All Hail the Overlord

by TheAncientPolitzanian

Rating: teen
Tags: Adventure, Violence, Princess Celestia, Thorax, Ember, Main 6, Pharynx, My Little Pony: Friendship is Magic, Dark, Alternate Universe, My Little Pony Comic
Length: 42161

An alternate reality requests the aid of the Elements of Harmony and the Princesses in fighting the greatest threat they may yet face. However, this threat goes by a name familiar to all of them: Thorax.

There are many lands through the mirror; strange ones where all manner of things are possible, even one where the righteous are instead wicked and the only hope fell to the villainous. A world put out of sorts when the Good King Sombra absorbed the evil of the Two Sisters.

The Overlord, Thorax, has come to set the world back into its dark path, and only the recently turned Sisters stand in his way... but they'll need help. Light once came through that mirror. Surely light can be brought forth again, to quell this rising evil before it is too late.

Prologue through Chapter 26:
Written by Disappointment-Incarnate
To be proofread by TheAncientPolitzanian

Cover courtesy of the amazing Mr Tech.

(This story involves the mirror universe that appeared in the IDW comics.)

Published 2017-10-12 16:50:15 UTC
Last updated 2022-10-04 23:15:39 UTC

Chapter 1: The Princess of Nothing

Overlord Thorax sat upon his new throne overly content with himself. He had done it. He, a former drone in the Queen's Kingdom, had become the strongest individual in the history of Equestia.

He was absolutely giddy. But, this was no time to have an after party just yet.

He had a LONG list of things he needed to do.

First he needed to consolidate his power, execute all political rivals, make sure his army was well fed, redecorate, deal with potential rebellions, prepare for a possible counter attack by the Gryphons and Dragons, Prepare to cleanse the last of the Queen's loyalists, finish off the pony royalty, hunt down Queen Cadence, Make sure the Umbrum were completely sealed off and much more.

Quite frankly it was a hassle. Good thing he had the manpower to do it. His entire army was staring at him with their Large Flaming eyes. Sombra and his brother were at his side. Good to see not all ponies were worthless. Also good to see that His brother was no longer a Loyalist to the Queen. Although it was a bit depressing that Thorax had to take complete control of his brother's mind and body to make sure of that.

Thorax rolled his head then stood up.

He raised his right front hoof into the air and extended his talons. "GO NOW MY WARRIORS!!! EXECUTE ALL OF THE NOBLES OF THIS PATHETIC CITY!!! BRING ME THEIR HEADS!!!" He yelled to them.

His servants cheered at the chance to spill blood. It was inspiring to the heartless Overlord. Rather quickly all but his Royal guard, Clad in full black armor, had left the palace hunting for blood.

"Pharynx." he said

"Yes my lord?" Pharynx asked.

"I do believe Celestia's five minutes are up." he said.

Pharynx hissed and smiled.

"Bring me her Head." Thorax commanded.

Celestia ran through the catacombs and dungeons of the Canterlot palace until she arrived at it.

A tall and foreboding mirror.

In truth it was her gateway to Equestria's last chance.

She slowly swallowed as she stared into her reflection in the mirror. Then she gasped in surprise when the Changeling she had seen at the Overlords side landed behind he with a malicious smile, followed by 2 more Changelings in Black Armor.

She spun around to look into the flaming eyes of the large Changeling started to close in on her.

"Heh, I thought I smelt something disgusting in this wing of the Dungeons. What, Checking out your regal reflection one last time before we remove that pretty head from your body?" The Changeling hissed as he slowly closed in on her.

The two fully armored Changelings slowly levitated halberds into he view while the Large Changeling slowly unsheathed a Black Broadsword.

She slowly backed away from them as they closed in on her. As a last ditch effort she jumped backwards into the Mirror.

She heard the Larger Changeling hiss in anger as she faded from his view.

It was the Grand Galloping Gala in Equestria. The many patrons were enjoying themselves.

Rainbow dash was sitting at a table with her fellow Wonderbolts, the 8 of them were cracking jokes and telling stories.

Pinkie was right in the middle of dance floor, putting some of the greatest dancers in Canterlot to shame.

Twilight was standing right next to her former mentor Celestia. Unlike the last gala this time they were able to just talk to one another without interruption. (This time Luna had volunteered to take up door monitor duty and Discord had decided to Behave himself.)

Starlight was having a relaxing drink with Trixie and Sunburst. She was spending her time introducing the two to each other.

Applejack was simply sitting on a bench outside the party with her hoof on her face looking as Bored as a Pony could look.

Rarity was enjoying herself intermingling with Canterlot royalty who had all flocked around her due to her status as the most popular boutique owner in Canterlot.

Fluttershy, timid as can be sat at the back of the room staying as far away from other people as she could.

Spike was standing with Ember and Thorax, a swarm of Changelings, including Pharynx around them chittering and laughing as the three talked.

The quiet and good time of the Gala cut short when a wall next to the dance floor exploded in wards and an armored Celestia was thrown into the center of the room catching everyone's attentions.

She was followed by a Semi-large Crimson Changeling with Black Antlers and Flaming eyes flew in after her brandishing a broadsword, who was in turn followed by two armored changelings who held Halberds.

Every Patron and Party Goer turned their heads to see the conflict in the center of the room.

The Changeling landed before Celestia with his entourage following behind him.

"Worthless Impudent Whelp. Did you truly think running through a Magic Mirror would save you from me?" He said as she tried to crawl away from him.

"Guards. Finish her off. She isn't even worth my blade." He said as he took a step back.

One of the Armored changelings closed in on her. It Raised it's halberd in the air with a smile and prepared to bring it down on her head when it was interrupted with a spear through the throat.

The downed Celestia pulled it out with a spray of crimson blood. The changeling fell to the ground and attempted to use it's hoofs to stop the blood flow from it's neck as it gasped for air.

The other hissed and lunged at Celestia it's halberd barely being blocked by the metal shaft of Celestia's spear.

The two struggled against each other for a few moments before the armored Changeling attempted to bite at Celestia's Jugular.

She responded by blasting the Changeling in the head with a full force magical beam. The Now Headless Changeling flew through the air landing at the feet of the larger Changeling.

The Changeling gave an unimpressed Scowl at the Princess and his failed guards. He slowly walked forwards and used his Sword to Behead the choking Changeling that had not yet died from Celestia's might.

"Perhaps you are more worthy than I expected. Very well. I shall grant you a warriors death!" He shouted before being silenced by a single hoof striking the Marble of the dance floor.

Both of them glared at it to see Thorax, in an odd moment of Unparalleled bravery, stand before both of them.

"Enough!" He yelled. "What is the meaning of this?"

Pharynx was shocked. He looked exactly like the Overlord, except colored with a much more Radiant Carapace.

'My lord! What should I do?' he Thought.

'Carry on. This pathetic display does not stop my plans. Bring me the Princesses head, if that fails, this lookalike of me will make a good plaything.' The voice of the Overlord echoed in his head.

'Yes Overlord.' Pharynx replied before he grabbed on of the halberds of his fallen soldiers with his magic and threw it at the tall Green Changeling on the edge of the dance floor.

The Green Changeling was shocked, possibly by one of his Presumed subjects trying to kill him, and tried his best to stop the halberd. He did too little too late and the very tip of the Halberd stabbed into his carapace, Not enough to kill him but enough to create a large crack and throw the Changeling back a few Meters.

He landed with a crack and Pharynx raised his blade to attack Celestia when he was interrupted by a lound series of buzzing.

He looked back to see an entire swarm of changelings, along side a black and red copy of him, glaring angrily at him.

He had just kicked the hornets nest in every sense of the word.

Spike had let out an involuntary scream of fear when the halberd had struck Thorax.

He jumped out of his chair and rushed to his fallen friend.

He was relived to see that the halberd hadn't actually done any major damage but was frightened to see the wound slowly oozing florescent blue blood.

Ember, Starlight and Trixie joined him with their fallen friend. He was out like a light.

Spike gazed at the fighting as Starlight slowly pulled the Halberd out of Thoraxes chest.

The Red Changeling had pulled a Second sword out from the Sheaths of one of his Guards and was now going on a rampage through the Changeling swarm attacking him. But soon he was being overwhelmed.

"DIE! DIE! DIE! DIE! DIE! DIE!!!!" The Changeling chanted like a mad man as he fought with no regard for his own Health. He was already covered in several hundred cuts and slashes all across his body and his armor looked as if it had been shredded.

Overlord Thorax slowly sighed as he left seeing the world through his brother's eyes. He returned to his own eyes only to see a Canterlot Noble beheaded before the eyes of his wife and fillies from the balcony he stood on.

'Nothing like seeing the death of a Stallion and hearing the lamentation of his Mares after a string of bad news.' He noted as he turned to Sombra who was just glaring at the execution site hiding his emotions, but Thorax could taste them. He tasted large amounts of Regret and pain. Pitiful.

Perhaps he would need to ensure Sombra's loyalty like he had ensured his brothers. Never the less, he had an important job for Sombra.

"Sombra, my friend, I have bad news." he said as he turned to walk towards his throne.

Sombra followed him as expected. "What would that be my lord?" Sombra said. Thorax could swear he tasted a twinge of... Hate?

Yes, he would REALLY need to bring Sombra under fold. But that would have to wait.

"It would seem that my Idiot brother had gone and made enemies with an entirely different world, Through a mirror no less." He said as he took a seat on his throne.

Sombra's eyes widened.

"I want you to take a Swarm of Warriors and Save him. As dumb as he is my brother is useful to me."

Sombra hesitated.

Thorax Frowned and looked directly into Sombra's eyes. The Fire's Eternally Burning in his Eyes flaring in intensity.

"GO NOW!" Thorax demanded.

In fear Sombra fell backwards before speeding off towards the dungeons, a group of Fearful initiate's following behind him.

Thorax shook his head. "Tsk Tsk Tsk. Sombra, you are beginning to become more of a liability to me than tool. Perhaps you will have to be executed later."

He glanced at the executions still going on to see Luna Thrown onto the Execution block and a Halberd raised.

"Or Perhaps not. My Executioners are very Busy." He said as the axe fell.

Author's Note

If you Enjoyed the story Be sure the Like and Leave a Comment.

If not Feel free to leave a Dislike and tell me how I can improve.

Your Feedback is Always Appreciated.

Chapter 2: A Clash of Blades

Sombra stood before the Magic Mirror that lead to the world that her beloved Celestia inhabited. The cool air of the Canterlot dungeons chilled him to the bone.

He couldn't help but shudder. How would his former lover react to him? Now that he was a slave to the Overlord. He glanced over his shoulder at the swarm of Changelings that stood ready for battle.

The Swarm wore no armor, and held an array of weapons like Axes, swords and spears.

'What else could I expect? The Overlord has given me Initiates to, essentially invade Canterlot.' he thought. He looked back to the mirror again.

The Initiates were buzzing and hissing. They were clearly getting impatient.

"The chance to spill blood and earn our rank has been presented to us and he is making us stand here?" Sombra heard one of them say.

With a frown Sombra slowly unsheathed his Great Axe. Sombra could clearly see it through the dark Purple hue his magical levitation cast upon it. It was black, with a green gem placed in it's pommel. Spikes indiscriminately covered the back of the blade. Clearly so the Axe could serve as a makeshift billhook should the need arise.

Sombra could still remember the conversation he had with the Overlord when he was given it.

"I see that you have not been killing any of the Inferior Ponies we have encountered in our battles. It is beginning to look as though you have lost faith in our cause." Thorax said as he sat at a wooden table within a tent, a map of Equestria spread out across it half of Equestia colored Crimson while the other half was a Yellow-goldish hue, with a small fraction in the North east being silvery grey.

Across from the table was Sombra who was flanked on either side by two of Thorax's Royal guard each holding a halberd.

"Of course not my lord. It's just that-" Sombra started before he was cut off by Thorax.

"Cease the Formalities Sombra. I am not Overlord yet." Thorax said as he levitated over a black teapot and two tea cups.

"No, but you will be when we bring Griffonstone to it's knees you will be Crowned Overlord, so I am just preparing my self for the occasion." Sombra said as he took the cup Thorax offered him after Thorax had finished pouring it.

Thorax chuckled slightly. It was a dark and menacing, as to be expected of the Future Overlord.

"But, you still haven't answered the question." The, soon to be, Overlord said before setting down the teacup after a small sip.

His flaming eyes then locked with Sombra's.

"Why are you not killing our enemies?"

Sombra gulped. He needed a better excuse then, 'I refuse to take another life, not matter how evil I get.'

"I.... don't have a weapon?" he slowly said.

'The Overlord did not react well to that.' Sombra thought back. Sure he had given him this axe, but not before embedding it into Sombra's chest.

It still hurt sometimes.

Sombra couldn't put this off any longer. The Overlord saw everything his Changeling's saw.

Sombra raised his Axe.

"Though the Mirror Soldiers!" he yelled.

"ALL HAIL THE OVERLORD!!! LET EQUESTRIA BURN!!!!" The Initiates roared in return before they began charging through the Mirror.

After the last one had entered Sombra gulped before he too stepped through.

The large Crimson changeling fought on even when Pharynx changed into the massive six legged monster he was so fond of and charged directly into him, knocking him back into a pillar.

The Crimson changeling emerged from the pile of rubble created by the collapsing pillar with a roar and looked at Pharynx.

The two squared off before they both charged at each other. The rest of the Changeling being since incapacitated or wounded by the onslaught of the Crimson Changelings rage.

Trixie looked on at the battle, focusing on the monstrous form Pharynx had taken. Throught the fighting with the Crimson Changeling, Pharynx had not let a single of the Changelings die.

'He really has changed.' she thought with a smile.

The battle began with a massive Strike from the Crimson Changeling witch resulted in a large chink being formed in Pharynx's chitinous armor. Pharynx had to take his regular form again.

'This guys strikes are way to strong. I'll have to keep from getting hit.' he said to himself as he dodged a downward strike which cracked the flagstones below.

Pharynx jumped back and picked up the other armored changeling's sword and aimed the tip at the Crimson Changeling who was panting slightly and stared at him.

"WHY WON'T YOU JUST DIE!!!" The Crimson Changeling roared before jumping into the air and bringing both blades down wards towards Pharynx's neck.

Pharynx jumped to the side and swung his sword which sliced into the Crimson changelings back.

The Changeling roared in pain and swung his sword backwards at Pharynx.

Pharynx tried to block it and the two blades hit. Pharynx was propelled backwards through the air and hit the ground a couple meters back. He landed on his back. Many of the party goers nearby gasped at this as Pharynx slowly pulled himself up.

He looked at the Crimson Changeling closing in on him.

The Crimson Changeling raised his sword into the air and prepared to bring it down on Pharynx's head before the blade was struck with a purple energy beam which sent it flying backwards where it stabbed into the ground.

The Crimson changeling looked back with at the sword before looking forwards with a snarl to see shining armor rush into the battle ground with several Canterlot guard.

Shining armor stood next to Pharynx and helped him up before he drew his sword as well.

The Crowd looking in on the fight cheered at this

The two best warriors of Equestria and the Changeling Kingdom were gonna be facing down against this Crimson Monster, and there was no doubt about this that the two Warriors would win.

Twilight and the other members of the Elements of Harmony raced to the Area where the battle was going on and parted their way through the Crowd to see what was going on.

They arrived just in time to see Shining armor and Pharynx charge the Crimson Changeling who replied by ripping his second sword out of the ground with his magic and roaring in defiance at the two.

Pharynx arrived first and when the Crimson changeling swung his sword at him Pharynx dropped down and slid forwards tripping him.

The Changeling fell down face first. And Shining prepared to plunge his blade into the Changeling's exposed head but before he could the changeling rose into and upright position using his forelegs and jumped into the air landing behind Shining and swung his blade at Shining.

Shining lowered into a crouch just in time to dodge the blade but it did take a few hairs off the tip of his helmet's plume.

Shining rose his blade and cut the Changeling again across the chest. The changeling stumbled back and Pharynx jumped at Shining's side and the two swung at the Changeling in tandem.

The Changeling rose his blades and blocked both strikes and began to fight them both off using a different sword for each of the warriors.

The Two were clearly being pushed to their limits and Pharynx was doing the worse of the two due to being already wounded.

Suddenly between blade strikes the Crimson changeling's clawed hoof grabbed Pharynx by the head and lifted him into the air.

Pharynx was unprepared for this and didn't have enough time to even react before he was slammed by the face into the ground by the head.

Pharynx was knocked unconscious by this and a crack formed in the ground with a small pool of Cyan blood slowly pooling beneath his head.

The Crowd gasped as this allowed the Crimson Changeling to focus all his attention on Shining.

Both of the Changeling's blades began to strike at Shining as he slowly backed up while blocking swings.

The three blades then struck each other and Shining tried his best to hold them together as he gritted his teeth with sweat trickled down his forehead.

The Changeling with a smile brought his head backwards before head butting Shining Armor as hard as he could.

Shining was knocked to the ground by this strike equally as unconscious as Pharynx.

The Changeling threw his head back and Laughed. The room was quiet as the gathered crowd stared on in abject horror and shock.

This ended with a massive crack as Ember smashed a large stone statue on the back of the changelings head. The Changeling stumbled forwards before he turned around to look at her.

His swords clambered to the ground as his flaming eyes extinguished and he fell to the ground with a clatter.

Author's Note

Sorry for the Long wait :)

Hope you enjoyed this chapter. It took a while to get over a bit of a writers block I had.

As always, if you liked the story be sure to leave a like,

and if you didn't like it, feel free to Dislike and tell me where I went wrong.

Please be lenient on the wait. It took me ALL YEAR to get this chapter done.

Chapter 3: Dragon Lord against Overlord

Overlord Thorax sighed. Pharynx was an idiot, no doubt. He should have at least seen the dragon coming but nope! He was knocked about like ragdoll by it. Pathetic.

He put his head into one of his clawed hooves. "I am honestly not surprised at this point."

He was about to get up from his position when a changeling warrior burst through the door to his throne room and came to a screeching halt before two Overlord's Guard, who stopped him.

The Warrior wore a suit of black mail, with a black breastplate and 4 black metal low boots.

"My Overlord! We have a problem!" The Warrior said with desperation.

The Overlord cocked his head to the side in curiosity and pulled himself to his feet and began walking down the stairs that lead to the throne.

"Really? Is it the remnants of the Equestrian army, attempting to make one final stand to retake this capital?" The Overlord said.

The Warrior pointed through a large opening in the wall that lead to a balcony. A rather large cloud of black smoke had formed in the sky, a kilometer or so away, and it was rapidly approaching on them. "Dragons my lord! They are closing in on us."

The Overlord grimaced and slowly walked towards the balcony. He set both of his fore hooves on the crenulations. "It would seem that they are like vultures, attempting to devour the corpse of Equestria, and steal this city out from under us. How pathetic."

The Overlord turned to a rather tall changeling standing by several Overlord's Guard, who had walked over to look at the smoke cloud that was closing in on them. "General Barxt, I trust that you set up the dragon Harpoons."

The Changeling, standing taller then most of the others, but shorter then Thorax, and Pharynx, wore a black suit of plate armor, with a dark grey face scarf covering the lower half of his face. "Of Course my Overlord, it was the first thing I did when we conquered this city."

The Overlord smiled at this. "Well done Barxt, you have earn a promotion if you survive this battle."

Barxt smiled. "Wonderful my lord." He said. "General Haras and General Lurick have already started mustering the troops and manning the walls, and Lord General Morian has put the Overlord's Guard into defensive position at the keep."

The Overlord didn't say anything and smiled. "Good, now to the front lines with you."

Barxt bowed before heading off, leaving the Overlord's Guard that were escorting him and taking to the air outside of the Balcony.

"I have good servants do I not?" He said to himself. Before he turned to the warrior.

"Return to your post soldier, you have done a good job so far. You have earned first feeding rights when we defeat the dragons." The Overlord said, before the warrior bowed and ran out.

The Overlord turned to the smoke cloud, that had now closed in on the City.

General Barxt stood on a rather large tower next to a large ballista. The Ballista, who had two bows that crossed together into an X, was loaded with a large Barbed arrow.

Several other of these Ballistae were set up along the wall, along them, standing on the main sections between the towers were large groups of Crimson changelings with flaming eyes, wielding crossbows, aimed at the smoke cloud. Black banners flew in the wind, which featured a Crimson flame.

Behind the wall were large groups of crimson warriors, wielding weapons of every kind, mainly swords and spears made of black metal.

General Barxt stood still wielding a large spiked mace, the black smoke covered the sky in front of the Changeling.

"Remember! Our goal is not to defend the Pathetic Ponies, but rather the City itself. They are Expendable, the city is not!" He shouted to his men.

"ALL HAIL THE OVERLORD! LET EQUESTRIA BURN!" The Warriors shouted back in reply.

It was quiet for a little longer. Before a single dragon burst from the smoke. It was small, barely taller then the Overlord at full height, but it wore dark grey armor that covered it's entire body, and was completely coated in fire, as if it was a burning effigy. It clutched a Warhammer in both hands, and was leaving a trail of smoke and embers behind it.

Braxt held his hand up and turned to the Ballistae. "Hold your fire, that one is two small for the harpoons to do any good." He said.

The Dragon was soon followed by 5 giant dragons. "Those however," He said before pointing at the dragons with the tip of his mace "are the perfect size. FIRE ON THEM!" He shouted,

The Ballistae fired, the barbed arrows attached to long metal chains. Most of them missed but the ballistae closest to him struck a large purple dragon in the chest, tearing through the flesh. The Dragon roared, before the chains of Dragon harpoons began to be reeled back in, dragging the purple dragon downwards. It struck the side of the tower and was rewarded with a pike the to skull.

Barxt ran over and unhooked the chain from the arrow, allowing several artillery crew members to hook it to another arrow.

Barxt turned to see that the Changeling crossbow men were firing at the larger dragons. "Hold your fire you fools," He said with a frown as a mass of smaller dragons suddenly burst through the smoke cloud. "your bolts cannot even touch the armor of the Wyrms! Aim for the smaller ones, their scales are weaker!"

The Changeling army turned as one and began to open fire at the Smaller dragons, dropping many out of the sky.

Barxt smiled before he was suddenly tackled off the tower. His carapace felt really hot, and he turned his head to see the flaming Dragon that had led the invasion had been the one who had tackled him.

The Dragon took him to the ground and slammed him into the cobblestone streets of the city below, before jumping back, allowing him to see the armor and dragon better. The Armor had large spikes emerging from it's shoulders, and two curling horns, resembling that of a goat, emerged from the sides of it's head.

"I must thank you changelings, you saved us a lot of trouble, we were going to take this place, but you already took it for us." The dragon said, the voice being female, with a metallic undertone, mainly due to helmet he believed.

"If you think we will give up this city you are wrong. We conquered it fair a square." he said as he raised his mace.

The Dragon's flaming armor extinguished as she slowly marched towards him, and twirled her Warhammer. "Then I guess that all of you Changelings will die." she said as the top of the city wall, behind her was lit aflame as one of the larger dragons shot a wave of flame towards it, killing many of the changelings atop it.

Barxt charged towards her at struck her with his mace. The Dragon was knocked backwards with a hiss and landed on her feet again.

She swung her Warhammer, but Barxt ducked under it, but it seemed that was what the dragon wanted, with one powerful kick, the dragon sent Barxt flying through the air, slamming him into a wall.

Barxt rose to his feet, coughing up blood before he heard the sound of a metal claw striking the cobblestone, followed by another, and another, it was loud, and the fighting briefly stopped as all turned to the sound.

The Dragon took to the air, a flew towards the Overlord, as Barxt weakly tried to stop her by firing a magic bolt, but it was too weak, and missed.

The Overlord slowly walked through the street towards the fighting, but it had stopped, as all turned to watch him.

"Ah, you must be the Overlord!" A dragon said as she landed before him, a Warhammer in hand.

The Overlord looked to her. "Indeed. And judging by the armor, overall cockiness and temperament, you are Dragon Lord Ember, am I correct?"

Ember removed her helmet, revealing her blue scales and purple spines. "Why yes I am." She said with a smile. She turned her head towards the soldiers of both sides.

"I can see that this fighting is going to continue on for some time, so I might as well end this now by killing you!" She said before tossing her helmet aside and flying towards him swinging her Warhammer when he was close enough.

The Overlord Disappeared in a burst of fire, and teleporting behind Ember. Ember turned back to look at him, and the Overlord smiled, before in a burst of speed, leaving a Crimson fire line behind him, he rushed forwards and punched Ember in the chest, flinging her backwards down the street.

Ember landed and skidded across the ground before rising and growling. She stared down the street to see that The Overlord was no longer where he had been when he had struck her. She stood up when there was a burst of flames behind her. She turned around to see the overlord wielding a Zweihander.

He slashed upwards and Ember stumbled backwards, Suddenly a changeling resembling the Overlord made of flame appeared between to two wielding another Zweihander, and it slashed two, then another, and another.

After 4 more slashes Ember was thrown to the ground, the front of her breastplate shredded.

Her army was speechless and merely looked on in shock..

Ember slowly rose to her feet.

"Still alive are you? My, you dragons are persistent." The Overlord said as he walked towards us.

"We may be persistent," She said as she picked up her Warhammer. "But we respect strength, and we know when someone is stronger then us." She turned over her Warhammer and slammed the head of it to the ground, before kneeling into a bow. The Assorted dragons who were on the floor did so two, and the dragons in the air slammed their fists to their chests and leaned forwards.

The Overlord looked around at this.

"Overlord Thorax of the Changeling Empire." Ember said. "The Dragon race would like to hereby extend out servitude to you, so long as you promise our people land and reward in your conquests."

The Overlord laughed at this, causing Ember to look up at him.

"You Dragons are in no position to bargain." He said, causing Ember to open her mouth in protest. "But, I like your spirit."

"Very well, Dragon Lord Ember. I accept the Servitude of your people." The Overlord said as he turned and began to walk towards his new palace.

Ember pulled herself up with a smile. "However, I demand that you and your dragons clean up the mess that you caused."

Ember's smile fell at this as she slowly turned towards the area where the battle had happened.

The Changelings were currently marching away, carrying wounded Dragons and Changelings towards the Canterlot Hospital, which they had taken over.

Ash and fire covered the Area, along with lots of blood.

"This is going to take forever," She said with a groan and she hunched over.

Author's Note

Hello once again people.

I have just realized that I don't have a Image for this book. All the best stories have images as their covers, so, if anyone could create an image for this book, I would be eternally greatful.

On a side note, for better side of refrence, the overlord more or less fights like talion, phantom and all.

Chapter 4: A Light in the Shadows

Ocellus walked through the halls of the royal palace with Smoulder, Silverstream, Gallus, Sandbar and Yona.

The six of them were currently milling about, going from room to room, exploring. Sandbar and Silverstream were the only ones who had actually seen a palace before, not counting Twilight Sparkles (But calling her crystal tree a palace was a bit of a stretch.)

"This place is pretty cool, for a place built by ponies." Smoulder said as she walked along.

"Ya know, Apparently Ember was so impressed with Twilights Castle, she started eating the wall." Sandbar said with a giggle.

Smoulder looked at him and growled.

"Whatever." She said with a frown, which made the others laugh.

Yona, who was in the front stopped, which caused the others to peek around her.

There was a fork in the hall in front of him, and a large group of Crimson changelings were running down the fork, towards the dance hall. None of them noticed them, until a large dark grey Unicorn with a red horn walked past. He turned to look at them, with his red and green eyes.

A Crimson changeling walked up next to him. "What is it Sombra, what do you see?" The Changeling said before turning to look at the 6 friends.

"Ahh, what do we have here? Some innocent little tykes, waiting to be gutted!" The Changeling screeched as several more changeling soldiers walked over and stared down the hall at them.

The 6 of them were clearly terrified, especially Ocellus. These Changelings were clearly part of her evolved changeling race, because they lacked holes in their hooves, among other details.

Sombra didn't say anything, but several of the changelings began sprinting down the hall towards them, death in their flaming eyes.

The 6 of them started to run away, Yona at the back, but she suddenly fell and tripped on her braids, once again.

"Yona!" Silverstream screamed and ran back towards her friend, the rest of the group followed. They tried to pick the large Yak up, but they soon found themselves surrounded by cackling changelings.

One started to crouch down, and licked his lips. He pounced towards them, teeth bared, but he was stabbed through the chest by a tentacle of solid black shadows.

The Rest of the changelings, and the 6 friends looked at the dead changeling before them, before turning towards Sombra.

"What in the name of Tartarus do you think you are doing Sombra?" One of the Changeling screamed out as he slowly advanced on Sombra, By now the hall was filled with changelings, who had come back from charging down the hall when they realized Sombra was no longer with them.

"These 6 are children." Sombra said slowly.

"And? They could make tasty snacks before we arrive at the palace throne room!" The Changeling replied.

Ocellus whimpered at this, but Sombra shut her up with a glare.

"That means that we could capture them instead and use them as leverage. Killing them would merely put us at a disadvantage." Sombra said, once again slowly.

The Changeling leader growled. "I can see the logic, but it means less fun for us."

"Do I look like I care? Grab them, they will make a good Bargaining tool." He said as he turned around and started walking away.

The Changeling leader growled before turning away.

He approached the 6.

"I think I'll have just one of you." He exclaimed as he licked his lips.

He soon however, found an Axe to his throat, wrapped in a dark purple aura. "No, you won't." Sombra said.

The Changeling was quiet for a second before his hissed in distain, as he told his men to grab the 6 and capture them.

Princess Celestia slowly walked forwards towards the Unconscious crimson changeling.

Some how, this one changeling had beaten Pharynx and Shining Armor by himself, along with an entire changeling swarm, alongside wounding a changeling monarch.

He clearly was something unnatural. She looked over towards the location where Pharynx and Shining had both been knocked unconscious. It was clear to her, that they would have died, without a shadow of a doubt, if they had attacked him one on one.

"Just what is this guy?" Celestia asked.

"He is the Overlord's personal guard." Someone with her voice replied.

She turned to see the other Celestia limp towards her.

The Elements of Harmony and Starlight Glimmer walked up to join the two.

"Whose personal guard?" Rainbow Dash asked as she walked up.

"The Overlord. He is a Changeling king. Not unlike that one over there." The 2nd Celestia said as she pointed to Thorax. "He has conquered my world, and defeated me and Luna."

"You're the Celestia from the mirror world aren't you?" Celestia asked concern in her eyes.

"Yes." The Alternate Celestria replied.

"That must mean that this guy is Pharnyx." Twilight said.

"But, if he is Pharynx, then how was he able to beat our Pharynx?" Starlight asked as she took a sip of a drink.

"Wait... what is the Overlord's name?" Twilight asked.

"He introduced himself as Thorax." Celestia said.

Starlight Glimmer spat out her drink all over Pinkie pie and Fluttershy.

"Thorax!?! The second biggest softie in the world? He is the one who conquered your Equestria!" Starlight yelled.

"In my world, people are the opposite of the ones in yours. If your Thorax is a 'softie' I think it is pretty clear that the Thorax of my world would be a ruthless merciless killer." Celestia said.

The Elements looked at each other, while Starlight Glimmer looked shocked.

"What about Sombra?" The real Celestia asked, causing everyone to look at her.

"He is one of the servants of the Overlord."

Thorax slowly opened his eyes, to see Ember, and Spike staring down at him with concern.

Thorax put his hoof to his head. "Ugh..." he grunted. "What happened?"

"Some crazy Changeling threw a halberd at you, before kicking Pharynx and Shining Armor around like tin cans." Ember said leaning back.

"What!?" Thorax yelled pulling himself up. "Is Pharynx ok?"

"Calm down!" Spike said placing his hand on Thorax's shoulder. There was a hole in your chest a couple minutes ago. Luckily for you, you were in a room with some of the best spell casters in Equestria. Pharynx is fine, he and Shining are just unconscious."

This made Thorax stop worrying a little, but he was still worried about Pharynx.

He was about to voice his concerns when an explosion of darkness flew out of the hole in thale wall that The Alternate Celestia had been thrown through.

Standing just before a wall of darkness, was Sombra wielding a great axe.

"Hello Celestia. It has been a long time." He exclaimed quietly.

Author's Note

Hey guys, sorry about spelling issues. I wrote this chapter on a phone.

Chapter 5: Ballroom Blitz

Celestia stared at Sombra in shock. That was her Sombra. The one she had fallen in love with, and he was now a servant to this Overlord.

Sombra stared back at her. She saw regret and hopelessness in his eyes. What was going on here? Was he the Overlord's slave? Was he mind controlled? It could not possibly be that he was serving him of his own free will... Right?

"Sombra!" Celestia heard, She turned too see the Alternate Celestia pull out a spear. "Give up! You are Outnumbered!"

Sombra glared at the Alternate Celestia hatefully. It was clear to her at least in a basic sort of way, that Sombra blamed her for what had happened to him.

In a certain sense, she blamed her as well. But she could not put it past her, the Alternate Celestia was just evil, by nature.

"Check again." Sombra said, as suddenly, flaming eyes started opening in the wall of darkness behind him. There were Dozens of them.

"Now then," Sombra started, as he walked down the pile of debris "I do not want to fight you."

Sombra came to a halt on a rather large boulder and looked down upon them all. A series of hisses and groans emerged from the wall of darkness. It was clear that the eyes were angry.

"I merely want that idiot." Sombra stated, while pointing the tip of his axe at the Unconscious Alternate Pharynx. "Now hand him over, and no one has to get hurt."

"That is not happening." Ember said as she walked forwards frowning. "You think we are idiots? Why would we give you a strong warrior back as a prisoner."

Sombra was about to say something, when a crimson changeling burst through the Black shade.

"ENOUGH OF THIS!" The Changeling screamed, "WE CAME HERE TO KILL AND DIE! NOT NEGOCIATE WITH INFERIOR SWINE!"

He unsheathed a black broadsword and snarled viciously.

"ALL HAIL THE OVERLORD! LET EQUESTRIA BURN!" The Changeling roared, before jumping down from the pile of rubble created by the destruction of the wall and charging towards the party guests. Soon the rest of the flaming eyes in the darkness followed suit and dozens of changelings were charging at the guests.

Sombra rose his hoof in an attempt to stop it, but it was too late.

The Equestrian royal guard barely had enough time to put up a spear wall, before the battle itself began.

Ember was infront of the spear wall, so she was one of the first people attacked by the Crimson changelings in front of her.

There were 6 changelings booking it straight towards her, but she merely snarled at them and took a deep breath in, and spewed out a wave of violet fire directly onto them.

All 6 were completely engulfed, and when she stopped exhaling fire all 6 of them were sufficiently burning, but they still charged forwards, despite their immolation.

Ember could even swore she heard one of them laughing.

"What the-" She stared before the closest one jumped into the air and swing a sword at her.

The Sword slash glanced off her scales, and Ember delivered a quick punch to the changelings face, flinging it through the air, where it collapsed it a burning heap on the pile of ruble far in front of Ember.

Ember looked on at her handiwork and smiled before dodging out of the way of another slash, this changeling wielding a billhook polearm.

She attempted to kick him, but a second burning changeling slashed her leg as it thrust outwards with a strait sword, leaving a deep gash.

Ember roared in pain before she swatted both of the changelings away like bugs (Pun intended) with her tail. She collapsed to one knee, the cut in her leg preventing her from standing.

A 4th changeling pounced towards the injured Dragoness, but just when he was about to slash her, he was struck with a cyan beam and thrown away.

Ember looked over to see Thorax flying towards her.

The two remaining changelings hissed towards the changeling king, and came to a screeching halt, despite the fact that they were rapidly burning.

Thorax landed next to Ember, his horn and two antlers shining with Cyan energy.

The two remaining changelings hissed and took off, to join another conflict that was happening.

Thorax looked over to Ember and smiled. "I guess their afraid of me."

Thorax bent down to help up Ember.

"You ok?" He asked.

"I'm fine," Ember said as she pulled herself up, her body slightly shaking, not from fear, but from pain., "I could have beaten those guys alone you know."

"I know, but it seemed like you could have at least used a little help." Thorax said as he helped her.

Thorax looked over to see that the Royal Guard were pushing the Changelings back a little, with their wall of spears impaling the charging Changelings, who did not seem to show even the slightest bit of self preservation.

"I'm fine." She said pulling herself away from him and taking to the air, Spewing fire down on Several changelings.

"That dragon is going to kill herself" He said, before he too took to the air and started shooting beams of Cyan light into the Changeling army.

Ember strolled through the Overlord's new palace, unaware of the battle going on just through a mirror a couple floors below her.

She walked into the Overlord's throne room, to find him Consulting with 4 changelings.

One was the 'Barxt' gentle-stallion, that she had absolutely trounced, while she did not know the other three.

The One closest to the Overlord wore a full suit of black segmented armor and a helmet, with two large spikes emerging from the sides, with talons emerging from his hooves like the Overlord and Pharynx. He spoke in a deep voice. "My Overlord. I am sure, without a shadow of a doubt, that the world through the mirror is simply not worth the effort to conquer. I say that we get Pharynx and Sombra back and simply shatter the mirror."

Another Changeling with a dark red suit (Similar to a tuxedo) and a monocle spoke out next, his voice eloquent and savy, "While Lord General Morion does present a rather sound argument, I feel that two Equestria's would be much better then one."

A third changeling spoke out, this one had an Eyepatch, and wore a suit of Black plate armor. "I second general Lurick on this. My Lord, it is clear to me that one day this Equestria will dry out of food for us. If we own both Equestria's we will be able to hop to that one while this one replenishes, and vice versa."

Barxt was the last one to speak out. "Once again, I unfortunately find myself against the Lord-General in terms of Tactical thinking. I believe that we should indeed take the other Equestria."

"Other Equestria?" Ember said as she strolled towards the 5 Changelings. "What do you mean by that."

"Oh Ember my dear, please take a seat." The Overlord said as he snapped his fingers, and two Changelings flew in with a chair for ember to sit in.

Ember did as she was told and sat down.

"Now the, tell me, what do you know about Multiverses." The Overlord said.

Author's Note

Double Upload guys.

Hope you enjoyed the story so far.

My request for a cover page still stands, if you can draw me one, I will be eternally greatful.

Chapter 7: Duel of Kings

Sombra stared down Thorax, axe at his side. Perhaps this changeling could stand up against the Overlord.

Sombra smiled to himself. 'All I have to do now is make sure you win my fluorescent little friend.'

Shadows began to collect under Sombra's hooves. They suddenly shot up and covered his entire body, before hardening into black crystals.

The Black Crystals formed a suit of dark purple armor around him, spikes forming into a crown on his head, alongside spikes that emerged from his fore-leg shoulders. The Only things visible through the Armor were two baleful glowing green eyes, without pupils.

"I am the Darkness incarnate. Mortals fear me, for I am unending." Sombra said. A little campy, but it got the point across.

Thorax gulped and began charging a spell, both his antlers, and his horn glowing cyan blue. He was confident that he was atleast powerful enough to fight him for more then a few minutes. He had heard that Sombra was only as strong as one of the princess.

But wait... wasn't Sombra shattered into a thousand pieces? Was this a different Sombra? If that was the case this could go down south, really, really quickly.

Suddenly, Shadows under Sombra's feet burst outwards launching Sombra into the air, he then brought his Axe downwards towards the Changeling King.

Thorax jumped out of the way just in time, so that he wasn't slice in half by the Axe, however, Black Crystals shot up out of the ground, spreading around the area where the Axe struck the ground.

Thorax was launched into the air by this, landing several meters away, a couple cracks in his Carapace. He looked up with a grunt to see Sombra walking through the field of Black Crystals towards him.

With a Horizontal swing of his Axe, he sliced several crystals in half while still walking. His eyes locked with Thorax.

Thorax gritted his teeth and fired a spell at Sombra.

The Cyan bolt of Energy struck the Crystal, being absorbed into it. The Crystal armor flashed purple for a brief second before retreating into an Almost black purple.

Sombra then burst forwards, and swung his axe, attempting to cut Thorax in half.

Thorax took to the air just in time, to have the Axe barely scratch against his armor. Thorax flew to upwards until he was almost at the roof of the Building and charged spell that Starlight had taught him last time she visited. He remembered that it was good for destroying rocks, which the Hive desperately needed when expanding and digging.

Crystals were just type of shiny rock right? It didn't matter, it was at this point, probably the only spell he had that could tear through the armor.

Sombra crouched down as the Crystals that had been created from his attack broke apart, and turned into shadows that began to collect at his feet.

He preformed another Shadow jump, where the Shadows launched him upwards. He flew directly towards Thorax.

Thorax fired his spell directly at Sombra. A large blue beam struck Sombra directly in the chest. The Bolt created a small crack in Sombra's armor, afterwards, a blue ball of energy flew out of Thorax's horn and dug into the crack, before exploding.

A massive storm of Crystal shards flew outwards in all directions. The two of them were too far in the air for the Shards to have any affect on the battle below, besides a slight annoyance to the fighters, but the shards flew directly at Thorax, many of them digging into his Carapace, but the worse part was that a couple of them flew directly at his wings, digging holes in them, and causing Thorax to scream out in pain.

Thorax began falling towards the ground, but Sombra had fallen first.

The smoke created by the Explosion cleared allowing Thorax to see the Falling Sombra.

The Two locked eyes as they fell, a tad bit of an awkward moment.

Just as Sombra was about the hit the floor, he transformed into a shadow, which splattered against the pavement, before regrouping into one pony like form, solidifying into Sombra.

Thorax was not so lucky as to have an ability like that, but he come up with a plan that could work in a similar way. Thorax transformed into a Jellyfish and hit the ground to no damage, before he turned back into his form.

Thorax was completely fine, because there jellyfish had no body parts that could actually be hurt from a fall. No Bones or Carapace to break.

He however, did not have a moment to breath before Sombra swung his axe at him. Thorax got out of the way just in time to avoid a strike.

Thorax however, was not able to avoid a punch from Sombra which sent him flying backwards.

It however, was at the perfect angle to send him flying towards the Equestrian spear wall.

Sombra smiled at his handiwork. Not only had he made the fight look convincing, so much so, that he believed Thorax would think that no punches were pulled, even though he was only just trying, but he had also made it look like he had accidently punched Thorax towards an area where he would most likely not be able to retrieve him.

"Sombra! You idiot! You just threw the Changeling King towards the enemy lines! The Elements of Harmony will clearly be in a position to protect him from us now!" The same Changeling said, landing besides Sombra. "I am taking control. I will fix your mistake."

Sombra looked to the Changeling as he turned around a walked through the veil of Darkness.

This could be a problem.

"I mean, you guys are basically going around chopping the heads off Equestrian nobles and killing people. That isn't very obviously not good for people who eat love, and don't you guys get your strength from love." Ember said.

General Haras stared at her and gritted his teeth, before the Overlord raised his Hoof and prevented him from saying anything.

"My dear, it is a rather simple answer. We removed our need to eat love by eating other things." The Overlord said.

"Like?" Ember pressed the question.

"The rest of my hive eat hate. It is a very plentiful thing here." he answered.

"The rest of your hive? Does that mean you eat something else? What would that be?" She asked.

The Overlord smiled. "I eat something that is a little harder to get. Something that I actually have to put work into."

Ember blinked and the Overlord was suddenly gone.

"Fear." The Overlord voice continued from somewhere behind her.

She quickly turned around to see that the Overlord was now behind her, brandishing his two wicked fangs.

Ember stumbled away from him, her eyes opened wide, clearly with fear.

"Delicious." The Overlord chuckled, before disappearing again when Ember blinked again, returning to his throne.

"This doesn't really answer my question though. How exactly did you get that powerful?" Ember pressed.

The Overlord scowled at this. His flaming eyes locking with Embers, causing a chill to run down her spine.

"All you need to know right now, it that I have absorbed a lot of fear in my life, and leave it at that. I don't trust you enough to DARE telling you anything. I know that if I told you now, you would run off and try to use my own powers against me." The Overlord replied, rising from his throne.

Ember slowly backed away from the Overlord and gulped.

"I'll forgive this transgression this time. If I hear that question escape your mouth one more time, I will put you down like a dog." The Overlord said, causing Ember to nod profusely and quickly exit the room.

The Overlord's scowl dropped and he fell back into his throne with laugh. "It looks like I have a new replacement for Sombra. One that actually knows how to follow orders."

With Shining Armor down, it was not Celestia's job to coordinate the guard. She gave out orders and designated a escape rout for the fleeing civilians and party goers. This has gone down as perhaps the worst Galloping Galla so far, she had to say. This was going horribly.

This was also her first real time directing guards and she was commanding a squad of royal guards to fight a small army of Changelings lead by her former lover. This was a VERY bad day for her.

But, unbeknownst to her, the Alternate Pharynx just behind her slowly cracked one of his flaming eyes open.

Author's Note

I personally belive I am.... ok at fight scenes.

If you liked the story, feel free to like and comment.

If you didn't leave a comment telling me how I can Improve.

Chapter 8: Regicide

Twilight watched on in pure horror at what was unfolding before her. These changelings were acting like pure savages. They had no self preservation, or anything resembling an off switch. They were simply monstrous murderers.

She was currently trying to stop any needless deaths, firing laser and laser into the changelings. She had not seen anything like this before in her life. This kind of Carnage was unknown to her and her friends. In fact, it was unknown to the Canterlot guards as well and without Shining to direct them they were having some trouble pushing back the enemy changelings.

She fired another burst of spells before all the changelings suddenly stopped and began hissing and growling like wild animals afraid of someone wielding a torch.

"Pathetic Equestrians, lesser beasts, and inferior bugs alike! I recommend that you lay down your weapons and give us what we want." A Changelings voice rang out, coming from the wall of shadows.

Twilight and the Others looked to the wall as It disappeared. A collective gasp rang out from the crowd.

Standing in the gap was a group of Changelings holding Sandbar, Silverstream, Ocellus, Yona, Gallus, and Smoulder. Knives were held to their throats via levitation.

One changeling stood in front of them a longsword at his side. He was clearly the one who had said it.

Sombra stood off to the side. He gritted his teeth, trying to perhaps suppress himself.

Twilight was shocked. 'How did they-'

Her train of thought was interrupted as, with a roar, the alternate Pharynx rose to his feet and gnashed his teeth with murderous intent.

Overlord Thorax sat in his throne sharpening his talons on a whetstone when he heard the voice of one of his soldiers in his mind.

'My Overlord. Pharynx is awake, but I have these pathetic equestrian on the ropes, and rescuing him is no longer needed. I think you may want to see this Overlord."

The Overlord cocked his head at this. An initiate had just contacted him, and peeked his interest. If this was actually interesting the Initiate might have earned a promotion. If not the Initiate would die. A win-win in truth.

He did need to get rid of any weak blood in his army anyway.

The Overlord put down his whet stone and the fire in his eyes grew brighter, allowing him to see the situation from the Initiates eyes.

'You were right soldier. This is indeed an interesting situation. Although I do need to speak to Pharynx real quick.' The Overlord said. 'And real quick, if you get the chance, give Sombra his just dues.'

'Yes my lord.'

Celestia took a few steps back as Pharynx closed in on her, Royal Guard rushing to her side. Two Royal guard tried to get in-between Pharynx and Celestia.

Pharynx responded by grabbing on by the throat and picking the guard up and shoving his blade straight through the Guards chest before ripping it out and using it as a club to bash the other guard to the ground.

Pharynx tossed the dead guard over his shoulder, but not before he slammed one of his clawed hooves onto the head of the downed guard, killing him as well. He crouched down and began to close in on her. Celestia took a couple steps back and frowned.

"Begone Beast!" She yelled and blasted Pharynx away with a spell.

The Alternate Pharynx was thrown backwards but he caught himself on the floor, his talons digging deep gashes into the ground.

He was about to jump at her again until the flames in his eye increased in luminosity and he growled.

He jumped into the air and opened his wings allowing him to fly over and land next to the Changelings holding the 6 Students.

"And without any more further interruptions." The Changeling with the longsword said. "I am willing to preform a trade."

He pointed the tip of the Longsword at the Children. "These gnats for her."

He then pointed to the Alternate Celestia with one of his hooves. "It shouldn't be to bad of a trade. You already have one of her."

The Alternate Celestia was quiet. It was true that they already had one of her, and she had already spread the news of the Overlord. The others might be able to defeat the Overlord.

"Fine." The Alternate Celestia said, limping forwards.

Everyone turned to her. "What are you doing?"

"What I must" she replied slowly as she walked forwards.

"Good." The Changeling said. Signaling his men, who tossed all but Ocellus down to them.

"What?" Celestia said before she was punched in the face, and knocked down onto the ground.

Sombra ran up to the changeling. "What do you think you are doing."

The Changeling smiled, as his Longsword suddenly burst into flame.

"The Overlord's work." He said before quickly Shoving the blade through Sombra's chest.

The actual Celestia screamed at this, and everyone else once again gasped.

Sombra slowly looked down at the wound. He did not have enough time to turn the area to shadow. The blade had actually wounded him. "W... wha...." He started. He wanted to speak but the blade in his chest prevented him from strining a proper sentence together.

Sombra looked back to the Changeling who was smiling. "Enjoy Tartarus." The Changeling whispered to him. "The Overlord will never join you there."

The Changeling ripped the blade out before he looked over to Ocellus and levitated the Changeling nymph over to him.

He pressed the blade of a knife against her throat until cyan blood began to slowly leak out.

"This Grub is going to be a little more expensive." He said putting his had right next to hers and licking his fangs.

"This pathetic grub, is going to cost him." He said pointing his blade at Thorax, who was on the ground bleeding after his little engagement with Sombra.

Thorax looked to the changeling. Fear and confusion in his eyes.

Why would they want him?

Author's Note

This is probably one of my weakest chapters.

Ah well, if you enjoyed please leave a comment.
See you for next chapter.

Chapter 10: Meeting of the Monarchs

For the next few minutes, Celestia sat next to the Black Crystal that was once her lover. The feeling of lost still burned in her chest.

Soon however, the feeling of lost was replaced. A feeling she had not felt in a long, long time. Rage. Pure, unadulterated rage.

This, 'Overlord' had taken away one of the things she taken away something she loved most, and she would have her revenge.

Celestia pulled herself up, a scowl on her face.

"Twilight!" Celestia said, her voice ripe with rage, and almost as loud as if she was using the Royal Canterlot Voice. "Contact Prince Rutherford, Queen Novo and Grandpa Gruff! I want the leaders of Every kingdom we know of coming to Equestria! We are going to war!"

"Is Grandpa Gruff even the leader of the Gryphons?" A nearby guard mumbled to another.

"I don't know, just role with it." The Other replied.

Twilight Saluted. "Yes Ma'am!" She yelled before she left the room with her friends, preparing to write letters to the monarchs of the many different kingdoms.

"You, Guards. Wake up Shining Armor. We need the Royal Guard trained to perfection." She said pointing to a squad of guardsmen with the tip of her sword.

The Guards Saluted before getting to work.

"From this day forwards, Equestria has declared war upon The Overlord and his Empire!" Celestia declared raising her hoof.

The Monarchs of every kingdom sat at a table in the center of the Royal meeting hall. Flanking the Monarchs were their Personal Guards. An Idea implemented by Ember and Prince Rutherford. To make sure that the leaders were always with their elitist soldier, to make sure there were no problems during negotiations.

There were the obvious ones of course. Behind the Quad-princesses and the Alternate Celestia was Shining Armor in his Purple armor, and behind Thorax was Pharynx, who had donned a suit of Dark Blue armor, which consisted of smooth metal and two Mandible like pincers that came out of the sides of the head, the Stereotypical Changeling armor, larger then average though to fit Pharynx.

Both of them looked equally ragged however, Pharynx's forehead was emblazoned with a large crack, and Shining had a black eye.

Standing behind Ember however, was the tallest creature in the room. Standing a good ten feet tall and covered in Red Armor stood the dragon by the name of Flare. In his right claw was a large red tower shield with the image of a flame carved into it and in the left hand was a Warhammer that would require two hands (Or hooves,) for everyone else in the room, baring one. Nothing of the Dragon was visible under the armor, aside from two eyes with orange irises. The helmet had vision holes that were in the shape of two frowning eyes, making it seem that the Dragon was perpetually mad.

In a complete tone shift, on the opposite end of the table, sat Queen Novo. Her guard was General Sea Spray. He was a purple hippogriff wearing golden armor which shone brilliantly in the light. Clasped too his side was Rapier with a rather large Pearl in the pommel. He stood confidently, an odd aura of smugness around him, which was usually not seen when he was among his other Hippogriffs or not in armor. It was clear, at least to Pharynx that Sea Spray foolishly thought that he could take on any other Guard in the room and come out victorious, but Pharynx felt he knew those kinds of people enough. They were all show.

Beside Queen Novo sat Grandpa Gruff. He wasn't really hear to listen to any of the other leaders. Really, he was just there for the food. Behind Gruff was a rather large Gryphon. He stood as tall as Pharynx and Luna, but he was a lot broader. He wore a suit of Silver full plate armor and a great helm. The Feathers in his wings were uncovered however, the limb area that the feathers emerged from was covered in small plates of armor. He wielded a heater shield, which had the symbol of Griffonstone, the idol of Boreas, and a steel straight sword, decorated with gold and silver. This Particular Gryphon was named Gallant. He was more of a spoilt rich boy then a warrior. He was one of the richest Gryphons around and thus had access to all the best equipment the Gryphons had to offer. He was still a good fighter, but just not to the extent of others.

Last, but certainly the largest in the room, in terms of weight and shape, at 8 feet tall and weighing 2,000 pounds of pure muscle was Gowland. He stood behind Prince Rutherford. He was a Yak with large black fur and wore a horned helmet, which made it look like he had 4 horns. He held a really large great axe, which was as long as Flare was tall. The Yak looked like he was able to bring down a building by charging at it.

Shining Armor leaned over and whispered to Pharynx. "I think Ember and Rutherford only wanted the guards to be there for the meetings so they could show off Flare and Gowland."

Pharynx snorted, clearly stifling a laugh. "You think?" He replied in a whisper.

The alternate Celestia stood up suddenly, slamming her hooves on the table.

"Greetings. I am Celestia. The Celestia of a different world, who has come here through a Magic mirror to be more specific. You have all been called here for a very important reason." She said before her horn glowed and an image appeared in the center of the table.

It was a tall changeling, almost exactly similar in appearance to Thorax. This Thorax wore a crown and a suit of dark grey segmented armor. He also wore a dark red cape, which fit with his Crimson Carapace and two dark grey Antlers.

"This is Overlord Thorax. He has conquered my world, and I feel that he may be coming for your world now. We need to band together to save both of our worlds." Celestia said.

Thorax and Ember responded almost in unison. "We are in." They said.

"If an evil me is trying to conquer the us, I will definitely help." Thorax finished.

"I mean, we already knew you were going to be joining us," Twilight said "But we appreciate it."

"Consider the Hippogriffs and Sea Ponies are on your side. Consider it our debt for your help." Queen Novo said.

"Yaks help ponies fight tall red bug pony!" Prince Rutherford said, raising his left forehoof into the air.

It seemed almost unanimous until Gruff decided to speak. "How do we even know this 'Overlord' is as evil as you say?" Gruff stated, leaning back.

The Alternate Celestia glared at him for a second before slowly exhaling. "My world is the opposite of yours, those who are evil in your world are good in mine, and visa versa."

"Then how do we know that you are not working with him? If the alternate Thorax is evil, should not the alternate Celestia be as well?" Gruff stated, rising from his seat.

Gallant placed his left foreleg's claw upon Gruff's shoulder. "Now now, Gruff, thouests world insulteth our benevolent benefactors. We doth not wish for the Regal Princesses to be offendeth by thine owns of Fiddle-faddle." Gallant stated, "Although, we would truly prefer evidence of no foul play or humbuggery."

He turned his head to look at the alternate Celestia, hoping for her to give proof of her claims.

"I can provide proof myself," Pharynx said stepping forwards. "We first became aware of the Overlord's existance when one of his warriors attacked the alternate Celestia here, when she tried to reach us. Afterwards, he threw a Halberd at my brother and could have killed him. Is that not evidence enough of Celestia's claims?"

Gruff sat back in his chair. "Yes I suppose. Fine, you have our support, but I don't think the Gryphons will be able to provide much support to the war effort, giving our recession and all."

"Maybe they wouldn't have such a problem with money if their richest figures didn't dress themselves in armor and went about pretending to be warriors and nobility." Shining Armor quietly mumbled to himself.

"On to more pressing matters." Thorax said leaning forwards on the table. "What are we going to do? It's not like we can fight a war using a mirror as a method to get to and from battle."

"That was a problem I see as well." The actual Celestia said placing her hooves onto the table. "But I might have an Idea. Star Swirl the bearded created the magic mirror that allows us to travel and thus, with the help of Alicorn magic, he might be able to create a larger portal between the realms, allowing us to move our armies between the two."

"But, while everyone is trying to find Starswirl and the rest of the Pillars of Equestria, The Elements of Harmony will enter the world through the mirror and attempt to defeat the Overlord first, to prevent any unnecessary deaths."

"Wait a second." Said Sea Spray, stepping forwards and putting one of his claws of the table. "Just because this person is evil does not mean he is trying to take over our World as well. I am sure if we negotiated with him, we might be able to come to a common ground, and stop a war that could lead to thousands of deaths."

There was mumbling around the table at this and a couple nods of agreement.

"You don't get it." The alternate Celestia said with a look of anger on her face. "The Overlord and his Changelings feed on war. War is what gives them purpose!"

"Then Declaring war on them would only feed them, and make them stronger." Novo said, which caused a lot of people nod in agreement. "I say we put it too a vote. All nations in favor of going with the Elements into the alternate world and attempting Negotiations with the Overlord?"

Queen Novo, Gruff and Thorax all rose their hands.

"Thorax? Why?" Pharynx whispered to his brother.

"Queen Novo is right. We have to at least make sure. The Changeling people can not afford a war. I am confident that no one here could." Thorax whispered back.

Pharynx could only grumble in response.

"It appears to be a tie. One more vote is required for it to pass." Luna said. Nobody did anything until the real Celestia slowly rose her hand as well.

"What?" Her alternate self cried out. "You are fools! All of you!"

"What are you doing Celestia?" Luna whispered to her sister.

"I will avenge Sombra's death, personally, and if negotiations fail, that will be my best shot to stab my spear into their Tyrants heart." Celestia whispered in response, a dark frown on her face.

Luna was silent for a few minutes, before she nodded in response. "Ok sister."

Author's Note

Fiddle-faddle: Nonsense.
First known use: 1577

On an unrelated note, the story has the most positive replies to any story I have ever made, so thanks to all of you for all the support.

Y'all are the best!

Chapter 11: Soldier's Board Meeting

Pharynx stood at a table in front of a large group of captains and generals of a bunch of different races that were allied to Equestria as they all stood together in a large planning room.

Well, planning room is a bit of a stretch. It was really just an above average sized classroom in the Friendship university. The generals and captains stood together in clumps, chatting up and making plans.

Shining Armor walked up to Pharynx. "I think it is time to start." He said taking position next to Pharynx

Pharynx cleared his throat to get their attention. Everyone turned to Pharynx who was, as of current the only changeling in the room. Pharynx looked to the many creatures in the room and prepared to talk.

"Ok. Before we begin I need to get something clear. Which among you have had a war within the last 100 years?" He said looking through the room.

The Equestrian, Yak and Dragon commanders raised their hooves or hands collectively. (The Dragons and Yaks fought a quick 1 day war against each other in the comics.)

Pharynx of course raised his own hoof as well. "Ok, and which of you actually shed blood in this war, and didn't have it end within a couple days because a group of plucky heroes fired a laser at a bad guy, or talked the bad guy down." He said.

Every creature barring Pharynx lowered their hooves or hands. Pharynx rolled his eyes. "As I thought." He walked over to a central tabled that had been set up. Spread across the table were two maps of Equestria, sitting right next to each other. One featured all the Collective countries penned in, while the other was almost completely Crimson, Baring an area at the top that was black, and 2 areas in the north east that were brown and Silver.

Pharynx looked down at the map as the generals started gathering around the table. He began setting down figurines, representing the armies of each of the different kingdoms who had gathered here today.

In the center was a small figurine of an Equestrian royal guard, holding a spear, made of marble. The Equestrian royal guard sat on top of Equestria which was golden in color.

To the far south, was a figurine of a Changeling soldier in the beetle like armor that they usually wore, mandibles and all. The changeling was also wielding and spear and was made of Jade. It sat over the Changeling lands, which were dark green in color.

Next came a Gryphon figurine. This figurine wore a kettle cap and chain mail with a tabard, stereotypical of the men at arms of old. The Gryphon holding a pike. The Gryphon figurine, made of Granite, stood over Gryphon-stone which was brown.

Next came a stylized figurine of an adult dragon, made of a red stone. The dragon sat over the Dragon lands which was just as red.

Then came the Yaks who were made of opal. The Yak was in a leather hauberk and a horned helmet. It wielded a large double handed great axe as it stood atop the white Yakyakistan.

Finally came the Hippogryphs of mount Eris and Seaquestria. They it wore the Brass armor that was stereotypical of their people. The Hippogryph figurine was made of Brass and wielded a circular shield and a spear. He stood above a small section of orange land, representing Mount Eris.

That is when Pharynx turned to the other map. For this map, he simply dropped several obsidian figurines in the shape of changelings on the crimson map.

"This is the situation." Pharynx said as he placed his forehooves on the table. "We are now at war, with the Changeling Empire of a Parallel universe. They have conquered that Equestria and are prepared to take our world as well."

"Do we know anything of their logistics, their army size, their command structure, their troop positions?" Oceanspray said stepping forwards.

"No." Pharynx said. "But we do have a plan."

"Well, the princesses and other leaders have a plan." He doubled back on himself

"We are going to gather our forces here." Pharynx said as he picked up all of the figurines on the proper side of Equestria. He then placed them all on the map in northern Equestria, near Vanhoover.

"Starswirl the Bearded will then place a portal here on the map. We will then use it to travel to the alternate Equestria." Shining armor emphasized the point by teleporting all the figurines to the other Equestria, in the same location, just on the other map.

"That is when we will spread out. By liberating sections of the Alternate Equestria we shall unite resistance cells and add them to our armies." Pharynx said as he used magic to move the figurines having them spread out.

"Should not we outnumber the alternate Changeling's armies 6 to one? They are only the Changelings, while we have Changelings, alongside the 6 other kingdoms gathered here." A Gryphon General in full plate armor said walking up to the map.

"Perhaps, but likely not." Pharynx said. "Alongside this, I can easily state that the Changelings of this race will be much stronger then any of us. They have been in wars, and have actually fought, we have not. The Soldiers of our kingdoms have never once had a proper war, never mind battle. The only actual battle I can think of that has happened was the siege of Canterlot a couple years ago, and that battle lasted for all of 20 minutes and it was perhaps the most one sided battle I can think of. That is until Equestria cheated."

"You just can't handle that we won." Shining said to a round of laughter.

"This is serious!" Pharynx shouted. "Our enemy will know how to wage war. From what I saw, they are merciless, fearless killers. They are without a doubt the worst foe anyone could possibly ever face on the battlefield, and our armies, are going to be fighting without any previous experience. They will slaughter us in battle, unless we come up with some actual tactics. We need to plan!"

Everyone shut up and stared at him. "The largest battle we will fight, is when we first emerge from the portal. The Enemy will swarm towards us and try to take the portal back and use it to invade us. So this will have to be the battle we plan for most."

Pharynx walked over to a second table followed by the other generals.

This table had upon it, a map of the land around where the assumed portal will go with regiments of tin soldiers set up in front of it. On the other side of the map was a large horde of crimson models of changelings. "This battle will require the greatest of strategies, so this is what we shall do."

"Immediately once we leave the portal, the Hippogryph soldiers will take up Phalanx positions, with the Equestrians forming ranks directly behind them." He said as he moved the regiments into position. The Yaks and Dragons will take up the role as heavy infantry, and once melee is engaged, they will wade through our spear walls and join in the battle. While this is happening, the Gryphons and Changelings will be acting as Skirmishers. They will harass the enemy lines from every direction. If all goes well we will be able to win this battle and move onto to liberating Equestria. Are there any questions?" Pharynx said.

No one responded.

"Very well." Pharynx said. "Let's go men! Double time! Move move move! We need every soldier in our militaries mobilized and ready. Now!"

The Generals all saluted before they began charging out.

The Students of the school had all gathered in the court yard, when the doors of the room exploded open and the many officers charged out, leaving towards their homelands and capitals, to bring ready there armies. War was coming to Equestria.

Chapter 12: Negotiations Were Short

Chapter 12: Negotiations were Short

The Elements of Harmony, the leaders of the world and their guards stood before the magic mirror to the alternate world. Fear was evident on the faces of the weaker members of the elements (Fluttershy.) while the faces of the elite guards were filled with Righteous indignation.

"Allow us to go first ma'am." Shining Armor said stepping next to Princess Celestia. "We will be sure that nothing will happen to you or the other leaders."

Princess Celestia looked to her trusted General, then nodded. "Very well. Proceed."

Lord General Barxt sat down on a chair, that had been taken from a nearby café, as he rested his head on his hoof which was propped up on a table, which had also been taken from the same Café.

Barxt sighed. Him and his men had been standing outside in the plaza for a couple hours now. Where were they?

It was then that a ripple appeared on the mirror.

Barxt rose from his seat as dozens of Changelings with Crossbows raised their weapons behind makeshift barricades.

A single white stallion in purple armor stepped out.

"FIRE!" Barxt yelled as he raised a hand crossbow. The bolts fired all at once and flew towards the stallion.

Through quick thinking the pony raised a shield which held as the bolts slammed into it, but it was covered in cracks and shattered the second the barrage had ended.

A second creature exited the portal. It was a gryphon in silvery armor. The Gryphon flung himself in front of the stallion and raised his shield, blocking a final bolt that had been fired by Barxt.

"Calm yourselves you senseless ruffians! We have only come for the sole reason on negotiating. Lower your arms if you have any sense of nobility you curs!" The Gryphon said lowering his shield. The Stallion looked to the Gryphon, relief and gratitude evidence on his face.

Barxt raised an 'eyebrow' at this revelation as his men began reloading their crossbows. "Hold your fire men." he said as he raised his hoof into the air.

His men looked to their leader, confused as can be. "I am sure our Lord would want to hear about this." he said. "Fibula! Go fetch our master!"

"Yes Lord General!" A female changeling said with a salute before she took to the air towards the throne room.

Barxt looked back to the mirror as more and more creatures began walking out.

Overlord Thorax snored as he sat back in his throne, the changeling he was using as a foot rest did not seem to care and continued to lay there.

That is when a female changeling flew in through a window landing in the center of the room. Several Overlord's Guard stopped her, lowering their halberds towards her.

"My Overlord!" The Changeling shouted to the Sleeping Thorax. The Overlord slowly opened an eye.

"What?" The Overlord replied tiredly. He yawned and stretched his back until there was a pop. He reached back and scratched his shoulder after he was done.

"Lord General Barxt sent me. Several creatures from the alternate world have emerged from the portal. He asked me to retrieve you so that you may hear what they have to say personally." The Changeling said bowing.

"Hmmph, this had better be rather interesting for Lord General Barxt to interrupt me in the middle of my nap." The Overlord said rising from his throne and walking forwards, flanked on either side by several of his guards. "Otherwise I might have to relive him of his new promotion."

"Trust me my lord. This is going to be worth it." The Changeling said with a bow, before she took off again through the same window.

"Is it now?" The Overlord said cocking his head to the side. He snapped his claws, causing Pharynx and Ember to land next to him.

The Elements and the Leaders had followed the warriors through the portal. Currently the group was standing ready for anything.

Flare and Gallant stood in front of the group, shields faced towards the changelings with the Crossbows, who had not lowered them since they arrived. The Two were clearly worried that they would fire again. Shining was standing behind them, horn lit to raise a magical shield should the need arise. Behind them were Sea spray, Pharynx and Gowland, who had their weapons raised, ready for anything.

"Hey uhh…" Shining started as he looked over to Gallant. "Thanks for that."

"What ever doth thou mean?" Gallant replied. "That selfless act was only what any other would do."

"Here I was thinking that Gryphons were incapable of being Selfless." Pharynx said with a chuckle, only to be elbowed in the side by Gowland, who was strong enough to almost knock him over.

"If you say so." Shining said, when he was interrupted by the sound of marching. The Changelings ahead of them lowed their crossbows and went about moving the barricades to provide a clear path for the marching feet of a regiment of Changelings in Black full plated armor.

Walking at the head of the Army were three individuals who walked in a triangular shape. In the center was the Overlord and to his left was Pharynx, whom Shining and Pharynx had the displeasure of running into before, but to the Overlord's Left was a Dragoness in dark grey armor with blue scales and purple spines.

"What the?" Ember said. "I am his lackey in this Universe!" Rage bellowed in her eyes, but she quickly calmed herself before she did anything rash.

The alternate Thorax walked up to the leader of the Changelings who were pointing Crossbows at them. "Barxt, care to explain to me why they are here?" He said, his voice much deeper and more refined then their Thorax.

"They have come to us to... Negotiate my Overlord." The changeling, known as Barxt replied.

The Overlord was quiet for a few seconds, before he burst into laughter, which was soon echoed by all the Changelings around.

"Don't let me EVER tell you that you never do anything for me." The Overlord said wiping a tear from his flaming eye. "Because this is the best laugh I have had in years."

The Leaders and Elements clearly looked uncomfortable as the Overlord laughed.

The Overlord then turned and began walking towards the Leaders and elements.

"Now then." The Overlord said as he walked. "What is it you vermin would like to negotiate?"

That is when the 6 warriors raised their weapons and stood in between the Overlord and their leaders. "Not another step." Seaspray said pointing his rapier at the Overlord.

The Overlord cocked his head to the side in confusion. Then he stepped back and turned to the Alternate Pharynx. "Come." he said with a side nod of his head.

The Alternate Pharynx flew forwards and landed next to his master.

"Now then. What do you want to do to the warriors who stood against me?" The Overlord said leaning down so that he was eye level with his brother.

"I want to tear to tear them to pieces!" The Alternate Pharynx screamed, loud enough to wake the dead.
The Warriors, especially Pharynx and Shining, took a couple steps back.

The Overlord's hoof suddenly burst into fire, and he lowered it onto the Alternate Pharynx's head, causing fire to surge across the alternate Pharynx's body. "Good boy!" Thorax said while rubbing Pharynx's head like a dog.

Thorax was particularly disturbed by this. He was treating his own brother like an attack dog.

"Go play." The Overlord said with a smile. The Alternate Pharynx suddenly laughed, before he pounced towards Seaspray who tried his best to block him, but it was too little to late. Seaspray was kicked in the head and thrown away like a rag doll.

The Alternate Pharynx giggled like a mad man before charging after Seaspray, who had been kicked down the street, like an empty can.

The Other warriors could only look on in shock before the Overlord's horn and antlers glowed and they were picked up in blood red auras, and tossed down the street after the Alternate Pharynx.

Thorax looked on in panic as his brother and the others were forced to engage with the rabid alternate form of Pharynx. "Stop! What are you doing!" Thorax yelled in fear as we was about to run after his brother, but he was blocked by Changelings in black plate armor, who lowered halberds as they surrounded the Elements and leaders.

"If you want him to stop," The Overlord said, as the Alternate Pharynx punched shining in the face hard enough to send him into the floor with a broken nose. "You had better make these negotiations go by quick."

The Overlord began to lean back as a changeling rushed forwards and transformed into a throne, which the Overlord sat down in.

"Pull up a chair." the Overlord said, as several changelings transformed into chairs, around one who had turned into a table in front of The Overlord. There were 16 chairs, enough for the Elements and all the leaders.

The Elements who were in too much a panic to remember to use the elements quickly took their seats. Thorax was next, followed by the other leaders.

"My, your version of me is a wimp." The Overlord said locking eyes with Thorax. As he said that the Alternate Pharynx caught a charging Gowland by the horns, bringing him to a screetching halt. The Alternate Pharynx quickly kneed Gowland in the face, flinging him away.

"So, what is it you want." The Overlord said with a smile.

The Alternate Celestia quickly rose from her seat and slammed her hooves onto the table, causing the table to flinch. "I want you out of my Equestria and I want my sister returned to me!" She shouted at the Overlord, louder than even the Royal Voice.

"Hey!" The Overlord shouted in reply. "Careful, this table is a valuable servant."

"Did the mean old Alicorn hurt you?" The Overlord said in a gentle voice as he rubbed the table. He then rose from his throne.

"Let's put it to a vote shall we." The Overlord said. "Who here says Celestia is the Ruler of Equestria?"

The Elements and other leaders quickly raised their hooves or hands as Seaspray screamed in pain as the Alternate Pharynx broke one of his legs with a punch.

"I count 15 votes in your favor." The Overlord said. "Who says I am the rightful ruler of Equestria?"

The Alternate Ember and all of the changelings nearby shouted "All hail the Overlord!" in reply.

"Hmmm.." The Overlord slowly said as the real Pharynx was used as a club to bash Flare onto the ground. "1... 2... 3... that's too many votes on my side to count. I think it is safe to say that I win. I love Democracy."

The other leaders and Elements couldn't say anything in reply. "Besides I can't give you Luna back even if I wanted to." The Overlord laughed.

"W... Why?" Celestia stammered out.

"Show her!" The Overlord said as he smiled.

A changeling transformed into Luna before, that changeling was beheaded by one of the Overlord's guard's halberds.

"Tough luck I must say." The Overlord said with a smile. "She didn't even scream." He turned back and looked to the beheaded Luna as she turned back into a changeling.

Suddenly the Overlord was struck directly in the face by a golden bolt of energy. This caused him to be flung backwards, snapping the back off the throne he was in, killing the changeling who had transformed into it, and sending him down the street that was behind him.

The Overlord used his claws to dig into the pavement, stopping him before he flew to far away. The Overlord had his head down, but he raised it with a face of pure rage.

Back at the table, and equally as Angry, was the Alternate Celestia, who had transformed back into her evil self. The Others gasped. This was not good.

Author's Note

New chapter my friends.

I must say, I cannot tell if these chapters are getting better of worse lol.

Enjoy.

Chapter 13: Two Princesses Against One Changeling

The Alternate Celestia, whose appearance had shifted to more closely resemble that or Daybreaker, rose from her chair and charged directly towards the Overlord. Using magic, she created a spear out of shining energy and used her magic to thrust it towards the Overlord.

Just as quickly, a Zweihander made out of flame appeared infront of the Overlord and parried against Celestia's Spear.

The Two held their weapons together, in a shaking parry, as they solidified. Celestia's light spear becoming a Spear golden in color, with a blade as white as ivory, while the Overlord's weapon became a Grey Zweihander, so dark in shade that it was almost black. Both weapons were wrapped in the respective colored magic colors of their owners. Golden for Celestia and Crimson for Overlord Thorax.

"You prove my point Celestia." The Overlord said as he walked forwards, pushing his blade forwards with him, forcing Celestia to take a step back. "Ponies are mindless savages, only driven by base desires for vengeance and controlled by their emotions. You do not deserve to rule, if you let your emotions control you."

"You killed my sister!" Celestia screamed in response before pulling her spear back, shooting out sparks as the gold platting of the spear was scratched up by the black steel of the Overlord Weapon.

She suddenly rushed forwards, wildly stabbing at the Overlord. The Overlord merely walked backwards to dodge her insane thrusts, and stabs. When one of her strikes looked as if it were going to stab him in the heart, he rose his blade and slammed it into her spear from below, causing Celestia to lose her magic grip and the spear to sail high into the air, before slamming into the street a couple meters behind Celestia, stabbing into the cobblestone street.

"You're right Celestia. I did kill your sister." Thorax said walking forwards, his blade coming to his side. "Worry not however, you are about to join her."

Suddenly a second spear came flying at him. This spear was similar to the other, but had gems encrusted along it's shaft, making it differ from the pure gold of the other. It was similarly wrapped in golden aura, but the Alternate Celestia's horn was not glowing.

The Overlord rose his sword in time to bat the spear away, but it was an incredibly close shave. Thorax was then punched in the side of the head by a white hoof hoof with a golden slipper (Or whatever those things Celestia wears are called.). The Overlord was propelled away by the blow and landed on his stomach, back facing the Alternate Celestia.

The real Celestia flew back from hitting the Alternate Thorax and landed by her counter part, taking her spear back into her grasp. The Alternate Celestia followed suit, grabbing her Spear as well.

The Overlord rose to his feet, before turning his head and flaring his eyes with an animal like snarl. The Fire burning in his eyes was much more intense now. He quickly turned around and raised a hoof. He swatted it through the air and 6 Zweihander appeared floating in the air in bursts of fire. They all shot towards the dual Celestias at once, but both of them rose golden magic shields in time. The Shields broke after the third Zweihander, but the two ducked in time to avoid getting hit by the Zweihanders. The three which had not been blocked impaled into the street behind them.

"You dogs truly are persistent. Try as I might to discourage you from throwing your lives away, here you are, raising your spears against me. How pathetic." The Overlord said as he walked forwards. "Suicide is hardly a good idea for monarchs."

The Alternate and real Celestias flared their wings. The Overlord flared his Elytra. Instead of the clear, thin, carapace wings that Changelings usually had, fire emerged from behind them. The large inferno that came out of The Overlord back soon took the vague shape of wings. "Now then, vermin, prepare to meet your deaths."

With a flap of the flaming wings he propelled himself into the air. Soon he was far above them. The two Celestias took to the air after him.

Thorax waved his hoof through the air several times and created several dozen Zweihanders. All at once the Zweihander shot towards the two. Skillfully they dodged through the swarm of blades, weaving in-between the swords as they flew towards the two. Those they could not dodge they easily hit away from them with their spears or created shields to block. The remaining blades rained down past them and ended up impaling many a crimson changeling below.

Just before they arrived at him, the Overlord created yet another sword and grabbed it in his clawed hoof, he held it horizontally right in front of him and scraped his other hoof across the flat edge of the Zweihander, creating Crimson sparks.

The real Celestia arrived first. She thrust directly at his heart with her spear. He caught the spear with his free front hoof and brought his Zweihander down directly on it's middle chopping the spear in half. With the section he still held, which included the spear, he thrust it towards the real Celestia's chest.

Just before it hit her, it was blasted out of his hand by a golden beam. The Falling section was grabbed by the real Celestia's magic and slammed back into place on her spear, which she cast a repair spell on, fixing it.

The other Celestia pulled up next to the Overlord and the two struck towards the Overlord in unison.

The Overlord dodged by flying upwards. He then created a second Zweihander and took it in his other hoof. The, now duel wielding, Overlord flew down to their level and slashed at both of them with his swords.

The Princesses blocked, the Alternate one being much better at it than the real one, and both began attacking the Overlord with their spears. The Overlord used his swords to block the many thrusts until he eventually knocked the real Celestia's spear from her hands.

The Real Celestia was forced to fly away from the Overlord to avoid a slash from his Zweihander.

"Enough of this!" Celestia yelled before her horn was covered in golden light. She fired it directly at the Overlord.

The Overlord only had enough time to raise his sword and block the beam with it. When the beam stopped, all the Overlord was left holding was a hilt and a mostly melted blade. The Overlord tossed it away before he rose one of his lower hooves to kick the Alternate Celestia in the face, flinging her away.

The Overlord then turned to look at her. "You realize by doing this, you have declared war on my kind right?"

"I don't care. You killed my Sombra." Celestia said, her eyes narrowing into hateful slits.

"Au contraire, mon cher," The Overlord said. "He killed himself."

"Celestia, be careful." Twilight said as she saw her teacher squaring off with the mad Changeling King above them. The Changelings did not close in on them, they were too busy reorganizing after quite a few of their crossbow men had been killed by falling blades, or watching the fight that was going on.

She was knocked out of her trance when a cyan beam suddenly shot by her. She followed it's trajectory where it struck the Alternate Pharynx in the side as he was about to bring his blade directly into the downed form of Gallant. Thorax jumped from his seat and went over to the sight of the battle between the alternate Pharynx and the warriors. Although the word slaughter was more accurate.

All of them were coated in wounds head to toes with cuts, bruises and other such wounds, a couple of them had broken bones as well.

Twilight was about to rise from her seat to help but suddenly ropes shot out of it and wrapped around her, keeping her still, she charged for horn to ready a spell but then found it covered by something, preventing her from preforming a spell. She looked around to see the others were in similar situations.

The Table suddenly changed into a Crimson changeling with flaming eyes.

'Oh right.' she thought. 'The seat was a changeling.'

Thorax gulped at the damage he saw. If this was a world without magic all of them would probably be dead, or would at least be crippled for life.

His antlers and horn glowed Cyan and he picked all of them up and held the 6 of them directly in front of him.

"Don't worry, I got you guys." he said.

He channeled Cyan magic into them and used his advanced healing magic, as provided to him by being a Changeling King, to heal their many wounds. He set the 6 of them back onto their hooves/feet.

"Let's go. We need to grab the others and get through the portal right now." He said to them. They nodded and looked to the portal/mirror but were stopped as Dozens of Crossbows were leveled on their position.

"Not another step dogs." Barxt said directly behind Thorax.

The Warriors were also frozen as the Alternate Pharynx crawled out of the rubble he had been shot into and hissed at them.

Author's Note

Elytra: Hard peices of Carapace that cover an insect's wing.

And yes, we have the first character to fight using his hooves rather than magic. Don't get all that used to it unfortunately, he could only do it cause he was flying. Ironically, I had the idea for this fight before the story itself, so this was fun to make.

Looks like Twilight and the Gang are in a whole heap of trouble, how will they win against the Overlord now? Find out next time on Elements of Harmony Z

Chapter 14: A Clash of Blades Part 2: Electric Boogaloo

The Princess and the Overlord stared each other down. The two of them were flying high above Canterlot, so high infact that the many Ponies and Changelings below resembled ants more than anything.

"I will admit something to you Celestia. You are much better than me on the magic side of things. While my raw potential vastly eclipses yours, I only gained this new body and all my magic forms very recently, while you have had centuries to tap into your power. You know what your doing, and I am flailing randomly." The Overlord stated twirling his blade.

"Why are you telling me this?" Celestia asked readying her magic, her horn covered in brilliant golden light.

"Because I want to test something. An experiment if you will." The Overlord said tossing his blade over his shoulder. It flew away for several minutes before stabbing into the ground below. "I wonder which is stronger. Raw power, or skill." He said as his horn and Antlers began glowing blood red.

"Shall we?" The Overlord said as a ball of crimson energy began to form between his horn and Antlers.

Celestia growled at him. "We shall." She hissed.

Pharynx locked eyes with Thorax and motioned with his head towards the alternate Pharynx who was behind him.

Thorax gulped before he slowly nodded. Without warning the real Pharynx darted forwards and Shining armor put up a shield directly in front of the crossbow men. They fired their bolts and were met with them slamming into a purple shield. The Shield bounced the bolts back where they hit the enemy Changelings instead.

Barxt turned to look at the calamity, but was suddenly tackled by the real Pharynx, he pinned him to the ground and held a sword to his neck. "Give me one reason to keep you alive." Pharynx said before Barxt kicked with his hind hooves shoving him off. Pharynx landed away and pulled himself up but Barxt had already ran behind enemy lines.

The alternate Pharynx hissed and rushed after the real Pharynx but was suddenly hit in the face by a cyan beam of energy. Pharynx stumbled and came to a stop. He turned to where the beam had come from. It was Thorax.

The alternate Pharynx jumped at Thorax but was suddenly grabbed in a cyan levitation spell.

Thorax smiled before he reeled his horn back and threw the alternate Pharynx away with all his magical might. The alternate Pharynx sailed away over the horizon. "Hey, I beat him!" Thorax said happily before he and the others were suddenly surrounded by Changelings in black plate armor. They all lowered their halberds at Thorax and the warriors at once.

Thorax walked backwards from the halberds until he was in the center of the circle. The Warriors merely looked at each other a smiled. This was gonna be easy.

The 6 of them then rushed towards the Halberd wall. First to arrive in battle was Sea spray, who used his rapier masterfully to bat aside one of the enemy halberds and get close to the Changeling using it.

Quickly, and almost inhumanly, he found a weak spot in the armor, the area just under the neck. Just as fast, he stabbed his rapier into that changelings neck, the blade emerging on the other side. He pulled it out and began going from Changeling to Changeling, preforming a similar movement.

Next was Gowland, who charged towards the Changelings like a Rhino. His crushing feet shook the very earth as he moved forwards causing several of the Changelings to lose their footing. The Yak jumped into the air and brought his great axe down directly into the Changelings, cracking the pavement and flinging a couple into the air. Then with a couple slow, lumbering swipes he cut several of the Changelings in half with barely any issue.

Flare on the other hand slowly walked to the halberd line. No real rush at all evident in his motion. One of the Halberdiers thrust outwards when he came in range. Flare simply grabbed it and spun it around. The Changeling's flaming eyes widened for a second, before flare stabbed him with his own weapon, directly in the chest. The Changeling collapsed with a loud clatter, the sound of his armor hitting the ground. The Changelings around the dead one looked to him then Flare. They dropped their Halberds and pulled out swords instead. At once 5 Changelings charged the larger Dragon.

Flare merely rolled his eyes before readying his Hammer. With 5 quick and heavy strikes the 5 Changelings were flung away like ragdolls. He yawned and waved his hand infront of his mouth, before turning back to check on the others progresses.

Pharynx was after Barxt who, after fleeing behind the halberd line, pulled out a hand crossbow and aimed it directly at him. Pharynx narrowed his eyes and charged towards the Halberds that were in his way. Just as a halberd thrust out at him, Pharynx jumped into the air and sailed over them. He then turned into his bug monster form and came crashing down on top of the Halberd wielding changelings, his larger claws impaling several of them. He then growled and started advancing on Barxt.

Shining for his part had not actually charged towards the pikes. He merely charged a magic spell. The Changelings of his section of the Halberd circle the group had found themselves in, began advancing on him, eyes narrowed. They failed to notice a small bubble of magic form in the middle of them. Suddenly the Bubble exploded outwards in growth, flinging them into the air. He then with pristine accuracy shot a stunning spell at each of them, awarding him with several headshots.

Gallant however, was slightly struggling. The Halberd wall kept him at bay and he kept his shield up, probing for a weakness to exploit. When one thrust out at him too early, he used his sword to slice the Halberd's shaft in half, allowing him to move it, fighting like a true knightly gentle man he slashed the enemy soldiers in non-lethal positions, dropping them to the ground. "You sirs are worthy opponents who hath earned my respect. Continue thy lives. May this engagement teach you honor!" He said as he stood over the wounded Changelings.

"I shall grant thee mercy so that it may be a skill you learn." He said walking away, "Should thou wish to fight again, I will accept all challen-" he was interrupted by a massive boom above them. Everyone turned their heads upwards to see a massive explosion in the skies. Half of it was made of crimson fires while the other half was golden in color. The fires were spreading out of a singular area, where the Overlord had currently locked horns with Celestia.

"We need to grab the others and leave, now!" Shining said as he looked to the portal, where all the others who had come in were currently tied to their chairs.

"Let's go." Pharynx said as he turned back into his real form and charged forwards towards the Mirror and others.

The Warriors and Pharnx soon followed suit, Flare having to fly just above the ground in order to keep up with the galloping of the others. Barxt was in-between the Warriors and their objective. Seeing the charging enemy, who was much more skilled then him, he turned and started to run, but he was not fast enough.

Gowland pulled up right behind him and lowered his head. When he felt Barxt's back legs touch the top of his head, he flicked his head upwards flinging the Changeling over his back.

The Changeling flew through the air and landed in a heap on top of a nearby building. "Ow." The Changeling General said while twitching.

The warriors arrived at the Elements and leaders, who were surrounded by a small group of 30 Enemy changelings. These were of the non armored variety and they quickly rushed in front of the warriors.

The 6 pulled readied their preferred weapons as they charged. A sword and Shield for Gallant, A rapier for Sea Spray, A Warhammer and Tower shield for Flare, Longsword for Shining Armor, Great Axe for Gowland and finally 2 straight swords for Pharynx.

The 6 slammed into the enemy lines, each of them taking on 5 with incredible ease. Within 5 minutes they were all dead or wounded. The 6 then turned to the captured elements and other leaders. Pharynx walked up to them, coated crimson from the enemies he had just beaten.

A couple of them, who had not seen his actions flinched when he raised his sword, before he brought it down to cut the ropes keeping them still. The pain of getting the ropes cut caused the chairs the shake, as he pulled the Elements and leaders out.

Then there was a second explosion above as the Princess and the Overlord separated their horns and fires massive beams at each other. The crimson and golden beams strengthened each other, creating a brilliant spectacle which seemingly dimmed the sun itself.

"We need to get out of her as soon as possible." Pharynx said as he looked up at that battle. "With all the magic that is being thrown around up there, someone down here is bound to get hurt."

He then back tracked as he saw the many Changelings that had been hit by the enemy sword swarm attack. "Someone important that is." He then pointed them all to the Mirror. "Let's move. Double time."

Just as the first person was about to enter the portal the Alternate Changeling Prince suddenly landed in front of it, and dozens more changelings suddenly arrived around them.

"You are not going anywhere." He said

Author's Note

An explaination of the name Gowland:

To those fo you who don't know, Prince Rutherford is named after Ernest Rutherford, so by extention, I have named Gowland, the walking tank that he is, after Fredrick Gowland Hopkins, another person from around that time.

Chapter 15: A Battle of Percieved Gods

The beams of the Overlord and Celestia struck each other with such strength that it caused a massive boom, which reverberated throughout Canterlot. The beams of energy emerging from their horns converged into each other between the two of them, and in the center emerged a white light, bright enough to make even the sun look dim in comparison.

The Overlord smiled as the beams struck each other, glee evident on his face, despite how powerful Celestia was, the Overlord did not feel threatened. Perhaps what he said, about being more powerful than her, was true.

Celestia on the other hand gritted her teeth, and flared her nostrils. She was struggling to keep the beam in the center. She was being pushed back. Yes, she was more skilled, but skill did not factor into a beam struggle.

The beam started to slowly push towards her. Not as fast as it did with Chrysalis, but it was still encroaching on her. Celestia increased the amount of magic she was putting into the spell in an attempt to stop it, but the Overlord increased his power as well.

For several agonizing moments the beam pushed forwards. Until Celestia was forced to give up. She stopped firing her beam, and flew downwards, just in time for the spell to shoot over her head, barely missing her horn by an inch or two.

Celestia looked towards the Overlord who simply smiled back to her. He began slowly flying towards her. "This funnels into the classic stamina vs strength debate my dear." He said as he advanced upon her. "Or rather strength vs agility. Which is best able to win in the long run?"

"Shut up!" Celestia yelled back to him. "I don't care for your games! Your cries of attention! Your vile confidence! Enough toying around! I am going to destroy you for what you did to my Sombra!"

"Tsk Tsk Tsk. We have been over this Celestia." The Overlord said, his cape flowing in the wind. "But you are right. If your not going to participate in the game as well, there is not point in keeping you alive."

Celestia blinked and the Overlord was gone. He was instead right next to her. She tried to fly away from him, but she was not fast enough. The Overlord clenched his claws and they burst into crimson fire.

With savagery that betrayed his sophisticated accent, he began wildly slashing at her with his claws. They leaved trails of fire as they slashed through the air. Celestia dodged away from most of the Overlord's frenzied attack, but she found her flesh had been dug into many times over, leaving many claw marks across her.

After the attack the Overlord grabbed her by the throat with his left claw and held her up further into the air. "Now then, any last words?" The Overlord said as he slowly raised his other claw, preparing to bring it down into her chest.

Celestia couldn't speak due to the clawed hood putting far too much pressure on her windpipe. The fires of the claws burned immensely, scorching the white fur around them black, and digging into her flesh.

"Oh that's right." The Overlord said increasing pressure. "I don't care in the slightest."

Celestia heard the sound of her student screaming something down below them, but they were too far up to hear her actual words.

The Overlord smile as he raised his claw. He parted each of the individual claws, making it all the more threatening. "Tell Sombra that I said hi." The Overlord said before he brought his claw downwards towards her heart.

Just before Equestria lost a princess, his clawed hoof was struck by a golden beam of energy. He missed Celestia and was forced to let her go as another bolt hit his other hoof. He hissed in reply as she dropped away. The hiss was more violent and terrifying than even the ones that emerged from the throats of the Old Changelings.

Celestia fell for a second before she used her wings to righten herself in air. She coughed and grabbed at her throat. She felt a small trickle of blood from the small cuts on her throat, and most of the fur on her neck had been scorched black. She coughed, as she was finally able to take in a breath, but other than the small cuts, which would definitely leave scars, she was alright.

The Overlord turned to the origin of the beam that had made him drop his prey. He saw the Alternate Celestia rushing towards him hooves first. With a primal roar she slammed into him, and stabbed her horn directly into his stomach, piecing a weak point in his armor. The Overlord's wings extinguished themselves and he was thrown away by the Alternate Celestia's charge.

He did not seem to have actual wings, so he continued to fall for several dozen meters..

The Overlord slammed into the roof of the Canterlot Train Station. The section of the roof he slammed into broke, causing him to continue falling until he landed on the floor amongst a group of ponies, who scattered when they saw him in their midst.

The Overlord slowly pulled himself up with a growl. He took a step forwards and allowed the fire that burned upon his claws to disipate. He cracked his neck and back, removing their new found soreness. He looked down to the wound on his stomach. Instead of blood, crimson fire emerged. It flowed out and dissipated in the air.

Then Crimson fire suddenly exploded out of him, it shot outwards, with all the force of an explosion, consuming the train station. The building was destroyed, rubble being shot outwards, scattered into the air, where it rained down upon Canterlot and the land around it.

Soon after the flames lowered, until the Overlord could be clearly seen within. His cape had been set ablaze, and the fires licked across his armor, causing them to turn red with head, but he didn't even seem to notice the heat, and even though his cape burned, there was no damage that was evident upon it.

The Overlord looked up to the two princesses, who were charging directly towards him. His eyes narrowed as he reached down with his right hoof. He ran the hoof over the wound, causing it to disappear. He then raised it and clenched it into a fist.

His horn and antlers began to glow crimson. The Engine of a train, whose metal had been turned red due to heat was too grabbed by a crimson energy. The Overlord ripped it away from the carts attached to it, and the track it was own. He held it above his head with levitation.

"That actually hurt." He said. The Overlord then smiled. "Good! It has been so long since I have had a challenge!"

The Overlord threw the train towards the two princesses. They narrowly dodged it before the Overlord rocketed towards them, covered in Crimson fire.

The Alternate Pharynx slowly closed in on the real Pharynx and the rest of the group. He was crouched down in a pouncing position. He licked his lips as he closed in on them, then he straightened up and his ears flattened to the sides of his head. His eyes widened before he turned.

"Crap, Crap, Crap!" The Alternate Pharynx yelled as he ran away from them. They all raised their eye brows, before they head a loud sound behind them. The Alternate Pharynx grabbed the Mirror before he teleported away taking the mirror with him.

Then a massive train, red due to heat, slammed into the ground where he was earlier. It skidded along the ground taking dozens of changelings with it. The group turned around to see that Twilight was already staring in that direction.

The Overlord was currently trading blows with the two Celestias.

Twilight turned to Thorax who was simply looking on in shock.

"Thorax. You have to get up their to help them." She said to him shakingly.

"Me? I don't even know how to fight!" He said. His voice was full of panic.

"Thorax, if the alternate you is able to take on two Celestias at once, you should be equal in power to at least one. You need to help them." Pharynx said stepping up next to his brother.

"Besides all we need you to do right now, is try to lure him over here so that the elements can get him." Ember added, causing Rainbow Dash to slap herself in the face and scream: "Why did we forget to use the elements!"

Thorax gulped before he spread his Elytra and wings. "I'll try." He said as he rose into the air.

Author's Note

How much do you bet Thorax is gonna die?

Enjoy the chapter y'all.

Also, I hope you noticed the new cover art. Give all your thanks to Grim_Grin for that

Chapter 16: Getting in Touch with Your Roots

Both of the Celestia's were covered in bruises, burns and scratches. It certainly did not help their case that the Overlord didn't seem to bleed, instead all of his wounds burst into red flames. The alternate Celestia's horn was completely coated black from one of said wounds, the one that she had stabbed directly into his stomach, being the culprit.

The Overlord wasn't doing well either, as he was covered in wounds created from the magical blasts of the Celestias, but he was still doing much better than the both of them. His armor was broken in a couple places, and he had lost a talon on one of his claws. But, despite all of this, he still had a violent smile on his face, which was illuminated by his flaming wings.

The Overlord's smile suddenly dropped and he cocked his head to the side and raised an eyebrow. "Oh my, what is that thing behind you?" The Overlord said.

The alternate Celestia narrowed her eyes and the real Celestia raised an eye brow. "Do you really think we are dumb enough to fall for that?" They both said in unison.

"Are you sure? I really think you two should turn around." The Overlord said smiling, his head still cocked.

The glare of the alternate Celestia deepened, to the point where it could have bore a whole clean through Tirek himself. "We already said we are not falling for it." She said with a hiss.

"What a shame." The Overlord said before he disappeared when they blinked.

"What the? Where did he go!" The real Celestia said, looking around. Suddenly, she was grabbed by the back of the head by a clawed hoof from behind, as was the alternate Celestia.

Then they were both slammed, head first into each other. The Overlord let go of them, allowing them to fall through the air. The real Celestia landed on top of a hay cart, smashing through it, while the alternate Celestia landed in a tree and bounced through the branches, breaking a couple on her way down.

"You two really should have looked." The Overlord said before he dusted off his claws.

"I am really having fun though!" The Overlord yelled to the two on the ground below him. "You two want a 5 minute break to dust yourselves off and take a breather?"

He was then struck by several Cyan beams from behind. The Overlord took them with gusto, only grunting a little, but he was propelled back by them.

The Overlord turned his head to the origin of the blasts to see the Green and Orange form of his mirror self flying towards him.

"Seriously." The Overlord said aloud.

"NO!! NO NO NO NO NO!!!" Pharynx said rising to the air with his wings. "Don't go after him alone you idiot! He will KILL YOU!" Pharynx tried to fly towards his brother, but he was grabbed by Flare, who held him in place with one hand.

"If you think you can do any better, you are an even bigger halfwit." Flare said as the talons on his feet dug more into the ground as Pharynx tugged on him.

"But-!" Pharynx started, but he was interrupted by a glare from Flare's orange eyes.

"If you want to help your brother, do it by guarding these sorry excuses for fighters." Flare said as he pointed to the Elements and Leaders behind him with his thumb, earning growls from Luna and Ember. "Present company withstanding ma'am." He corrected himself as he looked to the Dragon Lord.

Pharynx gulped. "Alright." he said as he looked to the others. "What do we need to do."

"Right now," Twilight started as Crimson changelings began to funnel in from around the area, "We need to get as close to the fighting as we can. That way we can blast the Overlord with the Elements and finish this!"

"Right." Pharynx said. "Let's go. Anyone who knows how to atleast throw a proper punch, to the front, everyone else, stay in the back."

The Group began to move out.

'Hold on Thorax. We've got you.' He thought to himself.

The Overlord narrowed his eyes in boredom at the alternate version of him. The cyan lasers weakly struck him, but didn't really do much but lightly bop him. More of a light shove, than anything else.

While he did not doubt that the alternate him could indeed throw a powerful magic blast his way if he actually tried, right now he was putting way too little energy into his blasts, and quite frankly this was getting sad.

"Excuse me, me." The Overlord said. "But are you going to do something besides waste my time? This is just disappointing."

Thorax looked confused at this.

"Here, since you are clearly useless, let me show you how to preform an actual magic blast." The Overlord said as his antlers began glowing blood red.

Before Thorax could react, the overlord fired his blast. The laser went clean through his left back hoof, leaving a burned hole which could be cleanly seen through.

Thorax cried out in pain at this, before he heard the Overlord whistle. "Wow, I didn't actually mean for it to be that big." He said as he moved his head closer to Thorax.

"I think I can see the horizon through that." He said before he laughed. "Want me to do it some more? Maybe get you in touch with your roots?"

Thorax closed his eyes and gritted his teeth, he tried to block out the pain he was in.

"So," The Overlord started as he held his forehooves in the universal, come at me bro, pose. "Use what I just taught you. Do it to me instead."

Thorax didn't do anything before he looked up at the Overlord. "I think your forgetting someponies."

The Overlord raised an eye brow before his eyes widened. "Oh Cra-" He started before he was suddenly consumed by a beam of golden energy.

Thorax gazed towards where the beam was coming from to see that both of the Celestias where combining their magic to fire a single, golden yellow, beam together.

The two flew upwards flying on either side of Thorax, keeping their magic beams crossed together.

The two beams they fired merged together into a point in front of Thorax.

Thorax joined in and fired a Cyan beam into the mix. The magic joined with the others, giving the large golden laser a swirl of cyan.

After what seemed like a minute of firing, they stopped. The spell dissipated to reveal that there was now nothing in front of them. The Overlord was gone. Thorax kept his eyes out until he noticed a hole had been put in a roof of a nearby building.

He could vaguely make out the Crumpled up form of a Changeling inside.

"He's in there." Thorax said pointing it out to the two Celestias.

The Overlord was scorched completely black, and his cape was gone, turned into ash. He slowly stood up and his armor turned to dust around him, leaving him with only his magic to defend himself.

The Overlord groaned as he picked himself up. His entire body was now aching and stinging. He would definitely need an icepack after this whole ordeal. Perhaps he would need to go up north to the crystal empire and burry himself in some snow.

As much as he was loath to admit it, the two Celestias were pushing him to the limit, and with the addition of his alternate self, he was obviously on the losing side now.

His flaming eyes opened as he shook some of the ash off of him. He could see that he was in the attic of a canterlot house. He could also see that he needed some support right now.

His eyes increased in brightness as he contacted his generals. "Barxt, Haras, I need you to deploy the Army. Stop the elements in their tracks right now." He stated as he began walking towards the buildings stairs, to reach the ground floor.

'Yes my Overlord.' Their voiced replied in his head.

"Morion, mobilize Ember and the Dragons and get the Mercenaries ready. Then support Barxt and Haras." He stated as he reached a hall on the second floor. A pony was walking through the hall to reach the attic, where they heard a loud noise, but upon seeing the Overlord they ducked inside a room.

'I will get right on it Thorax.' Morion thought back.

The Overlord arrived at the bottom floor where he saw the rest of the ponies family eating diner at a table right in front of him. He kept walking towards the table and when he reached it, he grabbed the side of it with his hoof and flipped it out of his way, one of the ponies grabbed their meal off it while the rest just looked at him shocked.

"Lurick, ready the little surprise we had set up." The Overlord said with a smile as he walked away from the family.

The ponies simply looked at him in confusion.

Author's Note

Canterlot is going to need some serious repair after all of this is done.

Feel free to like and comment what you enjoyed.

And if you didn't like it, feel free to Dislike and tell me how I can improve

Chapter 17: Surprise Party

Chapter 17: Suprise Party

The Overlord exited the building he was shot into and looked around. He gritted his teeth a bit and cringed as wind flowed over his sore carapace.

"Did they have to do a combined attack like that? That stuff is painful as all Tartarus." The Overlord mumbled as he walked down the street. He looked around to see that the Princesses and his alternate self flying towards him.

He hissed at this and spread his flaming wings again.

"This is getting monotonous." He claimed as he took to the air. "Ahh well, it will all be over soon, might as well enjoy it."

He created a Zweihander within his magical grip and flew towards them.

Ember pointed out directions for her dragons to follow. The figures that had come out of the mirror were indeed persistent, particularly her alternate self.

She was currently standing on top of a very large and short castle tower, nearer to the center of Canterlot.

There was suddenly a loud sound behind her, something large and metal slamming against stone, causing her to turn around. A large group of changelings had just put a rather large object on the tower. It was Cyndrical in shape, but was covered by a loose hanging piece of cloth.

Ember raised an eyebrow in confusion as about a dozen more were put onto the tower.

She was about to ask what was those things were, when a Changeling in a red tuxedo and a monocle landed right next to one of the cannons and walked forwards setting his hooves on the tower's crenellations. His name was Lurick if Ember remembered correctly.

"Hmmmph…." Lurick said placing a hoof to his chin. The fires in his eyes brightened as he said; "My Overlord, the... *Ahem*... surprise is almost set up. We only await the guests of honor now."

He was quiet for a few seconds afterwards. "Excellent my lord. We are in the clear." He replied to no one and then stepped off the Crenellations.

"Prepare to fire." Lurick said as he rose slightly into the air using his wings, and covered his ears with his hooves, confusing Ember even more.

That was when the Changelings removed the cloths, revealing what looked like party cannons, only much larger, a solid dark grey in color and with a large wooden frame work, holding them up. The Changelings tooled around with the frames to put them at 45 degree angles.

"Party cannons?" Ember asked, confusion evident in her voice.

Cadence was sitting at a table, lightly biting the back of her hoof in concern. She was in the ball room of Canterlot with some of the more famous individuals of Equestria. Spike, Starlight, Trixie, Discord, Sunburst and the 6 students were all around the room, in differing states of worry.

"They are taking to long," She said rising to her hooves. "What is even happening over there?" She said as she stared at Discord. Her stare was soon echoed by everyone else in the room.

Discord looked back at them and cocked his head to the side in confusion. "Why are you all staring at me?" He asked.

"You flung a changeling into a different universe earlier." Sunburst said. "Can't you like... open a portal for us to use?"

Discord then shook his head at that and leaned back while in the air. "No can do unfortunately." He said as he floated. "Only 1 chaos spirit per dimension, that is the one rule I am supposed to follow at all costs. If I don't..." He paused to lengthen the point. Then he made a chocking sound and dragged the thumb, of his eagle claw, over his throat.

"Well... can't you just make us a window so we can see what is going on? They might be in trouble!" Starlight voiced her concern, rising to her hooves.

"Oh all right fine." Discord said as he snapped his fingers. A massive zipper appeared in the air before them, which unzipped itself to reveal a swirling white vortex, which soon solidified into an image of what was going on in the alternate world.

The first thing they saw, was Shinning Armor, pinned down with a crimson Changeling on top of him, rapidly biting towards his jugular. Shinning Armor held the changeling back to the best of his ability, but the distance was rapidly closing.

Just before the Changeling managed to land a bite, it was struck by a blue magic bolt, sending it careening away.

Shinning Armor pulled himself up and barely dodged a strike from a Halberd wielding armored changeling, and Shinning Armor rewarded the missed attack, with a blade, which he thrust into the Changeling chest.

Cadence was in a panic at this sight. "I need to get through the mirror! To help them!" She shouted.

Sunburst stopped her from running out of the room to the mirror with a hoof on her shoulder. "With all due respect ma'am, I don't think there is anything you can do. You need to stay here, in case anything bad happens."

Cadence looked to Sunburst. As much as she didn't want to admit it, he was right. "O... Ok." She said, terrified.

The Overlord backhanded one of the Celestias, but that left him open to an attack by Thorax, who blasted him from behind, causing him to loose balance, and be struck in the chest by the other Celestia.

That was how the battle had been going recently. Every time he made an attack against the Celestias, his alternate self would throw off his position, and trying to attack Thorax, left in vulnerable to the Celesitas. It was a rather bad situation.

But it would all be over soon, he was slowly inching towards the proper position.

"Any second now." He muttered with a dark smile.

The Real Celestia blasted him and sent him over the threshold, exactly where he, and by extension they, were supposed to be.

The Overlord spread his wings as wide as he could and shouted aloud, with his eyes glowing brightly; "FIRE!"

He darted high into the air, as a series of loud booms echoed through the city. He turned his head quickly to Luricks position.

The dark grey cannons that had been set up roared to life, and spewed fire and smoke out of their barrels. Large balls of pure metal flew out of them and towards the Princesses and the Changeling King.

They barely had enough time to put up shields which shattered on impact, and they were flung away by the explosions.

The cannon balls that missed rained down on the city and destroyed many houses and presumably ponies, but it was not like he cared. They were only ponies after all.

The Overlord then spread his hooves outwards, and a cape formed behind him, spread like that of a Vampire, ready to strike.

It was time for him to eat.

Author's Note

Suprise.

Yeah, the concept of Gun powder weaponry is, obviously, not explored in the show, up by the looks of things, in all honesty if people in Equestria went to war, they would end up weaponizing party cannons eventually lol.

Hope you liked the chapter ;)

Chapter 18: A City of Fear

Pharynx slashed his sword and easily put down an armored changeling. He smiled and jumps back out of the way of a slash from a second changeling. Pharynx smiled as he firmly stabbed his blade into the changeling's chest and then pulled it out and jumped away.

Pharynx then turned to the rest of the group with satisfaction.

Luna had currently obliterated a dozen or so squads of Changelings who had attacked the group, and was currently aiding the warriors, Prince Rutherford and Ember who were fighting with immense abhorrence towards their enemies. None of the enemy Changelings could even hope to pierce the protective circle they had established around themselves, and the leaders who couldn't fight, and the elements of harmony.

The group was currently speeding towards the battlefield where the Overlord was currently locked in a life or death struggle with his alternate self, Celestia, and the other Celestia from this universe. The Overlord was currently being pushed back by the rapid fire strikes and attacks, although it was clear that Thorax was contributing a lot less than the two princesses.

Then a large series of booms that echoed throughout the city. Pharynx turned his head to the area where the sound had happened.

The Princesses and Thorax had created a shield which was destroyed by a metal ball and the three were propelled away by the force of said explosion.

The Overlord who had risen into the air above them then spread a new cape.

Pharynx was confused at this even but then he suddenly felt something in his chest. A distinct warmness. He placed his hoof to his chest and looked around. The other creatures, and even crimson changelings similarly had placed their hands to their chest in discomfort, although the crimson Changelings were smiling like madmen, but they pretty much always did that.

Pharynx looked around in confusion. What was happening?

The alternate Celestia growled in pure rage as she pulled herself out of the rubble of a tower she had crashed into. She pushed the rubble out of the way. She hardly noticed the disconcerting feeling in her chest.

"How dare he?" Celestia screamed in rage as she looked out at the city, barely noticing the cities overall confusion and discomfort, many ponies placing their hooves to their chests, or something similar.

"How dare you!" She screamed towards the Overlord and rushing forwards in a rage towards the Overlord's position. "I'll kill you!"

"Wait stop!" The real Celestia shouted to her as she was left behind.

The raging Celestia rushed forwards but was suddenly kicked in the face by an unknown assailant flinging her into the ground once again.

A crimson changeling with dark grey armor and two flaming red wings flew in between the Overlord and the Celestia.

"I am really not in the mood for this kind of thing," Morion said as he flapped his flaming wings. "and I would really like to spend the next few minutes on the ground if you don't mind."

Pharynx's breathing became labored as the warmth in his chest suddenly turned into what could basically be described as as a heartburn. Once again he looked around at the others who were grabbing their chests as well. Fluttershy had collapsed to the ground already, and as time went on several of the Changelings collapsed as well.

Despite the fact that it was basically a heartburn he was having trouble breathing, and the feeling only got worse and worse.

"Wh... what is happening?" He grunted as he stood his ground. The pain then flared suddenly and he collapsed as well, alongside everyone else he saw. He couldn't help but throw his head back and scream in pain. It felt like his very soul was on fire.

He could only helplessly claw at his chest and shout in pain. The pain flared once more, until it was completely unbearable, then it finally stopped, after a single ember of light red fire flew out of his sternum. The fire then, inexplicably shot upwards into the air. He grunted and gasped for breath as he slowly pulled his head up to look at the others.

Ember and most of the other warriors had also, similarly had small sparks of flame emerge from their chests, while Luna, Rainbow Dash, Gallant and Shining armor had the equivalent of small torches burst forth from them. All the others had varying sizes of flames emerge from their bodies but perhaps the worst offenders were Fluttershy and Grandpa Gruff.

Vortexes of Flame shot out of their chest, in huge waves which didn't show any signs of stopping, the flames flew upwards into the air.

Pharynx turned his eyes skywards to follow the flames. His eyes involuntarily widened as he saw where they were going. The flames the group had produced was joined by flames which emerged from not only the changelings around them, but form ponies all through the city.

It seemed that everyone within the city walls had had fired ripped from their bodies and they were all being funneled to a swirling sphere of fire which had formed around the location the Overlord once was. Pharynx could vaguely make out the shadowy form of the Mad Changeling King within, his eyes closed, and the fire flowing into his opened maw.

"It's the Overlord!" Pharynx shouted to the others as they tried to help Gruff and Fluttershy. "He is feeding on the entire city!"

"That can't be good." Flare muttered as he looked up. "What does this entail?"

"If he could stand his own again two Celestia's before, he will be literally unstoppable when he is done!" He shouted in a panic. "Someone needs to get to my brother and the Princesses and tell them to stop trying to fight the Overlord now! If they keep trying they are going to be annihilated!"

"On it!" Rainbow Dash said as she rocketed off. Pharynx felt sick to his stomach.

"We need to use the elements on him asap. If we don't he is going to kill us all." Twilight shouted. Pharynx couldn't agree more. He was cut off from his train of thought as the crimson Changelings pulled themselves up and prepared to continue the battle. His fears would have to wait for now.

Author's Note

As always, feel free to like and Comment.
Or Dislike and Comment.

I am not picky :raritywink:

Chapter 19: Nightmare King Thorax

Author's Note

Before we begin this chapter I would like to celebrate the one year anniversary of this story.

Thank you to anyone who has read this story and enjoys it. Hopefully we can finish it this year huh?

(Please note I started writing this on the 12th, it may not get published until the 13th.)

Chapter 19: Nightmare King Thorax

The alternate Celestia pulled herself out of the rubble she was shot into with a roar. Once again she tried to rocket forwards towards the Overlord, but she was grabbed by a golden aura of magic before she could do anything.

With great rage she looked over at the other Celestia, who was holding her infuriated alternate self.

"I may not know much about changelings," Celestia said "But I know they get stronger when they eat emotions. We can't go up there, especially when we are down a fighter."

The Alternate Celestia didn't understand what she was talking about, but then Celestia pointed her hoof at Thorax.

A wave of fire, bigger than all but Fluttershy's was bursting forth from his mesopleuron. (A fancy word for an insects chest.).

Thorax was curled up on the floor clawing at his chest, while screaming bloody murder. His eyes were screwed shut and he was practically spasming in pain.

The Alternate Celestia looked at him for a second before looking back to the other one. "How are we supposed to win this?" She said as she stared at the ball of fire containing the Overlord.

"I though good always triumphs! I thought that people who practiced evil were defeated in the end!" The Alternate Celestia cried as she sat down. "That is what I learned! The hard way, and yet this monster is capable of trouncing about doing whatever he wants! How is it that he is capable of taking my sister from me!"

Tears started to flow down her face. "This isn't fair."

"Life tends to not be." Celestia said sitting down next to her alternate self. "One day evil will win, but good will always rise up again to face it."

The alternate Celestia turned to face her other self. "What do we do?"

Celestia was about to answer, but she was cut off when Rainbow Dash came rushing up to them.

"What we need to do, is regroup." Rainbow Dash said as she hovered in the air in front of them. The Sky started to take on a red tint behind her.

Both Celestias nodded, and they grabbed Thorax, picking him up with their magic. "We need to hurry."

Luna fired a laser into the Crimson Changelings, taking out a rather large group of them. Luna turned to Pharynx and saw him biting an enemy changeling and pulling him to the ground.

"There is something good to come out of this travesty." Luna said firing another laser at yet another group of soldiers.

"And what is that?" Pharynx asked in reply as he fought.

"I guess this goes to show that you changelings are not evil anymore." Luna said as she blocked a magic laser from an enemy.

"Yeah, I guess nothing earns somecreatures trust like seeing what their opposite are like." Pharynx replied as he rushed forwards and destroyed an enemy changeling with a slash of his straight sword.

"This is getting bad." Shining armor said as he dove into cover. "The Overlord is gonna drop down from there any minute now, and I am not betting any money that we will survive when that happens."

"Ditto." Said Flare as he sat in cover on the other end of the street.

A dozen armored Dragons suddenly flooded into the street, they rushed towards the elements, warriors and leaders with murder in their eyes.

"I am still really mad about the me of this universe being Thorax's lackey!" Ember shouted before she reared her fist back and delivered a punch to an armored Dragon's head, denting the helmet in, and sending the dragon to the floor with a clatter. "I mean really, why the heck would I serve Thorax? The guys a major wimp!"

Pharynx turned to her and gave her a mix of a death glare and a face that said 'I know what you mean.'

"No offense." Ember said to Pharynx as she easily dispatched of a second Dragon without even looking. "Although to be fair, this Overlord guy does seem really freaky."

Luna nodded to Ember, agreeing with her unconditionally. The Overlord was indeed freaky. Luna then turned to Fluttershy, and the other elements. Fluttershy's fire had finally sputtered out.

The street in front of them was filled with an explosion of golden light and the Crimson changelings in the street were disintegrated rather easily. A few dragons were left in the street afterwards, but they were easily taken care of by golden lasers.

The two Celestias and Rainbow Dash landed on the ground near them. The Celestias slowly let Thorax down on the ground before everyone.

Thorax was screaming still, and the fire had not died down yet.

"THORAX!" Pharynx shouted as he rushed to his brother. He slid into a crouch right next to his brother. "Are you ok!?!"

Thorax couldn't reply, he could only continue screaming, but thankfully the fire started to dim down a little.

"Uh guys," Twilight said as she looked up. "I think we are in trouble."

Everyone turned their gazes skyward, to see that the orb of fire was now pulsating violently, shinking and growing like a beating heart. The Dark form of the Overlord loomed within as the last chest flame, that being Thorax's finally arrived. It orbited him for a second until the Overlord's two flaming eyes opened within the fire.

The orb exploded outwards, bathing the sky red with destructive energy. The Overlord stayed in the air and slowly inhaled then exhaled. His flaming wings had increased massively in size, and new armored slowly formed on him in the form of fire, which slowly spread across his body, solidifying into the dark grey suit he usually wore.

He looked down at the elements, leaders, and warriors. Locking eyes with the Alternate Celestia. He slowly smiled as the Alternate Pharynx and Morion took positions behind him.

"I wonder," The Overlord started as he brought a clawed hoof up to his face and balled it into a fist. "How strong am I now?"

He slowly charged up his horn and antlers. A ball of red fire formed in-between his antlers and horn.

He turned towards the Everfree forest, which was barely visible from Canterlot. a thin white beam fired from the ball and went through several trees traveling along the forest.

Nothing happened for a second or two, until suddenly the entire forest exploded into a ball of crimson fire, disintegrating it, the castle of the two sisters, and a good portion of the alternate pony vile.

Everyone looked to the explosion as rubble started to rain down on Canterlot.

The Overlord started to chuckle, then guffaw, then he threw his head back and laughed mercilessly. "I am a god!" He shouted into the air.

Chapter 20: Nearing Victory.....

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

Chapter 21: ....But Coming Up Short

The Overlord was in pain. More pain then he had even been in his life. Which was weird. How exactly could he feel pain in a place that wasn't even there?

The Overlord stammered as he stared down at his enemies. He tried to speak, but he could only stammer out a simple phrase.

"Guh… St... n..." He stuttered. He slowly reached out towards them with a hoof, weakly. Ponies were sensitive, he could exploit their emotions to his own gain. He hoped he could at least.

The Rainbow one spoke first. "Ha! Look at that! He is begging us to not fire again!" She was already ready to fire again.

Then came the voice of the yellow one, she stared at him with concerned eyes. "G-Girls... maybe we shouldn't he looks like he is in pain..."

Then came the cowpony. "Well of course he's in pain. We just about sawed him in half." The cowpony readied up to fire again.

He slowly felt his voice come back to him. "N-no! Please! Let... Let me explain myself!" He stammered.

"Explain yourself? Explain yourself!?!" Twilight screamed. "How could ANY of your actions be justified?"

The Overlord noticed foremost, that all eyes were on him. He secondly noticed a small rumbling inside a store, alongside a flash of red. The Overlord had one shot at this.

"Men." He said in the minds of his soldiers. "Prepare to capture them. Get into position. These ignorant bumpkins need to learn true pain."

"They can't be serious." Starlight said as she watched the events unfold from the Canterlot throne room. "Are they really going to send the Alternate Thorax to Limbo after what had happened with the pony of shadows?"

Everyone was quiet, and tension was all that could be heard.

"I think he needs to be sent to Limbo." Gallus said. "The actions he has committed are inexcusable!"

"I don't know." Discord said as he took a bite of popcorn. "He could literally turn Equestria into a pile of ash, and he will still have killed less creatures then little Twilight clone here."

Discord emphasized his point by Teleporting Starlight into his arms and giving her a little noogie.

"Wow. Nice to know I am worse then a tyrant who literally conquered Equestria and turned the Changeling race into insane asylum escapees." Starlight said as she pulled herself out of his grapple.

"I never said that persay…." Discord shrugged. "I am just saying that hey, if you and I can get redeemed, then why not 'Overlord' Thorax?"

"Maybe because you and Starlight never directly killed anypony." Cadance said with a glare.

"Actually... that's a pretty interesting question." Sunburst asked stroking his beard. "Discord? Have your antics ever gotten anypony killed?"

Discord turned to him. "Nope. I have never gotten a single pony or anything else killed in my entire, eternal life."

"Point proven." Cadance said as she turned back to the magical viewing screen.

Twilight stared the Overlord. "Well?!? Do you have nothing more you can say?!?"

The Overlord's reaching hoof was now aimed squarely at her. "P-please. I w-was necessary in this world. Without me my kind will die out."

Twilight angrily stomped her hoof. "How? How will the race that you enslaved die out without you!? In this world, were changelings not sharing love with Equestria?"

The Overlord frowned. "Think for a second child. In this world, everything you hold dear is flipped. You should know, seeing as how this world's Celestia nearly destroyed both of our worlds."

Massive plumes of fire started to bust forth from the Overlord's wound as his cape flew wildly in the wind. His flaming eye flared in brightness, and shrank into a glare. "Tell me, do you really think that this is a world, where love can exist?"

Twilight's eyes widened, and she took a step back. What he said had knocked her off guard. Was that true? Could the Changelings only exist in this world if they acted like the Overlord.

"Twilight!" Celestia suddenly screamed to her. "He is just buying time! Fire the elements!" Celestia and the other leaders were then tackled from behind by Crimson Changelings.

Twilight turned to her teacher. The Overlord smiled and spread his claws, firing a flaming laser at her. She jumped away from it, becoming in line with the window in which the Alternate Pharynx was thrown through.

They fired the Elements at the overlord. Before they connected, A swarm of changelings jumped infront of the rainbow beam. There was an explosion as the changelings were tossed away like ragdolls, in their old black and holey forms.

Then, there was a roar to Twilights left. She turned her head to see the Alternate Pharynx pounce out of the store he had been thrown into. The wound in his chest had completely disappeared. The Alternate Pharynx soared towards her. She ducked down. She was suddenly met with the feeling, of her tiara being removed from her head.

She turned around, pure fear on her face. The Alternate Pharynx landed away from her, next to the leaders who were being held down by Crimson Changelings in regular black plate, rather than the flaming armor of the ones currently facing the warriors.

Pharynx stared her straight in the eyes, and crushed the tiara in his clawed hoof, with a dark smile on his face. Twilight gasped and stammered as he broke the Tiara even more. He then tossed the twisted metal tiara, with a shattered gem away like it was trash.

Twilight reached out for the tiara with her hoof uselessly in shock. "wh-what? N-no."

She and the other elements were suddenly tackled from behind by more changelings. The Overlord smile only grew as he lowered himself to the ground.

The Alternate Ember flew through the sky towards the enemy locate, flanked by a dozen or so armored Dragons. She landed in the street where the Changelings had pinned their enemies.

She gasped when she saw the Overlord landing. He was missing half his body.

"My Lord!" Ember shouted as she tried to rush up to him. She was blocked by a halberd wielding Overlord's Guard.

"Do not approach the Overlord without permission Dragon!" The guard said.

The Overlord raised his hoof. "It is ok soldier, let her threw."

Ember smiled at the guard, before she harshly tossed him aside. "My lord, are you alright."

The Overlord rolled his eyes. "I am PERFECTLY fine Ember."

Ember raised an eyebrow. "You sure."

"Are you being sarcastic... or..." The pink pony asked.

"No." The Overlord said with a smile, as fire burst out of his wound in a huge torrent. The flames took the shape of half of a Changeling's body, connected to the other half of his body.

After a few seconds, a shell of Crimson carapace formed around his body. It solidified as he opened his second flaming eye. He opened his mouth and licked his new fangs, before he stretched.

"Oh. My. ME was that painful." He laughed.

Author's Note

Hey there my readers.

I am working on a special project right now that involves the writers in the group.

If you would like to learn about it be free to hit me with a PM.

Chapter 22: Corruption

Pharynx slowly opened his eyes and shakingly rose his head. His breathing was labored. He was then tackled out of nowhere by an enemy soldier. He was held down surrounded by the other warriors who were all in similar positions, barring Flare and Gowland, who were pinned down by Dragons, rather than Changelings.

"D-did we loose?" Pharynx whispered to Seaspray who was the closest to him.

"Yes, we unfortunately did." Seaspray quietly stated. He quickly glanced up at Pharynx's captor as she was absentmindedly staring at the Overlord, day dreaming.

"Do you think to can transform and get us out of here?" Seaspray whispered back.

"I can try." Pharynx replied before his horn and antlers shone and there were several popping sounds, then his head collapsed to the ground from exhaustion. "No good. Whatever that flaming guy did to me, it left me completely out of it."

Seaspray gritted his teeth. "I would ask Shining Armor to do something too, but I don't think he wants to tempt fate."

Pharynx nodded a little before he felt the Changeling on top of him shift her position.

"The Overlord is so dreamy isn't he?" She said as she stared at the tyrannical Changeling King.

"Careful Fibula, if Barxt or any other officer hears you, they could take that as Heresy." The Changeling ontop of Seaspray returned.

"That kinda sucks." Fibula said as she suddenly grabbed Pharynx in a choke hold and squeezed down, suffocating him. "Ah well, You can't really expect someling like him to like us drones."

Pharynx struggled to breath as she continued to apply pressure, his hooves uselessly clawed at the cobblestone road he was pinned to.

The other warriors stared at him in concern as he choked. "Stop it you senseless ruffians!" Gallant shouted to them as he chocked.

"I agree with the gryphon," The Changeling on top Seaspray said again. "You know the way Pharynx gets when someone else breaks his toys."

'Fibula's' eyes widened and she immediately loosened her grip and sat up, still keeping Pharynx pinned. "No thank you."

"Yeah I though so." The Changeling pinning Seaspray said before laughing.

"We are so dead..." Flare said as he looked over at the Alternate Pharynx.

The Overlord smiled as he stared his new captives in the eyes, one by one, savoring their fear. That is until he locked eyes with his Alternate Self.

He smiled even more, barring his sharp teeth, before he started to advance on the colorful creature he shared a name, and likely a life with. He stopped half a foot away from him and kneeled down. He chuckled darkly when his Alternate Self started to trembled and shake, letting out a small whimper.

"Oh, he's afraid. How cute." The Overlord said as he grabbed Thorax by the back of the head, and forced him to look him in the eyes.

"Leave him alone!" Twilight shouted, but she was quickly shut up with a glare.

"Can you taste it?" The Overlord asked his alternate self. "Can you taste the fear which chokes these inferior scum?"

Fear. Fear was an interesting emotion to be sure. When a Changeling first tastes of it, it is bitter and sickening, libel to make them spit it out in waves, but after a while, usually the 3rd or 4th taste, the bitterness starts to waver, and it becomes a sour, sweet taste, like that of lemon candy, but it also becomes an addiction.

Unlike love, fear and hate were easy to come by for changelings, but they were always told, in his Universe and the other Universe, to never eat it. It drives Changelings mad. It turns them violent, and aggressive, and he had proof of that of course. However, sanity was a good trade off for survival.

"Answer me child." The Overlord said as he got closer to Thorax, practically touching foreheads.

"You two are the same age." He heard somecreature say, but they were quickly silenced by a punching sound.

The Overlord tightened his grip, cutting the back of Thorax's head with his metal claws, leaking cyan blood onto the ground.

"Yes! I can taste it!" Thorax whimpered, pain evident in his voice.

"Then you notice it to don't you." The Overlord stated with a smile. "Isn't it strange how not all this fear is dedicated to me and my soldiers?"

Thorax's eyes widened in realization, sadness and dread. He could indeed smell and taste, that some of the fear and hatred that choked the air, was dedicated to him and his brother.

"Wh... what?" His voice was ripe with betrayal and pain.

The Overlord sadistically laughed. "Yes, its horrible isn't it?" The Overlord let go and started to pace around the green Changeling, taking delight at his suffering. "You have done SOOO much for the ponies of Equestria, and the creatures of the other countries, and yet they still think of you as evil, they are still afraid of you aren't they."

"That isn't true! Stop it!" Ember shouted at the Overlord with great rage. She struggled to get up, but was suddenly slammed into the ground by a armored claw. The Overlord grinned at the alternate Ember's sadism.

The Overlord stopped behind Thorax and slowly opened his Alternate self's wing casing. "Oh, poor Changeling, you must be in so much pain. To think, that just because of me, all you have ever done for the world, will be forgotten. They might even attack you before you become like me, that will probably be their justification for the upcoming changeling genocide at least."

Tears slowly fluttered down Thorax's face. Everything the Overlord was saying, was true. The others, they were afraid of him now. "You must be in so much pain right now. Here, let me help you with your emotional trauma."

The Overlord reached down and grabbed one of Thorax's purplish wings with a metal claw. "Ah the joy of having wings... I envy you, you know."

His metal talons pierced clean through Thorax's thin wing, causing him to groan in pain. "They say the best remedy for emotional pain, is distracting it which physical pain right?"

With one strong tug, The Overlord ripped the wing clean off causing Thorax to scream in primal pain and thrash on the ground.

"NO!" Pharynx shouted in rage struggling against his captor. "LEAVE MY BROTHER ALONE!

The Overlord sighed. "Pharynx. Sic."

The Alternate Pharynx turned to the warriors with murder in his eyes. He laughed viciously as he drew his swords.

The flaming eyes of the Changelings, and the regular eyes of the dragons, pinning the warriors widened, and they immediately let go of their captives and fled into buildings or into the air. This allowed the Warriors to get up. They down the street as fast as their wings or legs could take them narrowly avoiding a pounce from the alternate Pharynx.

Pharynx felt as through his lungs were on fire. It did not help in the slightest that he was already exhausted before he had started his run, meaning that he was the slowest in the group, even slower than Gowland.

He was audibly wheezing, before he looked over his shoulder to see the alternate Pharynx, who was easily catching up to them.

The alternate Pharynx laughed madly before he pounced towards the actual Pharynx.

Pharynx fell onto his back and raised one of his swords, in an attempt to defend himself, before there was a sudden clang and the alternate Pharynx was thrown away.

Standing above Pharynx, after a successful shield bash, was Gallant. He helped Pharynx to his feet before he turned around and held up his shield and sword, aiming them at the enemy.

"Move fellow knight. I will hold our enemy of while you make your valiant escape." Gallant said as the Alternate Pharynx pulled himself up and hissed.

"Your funeral." Pharynx said before he started to run to catch up with the other warriors.

Pharynx pulled up next to shining armor as the two ran. "Where is Gallant." Shinging asked as the two ran.

"He said he was gonna hold him off." Pharynx replied.

"Oh no! He is gonna die!" Shining shouted, before an armored gryphon soared past him and slammed back first into a street lamp. He bounced off it and landed in the street infront of them, clearly wounded, judging by the way his wings weakly twitched like a grounded bird.

"I guess he got off easily." Pharynx said as they kept running. Seaspray, who was in the front of the line, jumped over Gallant and kept running. Gowland on the other hand ran up to Gallant, and with a single head movement flipped the gryphon into the air, where he landed safely on Gowlands back.

"Maybe we should fly away!" Flare shouted in response.

"I don't know if this is new to you, but 2 out of the 6 here can't fly." Shining Armor desperately shouted as the turned the corner, causing the alternate Pharynx to overshoot an attack, and run race first into a pottery store.

"Make that 3 of 6." Pharynx said as he stared at Gallant, to see that one of his wings was pointed at a completely unnatural angle. "His wing is definitely broken."

Seaspray looked down the street to see the city wall at the end. "I might have an idea! Follow me!"

"Follow you into a wall? No way!" Flare shouted.

"I have an idea." Seaspray shouted as they kept going.

A group of halberd wielding Changelings ran out and formed a spear wall in front of them.

"Gowland take the front!" Seaspray shouted to the Yak.

The Yak nodded and did as ordered. He lowered his head and growled as he advanced on the spear wall. The ground shook underneath the wall, before he raised his head and smashed a hole clean through their formation, flinging armored changelings into the air.

The group rushed through this new hole with gusto and sped towards the wall. The remaining 2 soldiers turned to look at the warriors as they fled, but were suddenly beheaded from behind by the alternate Pharynx, with a smile on his face.

"Shining Armor! I need you to destroy that wall with your magic! Now!" Seaspray shouted at Shining.

Shining nodded, before he aimed his horn, and put all of his magical power into a single shot. The section of the white wall of Canterlot was blown away in front of them, revealing a sheer drop into a river on the other side.

"Ok! Grab onto me and jump!" Seaspray shouted as he prepared to jump.

"Yak no swim!" Gowland shouted, the first words he had send since the 6 had met actually.

"Just shut up and jump!" Seaspray said as he jumped. The others followed suit, grabbing onto him as they plummeted, sans Pharynx who merely turned himself into a shark as they fell.

Seaspray raised his rapier and grabbed onto the pearl at the bottom, causing all of them to disappear in a flash of white.

The alternate Pharynx jumped after them soon after with a roar. Just when he was about to hit the water, a huge dark blue and red sea dragon shot out of the water and snatched him out of the air like a grape. With one singular movement, he turned his head and spat the alternate Pharynx out where he face planted against the cliff face unconscious.

Pharynx shrank back into the water and took the form of a Changeling with gills. He turned to the other warriors.

Shining Armor, Gallant and Seaspray had taken on the shape of sea-ponies, although Gallant was unconscious and one of his back fins was broken. Gowland now looked like a manatee and was nervously looking around barely staying afloat under the water. Flare was the worse by far and was in the shape of an armored Grouper.

Phaynx stared at them with a blank expression for a couple seconds before he spasmed a couple times a massive amounts of bubbles shot out of his mouth.

"Is he ok?" Shining said as he looked at Seaspray.

Then Pharynx wildly kicked his legs and pointed at them with his eyes closed. "I think he is laughing at us..." Seaspray replied.

Flare looked down at the river bed and groaned. "How could today get any worse..."

There was an incredibly loud whooshing sound that followed, and everyone turned their heads to see a waterfall.

"That's how." Shining said, before they were all sent careening off the edge of said waterfall.

Ocellus, and the Changelings, most of whom were covered in bandages, that had come the gala looked at the viewing port that Discord had created. Horror, pain, sadness and rage were evident on their faces.

"HOW DARE HE DO THAT TO KING THORAX!" A deep blue Changeling screamed, slamming his hooves onto the ground.

"Why.... How could he be so cruel..." Ocellus whimpered with tears in her eyes.

"Hey, its ok... I'm sure that they will... they will think of something to beat him..." Sandbar said, his face pale, and his voice worried.

"Besides, don't changeling wings grow back." Gallus said trying to comfort her.

"No..." Ocellus said as she began loudly weeping. "They don't."

Spike looked worse off then most of the non-changelings. If he had the ability, he would have dived through the viewing screen and punched the Overlord as hard as he could, but it was clear that he would likely do more then make the Overlord stumble a little.

The Overlord, on the other end of the viewing port, laughed as the elements and other leaders stared at him in pure fear as he tortured Thorax.

Ember, however, was in a pure rage. She struggled against her alternate self and roared, spewing fire out in random directions. "HOW DARE YOU!" She shouted.

The Overlord looked at her and put a claw to his lips. He shushed her causing her to stop roaring and give him a look of pure rage.

"If you keep roaring," The Overlord said as he grabbed Thorax's other wing. "You're gonna miss the best part."

The Overlord then ripped it of, causing Thorax to scream again, and his scream was joined by the other Changelings.

This caused Ember to scream in rage and spew out more violet fire into the air.

"Ember shut her up please." The Overlord said dryly. The alternate Ember grinned and nodded before she grabbed the real Ember by the back of the head. She lifted her head up, before slamming it into the cobblestone street as hard as she could, cracking it. Ember gritted her teeth as blood oozed from the large gash in her forehead. She growled as she stared the overlord directly eye to tearing up eye.

The Overlord let Thorax's wing coverings, which snapped shut. Thorax collapsed from the pain, and a pool of Cyan blood slowly formed underneath him.

"Ah... I am having the time of my life right now!" The Overlord said as he walked away from Thorax.

"You...." Thorax said slowly as he raised his head to stare at the Overlord. "You don't h-have to be like this..." He was whimpering and trembling, however he still put on a brave face.

The Overlord stared at him and raised an eyebrow. "Excuse me?"

"You don't h-have to be like Chrysalis. The c-changelings in my world found a better way to live!" Thorax shouted.

At the mention of Chrysalis, the jeering laughter, and the cruel smiles of the Changelings surrounding the group immediately fell. Replaced by one of pure terror. They all immediately looked to the Overlord, and the ones nearest to him almost instantly turned tail and ran.

The Overlord was shaking now. His dark smile had disappeared, and he had his best poker face in, but his right eye was visibly twitching, and his claws tensed, digging deep cuts into the road. "Say that again." He seethed through clenched teeth.

"You don't have to be like Chrys-" Thorax started, but he was cut off by the Overlord teleporting close to him, and shoving a fist clean into his carapace. Thorax hiccoughed a couple times as he slowly looked down.

There was a hole in his chest now, which was filled with his Alternate Self's fist. All the way up to the Overlord's elbow was now coated cyan, and cracks ran through Thorax's carapace like shattered glass.

"NO!!!!!!" Came a chorus of screams from the changelings, who all burst into tears in almost perfect unison. Many clasped their forehooves to the sides of their heads, even more collapsed into a sitting position, unable to tear their eyes from the viewing port, no matter how much they wanted to.

Spike and Ember shared the exact same look of primal dread as they saw what the tyrant had done to one of their closest friends.

The Overlord then ripped his hoof out and Thorax collapsed onto his back. The Overlord was then on top of him, a look of rage which outweighed any the Elements or the leaders had ever seen on his face. He raised his right hoof and clenched it into a fist. He brought it down with all of his force into Thorax's face. Then he did it again. And Again. And Again.

"Don't. You. Ever. Compare. Me. To. HER!" He shouted as he continued his onslaught, delivering a punch after every syllable.

"No..." Ember muttered quietly, tears streaming down her face. "Please stop..."

After a few minutes of this, The Overlord calmed down and he stood up.

Thorax was barely alive at this point, but the Overlord stared down at him with pure contempt in his eyes.

Then he closed said eyes and sighed. "Terribly sorry, I lost my head for a second there."

He snapped his fingers and Thorax was consumed with scarlet fire. Less then a second later they died down, and Thorax was healed of his wounds, sans the wings of course.

"You do strike me as slightly useful... Perhaps I can use you the same way that I use the same way I use my brother." The Overlord said as he reached down and picked Thorax up.

The alternate Ember laughed loudly, before she positioned Embers head so she was forced to watch. "Oh I am going to love this!" She shouted.

The Overlord laughed before his claw burst into flame and Thorax started to scream and thrash. Veins of crimson shot through his body.

The elements, and leaders screamed their disapproval but the Overlord just smiled more. After a few more moments, the Overlord dropped the now crimson and dark grey Thorax to the ground.

Thorax spasmed on the ground for a couple moments before he slowly pulled himself and opened two flaming eyes.

"Tell me." The Overlord said as he paced in a circle around his alternate self. "How do you feel?"

"I..." Thorax said, his voice the same as before. He smiled and giggled viciously. "I have never felt this good before!"

The Changelings couldn't say anything. They were in pure shock.

"This is... wonderful!" He said before he threw his head back and laughed. It was insane, nothing like the innocent laughs that he was known for.

Ember couldn't say anything. "T... Thorax..." She stammered.

Chapter 23: Defeat

The Overlord grinned at his handiwork as he stared at his newest puppet. He grinned as he walked in a circle around the turned Changeling King, as said king trailed him with his now flaming eyes.

The Overlord stopped directly infront of his new king. He decided to hammer his point home. "So then, Thorax. Tell these vermin behind you who it is that you serve." The Overlord said grinning.

"I SERVE OVERLORD THORAX!!!" The turned King shouted into the air. His voice was still the same sort of nasally, wimpy voice he had before but it was tinged by rabid bloodlust and religious devotion.

The Overlord patted Thorax on the head like a dog. "Good boy." He exclaimed proudly. The others from the good Equestria, and the formerly evil Celestia stared at him in what could only be considered pure shock.

"Although," the Overlord started as he brought a claw to his chin. "in all honesty, calling you Thorax while I am also named Thorax will be a little confusing don't you think... Tell you what, from now on you're name is... Apex."

'Apex' immediately shoved a hoof against his head in a salute. "Yes my Overlord!" He said with pure obedience, as if following orders from a god in the flesh.

"Uh-oh Morion!" The Overlord shouted in a sing-song tone to his soldiers. "If you aren't careful Apex here will replace you as number two!"

The crowd of Changeling soldiers, including Morion, broke out into sadistic, jeering laughter.

The laughing died down after a few minutes with a couple changelings wiping away tears. All throughout it Ember had not taken her eyes off Thorax, her Thorax, not the Alternate one.

Ember couldn't believe her eyes. This couldn't be true. This had to be a bad dream or something. There was no way Thorax could have been turned into... Into what ever he was now.

The Alternate Thorax started to practically prance his way towards her and the other leaders next. "Tell you what inferiors. Anyone who pledges their loyalty, and the loyalty of their kingdoms, to me will survive, how does that sound?"

The Overlord trained his gaze over all of them one by one until he arrived at Grandpa Gruff who looked like he was seriously considering it. "Except for you and the Dragon." He said apathetically. "I already have dragons and to be honest, Gryphons disgust me."

"This coming from a giant bug!?!" Gruff said, before he was silenced by a punch from the Changeling holding him down. "Ow..."

"So what do you say weaklings?" The Overlord said sitting down and spreading his forehooves.

"Not a chance monster!" Celestia said, which was echoed by a nod from Luna.

"I would never bend the knee to one such as you." Queen Novo said with narrowed eyes.

"Yak will smash Firefly!" Rutherford shouted out, trying to get up, but only being tackled by a couple more dragons keeping him completely pinned.

The Overlord broke out into laughter at the insult. "Firefly?" He said through chuckles. "I don't think I have ever heard that insult thrown my way before. "The Overlord patted the yak on the head a couple times. "Congrats on being original."

"Wh... what have you done to him?" Everyone suddenly heard Ember say. They turned their head to see Ember who was staring at her former friend with the same look of shock that had not dropped this entire time.

The Overlord was confused for a second before he laughed and walked over to 'Apex' slinging a foreleg over his shoulder. "You see, we changelings all have a form of fire inside of us. It's not hot or anything like dragon fire. It's more... cold I guess?"

"The basis is you can see it when we transform." The Overlord said with a shrug as he pulled his foreleg away from his alternate self a took a few steps away, before turning around. He paused for a second before he pulled out a pencil and a notepad and threw it to Twilight out of suspicion that she would start taking notes.

He was correct, because after a few second Twilight had started to scribble down everything he had said using her mouth. "That inner fire is what controls our every thought, feeling and emotion, alongside our magic. Of course, due to being magical in nature, that fire can be controlled, like all magical things. "

"I have done Apex here a favor and taken complete control of his inner fire, and by extension his thoughts and feelings. He now does everything I say and think, because let's be real here." The Overlord said before he used a clawed hoof to cover the side of his mouth facing his Alternate self.

"His actual thoughts and feelings were pretty Pathetic." He whispered before breaking into laughter which was of course echoed by his follows.

The Overlord dropped backwards, and a changeling quickly rushed behind him and turned into a Throne. He kicked his legs up and a second ran forwards and turned into a foot rest, both with flashes of red fire as opposed to the Cyan or Green that the others were used to.

"Let me give you a demonstration." The Overlord said crossing his forehooves behind his head. "Apex, sit." He commanded.

Almost mindlessly, the Changeling King dropped onto his haunches. "Roll over," Came a second order, and he rolled to the side 360 degrees. Ember almost expected him to start wagging his tail in response.

Ember convulsed in rage a couple times, snorting out smoke and cinders. "You monster..." She quietly said, her eye twitching.

She roared as she got up violently, throwing the Alternate Ember off of her like a ragdoll. "YOU MONSTER!!!"

"Ember no! He will kill you!" Twilight shouted straining against her captor. Ember didn't hear her however, she was far too angry to think. Not that she would have cared even if she did.

Ember shot towards the Overlord who merely narrowed his eyes at her without moving from his relaxed position on his throne. She was halfway there when she was tackled from the side. She growled before she raised her arm in an attempt to defend herself from her unknown attacker. She felt teeth violently and mercilessly dig into her arm, as well as hearing a gasp come from the others from her world.

She finally saw just exactly who had her pinned and was attacking her. Above her was Thorax violently digging his now razor sharp teeth into her blue scales as if he didn't recognize her. He was practically foaming out the mouth, and the only thing she could make out from his rabid gaze was bloodlust and rage.

Thorax... No, This wasn't Thorax any more. Apex started to shake his head digging even more into her arm, drawing blood and causing Ember to grunt in pain.

"Thorax!" Ember shouted, working through the pain. "Snap out of it! I know you're in their somewhere!" Then there was a snap as Apex violently and quickly ripped his head to the side, breaking the bone in Ember's arm causing her to collapse and shout out in discomfort.

Apex spat her arm out before he raised his head and brought it down attempting to bite down into her throat like a predator going after prey. Using her other arm, Ember grabbed one of her antlers and used her legs to hold him back.

The Overlord grinned at this before he snapped his claws. "That's enough, Come." He said before Apex eagerly jumped off Ember and trotted up to the Overlord sitting down next to his throne.

Ember hissed as she tried to get up again, but she was instead tackled down by her alternate self once again.

The Overlord grinned as he kicked the foot stool away and stood up. Then he locked his eyes with the Alternate Celestia. "Ah, don't think I have forgotten about you." he said as he walked up to her.

With one go he grabbed her horn and lifted her up. There was a cracking until the tip of the horn was ripped clean off, and the Alternate Celestia was dropped to the ground.

She screamed as she held her new stub. The Overlord looked down at her with contempt and hatred clear in his eyes. "This is what you deserve." The Overlord said before he started to walk away from her and stood in the center of the plaza.

The Overlord took the horn and pointed it up into the sky towards the sun. He narrowed his eyes, and gripped the horn tighter until, a dark Red beam shot out of the tip of Celestia's horn, slamming into the sun. After a few minutes the beam ceased. There was now a red growth on the sun, which started to slowly expand, absorbing more and more of the sun.

The Overlord smiled up at the sun for a second before he smashed the horn in his claw. He opened it and flipped his hoof, allowing the white powder that used to be Celestia's horn fall to the ground.

The Overlord gave a content sigh. "The sun is mine." He chuckled. "Oh ME I have never felt this happy before!"

The crowd of Changelings and Dragons cheered in response. "ALL HAIL! ALL HAIL!" They chanted.

The Overlord turned to his army. "TELL ME! HOW SHOULD WE CELEBRATE THIS WONDERFUL VICTORY!" He shouted loudly to his men.

The Changelings in the crowd raised their weapons and screamed; "BLOOD HUNT!!"

The Overlord's horns glowed blood red as the Elements and leaders were lifted into the air. "As they say, A leader is a slave to their people! A blood hunt is what you shall have!"

Swirling vortexes of flames appeared in the air, behind the leaders and elements. The Overlord grinned before with one quick toss, they were thrown into their vortexes.

The Overlord grinned before he pointed at Barxt, whom had come flying down from the roof he was tossed on top of.

"Barxt! Time to celebrate your Promotion! Get you're soldiers ready! This blood hunt is all you." The Overlord said with a laugh.

Barxt smiled viciously before he nodded and waved his arm to his men, who made up a two fifths of the soldiers. "Lets move!" The Changelings roared in joy before they shot into the air in a swirling horde.

The Overlord was practically beaming now. "Who can stop me now?" he shouted into the air, spreading his hooves.

Author's Note

To any and all interested in it:
I made a discord for the people who are fans of this story and my others. Here is a Link: https://discord.gg/Gqvdstt

If you liked this chapter or any of my previous chapters be sure to comment and like :pinkiehappy:
If you didn't feel free to dislike and tell me how I can improve via a PM or Comments if you would like :twilightsmile:

Also, I explained this in a blog post, but, If anyone wants an OC or something to appear in this story, feel free to hit me up with a PM.

Chapter 24: Scattered

Shining Armor coughed up water as he pulled himself onto the sandy beach. The waterfall they had been thrown over the edge of thankfully dropped them into a lake, instead of a sharp river bed covered in pointy rocks. Said lake was a small natural reservoir surrounded on all sides by more temperate trees, which had somehow managed to remain undamaged from the Overlord's nuking of the Everfree Forest.

Shining Armor flopped onto his back and looked straight up into the air, breathing heavily. "Sweet Celestia…" He panted. "This has been the single worst day of my life..."

Pharynx looked over at him. He was laying on the beach too, except he hadn't actually pulled himself out of the water like Shining had. He instead simply lied on his stomach, too drained to even lift his head. "Ditto... I don't think I have been this exhausted in my entire life."

Seaspray stood above the group in his hippogriff form, seemingly completely energetic without a single sign of exhaustion on his face. "Pip-pip. No use in laying about. We need to get back up there asap! We can't even begin to imagine what horrible atrocities that the Dark Lord is committing."

"Negatory." Flare anxiously said. He was currently further up on the beach, using a tree to prop himself up and he held a claw against his chest, trying to calm himself down. He looked like he was on the verge of a panic attack. "There is no way we would be able to survive going up there."

"Especially seeing as how we are down three fighters." Shining Armor said as he brought himself into a sitting position.

"Three?" Seaspray asked, confusion evident in his voice. "I mean... I can see that Gallant is out for the count, and I can imagine Pharynx being too tired to fight, especially after turning into a Sea Dragon at that last bit... But who is the third?"

Pharynx gestured over to Gowland, who was hunched over on the side. The large Yak gagged a couple times holding their stomach. "Mountain Gods... Forgive Yak..." The Behemoth stated before retching and emptying the contents of his stomach onto the sand and grass.

"Eck... yeah I can see three of us being out..." Seaspray said covering his nose with one of his forelegs.

"Make that four." Flare said as he raised his hand, dropping into a sitting position and removing his helmet and revealing his Honey colored scales, and deep blue spines that resembled a mohawk. He has two rather small horns that resembled those of a baby goat. They were basically small nubs that would have been indistinguishable from his spines, if they weren't ivory white.

"Wow..." Pharynx, Shining, and Seaspray said in Unison.

"What?" An agitated flare said as he flipped his helmet over, dumping a little water out of it.

"You're horns are tiny..." Pharynx said staring up at him.

Flare stood up quickly and threw his helmet violently onto the ground. "Say that to my face reindeer games!"

Pharynx hissed in rage. "Oh that's it!" he shouted as he tried to get up, his weakened and tired legs shaking as he pulled himself up. "I am going to turn your scales into a cloak you overgrown lizard!"

Flare stomped up to the Changeling, towering over him. "Big talk coming from a beetle! Your antlers are gonna look good ontop of my hoard!"

Seaspray rushed in-between the two, pushing the Dragon and Changeling away from each other. "Now is not the time to get involved in petty arguments! Those crimson chavs could be barreling down on us at any second."

Shining then pulled himself up into a standing position and raised an eyebrow. "Wait a second... Has anypony seen Gallant?"

Everyone stopped what they were doing and looked at him.

"No..." Pharynx, Seaspray and Flare responded.

Gowland tapped Shining armor on the shoulder, then pointed to the center of the lake, where Gallant was currently floating unconscious, but his armor was clearly weighing him down and he would likely be sinking to the bottom soon.

"None of you helped him!" Shining shouted in alarm as he rushed into the water.

"Yak no swim." Gowland said.

"I can't even take care of myself, how am I supposed to help him?" Pharynx asked.

"I thought you had him." Flare nonchalantly stated.

"I actually forgot he was unconscious." Seaspray sheepishly responded.

The frozen north. A cold distant place devoid of almost all greenery and animals. One could spend a life time up here, and never meet another intelligent creature. A single pony trudged through the darkness, his head and body covered up by a large and black cloak, meant to soak up what little heat made it in from the sun, and to keep him warm.

The Pony walked through the north, craning his head left and right, before he stopped in a single spot. He looked down. The snow was oddly bumping up here. A slight thing that no one else would notice, but he had a sharp eye. That meant one of two things. Either a burrow of some animal was beneath, or a much more fruitful option.

The pony bent down, and started to dig into the snow with his hooves. His white coat was taking on snow, making his legs wet. If this wasn't the thing he thought it was, this was a waste of time and energy, and would potentially give him frost bite.

He finally dug through the snow to reveal grass. Dead, yellow grass that was frozen stiff. But that was exactly what he wanted. He bent his head down, and with several great tugs he ripped it from the ground.

'Good' he thought. 'Now all I have to do is take this home and thaw it out.'

He turned his head to begin his hike back to his home, when a crimson vortex opened above his head, and a blue dragoness was tossed out. She hit the snow with a boom, flinging snow particles all over, unintentionally burying him.

The pony shook the snow off him and stared ahead, greatly irritated. "What is the big idea drag-" He started before he noticed something. She was staring up at him, her eyes pathetic and waterlogged, and her arm twisted at an unnatural angle, leaking blood.

"Oh my." He said as he noticed her condition. "You are greatly hurt, and I do believe you dragons are cold blooded. You won't last a day out here on your own."

A faint light emerged under his cloak and she found herself grabbed and lifted up into the air by a golden orange aura. "Come, come. I will help you. It has been too long since I have had a good visitor." He said as he dragged her through the air.

Twilight screamed as she flew through the Overlord's Vortex. It was nothing like the portals or teleportation that she was accustomed too. It was painful, and odd, and it lasted for far longer. It would go from scalding heat, to frigid cold, back to scalding heat until finally it stopped.

She was dumped through the sky and landed on her back in a puddle of some kind. Her eyes were closed, but she still felt the cold pitter patter of rain. She groaned and slowly pulled herself up, opening her eyes.

She was in a large mountain range, with rain falling down around her in a large pitter patter, and the crack of lighting filled the air, followed closely by the boom of thunder.

This mountain range reminded her of what she read the Gryphon lands were like. "Ok..." She said aloud. "Looks like I am in the Gryphon lands.... good to know..."

Twilight looked around and pulled herself up, her purple coat covered in mud. She looked around before she gritted her teeth. "But where in the Gryphon lands?"

Twilight looked down and shook her head. She could feel her eyes start to water. "How could this have happened?" She asked aloud before sobbing loudly. "T... this wasn't supposed to happen."

No one had ever beaten them like this badly before. Not Tirek, not Discord, not even Chrysalis. She shook her head before wiping her eyes with the front of her forehooves. This wasn't the time to be sad. She needed to find her friends and her allies leaders.

She turned her head to a fro. It was too dark to see anything. She looked around. She noticed something in the shadows. She turned her head to stare at it. She took a step back. "Hello?" she called out. "W-whose there?"

There was a flash in the sky as lightning shot out of the clouds revealing who was there. They were creatures, assumedly Gryphons, in full silver armor.

The Armor, in the short amount of time she could see it, appeared to be Half Plate, featuring morions with built in lion shaped metal masks. The armored Gryphons wielded steel shields in the shape of lengthened pentagons and metal maces.

Twilight took a couple more steps away from them.

"Stay back!" She shouted as she walked back until she backed into another armored Gryphon twice as large as the others.

"Look what we have here?" The Gryphon said, his voice identical to Gallant's. "A wanted criminal down on her luck."

She spun around and was about to say something, before she received a rude, and violent punch to the face, which immediately dropped her unconscious.

The Overlord was sitting on his throne again. Standing before him was his three generals, minus Barxt, and Ember. Apex was sitting at the foot of the Overlord's throne, serving as his master's foot rest. The Throne room had greatly changed in appearance as of recent compared to it's earlier form, but not enough to seem alien.

Black metal braziers burned with Crimson fire throughout the room, and a banner rested directly behind the Overlord's head, showing off the insignia of the Overlord's Empire. It was a light grey banner, with a crimson flame burning in the middle. Emerging from that flame, were two dark grey Antlers.

The Overlord laughed as he spread his forehooves in an inviting stance. "Well my minions, you have done it. You have secured me my rightful place as ruler of Equis. So I say, bust out the chardonnay!" He shouted pointing at a Guard in full plate. The soldier nodded before he and two others rushed down a hall.

They returned moments later with five golden chalices full of the wine balance on a platter, and the other two came in, each carrying two bottles, incase they wanted a refill.

The platter was held before the Overlord first with a bow. The Changeling lord grinned as he grabbed his chalice with his claw, before it was held before the others who each took their drinks with pride and joy in their eyes.

"All hail the Overlord!" Morion shouted raising his chalice into the air, which was echoed by the other generals and Ember.

The Overlord held out a claw. "No, no, no stop. This victory goes to you. I couldn't do it without you."

The three generals smiled greatly, Haras in particular.

The door to the Throne room suddenly slammed open and Pharynx limped in, completely coated in water. After a few seconds his leg healed fully and he was able to regularly walk. Pharynx marched in and pushed Lurick and Haras aside, causing the two to spill their drinks. Lurick, the physically weakest one of the two, was completely soaked, his uniform being easily stained.

Lurick opened his mouth to complain, but he was silenced by Pharynx's glare.

The Overlord narrowed his eyes at his brother. "What are you doing interrupting me and my generals? I told the guards to not let anyone into this room!"

A guardsman at the door peered down the hall Pharynx had just come down. "It seems like he mortally wounded anyone who got in his way sir." A guard said.

Another guard sighed deeply. "I'll go get the healers."

The Overlord face hoofed and sighed. "You do that captain."

The Guard nodded and left the room as the Overlord looked at Pharynx, narrowing his eyes even further. "What do you want?"

"My chew toys escaped." Pharynx said matter-of-factly.

The Overlord's eye twitched and he quickly closed his claws, shattering his chalice into pieces. "You let them escape? A group of elite warriors who could potentially slaughter their way through my army, the army I just sent out to hunt down the elements and leaders that they are friends and servants to, and will give their lives to protect?"

Pharynx was quiet for a second. "Yesssss…." He stammered out slowly.

The Overlord back handed Phayrnx across the face flinging him across the room where he crashed into a pillar and slid down it slowly. As soon as the Overlord had lashed out however, he had calmed down. He sighed and rubbed his brow.

"Take a unit of my guards and go look for them. Take these with you to demoralize them." He said, levitating Thorax's severed purplish wings into the air.

Pharynx nodded grabbing the wings with his own levitation and quickly hurrying out of the room, a unit of guards following after him.

The Overlord sighed and stood up. "Sorry," he said as he started to walk away, "But my brother's incompetence has put me off of this celebration. We shall have to try again later." He entered a door which lead to his personal bed chambers with a sigh.

Morion sighed. "Of course my lord." He said before he turned to leave the room. He walked out and went down the hall deeper into the palace.

Lurick and Haras left a minute or so after Morion.

"I don't know why the Overlord keeps such a senseless brute around." Lurick said as the two walked out, Hara merely glared at him with his single eye in response.

"Don't question the Overlord. He has his own reasons for everything he does. He is perfection!" Haras shouted in response as the two turned a corner.

Ember was the last one to go. She quietly stared at the door the Overlord had gone through. He tapped her foot a couple times before she turned to the door and quickly sped out into the hall after Morion. She deigned that she should learn a little about her new master, and Morion seemed like the perfect way to do it.

He was the closest to him after all.

Cadance pulled herself up from the viewing screen she had watched. She quickly turned as if the rush to the portal.

She was stopped by Starlight who rushed in front of her. "No! You can't go!"

Discord appeared in front of her to stop her. "Look, Cadance. If two Celestias and Thorax could barely put a dent on him, you can't do anything." Discord said staring down at her.

Cadance looked up at him. "I can't just sit around doing nothing! He just tortured Thorax, siced a monster after my husband and scattered the only hope of beating him all across the alternate world! I need to do something!"

"I feel that the best thing you can do right now," Starlight said, putting a hoof on Cadance's shoulder. "Is stay behind and lead everyone while the current leaders are away."

Cadance looked at her for a couple seconds before she looked down and nodded. "You're right... You're right..."

With everyone's attention, no one noticed a certain pale blue changeling slink away down the hall towards the mirror, followed by a purple dragon.

Author's Note

Be sure to join my discord if you are a fan ^^
https://discord.gg/Gqvdstt

Hope you like this chapter, I tried my hardest on this one.

Chapter 25: Emotions and Mirrors

The Overlord gave out a deep sigh as he entered his bedroom. It was large, certainly larger than the one he had at the hive. The room featured two large doors, with built in windows, which lead out to a balcony, a bed, a desk with a built in mirror, and several end tables.

He turned his gaze to the mirror in the room. No reflection. He was confused for a second before he remembered what was going on.

Not having a reflection was good for intimidating ponies, but it wasn't good for him when he needs to actually work on his appearance. The Overlord's antlers and horn glowed and the spell keeping his reflection invisible stopped.

He grinned at the mirror for a second, before his grin fell immediately, replaced by a look of confusion and horror. In the mirror, staring back at him was a leader who lead his people to glory, a leader who was loved, and a leader who was respected. But it wasn't him. It was his alternate self. Lime green and orange.

"What?" He asked cocking an eye brow, and the one in the mirror followed his movements. "Did I transform and forget?"

The Overlord was consumed by a burst of red flames. The one in the mirror stayed the same as he looked down to see that he was wearing his own armor, and his carapace was crimson.

He growled at the mirror deeply. "What is going on?" He shouted as he started randomly changing forms, but the one in the mirror stayed as his alternate self, even as he turned into all manner of random individuals.

Finally, the figure in the mirror transformed along side him. He would have been happy, if it was literally anyone else. Staring back at him, was Queen Chrysalis. His Chrysalis. The one he had usurped.

His eyes widened. This time the mirror did not follow his movements, it only stared back at him with sad eyes.

He growled, and dropped his disguise, disappearing in a burst of fire one last time. When the flames died down he looked in the mirror once again. Chrysalis was still there, and behind her were hundreds of figures of all races, shapes, and forms, and each of them stared at him. He remembered each and everyone of them. They were all beings that he had personally snuffed the life out of.

Some were enraged, others sad, but not one seemed even remotely joyous. The Overlord frowned deeply at the mirror. "I killed you! You're dead!" he shouted to the mirror stepping towards it.

"Yes. You did." The Chrysalis in the mirror said, causing his eyes to widen. "You killed all of us."

The Overlord stepped towards the mirror again. "Then what are you doing here?"

Chrysalis shook her head and closed her eyes. "You don't realize, Thorax. You don't realize that you have sealed your own defeat."

"What? How?" The Overlord asked, his eyes widening.

Chrysalis shook her head again and looked up at him.

"Tell me!" He shouted, slamming his hooves onto the desk.

Chrysalis's eyes started to water a little in response as she stared deeply into his burning vortexes.

"I still love you.... Son." Chrysalis said, her voice choking up and tears starting to poor down her face.

The Overlord's eyes widened before he roared into the air. He closed his eyes as brought his hoof back and with one single strike, drove it through the mirror, and into the wall behind it.

The Mirror cracked deeply. He slowly opened his eyes seeing his Crimson self in the mirror. Tears were running down his face now, and he didn't know why.

Ocellus gulped. Standing before her was the mirror. She nervously reached a hoof out for it, then pulled it back.

"I shouldn't... This is a bad idea." She said to herself nervously.

"You got that right." She heard a voice behind her, causing her to jump. She quickly turned around to see Spike hovering in the air, staring down at her with his arms crossed. "What do you think you are doing down here?"

Ocellus looked at Spike for a minute before she looked back at the mirror. "I... I thought that if King Thorax saw me or one of his other subjects he would snap out of it..." She said nervously, looking down.

Spike looked away and sighed. "That probably wouldn't work. He went after one of his closest friends like a wild animal and broke her arm. I don't think it would work with you."

Ocellus stepped towards Spike. "But I have to try!" Ocellus shouted in desperation. "Thorax has dedicated his life to his people, changelings like me, and if he saw a good changeling, he might snap out of it."

Spike shook his head. "You can't. Not without protection. Heck even with protection I'd say no. That guy's brother just chewed up the strongest warriors in the world. I don't even want to imagine what he would do to anyone weaker than them."

"But..." Ocellus started before she was cut off by Spike.

"No buts." Spike said crossing his arms again and frowning deeply. "You are not allowed to go in there, and that's final. I know you and your friends saved Equestria, but Cozy Glow was one of the weakest threats we faced. Although she was definitely one of the smartest..."

Ocellus looked down sadly and gulped. "I... I..." She started. Spike turned away and started to fly away.

"Ocellus, I know you want to help, but all your going to do is get yourself hurt." Spike said as he left the room the mirror was contained in.

Ocellus sniffled as she turned back to the mirror. Her reflection had tears running down it's face, which was only right. "I... I need to do something..." She said, before she stood up and started to inch towards the mirror once again.

She then heard a group of steps behind her. She turned to see her friends who looked at her. "What are you guys doing here?" She asked sadly.

"We heard you were going to go through the mirror to try to save everygriff." Silverstream said as she sat down next to her.

"Yeah..." Ocellus said as she looked down. "Are you gonna try to talk me out of it?"

"Actually, we were gonna help you." Sandbar said as he walked up next to her and looked in the mirror.

"Help me?"

"Yeah! Yak no want you to go alone, and yak want to help Prince!" Yona shouted stomping her hoof.

"Queen Novo is my aunt. How do you expect me to not try to help her?" Silverstream excitedly said shrugging.

"If you guys are going, I'm going!" Sandbar said, indignation filling his eyes.

"I can't let you guys go there without me. What kind of Friend would I be then?" Gallus said.

Smoulder hesitated in the back for a minute before she walked forwards and put a claw on Ocellus's shoulder. "Hey, I'm there too."

Ocellus smiled at her friends, before all six of them stood up, and confidently walked through the mirror.

Author's Note

Join my Discord if you like the story. I am currently in the need of Admins and more users :rainbowlaugh:
https://discord.gg/Gqvdstt

And yes, Ocellus and the rest are being pretty dumb. Let's see how badly this bites them in the rear.

Chapter 26: A Brand of Failure

Ember followed the hallway Morion had earlier gone down. She tried to be stealthy, as stealthy as one could be in a suit of full plate armor. As she walked she stared out the, now read tinted, window to see the Changelings below tearing down statues to Sombra and the Princesses, as well as cleaning up the city. Ember grinned. She loved seeing those pompous pony rulers statues torn down. What had they ever done for their people, besides ruling them for a thousand years?

Nothing.

Heck, Celestia and Luna had almost destroyed the planet. How could they possibly be considered good rulers after that?

"Ponies." She spat with disgust. "So weak."

She finally caught up to Morion, dashing behind a pillar and peering out as he stood still in the hallway, his eyes locked outside of an open window. Suddenly a large wasp, the largest she had ever seen flew into the room. It looked big enough to be able to hunt birds in fact. It was red and dark grey, and clearly buzzed with menace.

Morion held his hand out and the Hornet landed on his hoof. "Damage reports?" He asked.

"Exactly 387 Initiates, 102 Legionnaires, and 32 Overlord's Guard met their end in the previous battle. The conflict also claimed the lives of about 527 ponies whom were caught in the crossfire, although we are still finding more buried in the rubble." A deep, hissing voice said as the wasp buzzed it's wings.

"Good. I have a new mission for you. Scout out the river in which the enemy warriors escaped, find their most likely last location, and report it to Pharynx." Morion said as he tossed the wasp into the air and turned to continue walking.

"It will be done, Lord-General." The wasp said, before it darted out the window. Ember's eyes trailed the wasp for a couple minutes before she continued following Morion.

Morion slowly turned and saw the door to his new room. Across the hall were Ember's, Lurick's, and Haras's, and next to his was Barxt's.

He had been in each of the rooms, to check in with the generals as they were working, and he remembered them with perfect clarity.

Ember's was as of yet unfilled, Haras's had a large statue of Thorax in the corner, which Morion had found him praying to, Barxt's was filled with stolen pony décor, luxuries and money, which he had sacked over the course of the war from the weak creatures, and Lurick's was bear aside from a desk which he kept for his schematics and diagrams.

However, all of them were much more lavish compared to Morion's. He entered the room to see a most familiar sight. A dark, empty space, with nothing but a furnace in the corner, burning with a orange and yellow light, a single branding iron resting inside.

Morion removed his armor and helmet, resting them in the corner, before he slowly walked into the light. His body was crisscrossed with brands, all of the same image. A flame, with two mandible like antlers emerging from it. Very few spaces on his body were clear of brands, with only a couple spaces on his chest, underside, and legs being free of the brands. the largest one rested on his forehead, just below his horn, and it still burned even now, giving him constant, unending pain.

The Changeling stood infront of the fire and grabbed the iron by the handle with his levitation. He turned it around revealing the same marking that he had covering himself. Morion closed his eyes and slowly exhaled before he began.

"For failing to protect him from the Elements, I brand you." he said, before he shoved the brand against his chest, and shouted out in pain. He slowly pulled it away to reveal a new black marking upon his crimson carapace.

"For failing to protect him from the Celestia's, I brand you." He said before he did it once more, burning another marking onto him.

"For failing to-" He started, before he felt the brand ripped from his magical grasp. He slowly opened his eyes, allowing him to see the Dragon Lord Ember.

"What are you doing to yourself?" She asked in confusion and concern.

Morion quietly stared at her. She was an enigma to him. She showed a sense of genuine concern for him. His natural empathic abilities allowed him to see that she was a sociopath, more so than the Overlord in fact, but she seemed to care that he was doing this to himself.

She cared for the Changelings and Dragons, yet saw the rest of life as playthings and enemies. Interesting.

"You would not understand, so I will not tell you." Morion said as he wrested the brand from her grip and put it back in the fire.

Ember simply steeled her expression and stared at him. She didn't say anything as Morion heated the brand up again, preparing to brand himself once more.

"Is there another reason you were following me in the hallway like a lost puppy earlier, or are you just here to interrupt me." Morion said, as he turned to look at the taller drake out of the corner of his eyes.

"You knew I was there?" She asked, causing him to roll his eyes. He didn't respond, and simply removed the brand from the fire, so she just decided to ask the question now. "Tell me about the Overlord's past. I want to know more about my lord." She said.

Morion dropped the branding iron which clattered on the ground. Morion stared blankly ahead, his face suddenly gripped by pure guilt and sadness. He closed his eyes and inhaled slowly. "And why am I the one you've decided to ask?" he said flatly in a monotone.

"You seem to be the closest to him, out of everydrake here. Even closer than his brother." Ember said as she sat down. "I will not be leaving this room until you tell me everything."

Morion slowly picked the brand up and placed it back in the fire, before he turned and sat down, staring at her eye to eye. "On two conditions." he said as he stared at her.

"Name them."

"Number one, you do not say a word of what you saw me doing to our lord."

"Deal, what's the next one?"

"You never interrupt me again."

Ember nodded, and Morion gave a light grin, the first one to grace his usually apathetic face in months, barring the ones the Overlord gave him. "You are indeed a good servant of Thorax. Barxt in particular would have immediately reported me to try and get ahead." He said before he turned to the fire, it being the perfect back drop for his story.

Years ago, there were three changelings, who hatched together in the same clutch. Two were the Queen's sons, and one was the son of a random low ranking peasant, who died of starvation before his birth.

The first born grew up to be a noble warrior, the queen's loyal lapdog who never strayed far from her side, and never hesitated to do as his mother told him. He is unimportant, but know he became the attack dog of our lord.

The second was a free thinker, who never stopped questioning his mother, who he saw as weak. He was outspoken and noble. He saw the love sharing of the Changelings to be weak and ineffective, only ever leading to them starving, in a world where all life hated them.

The last was born sickly and weak. Despite their kind and gentle ways, the hive saw that he would likely not survive to live a single year, so didn't bother to try and help him. That is, all of the hive except for the second one, who took care of him, and nursed him to health.

The third and second formed a large bond. They became fast friends, and they never strode too far from each others sides.

"Wait, stop." Ember said holding up a claw.

Morion sighed and turned to see her. "What? I thought I told you to not interrupt me." He asked.

"Sorry but..." She said. "What does this have to do with the Overlord?"

Morion turned back to the fire, his face once again overcome with sadness as he thought back to an earlier time. "The Second and Third changelings, are Thorax and I." He said with a sigh.

Ember gritted her teeth. "S-sorry, I won't talk again."

"Thank you."

The two changelings found themselves bored of the peaceful ways of the Changelings, and like the first one, they decided to practice the art of warfare. While the first studied how to be an honorable and courageous warrior, the first and the second studied tactics alongside combat.

They saw it as not practicing to fight, but rather practicing to win. While the other Changelings gathered what little food they could, or flocked around the queen while she told them stories of her time as an Element of Harmony, the two changelings sparred and trained together.

While the others read books preaching the love of Equestria and her king, and brainwashed them into compliance, the two Changelings read books of war, and practiced against each other regularly in games of logic.

Others called them crazy. They called them paranoid and evil, up until the king of Equestria disappeared. Replaced by Luna and Celestia. Most of Equestria's neighbors, barring the changelings, saw this as a moment of weakness for Equestria. A moment to claim the country for their own, but none dared to make a move. None except the Gryphon Empire.

Under the banner of their King, the Gryphons marched into Northern Equestria, reaching as far as the outskirts of Manehatten before the Ponies could just barely slow their advance.

The panicked Equestria called upon all others for aide, of any kind. The only ones to answer were the Changelings and Crystal Empire, and even then, the Crystal Empire only aided them because their queen felt she owed a debt to the two princesses.

The combined forces of the Slave Armies of the Crystal Empire, The Day and Night guard, and the Changeling Empire's forces, who amounted to nothing more than armed peasantry, slammed against the superiorly equipped and trained forces of the gryphons.

The only side who managed to make any significant advances into the enemy army, were the Changelings, lead by a certain two changelings who had trained their entire lives for this occasion.

They managed to give relief to the Crystal Empire and the Equestrian armies and give them time to rally and strike at the enemy and crack their iron and steel defenses, but it came at a cost.

In the end, they were cornered in a final battle, a week before the war finally ended, and they were captured.

The third... was wounded in the final moments of battle, and had to watch as his closest friend was beaten, and had his wings torn form his back. He failed to protect him.

In the end, the second, third and 66 of their soldiers were taken into gryphon prisoner camp. They had their wings torn off their bodies, and were forced to live their lives as prisoners, going through all kinds of torture imaginable under a truly cruel and sadistic warden.

For months after the end of the war they were kept prisoner, until finally, one amongst them, the second changeling managed to feed on enough of his own fear and hatred to evolve and free himself.

In a bloody rampage he killed every single gryphon he could find, before he freed the other prisoners and showed them how to do what he did.

In the end he lead his new army to the hive and killed the queen, resting the power from her, and the rest is history.

"Woah..." Ember said.

Morion nodded and sighed, before he grabbed his armor. "I have spent too much time in here. I need to get to work. I was only supposed to be in here for a couple second, we need to leave." he said as he put in on.

Ember nodded before they left the room together. "Thank you for telling me this... and I'm sorry about your wings." She said.

"It is fine. One cannot expect others to know everything, and you cannot exactly serve the Overlord to the best of your ability if you do not know him well enough." He said, before he slammed the door closed behind him. The Two walked down the hallway together and turned the corner to come face to face with six young creatures of all species, stopping both groups in their tracks.

The eight stared at each other for a couple minutes, neither side making a move. "Uh.... Hello." The Gryphon in the group said.

Author's Note

Some comments, some comments, My Kingdom for some comments.

Adoption Notice

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

Prologue: The Overlord Comes

Celestia and Luna stood in their armor as they gazed at the door, with their weapons clutched in their magic.

Celestia's armor was a shining golden display, featuring rich decorations and precious gems galore. In her magical grasp was a long spear that was just as flashy, if not more so, than her armor.

Luna's armor, on the other hand, focused on use rather than décor. It was silver in color and covered her head to hoof leaving only enough space for her horn, eyes and wings to be revealed. She held a sword which was only emblazoned with a single milky white moonstone at the pommel.

They were flanked by a large contingent of both Day and Night Guards, who were holding their weapons nervously and sweating profusely. The room was choked with fear.

Celestia swallowed a lump in her throat as she looked over to her sister who was as calm and stoic as ever. She had to wonder how she was capable of it.

Less than a year ago, the two had almost destroyed the reality they lived in, but now they were the last line of defense between a cold, unfeeling, and bloodthirsty tyrant, and the throne. The Universe was a cruel mistress and the irony was not lost on her.

She was awakened from her thoughts by the stomping of hooves just beyond the door to the throne room. This was it. The final battle for their world. She took a defensive position and looked over to see her sister had as well.

"This is it Guards! Do not falter, do not relent, the Changeling you are about to meet is nothing like Queen Chrysalis. He will give no mercy and will expect none in return. Be prepared for anything!" She shouted as she readied herself.

The door caved inward and in pieces from a fiery explosion. The debris smashed through several lines of guards and destroyed several busts of King Sombra and the Royal Sisters, coming to a sliding stop at the hooves of the Celestia.

Standing in the doorway was a Changeling equal in height to Celestia. His body below his neck was clad in dark grey segmented armor, with a dark red cape flowing in an invisible wind. His head and above was clearly visible, revealing his crimson chitin. On his head rested a black crown with a Blood red Gem embedded in the center, just above his forehead. Two Grey mandible like horns emerged from the top of his head like those of deer. The hooves of his armor had five spikes emerging from them, clearly meant to resemble those of a dragon. They were incredibly sharp and looked like they could disembowel a pony without even trying. Light red fire blazed in his eyes as he glared at them.

To his left was Sombra, his eyes glowing green, as purple smoke flowed out of them, like always. To his right was a Changeling that resembled the tall one only shorter in stature, alongside, lacking a crown and cape.

Behind the three of them was a massive swarm of Crimson Changelings, all of them with flaming light red eyes. There were hundreds, if not thousands, of them all staring down at the ramshackle force of less than fifty Royal Guard before them.

The Changeling Lord slowly walked forward, Sombra and the Changeling to his right following him.

"My my my. What might we have here?" the Changeling lord said, his voice incredibly sophisticated and calm. "A small resistance to my conquest? I must say, this is utterly embarrassing. I was expecting the battle of Canterlot to have lasted for days and nights but it is like you pathetic ponies have completely given up. I was able to practically walk into this city."

Celestia frowned at the sheer disregard for her and her people this Creature shown. While it was true that the Changeling Lord had managed to overwhelm her countries defenses and fight a brutal war of attrition against her people but she was still more powerful than him. How dare he brush her off.

No. That was her previous life talking. She was a kind and compassionate ruler like her predecessor. The beasts in front of her, the vile Changeling and Sombra, she knew would only bring ruin to Equestria.

"Oh, where are my manners?" The Changeling said placing his clawed hoof on his chest. "I am Overlord Thorax. Ruler of Changeling kind, and by the looks of the battle that is about to commence, the ruler of Equestria as well."

He removed the hoof from his chest and began walking forward. His metal claws clanging on the stone tiles of the Palace throne room.

"I am not entirely without mercy Princess. Surrender this country, this castle and your subjects to me and you and your sister may yet live." He said as he closed in on the Princesses walking over the wounded and dead guards caught by the debris he had launched during his dramatic entrance.

"Overlord Thorax." Luna said as she stepped forwards, staring Overlord Thorax right in the eyes. "You are clearly outmatched. No matter how powerful you and your followers might be there is no way you can deal with the two Princesses of Equestria."

Thorax didn't flinch when the fully armored face of Luna was thrust an inch away from his. He smiled and laughed bearing a mouth full of sharp teeth and two long, wicked upper fangs.

"Why, I need not fight you. If you and your sister were to even so much as strike me with the weakest magic beam in the history of this pathetic nation my subjects will swarm into this room with numbers and rip both of you apart bit by bit until you are both nothing more than bad memories and stains upon the floor." Thorax said with a smile.

Luna frowned beneath her armor and rose her blade into the air. She attempted to bring it down upon Thorax's head, however, her strike was blocked by a Zweihander being held up by a Dark red Aura.

Thorax's antlers and horn glowed the same red color, revealing it was his sword.

"A disappointing answer but not unexpected." Thorax said, as he brought his hoof back and 'backhanded' Luna across the face, with an audible clang, the sound of their armors striking each other, sending her flying across the room. She landed on the ground and rolled a couple feet before stopping.

She didn't move.

Seeing their princess knocked out by a single blow from the Changeling Overlord caused the Night Guard to panic and break ranks. Soon the day guard followed in suit in a massive rout leaving Celestia alone to face down the Mad Lord.

Thorax looked to her and his smile widened. "I'm going to give you a 5 minute head start." he said. Celestia was struck by fear. She too ran. She would go to the one place she knew she could find help.

In the meantime, Thorax walked forward, smiling as he took a seat to the cheering of his Changeling army.

"Hear me my warriors! My Hive! The Age of the Pony ends now, once and for all! The Age of the Changeling shall begin! And as long as I draw breath it shall reign!" He shouted which only increased the thunderous applause of his people.

Sombra was the only creature in the room not cheering.

All he could do was look on with regret at what he was doing. Was this truly what the future held for him?

Author's Note

First Chapter my Friends. I hope you liked it.

I made a discord for the people who are fans of my works, or me for some reason hahaha

Feel free to check out the Discord at anytime
https://discord.gg/Gqvdstt

Chapter 6: Ballroom Blitz 2

"Multiverses? I have a basic understanding. Multiple universe." Ember said.

"Yes, although I could explain it in a better way." The Overlord snapped his claws again and two changelings came in holding a mirror.

"Imagine this mirror as our Universe." The Overlord said as he looked at it. Strangely, the Overlord did not seem to produce a reflection.

"Yes... ok..." Ember said, clearly confused. Did she really need this lecture? Or did the Overlord just want to explain this to some being watching them.... probably not, but she would listen anyway.

"Good." The Overlord said before he rose his claw and punched the mirror, with enough force to crack it, but not destroy it.

Ember rose from her seat what was he doing? Lord-Commander Morion rose his hoof before slowly lowering it, clearly signifying for her to sit down.

Ember did as commanded and continued following along with the Overlord.

"Now then, follow the cracks, each branching out from the central point, each interwoven, each spreading outwards, forming new branches. Each fork is a different universe." The Overlord said before pointing to the crack in the center with one of his claws. "This is the Original universe, spreading of from it," he traced along a crack to a fork. "Is the universe that is the template for all other branching off it. One might call this OUR original universe."

Following another crack he arrived at one more. "This fork is another universe that I find quite interesting. Below us in the dungeons, is a mirror that leads directly to this universe. Me and my generals were focusing on whether or not we should conquer this world, I am leaning towards a yes right now."

"And where is us?" Ember asked clearly invested.

"We, are right here." The Overlord said, following one last crack, branching from where he was. "Hmm, the Mirror analogy actually worked pretty well in my opinion, especially seeing as how mirrors are the main way to access other universes.

Ember frowned. The thought that her Universe was not the original made her mad, but she did not know why. "Why are you thinking of only conquering that universe? Would it not be better to just take the entire multiverse?"

The Overlord laughed at this, a dark and wicked laugh. "Spoken like a true dragon my dearest Ember. Indeed, It would be better to conquer the entire multiverse, but that is, unfortunately, and impossible goal. Each Universe is fundamentally different. Our Template universe is only one of 3 different templates, and Sir Discord showed me what those universes looked like before I sealed him away with my magic."

The Overlord seemingly shuddered. "Imagine taking the 'Friendship' and 'Love' of this world, and multiplying it by a thousand, and you get what those universes resemble."

Ember couldn't help but feel a chill go up her spine. Those places sounded like Hell to her.

"That does not explain two things though." Ember said.

The Overlord cocked his head and raised an 'eyebrow' (Changeling don't really have eyebrows do they.) "I am pretty sure I covered everything."

"Firstly, How do you know all this?"

"Ahh, Magister Sunburst was quite talkative after I threatened to feed him to a swarm of Flyders." The Overlord said with a dark chuckle.

"How did you get so powerful?"

Sombra growled from his pedestal. The Initiates the Overlord had given him to, basically, invade Canterlot, were completely useless. Not only had they charged towards a spear wall like suicidal Morons, they were now being slaughtered by a Dragon, and a.... Changeling King?

He stared at this Green and Yellow Changeling. He was the Overlord of this world, could it be that he was as powerful as the Overlord?

No, the Overlord had managed to overpower and defeat Luna, a Princess, he doubted that this Changeling could do the same. There was something entirely unnatural about the Overlord, but he knew at least one thing about the Overlord.

He had heard that the Overlord considered 4 things a threat to his reign, and only 4.

The Pillars of Equestria, The Elements of Harmony, a second changeling king, and Discord.

In the World he came from, only had 2 of the things were possible. When the Overlord had defeated Chrysalis, he had knocked the Elements completely out of the equation, and he had sealed discord away, some how.

But, this world seemed to have 3 of the 4 things, perhaps even all 4. Perhaps this world had a chance.

His hopes for the defeat of the Overlord were thrown into question, when a Changeling landed next to him.

"I have heard word from the rest of the Initiates. Supposedly, the Overlord demanded that Pharynx bring the enemy Changeling King to him if capture of Celestia is impossible." The Changeling said.

"And in the off chance that he didn't demand this?" Sombra said, masking his disappointment.

"The Overlord would still want anything that could threaten his rule brought to him in chains." The Changeling Responded.

'Damn it.' Sombra thought to himself. He stared to the king. 'If I intentionally lose to this Changeling, and set him free, mayhaps I can get off with a warning, and a slap on the wrist, alongside letting him go.'

"Leave the King to me."

Thorax continued to fire beam after beam of a stunning spell into the Changeling attackers. Despite his brother, and Embers seeming willingness to kill, he could not bring himself to do it.

Thorax charged up one more beam and shot it before he saw the shadows in the corners of the room start to flow across the floor, towards him. He was flying so it didn't matter, but he was confused. What were they doing.

"Thorax! Look out!" He heard Spike shout. Thorax turned around to see where he had shouted from, but came face to face with a massive black hand that had been forming.

He only had enough time to say one word before he smashed him out of the air, towards Sombra. "Oh."

He was tossed backwards and slammed into the ground in front of the debris that Sombra currently stood on.

"I am sorry about this." Sombra said, voice full of regret. "But I don't have a choice in what is happening."

Thorax pulled himself up and stared at Sombra. "I didn't have a choice when it came to serving the Queen. But here I am now."

Author's Note

Obligatory mention of how bad Gens 1 through 3.5 were out of the way when talking about a multiverse, and we should be good.

If the Overlord had a theme song it would be this:
https://www.youtube.com/watch?v=qmsjvBivRkU

Chapter 9: Discord Ex Machina

Overlord Thorax sat on his throne and sighed slightly. This was going to end poorly for that particular Acolyte.

He disconnected from his Minion's gaze and sat back. He yawned and stretched out his arm and back. Conquering was an exhausting job. You had to spend months on end planning and even longer replanning when those original attempts to outsmart you enemy failed.

Conquerors were underappreciated in the modern world. It was people like him that gave Celestia and Luna reason to sit on the throne. Would they be considered good rulers if the alternative were people like Thorax? Definitely no.

With another yawn Thorax slumped into his seat. Constantly projecting an aura of intimidation was incredibly tiring. Nobody actually knew how much work he put into trying to be terrifying.

Might as well take advantage of his new position as the Overlord of Equestria, The Dragon Lands and The Changeling Lands and take a well deserved nap. He snapped his claws, similarly to how one would snap their fingers, and a Changeling landed in front of his throne and laid down.

Thorax sat back and kicked up his feet using the Other Changeling's back as a foot rest. With a content sigh he closed his eyes and placed his forehooves behind his head.

Nobody said anything to the Changeling holding Ocellus captive. A majority of the crowd were holding their breaths in suspense and fear.

"Fine then," The Changeling said, "Since I am not getting an answer you are not getting this bug!"

The Changeling slashed the dagger he was holding in his magic across Ocellus's throat. Their was a squeaking sound, like one would hear if you were running a hand across a pool noddle, but there was no wound on Ocellus's throat.

In fact, the one the Changeling has made earlier when he pressed the knife against her throat was also gone.

"What?" The Changeling asked as he held up the dagger to his eyes. It was now made of foam.

The Changeling was dumbfounded, before a laugh echoed throughout the Hall.

"If this is what constitutes an invasion, then the quality of the villains these days is really going down hill." The Voice of Discord said, from above.

Everyone looked up to the ceiling, but there was nothing there.

"What in the Overlord's name?" The Changeling said before there was a flash of light at his side and the Ocellus he was holding turned into a long amalgamation of a series of random animals.

Better known as Discord, the Lord of Chaos.

"Boo." Discord whispered to him.

The Changeling leapt into the air in surprise before spinning around and slashing his sword at the Draconiquis, but the millisecond the blade touched Discord's brown middle section, it turned into bubbles.

"My my my, that was a bad idea." Discord said before he snapped his fingers and the Changeling was suddenly thrown into another dimension.

"Anyone else?" Discord said floating into the air and sitting down on a levitating chair. "Because I can literally do anything."

"It's this world's discord!" A changeling in the back said pointing at the floating creature. "Full retreat! Go go go!"

The Changelings suddenly began running away, a couple even tripping over each other. Pharynx was the last to go. He stared at Discord and growled like a rabid animal before taking off in a sprint.

Discord threw his head back and laughed at this.

"Where is Ocellus!" Sandbar suddenly screamed from the crowd of people.

Discord stopped laughing and sighed, his form deflating. "I just single handedly stopped a squad of invaders and routed a guy who kicked Shining Armor and Thorax's brother's butts with a snap of my fingers, and I don't even get a thanks Discord, or a Wow Discord you are so amazing?" Discord sighed again. "Why do I even help you guys."

Discord snapped his fingers again and a chest appeared above Thorax. It opened by itself and turned over, dumping the dizzy cyan form of Ocellus on top of Thorax.

Thorax grunted and picked up Ocellus and put her off to the side. "Are you ok Ocellus?" He said.

Ocellus slowly nodded, before she was suddenly tackled by Yona who gave her a bear hug. (Yak Hug.) The two were joined by the more sensitive members of the Young six, Sandbar and Silverstream, while Gallus and Smolder stood off to the side, too cool to hug, but still obviously happy and relived.

Twilight sighed in relief. She was really scared that she would either lose a student, or the Changelings were going to loose a monarch. She walked passed Thorax and the Young Six, towards a grumpy looking Discord who was filing the claws on his Lion Paw.

"Thank you Discord. I don't know what we would have done without you." Twilight said.

"Hmph, about time someone noticed my importance to the team." Discord replied leaning back, still floating.

The two were interrupted by Celestia who ran passed them and fell to her knees next to Sombra.

"Sombra! Sombra are you ok? Speak to me!" Celestia screamed to him.

"Celestia." Sombra said weakly, reaching up with his hoof. "Promise me you will stop the Overlord. Promise me that you will stop that monster."

Celestia's eyes were filled with tears. "I will my love. I promise." She replied sadly."

Sombra smiled. His eyes were equally filled with tears. "I have many regrets my dearest Celestia. Don't let one of them be that my last sight was you crying. Let my last sight, be of my love's smile. Please."

Celestia nodded and tried her best to smile. It was not a true smile, but it was close.

"Thank you my love. I'm... sorry..." He said as he laid his head back. "I can die happily now."

Celestia felt more tears fall down her face, as suddenly, Sombra's body began to harden and crystalize, until it was nothing but a black crystal in the shape of a Pony.

Celestia held the dead body of her former lover close to her body. This was the worst pain she had ever felt.

Pharynx and the rest of the Changelings arrived at the Mirror.

They all arrived at the other side in unison, but found themselves staring at a firing line of Changelings in Black Chain mail armor with Crossbows.

In front of the firing line staring at the Changelings dead in the eyes was General Barxt.

"Fire." He said, and the Changeling Crossbow men fired, peppering the Initiates and Pharynx with arrows.

The Initiates were mowed down, each pierced by at least 6 arrows.

"Argh!" Pharynx said as he fell to the ground a Bolt in his chest, and another in his Leg. "WHAT THE HELL BARXT!!" Pharynx screamed, ripping the arrows out and standing up. The wounds slowly closed themselves, healing the damage.

"That is Lord General Barxt to you whelp." Barxt said walking forwards past Pharynx, who backed off the second Barxt had said that he was a Lord General. "I had to execute these whelps for running from battle, and besides, none of the Bolts actually did any damage to you now did they."

"Clearly not, but still-" Pharynx started before he was silenced by Barxt holding up his hoof to shut him up.

"If you must know I was asked to move this damned mirror so when our new enemies emerge we can easily ambush them. And I thought I might as well kill two birds with one stone and deal with the initiates before they try to run from their execution."

"Hmph, You could have waited for me to move out of the way first. That hurt." Pharynx replied.

"Maybe it would not have hurt so much if you had armor on." Barxt said as he turned to his men. "Pick it up. We have to move this thing before any prey come through."

"YES SIR!" The Changelings replied before rushing passed the two.

"Well I am sorry that when I get into fights my armor get's damaged." Pharynx growled, his voice ripe with anger.

"Don't get snippy with me. Maybe if you actually tried protecting yourself when you fought instead of randomly slashing like a mad man, you wouldn't need a new pair of armor after every, single, engagement." Barxt replied as he directed his men.

"How did you even get a promotion to Lord General any way?" Pharynx said as the mirror was slowly lifted up and began moving, the two walking along side the mirror as the warriors carried it.

"I lead our forces in a defense against an Army of Dragons." Barxt said, barely paying any attention to Pharynx and more on micromanaging the men.

"An army of Dragons you say? By the Overlord, I wish I could have been there." Pharynx said in reply.

"Eh, it was pretty anticlimactic. They showed up, burned a section of the wall, then the Overlord kicked their leader's face in and they joined us." Barxt said, suddenly one of the Changeling's stumbled slightly and almost lost grip of the mirror. It tilted for a second before it was rightened. "Fibula! Overlord's sake can you watch where you are going!"

"Sorry sir." A female Changeling responded.

"You're right. That does sound boring." Pharynx responded as they resumed walking.

After a couple more minutes of walking through the dark, dank dungeon halls they arrived outside and began to escort the mirror towards a large plaza in the center of town. The Plaza was already surrounded by a large group of makeshift defenses, and a small army of 120 warriors.

The Soldiers moved to the middle of the Plaza and began to slowly lower the Mirror.

"Careful now. If you drop the mirror now I swear I will rain down fury upon you." Barxt said.

The Warriors slowly lowered the Mirror, however, at the last second a different Changeling lost their grip and it fell to the ground, face first.

"OVERLORD DAMN IT!" Barxt yelled.

"Sorry sir." A male Changeling said, before Barxt raised a hand crossbow and shot the soldier directly in the face.

"Pick it up! If it is broken, all of you are going to be flagellated!" Barxt yelled.

The mirror was slowly picked up and put into place properly. There Mirror was thankfully unbroken and without any damage.

"That was a close one Barxt. You might have been demoted if it broke." Pharynx said.

Barxt did not say anything. Instead he responded by shooting Pharynx directly in the knee with his Hand crossbow, which caused Pharynx to fall to the ground for the 2nd time since he returned, and walking away.

Author's Note

Flagellate: To flog someone for reasons of Religious Discipline.

Yeah, the title speaks for itself.

I realize I gave an overly emotional death to a pretty minor character in the thick of things, but, if you read the source material (The IDW comics), the death makes sense.