bells and whistles...some of which were already there others of which Rainbow begged and pleaded with Sunset and Twilight to install but it was totally worth it. One wouldn't think Rainbow Dash would need a car given she could literally run faster than the speed of sound in her sneakers now as well as fly but she loved the feeling of a car to the rode, speed was her thing; didn't matter if she was running, driving or flying.

Loading the super star in Applejack's car and the fashion designer in Rainbow's car they'd both start up and pull out after loading the cars trunks with the equipment.

"So where too now AJ?" Rara asked

"Now we go n pick up Scoots & Bloom, drop them at the school and then come back and meet with the rest of ya'll back at sugarcube corner."

"Oh and I brought a little something for your sister and her friends, I think they'll really like it"

"Now Rara what ah tell ya bout spoilin' em?"

"Oh AJ relax it's just a little Halloween and early birthday present for Applebloom...and don't think I forgot about the other birthday girl either" Rara gave a catlike grin at applejack and winked at her.

Applejack blushed and gulped and thought to herself

'oh tarnation ah forgot that lil bit...oh this is gonna be one helluva birthday tomorrow'

Tonight wasn't just Halloween night, it's was the eve before Applejack's 18th birthday. Her big brother was born November 4th, Applebloom November 3rd & Applejack November 1st. All Applejack wanted was for all her closest friends to be in one place for her birthday and that was another reason why she invited Rara whom was older than her by two years...and it didn't hurt that they shared the same birthday! Rara was going to be turning 21 tonight and Applejack 18 and one would think a super star would want to go out clubbing, get drunk and take a few other hot celebrities home to bed...and that's exactly what she was doing in a roundabout kind of way. The rainboom's were more less famous in Canterlot City, she knew Applejack and her friends liked to drink and drank responsibly and not for nothing all of them were hot and she'd had a crush on Applejack since she was young but she didn't want to get in the way of her relationship with Rarity whom Rara was actually good friends with Rarity; it helped that Rarity was one of if not her biggest fan behind Pinkie Pie, so imagine both of their reactions when the countess herself offered to spend the night with all the girls and join in on their 'special entertainment'

"Ya do realize Rarity ain't gonna be gentle with either of us right?" Applejack chuckled wryly as she drove off keeping up behind Rainbow Dash.

"Oh I know and Coco won't be gentle with her I'm sure..." C.C. giggled deviously remembering what Coco said she had planned for herself and Rarity that evening

"Coco is gettin' in on this too? Well I'll be...never figured her to swing that way..."

"It's for Rarity so she'll do it..."

"Should ah feel awful bout this C.C.?"

"What do you mean AJ?"

"I mean ah know ya had a crush on me n all and ah know it must be kinda tough seein' me with Rarity and-" Applejack was silenced by a quick peck on the lips from C.C.

"I've been waiting to shut you up like that for years...relax AJ; it'll be fine, it's your birthday and Rarity couldn't be more excited I'm sure...not every day you get to have an orgy with a super star"

"Ya make it sound so...dirty"

"Ahahaha oh please AJ you'd be very surprised the wild kinda things I could get into going in Manehatten; have you ever sleep with a Manehatten girl before?"

"Bout to tonight aren't I?" Applejack teased

"Touche...but let me tell you we are an experience to have AJ..."

"Oh ahm gonna enough this rodeo I can tell"

"It'll be a night to remember I'm sure, by the end of tonight? Everyone that comes to this party is gonna have something to dream about..." C.C. said with a smile as they came closer to sugarcube corner.
************************

Meanwhile in Canterlot High School; Principal Celestia's Office

The office was dimly lit and Celestia sat at her desk clad in her Halloween costume; she was playing up the theme of being an evil version of herself and so she was dressed in armor similar to her sister except herself looked like molten charcoal picked from the floors of Hell and her usual rainbow hair now looked like pure fire and her white skin was painted red. If anything she looked almost like Sunset Shimmer did when she threw her little magic tantrum last year, something she knew for a fact terrified her students. She was trying her best to enjoy the evening, after all it was a night of joy and fun, she should be relaxed...if only there wasn't a confirmed mental patient running around her school with no leash!

"I really can't believe she invited him...HIM of all people! You could've invited Crystal Lis and I'd have been fine, Hell even invite Sombra at least he fits the theme of being creepy; but why Discord?!" Celestia groaned and sighed running a hand down her face. "Ease yourself Tia; it's just one night, how much havoc could he possibly-actually never mind" She knocked on the wood desk for good luck sighing as she looked over the list of names on her list in front of her. If she knew one thing that frightened the ever living daylights out of her students it was being called into the principals office and while she often gave off the presence of a stern goddess awaiting to speak to whomever entered her domain; now she was the devil awaited to judge those who walked through her doors threshold.

"Let's see whose next...Trixie...Snips & Snails....The Diamond Dogs...hm so many choices to pick fro-" Celestia was wondering just which batch of students she'd scare silly next before going to join the party but that was when she heard a knocking at her door and the door would open slightly, she hadn't recalled calling any students; maybe one of them was trying to prank her office?

Clearing her voice and turning on the small microphone that would modulate her voice she'd speak.

"Who goes there?!"

"It's me Tia..." Luna's voice came from the other side. "It's just me, may I come in sister?"

"Oh Lu-Lu it's just you-"

The door swung open to reveal quite the opposite; in fact the sight of who actually opened the door sent Celestia's complexion pale as if all the red paint on her skin had instantly washed off. Seeing this woman again; she'd much prefer Discord than her...this woman....no it's not possible, she isn't...she should be...

"Why hello Celly; long time no see. ya miss me Sun-Butt?" Miasma said with a cruel mocking smirk as she strut into Celestia's office now clad in a costume of her own. Having the appearance of the grim reaper, she ever had on face paint or what looked like face paint to give her face an evil skull look, her black hood cloaked around her in a black sinister shroud as a black and purple mist leaked from around her, the whites of her eyes turned black and the woman's once blue eyes turned an evil violet shade, her once jet black hair a flowing ethereal black purple and midnight blue. Licking her purple glossed lips she'd giggle deviously as she eyed Celestia down with eyes full of scorn.

"Miasma Shade...this isn't possible...your supposed to be dead!" Celestia barked.

"Ahahahahahah poor sad little Celly; what did I always tell you when you were but a brat? You can't lock up the darkness...you can't kill the darkness...you can only-" Miasma strut up to Celestia's desk and leaned over it, her rather generous chest rising directly in Celestia's line of vision and she crawled onto the desk and whispered sinisterly in her ear. "Embrace it" Miasma's ice cold fingers traced along Celestia's face and they literally froze the woman where she sat with fear.

'I-I can't move...what the Hell did she do to me? Is it her drugs?' Celestia thought

"You see the last time we met Celly; I had dear sweet little Lu-Lu firm in my grasp, but you...you took her away from me and then left me for dead...however I'm not mad about that...no no no quite the opposite in fact I have nothing but thanks for what you did!" Miasma grinned savagely. "You remember don't you? My little Nightmare Club-"

"Cult! You and your group of witches were trying to sacrifice my sister!" Celestia shouted in defiance.

"Cult, Club, call us what you wish Celly; but Lu-Lu WANTED to be our virgin sacrifice; she'd have been reborn anew by the shadows as I had! I'd have made the last moments of her mortal existence pure bliss! But you just HAD to come in and be the little cockblocking bitch you've always been! Too afraid to share your precious little Lu-"

*SLAP*

"Ooooh triggered much Celly? Heheheh I wonder what your students or the school board would say if they found out the two star principals of CHS fucked like rabbits when they were young! Ha! I bet you still-"

*SLAP*

"You...Will Hold...Your Fucking Tongue WITCH!" Celestia had since regained the redness in her skin but this was added to by the fact that she was getting angry enough to actually turn red."

"Gotta say you still have a nice bitch slap Tia but-" Miasma grinned and backhanded Celestia with such force she sent her flying into the wall behind her and Miasma jumped forward and grabbed her by the neck and slammed her into the wall silencing Celestia before she could scream with an angry forceful kiss and bit her bottom lip drawing blood and licking it up, the black gem around her neck glowing purple as she did so and Celestia glew the same color as she whimpered trying to get away but to no avail. Pulling away Miasma grinned devilishly as Celestia gasped for air.

"-It doesn't mean anything to the undead..."

"W-What do you want?" Celestia struggled to speak.

"Revenge of course; you took my life...you took my love...so now? I'm going to make this night a living Hell for you and everyone you love but since I know you have no other family besides Lu-Lu and that fucktard nephew of yours; I'm going to enjoy hearing all the screams of terror coming from your students as I show them a true nightmare! And there won't be anyone to stop me! Not even those new little group of witches with the rainbows!" Miasma snarled.

"T-The Rainboom's...WILL...stop you....count on that...witch" Celestia spat in Miasma's face.

"I'm going to enjoy making you scream..."

"SHADE! YOU PUT TIA DOWN RIGHT NOW!" Roared the booming voice of Luna...or as Miasma preferred on this night in particular, Nightmare Moon.

"Ah there you are my little moonlight! It's so good to see you my beloved; did you miss me while I was gone? Oh who am I kidding? Of course you did! After all one often misses their first love if they're taken from them right?"

"You aren't the same girl I fell in love with...you're a monster and a dead woman...and I don't know how you came to be here but you will release my sister!"

"Or what? Not like you have anything to-"

Luna reached into her armor around her neck and showed a glistening full moon pendant that had a blue sapphire in the center of it with a cross right beneath it and this made Miasma recoil and hiss.

"Hmph so you kept that hm? How sickeningly sweet of you..." Miasma snarled.

"I lost Nyx too you demon...I won't lose Tia...now let...her...GO!"

"Hmph Nyx was a weak and scared little child! I set her free! I gave her purpose! We could've made dreams come true and the night would have reigned! All you had to fucking do was just lay there and let me have you! We were so close until this bitch came and ruined it!" Miasma shouted in fury, her eyes glowing an evil purple as she threatened to snap Celestia's neck.

"NO! I LOVED NYX! I STILL LOVE HER! I KNOW SHE'S IN THERE SOMEWHERE! YOU WILL RELEASE MY BELOVED!" Luna roared

"Sorry, no can do Lu-Lu dear...She's dead and gone; no body to bring back remember? You both left me for dead in the basement...hmph at least you were kind enough to bury me...but you should remember; sins can never be buried...and you both will repent!" Miasma grinned savagely at Luna. "Or would you like me to drag down the little one into an eternity of suffering?"

"What are you talking about?"

"The little snowflake...I'm sure you remember her...it'd be very fucked up if you did forget her..."

"YOU'LL KEEP HER NAME OUT OF YOUR MOUTH DEMON!" Luna snapped.

"Oh and what will you do if I don't hm? You know one good thing about dying a creature of the night? In death you become in tune with all in the after-life and since I died without any peace, I wandered until I made a friend who helped lead me back here to find you both, wasn't hard all I had to do was put on a little 'costume' of my own....one your familiar with I'm sure!" Miasma giggled evilly.

"Y-You didn't..."

"Oh but I did and I've all but mastered this new magic of mine and there is no law to stop me this time; I will go find her and make you watch as I torture her poor little innocent soul; poor dear doesn't deserve that however given how tragically she passed but if it means teaching you not to cross me lover? Then no action is too violent or too cruel...to have back what is rightfully mine....so what'll it be? Damnation or Acceptance? Your call Lu-Lu" Miasma grinned

"Luna don't listen to he-" Celestia was cut off as a black goo was shot over her mouth that Miasma spat in her face hawking a black loogey at her.

"That's enough out of you..."

Luna looked at her options and knew she only had one. Sighing she'd walk up to them both, standing in the pale moonlight of the room and she'd do a small prayer with her pendant around her neck clutched in one hand.

"Fine...you win...just let Tia go...and don't hurt any of our students; I'll do whatever you want..."

"Hmhm and how nice...it's quite the special night tonight Lu-Lu...Halloween...my your birthday as well as mine? It's as if it were destiny! Hahahaha and its even my death and rebirth day; fancy that hm?

Releasing Celestia the woman fell to the ground with an audible thud and Miasma stepped away from her so Luna could check on her but Miasma stopped her and grabbed Luna by her hair and pulled her up into a rough kiss tongue and all and while Luna tried to resist she slowly started to glow the same purple shade her sister had as her eyes began to grow hazy and she couldn't move after a moment. Breaking the kiss Miasma traced a finger along Luna's face and smiled.

"I've waited 20 years for this...and I'm going to take delight in every last little moan and scream you make Luna my love; its our anniversary and just like our first time; it'll be absolutely blissful, you remember the love we used to make don't you? How good of a fuck you said I was back then? How much more you'd rather lick me out than your sister? How much rougher I was with you and how much you liked it...You remember right? I remember how sweet but dominant you were; how powerful and intimidating your mere aura once was; I want that Luna...I want my nightmare...and how lovely you decided to wear my favorite costume but very soon...it'll be you...and you'll be my nightmare moon...forever!"

Miasma shot a look at Celestia and grinned evilly and rubbed at Luna's body all over.

"I'll bet your jealous; it's her 45th birthday tonight and the only one fucking your baby sister is going to me! Ha! Who knew you'd be into necrophilia Luna; hm let's see how your dear sister likes it...lets see how she likes seeing you get fucked by a ghost from your past! Get ready love, because now your going to repent..."

Luna prepared herself for the coming events, never did she think it was possible...but she was reliving her worst nightmare all over again as her past had literally come back to haunt her and now she was being forced to go back to the shadows which claimed the life of the one she loved the most.

Author's Note

Miasma ain't playin'! EVIL!!!!! Possibly the most evil character I have written and the darkest material I have written thus far.