Author's Note

Warning: This chapter contains Blood/gore/death.

The Equestrian Candidate

Unbeknownst to the party, the teams of cultists send to aid the mercenaries still watched in secret from a distance, and would report not only what had happened, but where the entrance to the underground civilization was roughly approximated. The majority had little concern for their own lives even if the mistress decided to punish them for their failures; these fanatics would willingly sacrifice themselves for the cause. They would work themselves to exhaustion, use their magic to raise the sun and moon, even literally throw themselves on a sword, whatever it took to procure her love.

A few of them even infiltrated societies and pretended to be common citizens. Traitors had caused the downfall of many towns, and most of them weren't even aware of their double role until it was time to become active, a careful form of brainwashing applied by the mistress so that their secrets wouldn't slip out until it was time for the back-stab. Some of them willingly took on the role while others were coerced or broken into it. One such pawn had been planted with the resistance and remained unaware of this fact.

Sunset Shimmer's camp made their way to this newly discovered civilization once she reported back to them. Since even Spike could only carry so much at a time it took them a number of days before they finally arrived. Nor could he possibly fit into the entrance even if he were welcomed, and so Rarity stayed by his side in the Everfree Forest, doing her best to make certain he felt comfortable. A meeting was immediately called where key representatives from both parties were invited to attend in order to discuss the situation.

A well-polished round table that could seat over a hundred ponies awaited in the amphitheater, designed after something in an old myth, so that Fancy Pants could make it clear they were all considered equals here. He could be too sporting and polite for his own good, but that was also why he was beloved and respected. His well-educated nobility and tireless dedication to the cause had made thousands happily flock to him.

Goblets filled with wine and platters with a small feast were placed at each chair by the servants and maids that attended them. Sconces with torches lined the walls. Echoes sounded from trots when each member filed in and took their places. Behind them were stained-glass murals which represented the Princesses, the former bearers of the Elements of Harmony, and a number of key events that complied Equestria's history.

Fancy Pants waited until everypony had settled down. "Welcome, ladies and gentlecolts. I am honored you could all come tonight. There is much I wish to discuss about the future of Equestria, but first of all, I'd like to welcome our newest allies to our humble city." There was a stomp of hooves as he toasted with them and daintily sipped at his drink. He scanned the faces and paused at one of the raised hooves. "You have the floor."

Clearing her throat to seize their attention, Starlight Glimmer removed a diary the crystal pony had passed onto her from a satchel, pondering how much she should reveal of what she'd learned. "This book holds a ton of secrets about our nemesis. It was compiled by one of her servants who escaped her temple and helped save my life."

"Good. Maybe we can finally finish this with our combined resources," cut in Bon Bon.

Lyra shook her head. "What about Derpy? Can we mount a rescue operation?"

"One mare isn't a priority," reminded Bon Bon. "I'm sorry."

Fancy Pants pulled on the corners of his mustache. "Well...you told me she was most likely taken to the nearest breeding farm? That would be the Flesh Factory. It's a symbol of the enemy's power. Should we take it down we could bolster morale, claim some of their resources, liberate the slaves, and destroy a symbol of her power all at once."

Bon Bon chewed on her lower lip. "Can we really support that many slaves?"

"I will find a way no matter what personal sacrifices must be made. I admittedly do live a lavish lifestyle at times. Old habits die hard and all that." He took another sip.

"With the help of Spike it shouldn't be hard to smash a factory," said Sunset Shimmer who lazily stirred the contents of her chalice with a hoof. "Of course he'd have to be directed properly or else a whole lot of slaves will end up torched in the process."

"Perhaps he would better serve as a distraction," said Time Turner who now wore a bowtie. "He could serve as the main muscle while we infiltrate that awful place."

Lyra beamed wide. "That sounds like a plan!" She still hadn't recovered from the last attack, and maybe she never truly would, but some of her old enthusiasm returned. She'd often keep herself busy in order to push back the harsh reality of the world outside.

Realizing she was outnumbered Bon Bon softened, and folded out a crude map of the Flesh Factory's outside perimeter. "This is all the intel I've gathered on the place, with a little help from other agents like me. Not much I know, but it'll have to do."

Tree Hugger laid back with hooves behind her head and her hindlegs crossed atop the table as she took a drag from a joint. "Sounds righteous, man. Call me crazy but I've been craving a little more action to get the blood pumping, you know?"

She passed the doobie to Fluttershy who politely took a small puff to calm her nerves. "Um, I can't help but feel a little nervous, though. For once the situation seems to be in our favor, and whenever that's happened, it's led somewhere bad, hasn't it?"

"Too much weed'll make a sensitive mare paranoid," she teased.

"You know that sister," answered Vinyl Scratch who hoof-bumped her. "Come to my club sometime and I'll hook you up. We'll party like the world's about to end!"

"Really now...as if one of you wasn't bad enough," said Octavia with a huff. She often had to keep her party animal friend in line when things were serious. But nopony could deny they were often an effective team whenever they put their minds to it.

Whatever that ominous premonition was, Trixie somehow felt it too, almost like a sixth-sense she'd developed over time. Maybe it was due to all the trauma she'd seen and experienced, but she looked to all the stallions and mares here, and intuited that one would betray them at a key moment. For all she knew it could be her, not that she had a reason to. But she worried the mistress still had some supernatural hold over her slaves.

Or maybe it was the pull of the Necronomicon which she had wrapped in a series of chains and locks before she threw away the keys. Of course that was ultimately pointless; she could easily lock-pick them with her talents. At best it would slow her down a little.

She wanted to believe it would be one of these ponies she didn't know so well, but feared it would more likely be somepony close. For the moment she managed an uncomfortable smile, drinking down with both hooves, while the other attendees laughed, chit-chatted, debated plans about the future. Starlight would continue to share more secrets from the diary that shed more light on the situation. She'd filled in some of the holes herself in private with Sunset Shimmer and Shining Armor during their more intimate moments.

Later that day Sunset would call another meeting, this time with her ponies, where she broke the news that Shining Armor had been captured. This had exactly the devastating ripple for morale she feared, albeit somewhat counter-balanced by their new home. It might take quite time but she assured them they would adapt to the situation.

*****

Emotions that ranged between excitement and dread filled Fleur De Lis at the news that her love had somehow survived the attack on Canterlot. In a sense she'd never properly mourned him. She'd simply tried to harden herself like so many others, ended up cold and cruel as a result. She refused to let them amputate. She'd take the risk that her body could rot away if there was even the smallest chance she could somehow fix her back knees.

She timidly sat on the edge of the cot and pressed the buzzer to alert Nurse Redheart she was ready to allow company in. Drawing the blanket over her lower half when she heard a gentle tap nearby, she called, "Come in!" Her heart almost stopped when she saw the debonair stallion approach with an elaborate bouquet of flowers held to his chest.

Without thinking she rose from her bed and stumbled right into his grasp. The flowers scattered about forgotten once he held her close and she locked lips with him. For a couple moments they closed their eyes and savored the taste of one-another.

He reluctantly withdrew from her after a couple minutes, dabbing at the spittle that connected them with a napkin. "Yes, well...I'm relieved to see you too." He tried to play it cool but anypony could tell he wanted to leap right out of his coat. "Your other guest is here as well. She's told me all about what an amazing warrior you've become in my absence."

Rarity was starry-eyed to see the old couple reunited, albeit a tad envious, reminded that she would likely never experience the same. She threw her hooves around the pair and kissed them both on the cheek. "I always knew there was still hope, darling. I only came to say hello, really. I'd love to stay, but I wouldn't want to impose, and besides, I dare not leave my poor Spike alone for too long. He seems to obey Trixie's commands well enough, but I cannot risk whatever may occur should she lose control of him."

"That's an excuse and you know it. You want us to finally have some alone time," said Fleur with a titter as Rarity turned a tomato red. "But I won't let you off the hook that easily." She flared up her horn and delicately pulled the mare over to the bed.

The white cot creaked when Rarity landed on her rump and bounced a couple of times. She and the stallion locked eyes for a moment then looked away as their blushes deepened. "Um, it's a nice offer, Fleur, but I can't. It would feel like a betrayal of Spike." She stared at the heart stone draped on her breast. "I've never truly moved on from him."

"And you never will. It's been years since you lost him. The dragon you loved is no more. You know that. And he'd want you to move on and be happy." She took a napkin offered by Fancy Pants and dabbed at the dark mascara that had started to run down her friend's cheeks. "I had Redheart clear out this space for a couple hours. The other patients are being taken for an extended lunch and recreational time around the hospital." She fluttered her lashes at them with lidded eyes. "We're free to do whatever we like until then."

"Fleur de Lis! An impromptu ménage à trois in a public area?" He dabbed at the perspiration that laced his brow. "You always were a wild vixen, but that would be scandalous!"

"Don't pretend you two haven't fantasized about this. I've seen how you've looked one-another over in a sly manner when you think nopony notices. Not that I mind. And you think I'm beautiful, don't you, Rarity? I do bear some resemblance to Sassy Saddles, do I not?"

It pained her to hear that name but she nodded. "That is true. Your appearance is hardly the issue. I...I'll stay. But I'll only watch. Do not ask me to participate."

"As you wish. But should you decide otherwise feel free to hop on in at any time. You can do whatever you like with him," she teased with a stroke of his sheath. With a swallow he bristled and his meaty stallionhood tumbled free under her mischievous love taps.

Rarity stared wide-eyed and shook her head. It's true she hadn't been with anypony since Spike's loss, had barely even touch herself then, thinking of him on the rare occasions she did. She'd simply envisioned a future where she withered into an old maiden forever alone until she died, and accepted that role no matter how much it made her weep in private.

The model pushed him back onto the bed, practically tore his garments off as she mounted him, all but growling with her unsatisfied needs. Despite her wounded knees the rest of her seemed to be in quite capable shape still. She'd been exercising whenever possible to made certain no muscle atrophied. The main annoyance in their relationship was that she always had to initiate sex. He would flirt all day but never move in for the kill.

His stare held the onlooker's own when he filled his lover's entirety. "Oh my word."

"Shut up and let me fuck you." He quieted down instantly. Relaxed the best he could when she drove her hooves into his fur-covered muscles. She bounced atop him. Grinded her lithe hips. Clamped her slippery walls down so hard he was almost locked into place.

He took one of her hooves, peppered it with kisses, and suckled on it lustily. His horn lit up as he surrounded her mounds with an aura and rolled them in a circular motion. Her erect pastel nipples twitched, making her wish Rarity would simply leap in, and take the nubs of flesh within her teeth. The sex between the three of them would surely be divine!

With permission Rarity had posed for tasteful but erotic portraits that filled her lover's art gallery. He liked to claim it was to produce and conserve culture, pretended he was above carnal needs as he discussed philosophy and politics, but a part of him was worldly like she was. he could partake in their mere company later. She needed to be fucked. Hard.

Rarity's breasts heaved when she watched the coupling despite herself. She couldn't deny they were a cute pair, and if he hadn't been taken and Spike hadn't come of age in time, she might have pursued him instead. He certainly had most of the qualities she desired. He was far too passive in the bedroom for her tastes but she could have worked past that.

From her viewpoint she could see Fleur's slender back caked in a thin sheen of sweat that rolled down to her hips and cutie-marked buttocks. Even the circle of her ponut and her delicate flower were a delicate shade of pink that matched unbelievably soft and smooth skin. In contrast she violently drove Fancy's member into her wetted love tunnel.

She shivered with her own unsatisfied needs and squeezed her loins for some form of release once she felt moisture start to leak down them. She bit her lips to silence a moan, her vulva winking until her swollen heart-shaped clit felt like it would burst. She could easily rush in and satisfy her cravings. But she looked back at the heart stone whenever temptation threatened to overwhelm all common sense. "Ah...oh," she cried.

Fleur tossed her mane and looked back at her with a smirk. "Like the show?" She watched her heave and licked her lips. "Ooh, I think she's close, Fancy Pants."

"I-I'm close, too." He strained to hold back. "Should I...pull out...?"

"Like I'd offer you a choice," she teased with a sly wink. "I want it all inside me."

To push him to his limit she switched her telekinesis to Rarity's legs, forcefully spread them open with the aura that held them like a pair of hooves, and likewise she parted Rarity's pussy and asshole so far they gaped open, which caused her and Fancy to lose it. "S-Spike," she screamed in a shrill manner trying to focus all her emotions on her old love as she gushed uncontrollably over the climaxing couple. Her marecum practically rained all over the room, splattered the sheets, walls, and ceiling with her desperate release.

Fleur snickered evilly with a hoof raised to her mouth, continuing to milk the warm seed from his penis. She rubbed the droplets that bathed her into her skin, tasted the ones that dripped from the curtain over the cot. "Your cunt is so sweet and tasty, Rarity." She slid off her love, rubbed his still erect cock and her cheek, which smeared it in a mixture of his and her cum. "You want to help me clean him up?" She slowly lapped up his member.

"I...I simply can't." Without another word Rarity dashed from the hospital without a look back. The couple shared a certain disappointment but neither were surprised. She had tried to talk her love into inviting the fashionista into their bed many times before, but he'd politely turned the idea down, afraid it would permanently harm their friendship.

*****

Rarity took care to follow the path she'd been shown back to the surface, moving from one maze of tunnels to the next as necessary, until she reached the stairs to the entrance, which she opened with a mechanical wand-like device Time Turner had led her borrow. A sonic buzz sounded when she operated it and the entryway creaked and slid apart.

She climbed her way free and hoped she didn't look to uncouth. Just in case she took a moment to freshen up, using a silk napkin to wipe her runny makeup, and another to remove any moisture that still stained her nethers. She couldn't believe how she'd lot it after all this time; or how pent up she had been without a lover to please her.

A short distance away Spike laid about, tended to by Trixie, Fluttershy, and Tree Hugger who made sure he was properly fed and watered. Now that he wasn't simply used as a tool of destruction he seemed to like the company of mares. He would happily graze at the plant-life around him while Fluttershy sang him sickeningly sweet songs to soothe him.

"Good boy," said Trixie with a pat on his head.

"He's not an animal," said Rarity defensively as she approached.

"But he is quite sweet once you know him," said Fluttershy with a stroke of his scales. She fed him more of the special berries that she and the hippie had prepared.

"Whatever you say man. I need to take another leak," said Tree Hugger. "Look after him, will you? I'll be back in a flash." She trotted off deeper into the woods.

"She sure has wandered off a lot. Trixie thinks she doesn't like Spike much! Maybe she can't help but think about all the chaos and destruction he caused." She stopped herself when Rarity shot her a dark look. "I know it's not his fault, but think of it from the common ponies' perspective. He's been a tool used to spread terror for quite some time!"

Rarity rubbed him under his chin. "He'll be seen as a hero by the time this is over. I'll make certain of that." She had a rather ambivalent reaction about him herself every time she saw him. She could still vividly recall how Coco and Sassy had ended up in his fiery belly.

"I think she came here for my sake really," said Fluttershy with a pained smile. "She's always there for me ever since..." She didn't dare finish that sentence. It carried too many painful memories. Her family was no more and she'd lost so many friends too.

"You can head back inside if you like," offered Rarity. "I'll stay with him while he sleeps."

"I don't know.... The Necronomicon might be safest when Spike's around," admitted Trixie who tapped a hoof to her chin. "Not that I'm remotely incapable, mind you. But even I need a little help now-and-then. Plus, I feel a certain kinship with him now, maybe thanks to my double? She treated him like he was her pet, after all." He nuzzled her and she snickered.

"I'd like to spend some more time with him too," said Fluttershy. She whistled and popped more berries into his main mouth until the heavy wicker basket was emptied.

A rustle sounded nearby. At first they paid it little heed, believing it was simply Tree Hugger returning, but a number of black cloaked figures seemed to emerge from every section of the forest, faces mostly obscured by dark hoods. Curved sacrificial knives flashed in the darkness, lit up by the rays of the moon which gleamed across cold steel. From a glance it appeared that they numbered well over a hundred with more likely in the distance.

Spike immediately rose to defend them, only to stumble about in a drunken manner, his body unbelievably heavy. He'd become sleepier-and-sleepier with each berry he ate, his heads now limp and moving about in a confused manner. Nonetheless he strained his tired muscles to push himself forward, attempted to scorch a mob of the cultists, only to belch out black smoke and a few embers which danced in the air and lick the grass about him.

The more he struggled the more tired he seemed to become. He blocked rarity in a protective manner before he collapsed onto his side with a thud that shook the earth. "Spike," she cried and ran to his side. To her relief he was still breathing.

"Get help! Trixie will handle this!" She seized the Necronomicon between her snout and tossed it to Fluttershy who floated up and caught it. Fishing about the inner pockets of her cape, she cursed the fact that she hadn't prepared any more smoke bombs or miniature rockets. Her spells weren't suited for direct combat but she tried to act brave anyhow.

Rarity's features were fierce when she lit up her horn, levitated whatever debris she could find nearby which included a number of rocks and pointy sticks, and prepared to use them as improvised missiles on the attackers. She huffed her bosom and stood protectively in front of the downed Spike, ready to lay down her life for him like he would for her.

*****

Tears streaked down Fluttershy's face when she sailed across the Everfree towards their homebase. She hated to abandon them, and to lead the enemy back there, but they needed help, and were the Necronomicon to be retrieved they would be doomed. She pushed herself harder than she ever had before, felt like she could easily help whip up another hurricane if necessary, determined to render whatever aid she could.

She spotted Tree Hugger ahead and breathed a sigh. At least one friend was okay and she'd already made her way to the entrance. "Hurry up, Flutterbuns! No time to lose, you dig?" She waved her over impatiently. "Here, hand that nasty old book over to me. I'm a much faster runner than you are, and besides, you look pretty pooped already."

"O-okay." She panted and passed the now sweaty tome over. She remembered the pull it had over her in only a short time. She still hadn't come clean that she'd stolen into the vault. She'd have to confess later when they were all back home and safe.

Bushes nearby rustled and the Orthros leapt out with a snarl. Drool leaked from the yellow teeth of both heads. "Stay back and leave this to me!" Fluttershy inhaled deep, took a dominant posture, and opened her eyes wide as she used The Stare on the beast.

The creature met her attempted intimidation unfazed. Its spirit had been so broken by Iron Will that little else could frighten it. And with the loss of its master it now obeyed the mistress. Its paw lashed out at such insane speeds that Flutters was unable to do more than cower for a moment, a wing breaking with a cruel snap under the impact, her soft form falling limp in the dirty. She whimpered as the animal towered over her. "T-Tree-"

"Sorry love, but I have to do whatever the mistress commands. It's nothing personal, you know?" She bent down and kissed the shaking pegasus on her temple. "What a shame we won't be able to have anymore fun times, chickadee. Maybe in the next life, man."

Fluttershy could only blubber. "W-why...?" But her friend coldly turned her back on her, and the Orthros descended, her screams mixed with the sound of torn flesh, broken bones, and the splash of blood which was cast about as she was violently ripped into pieces.

Once the Orthros finished its meal Tree Hugger hopped onto its back, and directed it back to the temple with the Necronomicon clasped to her. She was a rare escapee from a breeding camp, but in truth the mistress had secretly liberated her, knowing she would return to one of the camps, and so she'd had her brainwashed, and used her to spy on her would-be prey. Of course the earth pony had no knowledge of this. She was only active as an agent for short periods whenever a cultist spoke the proper incantation to her.

Whatever oddities and discrepancies in her personality were put down to her already eccentric demeanor, the extensive trauma she'd suffered as a breeder, and the even heavier drug abuse she partook in to dull her often suicidal depression. Not that they were entirely mistaken. She'd almost completely fried her brain with various substances, rather than face the horrors of reality which haunted her every waking moment.

She'd never been considered particularly valuable even as a spy before. But tonight a unique opportunity had presented itself which the cult seized on. They spotted her the first time she went to take a leak, spoke the words to make her fall under their spell, and provided her with the poisons they used to paralyze victims they captured.

She'd slipped a dose so massive it would have killed a smaller drake several times over into Spike's berries when Fluttershy was busy singing and massaging him. The clear liquid was flavorless and almost undetectable; a perfect weapon for any would-be assassin. He would probably metabolize it quite soon, and hundreds of cult members would be sacrificed, but their lives were inconsequential compared to the Necronomicon.