Brother Grimm

by Amethyst_Dawn

Rating: teen
Tags: Horror, Pinkie Pie, Gore, Original Character, My Little Pony: Friendship is Magic, Dark, Comedy, Thriller, Fluttershy
Length: 9357

A new pony is in town this Nightmare Night, and nopony is sure of what to make of him. Until the bad things start to happen...

A mysterious stranger...
A dark potion...
A spirit bent on destruction...
A number of tragic deaths...
And only three ponies to stand against it all...

The night before Nightmare Night, a salespony of the arcane shows up: interested in selling his wares. His unnerving appearance and abilities sets most of the town on edge, except for two mares: Pinkie Pie and Fluttershy are each accepting of this new stallion, and he gives them each a gift in return.

Yet, might those gifts just turn out to be curses?

And who is 'Awakening'? And who called 'Him'?

And if you take this seriously, it's your own fault.

[Be Warned]: Not my usual fluff. Reader discretion is advised.

The Original Characters in this story are protected by OCRA

Published 2016-10-26 00:40:01 UTC
Last updated 2016-10-26 00:40:01 UTC

Brother Grimm: Part One

Few ponies turned their heads as the stranger walked into town, pulling his great, laden wagon behind him: for despite his appearance, very few realized he had arrived. The carriage smelled of sulfur and peaches, and several shelves adorned the outside.

The stallion’s worn coat was grey, and his tattered mane was black, with stripes of the darkest of greens. His eyes shone like fierce emeralds, and a long, webby beard hung limply from his chin. A long horn made its presence known, standing proudly from his sickly mane. He wore a bruised and battered suit, which one would recognized as the style of fancy clothing worn by the noble ponies of yore, from their experience with the Hearth’s Warming Eve pageants.

He dragged his hind leg along, as if it were a piece of wood, and slowly hauled his wagon through the town. Only when he passed by Town Hall did ponies pay attention to him, as if he had just then passed into a visible state. They flocked up to him as he dismounted his wagon, and walked towards the steps.

He ascended the short stairway, still limping mercilessly on his bad leg, before entering the Hall rather unceremoniously.

Mayor Mare heard the main door open, and looked expectantly towards her own office entrance: hoping for somepony to enter. After a minute of waiting, she shrugged: assuming the visitor went to Hard Change over at accounting, and reset her attention on her paperwork. As soon as her eyes hit the paper, the stallion cleared his throat: making her jump at his sudden appearance before her desk. She shivered a bit at the uncomfortable air this pony carried with him, before clearing her throat.

“What can I do for you, mister…?”

“Brother,” the stallion hissed. His voice was reminiscent of a winter’s breeze on an abandoned mountainside: cold, and nearly lifeless. Yet, it still exuded a sense of warmth, and charm.

“Brother Grimm.”

“What can I do for you, Brother Grimm?”

The pony named Grimm slowly turned his head to nod back out the door: “I was wondering if perhaps, I may park my wagon outside your town’s great castle? It’s the ideal placing I need to… sell my wares.”

“‘Great castle’?” The Mayor chuckled. “You must mean Princess Twilight’s palace. If you wish to park your wares there, you’ll need to ask her.”

Brother Grimm gave a small nod of thanks, before turning: and turning out the door.

-=-=-=-=-=-=-=-=-

Fluttershy was just leaving the palace for her cottage, after a luncheon with Twilight, when she saw something move in the corner of her eye. When she turned her head, all that was to be seen was a large wagon: placed at the bottom of the stairs. Fluttershy quirked her brow at the trailer, and slowly walked down towards it.

She approached it with a degree of caution, as the thing looked like it had been sitting there for a hundred years: with ivy growing on some parts, and some poor little spiders hiding in little nooks, as if they feared the open world.

She was about to knock on the door, when a voice came from the top of the stairs she had just descended:

“It’s normally unusual for a servant to greet the vehicle before the guest, Compassion.”

With a shriek, Fluttershy dove back. Wide-eyed, she looked back up to the entrance: to see the tall, dark stallion that had somehow eluded her detection.

“Oh, I’m sorry sir, I didn’t see you there…”

Grimm rolled his eyes at her response, and chuckled slightly: walking down to meet her.

“Indeed, most times my presence is not known unless I make to be so. I assume you’re Twilight’s hire for Compassion.” He said smoothly, standing rather closely to her. “Am I wrong, Fluttershy?”

The unsettling tone in his voice sent shivers down her spine. He walked by her, and towards the entrance to his wagon.

“How did you know my name?” She shuddered, turning to face him.

He looked back to her, and started chuckling: a small, rolling chuckle that slowly evolved into a calm cackle.

“I make it my business to know the names of those who will come to me for aid…”

Fluttershy took a step back as he advanced towards her once again. Instead of getting in her face again, he kept his distance: yet the look in his brown eyes froze her in place. Slowly, he lit his horn, and closed his eyes.

She could hear something similar to a growl in his throat as he intoned something indecipherable, and it looked like his eyes were looking back and forth behind their lids.

After a good thirty seconds of this, he opened his eyes, and smiled at her:

“I believe I can be of aid to you, and cure you of your problems, but I’ll need your complete and total trust.” He stated simply, walking around her: not unlike a shark, circling its prey. “I can help you, I can cure you of your darkest fears, and turn you into the mare you want to be.”

“I… I’m afraid I can’t accept, you see, I--”

“Nightmare Night, a full year ago…” Grimm interjected, silencing the quiet mare. “You placed your friends in a rather… peculiar situation, when you scared the living daylights out of them.”

“Oh, but I didn’t--”

“They loved every second of it, once they found out it was you behind it all, didn’t they? The only reason you turned down doing it again was because of your own… insecurities…”

She looked at him in dismay: “How do you know all this?”

“That’s not the main issue here, now, is it?” He continued, stopping his circling when he came face-to-face with her: “You need more confidence in yourself, don’t you, filly? You have anger that needs to be let out, a voice that needs to be heard, and a love that needs to be shared. You put forth that calm, quiet, shy, and slightly naïve façade to keep yourself safe: but you and I both know somepony else lurks under there…”

Frozen in place, Fluttershy could only watch as this stranger voiced her deepest secrets. Suddenly, a bottle held by his brown aura floated out of the wagon. Inside it was a black substance that flowed like liquid, yet billowed and curled like smoke.

“You know that you’re wise, you’ve predicted several problems, only to have your friends end up with thorns up their asses. You know that if they’d listened to that quiet conscience you provide, they could’ve prevented all that heartache. This elixir can--”

“May I help you, sir?”

Grimm scowled as he turned to see who was interrupting his pitch, but soon smiled wickedly as he saw who it was:

“Twilight Sparkle, Princess of Friendship, and high seat on the Council of Harmony, I presume?” He purred, giving off a slight bow.

“You presume correctly, stranger.” Twilight barked. “But may I ask what in the hay you’re doing to make one of my best friends cringe like that?”

Grimm turned, and noticed that his client was indeed acting rather… submissive, to put it nicely. He chuckled jovially as he returned his attention to the Princess, and approached her nonchalantly: placing the vial gently in Fluttershy’s hooves.

“A thousand pardons, but I sometimes get a little carried away with my business. I assure you no harm was threatened against her… intentionally. I am Brother Grimm.”

Twilight cocked a brow at him, but decided to shrug it off when she saw Fluttershy examine the bottle with innocent curiosity.

“Very well, Grimm.” She sighed. “But that doesn’t explain you setting up shop right outside my home. Haven’t you heard of asking?”

“Forgive me, your majesty.” Grimm purred. “I was about to inquire if this was an acceptable place to open, but I was distracted when your servant appeared: she seems to be in need of my remedies.”

“Servant?” Twilight asked, looking over his shoulder. Seeing only Fluttershy, she put two and two together, and glared at the stranger:
“That’s not my servant, Brother Grimm. That’s my friend!” She hissed, flaring out her wings impatiently. This pony was starting to get on her nerves.

“Indeed,” Grimm chuckled darkly, making Twilight uneasy. “But it seems we’ve gotten off subject. I was wondering if you’d mind my setting up outside your door. All I wish is a place to peddle, nothing more.”

Twilight stepped aside slightly as he reached the top of the stairs. “May I inquire as to what you’re peddling? And what you just sold to Fluttershy?”

Grimm bowed reverently, and spoke in a respectful Tone: “I offer remedies, and dabble in the arcane. I keep ancient objects safe from thieves and bounty hunters, and I keep unwanted powers at bay as best I can. As to what I have sold your friend…”

He turned his head over his shoulder, only to find Fluttershy handing him back the vial. He slowly pushed her hoof back with a nod: “That is a gift, something that she’ll decide whether she needs or not. There’s no charge on it.”

Fluttershy’s eyes went wide as she examined the bizarre liquid inside once more, and Twilight gave Grimm a small smile.
“I don’t fully trust arcane magic, or brewing, but you have a good heart.” Twilight conceded. “I’ll let you sell your wares out front, where I can keep an eye on you. But if anything goes wrong, you’re the pony I’ll see first.”

“I assure you, if I cause any wrongdoing: I will be coming to you, Princess.” Brother Grimm stated with a final bow, before walking down to his wagon.

-=-=-=-=-=-=-=-=-

That night, Grimm was almost ready to cast his evening spell, and retreat to the world of dreams. At that moment, however, Fate had other ideas:

*Knock, knock, knock!*

He heard a tense rapping on his wagon’s door, and wearily trod over to it. As soon as he opened it, an all-too-bright pair of pink hooves reached in: and pulled him out into the night.

“Welcome to Ponyville, we hope you’re doing well!
We’ve all thrown you a party ‘cause we think you’re really swell!
If we’re invading privacy don’t try and call the cops:
‘Cause knowing the writer of this fic, he’d go with Special Ops…”

What?

“Please accept this welcome that we offer here to you,
But if you don’t, that’s also fine, I just hope to see you soon!”

Pinkie finished her—

“But if you ever need some fun, come over and ask for me:
The Legendary Party Planner Pony named Pinkiiiiieeee~!”

Stop.

Anyways, Pinkie finished her song: and left a very confused Brother Grimm standing in his doorway. After he gained his bearings, Grimm looked out at all the decorations, and did the impossible:

“I am terribly sorry, but I don’t usually attend parties.” He stated simply, before opening the door slightly. “However, if two or three of your fine townsfolk are genuinely interested in meeting me, please: come in.”

With that, he turned into the trailer, and walked back to his bed: making it up, and bending it to resemble a bench. He sat on it, reclining a bit, and awaited to see if he’d have any visitors.

Almost instantly, a concentration of the Element of Joy buzzed in to his office in a pink blur, and immediately started to examine his shelves: moving trinkets this way and that. She was followed by the shy Pegasus from earlier: namely Fluttershy, if he recalled.

The Pegasus sat patiently on the floor as Pinkie continued to rummage through his wares: “You’ve gotta lotta thingies in here! What’d ya use them for?” Pinkie inquired, holding up a large key-like stone.

“Those are enchanted or cursed objects: very dangerous, and very beautiful.” Grimm smiled kindly. “And unless you want to be possessed by the spirit of the Spider-Lord Ahgg, I’d put that down before it stops glowing.”

With a start, Pinkie threw the stone back onto the shelf, knocking over another artifact: a porcelain statuette of Celestia, Luna, and a caped unicorn with a curved horn standing victoriously on a hill. She winced when it cascaded to the floor, and crashed: causing Fluttershy to jump.

“Please tell me I didn’t just unleash an evil penguin king or something…” she whimpered as Grimm leisurely walked over, and swept up the pieces.

“No, that was just a gift from my wife.” He chuckled, looking rather melancholy. “No harm done to the spiritual…”

“Oh… I’m so sorry. Wait... where is she now? Is she sick?”

Grimm stiffened. “No, dear Pinkie, she’s dead.” He stated flatly, gently placing the pieces back on the shelf. He snarled with dismay, and walked over to a shelf to find something.

Pinkie hung her head slightly in apology, before her eyes settled on a large golden key that Grimm was holding in front of her.

"A little something that'll come in handy soon, Pinkie." He said softly, smiling weakly.

Pinkie looked up at him with uncertainty: "Are you sure? I just broke something dear to you, and now you're giving me a gift?"

He chuckled darkly. "Let me assure you, you'll have more need of it than I. This is not out of kindness, Pinkie, but out of duty."

Pinkie was about to ask him what he meant, but she remained silent as she heard a whisper echo through the wagon from her right. She turned to see who was there, but all she saw was a dusty tome in the corner: covered in cobwebs.

“What’s that?” She asked brightly.

Grimm turned his head to look where she was focused, and smiled: “That’s the Dromen, Ms. Pie.” He said, levitating it from its rest to examine: “It’s said to be a magical tome, holding a powerful enchantment in each page. One that can change the course of life for the listener: for better, of course.”

“Have you ever read it?” Fluttershy asked quietly. Grimm offered her an almost unnerving smile, and opened the book:

“I have peeked between the covers once in a while,” he stated ominously, “but the spell was rather specific about who it affected: the Listeners, not the readers.”

“Can you read some of it for us?” Pinkie asked excitedly: bouncing over to sit beside Fluttershy.

Grimm cast his gaze onto the ancient tome, and gave them a look of warning: “Are you sure? Even I do not know how the book’s tale will affect you…”

Fluttershy looked to Pinkie, and then back to Grimm: “If it’s so amazingly life-changing, it can’t be bad, right?” She said hopefully. “Besides, it’s almost Nightmare Night. And the animals are expecting me to be at a party tonight.”

Grimm smiled at their disregard for his warnings, and proceeded to read from the aged book: “Si somnium est re, et est verbum deprauationem forma: et quia in tempus, de eorum moribus in propter, potest probari vera moralia.”

“What was that?”

Grimm smiled evilly at the two mares: “The beginning of the story…”

He returned his eyes to the book, and read on:

“There once were two fillies, by the names of Kind Truth and Clever Fool, who lived long ago…”

-=-=-=-=-=-=-=-=-

“… The End.”

Fluttershy stirred, and cast a confused glance at Grimm. She knew she had paid close attention to the story, but for the life of her: she couldn’t remember a word of it. Sad, too: it had a good moral… so she thought, anyways. What it was slipped her mind momentarily.

“Well, time sure flies when you’re reading, does it not?” Grimm chuckled, setting the book aside. Fluttershy was about to ask Pinkie if she remembered anything about the tale, but the party pony had pooped out: and was snoring peacefully on the rug. Sheepishly, she turned back towards Grimm, and offered a weak smile.

"I'm sorry, but I don't seem to remember--"

"--Don't remember the story?" Grimm interjected: chuckling. Slowly, the chuckle turned into a chortle: and the chortle to a laugh, before it finally settled into a fit of laughter that she would've sworn must've hurt his sides. Finally, he settled down, and spoke again.

"I didn't expect you to remember a story that I've just read. That would be like asking a toddler to recite the alphabet the first time he heard it!"

Fluttershy was confused by this, yet decided to leave it be: it was almost dawn, and she had somehow stayed awake through the whole night. She wondered if she should let Pinkie sleep, or wake her up as Grimm opened the door: breathing in the fresh air.

She decided to wake her, but only after she got an answer to one question:

"That potion you gave me, what does it do?"

Grimm remained motionless, to the point where she wondered if he had heard her at all. She was about to ask again, when his lukewarm tone tickled her ear:

"It's arcane, my dear Fluttershy. All I can say is that it will change you." He stated flatly. "Physically, you'll remain the same. In fact, it might even make you healthier. But you'll finally be able to change from the inside, for the better, as you've been wishing."

"In whose eyes?" Fluttershy asked, sternly.

"Whose eyes do you want to change for?" Grimm retorted, equally stern.

Fluttershy was about to bark at him, but she found she couldn't argue with his logic. She conceded to silence, thanked him again for the story- and the gift -and went to stir Pinkie from her rest.

She walked out silently, but she swore she heard a voice say "Two down... five to go. They need this..."

She looked back, but she was suddenly in the middle of Pinkie's room. She eyed the walls around her with mistrust: today was going to be interesting.

-=-=-=-=-=-=-=-=-

Starlight groaned as she slid across the palace floor on her back: her head ramming into the crystal wall at breakneck speeds. An immense sound, similar to the thump of a great footstep could be heard echoing through the darkened halls before her, and a foul stench of something beyond rotten wafted along a tense wind throughout the corridors. The bones in her forelegs ached, and felt as if they were not just broken, but ground into powder. And whatever it was that attacked her remained unseen and unfazed by her: despite her strongest spells being flung at it.

Suddenly, a crimson circle lit up in the dark hall: glowing and spinning like a loose iris. And from it, a thick, crimson tendril- slippery with a dark green substance similar to tar -shot out from the dark: wrapping itself around her neck with a vice-like grip, before pulling her into the blackness. Twilight came running at the sound of her screams: but discovered no trace of her student, nor even whatever had scared her so.

-=-=-=-=-=-=-=-=-

Pinkie yawned widely, and looked up in the air as she breathed it all in. Today was by far her idea of perfection: the sky was clear, the birds were singing, flowers were blooming. But in the corner of her eye, she thought she saw ponies running from a well.

She checked again, and sure enough: a mother and her foal were running from the town's well, leaving a tipped bucket that spilled out reddened water.

Curiously, she walked up to the bucket, and sniffed it. Besides being an unnerving shade of red: it's scent was rotten, and it was thicker than it should've been. Slightly disturbed by this, she decided she might as well look into the well: expecting to see another pail of paint, or some of Berry Punch's 'leftovers'. What she saw instead froze her where she stood:

The inside of the well was stained with red, and little chunks of what could only be assumed were floating around an item Pinkie had never expected to see within the well, not even in her darkest dreams: A large, brown, Stetson.

With a scream of pure terror, the pink mare backpedaled as far as she could: here eyes as wide as saucers, and her pupils the size of pinpricks. Her back it a wall of fur, and she shrieked as she turned towards the pony she'd ran into. She was in dismay when she saw that what she ran into was no pony. Or rather, no pony anymore...

A small square of cyan material hung on the wall of the cottage behind her, with a familiar cutie mark shining on a small corner, and a prismatic assortment of hairs trimmed it. It was strapped up like a gruesome sign. In fact, red, harsh letters were cruelly etched in blood on the fur:

TAkE hEEd Of I, ThE MAsTer of yoUR SoULs
I hAVE CoME TO HaRVeSt ThE CRoP

With that, added to the image of a skull directly above the sign staring at her with empty sockets, caused Pinkie to curl up: and lose both lunch, and consciousness.

-=-=-=-=-=-=-=-=-

Fluttershy eyed the mystic vial cautiously, and swallowed the ever-growing lump in her throat nervously. Such a unknown thing couldn't be at all good, right?

But then, he did promise it would change her for the better. If only with a slight hint of warning.

'Whose eyes do you want to change for?'

That question had plagued her mind from that morning, until this time: as she stared into the dark, smoke-like liquid. Who did she want to change for? Did she want to change because of how she saw herself, or because of how others saw her? Or, might it be that she wants to change because of her self-doubting delusions: making her think that others thought less of her?

Steeling herself, she ventured to find out, and with lightning pace: plucked the cork out of the bottle with her teeth. After spitting it out to the side, and before another thought was through,: she shot the liquid down her throat.

She coughed as the black potion burned her stomach like white fire, and groaned in agony seemed to instantly access her bloodstream: as it flowed through her veins with the intensity of a raging river. Red arcs of electricity shot from one point of her skin to another: and seemed to drain her of her colorful saturation.

With a pained scream that echoed through the house, she fell to the floor: drained of any energy.

A lone, white hare flew into the room, soon followed by a great grizzly. They stood before the mare as she looked up weakly, and eyed her in sympathy as they spotted the empty vial. Angel scolded her for drinking it without knowing what it would do, but his reprimands were soon met by a hoof forcefully placed over his mouth to silence him. His eyes found Fluttershy's, and his ears dropped from the look in her eye.

She was giving him the Stare, and all he had done was try to correct her. She stood onto her hooves, and shot him another glare:

"Next time I want your opinion on my choices, I'll ask for it, Angel." She scoffed. "Until then, you can take your attitude, and shove it--!"

-=-=-=-=-=-=-=-=-

Pinkie stirred from her slumber, and sat up in her bed: her sheets drenched from her sweat, and tears as she remembered her nightmare. Two of her best friends, they... they were...

She thanked Celestia is was only a dream, and resolved to get on with her morning like that damned dream never happened. She was about to burst out of bed, when she noticed that Twilight was huddled in the corner: watching her with a wary eye.

"Good morning, Twilight!" Pinkie chirped, stepping out of her bed.

"Is it?"

Pinkie froze, and looked closely at the Alicorn: for that cold, shaky tone in her voice was not one that bade well in Pinkie's mind.

"Isn't it?"

Twilight lifted her eyes up to the hesitant mare: frown as deep as it could go. Her cheeks were matted with tears, her eyes were puffy, and cold. Her face, despite all of this, was free of any emotion. No joy, no sandess, no despair, no nothing. Just a blank slate, stained with horrible sadness.

"Don't you remember this morning? We found you... out there... where they were."

Pinkie's mane deflated a little, and her pupils constricted: "No... t-that was a d-dream, Twilight. The last thing I did before I fell asleep was listen to Brother Grimm's story. The rest was j-just a bad dream, it couldn't have been real... right?"

Twilight chuckled dryly, in a tone that made Pinkie shrink. Pinkie knew laughter, and this was not it. This noise was cold as ice, hollow as a cave, and rattled like a snake's tail. And she wanted no part of it. She slowly stepped back, bit by bit, as Twilight stood shakily, and flared her wings.

"Brother Grimm..." She hissed. "He's the one who did this. Rainbow and Applejack are dead, Starlight, Spike, and Rarity are nowhere to be seen, and no one's heard from Fluttershy- or even seen her -since last night. And where's Brother Grimm? Damned if I know: he's abandoned us, and his wagon is destroyed..."

She let loose another rattling laugh, and shook her head tiredly: as if it would fall off if she shook it too hard. "The red rings appear in the dark, and a deeper blackness lies within them. They're everywhere in the castle, and they seem to be flocking together..."

She shuddered as she sat into a fetal position: rocking back and forth on her back, never blinking. "He's coming, he's coming, I knew he'd come. They said he was a legend: a monster made up in ancient times to scare fools from sailing too far offshore. Yet his arms have reached us already. Now the cities of the world will tremble before him... He is awakening, and I think I know who called him..."

Pinkie had now retreated to another dark corner of the room: wanting to be as far from Twilight as possible. She'd seen the poor mare worked up before, but this was something unlike anything she'd ever seen.

This wasn't her nerves, this wasn't her working something up too much. This wasn't fear, or even panic...

This was dread.

This was dread for something that even the Sisters thought of as a myth.

And now, whatever- or rather, whoever -this 'He' was, 'He' was obviously something bad.

-=-=-=-=-=-=-=-=-

About an hour later, Pinkie sat in a green chair in her cave: twirling the Golden key on its string, and processing all that had been dumped on her. Rarity hadn't set hoof outside of her boutique, Fluttershy hadn't been heard from for hours, Twilight was still enjoying her descent into mad panic upstairs, the Castle was haunted by something that invoked fear just by knowing of it, and Rainbow... and Applejack... were...

And to top it all off, Brother Grimm was obviously the one causing all this, and here she sat: twirling the key he head given her, as if it were a necklace received from her aunt. She eyed it with mistrust as it spun on the string, and took note of how it's hue morphed with each spin: reddish gold, bluish gold, solid gold, greenish gold.

Her hair had deflated just enough to make any who would've seen her weary, and her expression was one of bitterness beyond equine comprehension. She felt dead, even in her motion. You would've sworn someone took her skin, and strapped it over a lifeless animatronic. Her eyes rolled along with the key as she contemplated what should be done: that Grimm has leveled her life the same way an eruption levels a city on an isle, and he needed to pay for what he'd done.

Suddenly, the sound of fur brushing against plastic sounded from the slide: and off it stepped a cloaked figure. His brown eyes shone from under the hood, and his grey muzzle offered a sad, almost sympathetic smile. Pinkie didn't even need to turn to guess who this was:

"What are you doing here, murderer?" Pinkie hissed, curling her hoof like a fist. Her tone caused the figure hesitation, but he soon removed his hood, and stepped closer.

"Forgive me if I've done any wrong in your eyes, but I assure you that I am not at fault for the death of your friends. I'm trying to stop the entity that is behind it. And I know how, but we'll need to act quick."

"You really expect me to believe you?"

"You don't have to believe me, you just have to trust me."

Pinkie stopped spinning the key, and finally turned to look at her visitor. "Even if I help you stop this... 'entity', what do I get in return? My closest friends are either dead, disappeared, or driven insane. There's not much left for me to fight for, Grimm..."

Grimm was about to speak, but stopped when he heard screaming coming from above. He could only guess who else they'd found, but based off of the direction they were heading: someone had wandered into the boutique, and found the result of a rather unfortunate meeting.

"There's the lives of all in Equestria left to fight for, Pinkie: millions of ponies who depend on us three. And if my plan works, we can undo all that's been done, and bring your friends back. But I can't promise that we'll make it out alive..."

Pinkie's mane inflated- barely - and her eyes widened slightly at his preposition. "There's a way to undo this?"

Grimm nodded. "It's a possibility, but it'll take all our strength, and concentration... and we'll need to go straight into the abyss."

"The Abyss?"

"The dismal world that He calls home, wherein lies our only hope of stopping him once and for all: the Lock of Eternity. If we can connect Him to it, and lock it with the key, he'll never rise again."

"Talk about your Deus-Ex Machina."

"Oh, no. We've not even gotten to that part of the plan yet."

Pinkie scoffed, shook her head, and walked over to him.

"How do we know this'll work?" She asked bitterly.

"We don't."

His flat answer held her in place, before she glared at him with a slight smile:

"What are we waiting for, then?"

-=-=-=-=-=-=-=-=-

*Knock, knock, knock!*

Fluttershy scoffed as her sanctuary from idiots was invaded again, this time with a knocking on her door. She stood up, and stomped towards the door: making it very clear that she did not want to be disturbed.

When she reached the source of the offending noise, she opened the door with a hoof, and screamed:

"WHAT!?"

Pinkie jumped from the uncharacteristic display from her friend, and hid behind a very stoic Brother Grimm: who seemed to even be smiling slightly.

"I see you drank that potion I gave you, Fluttershy." Grimm chuckled warmly. "Perfect, that makes things easier for me. The effects should last just long enough--"

"Yes, I drank your potion, and a fat lot of good it did me!" Fluttershy shouted, shaking a clenched hoof in front of his face. "My animals are scared to death of me, I now think everypony in town is an idiot, and I can't shut up when I see something that bothers me. All that and more thanks to your stupid potion, oily head!"

She was about to slam the door in their faces, but a hoof stopped her from doing so. She glared out at the stallion, who was now giving her a sad glare.

"Listen to me, you stubborn mare, and listen good!" He snapped, forcing the door open, yet remaining outside: "Five of your friends are dead, a sixth was driven insane, and you and Pinkie here are the only two I can trust to help me fix this mess."

Fluttershy, in spite of her brutish mood, froze when she realized what happened to her friends. "W-w-WHAT!" She shrieked. "M-my f-f-friends... a-are...?"

She looked to Pinkie: hoping to see some sort of sign that Grimm was lying. When she saw none, her lips curled into a snarl, and with a lightning pounce she grabbed Grimm by the scruff of the neck with her teeth: and dragged him into her house. With Pinkie cautiously following.

Grimm knew better than to struggle, but the sensation of being dragged by his scruff was certainly one he wasn't expecting to encounter today. He soon found himself flying through the air: before he landed full-force on the couch, which squeaked and moaned under his sudden weight.

Fluttershy slammed the door to the cottage as Pinkie submissively sat in a chair, and soon took her own spot on her throne of an armchair. She glared at Grimm with bitter indifference, and spoke in a tone that made it clear she was restraining from screaming in his face:

"So let me see if I've got this straight:" she began, tapping her hoof impatiently, "my friends are either dead, or as good as dead, you're here to stop the pony who did it, and me and Pinkie are the only hopes you've got? I mean, it makes sense: everypony else in town is either inept, or just an asshole. But Seriously?"

Grimm grinned at her: "You and Pinkie were my first choices, and the best options I had."

"So, you just don't like Unicorns, or...?"

"Need I remind you that I am a Unicorn? Even without that, He took out two Unicorns and an Alicorn without being seen or heard. If you'd ever seen him, you'd know that's almost impossible."

"Like I said, everypony's an idiot. But that doesn't answer my question, dumbass: how are we your 'best choices'?"

"Ever heard the expression 'fight fire with fire'?"

"We're fighting a hyper sugar addict and a reclusive bitch?"

Grimm chuckled slightly at her generalization. "No, we're fighting a monster who has no need to obey the laws of physics and nature, and who can instill fear into the heart of anypony with a single glance."

Fluttershy rubbed her grey temple, and scoffed to herself. "Well, then. If all you wanted was me to help, why not just ask? Why give me that stupid potion?"

"If I tell you everything now, it won't make sense." Grimm said flatly, looking the pissed mare in the eye. Fluttershy moved to speak, but stopped to glare at Pinkie when she raised a hoof.

"What is it, Pinkie?" Grimm asked.

"It's just... is the writer seriously going to gloss over the fact that ponies are dead?!"

Both others stared at her for a minute, before Fluttershy spoke up again:

"Alright, I'm in. What's the plan?"

-=-=-=-=-=-=-=-=-
End Part One

Brother Grimm: Part Two

All three of the ponies stood before the Castle of Friendship: and were each stuck in place with a different emotion at it's sickly green glow. With Pinkie: her teeth were chattering, and her entire body were shivering in a mixture of fear, and anticipation. With Fluttershy: her brow was furrowed in anger, and her forehoof lifted in cautious hesitation.

Grimm, however, was in the front of their little formation: his expression somewhat of mild annoyance. He wasn't entirely thrilled with entering the castle in this state, but he knew that none of his artifacts would be effective against Him.

"Hey, Amy: when are you going to grow a beard and tell us the name of this monster?"

Pinkie, just shut it. And don't call me Amy.

Ugh, where does that even come from?

The three focused on the castle, and felt themselves collectively swallow as they each stepped forth towards the entrance stairs. They had only gotten within an inch before the doors when they swung open: leaving a gaping entrance as the clattered against the walls.

"Care to make our entrance any louder, Dummy?" Fluttershy growled, glaring daggers at the Unicorn.

"I would rather not, dear Flutters." Grim snapped back: walking into the dark entryway. "Maybe you should ask the creature that actually opened the door."

Fluttershy gave him a face that seemed to be stuck somewhere between a irritated snarl, and an admiring smirk, and walked in after him. Leaving Pinkie to stir in her thoughts.

"Come in, Pinkie!" Grimm chided in a harsh whisper. "The more we stick together, the less we die, got it?"

Pinkie swallowed, nodded nervously, and ran in at a brisk pace. As soon as all three had entered, the doors closed behind them with a loud crack: sealing them inside the black, crystalline halls. The same sickly glow that was visible from the outside slithered along the walls, ceiling, and floor like ghostly anacondas: casting barely enough light to let the ponies see five feet in front of them.

The two mares glanced back at the doors: one in fear and the other in annoyance, while still keeping pace with the stallion. Fluttershy looked to him, and walked a little closer so he could hear her whisper:

"So what's the plan, hero?"

"I already told you two the plan." He scolded.

"But you didn't say it'd be dark!"

"I don't think he'd need to, Flutters. Horror stories always have dark rooms: makes it easier for the demons to attack."

"You two're very reassuring, you know that?" Fluttershy hissed.

They all stopped when they thought they heard skittering in the halls around them, but continued on once the noise stopped. They didn't want to spend to long focusing on what might be around them in the dark, and Grimm knew not to: the Monster had a thousand creatures under his control, and yet only a few of them were aggressive. He certainly knew how to play into a pony's fears...

Suddenly, a thunderous bellow of a voice sounded through the palace halls, it's echo bending them like jelly:

"Mae'n ddoniol y casglodd y dewrder er mwyn gwneud hyn yn hyd, ond rhaid I gofyn Mae chi droi yn ôl awr: Fe welwch mai dim ond poen mawr o'n blaenau."

The three ponies covered their ears, and tried their best to block out the massive noise. Once the echoing stopped, Flutershy stood, and marched directly in front of Brother Grimm.

"What the Hell was that?" She screeched, gesturing violently down the hall.

"That, my dear Fluttershy, is the creature we're here to stop." Grimm replied calmly, checking to see if his ears were bleeding.

"Well then, what did he say?"

"Loosely translated: we amuse him, but he thinks we should turn around."

"If we don't?"

"Unfortunate fate."

Fluttershy rolled her eyes. "What else is new?" She grumbled: turning to face down the tunnel as her eyes finally somewhat adjusted to the dark. "Well, let's keep going. If he's pulling that card already he must not be that smart..."

Dark watched as she walked ahead, with a slightly more hesitant Pinkie bouncing along behind. He let his knees wobble a little, before bracing himself again, and walking up to join them. He knew the monster behind this: he had done his research, and knew the game. If he lost his nerve now, they'd be doomed.

They walked on in silence for a long while, save for the clicking and skittering that came from just outside their line of sight. Occasionally, Fluttershy would catch sight of one of the creatures, and see a pair of red eyes glowing out at them. They made her nervous, if only because they never attacked. She started to wish they would, if they would just stop staring.

Grimm noticed the creatures as well, but he tried not to look at them as they scampered back and forth. He wasn't sure if his eyes were better adjusted, or if the beings were slowly getting closer: as he could see them far better now.

They seemed to have yellow eyes that shimmered eerily like a chill flame. Each time they ran in and out of sight, he could almost make out a pale red sheen on their hide, and a small barb on the ends of what he assumed was their tails.

Pinkie, however, could only hear them. She could see no glowing eyes, nor any gangly legs: she only heard the click of their claws against the floor, and the pitter of their feet. The endless noises stood her nerves on edge, and made her teeth chatter.

"I assume you girls know the way to the throne room?" Grimm finally asked, turning to his side.

Fluttershy rolled her eyes: "No, this is only where we go once a day. It's not like we're a part of the council here or anything..."

Grimm chuckled, and looked to the side. "Can't blame me for assuring myself, He has a tender spot for tricks, according to my studies."

"Does 'He' have a name?"

"Of course, but--"

"Yn fy llygad arnoch chi, Grimm. Yr wyf wedi gweld eich bywyd, a gwelaf eich marwolaeth. Eich cynllun oes dim, ac yn y diwedd y cyfan a wnewch yw dicter imi bellach. Bydd eich gwddf fel mae eliffant crushes dilyngru, ar gyfer y cyfan y mae gennych i mi yw...."

They all trembled as the voice rang through the halls again, making Grimm feel uneasy at what was said.

'It's not true, it's not true... you know h-how to end this... you can stop this... stay strong...' he pleaded with himself.

"What did he say this time?"

Beads of sweat formed on Grimm's brow as he tried to come up with something, anything to tell them. They seemed to notice his sudden lack of nerve, and walked up to him:

"What's wrong?" Pinkie asked, concern clear in her voice.

"N-nothing, Pinkie... I just--"

He was interrupted when one of the creatures ran through the midst of the trio: passing as nothing more than a blur as it hissed urgently. They all looked up, and froze as what seemed like hundreds of the animals swarmed the halls, passed them by from deeper in, and flew overhead: always too busy writhing, wriggling, and struggling to let themselves be seen clearly. It almost seemed like they were running from something, something big, something even they wanted no part of.

Pinkie was about to speak up again when a dark noise shuddered from up ahead.

The noise sounded like a rattling sigh an elder gives when the fall asleep for the final time, and was unnervingly deep in tone. Light thumps could be felt through the floor, as if somepony with a limp was approaching slowly from the abyss. There was also a faint popping: sounding much like somepony was stretching their back over and over again.

All three watched carefully as a shape seamlessly formed itself as it approached, but stopped just out of their sight. It vaguely resembled a pony, yet they saw what looked like leftover noodles hanging from its muzzle. Two forms, assumedly wings, fanned out from its sides: somehow casting a darker shadow over the company. Cold, blue eyes shone from where its face should have been: invoking an unnerved shudder from Pinkie.

Grimm was about to step back, but stopped when to his surprise: Fluttershy walked forward. She stood in front of Grimm, and glared directly into the creature's blue orbs: pouring all of her disgust and irritation into her own.

"What are you doing?!" He pleaded. "That's one of his Mutants! They can stare down a cockatrice!"

Fluttershy's snarl deepened. "So can I," she snorted.

Grimm felt himself smile as his first contingency started to play out before his own eyes: terror-eye met terror-eye, and this sort of stare down is exactly what he had brought her along for. He didn't, however, expect her to be the first to act on it: and it brought him to wonder exactly how much of the potion she drank.

Apparently, Pinkie had the same thought:

"She told me about that potion you gave her, exactly what was it?" She asked quietly.

"It's diluted Chaos Magic, mixed with a single drop of poison joke."

Pinkie scrunched up her muzzle. "Well, that explains the coloration and most of the attitude. But what about the poison joke, what did that do?"

Grimm chuckled. "Just a little something to help her... different disposition..."

Pinkie gave him a specific look. "And, what would that be, exactly?"

Grimm leaned over, and whispered in her ear. Pinkie's eyes popped open, and her jaw fell loose as his words hit her:

"You did That to Fluttershy?!" She whispered harshly. "Are you sure you're not evil?"

"It's helping us out right now, isn't it?"

"The attitude is, yes, but you didn't need to--"

They were interrupted when the mare in question let out a groan of agony, and stepped forward a little. What the observers didn't know was the immense scale of the battle being waged between minds, as the two beings stared each other down. Fluttershy was sweating profusely from the effort she was pouring into her eyes: yet the creature across from her seemed unmoving, as it's cold, almost lifeless eyes glared back into her very soul.

Her nerves felt like they were fraying each and every second, and pain seemed to surge through her entire body as she strained to keep control. The creature's eyes were hard, and heartless: like the sum of every pony's hatred. She had no idea what her eyes were sending, but she was focusing all of her disapproval and disappointment into them, resulting in a look that resembled a mother's disciplinary glare: if it were magnified by thirty.

Grimm found that he couldn't look either in the eye, but he saw Fluttershy faltering. He was about to suggest she take a rest, as he knew even a full dose of the potion should have worn off by now, when the creature did the unexpected: and let out a low-pitched growl of frustration.

He looked over to it, and noticed that the form of it's wings had shrunk down: as if they were slowly being folded in submission. In desperation, the thing decided to reveal itself, and step into their view: freezing the three in place.

What emerged was the corrupted form of a Pegasus mare: with dragon-like wings emerging from her sides, with holes of all sizes in their membranes. Her coat- or what was left of it -was brown, and her flank was bare of a mark. An innumerable amount of thick, writhing tendrils hung around her jaw in place of her lips: their suction cups flexing in wait for anything to grab. Inside her jaw shone several jagged teeth: each single tooth was meticulously carved to resemble a squid's beak.

Her eyes were a striking feature, even among all the others: the pupils were little more than black slits, and the rest of the eye was a sickly shade of pale cyan. It was those that froze even Brother Grimm in place, as they turned from one pony to another: looking hungrily for a victi--

"NO!"

The undead mare looked up as Fluttershy stepped forth, and her eyes flew wide. Grimm looked up to see what had startled the creature, but soon shielded his own eyes from the torrent of pure disgust flying from Fluttershy. The yellow Pegasus stepped forward assertively, not needing to force emotion into her eyes anymore.

"I don't care who- or what -you think you are, but you're not taking another. Single. Damned. STEP!" She screeched: stomping up to the now cringing mutant. "Your master has killed my friends, taken over the castle, and I think I heard something about destroying the world? Hell. NO. You are going to take us directly to him, and help us stop him, or I'll twist your neck 'til it snaps: and shove your snout up your ass!"

She bent down until her forehead contacted that of the monster's. "Are. We. Clear?"

Grimm had seen many things in his life, several of which as strange as a trained Timberwolf juggling Pegasi in a circus. But one thing that he never thought he'd see is an ancient, undead mutant: the very incarnation of fear, cowering in fear before a shy little mare. To make the scene even more entertaining, the beast made a little whimper as it fervently nodded it's head: displaying its new allegiance

If this thing was more scared of a little filly than it was of its former master, they might just stand a chance here.

"I'll be honest, I thought that potion should've run out of your system by now..." Grimm chuckled to himself as Fluttershy stepped back, and firmly gestured for the mutated mare to lead the way: and they all continued on the trek.

"It did, Grimm." Fluttershy said, reverting to the calm demeanor he recognized from when he first gave her the vial. "Why do you think I stayed?"

"Because she threatened your friends?"

"Exactly, Grimm. Nopony threatens my friends."

Grimm smiled, and found himself considering the fact that he may have underestimated this mare.

The mutant led them through winding stairs and long hallways: slowly bringing them to the throne room, as Fluttershy affirmed. They would occasionally see another pair of eyes staring out at them from the dark, and see another flash of the creatures scuttling in front of them. When they finally got to the grand hall, the beast shied away from the door and pointed to it, and let out various clicks and squeaks.

"She says that's where her master comes from, and something about a 'twirling iris'." Fluttershy translated, looking over to Grimm.

Grimm merely nodded in response, and looked towards the door. "That should be his entrance portal alright, based on my research." He confirmed. "We came this far, so I might as well tell you: I have no more contingencies if something goes wrong. We've got one shot at this: and if we fail, at least we tried. If this works, by some great miracle, you'll get your friends back. You still want to come?"

He looked to the two mares, who nodded in understanding: with the mutant hesitantly followed. He smiled at them, asked them to follow his lead, and turned to the door: shoving it open with all his might.

"Heeeeerree's PINKIE!!" Grimm shouted, turning back to the mare in question. "Pinkie, do your thing!"

The hyperactive mare smiled, and pulled her party cannon out of nowhere, before firing it directly into a swarm of humongous tentacles that were hurtling towards Brother Grimm from the center of a great ring: knocking them back, and stunning the wielder with a thousand paper cuts.

On Grimm's command, the team then charged the portal which hung above the great map, and dove in simultaneously.

Fluttershy felt her entire body stretching and bending as they swirled through the neverending vortex. Various unfamiliar sensations coursed though her body, and she felt like her stomach was trying to escape her body through her throat.

When the sensations finally ended, she felt herself tumbling across a surface that felt like jagged stone. She opened her eyes long enough to see Grimm being strangled by a tendril as thick around as him, and Pinkie being thrown off the side of the formation by another: doubtlessly plummeting to whatever ground was below them.

"Despite all my warnings, you still enter my realm? You are not a quick learner, Fluttershy..."

She looked up to where the thunderous voice came from, and found herself unable to move as she was paralyzed by what she saw.

The face of the monster was smiling sadistically, with a mouth as wide as an ocean. Thousands upon thousands of tendrils of every size flew from his mouth, and writhed in the air. His eyes were solid gold, with blood-red irises that stared straight through her soul. From the sheer scale of the face, she realized that what she was standing on was no cliff: but instead his raised arm, high above the clouds.

Two vast shapes rose behind his grim, cephalopodan head: great dragon wings that stretched across mountains effortlessly, and cast a shadow across the monster's homeworld.

"Time for Cthulhu to fulfill his promise, then..."

With that, Fluttershy felt a chill wind blow over her, and Grimm land next to her.

"I... I'm sorry..." he choked, too weak to move.

A great shadow was cast over them, and Fluttershy barely saw the shape of a hand the size of canterlot fall down upon them with a great...

-=-=-=-=-=-=-=-=-

*THWUMP!*

Fluttershy jumped off the rug at the sound of the book closing, and her eyes darted around the room. Or rather, the wagon?

She looked forward, and saw Brother Grimm sitting on his bed: holding the aged book, and eying her in concern. She looked to her left to see Pinkie, whom had suffered a similar fate to her: and was also scared out of her wits.

"W-what the hell just happened?!" Both ponies screeched simultaneously: glaring daggers at the stallion.

He looked at them in apology: "I read you a story, and stopped once it seemed to bother you so much..."

Fluttershy sighed in relief: "I-it... it was only a story?"

Grimm nodded sympathetically.

"But... but it felt so real!"

"But of course! What sort of storyteller would I be if my stories didn't feel real?"

Fluttershy lifted a hoof to caress her temple, and felt four hooves wrap gently around her. She allowed herself a look: and saw Pinkie holding her for mutual comfort, and Grimm embracing her out of apology.

"I am incredibly sorry if my craft affected you so, is there any way I can make it up to you?" He offered.

"Tell me what that potion does?" She snapped.

"Oh, that... it's a laxative, you looked like you'd been having problems." Grimm admitted, stepping back.

Fluttershy would've glared at him, but she was too busy laughing out of relief.

"What about my key?" Pinkie asked, holding up the artifact in question.

"That's to Celestia's Wine cabinet, she might come looking for it..." He chuckled nervously.

Pinkie slapped a hoof onto her face, and pardoned herself as she walked out of the wagon, and out back where nopony could see her.

"Hey, you!" She called, shouting out into the thin air. "I'm not shouting into thin air, dummy! I'm looking right at you!"

... What?

"Yes, you, author man! What the heck was all this?!"

... How are you--?

*Smack!*

What the hell?! How did you slap m--!

*Smack!*

"Shut up and listen, boyo! You've got a really sick sense of humor if you think that this was a great comedy!"

Uh... it's actually a horror, and it's not supposed to be taken seriously.

"Yeah, I can tell, do you know how many plotholes and pointless scenes there are in here?!"

Eh, it worked for Steven Ki--

"And leave him out of this!"

Fine, but I don't think I'll need to explain myself to a bunch of words on a screen! I am controlling what you do and say, after all!

"Rrrreeeaalllyy?"

What are you--?

*Thunk!*

Hnnnngggg..... right in the crown jewels...

Anyways... the... ouggh... The End...

... ouch...

Author's Note

Yes, this was inspired by what little I know of Cthulhu. And No, it is not trying to be accurate to the Cthulhu mythos in the slightest. This is just my interpretation of CiE (Cthulhu in Equestria), with a fun little twist.

If you don't know what Cthulhu is, spare yourself: and leave that as is. You're better off than I am...

As Always: Criticisms, Opinions, Praise, and Complaints are more than welcome below. This was my first attempt at horror/thriller, so please be nice, yet honest.

"You done gone and Snafued." is a reasonable reply, though. :rainbowlaugh:

Also, please don't expect me to do a lot more horror. This might end up being a one-time thing. And I'm not even sure that this qualifies, since it's half intended to poke fun at the horror genre... :twilightblush:

Until Next Time, God Bless You!

~Amethyst Dawn. :twilightsmile: