The Depths of Oblivion

Everyone made their final preparations. Once the battle commenced there would be no going back. Between them all only Twilight Sparkle and Sunset Shimmer were capable of true teleportation; it was a skill Sombra had never quite mastered since his rebirth despite repeated attempts, and while Beatrix Belladonna could dimension-hop, she dared not use such a skill to travel from one place to another in the same realm, with the explanation that to do so could cause reality itself to unravel as a result. Plus she noted that it was difficult for her to even decipher exactly where she'd land each time.

“We'll form two teams,” explained Twilight before the attendees in the hall of the pyramid. “One with me and another with Sunset. That way we'll be able to hit the Eldritch base from two directions at once!”

“A simple plan,” admitted Sunset who stood by her. “But it also means less can go wrong.”

“Sounds fine to me,” said Smolder who rested a fist on her hip. “But how will we divide the teams?”

“Better keep them equal as we can,” said Spike. “But also make sure we compliment each other, too! Also, we have to decide who's coming and who's sticking behind. I hate to leave this place practically defenseless, but we'll need all we can muster!”

“Not to worry,” said Somnambula. “It would take quite sometime even for the Eldritch to penetrate this mystically reinforced pyramid. Diamond Tiara, Cozy Glow,” she turned to her acolytes. “Remember, help the others look after the mares here.”

The duo bowed. “You can depend on us,” swore Tiara in a solemn fashion.

Cadance smiled. “A shame we can't come. But I'm sure you can handle this on your own,” she said to Shining Armor who nodded to his wife and daughter with a pained expression. “Isn't that right, Flurry?”

“Yes mother,” she replied. “I've loaded Beatrix and Trixie down with plenty of my best potions!”

“We'll make good use of them,” assured Trixie who kept the tubes hidden within the pockets that lined her inner cape.

“Count on it!” Beatrix patted her cape too with a smirk.

Shining Armor hugged his wife and daughter. “I'll miss you. But we have to do this.” He took his wife's hand and kissed it.

“You're so chivalrous, Shiny.” She traced his white armor with a titter.

The soldiers lined up and were selected by the teams. It was decided that Spike would lead the side that went with Twilight, while Sombra was in charge of those with Sunset. Rarity and Sweetie had supplied their armaments with all the runes they'd carefully crafted, which multiplied their effectiveness. They would also be staying behind, unsuited to all-out combat.

Fluttershy and Tree Hugger were already busy looking after the mares. Inky Rose and Pacific Glow came to see their master off. “I know you'll save Equestria,” said Inky who touched Sombra's cheek. “And that you'll return to us.”

“We're a little worried of course,” chirped Pacific. “But we have complete faith in you!”

Sombra embraced them both. Sometimes it felt rather surreal, to love and trust another, but the emptiness he once tried to fill with the pursuit of power was gone. He'd read more of the holy tome's contents in preparation for this. Over his shoulder he saw Beatrix and Bellatrix watching him, patiently waiting until he led them on their final mission against the invaders.

“I shall return,” he swore laying a hand over his two closest consorts' bellies. “Be safe until then, my loves.”

Fleur de Lis leaned on her halberd. “Let's not waste any more time.”

The sphinx had kept to her corner the entire time, trying to obscure her wounds, but padded over to Somnambula's side as the priestess gripped her cat o' nine tails. Autumn Blaze had also insisted on participating despite her pregnancy with the assurance that, “Kirins aren't hurt so easily! Especially when they come from a strong drake like Spike!” She patted her stomach.

“Now or never,” said Wallflower from beneath her hood. “Let's finish this.”

Two circles were formed and the alliance members joined hands. Soon they vanished in a blink and left the hallway mostly barren. Chrysalis' smile widened to a devilish smirk, still disguised under Cadance's flesh. Now there was no one left to interfere. She exchanged a look with her first drone, Flurry Heart, ready to implant eggs in all her would be puppets...

*****

Spike's team arrived in a section of the ocean base. Its members included Twilight, Ember, Smolder, Fleur, Autumn Blaze, Vinyl Scratch, and Octavia, alongside a number of Diamond Dogs and other volunteers who were judged suitable for combat. They wasted no time so much as studying the bony corridors, unleashing the full brunt of their rage.

Flames and magic lit the darkness. Machinery was ripped apart, revealing the organs still pumping, trapped within metallic walls that started to bleed, still encased in skeletons. They cooked under the fires, ruptured under claws and weapons, the team determined to free the remains of creatures like them that were reduced to morbid fuel that served the aliens.

“Destroy everything,” called Spike as a crimson mess sluiced under his feet.

“You don't have to tell us twice,” replied Smolder as they practically waded through the gore pooling below them.

“Disgusting...and rather sad,” noted Tavi who tried not to inhale the stench of cooked meat.

They continued to wreak havoc throughout the tunnels, with no particularly destination in kind, simply focusing on sabotaging whatever they could while they hunted for the Eldritch. So far they hadn't encountered any resistance, not even any automated traps, which Twilight used a spell to scan for. But the lack of them simply made her even more anxious.

Within minutes, with a trail of devastation left behind them, they arrived in a wide open chamber. It appeared to be a factory, but nothing was being built at the moment. “It probably shut down the moment we arrived,” noted Twilight.

Ember flicked a fin-like ear with a nod. “I can hear an alarm somewhere. It's almost silent, but...wait, what's-”

Before she could finish she caught a subtle creak and vibration from elsewhere. A wall suddenly collapsed inwards, and a tidal wave flooded inside, those who could fly taking to the air and carrying those that couldn't. A portion of the ocean funneled inside, and with it arrived the horrific Leviathan; the monstrosity made from a fusion of the Dazzlings with a sea beast.

“Look out,” cried Spike who protectively blocked them, trying to ready a flaming breath only to be swatted by its tail. He hurtled through the air, then did a twist and recovered, still dizzied while his allies struggled to battle the monster.

While they were attacking it from all sides, it shrugged off dragon's breath which left tiny burn marks at best. The runes that empowered their weapons proved more effective, the armaments blazing white when they cut through its steel-like hide with a hiss, but that brought the warriors dangerously close to its slavering jaws as it crunched down on a hapless miner.

Just as bad was that the Leviathan wounds healed almost as quickly as they dealt them out; skin fusing back together, bone mending, his warriors forced to scatter as it thrashed and snapped, making the entire area quake.

“Damn it! Let's combine our fire,” ordered Spike, and Ember, Smolder, Autumn Blaze, and Twilight nodded, adding her own spells to the inferno they unleashed over it. The area was alight, filling with smoke and steam.

“Sister,” cried Sonata with a sob while she watched Adagio's body blacken and melt.

“That's it,” observed Twilight as its wounds slowed their regeneration. “It's drawing more power from the Dazzlings!”

“Then we'll just burn 'em,” yelled Smolder who tried to close the gap towards Aria who snarled at her.

“Wait,” said Spike who pursed his snout. “Maybe we can still save them!”

Ember shook her head. “Are you insane? They've been altered by the Eldritch!”

His face twisted in pain. “I know, but-” He wasn't certain why it felt so important to save them; after all, weren't they enemies? He didn't even really know them. But he figured they were victims too, that if they ever wanted the old Equestria back, he'd have to show mercy where he could. With that in mind he and Twilight shared a nod of understanding.

“Try to pin it down,” said Twilight. “Keep it paralyzed!”

“Will do,” said Vinyl as she and Tavi followed Fleur into action.

Autumn whispered to to dragonesses,” Let's distract it.” She blazed back into her Nirik form to take the lead.

Under Spike's command they worked in tandem in attempt to subdue the Leviathan. Thankfully the downed machinery and platforms allowed those who were grounded to mostly avoid the waters, and the flood had slowed, Fleur driving her halberd into the creature's tongue in a spray of crimson as she tethered it into a heavy section of machinery.

She was aided by the others, while Twilight and Vinyl wrapped the monstrosity in their combined aura. They wheezed and sweated, strained to hold down its massive weight with all they had, while Tavi used a knife to cut loose Sonata and caught her.

“Let me go,” demanded Aria when Fleur worked to do the same.

“You'll be okay. I swear it,” answered Fleur who drew her away from the Leviathan.

In a last desperate attempt to escape, the Leviathan threw its entire weight into a trash, and bowled several of them over. Water erupted in spouts and metal creaked threateningly, as the entire area verged on caving in completely and ejecting them out into the ocean depths. Its jaws opened wide as it descended upon Fleur, ready to swallow her...

*****

Concurrently in another section of the base arrived Sombra's group, which included Sunset, Wallflower, Beatrix, Bellatrix, Trixie, Shining Armor, Somnambula, and the sphinx, plus their own pack of Diamond Dogs and miners-turned-soldiers. Unlike the others he tried to take a stealthier, more subtle approach, wondering where to hit where it would hurt the most.

They quietly made their way through the shadows, to what appeared to be a computer room. Wallflower borrowed one of Trixie's smoke bombs and set it off with a low hiss; the circuitry fizzled with a few sparks and she was easily able to open it. More were set off, colorful swirls misting around the terminals, which started to glitch out or in some cases power down.

“That takes care of part of the security,” noted Sombra. “But I'm more concerned with Starlight.”

“And the Demiurge.” Beatrix gripped the Prima Materia for comfort, reminded of the monster she once believed herself to be.

“I nearly slaughtered it. Would have completed the task if not for interference,” said the sphinx with a low growl, so large she was forced to wait outside while they disabled whatever they could with Trixie's improved creations.

“And almost perished in the process.” Somnambula tried to stroke her wounds with a tender caress, but the guardian withdrew. “Please. Do not allow pride to be your downfall.” Her eyes watered, studying the black markings on her underbelly.

“I've paid the price for similar follies a number of times,” admitted Sombra. “Perhaps I could-”

“No.” The sphinx loomed her face before his. “That would put me in your debt. And besides, the act would surely kill you.” She an a claw through his bleached hair with surprising tenderness and a soft smile; the closest she could admit to respect and affection for him. “I realized in the battle with that abomination my time is short. But I will take as many as I can with me!”

Sunset cautiously touched her paw and her eyes flashed white, realizing she spoke truly. “Is there really nothing we can do?”

“Lead me to the Demiurge. Let me finish it,” the sphinx practically pleaded with her teeth bared.

Bellatrix sniffed the air with her. “It's hard to tell between all the stink here, but there's something odd ahead. Familiar, even. I know...it's like that tentacle pit you rescued me from, sister. Guess the Eldritch left more monsters than I thought.”

No sooner did she say that when a menagerie of monstrosities sidled around the corner; all kinds of horrific monstrosities they had captured and experimented on. Most had been sacrificed for fuel, but some were left to be studied, and in desperation they now loosed them upon the intruders. Nightmares with pincers, mandibles, claws, tentacles, stingers, and all manner of wings skittered towards them, slavering with rage and hunger. The sphinx immediately leaped into action with a hiss.

Everyone joined her as Trixie dropped more bombs to cloak them. White arrows sang out and felled one, its wound oozing a colorless, noxious liquid. The magicians channeled as one with Sombra at the lead, like he'd taught them. The rune-lined broadsword flashed as Shining Armor charged in, letting loose a war cry while he hacked apart carapaces under his blows.

Somnambula whirled her whip and struck one's skull, which cracked under the impact. She was supported by Bellatrix from the air, who helped the others cast their spells in a flurry of the elements and the illusions Lulamoon worked to help distract their foes, while Wallflower loosed shaft-after-shaft from her quiver. However, their sheer numbers threatened to overwhelm the sphinx. Paws and teeth ripped open the creatures who piled over her, and the Diamond Dogs rushed in to her aid.

“There's too damned many,” cried Shining who's blade and armor were now slick with insect guts.

“That probably means the Eldritch are holed up somewhere scared,” said Beatrix whose hands and horn glowed with power.

“I certainly hope so,” muttered Sombra to himself who tried not to let the strain this was all taking on his flesh. His body felt like it was being pushed to its absolute limits and could crumble at any time. But he shook it off and weaved more spells, still more concerned when it came time for the inevitable confrontation with Starlight who perhaps surpassed everyone in sheer potential. And with the enhancements the Eldritch had made there were probably few limits to what she was capable of.

Nor were they aware of the surprise Chrysalis had made Flurry prepare for them. The potions stored within the capes of Lulamoon and Belladonna were quite volatile; like a bunch of time bombs that waited for a chain reaction. She had created such an unstable series of experimental chemical compounds it could level the entire ocean base in the magic explosion...

*****

With the pyramid hers to do with as she wished, Chrysalis selected her new target amongst all the possibilities. Unfortunately those who remained tended to travel in pairs and would all be missed. But the temptation to profane a sacred shrine proved too much. Its doors were always open to anyone who wished to visit Somnambula, and she easily made her way in with Flurry.

“Oh! Hello Princess...or is that Princesses?” Diamond Tiara curtsied with her scant priestess costume.

“Cadance is fine. No need for formalities.” She tilted her head with a coy smile. “Mmm, and Cozy Glow is here, too.”

“That's me,” answered Cozy as they closed the door behind them. She was helping her fellow acolyte pick through shelves of ancient texts, the interior lit by incense that cast them in a soft light and punctuated the atmosphere with spicy aromas.

Tiara asked, “So...what brings you two here? Not that I mind, but I haven't had much chance to do a confession or whatever.”

“All we have to do is listen,” said Cozy with a shrug. “Although we usually do it one-on-one, right?”

“That won't be necessary.” Chrysalis decided to waste no time. Her features twisted into something nightmarish, as she let herself loose, and screams sounded; but unfortunately no one outside could hear them in this confined area. Good spat from her wide mouth that splattered and caked the entrance to seal it, and the slime quickly hardened into place.

“Chrysalis?!” Cozy hyperventilated with a shake of her head.

“In the flesh! Or Cadance's flesh.” She tittered and ran her palms over bulbous breasts. With that same motion she shirked her clothes, and denuded herself completely in preparation for the latest impregnation. “Hold her,” she commanded.

Flurry seized Cozy's arms and locked them behind her. She fluttered usually in attempt to escape, but she proved much stronger than she looked, aided by the egg implanted inside her uterus. At the same time Tiara desperately searched for a weapon, only for more web-like chunks were spat at her, and pinned her helplessly to the altar. Chrysalis laughed and strode forward.

“N-no,” cried Tiara as the Queen ripped open her top and let her breasts bounce free. She yanked down the rest of her garments, left her naked, and leered over her latest acquisition. “How are you still alive?!”

“Thanks to the Eldritch! You should have joined me, Cozy. Then maybe Tirek would still be alive, too! Strip her,” she demanded and Flurry reached around with her wings and plucked off Cozy's clothes and her own which she tossed aside. “Still...I'll offer you a second chance. Rule by my side, or...” A stinger slowly slid out of her cunt, shiny and spine-like. “Or your fate will be hers!” She raised the extension, lifted Tiara up by her legs, and pressed the knife-shaped tip to her warm snatch.

“D-don't,” whimpered Tiara who was in tears, the spine's brush against her cunt making it leak over its thin length. “Please, Cozy! Aren't we friends? Haven't we been good to you? This is your chance to start all over! I believe in you!”

“Shut your little whore mouth,” yelled Chrysalis who sunk her tip into Tiara's wet cleft. She whined as her insides were spread, and the Queen started to slowly rock into her. The point teased her cervix entrance, threatened to split her open and impale her.

“A-ah,” moaned Cozy as Flurry's wings toyed with her tits which she bounced and slapped about.

“Don't worry,” taunted Chrysalis with a malicious grin. “Survive this rough breeding and this stinger will pump one of my eggs into your womb! You'll live a long, full life...as my personal sex slave.” She picked up her pace, thrust her hips, jammed her tip into Tiara's cervix and partially sunk into her womb. She blushed and whined, dripped over her while she mercilessly fucked her. With each slam their breasts smacked and wobbled, as did her buttocks each time she pierced her dangerously deep.

Cozy squirmed too, as Flurry sank a couple fingers into her twat. “I...I...”

However at this point Chrysalis barely heard her. She writhed in bliss, felt her insides churn, ready to pump her egg into Tiara and mark her as the latest drone of her new hive. Her eyes rolled into her head, and she shook all over, past the point of no return; all her instincts screamed for her to turn this poor mare into another miniature nest to bear her spawn.

With a push of her wings and a wiggle, Cozy broke loose, and hurtled her small body into Chrysalis. She managed to knocked her loose of Tiara and bowled her over. “Hurry,” she cried tossing a heavy book off Flurry who sailed after them.

In desperation Tiara rose dizzily to her feet, grabbed a shelf covered in lit candles, and tipped it over. The flames ignited portions of the gunk Chrysalis left, and she was thankful she'd managed to rip free of hers; but with the flames quickly rising and the smoke they wouldn't last long. “What have I done?! Somnambula entrusted all her stuff to me...”

“She'd want you to live first,” called Cozy who struggled with Flurry. “Damn it, you-!”

Chrysalis shrieked and her appearance warped even more. “How dare you resist me! You'll wish I'd merely enslaved you...”

The door shook and after repeated attempts was torn off. Tree Hugger tossed it aside with her earth pony strength, and she arrived with a number of their allies in tow. “You all okay? What the-?” She stared wide-eyed at Chrysalis.

“We spotted some smoke and summoned everyone we could with a horn,” called Fluttershy who was near her. She balked upon seeing Chrysalis and started to blow the war horn Ember had left behind again, only for the Queen to spit in her direction.

“Take cover,” cried Hugs while the group escaped from the burning shrine and into the hallway.

“You're surrounded,” warned Inky Rose who brandished the knife she'd taken from Fleur and decided to keep.

“Ha! Like any of you are a real threat to me.” Chrysalis laughed when she looked between the rabble that barred her exit. She turned between them, looked for their weakest link. Rarity? Doubtful. Sweetie Belle? Perhaps. She settled on Pacific Glow.

Gossamer wings arose from Chrysalis' back and buzzed when she rushed at her...