Thriller Night

by Stardust_Shade

Rating: mature
Tags: Sunset Shimmer, Dark, Alternate Universe, Main 6, Nightmare Moon, Thriller, Gore, Trixie, Comedy, Romance, Equestria Girls, Sex
Length: 24860

Halloween is always an event for the Equestria Girls and this year is sure to full of screams...and not just of terror

Upvote comment and favorite, helps keep me motivated
It's Twilight Sparkle's & Sunset Shimmer's first time celebrating Halloween with their friends as a group; Twilight is really nervous but Sunset couldn't be more excited to be able to cut lose and enjoy the holiday, especially with the costume she got and she's ready to party and get into some fun mischief and with Pinkie throwing the party? It's sure to be a blast, but when the shadowbolts show up things start to get...Thrilling

The following contains: Girls in sexy costumes, pranks, an obvious and inevitable dancing section to MJ's Thriller, shipping, orgy/gangbang, futa, Halloween puns, ghost rape, a lot of head canon.

Extra Characters include: The CMC, Flash Sentry, The Dazzlings, Celestia, Cadence, Luna, Sombra, Diamond Tiara, Silver Spoon, Snip & Snails, Starlight Glimmer, Vinyl Scratch, Derpy Hooves, The Shadowbolts.

Published 2016-10-03 00:30:01 UTC
Last updated 2016-10-10 17:32:23 UTC

Scream & Shout

Canterlot City; Canterlot High School, October 31st; 1:45 pm

It was getting close to the end of the day for the students of Canterlot High School and all the students were eagerly awaiting for the final bell to sound so they could all go home and change into their Halloween costumes. Halloween was always an event at Canterlot High School, it was a time for all the students, the teachers and the other staff to cut loose and have fun. To embrace the terrors of the night and become what they feared and to laugh at them, and for seven girls in particular it was going to be a very big evening. The Rainbooms, the schools most popular group of female students, the schools go to band as well as their magical saviors 4 times over; had been eagerly awaiting this day; ever since the original 5 members of the rainbooms were children they'd always gone trick or treating together or spent Halloween together and now with Sunset and Twilight added to the group it was high time they got the two bookworms into the spirit of the holiday.

Sunset Shimmer for her part never really celebrated Halloween or back in Equestria; Nightmare Night, back when she was a cold hearted hot headed jerk she'd spend all her holiday's alone...and when she got to the human world more so but when she arrived here she'd let her power she held over everyone go to her head and she decided on Halloween night's she'd make it a tradition to trick others into getting their treats...and if she couldn't get any treats she'd just trick people or pull cruel pranks on them no matter what their age. She'd frightened and even scarred small children and scared the ever living daylights out of teenagers and taken all their candy without even a moments hesitation. However things were different ever since she took a rainbow beam to the face and was put in her place; she'd changed, turned over a new leaf and had a brand new outlook on life and tried her hardest every single day to make amends for all the terrible and downright evil things she used to do simply out of spite.

She was a brand new person and wanted to make this Halloween a fun one for all the girls involved especially Twilight Sparkle; or rather the human world version of her. Twilight surprisingly never had gone trick or treating before, she never really had friends before and was a shut in most of her life and so she'd never experienced the fun of Halloween and so Sunset and the rest of the girls wanted to make it a really fun time for her and what better time?

As usual Pinkie was in charge of throwing the school's annual Halloween Party and was currently in the gym with the other Rainboom's helping set up; they'd gotten out of class early with Celestia's permission and were decking out the entire gym with Halloween decorations. Parties at CHS always looked amazing thanks to Pinkie and Rarity; the food always tasted good thanks to Applejack and Pinkie Pie and everyone always got word about it from Rainbow Dash and surprisingly Fluttershy who helped make fliers and posters for the events since she was the most artistic.

As for Sunset and Twilight they were both in charge of special effects; their tech know how allowed them to bring in such things as holorgrams, smoke machines, LED lights and the whole nine yards plus the kitchen sink with plenty of bells and whistles and needless to say each of the girls were pretty pleased with themselves with the work they'd gotten done so far.

Tonight was sure to be a fun time because not only was there the CHS Halloween Party which would be going well into Midnight allowing students to go out, trick or treat and come back if they liked BUT all the Rainboom's were going to having their own private sleepover party when it was all over at Sunset's apartment since it was the only place all the girls could hang out that was 100% private. Sunset couldn't wait to go home and change into her costume, she and Twilight had gone and had Rarity make their costumes like the other girls did because 1.) The store costumes were really cheap and 2.) Rarity wouldn't take no for an answer.

Twilight of course was very nervous and bashful about her costume because of how...revealing it was. The theme this year since the girls always had a theme was 'Bad Girls' since most of the time all the girls were always nice and good so tonight they'd dress up as something scary bad evil or dangerous. Applejack was going as a werewolf, Rarity was going as 'Nightmare Rarity' having taken a cue from Vice Principal Luna who was going as 'Nightmare Moon', Fluttershy was going as a vampire, Rainbow Dash was going as a zombie Daring Do, Pinkie Pie was going as her alter ego Pinkamena, Sunset was going as Harley Quinn and Twilight Sparkle was going as Juliet Starling.

All the girls were excited for this event since it would be their last Halloween at CHS before they graduated and they wanted to go out with a bang as they would with any other holidays or special social events; they wanted to leave an impression and Sunset was determined to make that happen and she was especially in charge of keeping magic under control; last year after the Camp Everfree event the girls had been gifted with special magic powers that they believe they were given to safe guard the world with the magic of friendship however surprisingly it had been quite, not even a magical hiccup but Sunset always had her eyes open and ear to ground when it came to that sort of thing and tonight was no different. While she was going to try her best to relax she was going to keep her eyes peeled for any magical outbursts; after all Halloween would be a prime chance for some freaky magical disaster to erupt and with their luck? Twilight had calculated it out to there being a 98.99% chance of there being a magical attack however the girls were confident in their abilities to handle any crisis that may arise.

As they finished putting the last touches on the gym which was also going to double as a haunted house they all looked upon it with pride. Truly the thing of children nightmares, cobwebs hanging from the ceiling and rafters, the basketball hoops made to look like ghosts with sheets over them, the fog machines covered the gym floor in an ominous smoke, the room was dark and only lit with ever changing lights with shades of orange, red, yellow and a sickly green, an ominous musical track played made by Vinyl Scratch, holo-gram machines projected nightmarish images of ghosts and ghouls and off to the side was an entire buffet of tasty snacks made to look like nightmare food thanks to the sick and twisted mind of Pinkie Pie. The stage was set at last and all the girls looked at each other with mischievous glee and Pinkie was the first to speak up.

"This...is gonna be...the bestest most scariest most ohmygod I shat myself into next year Halloween scare fest ever!!" Pinkie chirped as she couldn't wait to get back for the party.

"I know right?! I can't wait to see the looks on everyone's faces when they see all the tricks we've got planned in this place! Oh the year book committee is gonna have a field day this year!" Rainbow cackled madly rubbing her hands together; as a master prankster rivaled only by Pinkie and Sunset she was incredibly giddy about all the tricks they were going to pull

"Ah reckon this here is gonna be on hoot of a hoedown! Heheh can't wait ta see all them freshmen wet themselves silly when they see all this" Applejack chuckled, she liked a good prank and a good scare and Halloween had always been a favorite of hers and playing games and tricks was all in the fun for the farmer.

"It'll be nice to be the scary one for a change...." Fluttershy giggled mischievously as she mentally prepared herself for the coming evening

"Indeed, sweetie and her friends are in for quite the fright night..." Rarity grinned devilishly remembering her sisters little 'trick' from last year which ended with Rarity covered in slime...needless to say she was not amused.

"This is gonna be great! I'm really glad you girls are going along with all this; this is gonna be the best Halloween ever! Right Twi?" Sunset Shimmer's eyes gleamed with devious mirth as she too prepared for the coming evening. Truly it was all going to be an act but it was all going to be in good fun but she couldn't wait to hear the bloodcurdling screams of the children and staff as they made their way through their haunted gym and suffered the effects of the girls endless tricks and pranks that they'd rigged the gym with, none of the jokes or pranks were cruel or unrelenting of course, Sunset wasn't trying to scar anyone for life anymore than she already had. Nope simply little harmless jump scares, sight gags, disturbing imagery and a few extra surprises.

"Y-Yeah; fun...right...ehehe" Twilight wouldn't admit it but she was pretty spooked by all this stuff, she never really celebrated Halloween for a few reasons, she was a shut in and back then and even now she was terrified of all the different monsters and such, it was a silly little fear but one justified by a very traumatic experience she suffered thanks to Shining Armor when she was a little girl, of course he didn't mean to scare Twilight so badly but Twilight back then being the more so nervous wreck than what she was now? She didn't take it so well; however she was older now, more mature, she had friends...she had magic! Nothing could hurt her now right?

Magic protected you when you were afraid or in trouble and if the events of Camp Everfree taught her anything is that magic is the ultimate hacks...She still wasn't too sure about her costume though; couldn't she have gone with something a bit less...scantly? In truth yes a school girl probably would have been worse but a Cheerleader wielding a chainsaw with the disembodied head of her boyfriend hanging off her waist? And why in that video game she looked the character up in did she sound so much like her?! Something she and Sunset had in common was in fact both the characters they were going as sounded an awful lot like Twilight and it freaked her out a little.

It also perplexed her why Sunset would want to dress up as a psychopathic jester; that's something she'd expect Pinkie to go as given them theme of clowns and such but according to Pinkie she'd done the Harley Quinn outfit before it was a thing and was sure Sunset wouldn't be the only one wearing the outfit of the newest version of the character that appeared in the movies. According to Sunset she made bad look good and Harley made crazy look sexy so naturally put those two things together and you've got a winning combination.

"Who do you think is gonna win the Scare Fest? I hear Vice Principal Luna is chalking up screams left and-" Rarity began until something snuck up on her

"BOO!" a devilish and loud voice shouted

"AYAH!!!" Rarity and Fluttershy screamed in terror

The cackling soon came and it was revealed to be none other than Vice Principal Luna or as she liked to be called on this day 'Nightmare Moon'; Sunset would it very strange to see Luna this way having never actually gotten the chance to see the actual Nightmare Moon from Equestria but according to Twilight she was incredibly intimidating and insanely powerful, no wonder it took the elements of harmony to defeat her. As she appeared now Luna's midnight blue skin was pitch black, she wore contacts that made her eyes look slick and dragon like, her smile was fanged as she wore false fangs on her teeth and her long flowing ethereal hair was tied into a ponytail. She wore a midnight blue and black regalia and armor complete with a long flowing black cape and from the back of that cape a black smoke leaked, a special effect the girls had whipped up for her. Throwing her head back in sinister laughter Nightmare Moon was pleased

"HAHHAHAHAHAHAHAHAHAHAHAHA ANOTHER PAIR OF MORTAL SOULS STRUCK WITH TERROR!" She proclaimed, her voice louder than usual appeared to be amplified.

"I see you're having fun with the gadgets we made for your costume Ms.Luna." Twilight chuckled

"Oh yes indeed Ms.Sparkle I cannot thank you enough! We are certain to frighten many a soul tonight and win first prize as we do every year!" Luna proclaimed having turned off the voice modulator.

"We'll see about that Luna; we've got more than a few tricks up our selves...we're gonna have all of CHS screaming by the time the clock strikes midnight." Sunset grinned

"Yeah, we've got this one in the bag!" Rainbow cheered

"Hope that armor has a bathroom, you're gonna need it and if not? Hope you have a good dry cleaner." Pinkie sneered with a giggle

"Oh indeed we shall see children; I've been at this longer than you and I've got many friends in high places..." Luna grinned deviously as she thought to her incoming accomplice in tonight's scares and pranks. "Though I am very impressed with what you girls have done here; it's going to be quite the party I am sure, the day is over now so you girls are free to go home; I shall stay here and aid with my sister in the remaining preparations and keep an eye out or any...undue...mischief makers; we all know what happened two years ago..."

"Yeeeah...sorry...again..." Sunset dipped her head in shame; I was such a bitch I swear to Celestia! I really regret making Fluttershy cry like that, sunset thought to herself remembering the cruel prank she'd played on fluttershy.

"It's alright Sunset I forgive you remember?" Fluttershy knew instantly Sunset was feeling down about the whole incident from two years ago when she was still a meanie.

"Yeah but I still shouldn't have done that too you 'Shy; I mean they sent you to the mental ward afterwards and I posted the entire thing online..." Sunset recalled shamefully and hating her past self for all her cruelty

"Ya ain't that demon girl no more Sunset, ya gotta let that go sugarcube." Applejack chimed

"I know AJ and I have for the most part but I can't help but think about it sometimes you know? That's why I want to make this the best Halloween party I can for everyone." Sunset explained

"I truly understand Ms.Shimmer; I too remember things from my past I'm not proud of...heh this costume? It's a constant reminder of the worst decision I ever made in my life...word of advice? Don't do drugs children..." Luna grimaced a bit remembering that cold path she'd once traveled down until her sister caught her and while against her own wishes had Luna sent away but Luna was nothing but thankful to her sister for what she'd done in the end.

"Alright enough sad crap; let's get our scare on! C'mon we've gotta be back by six and some of us have make up to put on, plus I gotta go pick up Scoots."

"Yeah and Ah've gotta help out Bloom with her costume and go pick up our cousin Babs from the train station as well as our 'special guest entertainment'." Applejack replied

"And I've gotta go get Lime & Marble ready too" Pinkie said

"Oh and I should make sure Sweetie Belle is all ready to go as well" Rarity chimed in.

"Well then Twi I guess that just leaves us; how about we head back to the apartment and get changed?" Sunset asked

"Sure thing; I've gotta walk Spike anyway." Twilight replied.

"Oh yeah; I should probably take Ember out too; that is if she and Spike aren't busy again" Sunset teased grinning at Twilight.

"I swear I will never be able to get that image out of my head..." Twilight shivered and gagged.

"Haha I gotta hand it to the little guy he sure knows how to work ol girl; never heard Ember howl like that before..." Sunset teased with a catlike smile.

"Ohmygosh!" Twilight blushed furiously and covered her cheeks at what her roommate just said. "Why'd you have to bring that up?!"

"Alright if'n yer done teasin' Twilight..." Applejack started

"Never!" Sunset shot back right away and got a laugh out of the rest of the girls.

"Anyway...Ya'll git goin' and just met us back here at 5:30-6 pm at the latest cool?" Applejack finished

"Got it" Sunset nodded

"Right" Twilight affirmed

"Well then ladies I shall see you all when the moon rises! Farewell my children of the night!!!" Luna whipped her cape and vanished in a cloud of blue and black smoke which caused Pinkie to gasp.

"SHE'S GONE!...Oh no wait there she-oh no she's actually gone?! Whoa! She's better at that than Trixie." Pinkie giggled.

"Well that's the end of that; c'mon Twilight let's get going." Sunset said grabbing her backpack and heading out of the gym doors that lead to the parking lot outside where her motorcycle was parked.

"Coming" Twilight followed after her.

The rest of the girls went their separate ways to go get their siblings or take care of other plans while Sunset and Twilight hopped on Sunset's motorcycle and drove off to their apartment which was about a ten minute drive from the high school. It was a two bedroom flat with a kitchen complete with a stove fridge microwave etc a bathroom and two bedrooms along with a large open living room that they often would use for entertaining. As they came inside Sunset would set down her bag and Twilight would do the same and Twilight instantly went to go sit on the couch and gave a small sigh which didn't go unnoticed to Sunset.

"Hey; you alright Twi?" Sunset asked in a gentle concerned tone.

"Yeah, just....I dunno...scared...?" Twilight replied tugging at her ponytail and shifting her feet nervously with her eyes downcast.

"Scared? About what?" Sunset asked.

"I don't wanna talk about it...you'll laugh at me..." Twilight shrunk into herself blushing in embarrassment of the memory that was the source of her fears.

Clicking her tongue and pouting she'd cast an almost hurt look at Twilight "Aw c'mon Twi; you know I'm not like that...I won't laugh at you promise..." Sunset sat down next to her and placed a reassuring hand over hers and smiled. "C'mon, tell Sunny what's the matter."

Twilight gave a relived sigh, she was being silly not confining in Sunset as usual; she was her girlfriend after all "Well...it was when I was 4...Shining Armor and Cadence were taking me out trick or treating so I could make friends, I didn't want too at first but kinda liked it when I started getting candy and everyone complimented my costume..." Twilight gave a small smile remember the good part of the entire ordeal and how good the candy was.

"What did you go as?" Sunset asked curiously with a smile on her face imagining a little twilight sparkle running around asking for candy.

"Um...a-a pretty princess...I even had wings and a crown...and this weird scepter thing, it was really funny looking" Twilight blushed sheepishly and tugged at her hair with a small giggle.

"Hehe why am I not surprised?" Sunset giggled in earnest with her.

"Yeah; it was nice...but then we got to this really scary house; like...super, duper scary; and there was this man...I don't remember his name but he was really weird with a goatee crazy eyes and was pulling all sorts of mean pranks on people and scaring them...well...he got me...got me good...or rather bad; I cried for hours, I threw up all my candy all over my costume, kids made fun of me and laughed at me for weeks and I had nightmares for months and still do every so often if I see something really scary and I don't do scary movies at all...and I haven't gone out on Halloween since." Twilight said explaining her past experiences and fears to Sunset.

"Oh wow...Twi; I'm sorry that happened too you...but hey look; tonight won't be like that, you'll be with us; we have our magic to protect us and we've made sure everything is safe...just try and relax alright? It'll be fun I promise! Besides you look so HOT in your costume..." Sunset bounced her eyebrows at the bookworm.

"Oh stop...I still can't believe you talked me into wearing that...what if someone makes fun of me?" Twilight shrunk into herself.

Sunset narrowed her eyes and held up two fingers, one after the other. "1.) I'll turn Sunset Satan on their ass and NO ONE wants that...and 2.) It's Halloween Twi; everyone is gonna look weird and there are gonna be a lot of girls going with the scary is sexy look; besides your costume is more, bad ass is cute...and on you? Bad ass is adorable and incredibly sexy." Sunset winked at Twilight.

"Hehehe...you're such a charmer..." Twilight blushed and twirled her hair on her pinkie finger.

"You've got a thing for charmers I've noticed" Sunset teased with a catlike grin.

"Ugh not gonna let me live that down are you?" Twilight groaned

"Pft no way; you totally almost kissed him and only knew him for like what? 2 days?" Sunset laughed.

"I got caught up in the moment! Besides he lives in the woods, I live in the city and it doesn't seem his sister is letting him go anywhere..." Twilight shrugged and blew her bangs out of her face. "It's not like it was gonna work anyway"

"Hahaha I know; I just love to tease you, your flustered face is just too adorable to resist seeing all the time" Sunset pinched the girls cheek and smile.

"You say the same thing about my afterglow face..." Twilight rolled her eyes and deadpanned.

"Can you blame me? You're as irresistible as a fucked silly hentai girl when you're like that" Sunset quipped.

"Ugh you are so bad..." Twilight rolled her eyes again.

"You know you like it Sparkle; as I see it you've got a real thing for bad girls with a heart of gold..." Sunset said with a saucy smile.

"Hehehe you've got a point...anyway how about we shower, get changed and get ready to go out and have some fun huh?" Twilight asked. "I don't wanna focus on the past, I just want to be here with you and our friends, make new memories of Halloween."

"Thought you'd never ask Sparky" Sunset grinned standing up and she quickly picked Twilight up off the couch making the girl squeal as she walked them both to the bathroom. "Time to get you clean my little monster slayer" Sunset booped the girl on the nose.

"Hehe something tells me you're looking to get dirty you little monster" Twilight grinned sticking her tongue out at Sunset.

"Tsk, Tsk Tsk; you silly little geek...I'm not a monster Twilight..." Sunset began to say as she brought them to the bedroom they shared. " I'm YOUR little monster" Sunset grinned

"Oh yeah? Well my little monster; you know what I want you to do right now?" Twilight said with a smirk.

"Mmm yeeees mistress?" Sunset purred.

"Make...Me...Scream!" Twilight said wrapped her legs around sunset and tilting her weight so they'd fall on the bed together and Sunset would yelp squeal and giggle all at once; she loved when Twilight was dominant like that!

"Oooh yes mistress...as you wish..." Sunset grinned and spanked Twilight on the ass as she fell ontop of her on the bed which made her shout in blissful glee and giggled.

"Ah, ah, ah hot stuff..." Twilight wagged a finger and winked tracing a finger down her chest. "You know who you're supposed to be tonight right?"

Sunset thought for a second then remembered their little agreement and chuckled. 'Oh right; Nutty killer with a big heart, got it; let's see if all that research was worth it.' Smiling she'd clear her throat and would put a thick manehatten accent into her voice much similar to little Babs Seed and giggled again now sounding a bit more like Twilight.

"Yes Ms.T; anything ya want puddin'" Sunset said doing a perfect imitation of the jester woman.

"Theres a good girl...now, do as you were told and make your puddin' scream..." Twilight sneered lustfully at Sunset.

"Mmmm anything you say puddin'..." Sunset said leaning down and pressing herself closer to Twilight, her breasts pillowing against hers and her lips pressed against her neck as she kissed and suckled on her flesh causing the girl to scream and squeal.

"Mmmm t-t-that's a good girl..." Twilight sighed and giggled using her new found magic ability to telekinetic pull at Sunset's panties making them wedge against her growing wet pussy and she had easy access to it too since Sunset was wearing a skirt today and this action made Sunset moan and that moan came off adorably as a whinny; something Twilight found absolute joy in every time she did it.

"I'm gonna make you scream too little filly; would you like that?" Twilight asked in a sweet husky but almost ditzy tone as she got further into her character.

"Y-Yeah; I would puddin'; pretty please?" Sunset continued to pretend and wiggled herself in Twilight's grip, nibbling on her lower lip as her panties rode up into her pussy and made her even more wet, it was so lewd and undignified but it turned her on so much. In order to even the playing field Sunset focused her own magic, originally it had begun simply at begin able to read minds and emotions, however it soon extended to the same tier of ability as Twilight and further, energy blasts, light projection, Sunset had become a real magical girl instead of a pony or rather a mixture of both but she was fine with that. Using her power she'd snap her fingers and yanked Twilight's panties right off and then she'd focus her mind and just like when she was back in Equestria and she needed some 'personal filling' during her heat cycle; she'd summon a teal color magic dildo and rubbed it against Twilight Sparkle's pussy and this action made the bookworm squeal and writhe.

She'd rub it up and down her moist entrance; teasing for entry to her soaking love tunnel, she'd even press the head against Twilight's clit and and while she did this she tended to Twilight's neck and nipped at it in all the right sensitive spots. As she wished, Twilight had indeed began to scream however she wasn't quite loud enough...Sunset knew how to fix that. Since they'd gotten intimate Sunset and Twilight had done much experimenting in the bedroom from BDSM to various toys...but one of Twilight's secret little fetishes...was that she liked it in more than one hole and ever since discovering this Sunset had made sure to take advantage of it whenever possible and this position called for it greatly.

Positioning herself below Twilight now she'd slip the girls skirt off her and would spread her legs which Twilight willingly let her, the smell of her arousing hitting Sunset's nose like a ton of bricks. Grinning with devious mirth known only to the insane like Harley Quinn and Pinkie Pie; Sunset spoke again with that villainous city twang in her voice, she even took the liberty of tying up her hair into pigtails to help the look and make sure her hair wouldn't get in the way.

"Heeeeey puddin'...." Sunset said with a giggle as she positioned her right right at Twilight's back door and spread her cheeks wide watching her puckered hole wink at her, the magic construct floating just above her pussy and her fingers teasingly tweaking at her swollen twitching clit, flicking her tongue on Twilight's anus she got a loud squeal out of her and then said. "Knock, Knock..." Sunset said with a mischievously lustful smile and giggle from the throat as she licked her lips and readied to get her first treat of the evening as she prepared to tell a very bad joke as Harley was prone to do.

"Wh-Who-ooooooo's t-there...?" Twilight stuttered and moaned deeply, her head tossing from side to as Sunset continued to tease her and play up the act as the crazy clown.

"Trick or Treat..." Sunset snickered as she prepared to deliver 'the punch line' swirling her tongue on the girls anal pucker again making the girl twitch and writhe again and squeal girlishly and then gave a drawn out moan when she felt the magical dildo slowly pushed into her pussy.

"Tr-Tr-Trick oooor Tr-eeeeat who?!" Twilight gasped and braced herself for the incoming punchline.

Sunset then thus the dildo base deep into Twilight's waiting pussy tweaked her clit between her fingers and just when Twilight was about to give that first scream Sunset felt her body lock up and she held her still and spoke and said.

"TRICK!" Sunset shouted with lustful glee as she willed her magic to pump the dildo in and out of Twilight's pussy and tweaked her clit between her fingers twisting and tugging it and she furiously dove her tongue into Twilight's waiting anus just as it gave a wide wink after Twilight's pussy got filled and she slithered and swirled her tongue inside Twilight asshole with extreme vigor and a greedy primal hungry driven by lust and a need for her lover's climax, a craving for her favorite treat. To add to her pleasure she used her free hand that wasn't playing with the girls clit to tickle her sides and Twilight was incredibly ticklish around the belly button area, all this combined made for more than enough screams from Twilight Sparkle.

"HHEHEHEHEHEHAHHAHAHAHAH GOOOOOO-GOOOO-OH GOD! G-GOOD ONE S-SUNNY! HAHAHHAHAHAHAHA AHHHHH OH-OH GOD! D-DO-AAAAHHHHHHHAHAHHAAH DON'T S-S-S-STOOOOOPPHAHAHAHAHAAHHA!!" Twilight was laughing and moaning and screaming at the same time, the sudden combination of sensations overloaded her brain and she wasn't in control of herself anymore, she'd literally been and was continually getting fucked silly or in this case stupid by Sunset Shimmer and it was the most blissful if not embarrassing feeling ever though Twilight felt it would help get her in the mood for her character of the evening since she was a ditzy blonde who just so happened to be a monster killer. Twilight didn't exactly know how to as most people said 'turn her brain off' and so Sunset decided she'd fuck Twilight into reboot mode instead and it was working.

The look on Twilight's face could only be described as just that, silly with ecstasy. Sunset and Twilight shared many a fetish and one of those things was porn and hentai in particular and something Sunset just loved to see was a super hot female especially one like Twilight; adorkable or innocently naughty, fucked to the edges of pleasure and looking like they could die from pleasure, a look that said 'what the fuck did you just do to me and can you please do it again?' Sunset adored that look on Twilight's face and in turn Twilight enjoyed the feeling of being fucked that well and taken that far to the edges of pleasure by someone she loved so much.

Sunset's tongue continued it's attack, it's onslaught never ending and Twilight's screams of bliss only scream louder and louder; if one didn't know any better one would assume someone was getting murdered in there and in a roundabout kind of way they were; Twilight was getting her anus tongue stabbed and her pussy dildo assaulted by Sunset however it was a crime of passion that was very much appreciated. Twilight's chest rose and fell, covered in a thick sheen of sweat, her hair laid out below her like a violet halo, her tongue lolled out of the side of her mouth, her eyes locked on the lustful sight of Sunset Shimmer eating her ass like it was her last meal and thrashing her pussy with her magic powers like she'd committed a sin and needed proper punishment.

She screamed and shouted, she howled and moaned, she didn't care who heard her, it wouldn't be the first time or the last that they'd gotten complaints but with her brother being the chief of police and Cadence who was the new head mistress of crystal prep who partially owned this apartment complex they lived in with Twilight as her favorite? They could make all the noise they wanted!

"S-SUN-S-E-T! OH MY GOD! YES OOOOOOH MY FUCKING GOD YES! M-M-M-MORE! M-MAKE ME SCREAM MORE YOU FUCKING DIRTY LITTLE CLOWN!" Twilight screamed and brought Sunset's mouth to her ass more to make her go deeper, she wanted more, needed more; she needed to have her mind clear for the night, to be in her role, she wanted Sunset to fuck her into her role and just then as if Sunset could read her mind...oh wait.

Coming up for air Sunset licked her lips and spat on the girls asshole and giggled. "Oh yeah? Ya wanna make some more screams huh puddin'? Weeeell....Okie Dokie! But...only if you do a little cheer for me..." Sunset said grinning and still fucking Twilight with the dildo but slower so she could properly speak, lapping up the pussy juice that leaked from her wet hole.

"O-One...Two...Three...Four...Please Sunny make me scream some m-m-moooooooore!" Twilight tried to come up with something clever but the effect of having her brain cells fucked out was kicking in very quickly.

"F-F-Five...Six...Se-even...Eight...F-Fuck me now don't make me w-w-aaaaaaaaait!" Twilight gasped and squealed when Sunset pumped her pussy harder and suckled on her clit.

"N-Nine...Ten...B-Bend me over and fuck me again...and again...and again!" Twilight shouted but the thrusting didn't come, instead Sunset obeyed her command and flipped Twilight over, she make her present herself; face down in her pillow, ass up. Anus puckering and winking and pussy swollen and dripping with arousal. Grinning dumbly she giggled wiggled her ass in invitation to end her little cheer.

"Gooooooo Sunny! Fuck...Me...Now!" Twilight's every word dripped with lustful wanting and she rolled her hips and shook her ass at Sunset in invitation, spanking herself and using her hands to spread her cheeks wide for her Harley to ravage.

"Atta girl my little star, I think it's time for your special treat now puddin'..." Sunset grinned and smacked Twilight on the ass, leaving the first magical toy in her pussy, she'd form another one and it'd take the form of a double headed dildo that Sunset inserted into her own pussy and then she mounted Twilight and poked it at her anal entrance and grinned sinisterly.

"Say Puddin'; ya wanna hear a joke?" Sunset asked with devious mirth not waiting for Twilight to answer her. "What's a monsters favorite desert?" She asked with the dildo slipping just around the pucker but not entering which made Twilight shudder.

"I-I-I-I-I-I-I..." Twilight was trying to say she didn't know but Sunset took that chance to springboard off her stuttering.

"I-SCREAM!" Sunset shouted with a devious smile and thrust the dildo base deep into Twilight's ass and the dildo in her pussy doubled in size and made the girls pussy stretch and she grabbed Twilight's hair with her hands and used them as handle bars, holding them in pigtails

Twilight's eyes went wide and rolled to the back of her head, her tongue and swung out of the side of her mouth,her ass bouncing back and forth as Sunset went to town and destroyed her asshole and pussy at the same time and not one of Twilight's screams got muffled as Sunset yanked her head back by her hair and pounded her into submission. In and out Sunset went, hammering her hips back and forth with such fury you'd think she hated Twilight Sparkle with the insane look on Sunset's face but she was simply getting into character.

Twilight continued to scream and shout in blissful ecstasy; she couldn't control herself anymore; Twilight Sparkle was gone at the moment, all that was left was a primal creature who wanted nothing more than to be fucked and told what to do and how to do it.

As she continued to pound Twilight's holes into submission Sunset didn't let up, she'd let Twilight's holes have every inch of her insanely passionate lust and she knew she was enjoying every last bit of it from how loud she was shouting and the dumbstruck fucked silly look on her face. Tossing the girls face down into the pillow she'd turn her over and have her missionary and would look her in the eyes with an insane but compassionately seductive grin and licked her lips.

"You like it when this clown fucks you silly don't cha puddin'?" Sunset asked nearly growling her words in Twilight's ear.

Twilight for her part only nodded in agreement as she panted and wished for the onslaught of her cunt to continue.

"Ah, ah, ah puddin'; ya need ta speak up...tell me you like it...tell me how much you love getting your big big beautiful brain fucked stupid by this nutty little loony toon" She grinned deviously and cupped Twilight's face by her cheeks, hooking her thumb at the corner of her mouth forcing her lips into a silly smile.

"I-I love getting...f-f-fucked by my Harley...I-I love how my clown fucks me silly and makes me smile...I love how you make me stupid with lust with how good you fuck my naughty holes; please m-make me silly again; l-let's start this Halloween off w-w-with a..." Twilight gasped and then her eyes went wide again and her lips turned into a ditzy smile

"BANG!" Sunset snapped in a lustful growl as she thrust forward.

"YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES YES!" Twilight screamed at the top of her lungs as both her holes were filled to the brim and fucked senselessly by Sunset Shimmer. Her brain guided only by primal lustful instinct now, she threw her ass forward and up on both of the magical cocks going in and out of her anus and cunt bucking her hips and screaming as loud as her lungs would allow her. Her smile stayed on its own but Sunset used her fingers to stretch the girls mouth into a exaggerated ditzy lopsided smile and looked her in the eyes as she fucked her harder and harder. Twilight could feel her climax closing in, blasting forward like a bullet train and Sunset would speak again.

"Wanna gimme a treat puddin'? I think I've earned a treat don't you? Huh huh huh?" Sunset asked deviously and fucked Twilight faster as she ended her sentence.

"YES! YES YES YES! I-I WANNA GIVE YO-YOU A VERY SP-SPECIAL TREAT! OOOOH MY GOD! YOU'VE BEEN SUCH A GOOD LITTLE CLOWN, S-SO GOOD! G-GET READY FOR A BIG TASTY SLOPPY WET TREAT!" Twilight screamed and laughed and moaned smiling at Sunset still as she felt her pussy contracting and her orgasm rushing forward. She felt Sunset cease her fucking, making the magic appendages vanish, making Twilight groan and frown at their absence but the smile quickly returned to her face when Sunset swung her body around and hovered her own soaked cunt over Twilight's face and then dove right into her pussy making Twilight scream again but this time it got muffled as Sunset sat her pussy square on Twilight's face making her scream and moan into her pussy which only made her stimulate Twilight further.

Sunset moaned and groaned grinding her pussy on Twilight's face, making her face sloppy with her wetness and in turn got her face soaked and sticky with Twilight's pussy juice. They moved in unison and both of them had a climax hat yearned for release but it was all a matter of who would cum first. Twilight was closest and thus she did and she screamed when she did, her body locking up as she squirted all over Sunset's face and in turn Sunset came moments after her, soaking Twilight's face and hair with her juices, making her face and other side of their bed quite messy.

As they lay together still buried in one another's sex in orgasmic afterglow, Sunset recovered first and smiled at Twilight as she crawled on top of her and kissed her having caught an entire mouth full of her cum and kissed her and Twilight had done the same and they swapped one another's cum greedily trying to get a taste for one another. When it finally ceased they broke away and Twilight's lips were still formed into that ditzy dumb fucked silly smile and she shuddered and giggled as Sunset played with her clit still.

"Mmmmm that was some treat puddin'..." Sunset said grinning vixen like

"And one helluva trick...w-wow" Twilight said in a lustful ditzy daze.

"Let's get cleaned up now and get dressed so we can go out and get some more treats and enjoy some more tricks shall we puddin'?" Sunset grinned getting up and offering Twilight her hand.

"Right...yeah...shower...let's do that thing...shower...ehehe" Twilight said with a dumb smile as she got up and walked with Sunset to the bathroom to wash up.

Grinning Sunset felt a swell of pride as once again she'd fucked her girlfriend so hard that she'd need time to reboot and become Twilight Sparkle the genius again; right now she was Ditzy Sparkle or rather since it was Halloween Juliet Sparkle. They'd go into the bathroom and step into the shower together; Sunset would wash Twilight thoroughly from head to toe and would shampoo her hair to make sure the smell of sex didn't stick to her or herself even as much as she loved that smell secretly. When they finished they'd dry off and then prepare getting ready to slip into their costumes.

Sunset did her hair up into pigtails and held them in place with two hair clips that looked like her cutie mark, a pair of red and blue daisy dukes, black fishnet stockings, white and black Adidas with heels, a white and red T-Shirt that read "Cupid of Crime", a blue and red jacket that read 'No Slaughter without Laughter' , and she began to apply some make up, bringing up a picture of Harley so she could properly paint her tattoos on her face which were a small heart and the word rotten right beneath her left cheek. She then slipped on some fingerless gloves and spiked wristbands along with a collar that read 'Puddin'. Luckily for her the stockings she was wearing which were made by Rarity had the tattoos Harley had on her legs printed on them however they did clearly show the cutie mark tattoo had gone this past summer on her right thigh. After checking herself out in the mirror she'd go into the bedroom and go into the closet and grab her two props which she still was having trouble picking between; Twilight was lucky; she only had one prop weapon and it was way cooler than hers!

"Hm...Bat or Mallet..." Sunset wondered, her face scrunched in a pondering manner. She hadn't even noticed Twilight moving about the room and getting dressed in her costume and a total of five minutes went by and Sunset was roused from her stupor when Twilight spoke again.

"Hey Sunny; how do I look?" Twilight asked in a ditzy blonde like tone typical of cheerleaders.

Sunset turned and she could swear her nose started bleeding a little when she gazed upon her. She wore a altered version of the classic costume, hers was in the colors of the Canterlot Wondercolts and even bore the Wondercolt's logo on the shirt that hugged her generous bust quite well, the cheerleader mini skirt showed off quite a bit of thigh, hip and ass, her thigh high stockings hugged her long luscious legs flawlessly, on her hip hung a disembodied head that was comically in the guise of Timber Spruce with a bullet hole through its face. Her hair was tied into shoulder length pigtails with hair clips that looked like her cutie mark, her nails were painted pink and purple and she wore lip gloss and had a lollipop in one hand and in the other hand was prop chainsaw with hearts on the blade.

She posed sensually for Sunset and grinned a ditzy smile and cocked her hips to the side and raised her chest in invitation. Sunset may have fucked Twilight stupid but Twilight's mere appearance at that moment had Sunset completely dumbstruck and all she could say was.

"Wowza..." Sunset said dumbly staring at Twilight not even caring her nose was dripping blood.

"Hehe thanks Sunny; you look amazing too. C'mon lets go! The night is young!" Twilight said with glee as she went for the door.

Sunset shook her head and wiped the blood from her nose and walked with Twilight ultimately deciding to go with the bat and even grabbed the prop gun and placed it in the holster on her jacket.

"Yeah; Let's go raise some Hell Puddin'!" Sunset grinned and followed behind Twilight as they exited their apartment and headed towards Sunset's bike and outside she could see a couple of the neighbors like Mr. Doodle & Mrs. Mash. 'Pft, dunno what she's giving us that look for; I've heard how loud she howls when she hits the bottle and brings home a friend to mash her buttons' Sunset giggled and sneered deviously at that thought, she never would judge anyone for their sexual preference or interests but geez she needed to calm down with the boozing and sleeping around but with a son as crazy as hers? Can't blame her.

She couldn't wait for the rest of the nights events to unfold, they'd hang out at the school party till about 7 and then would take the younger ones trick or treating till about 10 and then spend the last two hours at the school party to wrap up and then all the girls were going to converge on Sunset's and Twilight's place for the sleep over. Getting back on her bike she'd peel out and head back to the school eagerly awaiting all the Halloween shenanigans that would soon for sure be taking place.

******************************

Meanwhile back at the house Spike and Ember were in the spare room and were well into their own plans for the evening, Spike mounted on top of the blue female dog grinning as he went to town and watched Ember pant and howl loudly.

"Those two really need to keep it down."

**************************

Meanwhile at CHS Gym

Luna was waiting in the gym for the arrival of her special guest; she couldn't believe she was asking buffoon for aid but no one knew pranks better than this man. Sure he may have tormented and teased her and Tia when they were all children and was somewhat of a bully but deep down he was really a kind man who was really a child at heart...and was certified insane! However she'd need his pranking mastery in order to stay ahead of the game, she wished to make this Halloween one her students would never forget; she just wished he wouldn't take so-

"OOOOGA BOOGA BOOGA!" Shouted a man in a terrifying mask that seemingly popped up out of nowhere scaring the life out of Luna. As she regained her color after being turned white she came to see her tormentor was a familiar one. A tall lanky man with a white goatee and long eyebrows, yellow and red piercing eyes and the costume he wore made him look like some kind of amalgamated monster with different animal body parts. Sighing and chuckling with a light scowl Luna turned to him'

"Hello Discord..." Luna said with a thin line of irritation

"Why hello Lu-Lu oh so very good to see you again, still a fan of the nightmare look I see..." Discord quipped with a grin

"It suits me best on this day; anyway thank you coming...I sure you'll make this party all the more lively but don't think that means you can go causing chaos wherever you wish...mischief yes...but no chaos or mentally scaring anyone...understood?"

"Yes yes I won't have anyone thrown into the loony bin I promise...well except maybe your dear sister...where IS Celly anyway?"

"Probably trying to get a few free cupcakes from the school kitchen..." Luna rolled her eyes and snickered

"Still an addict huh?"

"Says the man who can't go a day without a glass of chocolate milk?" Luna quipped

"Says the woman with a shameless addiction to video games at the age of 45?" Discord quipped and grinned.

"Touche...anyway I'm going to start welcoming students in and scaring them, you do what you do best..."

"..."

"And I mean being annoying and a prankster; not an insane and disturbed weirdo..."

"Pft oh you were never any fun"

"Yes we both know you prefer my troll of a sister" Luna grinned

"What can I say? Sun-Butt drives me nuts..."

"Too late for that..."

"Touche..."

Yes tonight was sure to be one helluva thrill.

Author's Note

Cause fuck it why not right? I saw that picture of Sunset and my inner fanboy just wouldn't let me ignore it! I had to write a story for it and I've been working on it the moment I saw the picture, I'm gonna be updating this story throughout the month and hope to have it finished by Halloween night. Leave your comments and upvote.

Happy Early Halloween:pinkiecrazy:

Something Evil is Lurking in the Dark

Canterlot City/Canterlot High School; October 31st,, Halloween Night; 5:50 pm

The night was in the prime of it's youth, the sun had fully set, the moon had risen high in the sky and had begun to illuminate the night sky along with the many stars and behind the few clouds that graced the night sky the bloody moonlight bled through them casting an forbidding shadow over all of Canterlot City. The time had at last come; Halloween! The night where all the monsters, ghosts, ghouls, witches, demons, devil and beasts from beyond the dark could come out to join the mortal world, for children to run around scream, laugh and play as well as collect candy and have cavities well into Thanksgiving and Christmas. At Canterlot High School the entire school had been made to look like some sort of haunted house or castle. As students returned back to the school clad in their costumes they were all greeted with a trick and a treat; the trick being a frightening from Nightmare Moon via jump scare and since she could appear almost anywhere with the help of her ability to be stealthy and stalk the many shadows around the school she'd been chalking up quite the tally of scares and screams which would continue to add to her overall tally that she'd been working on all day.

When she was young it was a game between her and Tia; whoever scared the most people by the end of the night got the others candy and Luna always won and Tia always happily gave up her candy to her little sister but Luna had a sinking feeling deep in the back of her mind that Tia only ever did that because she knew if she actually tried to scare people that she'd probably scar them for life...when Tia wanted to be she was VERY scary and one would be wise to avoid finding out why she is so frightening if they valued their sanity as well as their life. Luna and Discord had made the mistake of crossing Celestia in their past and had each paid the price for it; Discord getting sent to an asylum and Luna getting sent to juvenile detention as well as rehab, Luna didn't or rather no longer resented Celestia for that as she knew she only did what she was forced to do and what was best for Luna in the end.

Discord on the other hand was an entirely different story. In their childhood Discord was the neighborhood bully and resident master prankster and self proclaimed lord of chaos. He found pleasure and fun in causing mischief and it was Celestia and Luna together when they were teenagers who finally got sick enough of Discord to where they managed to get him sent away to the resident insane asylum after getting him to prank the wrong person and that person happened to be the current mayor who was also their mother. Years later Discord had been released and while his pranks had calmed down he was still completely bat-shit insane but in a way that was non threatening...sometimes...it was really difficult to tell.

'I really hope I don't regret inviting him here...' Luna thought as she continued to stalk the shadows around the school near the gym where students would have to enter.

The hallways were decorated to simulate the twisted and wicked halls of a school and castle destroyed by a monster invasion, fake dead corpses lay everywhere and thanks to a special spray developed by the flower trio girls in the botany club the bodies actually had a faux smell of decay. The walls and lockers dripped blood, fake fires were set and the lights flickered on and off in some places whereas in other places there was nothing but shadow and over the intercom an eerie voice continued to speak and laugh evilly.

"Abandon all hope; Ye who enter here! Mawhahahahahahahahahahahhaha!"

' Now let's see whom shall feel my wrath next...ah here we are, Rarity & Sweetie Belle...My Rarity's beauty is quite stunning; the nightmare look suits her well'

Luna giggled with a grin licking her black painted lips as she stalked the shadows after the posh female and her little sister.

**************

As Rarity and Sweetie Belle walked through the rotunda; Sweetie stayed close to Rarity. She was always honest with herself and others and if she was being honest right now? She was scared half way to peeing herself and she stopped wetting herself when she was 4! The entire school looked like something out of one of those super scary horror films that Apple Bloom made her and Scootaloo watch; she still had nightmares about that little dolly with the messed up face and the knife.

Tonight she was dressed as something scary so everything else wouldn't seem so scary but like her sister she wanted to be scary yet elegant and so she was dressed as Elsa from Frozen but a more evil looking version of her thanks to Rarity. Her outfit looked like something out of the frozen tundra of the last ring of Hell, clad in an ice like royal regalia and even had a crown and a royal scepter. She was doing her best to walk like Rarity, head held high and nose turned up to the evils that lurked the halls seemingly unafraid. It was so strange, normally around all this nasty imagery Rarity would continually complain about how it would possibly ruin whatever fancy queen or princess costume she'd be wearing and that Sweetie could go alone while she avoided getting herself dirty.

However that wasn't the case this time; it was as if Rarity wasn't Rarity, almost as if she had become a completely different person. She still retained her elegance but there was something...royally cold about her. She was clad in a golden armor with a ruffled purple skirt, gold gloves and boots with a diamond necklace choker around her neck. Her hair was artfully disheveled and had a streak of white running through it and she had wings made of crystals, an effect of her newly gained magical super powers which Sweetie was a little(a lot) jealous of.

"R-Rarity..." Sweetie asked trying her best not to sound too scared.

"Yes dear sweetie?" Rarity asked in a regal yet cold tone completely in character.

"A-Are we almost there? This place is really-" Sweetie said her eyes darting this way and that.

"Terrifying? Frightening? Horrifying? A complete and total NIGHTMARE?!" Rarity asked naming off different words, still walking with her eyes forward only casting her cold gaze to Sweetie once or twice.

"Y-Yeah; that!" Sweetie said trying to keep up.

"SIMPLY SPLENDID ISN'T IT?!" Rarity said with a maniacal sneer.

"What?" Sweetie's face paled

Stopping in her tracks Rarity put her full attention on Sweetie Belle now.

"Why I dare say we've stepped straight through into the depth of Hell wouldn't you agree little sister?" Rarity said as she motioned to the various decorations, her smile sinister and her aura cold as she addressed her sister. "Truly lovely, the darkness and the dead cold of night is sooo..." Rarity rolled a hand allowing her words to hang as they stopped in the middle of the hallway and the lights flickered in and out and then she chuckled darkly and hissed a little. "Embracing..." Rarity said with a devious smirk as she hugged her sides with evil glee.

"W-What do you mean 'embracing?' " Sweetie asked curiously and was frozen under Rarity's intimidating aura and gaze, stuck in the dark with no place to run.

"Why didn't you know dear sweetie? Tonight is the night where all light turns to shadow, where the darkness is allowed to take us, when being a good little girl means nothing and being bad means everything...tonight mischief and merriment await all who enter this nightmarish Hell that myself and my dear friends have constructed...and I promise you my dear...sweet...little sister..." Rarity walked up to Sweetie Belle, making the young girl step back deeper into the shadow filled hallway, her cold aura sending rapid chills down the girls spine and the look of terror on her face was like catnip to Rarity.

Sweetie Belle stumbled into the shadows and fell on her butt and backed away, was this really Rarity? It couldn't have been, Rarity was no where near this scary even at her worst during one of her dramatic tantrums. She'd come face with a locker and was unable to escape as her the monster that had taken root in her sister continued its advance. She whimpered and cringed when Rarity took a knee and clutched her cheek with a hand, her cold sharp manicured nailed digging into her skin as she looked into the soulless eyes of the monster in front of her.

"Tonight? My retribution shall be oh so very sweet...the look on your face is simply delectable! So sweet, I could just eat you up..." Rarity whispered sinisterly in the freshmen girls ear.

Sweetie Belle then finally remembered...oh...she still must be sour about the whole slime prank thing; knew i shouldn't have let Scoots talk me into that stupid prank! I mean it was just jello made to look like slim and guts but still! Sweetie was paralyzed with fear, she didn't know what else to do but slowly the tears started to run down her cheeks as Rarity continued to frighten her. Looking the girl in the eyes again she'd make a small whimper.

"Awww is the little princess scared?" A ominous voice said from behind them both. "Fear not my child of the night...your mistress of the night shall protect you...you need only give into the darkness and scream for her...scream for nightmare moon!" The voice said clearly coming from over the intercom.

"You think anyone can say you from my wrath little princess?! Hahahahhaha think again!" Rarity said with an evil grin and reached to attack Sweetie belle with a clawed hand after releasing the girls face.

"AHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHHH! HELP ME NIGHTMARE MOON!" Sweetie screamed as loud as she could and covered her face with her hands

"Thy cries have been heard...thy soul is mine...and you are now my child...and none, shall harm my children...not even their siblings..."

The voice said and then the lights died out and there was a scream and when the lights flickered back on...Rarity was gone. Sweetie uncovered her face and shivered and panted wondering if it was all over, did she really just make a deal with the devil to get rid of her sister? She'd always thought about doing that when she wanted Rarity to just go away when she was being annoying but never did she think she'd sell her soul to be rid of her. Standing up and fixing her dress she'd look to see where Rarity was standing and in her place was a small goodie bag and a note attached to it.

'UOM'

Sweetie Belle knew text talk very well thanks to Rarity and her other friends and so she knew that meant "You Owe Me". Gulping down her fear she'd grab the bag and rush off to where she thought she knew the gym to be after popping a piece of taffy in her mouth and giggling at the silly little joke written on the back of it.

"Maybe this won't be so bad; after all everyone is going to be scared tonight right? And now I have protection! Who is Nightmare Moon though?" Sweetie Belle wondered as she entered the gym which looked just as haunted as the hallways but there was music here thanks to Vinyl Scratch; remixes of Horror tracks that were ominous, foreboding and catchy all at once. There were a couple of older kids and younger kids already here; Scoots and Applebloom weren't there yet but she did see a few of her other friends there though. Rushing over to them she'd wave hello, doing her best not to trip over her dress.

"Hey everyone!" Sweetie cheered

"Hey Sweetie!" Said her friends, from left to right it was button mash, snips and snails and Dinky Hooves.

She and all her friends had planned to go trick or treating together tonight they were merely waiting for Apple Bloom and Scootaloo to arrive with Applejack and Rainbow Dash; apparently Applejack had to finish some work on the 'haunted farm' and had to pick up a friend from the train station so they'd be a little bit late but there was plenty to do at the party until then, like a scare walk, monster pictures, dancing with the zombies and plenty of yummy but also nasty looking Halloween themed food like cupcakes that looked like they were soaked in blood with a cherry made to look like a bloodshot eyeball. They all had a certain theme going on, Sweetie was a twist on a princess, Button was dressed as Wesker from resident evil, Snips & Snails were Mordecai & Rigby and Dinky was a mummy.

"So good to see you princess; looking enticingly evil tonight my dear." Button said in a perfect imitation of Albert Wesker. His hair was even dyed blonde and slicked back, he sported the entire black trench-coat look and even had a pair of glasses on and underneath them a set of contacts that made his eyes a bloody red. Bowing politely to Sweetie Belle he'd give his best evil sneer.

"Why thank you Mr.Wesker; my don't you look dashingly menacing" Sweetie quipped in return with a small smile and blush on her face which didn't at all go unnoticed by the others.

"Yeah if you think all black with bad 80's hair is dashing..." Snips said in a very Rigby like tone doing his best to imitate the raccoon. Her was dressed in a raccoon body suit and had his face painted to look like a raccoons face as well.

"Yeah he looks Dashingly retro..."

"Ooooooooooo!" They both said in unison very much like the two cartoon characters.

"Ugh you both are a couple of simple minded plebeians." Button groaned and shook his head. "At least I don't look like road kill and a poor imitation of a stork."

"Ooooooooooooo!" Sweetie and Dinky said in a similar fashion and genuinely laughed.

"C'mon let's go get some bloody punch while we wait! I hear they put zap apples in it this year!" Dinky cheered as she raced over to the snack table but was tripped by one of her bandages by none other than Diamond Tiara.

"Whooops. sorry 'bout that Ditzy" Diamond scolded with a grin.

"Hey! Leave her alone witch!" Button snapped marching up and helping up Dinky, even though dressed as a villain he was ever the hero to his fellow freshmen.

"Aw look a blade wannabe here to save the little mummy" Diamond chuckled

"C'mon D.T. lay off her, can't we just go into the haunted house and record people getting scared?" Silver Spoon protested.

"Inna minute Silvy we'll get to that"

"Why don't you just pissed off you spoiled little witch!" Button snarled.

"Why don't you go back home to your video games and your mommy you little twerp?" Diamond Tiara sneered evilly. "But I guess mommy wants some alone time tonight huh? Can't stand what an annoyance you are and gets her holiday jollies by letting any old enough trick or treaters treat her to a little trick..." Diamond said instantly seeing she struck a nerve.

"W-What'are you..." Button said visibly trembling.

"She really ought to wear something a little less revealing for Halloween; it's no wonder only the adults and teenagers go by your house." She laughed.

"D.T....chill..." Silver said trying to reign in her friend but clearly the girl wasn't listening.

"You take that back you little-!" Button snarled but then stopped when Diamond showed him a picture of his mother dressed in a sexy version of Medusa and his face paled and he clutched his fist.

"Ah, ah, ah; wouldn't want the little secret about your dear sweet mommy to get out to everyone in school or possibly even the police would you? I think I remember seeing a few of the freshmen going in there..." Diamond sneered

"Just what do you want Diamond Tiara?!" Sweetie shouted

"Simple; all your candy..."

"No way!" Sweetie and Button shouted.

"Then I guess the school paper is gonna be running this little picture..."

"You think we'll let you get away with this?" Button asked, hate clear in his voice

"Oh I KNOW you will because I've got dirt on each and every single one of you...and tonight I'M gonna be winning all that candy, but just in case Ms.Luna wins like she always does I want to have as much as possible; so be sure to be as cute and scary as you can for all those houses out there; I wanna see full barrels when you get back...except you two idiots, I have use for you..." Diamond said showing a few other pictures, one of Rarity covered in red and green slime and goo from sweetie belle's little prank last year and of Derpy Hoove's sharing a kiss with Time Turner when at the time she was currently dating Carrot Top, she then would have Snips & Snails act as her lackey's the two stooges not even hesitating knowing that Diamond Tiara would make their lives absolute Hell if they refused in any way

Sneering and giggling evilly Diamond Tiara put the photos away and waved a shooing hand at them all.

"Now run along little monsters, your queen wants many a sweet treat by the stroke of midnight, failure to appease her will result in the destruction of all of yours and your friends social lives...try me if you want too....C'mon Silvy; lets go see how many people have pissed themselves on the haunted walk!" Diamond turned to leave, she was dressed as princess morebucks from the powerpuff girls while Silver Spoon was dressed up to look like a banshee. Silver Spoon would cast a longing look at the group of friends her expression saying all it needed to say...she didn't want to go with Diamond Tiara and to right the wrongs she was going to commit but she had no idea how and simply with her anyway.

Sweetie, Button and Dinky stood there in shock and seething with anger and hate for the pint sized spoiled witch. Sweetie Belle felt like screaming and running to her big sister for help but that would only make things worse and Diamond had a habit of getting out of trouble due to her father's influence since he was the riches man in town rivaled only Celestia and Luna who much to everyone's surprise, had actual royal heritage and the two sisters had amassed quite the amount of wealth but decided not to flaunt it. Sweetie's brain racked for an idea, a way; anyway to get back at Diamond Tiara and keep her well earned candy by the end of the night. She wanted Diamond to suffer and scream and cry like the little bitch she was and she didn't care if that was unladylike or unrefined, she just messed with sweetie's sweets and that was a very...VERY big no, no. Patting her friends on the shoulder she'd adopt a sneer of pure deviousness.

"Don't worry you guys...when the clock strikes midnight...she'll be the one screaming and giving up her candy...I promise." Sweetie said her voice dripping with joyful malice

"How?" Button and Dinky asked.

"Simple...We play her little game for now...and I call on a favor from the devil..." Sweetie said walking off toward the snack table taking another piece of candy out of the goody bag she'd gotten early and looked at the note and turned it over and it showed a phone number that said above it.

"Holler if you need me" ~ N.M.

"Yes, we shall have our vengeance and put that vile little witch through the rings of Hell!" Button proclaimed.

**************************

Meanwhile in the school chemistry lab

Having slipped into the labs unnoticed about an hour ago the gang of girls gathered around a black cauldron that was being heated by several burners boiled a glowing bluish purple and black substance. The girls gathered from left to right were Trixie dressed as a witch, Gilda dressed as a punk rock zombie and a new girl who had purple hair with black streaks, her skin was pitch black, her eyes an icy blue and she was dressed in an evil queen like dress. As Trixie mixed the items in the large black metal cauldron and mixed it with a yardstick she found in the room, she would speak an incantation from a black magic book with arcane markings all over it.

"Is it nearly finished?" The woman in the dress asked

"Almost Mia, just a few more minutes, once it thickens and cools it'll be ready for use." Trixie said.

"This oughta get those dweebs screaming their heads off in no time, and where did you say you got this stuff?" Gilda asked looking over the gooey black substance in the vile that this Mia had given her.

"Made it myself; I remember when I went to this school; Halloween was always my favorite time and it's been so long since I've heard the screams of the children...it'll be so nice to finally make my grand reappearance...and to say hello to an old friend..." She giggled deviously holding a hand over a crescent moon shaped locket.

"Ya really think they aren't gonna toss you in jail for this?" Gilda asked

"As long as I don't get caught, I'm only here for this one night and then I'm leaving, I simply wanted to torment this little place one last time before I make my final escape....and I couldn't leave without seeing my dear, sweet little ray of moonlight one last time..." She grinned and opened the locket and saw a picture of a young Luna together with her younger self as they appeared in High School. "Fret not Lu-Lu...We'll be seeing each other real soon."

"It's ready Miasma..." Trixie said finishing her brew.

"Excellent! Now you two go make the last of the preperations and mingle...I'll handle the rest here..."

"Ahem?" Gilda said extending her hand as if expecting pay and was right away met with a stack of twenty dollar bills.

"Your greed knows no bounds does it?" Miasma said

"Gotta keep the drugs flowing somehow right?"

"Um...is Trixie allowed to leave now? She'd very much like to get back to her date..." Trixie said casting a look at the door.

"Ah yes, yes Trixie you can leave and as promised you can keep that little book, I won't be needing it anymore." Miasma waved a hand at Trixie shooing her away.

"Thank you!" Trixie said grabbing the book and leaving along with Gilda.

Giggling sinisterly she'd lick her lips and look over the still steaming cauldron and sneered evilly.

"Prepare yourselves CHS....Miasma Shade has one last trick up her sleeve.....hhehhehehehehhahahahahahahhahahahahahahahahha!" She laughed throwing her head back in insane glee and when it finally died down she clutched her face with a hand and grinned a toothy grin through her fingers. "The time has come to become the darkness...tonight...everyone will know true fear...true terror...they will know..." Miasma took out a knife from a nearby equipment drawer and then took out a small black gem from her pocket. Slicing her palm she'd place the jewel in her bloody hand and would tighten her hand into a fist draining blood into the cauldron and coating the gem and then dropping it in the mixture causing it to bubble and shake violently and then exploded a ominous purple and black light that ominously illuminated the woman's face.

"DARKNESS!"

***********************

Meanwhile across town.

*Ding Dong* The doorbell rang and upon opening the person on the other side was met with a round of cheery 'Trick or Treats!' for a few little kids but almost all of them were scared away by the big girl wielding a chainsaw clad in a hockey mask. All except on little girl who was dressed like Weiss Schnee from RWBY. She had pure white hair and sky blue skin and her eyes were grey, her costume was a accurate version of the costume Weiss usually wears and she even had a little toy sword. The girl in the mask lifted the mask to reveal it was Aria Blaze and she slightly scowled down at the young child.

"Hey why ain't you runnin'?" Aria asked annoyed

"I'm blind...." Snowdrop said. "Trick or Treat!" She said still with a smile.

"Here ya go! Ooooh nice costume!" Sonata Dusk said coming out of the house and giving the little girl a few pieces of candy, she was dressed up as a rotten taco...her worst fear! The girl felt the candy drop into her bucket and gave a smile and thank you and skipped away to her mother who was dressed as Glinda Goodwitch.

"That one doesn't count since she was blind, you know that right?" Aria said scowling still.

"Do you really have to scare all of them like that?"

"Its friggin' Halloween you dunce; they come here to get scared, not my fault these kids are so pussy and wimpy..."

"You're the worst."

"you are" Sonata said

"You are!" Aria replied

"Are not" Sonata said

"Are too" Aria said

"Are not" Sonata said again

"Are too!" Aria shouted

"Are too!" Sonata shouted

"Are not! I am...I mean...gah! Why you little-" Aria realized that Sonata just bugs bunny daffy ducked her and grumbled.

"Hehehehe and you say cartoons don't teach me anything?"

"Whatever; anyway is cheese head done whoring herself up yet?" Aria asked

"You talkin' shit?" Adagio said coming into the room a hand on her hip "Cause your bitch ass can stay right here and finger yourself to scary movies again if you want..."

"ONE TIME! ONE FUCKING TIME AND I WAS DRUNK!" Aria snapped blushing furiously as Adagio brought that back up. It was a sex scene in a horror movie, she was horny bored and drunk on Halloween last year and thought Sonata and Adagio would be out longer.

"That didn't seem to stop you when we got home, good maker I knew you were a screamer but goodness Ari have a little control huh?" Adagio viciously teased

"Hmp says the one who moans and shouts like a damn opera singer when she has to stir the pot?" Aria grinned savagely

"My I didn't know you were listening sister; trying to tell me something about yourself Ari? The act of incest isn't illegal among sirens in case you forgot so if you want to take this to the bedroom be my guest but I will NOT be gentle with you...but since it's you I'm sure you'd want it that way anyway." Adagio quipped by incredibly fast.

"Argh fuck you Cheese head..." Aria huffed and blush deeply deciding to give up before Adagio pushed any further.

"Not now maybe later pigtails" Adagio said with a devious smirk

"Pft If i did I'd be fucking the volume out of your hair." Aria quipped getting ready to head out.

"Better men and women have tried and failed dear sister you know that..."

"This is gonna be sooooo much fun! We're gonna get so much candy!!!! Oh, oh , oh do you think we can hit a few parties before we come home?" Sonata asked grabbing her candy bucket.

"I think that'd be nice but where around here are any going down?" Adagio asked

"Um I think CHS is having one....and its supposed to be like; the biggest party in town, most everyone in town is probably going to be in that area for the night at least..." Sonata answered.

"I dunno; what if we run into the raingoons?" Aria spat

"Rainbooms..." Sonata corrected

"Whatever...what if we run into them and they shoot us with their freaky rainbow magic again?"

"We're powerless mortals now remember? Besides we aren't going to go cause any more trouble than anyone else tonight so I'm sure we'll be fine; more to the point we've avoided them for months, I'm pretty sure if we do see them they'll either ignore us or if they do try and talk to us, be our friends..."

"And?"

"I say we give it a shot, after all what do we have to lose right?" Sonata chirped "I mean they seemed really nice; I dunno about that Sunset girl though, she might not like us so much after we ganged up on her in the halls..." Sonata downcast her eyes

"Well from what I know she's got a checkered past just like us so if they gave her another chance the same can hold true for us; now c'mon, lets go out and raise some Hell ladies...just like the good ol days back in Equestria during nightmare night..." Adagio grinned her old sneer and walked out the door clad in her costume which was that of the devil wearing a very tight but form fitting red body suit complete with a tail, pitch fork and horns. Looking out to the night sky Adagio could tell this night was to be an eventful one, there was a familiar yet ominous chill in the air that sent shivers down and up her spine and this feeling had always somehow been a pleasurable one to Adagio, the thrill of danger had always excited her in a way and Halloween was one of her favorite holidays because she could dress up in almost anything and have the humans adore and worship her more so than they usually did on a daily basis when she had magic but now she had no magic, just her looks which were magical enough for her so she'd live with it.

'And who knows? Tonight I might just bring a little treat back home to help make a couple of extra screams well passed the midnight hour' Adagio thought with a devious sneer.

"Get ready CHS...because by the pricking of thy thumbs..." Adagio licked her lips. "Something wicked your way comes..."

Author's Note

Aaaaaaaw shit! it's goin' down ya'll! Special thanks to Shadowmane Px 41 for giving me the idea for Miasma, I made her full name Miasma Shade as you can tell she has a little history with our beloved vice principal.
Also how did you all like my Nightmare Rarity? is she evil and menacing enough?

Under the Moonlight

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.

Love In The Darkness

Crystal Prep High School, October 31st; Halloween, 20 Years Ago: 11:50 pm

The two females giggled deviously as they hid away in the school library loft still able to hear the screams and laughs of the students and staff as they scrambled around trying to find the culprits behind the insidious prank that had taken place during the Halloween dance. There was to be a crowning of a king and queen of the dance and as usual with popularity contests it was a race between the most popular boys and girls in school, among the females running there was Cookie Crumble, Spoiled Milk, Twilight Velvet and of course Celestia and everyone had run a fair race as expected however the top runner for King, Filthy Rich had managed to bribe the judges enough to where he and his date Spoiled Milk were the victors and not Celestia and her date Sombra.

However two girls in particular didn't quite like that and so they'd decided if they were going to play tricks and trick those they cared about out of what was rightfully theirs then they'd play a trick to make sure they knew their place and learn their place they had. By the end of it all Filthy Rich had ended up a sniveling mess after being exposed to images of his worst nightmare...all his money burning. And as for spoiled milk? Well let's just say her namesake matches her current situation since during her crowning as she was to bust open the full moon pinata that was supposed to be full of candy but instead got gallons of actual spoiled milk spilling all over her and needless to say the sight was not pretty and the literal spoiled brat was going on a warpath looking for those responsible.

They knew they were safe however, no one knew about this secret area in the loft except for them, Celestia & Sombra. Speaking of those two they wondered how they were handling everything? To ensure there was actual justice they'd also exposed Filthy and Spoiled for cheating via a hidden note to the current principal. It was a special night for them both, they had shared many things, childhood memories both good and bad, they were both the younger sibling to an elder, they both came from a well off family but were seen as 'the black sheep' or the outcasts, they'd both had sex with their elder siblings even...however this day was something special that they shared. A birthday and it was a fact both of them were born at night and on the same night, it was strange that the two were sisters but it felt so however they preferred soulmates.

They'd gotten comfortable on air mattress they'd brought into the room, the only source of light being the pale moonlight of the full moon as it leaked into the room through the circular window that lay in the wall.

"So you think Tia and Sommi are mad?" Luna asked with a toothy grin

"Oh please Lu-Lu we did them a favor; besides that little cunt Spoiled needed to be taught a lesson; though you'd be curious who is really the woman, shes the one on a warpath while her rich boy-toy is sobbing like a wittle baby" Miasma laughed and held her sides still trying to get her giggle-fit to calm down.

"Yeah, I mean did you hear how loud they screamed?! Damn near thought I'd go deaf..." Luna chuckled and shook her head. "Guess I'll have to thank Discord for supplying us with all that spoiled chocolate milk..."

They'd both taken pride and joy in their mischievous little trick and were ready to settle down and have the fun they'd been waiting to have all night aside from causing screams throughout the halls.

"Well while they run around screaming their heads off; how about we make a few screams of our own hm my little moonlight?" Miasma gave Luna a sultry smile and winked at her.

"I'd be delighted...I haven't heard you scream all night long; while I do adore your laugh..." Luna scooted closed and reached her hand to Miasma's crotch and gave a rub and made the inky black skinned woman shudder and coo. "It's your screams I love the most Mia...and now here in the shadows under the pale moonlight as the clock nears the midnight hour..." Luna whispered lustfully in Miasma's ear, grazing her teeth along the skin of her ear teasingly as she rubbed the girls pussy through her one piece leotard that lay behind her black and violet witch cloak. "I intend to make you scream and shout my name to the stars..."

Miasma shuddered and moaned, a tint of pink crept over her shadowy skinned cheeks as her purple painted lips hung open in a 'o' as she moaned and cooed in delight under Luna's icy cold but delicate touch. Her generous double D chest rose and fell as her nipples clearly hardened underneath her clothing. Luna's hand rubbed up and down and she got wetter and wetter and nibbled on her lower lip in a small attempt to hide her moans and screams of pleasure only to tease Luna and make her kick up her efforts so she wouldn't be able to hide them from her. Grinning at this display Luna launched forward, her jet black painted lips colliding with Miasma's purple ones and she snatched at her tongue right away and suckled on it and moaned into her lovers mouth as their breasts docked together. Luna's hands crept around Miasma's middle and crept up to her breasts and let them free of the leotard that had kept them confined and of course her beloved wore no bra.

Luna would use her mouth to keep Miasma's open so that her moans couldn't be hidden and she made them louder by pinching and tugging at the girls nipple making her squeal in a mixture of pleasure and pain but clearly there was more of the latter than the former. Grinning a vixen like grin she'd release her nipple and cease her kiss and look her beloved in her violet purple eyes.

"Naughty girl; no bra today?" Luna teased flicking her nipple

"Hmhm when is that different from any other day? I tolerate those uniforms so I think not wearing those chest chokers is justified..."

"And no panties either? My, my my just itching to be as close to your birthday suit as possible aren't you Mia?"

"I don't see you complaining; mmmm in fact I can smell you from here"

"Well I think it's time we got to one of us screaming our heads off...who got the most screams this time?" Luna asked

"Me; remember how many of those freshman I made cry? Yeah the screams came first..." Miasma grinned darkly

"Ooooh and screams of the children are worth 20 points each and that was an entire room...dammit all" Luna pouted a little

"Hehehe better luck next year...now be a good girl-"

"You know I'm anything but-" Luna grinned deviously

"Oh how silly of me yes; be a very bad girl...and take your medicine; I want my screams to shatter these crystal walls." Her eyes flashed a shadowy purple light as she handed Luna a vile with a purplish black liquid in it. "This is a very special batch; I've been experimenting more with more fertile subjects...the girls have brought me so much good nectar to work with." Miasma said with a sinister smile.

"Well...here's to the night..." Luna uncapped the vile with her teeth and slammed the entire thing back. Licking her lips of any that dripped down her lips she'd shudder and groan feeling a heated feeling in her chest and her crotch. Her skin turned black, her eyes turned dragon like, her teeth sharpened and her hair took on an ethereal starry shade. Her chest grew a cup size now comparable to tits found on a milf, and between her legs from her pussy would sprout an iron hard erection but her pussy remained and this made Miasma lick her lips in anticipation.

"Mmm much bigger than the last time; true what they say isn't it? Black is best..." She giggled and extended her foot forward, her stockings were black and purple stripped and were made of silk. Rubbing her foot on Luna's cock up and down she'd extend her other foot and stroke it with both her feet and grin savagely at Luna. She loved to play with and tease her, to see that pretty little face contort with pleasure as she worked her magic. "So my little nightmare...ready to make me scream now?" She asked in a haughty tone.

Luna was gone, there was only The nightmare now; her nightmare; Nightmare Moon. She advanced on Miasma throwing the woman to the bed on her back making her squeal and yelp in delight with how forceful her lover was being only out of excitement since she was always like this when she took her medicine. She felt her ice cold hands grab at her breasts and squeeze and caress them, and her eyes would flutter and her thoughts would go hazy as she prepared for her nightmare to take her into a world of lust and screams and when the clock neared midnight with only a few seconds to spare Luna whispered in Miasma's ear.

"Scream for me..." Luna leaned down and bit her ear roughly and drew blood and thrust her hips forward sheathing her dick in her lovers cave and it was then she heard her ear piercing screams of pleasure and they were screams that echoed throughout the walls of the Crystal Prep library and they were the only screams that could be told from the screams of terror coming from the rest of the school.

"Such a lovely scene isn't it Luna? So happy we both we're...until you abandoned our dream..."

Miasma's voice rang from the ether as Luna watched the scene before her, this old memory, a dream that Luna had often...a time before things had gone wrong, a time before her beloved had fallen too far into the shadows, a time when she would have willingly followed her to the depths a Hell if it meant she could feel loved and accepted.

"This...That...That isn't me anymore Mia; please...s-stop this madness" Luna whimpered in her dreamscape as in the real world her body could do nothing to stop Miasma's touch nor her enchantments.

"Stop? Tsk, tsk, tsk; sorry Luna but you know once the ritual beings there is no stopping...you and your sister only delayed it...but it will continue...and tonight? It'll be all the stronger! I've even inspired a new generation of Shadowbolts to be my followers; it took some coaxing but they trembled before my magic and joined....of course I made sure they all had a blissful experience before I allowed them a proper rebirth..."

"Y-You still torment innocence even in death?"

"Oh please those girls I claimed were far from innocent, they were absolutely FILTHY with darkness; I was impressed to say the least and how deliciously ironic that these girls are all related to our original club members; just goes to show you this is destined to happen!"

"My sister stopped you last time...you will be stopped this time too" Luna trembled as she tried to remain strong.

"Oh really? And who is going to stop me now hm? Those rainbow color freaks you've all got running around? Hahaha! Don't make me laugh, they're no match for me...they've only faced rouge magic of their own creation and a couple of sirens...they've NEVER faced anything like me...remember around me all light dies...all hope fades away...all that is warm turns cold...and by the end of the night you'll all drown in your nightmares and embrace the darkness with me and then everyone will be able to embrace their dreams just like we always wanted!"

"So as long as the sun shines and there are dreamer of the day...the darkness will always fade in fear of the light" Luna said almost sage like and simply chuckled.

"I'm going to enjoy breaking you again...it seems 20 years has made you forget your place!"

**************************************

Celestia's Office

"Enjoying the show Celly? Hm you look a little tense Tia; whats wrong? Ooze got your mouth?"

"L-Leave Tia...a-alone..." Luna tried her best to say and not moan.

"Oh now that would just be rude Lu-Lu; why would I want to leave poor Tia out of our fun? After all my big brother isn't here to pleasure her...Oh and he says Hello from Hell by the way Tia..."

"What are you talking abo-"

"I set my brother free; had a few errands to run before coming to see all of you...this all started with him after all..."

"You've truly become a demon!"

"I know right? Amazing isn't it? Now Tia...just how should we take care of you...hm choice, choice...lets see....I could fuck Luna right in front of you but you've seen that before, forcing you to rape her wouldn't be any fun since you'd just be sickeningly comforting...hm...AH HA! I know...wodahsreov la poessia!"

Miasma spoke the incantation and her astral form would leave the body she'd previously taken which then fell to the ground dead, its life force completely drained and the corpse left a withered husk. Her phantom form was a inky black shadow that bore the girls likeness and she grinned at Luna.

"Impressive no? I can overshadow the bodies of mortals and make their forms my own however as you can see doing it for too long kills whoever I am attached to...and now you're body is mi-aaaaaargh!" Miasma hissed as she tried take over Luna's body but was blocked by a glowing blue light that came from the pendant around her neck. "So that enchantment is still there hm? Clever girl Celestia...and what an annoyance that little bitch still is; still defying me even long after being dead! Hmph, no matter it may sting but I will have you! You won't stop me this time!" Miasma used her magic to lift the pendant from around the neck of the corpse she'd just had and it glowed a black and purple light and the shining blue light on Luna would fade as it was sucked into the amulet.

"There we go...not all of it is gone but is just dark enough in you now that I can make myself comfy...just like old times!" Miasma shot forward and crept her way into luna chest between her breasts and Luna's body became coated in a purple and black aura and when she came out she'd grown longer hair, her eyes were that of stars and pure shadow, her pitch black skin also had ancient magic symbols of a purple shade along her arms, a cresent moon symbol right above her breasts, and her entire aura had become cold like the darkness that had now taken her...her costume was now who she was on the outside again...Nightmare Moon was reborn.

Looking over herself she'd grin and laugh devilishly and throw her head back in evil glee.

"This darkness...this body...it feels so good; so embracing, so familiar after 20 long years of rest! Hmhmh whats the matter Tia? You look as if you'd just seen a ghost...oh wait, thats right!" She shot an evil look at Celestia and licked her lips. "Now time for fun...I can see it's been quite some time for you both, according to Lu-Lu's memories you haven't gotten any cock since Sombra? Awwww how sweet of you to somewhat honor my big brothers memory...well how about I help remind you of him? You may remember this little spell from you're 16th birthday, after all that was the day you let Sombra finally plow that sunshine ass of yours; Oooo your screams that day were just delightful...Lets see how well I measure up..."

Miasma spoke through Luna, their voices mixed together to form a new one that had a balanced level of malice, seduction and pure evil; her mere aura sent the entire room cold, her eyes bore into Celestia's soul and when she reached down and cupped Celestia's face with her hand, her touch made Celestia feel like death was actually touching her and she'd only ever come close to death once and that was the last time she'd been faced with Miasma. As she caressed her face she tore off the goo that kept her mouth shut causing Celestia to gasp for air and cough. Celestia hadn't even noticed Miasma chug down a vile of that purple and black goo or the iron hard dick that sprout in place of her pussy since she was too busy coughing her lungs up but when she finally looked up her eyes went wide with fear and Miasma was relishing in it.

"Oh how I adore that look! I bet that's how you looked at Sombra's dick the first time you saw it; what do you think? I'm bigger aren't I? Fun fact I killed him while fucking him, gotta say he hasn't lost his touch in these 20 long years, his semen was so rich, I used it to make this very special batch and the best part? I finally managed to make a batch that enables fertility, so if you don't die after this; you'll have to live with the shame of baring your sisters demonic baby cause we both know you don't have it in you to abort...no you'd just give them up, that's what you did what your first born isn't it Tia? Hmph have to say the little brat was lucky!"

If there was one thing Celestia hated for anyone to mention even by accident it was the mentioning of her daughter. Her little girl that she had to give away when she was only 18 years old after having gotten frisky with Sombra one too many times. She never wanted to give her away, she never wanted to abandon her only child but with the situation as it was back then she had no other choice and had to give the girl up for adoption and hoped and prayed every single day that she was in a good home and was leading a better life...it helped somewhat that in a roundabout sort of way...her daughter was not that far away and she knew in her heart of hearts that if anyone was going to be the one to stop Miasma and her darkness...it was her because she had the one thing Miasma didn't...friendship. A semblance of a smile crept onto Celestia's face and she could see how that visibly angered Miasma as she knew she hated when her 'victims' weren't afraid or intimidated.

"You're right...she is lucky because...and I know she and her friends will be the ones to stop you....so do as you wish...I've not lost my touch over these 20 years either...You won't break me Miasma" Celestia spat and uttered the woman's name with disdain.

The woman chuckled and grabbed Celestia by her hair and shoved her iron hard cock against her cheek and slapped her with it and grinned a devious sneer.

"No 'sister' I am not Miasma...nor am I your precious little Luna...no...our union is at last as it should be and as it always should have been...we are now truly one with each other; at last my precious moonlight has embraced the shadow as she long should have and together we will shall bring blissful nightmares to ALL of Canterlot City..." The woman sneered evilly at Celestia, her voice dripping with lustful evil intent.

"W-What are you talking about? W-What have you done?!" Celestia barked but then felt her face slapped again but the throbbing appendage.

"I've simply had my children of the night put in place the instruments of my revenge...soon all of their screams and the nightmares to come will ensure my reign!"

"W-What...are you?!" Celestia was beginning to feel the fear, a yellow mist leaking from her body and gathering into the woman's amulet around her neck and she began to glow.

She grinned a toothy grin continued to rub her cock on the side of Celestia's face. "Me? Why I'm your worst nightmare of course! I...Am Nightmare Nebula! And tonight, I eclipse the sun so that my night...and all its blissful nightmares shall last FOREVER! Now...ordinarily I'd ask you to scream for me...put you've run your mouth off too me one too many times Celly and you always had quite a bit to say about us when we were young...so I think it's time we put that cake and cock loving mouth of yours to good use!"

Her evil and seductive sneer persisted and she thrust her hips forward sheathing her cock in the tightness and warm of Celestia's mouth and made her take it to the hilt and she relished in seeing Celestia's eyes go wide with fear, pain, pleasure and surprise. Having fused with Luna and already knowing what she knew about Celestia she knew that Celestia loved a few things from cake to teaching...but on the kinkier side of things Celestia was a size queen and liked her men dark and the only man that fit that profile was Miasma's big brother Sombra Shade, Celestia's childhood friend and high school and college sweetheart, the relationship having ended in their senior year of college, it wasn't exactly pretty but years later they'd long since gotten passed it and had thought to invite him to this party tonight however it would seem Celestia now knew the real reason why he wasn't answering her calls...rest in peace beloved.

Celestia's tears leaked tears as Nebula continued to fuck her face, gripping her hair roughly she thrust forward and she clutched Celestia's right breast with the other hand. It wasn't like she wasn't used to rough treatment, the way Sombra was often rough with her in bed was proof of that, Hell even how Luna would be when they had their romps in bed in high school and she would get rough she'd enjoyed it; however Miasma...She wasn't the same girl that Celestia and Luna knew in their youth; before the dark phase began, Celestia tried her best to remember the once kind and innocent ink skinned girl with purple hair and eyes and a smile that shined like the evening stars but all she saw now was a monster and all she felt was forced pleasure and an aching pain in her heart.

Celestia's grunts and groans of resistance, her gagging and the sloppy, nasty and undignified sounds she made as her meat rod thrust in and out of her mouth roughly, the look of fear in her eyes, the way her body paint make up ran as her tears fell; all of it was pure bliss to Nebula, it fed it, it empowered it, the lust, the power, the fear; all of it was making her stronger and she wanted more, needed more!

"Such a good little cock sucker aren't you? Did my brother face fuck you like this? Huh? Did he shove his big hard black dick deep in your whore mouth? Hm? Did he Sun-Butt?! Don't worry, don't be afraid; in fact no...be afraid...be very afraid! Because I'm gonna make you crave me! Make you want me! Your sister is mine and I know you want her back; want her Celly? Hm? Do you want us sister?" Nebula snarled as she continued to fuck Celestia's face only hearing Celestia's grunts and gargles as her response. Grinning she'd rip her cock from her mouth and slap her with it again. "Speak up sister; do you want us?"

"G-Give...m-me back...my...Luna...." Celestia said in a whimper as she coughed. "I want my Luna back..."

"Be a good little girl and come and get her then; if you think you still have it in you! You've aged Celly de-mmmmmmmmm my my my eager to have your sweet luna back a-aren't yo-oooooooh fuck!" Nebula gasped and shuddered in delight almost letting out a small scream as Celestia licked her cock from bottom to the tip and swirled her tongue around the tip and then took the entire thing into her mouth, she was a full 10 inches and Celestia managed to take every damn inch and this time she didn't gag. When she finally came back up for air she'd swirl her tongue on the tip again and she'd look up at Nebula in defiance and Nebula found this exciting and infuriating.

"I-I'm not scared of you...I WILL have my sister back and if I means I have to fuck you out of her...so be it..." Celestia eyed the woman with lustful disdain as she stroked her cock roughly with a hand, it didn't seem she could feel much pain and if she did she was getting off on it; she'd need to be careful, this was still Luna's body and that's the only thing that made this tolerable by any means. Celestia continued to think to herself.

'Sister, if you are in there, keep the light close dear sister...Tia is right here, the rest after this will be up for harmony to decide'

Celestia said nothing else and simply let her libido take her where it hadn't taken her in over 20 years. She remembered those days back at Crystal Prep, while she was a model student and among the most popular if not the most popular...who was she kidding she was the most popular girl in school and she didn't need to be an elite bitch like the rest of the girls in school. Celestia was kind, caring, loving, understanding, smart, graceful and well respected by everyone for the most part in some way and they all had a level of fear for her because Sombra was her boyfriend and Sombra by looks alone was enough to strike fear into the hearts of children; Luna never liked him but in vise versa Celestia never really liked his little sister but they all tolerated each other because they had similar roles; Celestia and Sombra being the elder siblings and Luna & Miasma being the younger siblings.

Celestia and Sombra had begun just as friends when they all had met when they were about six years old and Celestia had quickly developed a crush on Sombra and had even effectively asked him out by the time they reached 7th grade. She will admit to having given her virginity to him when they got to their freshmen year in high school but hey teenagers will be teenagers and Celestia loved Sombra and him only so it wasn't like she was a slut or anything sleeping around with whomever she wished unlike his sister. However Celestia did get hot and heavy with Sombra A LOT and they'd had sex in school more than once, Hell she even remembers fucking him in the principals office once when she got in trouble for one of Luna and Miasma's pranks and Sombra had to bail her out.

The facesets of pleasure and kink weren't unknown to Celestia; she'd explored quite a bit with Sombra and Luna; she'd even had a few swings with Ms.Cheerilee, Harshwhinny and even Mrs.Mash in her college days; Luna wasn't around in those days and thus she only had comfort in Sombra and friends she managed to make around campus and of course as college kids are bound to do she'd gotten in her fun, which was one of the reasons why she and Sombra broke up, the other reason being he was taking the whole 'being the king of the school' thing way to far. She remembered how she used to pleasure him, how she used to pleasure her sister, how she'd pleasured those other women in college(I may or may not invite Mrs. Mash to my office sometimes for 'Meetings about her sons behavior') and she'd use these to give this...this thing, the pleasure and sensation needed to bleed whatever light she could into her so that her sister would remain for the rainboom's to save.

Gathering what saliva she could in her mouth she spat on the long black appendage as if disgusted with it and lubed it further than it already was and forced Nebula against the nearby wall with a thud and kept a firm grip on her dick and stroked it still, keeping fiery determined eyes on Nebula and Nebula looked down on her with a haughty smile.

"That's good Celly; just like old times hm? Is it good? Hm? You like it right Tia? The way you're jacking it I bet you just can't stop thinking about my brothers dick! The look on his face when I came to his door was euphoric, I could swear I saw his soul leave his body! His fear was so delicious I just sucked him dry of it...just like your about to do now right? Hm you little cockgobbling slut?!"

"Fuck you; your not my sister, your not my fallen king; I'm doing this for those I love...not because I love you..." Celestia said and going against her own advice, put the woman's member in her mouth which then caused Nebula to throw her head back and release a loud but shuddering moan and scream of delight as Celestia deepthroated her like she loved the dick that was in her mouth, gobbling and guzzling it down her throat without struggle, breathing through her nose as she bobbed her head up and down, back and forth, slobbering all over it; bubbles of her saliva pooling around her lips as she gave long deep strokes and sucks and switched between deep and short throat.

"F-Fu-oh Fucking Hell! C-Could've fooled us! Ooooo look at you go! Cocklestia still has it in her I see! hahahahahahahah! Mmmm I see where Lu-Lu got her talent fro-oooommmmmmm! Oh shit that's the stuff! Y-Yes! Oooooh yes! I-It's been so long since we've felt this feeling, this rush! OOoooh my fucking g-good glorious shadows! That right bitch! Take it!" Nebula roared as she kept in time thrusting as Celestia gave her the most soul shaking blowjob of her existence, Luna was fantastic as using her mouth and she'd felt the pleasure of a blowjob before thanks to her magic however never before had she felt it like this; all those sluts from around school, Luna...none of them compared to Celestia, her lips were like the purest velvet, her throat was a long, warm, wet tunnel and Celestia had zero gag reflex, and she was skilled with her tongue in a way she'd only thought possible of that weird Pink girl she'd seen at the party earlier.

After giving her cock the greatest mouth washing of its life she'd rip it from her mouth and spit on it again and grinned up at Nebula, sneering a false pleasant smile that was no doubt smug too. Celestia then freed her breasts from her costume, a very healthy set of 40 DD's sat upon her chest and she wrapped Nebula's cock between them and squished it between them and began to stroke up and down slowly and swirl her tongue upon the tip as she sandwiched her meat stick between her hefty chest.

"F-F-F-F-F-OH-OH FU-FU-FU-OH FUCKING HELL YOU LITTLE SLUT YES Y-YOU'RE GO-GONNA MAKE ME-!" Nebula couldn't even finish her sentence before she felt her climax shoot through her like a bullet and she pumped her cock between Celestia's tits and screamed when Celestia took the tip in her mouth and snaked her tongue into her urethra and swirled it around making her howl as her load blasted into her mouth, making her cheeks puff up like she was a chipmunk and when Nebula felt she was full, she'd rip her cock from her mouth and jerk her cock off vigorously in Celestia's face shooting the rest of her creamy hot load in the woman's face and all over her large breasts making quite the sloppy mess of her.

Celestia took everything she could swallow and kept it in her mouth and took what she was given to the face and chest, looking up at Nebula she'd see the woman sneering deviously at her.

"Swallow your treat Tia; you always did like the frosting most on the cake didn't you?"

Scowling at her Celestia complied still and chewed the cum in her mouth, opening and closing her mouth and gargling the sloppy white goo in her mouth for Nebula to see and then she swallowed every last drop. Her hands rested on her chest and smeared the cum along them as the rest that missed her chest dripped to the floor.

"That's a good little cum-slut cocklestia; you certainly haven't lost your touch...but now it's time to really hear you scream..."

Grinning she'd grab Celestia and prop her on the desk and leaned over her, their breasts pillowing together as Nebula grabbed her cock and lined up with Celestia's waiting cunt, bumping the head against clit to make her squeal and jump.

"Now...Do me a favor Tia dear sister?..." Nebula leaned in and whispered savagely in Celestia's ear. "SCREAM FOR ME!"

Nebula shouted as she thrust her hips forward sheathing her cock in the tightness of Celestia's pussy; while Miasma would hate to admit it, Celestia's pussy was almost better than Luna's; it was so warm, almost hot, it was so tight even for having given birth to a child, it was incredibly wet which made for ease entry and Celestia; every time she would pant moan or scream; she got tighter and it felt like her pussy was strangling her cock in a vice and didn't want to let Nebula go almost as if she were trying to suck the soul out of her. Celestia felt it, the fullness, the stretching, the rough feeling of getting plowed; it'd been 20 years since she'd had anything remotely this big that was real, the last real man she'd slept with was Sombra and since then had only used toys or had women for weekends when school wasn't her priority.

Her brain nearly short circuited from the raw rushes of pleasure and pain she felt, she didn't want to make it look like she was enjoy this because on the surface she wasn't...but deep, deep down...she was and she would be eternally ashamed of herself. She continued to imagine it was Luna or Sombra that was fucking her right now so that it would make it more pleasurable however it was difficult because for her part Nebula looked equal parts Sombra, Miasma and Luna just entirely female. Celestia was trying to not scream, not give in and crack; but the pleasure was too much, too great; the way she thrust and gyrated her hips, the way she played with her clit as she fucked her, the way she fondled gripped and slapped her tits while she went to town; all of it was sending Celestia into a frenzy of lust she wasn't sure she could...or wanted to escape.

She'd howl, scream, holler, wail, shout & moan in ecstasy fueled bliss as Nebula continued to hammer away at her pussy without mercy or relent and it was the sweetest music to Nebula's ears.

"That's right bitch! Scream! Scream and shout your pleasures to the rooftops! Let the cosmos hear your cries of bliss; awaken the dead with your wails of pleasure! You love it don't you? You love how much I fuck your cunt don't you Celly? You love getting this precious little flower of yours destroyed by this big black dick don't you?!" When she saw Celestia wasn't speaking up she'd slap her across the face and grip her cheeks roughly digging her nails into her face. "ANSWER ME!"

All her thoughts swirled, her emotions swelled, her lust was in control, she was lost now; she'd have to simply wait for the rainbow to shine through and set her sister free now but she knew that at the very least she could help them along. She knew her method of stopping Miasma that worked last time might not work this time but it was worth a try. The sun shaped amulet around her own neck shined a faint glow and it coursed through her body and gathered at her core. Her trap was set and now all that was needed was to spring it. She'd comply with Nebula's words and answer her.

"Y-ES YES! I LOVE IT! FUCK ME MORE! FILL MY PUSSY WITH THAT BIG DARK ROD! G-GIVE IT TOO ME! F-FUCK ME SISTER! FUCK ME!"

Nebula would comply, her lust having taken over as well, her eyes flooded with a purple light as she pounded away at Celestia's pussy without stopping. She felt her load churning again and she'd continue to look Celestia in the face as she fucked her, relishing in the thought that she'd broken her and now she'd finish things and move on to exact her revenge, by the time the clock struck midnight she'd reign as goddess of the night forever! Her thrusts got harder and deeper and when she located Celestia's G-spot and she unleashed the loudest scream to date it was like a shot of pure Ecstasy through her sister as she hammered her hips so hard she brought about her climax without any warning and unleashed a torrent of cum inside Celestia's pussy, the light gathered at the woman's stomach fading when she did so and lightly flashing not Nebula's stomach but Nebula had't noticed, literally blind with lust.

"There we are...now your one with the shadows; welcome to the dark side Tia...we've been waiting for you..."

Nebula said in a whisper that was almost sweet as she kissed Celestia on the lips and ripped her cock from her pussy and allowed the cum that didn't shoot into her womb to leak and ooze out onto the desk and floor. With a wave of her magic, Nebula conjured up her costume again and put her hood on and moved to leave the room and glanced a look back at Celestia.

"Now if you'll excuse me Celly; the night is young and we've got many more screams to make...and don't think your little 'rainbows' can stop me, my children of the night are going to show them true bliss...and they too will soon know the power of the shadows"

Miasma walked out of the room, now having a physical body she didn't have to walk through walls or anything anymore bu she could if she wanted to but she felt a level of satisfaction walking out and leaving Celestia a cum stained mess like she'd always dreamed of doing. Now that she'd exacted the second part of her revenge, it was time to carry out the final stages; her children of the night would turn the rainbow dark and she'd rule over all as Mistress of the Night.

Author's Note

Magic has been in the human world longer than Celestia and Luna have lead their students to believe and now it falls to the elements of harmony to repeat history and save Luna and the world from a fate worse than death.