Ghost Busting 3

by Edguy0009

Rating: teen
Tags: Comedy, Cutie Mark Crusaders, Horror, Adventure, Violence, Crossover, Death, Alternate Universe, Original Character, Apple Bloom, My Little Pony: Friendship is Magic
Length: 40173

A hotel hides a darkness waiting for Kratus and Apple Bloom

Months later, Kratus and Apple Bloom are invited to a hotel with their friends. But not all is as it seems for there's a darkness waiting to strike, this time they're not alone.

Alternate timeline to this

Published 2021-11-11 16:50:00 UTC
Last updated 2021-11-11 16:50:00 UTC

Chapter 1

What an interesting few months here this has been. Kratus thought while sitting, remembering why he was in this unique timeline and some of the things he helped invent, including an improved version of a device that lets one turn into a state like a ghost without dying with said improvement based on his density control that he revealed he can use it on others thanks to practice with him adding said ability to it, though it's limited to inanimate objects while petting his Nui-Jaga friend who chittered in content despite his worry about what will happen next before shoving it to the back of his mind as he stood and headed towards Apple Bloom's mansion to help her work on a Poltergust, while thankful that his brothers took up his duties while understanding why he was there.

"Hey Makuta, what's up?" Scootaloo asked, seeing the Lord and Master of Shadow enter the lab after looking up from her work.

"The ceiling last time I checked." He replied, smirking at what he said as he grabbed a tool and helping make some adjustments, though before long Clean Order appeared and gave Apple Bloom a letter from Eternal Rest, the Makuta growing suspicious at both her and the invitation as Apple Bloom told Applejack who told her friends, but Nightmare Night came first with the Makuta participating to a degree such has scaring the foals and others in his Shadow Titan form by hiding himself before jumping out from the shadows and surprising them before returning to them, though he never appeared in the same spot twice in a row, with the festivities eventually ending with the Makuta having had his fun.

The ride to the hotel was a quiet one other than the occasional conversation with the Makuta remaining silent as he traveled as a Stone Gafna, and once they approached the hotel, he stared at it, with him changing back to his Shadow Titan form with a reduction in height while suspicious even as Eternal Rest greeted them before they headed towards their rooms, his rather spartan with him meditating, reaching out through the shadows until he heard Rarity scream.

"And so, the deception is revealed." Kratus said after Eternal Rest revealed everything after the hotel changed before the mare stuck a talisman inside Little Ghost that weakened her before she chuckled in amusement.

"What's so funny?" Eternal Rest asked, confused.

"The talisman isn't as effective as you hoped. Yes, it weakened me, but not to the point where I'm weak as a green ghost from the valley, I'm as strong as an orange ghost."

"That shouldn't be possible!"

"I have a certain deity to thank." Little Ghost said before she sent a wave out, not as powerful as it normally would be, but still packing a punch before Eternal Rest attacked with lightning with the Makuta countering with a wave of shadow from his sword that overwhelmed her lightning and struck her before unleashed a barrage of bolts of shadow from his skyblaster.

"Run worm, run… You have only prolonged the inevitable." Kratus said as Eternal Rest fled before the Makuta could defeat her, but not before taking Scootaloo's ghost and causing the doors to the rooms of Element Bearers to disappear with the four heading down the laundry chute and landed in the laundry room with the Makuta having shapeshifted into a Stone Gafna to fit in the chute with him recovering before Apple Bloom and changing back, "Wake up Apple Bloom." He said at the same time as Little Ghost with assistance from Polterpup via the dog licking her causing her to slowly awaken.

"Are y'all alright?" The youngest Apple asked them.

Polterpup barked an affirmative and nuzzled the filly

"I'm unharmed." Kratus said.

"I'm still weakened by this stupid talisman in me." Little Ghost said, trying to get said talisman out. "Other than that, I'm fine. What about you?"

"I'm alright too…" Apple Bloom replied with a sigh.

"We'll save them." Kratus said, putting a hand on the filly's back, Little Ghost nodding in agreement before her expression became hesitant.

"As for Scootaloo… Well, we'll save her ghost and… find something, like we did with Sweetie Belle and Applejack."

"Wait. We?" Apple Bloom asked, looking at the ghost with the Makuta doing the same.

"Of course!" Little Ghost replied, placing her front hooves at her sides, "We know that Thanatos can't control me."

"That was before you were weakened." Apple Bloom protested.

"Er… Maybe. But remember what Discord did. Even weakened, I should be able to resist. Besides, it's not like I'm safe anywhere. Thanatos already showed that he could get me no matter where I go, so I might as well remain here and help you! I'm a ghost hunter too, after all!" Little Ghost countered before hugging Apple Bloom while looking at Kratus, "Now the two of you won't be alone this time!"

"Thank ya, Little Ghost." Apple Bloom said, hugging the ghost back with the Makuta shrugging as if saying whatever as the two fillies bumped hooves.

"Now let's get our Poltergusts!"

"And make Eternal Rest regret messing with us." Apple Bloom said before they left the room, though they found tables and shelves with bags of bits on them, with Little Ghost wondering why Apple Boom took some when she's already rich.

"I'll have you know that gold has uses in electrical systems." Kratus said.

"Never knew that before." Apple Bloom and Little Ghost said at the same time.

"But where will you put it?" The latter asked.

"I still have the magic pouch I used in the Gem Manor. It must still be in the caravan. It's now linked to the treasury in my manor." Apple Bloom said.

"So, we're ransacking a five star hotel. You know what?" Little Ghost said, pulling a shelf, making it fall with everything on it. "I always wanted to do something like that!" She shouted with a wide smile before she frowned. "If only I wasn't weakened. It would be even funnier if I had all my powers. I could cut loose." She pulled another shelf. "That's for weakening me! You witch!" She added, causing Apple Bloom to laugh and make a deal.

Kids. Kratus thought, shaking his head as the two fillies ransacked the place before they left with Apple Bloom carrying every bit and gem in a basket on her back with the place a mess, the Makuta got multiple ideas in his head and gave an evil smile with a mischievous look in his eyes that the two fillies didn't notice, though Samuel did and gave a groan while facepalming, knowing what the Makuta was usually thinking of when he gets that look.

There wasn't much to the hallway connected to the elevator to the first floor and stairs, just some creepy pictures, trash cans and door to the left that led to the parking with said area empty except for a few carts with sheets on top, a generator and at the far end, was the caravan with the lights on and found Applejack and Sweetie Belle inside and informed them of what happened, with there now five ghost hunters with three of them adamant that they come with the Makuta not really caring with them heading the elevator useless at the moment, the five of them headed to the Grand Lobby and snuck up on five blue ghosts holding a conversation with the Makuta amused at them "preventing" the guests from escaping before Polterpup appeared from the door they nailed shut who barked to the hunters with the ghosts in disbelief.

"Ah, laundry chutes, very useful for get aways if you don't want to or can't teleport or phase through walls." Kratus said, smirking with Sweetie Belle and Applejack informing the ghosts that they weren't in their rooms causing them to facehoof before they captured the ghosts during which they found something inside a statue, a corpse with them horrified except for the Makuta who clenched his fists as the others broke open the other statues.

"They're petrified corpses." Applejack said.

"There are foals among them." Sweetie Belle pointed out with Apple Bloom and Little Ghost saying something except for Kratus who remained silent. His hatred for Eternal Rest and Thanatos grew stronger along with the darkness within with each revelation.

"This will not go unpunished." He growled.

"Yer not gonna put her through what ya Pyrite through, are ya?" Apple Bloom asked, remembering how her partner tortured the ghost of the stallion. The look he gave her caused her to shudder.

What did he do to Pyrite? The other hunters thought, before Applejack voiced said thought, something she would regret.

"He… tortured Pyrite. His screams of pain and pleas for mercy? Makuta ignored them all with a look of hate in his eyes. I managed to stop him from going further than he did." Apple Bloom said, shivering at the memory.

"If you stopped once you can stop him again." Little Ghost said before the group explored the lobby to search for a key after finding that a single door along with a pair of double doors were locked and found said key in an office and dealt with the blue ghosts that appeared found that it unlocked the double doors to a ballroom and found Twilight and Spike with them frozen stiff with The Steward talking to them and when he mentioned pouring cement on the two.

"When Makika Toads fly." Kratus said, causing Steward turning around.

"What?! Already here? Why are there five of you? I thought there would only be Apple Bloom, Makuta and the filly ghost!"

"Ya have bad coordination in this hotel. Since Applejack and Sweetie Belle weren't in their rooms, they weren't captured."

Steward looked around in panic, then grabbed a chair and threw it with the Makuta using disintegration on the chair, causing it to turn to dust with four of the hunters charging the stallion as he went to grab another chair with him swinging it around in a panic until the Makuta shattered it with his vacuum power with Little Ghost capturing the stallion who grabbed his hat after dropping it causing the buttons to the fifth and fifteenth floors to appear.

"Don't even say it, hunting ghosts is only going to get harder." The Makuta said as Sweetie Belle opened her mouth to speak before the Makuta walked towards Twilight and Spike, still as statues, and waved his hand in front of their faces, trying to get their attention, "Hellooooo, anyone home? Or have you vacated the building? Say something." He said shaking them in an attempt to get them to move before stopping. "Hmm… hypnotized."

"Eternal Rest probably did that to them with her powerful enough to do it." Little Ghost said. "They're ordered not to move. Remember, I used the same power." She added before the Makuta spoke.

"Oh, I'll get them to move, Eternal Rest is likely not as powerful as I am."

"What do you mean by that?" Sweetie Belle asked, earning a chuckle from the Makuta before Twilight Sparkle and Spike snapped out of their daze with them fainting.

"Well… that never happened before." Kratus said, confused at the sight, "Normally, they'd be able to move as if nothing happened." He added before noticing the confused looks on the faces of the ponies, "A Makuta can enter the mind of others for various reasons, though the fact that used brute force to undo the mind control is likely the reason." He said before picking up Twilight and Spike, "Now come, we need a safe place to put them while we wait for them to awaken." He said before the group left the Ballroom, though, once they reached the second floor elevator… "Okay, I have a rag that can function as a feather duster on my right shoulder, and a lifelike dragon doll in my left hand. I wonder how much I can get for them?" He asked, earning looks from the ponies before they saw his smile with them unamused as they put the buttons where they were supposed to go before pressing the button to the first basement with them taking the unconscious duo to the caravan with Spike and Twilight awakening shortly.

"Why does my head feel like something rummaged through it and caused a migraine?" Spike groaned.

"That something was me." Kratus said, allowing Spike and Twilight to recover before they were informed of what happened, which didn't take long with them transferring the Eternal Rest's servants from the crystals inside the Poltergusts. Since they didn't know where else to put them, they used a yellow crystal since Eternal Rest works for Thanatos. Some of them may be controlled, though the Makuta had his doubts.

"I can help, even though I can't face the ghosts, I can help like." Twilight said before the Makuta interrupted.

"No, even though you can defend yourself with magic, they can overwhelm you as you have no way to capture them."

"That's why I'll stay here." Applejack said with a frown, "I'd prefer remaining with ya, but Twilight and Spike are vulnerable without somepony ta capture the ghosts should they attack." She added with Apple Bloom nodding.

"Don't worry sis, me and Makuta went through Evershade Valley. This hotel will be nothin', especially with the help of Sweetie Belle and Little Ghost." Apple Bloom said with the three fillies sharing a group hug while looking at Applejack, though Kratus on the other hand…

Prepare for your end Eternal Rest, the shadows are coming for you. He thought as Apple Bloom talked to her friends and sister, though when after Sweetie and Spike made a skeleton joke, "I don't know about the rest of you, but Sweetie Belle seems to have bone to pick with Eternal Rest, and it's a good thing she's not a lazy bone." He said, smiling as Spike and Little Ghost laughed harder before the four of them headed to the first floor to continue exploring the ballroom by heading upstairs with Polterpup going ahead and found the dog biting a tail of a blue ghost that was spinning around trying to shake the dog off with five more blue ghosts laughing at the sight with one recording it.

Stifling their laughter, the four of them struck with the Makuta aiding Sweetie Bell after discovering that she was a lightweight by nailing the two ghosts with his skyblaster with the undead filly thanking him as Apple Bloom and Little Ghost dealt with the others including the blue ghost that Polterpup let go of before the dog disappeared into the wall before heading up the stairs into the ballroom.

"Next stop, the fifth floor." Kratus said after they dealt with the three chair-wielding ghosts and found that the left door was locked and decided to head to the fifth floor using the elevator with a blue ghost entering the elevator with Little Ghost capturing it before it attacked with them reaching the fifth floor shortly.

The four of them decided that they would search the fillies' room first before going for the others with them stopping at Rainbow Dash's and found nothing but blue maid ghosts that they captured and a chest underneath the drain in room 502 with the Makuta facepalming at that as Spike made a remark with Applejack agreeing before the continued on their way after finding a key to room 508 and finding another chest they couldn't reach normally with the Makuta opting not to demolish the wall… yet as a conversation between the fillies started the Makuta found his attention diverted elsewhere with Samuel noticing and speaking quietly.

"Don't worry, they're doing fine. A certain former agent of yours is visiting them even, keeping your Rahkshi in check while bringing hope to places that need it." He told the Makuta who sighed silently, remembering how a unicorn now a legend to Equestria came into his service millennia ago before retiring before the Makuta helped the fillies search the hall for a key, though they only found a secret door to the elevator shaft with mice and spiders coming out with Sweetie Belle jumping on Apple Bloom with the Makuta dealing with the spiders while saying exterminate before roasting each spider with electricity until Little Ghost discovered a secret path that led to a chest with said path leading to a chest along with a passage with a ladder that the group used and found a key, though spiders filled the path with the Makuta rolling his eyes at Sweetie Belle's reaction as a Fire Burnak and fried the spiders by unleashing pulses of fire energy with Apple Bloom reminding Sweetie Bell of her current state before they entered the laundry room after the Makuta changed back. With the blue ghosts still there ready to attack and punched Apple Bloom, Little Ghost, and Sweetie Belle, the latter lost her head.

"Careful, don't get ahead of yourself and go risking your unlife and limb." Kratus told the filly, causing everyone there, including the ghosts to groan or facehoof before the latter ended up captured with one dropping the key to room 508, with a bored purple maid there who looked at them and panicked with the Makuta attempting to negotiate with the mare too scared to make a compromise with him sighing as the mare left with the group having to pursue her until 507 with two blue ghost maids with all three captured with a conversation starting with the group wondering what the mare meant about Eternal Rest having a collection.

Chapter 2

With a ding, the elevator doors opened up with the Makuta and three fillies exited the elevator onto the third floor that contained shops with a revolving door to the immediate right that led to said shops, but it was locked leaving them no choice but to go left and search for the key with the alcove to the left really just paper with a chest behind the bars causing the Makuta rolling his eyes as Little Ghost grabbed the magic pouch and retrieved the bits inside before returning.

"Maybe I should keep the pouch." She said.

"You'll need a belt." Kratus pointed out, "I'm sure we can find one in one of the shops, but until then, Apple Bloom has the pouch."

"What he said." Apple Bloom said with Little Ghost nodding and giving the pouch back the filly before they continued to the restrooms before ghostly filly noticed a hole in the ceiling that revealed another secret room with a chest with them having two options on how to access it, use the ledge overlooking the elevator, the second…

"I found another chest in there. Should I or Makuta go? Or do we wait to pass by the ledge to the elevator.?" Little Ghost asked.

Kratus looked at Apple Bloom and Sweetie Belle who did the same with the Makuta shrugging before Apple Bloom gave the okay and Little Ghost retrieved the bits inside the chest before they continued to the restrooms with the mare's condemned and found the key to the revolving door in a toilet in the stallions room with Sweetie Belle disgusted causing Apple Bloom tell her friend that she'd found a key in one before Little Ghost remarked about something Apple Bloom did back at the Gem Manor with Applejack laughing when her sister confirmed that it happened with the quadrio using the key to unlock the revolving door and used it to enter the shopping area with the shops closed with bars blocking them with the Makuta tempted to just destroy them, but he didn't know if that'd set off any alarms with the four of them heading to the escalator to head to the second floor of the mall before stopping at the sight of a light.

It was Cruller, the clumsy, overweight ghost hiding beside the escalator while patrolling with them finding a button on his uniform before the purple stallion headed up the stairs, the group following him to take him by surprise if the ghost hadn't spotted them already. Though when they reached the top, the ghost was already halfway down the hallway leading to his office with the Makuta using his chameleon to hide with the fillies hiding in the walls, waiting for the ghost to turn around only for him to turn to his office and enter it.

"Mister Cruller! Wait!" Sweetie Belle shouted, revealing herself causing the Makuta to facepalm as the stallion to drop his flashlight as he jumped in surprise and turned to the skeletal filly and spot her. Screaming in fear, he flew through the door while accidentally dropping a key with a diamond shaped head and closed the shutters to the office with Spike starting a conversation with the fillies until the Makuta spoke.

"Come on, we have other things to do." He said, "And Sweetie Belle." He added, earning the undead filly's attention, "Great job on scaring Cruller away, you really are master of surprise." He said, the snark of his comment hidden by his tone as the group returned to the shops with Little Ghost opening a chest she spotted on a path above the shops.

Upon reaching the shop with diamond symbols on the walls, they found that the key didn't work on the gates, but it did work on the cash register that contained a key with a heart-shaped head, though a blue ghost came out to punch her while holding the key with her slamming the ghost with her poltergust, though she broke the glass casings and shelves in the process.

Why do I think that she'd grow up to be a delinquent if she wasn't dead? Kratus thought, seeing Little Ghost having a fun time vandalizing the shop before more blue ghosts appeared to help their friend with three attempting to perform a sneak on attack Kratus, Apple Bloom and Sweetie Belle from behind, the first ghost got shot in the face by the Makuta's skyblaster who didn't turn around with Sweetie Belle capturing it after dealing with the one attacking her with Little Ghost returning with a belt and the key from the wrecked shop.

"I didn't know that wrecking shops could be so fun. I better learn how to understand poltergeists." The filly ghost said.

"Just don't make a habit of it." Kratus said.

"What he said." Apple Bloom said before reminding the ghost that there were three shops left, with Sweetie Belle voicing her concern about it until the Makuta spoke again.

"From what I've seen, this hotel shouldn't've been in use at the state it's in. A demolition crew should've knocked it down."

"If you say so." Sweetie Belle said before the Little Ghost vandalized the other two shops, finding a chest and a ghost that looked in a mirror along with dealing with the ghosts that interfered with the ghostly filly's fun with the four of them now heading to the barbershop before the mall shook with the escalators activating as they heard a deep laugh.

"What was that?" Twilight asked.

"I dunno." Kratus replied, "Stay alert, that laugh wasn't a blue ghost or Cruller." He told the fillies who nodded, before they used the escalator to go down with Little Ghost ransacking the barbershop without any ghosts attacking along with finding a key, though midway using the up escalator, it stopped, "It was probably the ghost who laughed earlier, so hurry, I got a bad feeling about this." He said before the escalator started moving down with ever-increasing speed with them landing on the floor with Sweetie Belle's bones scattered.

"Is this what it feels like to reassemble myself?" She asked, annoyed as she reassembled herself. "I don't want to go through that again, it's too weird."

"You might have to." Kratus said as the filly continued her reassembly, who looked confused before the Makuta pointed at something.

A large, blocky, red ghost coming out of the escalators.

"Sweetie Belle, Little Ghost, watch out. The punches from this one might hurt." Kratus warned.

“He might crush my bones!” Sweetie Belle shouted in panic.

From the elevator, the ghost charged Kratus to punch him after deeming him the greater threat, with the Makuta dodging out of the way while letting loose a barrage of bolts of shadow from his skyblaster and swiping with his sword, sending electricity at the ghost and shocked it before it could make the attempt to harm Little Ghost who activated her Poltergust, the size and rectangular shape of the ghost blocked the vortex, preventing its capture, Sweetie Bell however, managed to sneak up behind the ghost and caught one of the two tails in the vortex of her Poltergust, though the ghost moved around to escape, dragging the filly around.

"Help!" The skeletal filly shouted, panicking with Apple Bloom capturing the second tail as the Makuta hammered away with bolts of shadow or using hunger to weaken the ghost, ending in its capture with escalators working normally with the three fillies bumping hoofs in excitement.

"Wowwee! That was a hard one." Applejack said.

"Especially since he could resist the Poltergust." Twilight pointed out.

"Eh, my vacuum ability could do a better job than those vacuum cleaners."

"Then why didn't you use it?"

"And cause everything to fly towards me, including Sweetie Belle, whose bones would shatter against my armor?" Kratus asked rhetorically. "Besides, I'd also cause Apple Bloom to suffocate until I stopped." He added as the fillies held a conversation before the group headed towards where Cruller was.

Still in his office, curled up in a chair behind his desk, shivering in fear until he saw the group entering and screamed, his sudden movement caused him to tip over the chair and him to fall with it.

"Hand over the button peacefully, and we'll leave you alone." Kratus said, causing Cruller's head to pop over the desk.

"I can't, I'm sorry, mistress told me not to give you the button." He said before looking over to his left where an adjacent room that was Lost and Found is. With said room locked by barred gates with the shops, then he rolled from behind the desk into the barred gate with the poor guy stuck in the bars before striking a proud pose, "Now you can't do anything to me!" He said, causing the Makuta to look unimpressed while Little Ghost facehoofed as Apple Bloom and Sweetie Belle groaned before the ghostly filly passed through the gate.

"You forget, I'm a ghost too." She said, the stallion panicking, "And Makuta can just remove the bars." She added and as if to prove her point, the Makuta sliced through a bar with his sword, blade encased in plasma "Now last chance Cruller, give the button or I'll capture you."

Cruller shook in fear before gulping and taking a deep breath, reached for the button, "Sorry little one." He said, grabbing a device from his belt and sent a beam of energy from it, causing Little Ghost to scream in agony as she landed on the floor, "But mistress is scarier than you." He added before he found that the bars fell with a clang after Kratus used his blade to cut them loose with him grabbing the ghost.

"But she's not as scary as me." The Makuta said, his voice eerily calm as the shadows wiggled and writhed as a result of their Lord and Master's fury as he grew in height and grabbed the ghost who shivered in fear, "I assume that device is to be used against ghosts?" He said, the stallion nodding silently before explaining what it was with the Makuta grabbing the device and crushed it. "Now about this collection, I assume she has a means of trapping ghosts?"

"Y-y-yes, but not in the way like a living body."

"She binds them to something." The Makuta said, already knowing what the stallion meant.

"A-a-anything, a statue, or a corpse, even her favorite doll. When you're a ghost and at her mercy, there're three possibilities for you. Either you work for her freely, you work for her hypnotized, or she binds you to a doll for all eternity to play with. And by that I mean torture. And if I let you have the button." The stallion said, gulping once more, shaking and almost crying, the Makuta felt pity for the ghost who continued to speak, "S-s-she has a room upstairs with over a hundred dolls, and I don't want to end up in one of those dolls… I'm sorry." He added, each word he said caused the Makuta to grow in fury, the three fillies backing away in fear, even Apple Bloom repeating the words he told her during their first adventure didn't help, though the stallion grew ever fearful of the one holding him captive.

Saying he was livid would be an understatement. The mare they were hunting down was a sadistic psychopath. While yes, he can be a sadist when torturing others, but he never uses it as a punishment for failure or for not entering service. Does he drag it out as long as he can? Yes, but he gives the victim the mercy of oblivion afterwards, even when he does torture another, his preferred method is to attack their mind, even then, he never tortures the young. As for her leadership method? Fear is never an option for him, does he punish his agents when they mess up if the damage is reversible? No, he uses their failure as a lesson they can learn from and do better next time, which is why he pities the stallion held in his grasp, "I'm sorry, but we won't abandon the others." The Makuta said, "But I don't hold anything against you, just your enslaver." He said, dropping the stallion who ended up captured without resistance, though none of them knew if it was because if the stallion feared the Makuta more than Eternal Rest now or not.

After giving the remains of the device to Twilight Sparkle who was upset about its destruction, they returned to the Grand Lobby only to find two blue ghosts and a red ghost with Sweetie Belle dealing with the latter with Kratus, Apple Bloom and Little Ghost dealing with the former with the Makuta acting as a distraction while the two fillies snuck up behind the ghost who didn't realize that focusing on the onyx colored Makuta was a mistake until it was too late with Sweetie Belle dealing with the blue ghosts shortly with the fillies deciding to name the ghosts, though when mentioning history books for naming ghosts with Twilight mentioning that they won't be the only thing that the books would them know for.

"Just make sure to leave me out of them." Kratus said.

"What? Why?" Twilight asked.

"Last time I got credit I didn't deserve caused a betrayal I never knew of until it was too late." The Makuta replied, his face saddening while remembering his greatest failure. "And because of that betrayal, I never took any credit for the deeds of others, even if they acknowledged that I helped."

"I dunno, that doesn't seem honest for us ta leave ya out of it." Applejack said.

"She's right, everycreature deserves recognition for their deeds, no matter how small." Twilight said in agreement.

"No, things are better that way. They get the glory, I remain hidden in the shadows."

"But-" Twilight began only for Apple Bloom to interrupt.

"Even if it ain't honest, I say we respect his wishes."

"Like ya said Apple Bloom, it ain't honest, so it ain't right." Applejack protested, ignoring the last part.

"Y'all didn't see it, but I did."

"Saw what?" Twilight asked.

"He looked sad when he mentioned that betrayal, which meant that somepony very close ta his heart betrayed him, and it broke him inside." Apple Bloom replied, not knowing how right she was and how close the traitor was and still is to the Makuta who shook his head, banishing thoughts of events eons ago.

"What's done is done, we have better things to do than talk about my past and what I want." He said with the quadrio finding out that the key didn't work on the door next to the ballroom, but it did work on the door to the left in the ballroom, finding it was a hallway that had two doors, one leading to a storage room and the other a dressing room, the group decided to check the former with it containing draped objects including a chest with bits and a piggy bank on the shelf along with a safe that contained gems and bits. And thanks to Polterpup, who was there a small area behind the shelf that had another chest that held bits, gems and a key with them ambushed by the blue ones that the fillies dubbed tricksters, five normal sized tricksters and twelve of the smaller tricksters, all armed with iron bars with one carrying one of those devices that Cruller used on Little Ghost, with Kratus rolling his eyes before melting the device with his heat vision and slicing the iron bars with his sword in a blink of an eye with the ghost captured shortly before leaving the room to the next.

The dressing room looked like, well… the typical dressing room, a large mirror, three tables, a coat rack that had the uniforms with the disguises on the tables, though they found a safe behind a purple coat and thanks to the mirror, a hidden chest with bits, gems and a key, all taken by the fillies with more of the tricksters appearing three dozen of the smaller sized ones and two of the normal sized ones, both having a device that affected ghost and possibly the Makuta's Antidermis, with them shooting at Little Ghost who dodged the shots before sending a wave of energy at them, knocking the devices out of their hands with the Makuta stomping on both devices, crushing them beneath his Protosteel based MCC foot as the fillies captured the ghosts.before holding a conversation about strategy and what she and the Makuta went through the two times they were together along with the features of the hotel, that as the Makuta said before, needed demolishing with said Makuta focused on the main goal, Eternal Rest.

The restaurant in the east wing was a mess thanks to all the tricksters making the mess by eating the food they didn't need before Little Ghost interrupted their mess making and wound up with a plate thrown at her with the plate hitting with everyone there taking cover as the tricksters armed themselves with the eating utensils, or used the plates and trays as shields, with bowls for helmets, with others preparing to throw food with Apple Bloom coming up with a plan and told what the group would be doing.

"FOR EQUESTRIA!" The filly shouted, charging as she and the others went to do their assigned objectives.

Apple Bloom engaged in CQC, using the plate she grabbed from Little Ghost as a shield.

Little Ghost went to the ceiling and dove behind the tables to capture the food throwers.

Allowing Sweetie Belle to enter the fray and join Apple Bloom with a ghost stabbing the former where her heart used to be. As for Kratus?

"BOOM! Headshot!" The Makuta said, nailing a ghost in the face while acting as a marksman in the support role, picking off ghosts with his skyblaster, performing crowd control to prevent the ghosts from overwhelming the fillies, and before the long the fillies captured the last of the ghosts before heading into the kitchen and found the cook holding a button, but when he refused to give said button the group and gave his reason.

"Can't defeat her you say?" Kratus asked.

"That's what I said."

"That's where you're wrong. She is nothing compared to what I've faced. For I have fought alicorns to a standstill, forced titans to flee, destroyed every army that stood in my way through my power alone, and now that power is turned against her and with it, her downfall and any who stands in my way shall be made to crawl before the power of shadow." Kratus replied, the shadows gathering around their lord and master's sword before unleashed with a single swipe of the blade followed by a wave of compressed air that slammed the cook into the wall, stunning him with the fillies using their Poltergusts on the ghost, causing him to drop the button, only for a mouse to make an attempt to flee with the button and found itself slowed down before the Makuta used his Rahi Control to force the rodent to drop the button with the onyx and gun metal Makuta grabbing the button to the fourth floor before the quadrio left the kitchen. Be afraid of the shadows Eternal Rest, be very afraid. For nothing will save you from them. He thought.

Chapter 3

There wasn't much to the fourth floor, the auditorium, the restrooms, the concession stand and the dressing room that's always locked, though things were about to get interesting on the fourth floor as the elevator opened with a ding with three fillies and one Makuta stepping out, the four of them noticed how gloomy it was thanks to the "statues" with the sight of them angering the Makuta.

I swear by the shadows that gave birth to me, You. Will. Suffer. Eternal Rest. Kratus thought as the fillies holding a conversation about pianos and those who played them, with Twilight surprised that she destroyed one, but once they got to the last adventure Apple Bloom and Makuta had.

"Don't remind me of the fight with Dark Magic." Apple Bloom said, shuddering at the memories.

"Why not?" Little Ghost asked.

"The brief moment of darkness before the cold wind when Makuta became enraged along with the terror that I felt along with it in his friend's voice when he urged me ta run, as I saw the beast in control of Makuta's body attack after the primal roar it unleashed… they frighten me ta this day." Apple Bloom said, shivering at the memory with Kratus feeling remorseful for what happened to Applejack.

None her age should've gone through what she did, the trauma of seeing the death of a sibling like that or me when the beast comes out. Kratus thought before a cymbal came in from the hall and hit the Makuta's right foot, "Pathetic." He said, looking up and towards the direction the instrument came from.

"Ya know ghosts. They love the atmosphere." Apple Bloom said, shrugging.

Advancing through the hallway, the group came across a trickster holding the carpet with both hands and flapping it, creating waves until the Little Ghost sent a wave of energy at the ghost, knocking it over as she flew over to capture it.

"Good idea when there's support, but not so much when solo." Kratus said, getting an idea on how to upgrade the defenses of the facilities under his control before the quadrio went to check the restrooms first, starting with the mares', though both the Makuta and Sweetie Belle stopped and listened to the music, the latter humming along before identifying that it was written by Piano Virtuoso, the former just likes orchestral music before they checked the restrooms, finding only a ghost in the stallions before checking the concession stand, finding a safe with bits and a key before a dozen little tricksters, a few little bulkies and three yellow ghosts that Apple Bloom dubbed throwers attacked, though the ghosts ended up captured, "Seriously, this is getting ridiculous. They should've learned by now that attacking us is a pointless endeavor." Kratus said, as Apple Bloom grabbed the key and bits, with the former unlocking the auditorium, and who they found there surprised them.

Rarity dancing and Piano Virtuoso, with the latter ordering the former to go into the dressing room before locking the door and noticed that Sweetie Belle was a fan before the ghost noticed the Makuta.

"Are you also a fan?" The pianist asked.

"Nope, I just like orchestral music."

"Sing like the little one here?" The pianist asked, glancing at Sweetie Belle, "Or do you play an instrument like I do.”

"Neither, but I got a friend who knows how to play wind instruments." Kratus replied, before tapping a finger against his chin, "Don't know how long it's been since he's played though." He added, "But, it's unlikely he'll play with one who follows one like who you call mistress."

"A pity." Piano Virtuoso said before the battle started with Twilight telling them that the pianist got angered when something didn't go his way… and that gave Kratus an idea to enact later at the right time as the battle started with chairs thrown at them.

"What a waste of good furniture." Kratus said, looking at the chairs that broke upon impact with his armor or blasted by his skyblaster before the pianist praised the fillies and the Makuta.

Round 2 started with the pianist playing again with tricksters dancing in tutus attacking in coordination. The same attack pattern didn't impress the Makuta as the group with them, each one captured frustrating the pianist.

“Defeated quickly? Yeah, not gonna happen to someone underequipped and underprepared as you, especially against me as you don't got any abilities with the necessary power that'll harm my armor or me." Kratus said after the pianist voiced his frustration. “Now, the four of us shall sweep you away like the speck of dust you are.” He added with a smirk, but if that didn't anger the stallion then what Little Ghost said next did.

"Besides, we're ghost hunters! How could you think that we would be easy victims?" She asked smugly before she patted Apple Bloom then Kratus. "Especially these two. Throwing chairs? Dancing ghosts? Please! It's almost insulting for them! Piano Virtuoso? More like Lame Virtuoso!" She added, worrying Sweetie Belle before the pianist spoke again.

"Not at all!"

Piano Virtuoso yelled in rage after Sweetie Belle voiced said worry, mane a mess before he possessed the piano with two glowing angry eyes appearing before playing again as the possessed instrument attacked by jumping off the stage, charging at the fillies who ran with the Makuta grabbing the piano before flipping it while decreasing the effect of gravity to send it flying into the wall before returning it to normal, causing the piano to crack, giving Sweetie Belle an idea.

"Let's have Makuta damage the piano!" She told her friends, the Makuta gained an evil grin and nodded in approval with fillies drawing the Piano to the Makuta who delivered a melee attack such as slamming both fists into it or flipping it again while delivering a kick after dodging before the Makuta enacted his plan.

"You know." The Makuta began, causing the battle to cease. "That locked door will stop the fillies as they need the key to unlock the door."

"And what about you?" Piano Virtuoso asked from the piano, causing the Makuta to smile.

"I am the key." He said, teleporting to the door, after increasing the density of his fist, punched through the lock, destroying it and the part of the doorframe that housed it in the process. The onyx and gun metal colored Makuta found the shocked look on the stallion's face as he left the piano priceless while he opened the door opened and freed Rarity from her hypnotic state and grabbing her after blasting the trickster inside with his skyblaster. But before the enraged stallion could repossess the piano, Kratus' Shadow Hand surged out and pulled the ghost towards the Makuta who then punched him in the face, sending him flying before pulling the ghost towards him again and punched him in the face once more starting the process all over again, turning the pianist… into a paddle ball with the fillies just staring at the sight while Samuel, somehow amused, laughed as he watched the Makuta play with the stallion before he tossed the battered, and humiliated ghost at the filles who captured the ghost while unsure of what they just watched before Samuel spoke.

"I haven't laughed like that in a long time!" He said, voice still filled with merriment.

"Thank you! Thank you!" Kratus said, bowing like a conductor, causing his divine friend to laugh again, this time clutching his sides as Rarity awoke with a groan.

"Whoever is laughing, please stop as it's doing nothing for my headache." She said with said affliction disappearing.

"Apologies, m'lady. That would be my fault." Kratus said in a faux gentleman's tone.

"I never thought'd you'd be such a gentlecolt." Rarity said, causing Samuel to laugh harder.

"Okay, stop with the acting, it's making it hard for me to monitor your progress." He said, struggling to calm himself down.

"It's always satisfying when I annoy him, or cause him to laugh." The Makuta said before turning to Rarity, "I assume you want to know what happened?" He asked, earning a nod from the unicorn. "This hotel is one big trap, Eternal Rest is a ghost working for Thanatos, and we just fought a ghost forced to work for Eternal Rest going by the name of Piano Virtuoso during which I freed you from hypnosis." He said with Rarity very surprised that they fought the famous pianist, with Samuel laughing again.

"What's so funny?" Rarity asked.

"Our friend here used Piano as a paddle ball after freeing from your hypnosis!" The deity said between laughter, though before Rarity could faint, the back wall of the stage rose with more ghosts attacking, including the ghost from the dressing room who earned a backhand from the Makuta who then told Rarity to stick close as the fight began, though the fight didn't last long, though the ghost from the dressing room earned another backhand from the Makuta before its capture with a conversation about Sweetie Belle's skills starting.

After escorting Rarity back to the caravan where the pony received some hugs, the ghost hunting team headed to the sixth floor which had a castle theme with the fillies guessing that they'd fight a prince or similar royalty, though the Makuta guess from the looks of the armor, that they wouldn't fight a pony, but a gryphon before turning the armor to puddles of goo with his inorganic molecular disruption before they discovered a chest that caused Rarity's eyes to sparkle.

"Ugh, that reminds me, I'm running low on my gold stocks for upgrading the facilities under my control, especially my lairs."

"The parts must be expensive to buy." Rarity said.

"Actually, I have foundries that build the parts, it's the electrical systems that drain most of the gold, despite the recycling process it goes through."

"I might be able ta help replenish them stocks of yers." Apple Bloom said.

"Doubtful." Kratus replied, giving the amount of bits that he'd need to repurpose after including recycling the worn-out parts for a complete refill.

"Yeah, I don't think that all the bits in the fortune could refill your stocks." Little Ghost said.

"Nope, besides, before I was called back, I was in the process of dismantling some of the facilities as I deemed them unnecessary after so long thanks to my efforts, which means that a quarter of the stocks will return." Kratus said as they approached the gates with the Makuta phasing through them with his density control before pulling the rope. But when Twilight saw the black armor, she panicked before telling them who'll they'll face.

Goro, The Black Knight, with Twilight giving a background on him with Apple Bloom making a declaration.

"Ah, the power of unity, few can stand against those who both embrace and are backed by it."

"Power of unity?" Twilight asked, causing Kratus to chuckle.

"Unity is the first of the Three Matoran Virtues. Through it, they perform their duty, while bound to the destiny that awaits them." The Makuta replied as Apple Bloom knocked over the legs of a statue, giving her an idea with Twilight enacting the idea before the four ghost hunters entered a coliseum, with Goros appearing, though one part causing the Makuta to laugh.

"Did I say something that amuses you, armored one?"

"You are not the first to make the declaration of being undefeatable and threatened to use my mask as a trophy, and you want to know what happened to them?"

"I presume you defeated them as you're still around?"

"Correct." Kratus replied, "And you won't be the first royalty I had a hand in defeating." He added before Goro left with the four ghost hunters entering the armory and dealing with the ghosts there and the ones that arrived with the Makuta dealing with the armor that four ghosts possessed, allowing for their capture before the Makuta revealed a hidden chest after pressing some levers that upon emptying they used the door on the other side and found a staircase that led to the lower level, though on the way down, they found a chest guarded by a spike trap that Apple Bloom activated with Little Ghost grabbing the bits inside.

The end of the staircase had a spike trap that had a rope that Little Ghost used to lower them allowing for the passage of the two fillies and Makuta with them finding another hidden chest in a hall that led to a cellar with barrels full of tomatoes along with larger barrels on their sides before tricksters with shields along with throwers appeared from the barrels, the Makuta rolled his eyes as his blade sliced through the shields, allowing for their capture along with the throwers with one of the larger barrels holding a key before moving on to a room with a door blocked by spikes, though when Little Ghost pulled on the rope, the spikes didn't lower, but metal balls and chains did, the Makuta, suspicious, used his gravitational power on them, causing a helmet, a sword along with a bit, a dozen bits to fall, and a trapdoor to open the group collected the bits before going down the trap door the room below had a dragon costume in ruins, with the mouth of the dragon on a machine attached to a pipe that probably allowed for the costume to breathe fire. However, most of the room had spikes blocking it along with a large spider web that the Makuta dealt with by using his heat vision, allowing them passage into a small room, with a walkway, a banner, a cage and a crank that raised an elevator, with Little Ghost turning the crank as the others used the elevator to go down.

The room below had more cages with two cranks, one to lower two of the cages, a basin with water and a bucket that had water in it after Apple Bloom pulled a rope that caused the bucket to fall with one of the fillies using their DLD to reveal a hidden coffin opposite of the door they couldn't open without the Makuta acting as a key again. Fortunately, the coffin didn't have a corpse along with it being the way forward, though it sent Apple Bloom and Sweetie Belle to the other side of the wall with Kratus and Little Ghost phasing through.

"It's one of those trick doors." The Makuta said, noticing that Apple Bloom and Sweetie Belle are alright with them not expecting that to happen to them, though the room had three hooded figures that held crossbows guarding a chest, the Makuta rolled his eyes and summoned two tendrils of shadow that pulled both ropes to collapse the platform above the two figures allow for the safe retrieval of the key and bits inside before they returned to the previous room and after dealing with the little bulkies that dropped from the elevator, used the key to unlock the door that led to a dungeon with a cell taking up half of it, said cell had a key in it with it opened by a metallic ball.

"Hang on, let me retrieve the key." Kratus said, suspicious about the cell.

"And how are you going to that?" Sweetie Belle asked, only for the Makuta to phase through bars and as he suspected, the cell turned out to be a trap with both left and right walls closing in after spikes appeared. After grabbing the key, the Makuta teleported out of the cell, causing the walls to stop with ghosts appearing, frustrated their trap failed with Makuta giving them a smug grin, angering them before they attacked with the Makuta using his chain lightning, allowing for the capture of the ghosts.

The key unlocked a door separated in two by a bridge along with a statue of Goro's head on the wall that had eyes that followed Apple Bloom's every movement, after raising the bridge and activating a trap that caused giant axes to swing. The Makuta teleported the Apple Bloom along with Sweetie Belle across to the other side as Little Ghost retrieved the bits from the chest on the floor below.

"I'm certain that we'll face traps like that in Thanatos' castle." Kratus said before the group entered the door to the right of the statue, finding themselves in a room with more hooded figures guarding a trail with the Makuta going first, causing the figures to launcher their bolts at him, with said bolts unable to damage the Makuta with them either bouncing off or crumpling against his armor, after dealing with the little tricksters, they entered a long hallway with banners, armor for the Black Knight along with a pair of pressure plate activated axes that the Makuta reduced to nothing with disintegration, and behind one of the banners, they found Goro's treasure room, full of gold and gems that the fillies plundered before they opened the giant double doors, where along with a booing crowd, stood Goro, The Black Knight who swung his sword in the air and laughed.

"So, you reached me successfully. Not sure if you're good or just lucky. It doesn't matter, your adventure ends here. Right, everyone? Are you ready to see those four fall before my mighty sword?" He asked the crowd before the Makuta laughed.

"You called those traps? I use deadlier things as obstacles in my training!" He said, causing the crowd to boo before he spoke again. "And mighty sword? That's a butter knife compared to the strength of my blade." He added, readying his weapon. "And those foes that I mentioned whom I defeated before? You are naught but a gnat to them!" He added.

"Burn! Makuta burned the Black Night! Respect!" Spike said.

"If you wish to die so easily, then so be it!" Goro said, grabbing his shield before charging at the Makuta who, much to the confusion of the dead gryphon and the spectators, remained where he was even as the gryphon swung his sword.

Clink.

That was the sound of the gryphon's sword hitting the left palm of the Makuta who, unlike the deceased king and the spectators, remained unsurprised at the result before the former smiled and with one swipe of his sword, sliced through the king's armor as if it were butter.

"Impossible." Goro said, red beak revealed.

"Yet, reality says otherwise." Kratus said as he crushed the king's blade in his hand, "And I told you before, compared to what I've faced, you are naught but a gnat." He added, putting his skyblaster right up against the king's armor, and fired at point-blank range, shattering the armor and sending the king flying, though as the armor fell off, the gryphon revealed himself to be an endoskeleton that the Makuta destroyed with his vacuum ability, revealing the real Goros that Makuta slammed into the ground, stunning the gryphon long enough for the fillies to capture, the crowd too was stunned long enough for the fillies to capture without resistance

Chapter 4

Ding!

The elevator reached the seventh floor, with the fillies and Makuta leaving it.

"This is a Bo-Matoran paradise." Kratus said, noticing the amount of greenery.

"What are Bo-Matoran?" Twilight asked.

"Matoran of Plant Life or The Green, despite their inability to access to their elemental power to its full extent, they have the innate ability for a full understanding of plant attributes, such as poisons and possible medical uses, making them well-suited healers, their physical appearance is green and blue armor." Kratus explained with Twilight fascinated at that fact, "For the past few years, I've been employing their services for healing my agents thanks to said skills." He added before looking at the fillies. "Let's hope that there aren't any giant carnivorous plants."

"If there are, I'm sure that you'll deal with them like last time." Apple Bloom pointed out.

"You're not wrong." Kratus said before the fillies held a conversation ending with Sweetie Belle wishing she still had a tongue before a snake jumped out, causing Twilight to flee with Applejack calling her back, "Hey, at least it wasn't a Doom Viper." He said after Applejack got Twilight calmed down.

"Why do I feel like I'm regretting asking what a Doom Viper is?" The lavender alicorn asked.

"Because, it's a biomechanical snake with six heads with a breath that can kill everything except other Doom Vipers." Kratus replied, "Fortunately, none of them are alive." He added, "Let me take the lead." He told the fillies who nodded as they wandered down the hallway, encountering snakes, mice, bats, and crows with the birds flying away before they reached the end and entered the double doors behind the elevator. What was behind those doors surprised them.

The room was like a tower with staircases leading to seven walkways with four on the left, three on the right, the group guessed that there were rooms above while they saw large windows all the way up to the top with the room covered in plant life with them spotting the crows from before in the grass; it reminded the Makuta and Apple Bloom of the Haunted Towers.

"Hey! Look!" Little Ghost said, pointing to a pedestal in the center of the room, beside the first staircase, was the button they needed.

"Stay alert, I got a bad feeling about this." Kratus said, before he and the fillies advancing slowly, with nothing happening, though the Makuta remained cautious, with him justified as Apple Bloom reached to grab the button. Something finally happened: a red watering can appeared and watered a plant, causing it to grow into a carnivorous plant that went after Apple Bloom's hoof with the plant taking the button.

The ghost responsible appeared, an elderly green earth pony stallion, while bald, had bushy eyebrows and beard while wearing brown eyeglasses, a yellow hat with a flower and brown coat with saddlebags with the stallion watering the plant again, causing it to grow larger and all the way to the top while laughing before the stallion spoke.

"Greetings, little ladies and armored one, I am Doctor Greenhoof, and I'll be the one to end your ascent in this hotel. Please give me some fun."

"Something about him rubs me the wrong way." Kratus said before realizing something, "That formula he used was the same as the one back in the Haunted Towers!"

Makuta and Apple Bloom recalled something. The Haunted Towers belong to the ghosts of the previous Flower Sisters, who had no relation to the current ones in Ponyville, with a room for a fourth family member.

"Doctor Greenhoof, The Gardener." Kratus said.

The sisters told Kratus and Apple Bloom about him, Doctor Greenhoof was a stallion with a fascination with plants with a strong focus on carnivorous plants. The towers used to belong to him before the Sisters who happened to be his nieces, who came to live with him. He was the one who developed the instant growing formula and the other things found in the laboratories, tolerating only his nieces and nopony else in the towers. A hermit.

But the stallion was also insane. Secretly capturing ponies and animals to feed his plants, he had no mercy, not even to foals. When his nieces found that out, he fed them to his plants without hesitation. He died of old age, caring only for his plants with none finding out about his actions. Something the Makuta found too good for the stallion.

When the Towers were transported to the valley not long after his death, his ghost didn't follow.

They now know why.

As for the victims of his cruelty? Their ghosts haunted the Towers and were among the ghosts attacking the Makuta and Apple filly at the terrace of Treacherous Mansion. Now they were friends/allies who told them all about the cruel stallion with Apple Bloom passing on the information to Little Ghost and Sweetie Belle and cautioning them about the plants the stallion may have created with the Makuta telling them to let him deal with the plants while calling himself a weed wacker before the group climbed the stairs, finding the first one having a door blocked with vines before heading to the second staircase with Greenhoof's watering can appearing and caused a vine on the giant plant to grow with the stallion laughing before the Makuta rolled his eyes before he crossed the gap with a teleport with the fillies following and thanks to the gap in the walkway, they entered hole that led to room overgrown with plants, including carnivorous ones that were the same ones from the Haunted Towers with the Makuta slicing some with his sword with several flicks of his wrist with fillies crushing the others with a couch with both the countdown and them congratulating each other amusing him before he noticed a floating garden fork and use his magnetic power to pull it towards him and caused the trickster to reveal itself, upset that its attempt to ambush Apple Bloom failed as the Makuta blasted a shovel, knocking it out of the second trickster's hands with both captured shortly as Kratus used his vacuum power to pull the leaves off the door allowing the group to enter the bedroom, opening the chest by the bed before entering the bathroom.

The Bathroom had among the leaves and vines, lots of pink flowers, piles of petals along with a pair of carnivorous plants that the Makuta flash fried with his heat vision as the fillies dealt with the tricksters that appeared with petals scattered during the fight, revealing a drain that had a hidden chest that Little Ghost found as the Makuta unleashed the absorbed air that blew the leaves off the hole that led to the other side of the walkway, and as they walked up the stairs to the next walkway, Greenhoof appeared and went to water a pineapple plant, only for a bolt of shadow to hit the stallion with another destroying the plant as the stallion recovered, finding the Makuta looking at him before sunglasses appeared in his hands before putting them on.

"Deal with it." Kratus told the stallion smugly, with the stallion growling before leaving with the sunglasses disappearing, revealing them to be an illusion created by the onyx armored figure with the four of them advancing until a large thorny vine blocked their path, the Makuta rolled his eyes before using disintegration on the vine, turning it to dust with ghosts appearing, annoyed that the group bypassed their ambush before their capture before the group used the walkway to climb the stairs with Greenhoof appearing one more to water another plant only for the Makuta to destroy it after blasting the stallion who growled at the smug Makuta before leaving with the group having to use a hole in the wall to bypass the large vine that grew.

The room they entered was full of grass, vines wrapped around the furniture and blocking the bathroom door, with five carnivorous plants with the Makuta going to deal with them before Apple Bloom spotted a buzzsaw to help the Makuta despite the latter not needing it.

“I say let her keep it, I don’t mind the help.” Kratus said, shrugging caution that Twilight and Applejack express, “Just be sure to not swing it wildly.” He told the filly as she sawed the legs off the furniture to empty the chest with a vine shooting from the wall and grabbing Apple Bloom with the Makuta slicing it and the second vine as the group entered the bathroom full of giant watermelons and bulbous plants, that they discovered had toxic spores when ghosts and vines attacked, the Makuta used plasma or heat vision against the bulbous plants, incinerating both the plants and their spores as the fillies dealt with the ghosts, “Out of all the ghosts we face so far, I’ll say that Greenhoof is the most annoying.”

“Same here.” Little Ghost said, nodding in agreement.

“Not surprising considering how he’s controlling plants.” Apple Bloom said as the Makuta dealt with the watermelon blocking the hole in the wall with the Makuta telling them fillies to stop before giving them a smirk with his sword glowing green, worrying Apple Bloom that is until she saw the blue mixed in as the Makuta pointed his word at the vine with it unwinding.

“Fascinating, he can use florakinesis!” Twilight said.

“What’s that?” Apple Bloom asked.

“Plant control.” Kratus replied with Twilight giving an affirmative, “No, don’t ask me to use it to cheat our way there.” He added, walking up the vine and slashed attacking vines as the fillies followed with the Makuta unwinding another vine and dealt with more attacking vines, sometimes causing them to tie themselves into knots with the fillies using a liana as the Makuta unwound the final vine allowing the group to reach the walkway with them noticing that they’re near the top with one final stair case before they noticed the Greenhoof finish watering the giant plant with vines growing, destroying both the staircase and the walkway with one almost impaling Apple Bloom thanks her dodging out of the way in time with them retreating to the floor below with Apple Bloom having a small pile of rubble dropped on her thanks to a vine with the Makuta annoyed. “I swear, when I get my hands on him, I’ll.”

“BUCK YA GREENHOOF!” Apple Bloom shouted after popping out of the rubble, interrupting the Makuta who facepalmed, knowing how others might take what the two of them said.

“I’d say language, but he’s starting irritate me as well.” Applejack said.

“And now there’s no way to continue!” Rarity complained as Kratus noticed something.

“Don’t be so sure, there’s a hole in the wall that we can use.” He said, with the group entering the room with a collapsed ceiling, leading to the rafters and another hole leading to the room above while covered in vines, along with giant mushrooms with one of said mushrooms in a chariot with the Makuta and Little Ghost looking at each other and thinking the same thing with the latter speaking after Apple Bloom asked how the group will get up to the ceiling.

“Those mushrooms look like we can bounce on them.”

“I’m not sure we can bounce on ‘em.” Apple Bloom said.

“Only one way to find out.” Kratus said, shapeshifting into an Ice Gafna and jumped on the smallest of the mushrooms bouncing him onto the bed, “There’s a chest here!” He told the group telepathically with Little Ghost emptying the chest as the Makuta got off the bed and helped Apple Bloom move the chariot to the vine blocking the entrance before they bounced on the mushrooms and climbed the vine and bounced on another mushroom to the floor above with the Makuta shapeshifting back.

The room they were in had pots in piles, a hammock made of ropes, and a board with leaves pinned to it with a green leaf coloring the room. Apparently the room belonged to Greenhoof.

“Normally, I don’t approve of vandalizing another’s room, but I'll make an exception” Kratus began as Apple Bloom gained an evil grin as she activated the buzzsaw, “Eh, why not.” He added before trashing the room with Apple Bloom, shattering the pots and the table along with the table and bed with the latter having a not-so hidden chest that was soon emptied of the gold before they left to the door to the final walkway.

Or what remained of it... two platforms, the first they were on, the other accessed by a rolled up vine that the Makuta used Plant Control to unwind it and another rolled up vine and dealt him dealing with the vines that attacked as the fillies used the liana with the Makuta teleporting to reach another vine with them using another liana to reach another vine that the Makuta unwound with the vine leading a giant leaf on a beam that forced them to use another liana to reach the flower of the plant with Little Ghost giving the buzzsaw back to retrieve her shield after dealing with the vines that attack her friends during their ascent.

There were a lot of crows flying around the flower with the mouth of the plant containing the button, with both Kratus and Apple Bloom going through vines to reach the button and cutting the plant, only for the button to roll off the plant into a carnivorous plant’s mouth in a pot held by Greenhoof.

“HA HA HA HA! Congratulations, you reached the top for.” The stallion said before he noticed that the plant had grown without him watering it and noticed that the head was severed with the button held in the Makuta’s hands before his sword glowed with the large plant, much to the deceased professor’s surprise shrinking as the Professor dived, not to retake the button from the Makuta who had given it to Samuel, but to the small army of plants he grew while the group ascended to the top, “Just in time for.” He began as the flower reached the ground before the Makuta asserted his control over plants again by turning them against each other before unleashing a wave of shadow that cut them all down from his sword.

“I just love derailing the plans of others.” Kratus said before destroying the pots with his fragmentation as the stallion grabbed a portable cannon ready to fire once the dust settled, only for a bolt of shadow to destroy it before the Makuta’s Shadow Hand grabbed the stallion who was unable to get free, “Time for you get what you deserve for all the pain you’ve caused during your life!” The Makuta declared, dropping the stallion while summoning plants that engulfed the stallion who couldn’t flee.

“Please! Have mercy on this old stallion!” He said, as the enzymes hurt him. But like before with Pyrite, Kratus ignored it before he spoke.

“Why should we when you showed none to the ponies, including your nieces that you fed to your plants?” Kratus asked rhetorically, “I’m sure they’ll be glad that you’re getting the karma that caught up with you, along with one other punishment, an eternity in Tartarus.” He added with the plants releasing the stallion whose form showed damage from the enzymes as the plants withered and died with the fillies capturing the ghost who disappeared inside Apple Bloom’s Poltergust. “Don’t say it.” Kratus said, noticing Apple Bloom opened her mouth to express her relief that it was over as Samuel returned the button.

Chapter 5

"So, first a castle, then a garden, and now a studio." Kratus said, getting off the elevator to the ninth floor along with the fillies after analyzing their surroundings.

"Question is, what's one doing in a hotel?" Applejack asked over the radio.

"Who knows with this hotel." Kratus replied as Little Ghost retrieved a camera to snap a few photos of Sweetie Belle with a conversation starting before the group left, climbing a staircase while the mares talked about movies.

The next level of the studio had the stereotypical appearance: front desk, red carpet, posters and other things related to cinema, though the large double door was locked with Little Ghost finding the key to be in the front desk before they opened the door.

The large room they entered was an example of organized chaos, boxes, components to make movies and other materials along with a table full of food five doors labeled with numbers with five in the middle on the other side of the room, and sitting in the chair was a blue furred and blond maned stallion with a big red megaphone who looked depressed.

"The director, no doubt." Kratus said, "Most likely forced to serve Eternal Rest like Cruller, he doesn't like it, but that shouldn't mean we'll lower our guard. Even if he does look sad."

Apparently, the stallion heard him, because he raised his head and turned around and spoke to them.

"Oh, it's you! You managed to reach my floor!"

"That shouldn't be surprising." Kratus uttered as the stallion continued.

"I was told you'd come, but I wasn't sure that you'd be able to get past Piano Virtuoso, Goro, and Greenhoof. That's impressive!"

"Not really." Kratus deadpanned. "I had fun time turning the first into a paddle ball, the second was only a runt with a big mouth, and the third relied on plants too much." He added before the stallion continued and introduced himself as Director Cut who lamented at the fact that he had to kill Apple Bloom and Kratus with the latter rolling his eyes at that with the stallion making a bargain, Apple Bloom helps make the five scenes that he lamented he couldn't make until now, with Sweetie Belle playing as the mascot and Little Ghost as the camerafilly, and Kratus… he was going to be the robotic ally or teacher the latter he protested against being called a robot as he wasn't robotic at all before he refused to play a part with Director Cut attempting to negotiate before Apple Bloom interrupted.

"I'd stop trying to negotiate with him. He can be more stubborn than Rainbow Dash and Applejack put together." She told him with Applejack taking offense at that before the stallion explained things as they entered room four.

"How will ya cover it? By making me wear a uniform?" Apple Bloom asked when they got the subject of her cutie mark.

"That would be a good idea, but while I prepared uniforms for the Parahunters, I have none at your size." He said before Sweetie Belle made a suggestion.

Fake fur before she went to grab said fur.

"Alright. The scene we're about to shoot happens not long after the hunters took her in. Curious about her new environment, Good Will explored the HQ and eventually found an invention from one of her new colleagues, Doctor Gray Matter. This invention turned out to be a cannon to shrink things, and Good Will accidentally shrunk herself to the size of a bug."

"How could she shoot herself with a cannon?" Little Ghost asked.

"Easy. The cannon had a timer, and Good Will accidentally activated it while examining another invention in front of the cannon with the timer reaching zero while she was busy."

"I can't tell you how many times I found it amusing when I found out about CMC escapades." Kratus remarked as the filming began with the first obstacle being a spider with Apple Bloom shrunk thanks to Director Cut's ability as a ghost.

"Hey, at least it wasn't a breed of Visorak called Kahgarak when at their largest. They’re bigger than I am when I'm like this, while only being two feet taller than them in my Shadow Titan form. But most of said height is thanks to their legs." Kratus said as the group traveled to room one after the scene ended.

Room one was a library with books on the shelves and on tables with Director Cut explaining that the team had to intervene in a library and it took place after the incident with the shrinking cannon with ghosts appearing, it took every ounce of willpower for the Makuta not to attack with the shooting ending shortly with them entering room number two.

This time the scene was one of adventure, taking place after the library incident in Manehattan, though it was underneath the city where ancient temples of a lost civilization lay, something the Makuta found interesting, as his Equestria was once a part of where the Matoran and Agori called home, though the only remains of that era were the Bohrok Nests with the Bohrok up and awake.

"A boulder chasing the adventurer? I know that from a movie I once watched."

"Really?" Director Cut asked Kratus.

"It was a long time ago, so I don't remember all the details." The onyx/gun metal-colored Makuta replied as the recording began, "Maybe you should leave all the traps to Daring Do and you deal with the ghosts." He told Apple Bloom as they went to room three with the filly nodding in agreement.

The scene taking place happened to be where Parahunters escaped the underground and detail what they found out, a group of cultists were trying to invoke an entity called Zegor The Destroyer to gain power in exchange for invoking the entity with the ritual needing to happen three times with it already done twice and the leadership of Manehattan were in on and a part of the conspiracy with the mayor the leader of them all who were the descendants of the lost civilization with the hunters sent to prison and Good Will sent to an orphanage, though they all escaped but were too late to stop the headmistress from starting the ritual with the area already full of ghosts.

"I would've rooted out and crushed the conspiracy before it got to that point once I got wind of it." Kratus said.

"Oh, and how would you accomplish that?" Director Cut asked.

"I have agents all over my Equestria, and in various government positions, none of them are a part of the nobility, just the subordinate ones such parts of a mayor's cabinet, but not just in those positions but also in healthcare and other walks of life, and they function as my eyes and ears in Equestria." Kratus explained, "No, you may not make a movie based on what I told you." He added, much to the dismay of the stallion who called for the scene to start.

The scene ended with the group heading to the last room, the one with the big number five with a miniature Manehatten with where Good Will after the help of Misty who was the ghostly mascot of the team would use the cannon to grow to a titanic height in order to fight the final battle against Zegor who was a giant ram with an ashen body, fire coming out of its eyes and mouth who turned the mayor and her followers into powerful ghosts…

SKREEEEEEEEEEONK!

A giant bipedal reptilian creature roared after its head appeared above the water as it marched onto the shores of Manehattan and breathed fire on a group of buildings as it began its path of…

"Could you not do that?" Director Cut asked, looking at Kratus who hadn't moved from his spot as the illusionary monster disappeared from the set, leaving it the way it was before the Maktua created the illusion.

"I won't apologize for not resisting the urge to do that, I'd be lying if I did." The Makuta said after shrugging before the stallion got an idea.

"If I'm lucky in the future, maybe I'll write a."

"Kaiju." Kratus said, interrupting the stallion who continued.

"Yes, a kaiju movie!" The stallion said, finding the word Kaiju catchy with the shooting of the scene starting shortly.

"So, it was one of those blue ghosts that the fillies dubbed tricksters." Kratus said after they finished the filming with the stallion lamenting the fact that he failed to kill Apple Bloom or Makuta with him winding up part of Eternal Rest's collection and that he'll never see his movie and hoped that the group will keep the reels safe. "Hey, I have a friend who can keep those reels safe." Kratus said, causing the stallion to perk up with a portal opening.

"I do enjoy a good movie." Samuel said through the portal, "Just put the reels into the portal, and I'll make sure that nothing happens to them." He said, reassuring the stallion. Who put them in the portal hesitantly.

"Don't worry, after we deal with Eternal Rest, we'll make sure you get the see your movie, as I've won against gods before and fought the two sisters in my dimension to a standstill." Kratus said, reassuring the stallion again, who gave the button to the Makuta before his capture after warning the group of the next ghost.

"If the next ghost is as powerful as he says it is. Then you should come back to the caravan to rest a little." Twilight said, Kratus nodding in agreement before they returned to the elevator to go back to the basement, but first, they had to deal with a purple, three-tailed cat ghost with a golden collar who swallowed the button with Twilight warning the group about the legend where the cat ate ponies, though they found that Polterpup had the cat after chasing her back into the studio, "Good boy." The Makuta told the ghost with Apple Bloom preparing to capture the ghost.

Only for it to grow in size while gaining a feral look, only for it to lose one of its tails before the cat went to the previous floor with the group in pursuit.

"Pathetic." Kratus said after destroying the bin that attacked them when a lightning bolt struck it, "If the ghost can animate objects without possessing them, then they're tough, but still a gnat compared to what we've faced." He told Apple Bloom, who shrugged with the group pursuing the cat to where they encountered the carnivorous plants for the first time in the hotel.

The tracks in the room were chaotic, prints on the floor and walls, though they all ended at the closet with the Makuta destroying the furniture with fragmentation as it came to life, including the bed which was the hiding place of the cat with the girls getting rid another tail after the cat transformed again.

"Cat's likely in the room above." Kratus said after the cat fled before the group pursued the ghost once more.

The room where they found the buzzsaw had not a trace of the cat with them heading to the bathroom as a result but before they could enter a large, orange, pony-like ghost with a big mouth and two blue tongues with the ghost lifting Apple Bloom in one of the tongues appeared and slapped Apple Bloom with the other tongue before the Makuta sliced of one of the tongues with the fillies dubbing it Slappy after the way it attacked.

They found the cat in the bathroom where the group had to deal with the bulbous plants with the fillies forcing the cat out with water with the Makuta smacking the cat, forcing it to drop the button as the fillies removed the remaining tail with the cat fleeing as a result with the group resting at the caravan before heading to the next floor.

Author's Note

Kudos to those that found the reference and homage.

Chapter 6

"A natural history museum." Kratus said after exiting the elevator and taking in the sight, which said museum was your typical one of its kind, with it containing prehistoric tools, and dinosaurs much to the excitement of Spike who screamed, forgetting that he was next to a microphone with the fillies speculating what they'll face at the end.

"Bah, you already fought a dragon ghost." Little Ghost told Apple Bloom before the Makuta interrupted.

"Actually, I did the fighting, Apple Bloom did the capturing. But I don't think that's the point you're trying to make." He said with Little Ghost confirming it with Apple Bloom brushing it off with the group going in a random direction with them finding a Tyrannosaurus Rex skeleton in a roaring position.

"Oooooh." The fillies said in awe, Kratus just rolled his eyes before lightning flashed with the skeleton now looking at them with its left eye with fillies whispering in fear before the group entered the room with lightning flashing again with the skeleton now looking down at them menacingly with its mouth open. The fillies were tempted to run if it weren't for the fact that they had a Makuta with them and the skeleton was on a pole, though when lightning flashed next the skeleton didn't change position, but there was a pony on its head.

Pinkie Pie with her mane flat.

"That's not good." Kratus said before Pinkie Pie pulled out a crossbow as a pink light appeared inside the skeleton's ribcage before it rose to its full height and roared before stomping the ground causing two of the pterosaur models to drop their eggs and part of the ceiling to fall, as Pinkie Pie fired a bolt at Apple Bloom before the Makuta could knock the crossbow out of Pinkie Pie's grasp with his skyblaster with Makuta countering the skeleton's roar with silence as Apple Bloom dodged a piece of the ceiling, before the Makuta grinned, "If there's one thing I remember about some of the classical arcade games is that when facing bosses, you aim at the glowing spot." He told the fillies who shrugged as the Makuta fired at the pink light with Little Ghost doing the same with her power with both attacks hitting one after another with the tyrannosaur attempting to retaliate by causing the ceiling to collapse on the group who retaliated by attacking the skeleton thrashing about with Little Ghost grabbing Pinkie Pie to save her from the mouth of the skeleton with the Makuta freeing the party pony from her hypnosis.

"Wow, last night's party must've been hard." Pinkie Pie groaned as she awoke.

"Yes, all of our hard work on rescuing you and the others has been one big party." Kratus said sarcastically as the skeleton pulled itself free of the pole with the Makuta pulling the pink pony out of the reach of the fossil's bite as it charged with the Makuta shapeshifting into another Rahi, this one large, insect-like while lime in coloration with him calling it a Nui-Rama meaning Great Fly in Matoran before buzzing around the skeleton and slashed it with his claws, distracting the beast.

"So, what's the deal with the skeleton?"

"It's possessed by a ghost working for Eternal Rest who's the owner of this hotel and works for Thanatos." Kratus told Pinkie Pie before the skeleton managed to hit the transformed Makuta in the head, and much to the surprise of the ponies, the blue parts of the eyes came off sending them flying. "Mind putting the Kanohi back on?" He asked the group with Little Ghost and Pinkie Pie grabbing a Kanohi and putting them on correctly, "Thank you." He told them before going back to the fight, this time making sure not to get hit, though it meant that some raptor skeletons became collateral damage.

"That was… disturbing." Twilight said after watching what just happened to the Makuta with Applejack agreeing as the fillies helped the Makuta by sending objects at the skeleton who charged the fillies in response.

"In case you're wondering about the status of the others, we've rescued Twilight, Spike and Rarity. Applejack wasn't captured." Kratus told Pinkie Pie, who remained silent, "Scootaloo's dead and her ghost is in the hooves of Eternal Rest, no doubt, adding Scootaloo to her "collection", which are ghosts bound to objects such as dolls for her to torture." He added, causing the mare to gasp, horrified at that fact as the fillies attacked again, this time using parts of the destroyed raptors as they fought a retreating battle.

"That meanie pants!"

"No, she's worse than that, she's a sadistic psychopath." Kratus said.

"And yer not?" Apple Bloom asked, remembering the streak of sadism her friend had.

"I'm just sadistic, that's all."

"And that makes ya better how?"

"There's a limit on how far my sadism goes. An example is that adults are the only targets." Kratus replied, "Dumb fossil, just give up already!" He told the Tyrannosaur, slashing the skeleton as it took offense at being a "dumb fossil" with it redoubling its efforts to swat the Makuta who grew tired of the fight, changing back as a result before drawing his sword and ducked under the skeleton slashed at the pink light repeatedly as the fillies fired the ammunition that Pinkie Pie prepared before Apple Bloom went into the mouth of the skeleton and joined the Makuta in stabbing the fossil after grabbing a rib bone, defeating the skeletal creature with the ghost coming out, a yellow stallion with brown mane and tail both disheveled while looking very primitive, "Oh, it's a cavepony." The Makuta said, recognizing the ghost for what it was who looked at both with respect thanks to their little stunt.

"You filly not so weak filly!" The cavepony told Apple Bloom before speaking to Kratus "You also not so weak." He told the Makuta before addressing both the filly and the Makuta, "You brave and strong! Make Ooga want to smash you even more! Will be great fight! Me: Ooga! Ancient chief of great Hard Head Tribe! Now chief of Ooga order Ooga to smash you! You and friends make great adversaries! Now, Ooga fights yellow and red filly, and black and gray one like old tradition!"

"Technically, my armor is onyx and gun metal in coloration." Kratus said under his nonexistent breath as Apple Bloom asked what the cavepony meant by tradition before he pointed the bone at the two companions before the cavepony pointed the bone club at Sweetie Bell and the others before an invisible force sent them out of the room with spears preventing them, including Little Ghost from reentering as the room grew dark, lit only by torches with silhouettes of caveponies appearing between them before they played drums.

Ooga pointed the bone club back at the two of them. "You greatest warriors! You fight Ooga alone! To death! Will determine greatest warriors between you and Ooga!"

"I would say your funeral, but you're already dead." Kratus before tossing his sword away with as slid into a portal created by Samuel while deactivating his skyblaster before putting both fists together and putting them in a ready position as Apple Bloom looked at her friends before turning back to the ghost.

"Very well, Ooga! I'll show ya what an Apple is made of!"

"And I will show you what happens to those who challenge a Makuta!"

Ooga grinned as he raised his club that glowed red before slamming it into the ground, creating a shockwave that the two jumped over as it destroyed what remained of the other fossils along with part of the ceiling falling with two retaliating, the Makuta using a one-two punch as Apple Bloom used her device to damage the ghost who countered by grabbing the filly's device by the handle and slammed her into the ground with it but before he could smash the filly with his club, Kratus tackled the ghost which allowed Apple Bloom to recover and use the Poltergust on Ooga who managed to hit Apple Bloom on the back of the head when using his club as a boomerang, even managing to hit her with the club directly, causing her to bleed, each one angered the Makuta who decided to end the fight and unleashed a barrage of punches that ended with the cavepony unconscious and captured with Samuel opening a portal and returned his friend's blade.

"Now, where's that button?" Kratus asked, failing to find the button.

"I had it on me!" Pinkie Pie said. The button went to the second basement floor, but they had to return to the caravan to tend to Apple Bloom's wounds before heading to the second basement.

After tending to Apple Bloom's wounds, they went to the second basement where the boiler room was, though once the doors of the elevator opened, hot air rushed in with it like an oven, though three of the four of the group remained unfazed by the heat with the group spotting a chest on the beam above with Little Ghost emptying it with Sweetie Belle resisting the urge to scream upon seeing the mice move around.

"You never get the urge to scream when I turn into a Gafna, yet you have the urge to scream when you see a mouse." Kratus told Sweetie Belle after rolling his eyes.

"That's different."

"Not really, Gafna are rodents just like mice are." Kratus pointed out, "Besides, at least they're not Stone Rats they're dangerous in swarms thanks to their very sharp teeth and voracious nature."

"H-h-h-how sharp are their teeth?" The lich asked?

"They can shred solid rock and will eat it if it's between them and their food. Fortunately, none are alive." Kratus replied as the group wandered through the hallway before encountering a purple earth pony stallion with a blond mane, wearing overalls and a cap that covered his eyes while sleeping at a desk with rubber duckies on it with the stallion waking up, no doubt, having heard the group with him raising his cap and smiling at them.

"There ya're! Ya sure took yer darn time. I dozed off waitin' for ya. Name's Rusty Wrench, the mechanic of this place, but friends call me Ducky if ya prefer." He said.

"And we know the drill, you're the next one to make the futile attempt of trying to stop us with your inevitable capture." Kratus said, unamused by the ghosts' attempts of stopping the group from completing their objectives with the stallion turning a crank above the pipe with water coming out and pouring on Apple Bloom's face, causing the stallion to guffaw before leaving.

"Why do I have the feeling that he'll be like Greenhoof?" Kratus asked as the two undead ponies attempted to stifle their laughter as the Makuta retrieved the key to unlock the only door, with the next room full of pipes with some going to a lower floor, three cranks, a boiler and a bad smell with them noticing three tricksters, one of them having a bucket on its head with the other two hitting it with spanners much to the ghost's dismay, "Ah, the classic." The Makuta said, amused before the fillies captured the three ghosts, though that alerted two normal tricksters and nine mini-tricksters with Apple Bloom dealing with the normal tricksters while the others dealt with the smaller tricksters with the room cleared shortly with them locating the door they needed to pass but was blocked by bars that Little Ghost dealt with by pressing a button allowing the group to enter the next room.

The next room was large with two levels with the level they were currently is on a circular path with a hole in the center, though the room also had a pair of pipes pouring water, though a metal wall supporting a pathway blocking a part the path they were currently on while a pipe with a grid on it blocking part of the upper path though there was also a "L" shaped path in the hole linked by a ladder to the inaccessible upper path that also had a trap door activated by pressure panels, the inaccessible part of the upper path was also linked by a raised ladder that was the only access from the circular path, then there was the chest they couldn't reach normally, but all that was for later, Rusty "Ducky" Wrench was on the upper level looking down on them.

"Stop trying to run and delay your capture." Kratus growled at the dead mechanic.

"How 'bout I don't and have some fun even though, as you implied, I don't stand a chance." The dead mechanic countered with Kratus attempting to grab the ghost with his Shadow Hand with the ghost fleeing before it could reach him.

"Why does he continue when he knows that we'll capture him?" Little Ghost asked.

"Like he said, to have fun and prank you like he did with Apple Bloom and get on your nerves." Kratus replied.

"Looks like he's already getting on your nerves."

"This hotel is getting on my nerves, and I intend to remedy that."

"And how ya gonna do that?" Apple Bloom asked.

"After we're done here and removed those dead ponies back there, so we can lay their bodies to rest properly, I intend to destroy this place." Kratus replied before turning to the door on the right of the one they entered the room through with it unlocked, but found that a wall blocked the way with Little Ghost phasing through it before the Makuta could wreck it.

"There was a chest there along with it being Rusty Wrench's room." The ghostly filly said before the group left with them activating the two pressure panels allowing a machine with two levers to rise with Apple Bloom pulling the left lever, causing the red path to rotate 90 degrees as Little Ghost emptied the chest with them going up the ladder before the water began to rise as they went to open the door next to the glass window and required them to use a crank.

"We better hurry and open this door." Apple Bloom said, looking down at the rising water in worry before the group heard Rusty.

"Don't worry young misses and sir, the water stops at the platform. Ya won't drown"

"Actually, I should be the one calling you young." Kratus said as the group saw that the water stopped before Rusty laughed.

"Ya should've seen yerselves panicking like that! Trust me, if I'd drown ya, I wouldn't be so pessimistic about my chances against ya. Besides, two." He said before Kratus interrupted.

"I don't have any organic components anymore, so I don't need air." He said, correcting the ghost.

"Okay, three of ya can't drown."

"Though I fail to see how what you did helps your situation."

"Simple, that door yer at doesn't lead to drainage control where I'm at right now. It leads to the main tank." Rusty said. "Ya'll need to go through that door over there to reach me." He added, pointing to a door on the other side, "But first, ya'll need to pass by sewers now full of messy and stinky water. And I don't think that ya can float with-" He said before the Makuta grabbed Apple Bloom and Sweetie Belle and teleported across.

"Deal with it." Kratus said after putting on an illusion of sunglasses on while giving a smug smirk much to the frustration of the mechanic with the group entering the room, one with a machine with buttons and levers and a screen under a window with Rusty spotting and waving at them before receiving a glare from Kratus, though the machine had a coffee maker on it and an after grabbing the bits from the piggy bank they entered where the sewers were with the Makuta transforming into a minuscule yet highly venomous Rahi he called a Niazesk with them traversing the sewers and encountered tricksters with fake shark fins some carried those anti-ghost weapons plus some buffies and thrower along the way with the Makuta finding that apparently, the venom of Niazesk paralyzed ghosts, though once they entered drainage control they found that Rusty wasn't there, with the Makuta voicing his annoyance after shapeshifting back, though they had more important priorities.

Creepers, though once they were dealt with and after the Makuta who demolished the armor, they saw Ducky on the other side of the window who waved at them before the group returned to the sewer system and looted some chests with some being mimics they had to return to drainage control and use the tunnel there as the door was blocked by bricks and other stuff, though the Makuta teleported them back to the control room, avoiding all the ghosts that they would've encountered and weren't happy about that, though that mattered little to team as they dealt with them before entering the tunnel with the only source of light being the Makuta's red eyes until the Makuta punched the weakened wall blocking their path with them reaching a door that resembled the one to the main tank, though it was missing its crank that the group found and used to open the door, with it having a similar makeup as the one that they were once in, though this one was more worn out with the Makuta teleporting them across and entered the next room which served as a restroom as there was a toilet in the center of it and the Makuta teleported them across and destroyed the bars blocking the door.

The room they were in happened to show them that the stallion was a lonely one as he prepared a candlelight dinner with a fake mare made of cleaning supplies. He too was suffering under Eternal Rest.

"This is just reinforces the justification of the punishment that piece of slime deserves." Kratus growled, the fillies gave worried looks at each other as the voice their companion didn't sound like the one he usually had before the group returned to the first large room with the Makuta teleporting them there before they entered the main tank with them hearing a banjo as they did.

The main tank was large, cylindrical, full of garbage along with a ladder leading to the upper part of the main tank with Rusty "Ducky" Wrench playing a banjo on an inner tube shaped like a rubber ducky with his hat covering his eyes.

“So, ya're able to find me despite everything. Why am I not surprised? I hope ya loved the free tour of my home sweet home.” The stallion said, playing his banjo.

"I'm sure Apple Bloom could've done without the smell." Kratus said with said filly nodding in agreement as she pulled the paper out of her nose as the smell wasn't as bad here.

“It's part of the charm of this place. Ya get used to it after a while.” Ducky said, pulling up his cap to look at the group. "Now that yer here, I suppose it's time for our big fight? Well then."

Dropping the banjo, the stallion flew to a machine similar to the one in drainage control and pulled a lever, raising the water level with Apple Bloom and Sweetie Belle hopping on a duck shaped inner tube with the Makuta shapeshifting into an airborne Rahi called a Nui-Kopen, which meant Great Wasp in Matoran with the water rising until the group reached a level where they were surrounded by spikes with the stallion hopping into a duck shaped inner tube of his own along with two fans and challenged them to a game of bumper boats despite the fact that he knew he'd lose during which the stallion said that he wished he had a foal to raise and have fun with, and that loved his job though once he got to the subject of Eternal Rest being unbeatable.

"I said it once, and I'll say it again, Eternal Rest is nothing compared to what I've defeated. Dealing with her is like squashing a bug, and Thanatos will follow." Kratus said telepathically as he dived in an attempt to slash Rusty's inner tube.

"Thanatos is vastly more powerful than her!" Rusty protested while dodging the attack.

"Power ain't everything." Kratus pointed out before turning to the fillies, "Besides, we'll cross that bridge when we come to it." He added before diving in coordination with the fillies' attack, with the stallion unable to dodge either attack at the same time with him admitting defeat while still skeptical of the group's chances against Eternal Rest or Thanatos while cautioning on the cruelty of the ghost on the twelfth floor before Apple Bloom captured Rusty.

Chapter 7

After taking a bath or a shower in the case of Kratus and cleaning their equipment to rid themselves of the stench from the sewers, the group took the elevator to the tenth floor with the floor having the same theme as the area below Old Clockworks, a tomb with a triangular decoration on the floor.

"I'm sure Rainbow Dash would love this area, it would've reminded her of Daring Do." Kratus said before Pinkie could say the same, "And this hotel is full of odd floors." He added before urging the three fillies behind him after torches lit themselves, then he stepped on the triangular panel, activating a trap, four snake heads from each corner of the room that fired arrows out of their mouths, though the Makuta's armor shrugged the arrows off with each arrow shattering, or bouncing off of it as they entered the hall that had tapestries with drawings of the civilization it was themed after, ponies and animals. The ceiling looked like the night sky while having the constellations visible with the ending of the hall having a door with sand blocking the way with the Makuta using his vacuum ability to blow the sand away before opening the door with the general appearance described with five words.

A ballroom that's a desert. Said room had a pyramid in the center, an oasis in the rear to the right with vents pouring sand in from the sides. The fillies' jaws dropped in awe with the ones at the caravan voicing it, as for Kratus.

"It's a desert inside a ballroom, big deal." The Makuta said.

"How is this not amazing to you?!" Sweetie Belle asked, shocked by the Makuta's reaction.

"I helped engineer the relay that helped the planet I call home heal." Kratus said before they heard Samuel's voice.

"Like me, he's been there, done that, seen it all."

"But I don't got the t-shirt." Kratus said, amused before noticing something off about the oasis and fired his skyblaster at it, revealing it to be a cardboard cutout with ghosts attacking from it, though the wounded up captured, before the group searched for the chests, though it turned out that dunes where the ones hiding the chests that Pinkie suggested that were there along with the sand castles that were there while dealing with every type of ghost they'd encountered so far minus the ghosts with double tongues called slappies,

Once done exploring the room, the group approached the pyramid and looked for a way to enter. Their answer came when Apple Bloom pointed out the snake sculpture that had two female pony pharaohs that didn't hold their snake shaped staffs at the same height.

"Hmm… looks like we need to move at least one of the staffs." Kratus said, "I recommend that you stay here in case of a trap." He added after turning to Apple Bloom who nodded in agreement with Little Ghost and Sweetie Belle attempting to move the staff with Little Ghost able to move the staff to its correct positioning with the door to the pyramid opening, allowing the group entry.

There was only one chamber with a sarcophagus at the center surrounded by four torches along with sand, there was also an altar with some bits, a closet in the corner, some vases and a sofa to the left, there was a window letting the moonlight in despite there wasn't a window in the room outside with Pinkie Pie wanting the group to open the sarcophagus much to the dismay of Apple Bloom before the group explored the place with the Makuta only watching the area before the coffin opened with the head of a unicorn mare coming out.

"Eheheheheh. Hello there, don't you know it's rude to enter the tomb of somepony, especially one of a queen? Now, I will have to punish you. Be ready to suffer my curse." The ghost said before Kratus spoke.

"Okay, first of all, it's not rude to enter someone's tomb depending on the intent. Second, a curse? I thank you in advanced for the meal or snack you'll provide me." He said with Apple Bloom stating that she isn't afraid of the mare's curse.

The mare rose from her sarcophagus, revealing herself, orange with a black mane styled like that of a pharaoh, she was partially bandaged, wearing royal clothing and jewelry which supplemented her beauty.

"Uh-oh, Queen Leyla Rahfa." Twilight said over the comms.

Before either Kratus or Apple Bloom could ask for more info, Leyla chuckled before speaking, "You will not die by my hooves." She said with a trap door opening sending the group into a giant sand pit with sculptures of snakes on the walls with Little Ghost following shortly before large, black spiders appeared with the Makuta frying them with heat vision or chain lightning with snakes appearing, though the Makuta used Rahi Control to send them away before the group went to search for a way out with Apple Bloom asking Twilight for more information on the dead queen before asking for a verdict from her teammates.

"Eternity in Tartarus." They said at the same time.

"There something ya want to say?" Apple Bloom asked the Makuta, noticing the look he had.

"I was wondering if Miserix would let me borrow his Kanohi for additional punishment."

"And what does his Kanohi do?" The Apple filly asked, hoping that the Kanohi that this… Miserix uses doesn't do something like eternally torment somepony.

"Allows the user to mutate a target or reverse it or another mutation so long as the user knows how whatever caused the mutation works, though I could modify Hordika Venom to work on a ghost." Kratus replied as he continued to search, "Change her to show how ugly she is deep down."

"Normally, I don't advocate the tarnishing of beauty. But in her case? I'll make an exception." Rarity said.

"I think I found something!" Sweetie Belle said, "There's a half buried statue here."

"Good work." Kratus said as the rest of the group rushed to where the lich stood with said statue like the ones in front of the pyramid the Makuta using his vacuum ability to blow the sand away before pulling the limb holding the scepter down, causing the eyes to glow as a sculpture rose and revealed a hidden passage, though they had a limited time as sand fell from the ceiling with the Makuta teleporting them the passage way with it having a slope though they stepped on a pressure plate with three snake statues rising before firing a continuous stream of arrows before the Makuta teleported with Apple Bloom to the top of the ladder with them ignoring the spiders before they saw an open sarcophagus with the Makuta shapeshifting into an Earth Gafna in order to fit into the sarcophagus easier with it spinning, releasing them in the big room the fell through earlier.

The size of the room was impressive with a giant headless statue with the exit on the right side, though unless the Makuta teleported them, two of the four couldn't get there, near to the exit were three more doors: One at the left, one on the right next to the statue, and one on the opposite wall, both sides of the statue had slopes with giant boulders with the hole that led to the room they were in with sand filling it up. Finally, there was a statue of Leyla plus a statue of a cat, and there were sarcophagi against the wall with vases on spaces above them.

Then the mummies broke out of their resting places.

"Ya wreck 'em while we catch the ghosts?" Apple Bloom asked Kratus.

"You know the answer already." The Makuta said with a grin, "But I just need to do one little thing."

"And what would that be?" Little Ghost asked, only for Kratus to fire his skyblaster at the statue of the queen, destroying it before the Makuta used plasma or heat vision to burn the bandages on the mummies. Apparently, destroying the statue made the Makuta the primary target, with the fillies taking advantage of that, catching tricksters and creepers that left the undead horde with the room cleared in short order before heading to the room to the left of the sarcophagus they came from.

The room was full of sand, stones, with a statue on the far the left corner on an elevated platform, the ceiling held up by four chains from the walls with the group thinking the same thing; the room is one big trap before they fought snakes, though the Makuta decided to turn into a snake himself, one with six heads; the Doom Viper, its breath doing as the Makuta said it would, it killed the snakes while the Doom Viper is immune to its own venom, though after the Makuta changed back as the group approached the platform it sank into the ground as a part of the wall blocked the exit as three more platforms rose from the sand with a snake statue on each one that fired lasers at the chains before Kratus used fragmentation and destroyed one of the statues, though they managed to cut one of the chains as the Makuta helped Sweetie Belle and Apple Bloom onto a platform.

"Great, company." Kratus said as creepers appeared, intending to disrupt the group's progress with a second chain breaking as Little Ghost helped the Makuta by dealing with one of the statues by whacking it with her device, though once she was done, Apple Bloom and Sweetie Belle had dealt with the ghosts after Little Ghost dealing with a creeper that clawed her on the back, with the Makuta having already dealt with the second snake with the required statue rising up before Little Ghost pulled the leg, resulting in the door no longer blocked.

"What do you think that did?" The ghostly filly asked.

"Only one way to find out." Kratus replied with the group returning to the previous room and found that a spiral snake statue was now partially covering the hole in the ground, "Interesting."

"What is?" Little Ghost asked the Makuta with Sweetie Belle answering.

"Oh, I see!" She began, "We must pass the traps in three rooms and pull the levers they're guarding to plug the hole. Then, the sand will start filling the room and allow us to leave the room."

"I'll be honest, compared to what I've built into my lairs, the traps are more of a bump in the road."

"And just how dangerous are traps you built into your lairs?" Little Ghost asked.

"Let's just say that not even a battalion would make into the main chambers without losing over a half of their forces. Once you include the patrols, then say goodbye to your forces, And not even an alicorn would survive." Kratus replied before buffies and tricksters appeared, "I pity the ghosts." He said after the group dealt with the ghosts while they went to the door on the opposite side of the room.

"Because they don't stand a chance against us?" Sweetie Belle asked.

"That's part of it, but I pity them because of who their boss is." Kratus said as the group reached the door.

The room they were in had a spiked ceiling, two holes with sand coming through, lots of gold with weights included with two of them on the floor in a lower area of the center of the room, the wall to their right had a picture of eight animals in a circle, underneath that picture was a small pillar with a hole and another picture of an animal in it along with a button underneath. And the four corners of the lower part of the room had four gold snakes with mouths open, ready to fire arrows.

The image in the hole had a crocodile, exactly like on the image to the left. The others were in the following order; what may be a rabbit, a pony, what may be a deer, a lion, a camel, a rhinoceros, and an elephant.

The group exchanged worried looks before Apple Bloom pressed the button. Once she did, a golden arrow spun in the circle before stopping in front of the lion with the image of the lion on the wall spinning around and revealed a red "X" on it with the four statues firing at the circle, hitting nothing as sand piles grew, even to falling to the lower part with the ceiling lowering with Apple Bloom pressing the button with a golden arrow spinning before stopping in front of the crocodile with the one on the wall spinning around and revealing a green "O" with a wall blocking the door as the ceiling slowly fell as the arrow stopped in front of the deer.

Gears in the group's head spun despite most of them starting to panic. The lower part of the room was a scale with Apple Bloom pressing the button again, getting an idea before telling it to her companions with them nodding agreement before they put it to use.

Two weights meant the arrow stopped at the fourth image.

Two weights and some sand meant the arrow stopped at the fifth image.

One weight and some sand meant the arrow stopped at the third image. Which meant that one weight would move the arrow two images.

"Pfft, this is too easy." Kratus said, "I'm sure that a child just starting on the basics of math could solve this." He added before he moved all four weights as the fillies preventing the sand from falling onto the lower part of the room with Sweetie Belle pressing the button with them getting the results they wanted with the lich pulling the leg of the statue before they returned to the previous room with them finding a second snake statue appeared over the central hole.

One left to go, though before they could proceed, they had to deal with the ghosts that appeared, one normal sized buffy along with a dozen mini buffies, mini tricksters, creepers and a slappy that blocked the door.

"Won't they ever learn?" Kratus asked before firing his skyblaster at the ghosts with each bolt of shadow hitting their mark with the fillies capturing each ghost.

The last room, accessed by the door in the giant statue, was small and bare, just possessing vases. There was the sand partially covering the floor. Though the opposite wall there was a green, circular hole in the wall and on the wall to the left was a blue cross shaped hole with Little Ghost shifting through the sand before finding a glass orb that glowed green before inserting it into the green slot causing the wall to lower, revealing another part of the room with the group entering the second part. Only for a section of the wall to block their exit with a purple gas pouring out of the other holes, causing Apple Bloom to cough violently in pain with Kratus realizing what the gas was first, a chemical weapon.

"I'll handle the gas." He said.

"How are ya gonna do that?" Apple Bloom asked between coughs, only for the Makuta's blade to glow green before slashing the air, injecting his power into the gas, causing it to turn green with Apple Bloom feeling a little better.

"What did you do?" Little Ghost asked as she and the others searched for objects for the holes, of which there were a total of six, two green circles, two yellow triangles and two red squares.

"While I can't completely neutralize the poison, I can lessen the damage by changing the type of toxin it is."

"That's a neat trick."

"I had a lot of practice." Kratus replied, maintaining his control over the poison while searching for the rest of the glass objects which were buried in the sand or inside the other objects, an orb inside a sarcophagus, a cube inside a chest with the last one, a pyramid hidden a vase inside the sand, which was the hardest with Apple Bloom struggling to stand as they inserted the last of the objects into the holes, causing a reversal of the flow with the Makuta releasing his control over the toxin as another wall retracted into the floor, revealing the statue they needed to cause the last snake statue to cover the hole, but before any of them could pull the leg on it, a portal opened before they heard Samuel's voice.

"Managed to convince the Matoran to hand these over so that you can use them." He said with a disk with three symbols inscribed on it sliding out, followed by a black device with one end looking like it could hold the disc, with the Makuta recognizing what they were, having used them before.

"What are those?" Little Ghost asked, floating around the two objects that the Makuta picked up.

"A Kanoka Disk and the appropriate Kanoka Disk Launcher. And judging by the markings, the disk is the one I need." He replied, inserting the disk into the launcher, "Apple Bloom, hold still." He said, despite the fact that the filly couldn't move that much before firing the Kanoka at Apple Bloom.

"What?" She asked, feeling better as the disc fell onto the floor after it hit her.

"Kanoka Disks have special abilities, the one that I hit you with is a Remove Poison while made in Le-Metru, while the level is eight." Kratus said, picking up the disk.

"And you know this how?" Little Ghost asked as the Makuta knelt down.

"The engravings let me know, the first is the origin, the second is what power it is, and the third is the power level." He replied, pointing to each marking before placing both the disk and the launcher back into the portal while the telling his friend to send his thanks to the Le-Matoran who made the disk before breaking the vases near the statue with one of them containing a glowing blue glass cross that, after pulling the leg of the statue, they inserted the object into the hole with the wall opening and revealed another part of the room, a sarcophagus and a sapphire shaped like a snake that went into the bag that Little Ghost carried with a mummy leaving the sarcophagus, causing the Makuta roll his eyes before using disintegration on the undead creature, turning it to ash with a trickster leaving the remains with it captured shortly.

The big room, with the hole now plugged as planned, now had sand filling it up, though as they moved some sand to form a pile for them to reach the door, ghosts appeared, some tricksters and creepers, two buffies and a lot of throwers tossing rocks at them.

At least they didn't need to worry about the boulders anymore.

Kratus and Little Ghost targeted the throwers as they popped out of the sand to throw rocks, with the Makuta acting as a marksman, picking off the ghosts with Little Ghost capturing them. Apple Bloom and Sweetie Belle dealt with the nearest buffy and used the ghost as a hammer against the other ghosts with the tricksters captured shortly as the Makuta also dealt with any creepers that attempted to sneak up on Little Ghost, though when one attempted to attack Kratus from behind, the Makuta offhandedly shot it in the face without turning around using his skyblaster at point-blank range as the Makuta used his Shadow Hand to grab throwers to punch them in the face with their capture shortly after as Apple Bloom and Sweetie Belle dealt with the other ghosts.

By now the room had enough sand that they could reach the exit without having to push piles of sand with them exiting before the room filled any further.

The hall they were had held a staircase with spiders that they dealt with before they climbed the stairs with them stepping on a pressure plate, causing walls to fall down with them rushing to the end as a result, leaving them trapped unless Kratus destroyed the wall which would be pointless as by now sand blocked the door to the room they left.

The room they were now in was small and narrow while full of vases with the right wall covered in a giant web with the left corner having a torch. Spiders left the vases, only to end up fried by a beam of plasma from Kratus' blade before the Makuta turned into a Fire Burnak and unleashed a pulse of fire energy on the web, burning it away as a result as the Makuta changed back, though the wall didn't have a door, it could spin with a mural of a pony posing in very common in an era of precivilization with three of the group putting their hooves or hands to the wall, causing it to spin with two of them almost propelled to Leyla's sarcophagus with Apple Bloom recovering her senses as they heard the dead queen.

“Well well well, you managed to survive the traps of my pyramid.” She said.

"Pfft… those traps were a merely bumps in the road to us, especially me." Kratus said as the group went around the sarcophagus and found the queen waiting on the other side, looking at them amused.

"You really are full of surprises, looks like I'll have to deal with you myself." She said, chuckling, "You know, this is what I hoped would happen. That I really wanted to kill you myself. To the see the expressions on your faces as you sink to sand to be turned into dried mummies. Heh-heh-heh-heh. This will be… Mmh… Delectable." She said before flying out of the pyramid.

"Let's get this over with, I hate this floor." Apple Bloom huffed.

"I hate this hotel." Kratus said as the group followed the dead queen out of the pyramid.

"Poor, poor, filly and armored one. Here is… my CURSE!" She said before spinning around, resulting in a strong wind pulling sand towards her, causing it to form a statue in the shape of her head that faced the group. Four snakes came out of the top and looked at them with glowing eyes.

"Laaaame!" Kratus said, unimpressed by the sight before the fillies turned on their poltergust and sucked the sand up as the statue of sand charged at them with the snakes following, only for the serpents to turn into fulgurite, courtesy of Kratus' chain lightning before he destroyed them with disintegration before doing the same to another group of snakes before turning his attention to the statue that turned into a ball and used fragmentation on it, causing it to explode before it landed, revealing Leyla who surrounded herself with snake sculptures that attacked with balls of energy that the group avoided with the Makuta to use fragmentation on sculptures, destroying them which allowed the fillies to trap Leyla with her fighting back using sand, even hitting Little Ghost with a hoof made of sand before the queen escaped the vortex and formed a snake head while fighting more aggressively, using hoofs made of sand to punch the group with them evading, or in the case of Kratus, used disintegration on them before he turned his attention to the sand sculpture and used his heat vision to turn it into glass, causing the mare to leave it, allowing the fillies to make another attempt at capturing her, causing her to create a wall of sand that the Makuta turned to glass with his heat vision before using disintegration on it allowing the fillies to continue their attack before Leyla escaped.

"Enough playing." She shouted as an aura of energy surrounded her, causing the majority of the sand to surround her, which formed her upper body. "I am Leyla Rahfa! I am a queen! I will not let some stupid fillies and an armored golem to defeat me!"

"One, I'm not a golem, I'm a Makuta." Kratus said, earning the queen's attention “Two, you're the stupid one, because you challenged us. Though I suppose your death lowered your level of intellect.” He added smugly.

Burn. All three fillies thought as the Makuta continued.

"Three, I don't care if you're a queen, you're nothing but a bump in the road." He said, his words and smug look enraged the queen who turned her attention to the Makuta and attempted to smash him with a hoof, only for the Makuta to teleport out of the way before using his heat vision on the sculpture, turning it into glass with the mare leaving it once more, only for the Makuta to use his Shadow Hand to smack her into the wall with her forming another sculpture, this one smaller than the previous.

"Looks like she's almost out of juice." Little Ghost said, "Though the way you smacked her probably helped." She added after turning to Kratus.

"Like I said, she's a bump in the road." The Makuta replied, turning the sculpture into glass with Leyla, leaving it before a tendril of shadow slammed her into the ground with the mare captured shortly after.

Chapter 8

Once the doors to the elevators opened, the group was met by a trio of purple top hats floating in a line, regularly changing places before doing a loop with their owners popping out of their hats shortly.

"Hello, I'm Magica Hat!"

"Hello, I'm Magica Wand!"

"Hello, I'm Magica Card!"

All three were purple mares with blond manes with the first one who appeared was on the right, had two short pony tails and is an earth pony, the second who appeared was on the left with two long ponytails and is a pegasus. The third one who appeared was in the center and had only one pony tail and was a unicorn. Outside side of those, the trio looked the same with the same clothing, dark purple tuxedos and capes along with their top hats.

"And welcome… to the Twisted Suites!" They said at the same time.

"A different world where your senses are abused." Hat said as she took out some cards and waved a hoof, causing them to disappear.

"Where left will be right, and right will be up or upside down." Wand said, floating upside down.

"Where it's easy for something to go tragically wrong!" Card said as she grabbed a saw with a giggle.

"Now for the show." The three said with a bow, "We hope you love it to death." They added before leaving through the door to the left while giggling.

"Great, we're facing three Trixies." Apple Bloom said with a groan.

"I have a feeling that this floor will be… interesting in a twisted way." Kratus said.

"What do you mean by that?" Little Ghost asked.

"It's in the name."

"Kratus is correct." Twilight said, "The floor you're at likely has surprises involving traps and illusions."

"Which means that I'll go first and be the meat shield."

"Meat shield?" Little Ghost asked.

"Someone who can take a lot of damage, usually able to dish it out as well." Kratus replied as Apple Bloom and Sweetie Belle voiced what hoped wouldn't happen to the former.

"Well, anyway, let's follow them and just deal with whatever they throw at us."

"Agreed." Kratus replied before the group left the elevator into the hallway which was well decorated and looked more like a living room, most of the room was in red, walls, floor, curtains and so on with a table on both sides of the elevator. The one on the right had cards in a triangle. The one on the left had a giant dice, the right table also had a red sofa in a corner and a red chest, two chairs with having a bunny plushy and the other a piggy bank. Beside the left table there was a potted plant in a corner. The floor had a large, yellow and green carpet covering most of it with two red, rectangular carpets under the tables with a third in front of the door to the left, on the opposite wall, there was a bookshelf with some books, and there was also a smaller bookshelf above the left table with some books and a skull with a candle on it. On the ceiling there were lights, including some on a chandelier with some on the walls on both sides of the door and big shelf. The most defining feature was the framed posters and pictures relating to stage magic hanging everywhere on the walls.

After breaking the piggy bank and taking the bits inside, then opened the chest that had some bits inside, though there were props like fake teeth or balls. With nothing else to find, the group went to open the door with Kratus going first, only notice to something about the door.

"That's clever of them, would've worked if I hadn't noticed." The Makuta said, "The door isn't real, it's made of paper." He added with Apple Bloom groaning as the Makuta peeled the paper off, revealing a hole with them finding the hats of the three mares that moved around until one stopped, causing the one behind to bump into it from behind with Magica Wand coming out of the first with Magica Card coming out of the second hat, angered at what happened and started an argument before Magica Hat appeared, settling the argument with them returning to their hats that twirled out of the room, phasing through the door, "That must be their ghost power, intriguing." He said before turning to the bookshelf and moved it after Sweetie Belle pointed out something odd about it, finding the door after Apple Bloom used the Dark Light Device.

The room they were in was a bedroom, judging by the appearance, though the wall apparently was a brown and blue target where a pony is strapped to it with another pony attempting to avoid hitting the strapped pony with knives as they spun around, and there was one of those boxes where one gets sawed in half with a saw ready, and after checking the nightstands for any loot, the group entered the door on the opposite end with them entering the bathroom which had swords, cards, some pictures and a chandelier with the symbols of cards on their sides which was unusual for a bathroom, and to their right was another door that led to another room, though other than a closet, there was nothing interesting in the room so, the group passed through it and entered a hallway that led to the right.

The hallway was, in the words of Kratus, interesting thanks to the crows in cages hanging from the ceiling, giant posters of magician ghosts on the wall in front of them, and going left to right they were the following, a trickster with mystical energy around his front hooves, a thrower and a trickster performing the sawed in half trick with the latter being the one in the box, and a creeper pulling a bunny plushy out of a hat. The first poster had a rope that would raise it, revealing a safe. The left of the poster had a box with more props, a table with an upside-down table with an upside down hat with a bouquet coming out of it, along with a chair that had a bunny plushy on it.

"Seeing all this reminds me of somepony."

"And who would that be?" Little Ghost asked.

"The founder of the Lulamoon family: Lilly Lulamoon." Kratus replied, creating a lifelike illusion of a cerulean coated unicorn mare with a silver with a white striped mane and tail and a cutie mark of a triangular illusion with an arcane symbol background.

"I hope she wasn't like Trixie." Apple Bloom groaned.

"She was the opposite and was an absolute master at illusions, with nopony reaching or surpassing her in that field. But I admit that I helped in that regard after she came into my service with her among the greatest of my agents. She wasn't married at the start, but she did marry during her time as an agent." Kratus replied, "The agent she worked with the most when a mission required another pony was Gusty." He added, surprising the fillies and Twilight Sparkle.

"The Gusty The Great in your dimension was an agent?"

"She's retired though."

"What do you mean retired?"

"She touched the Kanohi Ignika which gave her an extended lifespan and an eternal youthful look after somehow finding the secondary entrance to New Daxia, which is how she came into my service, she's an alicorn now, making her immortal, still has the cloak I gave her during her time as an agent along with a pair of Kraata mentally tied to her in recognition of her service though."

"She's a princess now?"

"Far from it, though she gets asked why she isn't one which annoys her. As for what she's the alicorn of? Hope, the bringer of light in a dark time." Kratus replied as the group turned the corner and found two doors, The right led back to the room with the swords, and as the Makuta approached the left door as the meat shield, the garbage bin in the came to life and attacked, only to earn a well-aimed kick from the Makuta, destroying it.

The room they were in was… twisted. The floor looked like the ceiling, with an upside down fan on it. There was no way to tell what was the floor, on the wall in front of them, there was a bed with two nightstands and a carpet, the left wall was a desk with a lamp next to along with some books on the desk. The right wall near the exit door had a table which had some bits on it along with a chair. But the ceiling topped it all off, lots of rugs, a chandelier and along with a lamp against the right wall. The left wall had a grandfather clock, and not far from the bed chair was a table. On the walls were lamps in hanging in different directions depending on their placement.

The triplets were around the table drinking tea while upside down with Magica Card sitting on the chair.

"Hellooo there!" She said, noticing the group as they entered the room.

"What do you think of Twisted Suites so far?" Magica Hat asked.

"Mind blowing, I bet." Magica Wand said before she shook her wand, "How about you join us for tea." She added as she gave it a flick, causing Kratus, Apple Bloom and Sweetie Belle fell on the ceiling, surprising the trio with Kratus recovering first.

"To answer your question. I find it… interesting so far, not mind-blowing as I've seen stranger." Kratus said before looking around, "And it has, especially this room, given me some ideas on some things, though what you just did, also gave me an idea or two." He added, gaining the triplets' curiosity only for Samuel to speak before they could.

"Great… just great." The deity said, noticing the look in his friend's eyes. "You just gave him some ideas to upgrade his lairs' defenses, and I pity any who come across them."

"You know me all too well, old friend." Kratus said, chuckling.

"Sometimes more than I'd like too." Samuel groaned.

"You have an invisible friend?" Magica Card asked, looking around, hoping to find a hint of said friend.

"He's not invisible, he's a god that lives in a place between universes, And he's the owner of it." Little Ghost said before the deity could respond.

"My student speaks the truth." Samuel said with the triplets' jaws dropping as the deity continued, "And, as much as I would like to enter your universe, circumstances are preventing me from entering."

"But back to why we're here." Kratus began, "As nice as tea time is, I think we should get down to business, you have something we need, the button. You have two options, one is."

"You expect us to give it to you after what you did to Oogie Boogie?" Magica Card asked, interrupting while nearly growling, only for the Makuta to laugh.

"I'm sorry, it's just that what I assume is your nickname for Ooga sounds like a name a nightmarish villain would have." He said, calming down, "And from previous experience, you're not going to voluntarily give it to us, we're going to have to catch you."

"If you can." The triplets said in unison before leaving, with the Makuta telling them it's inevitable, but Wand returned and sent them to the floor while canceling tea time.

"Uh, I didn't know stage magic can be used to get others on the ceiling."

"Normally, it can't." Apple Bloom said with a groan as she recovered.

"Not like Trixie's." Sweetie Belle said before turning to Kratus, "Or her ancestor in your dimension, and if Trixie was more powerful, she could be like them."

"Oh, hay no!" Applejack said.

"She probably will be when she becomes a ghost." Pinkie Pie pointed out.

"Oh, Celestia, no…" Rarity said in horror.

"If the Trixie in this dimension is like the one in mine, then she'll mellow out, even help run a school. That reminds me, I still need to give her Lilly's spell book as I promised her to do so when I found her successor that's part of her bloodline."

"She wrote her own book?" Twilight asked.

"Kept it safe for millennia, stasis field and preservation spells are very handy."

"I was wondering what the ability ya used to halt ghosts attacking was." Apple Bloom said as the Makuta went to the door.

"Hmm… locked." He said, checking to see if it was unlocked, "Think you can find the key in one of the drawers?" He asked Little Ghost, who nodded and failed to find the key, "Maybe the three of you should try the DLD to find it." The Makuta told the fillies who nodded in agreement with the Makuta watching for ghosts with Apple Bloom finding a secret door to the bathroom with a chest, and as before the Makuta went first, which was justified as the chest came to life and attempted to gobble Little Ghost until the Makuta crushed it with his Shadow Hand, revealing that the former chest had the key and some bits that the group took before they used the key to open the door.

The next room was relatively normal as it had a stage for magic shows, tables, food, drinks and other goodies on shelves for spectators, the triplets were doing a show waiting while waiting for the group, though once they saw them, they did a Tadaa! Before entering their hats and twirled through the door on the opposite side.

"They're like the UFO versions of clown cars when they do that." Kratus said, "Well, until they become IFOs, that is."

“I know what a UFO is, but what’s a IFO?” Sweetie Belle asked.

"Identified Flying Object." Kratus replied before the group found the door locked, causing them to check for a key, finding none with them trying out other doors, one to the left of the stage, and another at the front to the right of the stage. After some exploration, they found a crack in the wall behind the stage and found a room that needed a key in a cage. Knowing where to go, the group used the door next to the stage.

The room they were in was a bathroom with one of those big, glass water tanks that magicians try not to drown while escaping, chains and all. But after the group saw another interesting part of the bathroom…

"Rubber ducky, you're the one. Rubber ducky, you make bathing fun!" Kratus said in a singing tone of voice.

"I thought ya said ya couldn't sing." Apple Bloom asked, confused as she remembered when a certain pianist had a short chat with the group.

"Just because I don't sing in an orchestra or a quire, doesn't mean I don't know how to sing."

"Fair enough." Apple Bloom said before the group searched for another door and pulled off a paper with a window on it before they found the door using the DLD which led to another bedroom with a bed to the right in a corner, this one happened to be used to train animals for shows as there were the tools for it, including an obstacle course made of planks and furniture. There was also a lot of paper covering the floor, and in the center, on a round platform, was the cage with the key inside. There was also three piggy banks, one on the bed, one on a small closet that was converted into a small cage for mice, with the last on a chair next an aquarium that looked like a desk thanks to the sheet covering it, then there was also in front of the bed, a cage full of crows that was covered by a sheet, making it also look like a desk.

As Little Ghost went to grab the key from the cage which was open, a purple lightning bolt hit it, turning the key into a golden rabbit with the key as its tail, but as it went to escape, it found itself frozen in place as something told it to halt before Kratus grabbed it.

"Whoever was powerful enough to do this, was also pretty stupid. I mean, come on, I can tell animals to do stuff they wouldn't do with a single thought, then there’s the fact that I can literally freeze someone in terror, and they thought this would work?" The Makuta said, gripping the rabbit by its neck as the group returned to the stage room with the rabbit returning to a key as they went to unlock the door with them exploring the room to the right first, which turned out to be a laundry room.

The laundry room turned out to be the most normal room on the floor with the only thing that let the group know they were on a floor with a stage magic theme was the ribbons hanging on the dryer with the only other interesting things in the room were bits on the shelf that they grabbed before they went to the unlocked door.

The room was a bedroom with a strange feature; the bed was on a pillar in the center of the room with the right side of the pillar covered by a mirror, making it look like the bed was floating thanks to another optical illusion formed by the curtains against the walls facing and behind it, on the right wall was a black-and-white picture of a mare magician who looked like the triplets, but without the mane style with the group guessing that the mare might be the triplets' mother, at the right of the door that they entered, was a round table that looked like time stopped, because the tea-pot floating in the air pouring tea into a cup was frozen with nothing moving, not even the liquid.

Finally, at the right of another door was a semi-circular platform beside a rope, and once Kratus pulled the rope, a curtain dropped, and once he released it, a treasure chest appeared.

"What just happened, wasn't the strangest thing I've ever seen or happened to me." The Makuta said.

"And what was?"

"My first time entering the Realm of Possibilities, finding out that a bunch of doors happened to be universes and found that someone lived there was." Kratus replied before sighing, "But that was a lifetime ago."

"Yeah, literally in your case." Samuel said.

"Still doesn't make it any less strange." Apple Bloom pointed out.

"It's ghost magic. Don't even think about trying to understand it." Little Ghost said.

"And that's fine by me." Kratus said before the group went to a door before going through the hidden door behind the curtains near the mirror.

The room happened to be a bathroom that had a blue sheet partially covering the tub, making it seem like it was overflowing. Though when they removed the sheet, they found a pressure plate with Kratus telling them to stand back as he pressed down, causing a chest to rise.

"There are a lot of secrets on this floor, I hope we haven't missed any." Kratus said with Apple Bloom shrugging before opening the chest, if they missed anything, then it wasn't a major loss, she was rich enough already, they just did it to annoy Eternal Rest. Though, despite her armored friend saying that it wouldn't even help, she'd give the gold to Kratus to help refill his gold supply.

After they left the bathroom, a giant top hat fell on Apple Bloom.

"Hey, why is it so dark all of a sudden?" She asked, surprised before trying to get it off by the bottom, but her hoofs were unable to get under it as it was on the floor, and she couldn't remove it from the top as her hooves couldn't reach, only for Kratus to remove it for her after shaking his head.

"I have the feeling that we may need this fairly soon." He said before the group entered an alcove to the right of the door they entered where there were three large dice on top of each other in an unstable equilibrium. They weren't sure if it was real or a sculpture. Beside it was a trash can and another door in front that led to another hallway where to the left, was a space full of shelves full of books, a table, two chairs, another trash can, and a pedestal with a trio of floating statues of Magica Wand were floating in a triangular formation with one missing its hat with the Makuta putting it on the statue, that caused a spiral stairway of purple energy to surround the statues and that, yes it was solid as the Makuta put a foot to test it, it didn't phase through, the stairway led to a secret area above the shelves with a chest, and once the group returned to the bottom of the stairs after retrieving the contents, the two trash cans in the hall came to life and attacked, though that proved useless as Kratus used disintegration to destroy them before exiting the hallway.

The room they were in was not like the others, lit only by a small light hanging from the ceiling, and over a dozen candles were arranged around a hexagon made with tape while taking up most of the floor. All the beds, carpets, and chairs and other furniture were moved to the corners, there were cards arranged in triangles, and the red box with swords, speaking of which, there were many planted in the rolled-up carpets and in the walls, there was also a picture of a crow hanging on the wall beside the door, both right and left walls were mirrors that revealed a chest that required the usage of a DLD to make it appear. Though contrary to most rooms there wasn't a single picture frame, the right wall also contained a door that the group entered.

The door led to the room that they saw through the hole in the elevator hall, with it a restroom converted into a wardrobe, waiting there, upside down where the hats of the three sisters.

Then the sisters appeared above their hats with a poof. Magica Wand made a bunny plushy come out of her hat. Magica Hat made three billiard balls come out of hers. Magica Card made… Sweetie Belle's skull come out much to the surprise of the group with the sisters laughing before the lich demanded her skull back with Magica Card throwing it telling her to catch with Apple Bloom catching it, though Magica Card did one more trick, she pulled Kratus' Kanohi Kraahkan out of her hat… big mistake.

You see... there's a fact about the Kanohi Kraahkan only a few know, it has a defense mechanism that stops anyone other than a Makuta from holding it. Something Magica Card found out the hard way when the Kanohi fired blasts of shadow energy at the mare, stopping only after she flung it away from her with the Makuta catching it in midair, calling her a Kohlii Head while amused by what happened before the mares left the room after waving their wands, releasing a purple wave of energy and telling them to have fun exploring the floor again with them returning to the previous room, only to find that they were back in the room with the swords, the box and saw along with the round target, with a purple mist covering the floor, surprising the group and those at the caravan, but they had little time to register what happened as a trio tricksters appeared and armed themselves with the swords.

They should've known that it was too easy thanks to only having to deal with the tricks and animated objects, and only the sisters being the only ghosts that attacked.

But that was for later as they had more immediate things to worry about, mainly the tricksters armed with swords that the Makuta dealt with by taking them away with his magnetism, allowing the fillies to capture them without worrying about the swords, allowing the group to think about what had happened before they found themselves in the room with the three statues with three throwers attacking, only for them to end up captured with Apple Bloom making a plan with the group agreeing before they had to go through a maze of rooms and dealing with the ghosts along the way, each one both annoying Kratus and giving him some ideas for more upgrades before they finally wound up back in the room with the hexagon.

"Wow! You managed to get past the maze of rooms along with all the ghosts." Card said.

"Bravo, Bravo!" Hat applauded.

"Seems like it's now showtime!" Wand said with the others agreeing before they entered their hats and twirled around, circling the group with their respective tools ready before the hats disappeared with a red curtain that surrounded the hexagon appearing from the floor with the floor the hexagon was on turning a mystical purple with lights appearing on the edges before the curtain lowered, revealing they were now in another dimension.

Kratus and Apple Bloom hadn't been in one like this since the fight with Little Ghost.

The hexagon was now a stage surrounded by an infinite void made of a mist changing from blue to red with some of it spinning like a vortex with props coming out with the sisters appearing in front of it in a line and gave a bow as the spot lights returned to the group before the sisters disappeared back into their hats

"We're in a pocket dimension made by powerful ghosts to prevent their escape, we can leave once we defeat the sisters." Kratus said after noticing how worried Sweetie Belle was.

"Defeat us?" One of the sisters asked from her hat.

"You can't defeat us!" Another said.

"You will die here, and we will avenge our darling Oogie Boogie." The third voice said with them attacking by sending giant spinning cards at them that the Makuta destroyed with everypony shuddering before the Makuta laughed, not an evil laugh, but the same one that he made when he and Apple Bloom faced Thanatos with the area briefly darkening, and Apple Bloom had three words to say to the sisters.

"Welp, yer doomed." She said with the other fillies not knowing what to say yet with the three sisters confused before Kratus spoke.

"We entertained you. Now… it's your turn to entertain ME!" He told the sisters with the area turning dark, courtesy of the Makuta's dominion over shadow, with only his eyes showing before they disappeared.

"Yep, you're right, they are doomed." Little Ghost said, "I hope this trick I learned during my training with Samuel works."

"What do you mean by that?" Sweetie Belle asked, earning an unseen smirk from the filly ghost as the fillies heard the sound of Kratus firing his skyblaster.

"This." Little Ghost responded, with her power forming a shield that disappeared in the darkness, "There, we're now protected by a barrier." She said, just in time for something to hit said form of protection with a muffled thunk.

"You can run, but you can't hide from me in the shadows." Kratus told the mares, amused, "For they are mine." He said as the fillies heard one of the mares scream as the Makuta laughed,

"And there's that sadistic sense of humor of his." Apple Bloom groaned as the area lit up, revealing that Magica Hat had her clothing on fire before the others put it out, only for Kratus to send all three flying thanks to him using fragmentation to cause the ground beneath them to explode, before the Makuta singled out Magica Wand as the area turned dark again, only for it to light up once more when Kratus used the darkness to surround the blade of his weapon before unleashing it in pillars of darkness that sent Wand flying once it hit before the Makuta turned his attention to Magica Hat and slashed her with his sword after teleporting behind her.

"You defied the law of gravity, now you must pay the price." Kratus said before increasing the pull of gravity on all three sisters, causing them to slam into the ground before sending a shockwave of compressed air at them.

"I don't know about you girls, but I think he's having fun." Sweetie Belle said, noticing the look of amusement on the Makuta's face as he toyed with the three sisters.

"Like I said, he has a sadistic sense of humor." Apple Bloom said as Kratus attacked Magica Card with electricity and, surprisingly, caused her to "dance" once he hit her with it, resulting in the Makuta cackling at the sight.

"You're right about that." Little Ghost said with a sigh, noticing that Kratus used plasma to light Magica Card's clothing on fire with the others putting it out, as the Makuta laughed once more.

"You know, I knew stage magician that was way better than you three combined." Kratus said, "And she had some training from me to improve her skills." He added, creating illusions of himself that surrounded the three sisters before attacking from random directions.

"Haven't seen him use a version of that move in a while." Samuel said, having established a connection earlier.

"And what's its name?" Little Ghost asked.

"He calls it Tiger Shark, after the way said shark toys with its prey before landing a bite." The deity replied as Kratus attacked from random directions a few more times before speaking.

"Now, it's time to end this." Kratus said, tossing his sword up into the air as he reverted it back into a swordstaff as darkness gathered around the blade with the Makuta creating a wave of darkness with a single horizontal slash that slammed into all three sisters, knocking them out cold, resulting in Little Ghost dropping the barrier which allowed she and the other fillies to capture all three mares without resistance.

Chapter 9

In another timeline, Apple Bloom would've been very worried about the ghost that Rusty warned about who dwelt on this level, but with Kratus around she wasn't that worried, especially after the recent fight, mostly because she noticed the Makuta was more relaxed after the fight with the triplets, as if he released stress during it, speaking of which.

"Little Ghost, if ya can create a barrier, then why do ya have to use a metal shield?" Apple Bloom asked.

"Thanks to my reduction in power, I can't maintain it for long when under constant attack." The ghostly filly explained, earning Kratus' interest.

"So, you're currently like me back when I was pushing the boundaries with what I can do with my kind's powers, in that after found that yes, I could do those techniques, but I couldn't do them often or for a sustained amount of time until I trained in their usage. But, even now I rarely use most of them because of how devastating they can be."

"I hope I never have ta see ya use 'em." Apple Bloom said before reflecting on what had happened during the group’s time in the hotel with a sigh.

"Don't worry, we'll save them and teach Eternal Rest a lesson." Kratus said.

"Did ya read my mind?"

"I didn't, I'm good at reading others." Kratus replied before the doors opened, revealing that the twelfth floor was nautical themed, the arrow for the elevator was a hook, inside a basin shaped like large barrel was a pool with a mini island in the center, the chandelier was shaped like a wheel at the helm, with framed pictures of the sea and islands on the walls, with the pillars wrapped in rope, and once the doors to the elevator closed behind them, they saw the fish engraved in them, "Judging from what Rusty told us about the ghost and the theme of this floor, I'm guessing that we'll face a pirate." Kratus said.

"Question is, who is the pirate, and how cruel are they?" Little Ghost asked.

"I have an idea, but I don't know fer sure." Apple Bloom said, guessing who the pirate is with Sweetie Belle guessing the same, one of, if not, the most infamous pirates as they wandered through the room, and discovered that the floor they were on is a restaurant thanks to the counter with an anchor displaying a menu beside it.

Once they were in the hallway, there was a bow of a ship with some barrels and nets with a hole in the hull that allowed entry with them opening a double door.

While Kratus wasn't, the fillies were in awe at the sight of the room; it was huge while looking like the inside of a cave with waterfalls at the sides and water flowing through the paths, and being theme after pirates, some tables were barrels with others that were against the wall were planks, stools for chairs. At the other end of the room. Was a round bar with the exit behind it inside the mouth of a giant skull carved into the stone. The only sources of light were candles in holes in the wall and lanterns suspended by rope. There were also some, hopefully, fake skulls decorating the place.

The only thing missing was a stage where a band of 'pirates' playing songs.

"Celestia… the colts at school would go nuts at the sight of this place." Apple Bloom said.

"Especially Pipsqueak." Sweetie Belle added.

"And you're perfect for this place, Sweetie Belle." Little Ghost said, "Skeletons work very well with pirates. You could play the undead pirate protecting their treasure."

"Wouldn't be I too young to be a pirate?"

"It's not like there are any other skeletons walking around Equestria."

"Maybe there are, and we don't know." Pinkie Pie said.

"That's very unlikely." Rarity pointed out.

"But we've got to admit, this hotel puts others to shame." Twilight said.

"Maybe once Eternal Rest is gone, somepony nicer'll take her place and run this hotel." Applejack said.

"And then we can go to the restaurants!" Spike said, only for Kratus to kill the mood.

"I said it before, this place shouldn't be in use, anyone sane would've had it demolished, especially since what we've seen likely makes the repairs and changes are likely to cost more than its worth."

"Well, aren't you a pessimist?" Sweetie Belle said.

"No, I'm a realist, with a bit of optimist mixed in." Kratus said with a shrug as the group made their way through the room using the path, starting by going left, then went down some stairs and reached a box with a mechanism that raised a flag before the path made a U-turn and continued down another staircase before going all the way to the other side of the room with some barrel-tables, before another U-turn, then used another staircase to reach a raised part of the room with a box of coconuts. There were two paths, one going back to the right with more tables and a chest, the other led to the bar with the group going for the chest first, which came to life under Eternal Rest's power and attacked before the Makuta formed a fist with his Shadow Hand and smashed it with the group grabbing the gold inside.

When the group approached the skull, its mouth opened and revealed the exit entirely with the group opening the double doors with the fillies' jaws dropping again with Kratus remaining unimpressed at the sight.

An artificial sea… The hotel had an artificial sea with a beach! And again, the walls and ceiling were painted like the night sky, this time with clouds. There were even some coconut trees, however, a mist covered most of the room.

The fillies had no words.

"I see something." Kratus said, having been on the lookout for any surprises, "Looks like a ship." He added after the fillies turned their attention to him.

"Wow. They not only have an artificial sea but also an actual ship?" Little Ghost asked in surprise.

"Best pirate themed restaurant ever." Apple Bloom said.

"And I have the feeling we need to board it." Kratus said, "And I think the bell on the pier is the way to call it." He added before ringing the bell, causing the ship to approach, with it leaving the fog like a ghost ship, though it was rather small with only two masts. As it stopped at the pier, the group heard the crew having a party on deck as there was an accordion playing. A plank lowered onto the pier with the group exchanging looks with Kratus shrugging before walking up the plank.

Once they reached the deck, all sounds stopped. Thanks to the mist, all the group could see on the deck were crates used as tables and stools. It was almost as the ship was abandoned, with the group cautiously advancing while looking in all directions, their respective tools ready.

Upon reaching the center, silhouettes appeared from the mist before pirate ghosts came out. At least two dozen surrounded the group, armed with scimitar, saber or a readied crossbow. A really ugly collection of cutthroats that once plagued the seas around Equestria and beyond. And now they were looking at the group with sadistic smiles, probably imagining the torment they'd do to the group.

"They shouldn't be harder than those tricksters." Kratus said, readying his sword.

Then, the double doors on the stern opened with the pirates in front parting ways so the group can see the arrival of the ship's captain. At first the group could see nothing. Then two lights appeared, followed by the appearance of a glowing eye. Slowly they approached with a silhouette appearing with its owner appearing shortly, a captain-clothed, sea blue earth pony stallion. Imposingly in size compared to the fillies and possessing an eye patch over his left eye. Many readied crossbows were poking out of his clothing. But his most distinguishing features were the long black beard, and his tressed, long black mane. And out of his mane, beneath his hat, were two lit fuses. His only eye showed intelligence, and an evil madness that promised death.

It was him, the most feared pirate in history, who appeared in countless stories, all the ones that Apple Bloom and Sweetie Belle read and heard about him didn't do him justice. He was much more terrifying than in any of them, Sweetie Belle had to restrain herself from running away, and despite her power, Little Ghost hid behind Apple Bloom, Kratus had little to fear from, in his mind, the gnat in front of him.

"Eh-heh-heh-heh… you two don't seem to be surprised to see me, little filly and armored one."

"After what Ducky told us and from what we've seen on this floor. I figured it was ya, Captain Blackbeard." Apple Bloom said, with Twilight and Applejack expressing their surprise, but before the captain could speak, the Makuta made a sound, with the captain hearing it.

"There something you have to say?" He asked.

"I've heard of you, and I was not impressed, and I'm still not impressed."

"Oh, and why aren't you afraid of the most feared captain in history?"

"The amount of damage you've done in both property and lives, are nothing compared to what I've done. For I've slaughtered armies, made the leaders of countries fear me when I forced them to bow to my will after I destroyed their cities if they refused to comply and continued to do so, even left their country in ruins as a result of their noncompliance, sometimes through my power alone." Kratus said, "Now that power is turned against Eternal Rest and any who serve her, like you. Now give us what we want, and I may spare you from my wrath." He added with a growl.

"You mean this?" Blackbeard asked, lifting his eyepatch, revealing the button to the thirteenth floor. "And I suppose you also mean her?" He added, hitting the floor with his hoof twice, and out of the mist came Rainbow Dash who landed beside him.

"Rainbow Dash!" Everypony shouted.

Then, Blackbeard put a saber under the mare's throat, "Well, you'll have to choose! The button, or her? Resist, and I cut her throat! Let us kill you, and I set her free!"

"That's… that's." Apple Bloom said in disbelief.

"Not fair, yes? What did you expect? We're pirates, we don't play fair!"

Apple Bloom growled for a few seconds. She knew she couldn't let them kill her, but she also didn't want Rainbow Dash to die. Then she got an idea the same time Kratus did, with the Makuta telepathically talking to her.

"I have an idea, one that will let me have a little fun with the "good" captain." He said, sending her images of what the plan is, causing her to look at the Makuta and give her approval, and relayed it to Twilight as Kratus enacted his plan.

"What will it be?" Blackbeard asked, only to feel something tap his shoulder, causing him to look behind him, and found Kratus standing there, wiggling the fingers of his left hand up and down in hello with a smile which confused the captain, as the Makuta was still in front of him. Which caused him to look between the two, though on the second glance back to his front, he found that the Makuta disappeared, revealing that it was an illusion, causing him to look back once more, only for the Makuta to punch him in the face with the same hand, sending him to the floor and dazing the pirate, at the same time an electrical field snapped into existence and incapacitated Rainbow Dash, the culprit was bright blue/bright red slug-like creature, a Stage Six Kraata of Electricity that the Makuta had created before he teleported behind the mind controlled mare and the pirate captain, with Twilight teleporting there to take the prismatic mare and Kraata back to the caravan with Kratus teleporting back to the group.

Blackbeard recovered from the blow, and it was hard to say if he was amused or angry at what happened. In the end, he settled for a laugh, "You win this one! You must have pirate blood in your veins!"

"Maybe Apple Bloom does, but I, for one, don't." Kratus said as Blackbeard took his saber before giving the order to kill the two of them.

The fight started with the ghosts with crossbow users firing the crossbows first, with Little Ghost forming a barrier around Apple Bloom that blocked the bolts from hitting the only living filly, though some ghosts fired at Kratus with his armor shrugging off the bolts with the Makuta retaliating using his skyblaster, at the same time the ghosts with swords attacked with Kratus countering with his own blade as the fillies captured them, though Kratus had to parry a scimitar used by a ghost that attacked Apple Bloom.

Acting quickly, Little Ghost used her metal shield and charged the ghosts with Kratus just rushing through the ghosts in order for them to break out of the encirclement, but as Sweetie Belle and Apple Bloom followed, a trapdoor opened and cause Sweetie Belle to fall into the crew quarters below, though tempted to follow, Kratus remained on the deck, picking off the ghosts with crossbows using his skyblaster as Apple Bloom captured ghosts, though their number forced Apple Bloom to climb the steps to the bow, then climb the netting with Kratus and Little Ghost blocking attacks from the pirates, especially bolts from the crossbows with the former sniping each of the crossbow users like a sharpshooter.

Then, the ship shook, almost causing Apple Bloom and Kratus to fall, A ghostly aura surrounded it, and the face of Blackbeard, including the eyepatch over the left eye, appeared on part of the deck.

"That madstallion possessed the ship!" Apple Bloom said, horrified.

It was the fight against the Gem Manor all over again, though this time she had Kratus with her. As the filly climbed to the crow's nest, Blackbeard laughed.

"AHAHAHAHAHAHA! You will never defeat me!" The ghostly captain said, causing Kratus mentally roll his eyes as he and Apple Bloom reached the crow's nest before the mast violently shook, like a pony trying to shake a pest off of their leg with the Makuta teleporting the two into it, the same time Sweetie Belle left the crew's quarters through a door in the bow, though when she saw the face on the deck, she immediately climbed stairs to the bow, far from the face, capturing the ghosts that followed her from the crew's quarters.

The pirate ghosts were now joined by tricksters, buffies, throwers and creepers dressed as pirates with tricksters armed with sabers, scimitars and crossbows with throwers coming out of the deck with powder kegs, planning to light them before throwing them at the Makuta and filly.

"FOOLS!" Blackbeard shouted at the throwers, "You want to damage my ship? Return those powder kegs back to their places!" He added with one of the throwers apologizing sheepishly with both Kratus and Apple Bloom watching it from their perch, giving both an idea on how to destroy the ship, but before either of them could tell Little Ghost what to do, the mast swung at the ghost like a baseball bat, sending her toward the beach. Then the ship tilted to the side, sending Sweetie Belle who was still on the bow overboard with ghosts following her into the ocean with others going after Little Ghost while Kratus and Apple Bloom hung on.

This left the two alone in the nest, both were contemplating joining Little Ghost on the beach before the ship left the dock, heading towards the sea, isolating the two of them as the Makuta refused to leave Apple Bloom alone, leaving Little Ghost to deal with the ghosts attacking her on her own. Fortunately, it gave her a chance to use her power.

Blackbeard's face appeared on the floor of the crow's nest, preparing to bite Apple Bloom's legs, only for Kratus to grab her and teleport to the bow, only for Blackbeard's face to appear next to them and attempted to bite the filly, with she and the Makuta jumping above the guardrail to the main deck. Ghosts weren't as numerous as before, which meant fewer problems for the duo, that is until Blackbeard's face appeared beside them again, only to receive a spinning reverse kick from Kratus once Apple Bloom dodged the charge and continued capturing ghosts, while avoiding more of the attempts to attack.

Blackbeard eventually grew tired of the game of cat and mouse with his face appearing at the stern, tilting the ship up, causing both Apple Bloom and Kratus to fall towards the mouth, that is until the Makuta shapeshifted into a Nui-Rama and carried Apple Bloom to the beach before changing back with Sweetie Belle walking out of the water, fight ghosts with the Little Ghost joining the duo in aiding the lich. And just as they joined her, they saw that Blackbeard's face had appeared on the bow of the ship, underneath the figurehead. Which happened to be a seapony.

"I WILL NOT ALLOW YOU TO ESCAPE ME!" He yelled as the mist grew thicker until the group couldn't see a thing anymore. Then, the mist disappeared with the group noticing that the beach was now part of a small island, the ocean was now extending beyond the horizon. A storm was also present, its strong winds churning waves with lightning striking the ocean. The ship was still there, circling the island.

"This is twice now that we're sent to a pocket dimension!" Apple Bloom shouted.

"We should've expected this." Little Ghost added.

"Less talk, more action." Kratus said, firing his skyblaster at the ghosts still attacking the group. The ship also fired its cannons.

"Watch out!" Sweetie Belle said, causing Apple Bloom to run as a cannon ball passed behind her, destroying a tree with another impacting the sand, sending some flying at her. Despite this, they continued capturing the ghosts on the island, reducing their numbers. Eventually the ship fired again, this time Apple Bloom and Kratus were ready, the former turning her Poltergust to red until Kratus spoke.

"Cover me." He said, using slow on the cannon ball, then grabbed the cannonball out of the air using his Shadow Hand. Then, he used accuracy to calculate the required force necessary, then used his Shadow Hand to throw it while using vacuum to create a void of air to increase the velocity of the sphere with him nailing the ship, right at the center. "If that was a 8 inch HE round fired from the same caliber of gun, I would've sunk that ship." Kratus told the fillies who shrugged, not knowing what the Makuta was talking about.

"You've got to be kidding me!" Blackbeard shouted.

Smirking, Apple Bloom spoke, "Sweetie Belle! Little Ghost! While he's focused on me and Kratus, return to the ship and use the powder kegs to destroy it! Don't worry about us, we'll survive."

"You two really are amazing." Sweetie Belle said.

"You can count on us!" Little Ghost said before grabbing the lich and carried her to the ship. Meanwhile, Apple Bloom and Kratus finished dealing with the ghosts, though the two infiltrators found that there were still ghosts on the ship, some firing the cannons, But Kratus, who sent the cannon balls back at the ship, sometimes aimed for the cannons, wrecking them as a result. Eventually, the infiltrators found the powder magazine and returned, just as the ship exploded.

"Good work." Kratus said, "But we're not done yet." He added, pointing to the wreckage with Blackbeard emerging from it, absolutely enraged while armed with two sabers. He was followed by eight ghosts, two pirates, three tricksters, two creepers, and a thrower which was remained of the crew.

With a roar, Blackbeard charged towards the group and savagely attacked Apple Bloom, who had her poltergust back at yellow mode, swinging his sabers over again, he didn't give the filly a chance to counter, that is until he earned a beam of plasma from Kratus, looking smug before making the bring it on gesture, causing the captain to turn his attention to the Makuta who sidestepped at the last moment and delivered a vertical slash to the side before using a reverse kick, sending the captain flying with Sweetie Belle using her poltergust on the captain before he sent her flying with a kick from his left leg. This left Apple Bloom enough time to trap Blackbeard, who escaped by attacking the filly.

A creeper tried to attack Apple Bloom from behind until Little Ghost, who had been capturing the ghosts one-by-one. She'd already she captured the thrower and two tricksters. But as she saved Apple Bloom, one of the two pirates fired at her with a crossbow with the filly ducking in time as she parried an attack from Blackbeard as Kratus fired a bolt of shadow at the ghost in response, preventing the ghost from reloading his weapon.

Sweetie Belle returned and activated her poltergust, trapping Blackbeard who attempted to kick the lich who dodged the attack with Apple Bloom activating her poltergust with the two slamming the captain, forcing him to drop his sabers, though the second creeper grabbed Sweetie Belle and stopped her, giving Blackbeard time to save himself from Apple Bloom as Little Ghost and Kratus saved Sweetie Belle from the creeper, the latter summoning a tendril of shadow that pulled the skeleton free with the former capturing the ghost as the Makuta returned his attention to Blackbeard who fired his many crossbows at Apple Bloom who avoided the bolts using a coconut, waiting for an opportunity to counter, one that almost never came, for the Makuta sent the pirate flying with a tackle.

"Time to end this." Kratus said, tossing his sword into the air, transforming it back into a swordstaff before sending a wave of shadow at the captain who recovered.

"That's a fancy blade you have." Blackbeard said, "It'll make a fine trophy along with your mask once I take your head."

"Time for you to fall before the power of shadow." Kratus said calmly, returning to his 14 ft height as shadow gathered around the blade before unleashing it in a powerful wave that slammed into the captain who, while he recovered, found the Makuta had sent a wall of shadow at the stallion who felt the full force of the blow before the area darkened, with the Makuta attacking from random directions, another version of Tiger Shark before the light returned to the area, revealing that Kratus used the darkness to cover the blade of his weapon before unleashing it with a powerful swing with it forming a wave, one that reminded the captain of the waves that tossed his ship when he and his crew braved them during the storms at sea when he still lived. Except this time he had no ship or crew. That is, until he found himself on a ship with a crew in a storm, though something told him that it wasn't real.

Not all pirates perish at the decision of the law, sometimes it’s nature that decides that their time has come. Blackbeard thought before a wave approached. One that would sink his ship. The captain stood tall and looked towards the oncoming wave with a smile, ready to embrace his fate with the wave slamming into the ship shortly, sinking it while revealing that it, as the captain thought, wasn't real, for he lay on the ground while looking at the group before Kratus and the rest of the group stood over him, looking down at the captain.

"Do you know I showed you meant?" The Makuta asked.

This motley band that defeated me and my crew is the storm, and will be the ones to defeat Eternal Rest. Blackbeard thought, realizing what the Makuta meant before nodding, "Give her Tartarus for me." The defeated captain said weakly with the group promising him in response, knowing who the captain meant before Little Ghost captured the stallion, returning the group to the hotel, the artificial beach and ocean now devastated and the ship a burning wreck with Apple Bloom expressing her gratitude that she had her friends with her. Then, she remembered something.

"Before the fight with Blackbeard, ya said that ya did horrible things. Did ya really do them?" She asked Kratus, who sighed before speaking.

"Yes, but I wish I never had to resort to doing them." He said the fillies could tell that he meant what he said, "And I hope history will judge me fairly, for we all most make hard choices, even if means we condemn our souls in the process." He added before the group returned to the caravan after Little Ghost retrieved the button.

Chapter 10

Apple Bloom couldn't enter the caravan thanks to Applejack hugging her as a means of seeing that she was alright after the fight with Blackbeard.

"That Blackbeard scared me there. I thought he'd kill ya." The mare said.

"Thankfully, I had my friends with me." Apple Bloom replied while giggling, "I can't wait to tell Pipsqueak I fought Blackbeard."

"He won't leave us alone after that." Sweetie Belle said.

"I intend to sleep an entire week before that." Apple Bloom said with the group entering the caravan with ponies eyeing the Makuta wearily after the recent revelations about the deeds that made Blackbeard friendly, but they remembered his words about history judging him fairly, something that was for later.

"So, is there going to be any side effects of being in that cage?" Twilight Sparkle asked Kratus, looking at the literal electric cage created by the Kraata, which was actually an electrical field that kept Rainbow Dash restrained.

"She'll be a little numb, but that's it." The Makuta replied, mentally ordering the Stage Six Kraata to drop the field as he freed Rainbow Dash from her hypnosis, with her suddenly jumping up and took a hostile position, legs bent, wings extended while she looked around.

"Where is she? Where's that… that... " She growled, but seeing the cause of her wrath wasn't there, but her friends were, she calmed down.

"I assume you're talking about Eternal Rest?" Kratus asked.

"Yes," Rainbow Dash replied, "Wait? We're back at." She began… then the headache and numbness set in, "That mare must've done something to me."

"Other than hypnotizing you after she captured you she didn't, as far as I know." Kratus said.

"Then, why am I numb with a headache?"

"The second is a side effect of me freeing you, the first is a result of you trapped in an electrical field created by an Electricity Kraata." Kratus replied, with said Kraata crawling around, "Any how, anything you remember?"

"Other than Eternal Rest revealing herself as a ghost after some captured us? Nothing."

"Eternal Rest is a sadistic psychopath working for Thanatos that he sent to enact another one of his “Death Games“ against me and Apple Bloom. She captured everyone, except me, Apple Bloom, Applejack, Sweetie Belle and Little Ghost, and hypnotized you and the rest of those she captured, using you as a means to force me and Apple Bloom to do the game. So with the aid of Sweetie Belle and Little Ghost, me and Apple Bloom are climbing the floors of the hotel, one by one, to save everypony by defeating the ghosts protecting each floor. We've saved Twilight and Spike first, followed by Rarity, Pinkie Pie and now you." Kratus said.

"What about Fluttershy and Scootaloo?" Rainbow Dash asked, her headache disappearing while regaining feeling in her body.

“Fluttershy is probably on one of the three remaining floors, The worst-case scenario is that Eternal Rest guards her. As for Scootaloo? I'm sorry… she's dead, Eternal Rest killed her.” Kratus replied.

It was as if the world ended for Rainbow Dash as she looked at Kratus, "She… killed… Scootaloo?"

Kratus and Apple Bloom nodded.

Rainbow Dash's expression turned from shock to hatred.

"I'll kill her."

"She will not go unpunished, Eternal Rest likely has Scootaloo's ghost held prisoner, along with Starlight Glimmer and many other innocents that came here before us. By the time the sun rises, we'll have saved them." Kratus said, internally vowing to give Eternal Rest a taste of her own medicine before giving her the mercy of oblivion.

"But, what if she's already killed Fluttershy and Starlight?" Rainbow Dash asked, filled with dread.

"We won't know until we find them." Twilight said before putting a hoof on Rainbow's shoulder, "I don't know if they're still alive, but Apple Bloom and Makuta will save them, no matter what. This nightmare is almost over, Apple Bloom and Makuta just finished the twelfth floor where they saved you, there's only three more floors left to go."

"Can ya wait for a few more minutes?" Apple Bloom asked with a sigh, "I need to rest after the fight with Blackbeard, speaking of which." She added before she went to place Blackbeard and the other ghosts she captured into a crystal.

"Wait, Blackbeard?" Rainbow Dash asked, "The Blackbeard? The captain that terrorized the seas a few centuries ago?"

"The very one." Apple Bloom replied, "He's the one who guarded ya on the twelfth floor."

"He didn't fail his reputation." Sweetie Belle said.

Little Ghost nodded, "He threatened to kill you if we didn't surrender. He had a sword under your throat, ready to cut it until Twilight teleported you here."

"After he found out that Makuta, especially me, don't play fair." Kratus replied.

Rainbow Dash put a hoof under her throat horrified, "Wow. Well... thanks."

"Pfft… it was nothing." Kratus said, brushing off the praise. "Besides, he was nothing more than another bump in the road, and compared to me, he's still in the wading pool." He added with the rest of those there remembering the Makuta's admission, and hoping how history will judge him for it before Sweetie Belle and Pinkie Pie told Rainbow Dash what happened before that.

With a ding, the elevator doors opened, revealing the floor to the group, a picture of a dumbbell was on the floor, with one on a glass case with trophies in it to the left, a fountain of a buffy lifting the world on both sides of the elevator, the arrow to the elevator, a dumbbell, a picture of a stallion in a swimming pool.

"Sports themed." Kratus said.

"And I don't mind that." Rainbow Dash said, "But after what you told me, I was hoping for something more awesome, like a volcano."

"A floor with a volcano? Seriously?" Applejack asked.

"Come one, after the desert and ocean, it wouldn't be surprising if they found a way to put a volcano in there, even a small one."

"Trust me, you don't want a volcano here, even small ones are dangerous." Kratus said before turning to the fillies, "At least we won't have too many problems. The worst-case scenario is that we fight more buffies than usual." He added before the group went through the only door which was inside the hall to the right with them entering what appeared to be a lobby. To their direct right, there was a bench next to a trash bin with magazines. Above it, on the wall, was a big, bronze disc with a dumbbell symbol. In the middle of the main part of the room was a check-in-desk. Behind it was a huge window with a pool seen through it.

Through the window, they could see a brown furred, black maned pegasus stallion that was floating back and forth above the pool, panicking before he saw them, causing him to scream in horror before he placed a pile of towels in front of the door to the right, baring most of them entry from there, Kratus just rolled his eyes at the futile attempt to prevent them from entering.

"Poor guy, he clearly doesn't want to be here." Apple Bloom said.

"But, he's forced to by Eternal Rest." Sweetie Belle pointed out.
"You don't say." Kratus said.

"Well, we won't be able to reach the pool through that door." Little Ghost pointed out, "But through that door." She added, pointing to the door to the left.

"Thank you, Captain Obvious." Kratus said, the sarcasm not unnoticed by the fillies, "Now, let's get this floor cleared so Eternal Rest can get what's coming for her." He added, before the fillies explored the room and grabbed the bags of bits hidden throughout the room and found a key hidden among the towels, though after grabbing it, several tricksters and two creepers appeared, only for Kratus to used chain lightning on them, halting their attack with the fillies capturing her shortly.

They used the key to unlock to door resulting them in entering the locker room with, throwers, mini-tricksters and mini-buffies ambushing them and attacked with punches with the Makuta shrugging them off before summoning tendrils of shadow that slammed the ghosts into the ground with the fillies capturing them shortly.

"I do wish they'd stop attacking us." Kratus said.

"Eternal Rest is forcing them to attack, so they won't stop attacking." Little Ghost said as she and the fillies found more bits in the lockers.

"One can hope." The Makuta said as the group descended the small stairway leading to the second part of the room which held sports equipment, and if they could to trust the sign on the wall, the door on the right led to the pool with it blocked, though tempted to do so, Kratus refrained from punching through either the door or the wall as a means to show the stallion that the group were using the alternative route instead of going through the pathetic means of blocking their path as a courtesy. In the end, the group had to go through the door at the front of the stairs, finding a training room with two buffies, one using a punching bag, the other lifting three weights with the two ghosts seeing them enter, the first put its hands in front of its face, the other prepared to throw the weights, and judging by the cracks two out of four of the group had to avoid them.

The buffy with the weights was the closest, and threw a weight with the Makuta grabbing it while it was airborne, then gained an evil grin before tossing the weight back at the ghost, the force of the impact sent it flying into the wall in the blink of an eye before Kratus sent plasma towards the second like a grenade. Frying, but not sending it to the afterlife with the fillies capturing the ghosts.

After using the DLD to find a hidden chest on an elevated part of the room, where a weight lifting machine was. The group entered another room with a lot of treadmills.

"Okay, it's more than a sports floor, it's a fitness center." Kratus said.

"You should've expected a high class hotel to have one." Twilight said, "We expected to find one at the beginning, I'm surprised it came this late."

Some tricksters and a single buffy were using the treadmills, stopping when they noticed the group. The buffy got the idea of throwing the treadmill it was using at the group, though it was a useless attempt at crushing the group as Kratus used disintegration on it, reducing it to dust with Little Ghost attacking the buffy, first creating a wave of power that slammed into the ghost before capturing it with the others dealing with the tricksters.

After the fight, the group explored the room, looking for anything to grab before spotting a chest on a ledge on the other side of the window with Little Ghost grabbing the bits inside, with a key included.

The door to the next room was to the right of the way they came in with it locked, making them doing a U-turn. Using the key they retrieved from the buffy, the group entered the next room, finding it to have yoga mats, some rolled up on the right wall. Doing yoga were tricksters, a buffy and a thrower with Kratus firing his skyblaster at the thrower, knocking it out with Little Ghost capturing it as the Makuta turned his attention to the buffy, creating a mini cyclone that weakened the ghost with it captured shortly.

Once they were done with the ghosts, the group looked around before finding steam coming out of a vent above the door to the next room.

"Room's next to the showers." Kratus said, "And that must mean that the next one's the pool." He added before the fillies moved the mats as a puzzle to open the hidden passage to the chest with them looking at the valley below, even finding the lake with the Makuta noticing how close they were to the last floor first, causing him to glare at said floor with the fillies' curiosity satisfied.

The showers, as expected, had ghosts with said ghosts being a creeper, a thrower and a buffy using separate showers. And Kratus, unlike the rest of those there, had no problems with the steam blocking his vision. Using accuracy, he nailed each ghost with his skyblaster with the ghosts captured. Though once the group turned off the showers to stop the steam, a trickster that was hiding the steam whistled, calling a dozen tricksters and some creepers in an attempt to surround the group, with the key word being attempt as it was easier for the group to capture the ghosts in such a small room.

Once the ghosts were gone, Kratus moved the pile of towels blocking the entrance to the locker room, with the door to the pool not locked, though once they opened the door, a cannonball came at them, though after Kratus used slow on it, the group found it was a water polo ball thrown like a cannon ball, and looked at the source of the ball, the muscular stallion with a dozen of those balls in the pool.

"You will not get me! You hear?! I will not let myself be captured. I will not join Eternal Rest's collection!" The stallion shouted before throwing another ball at Little Ghost with Kratus, catching it with his Shadow Hand.

"Eternal Rest made a mistake in challenging us, especially a Makuta who pushed the boundaries of what he could do with his power and the skill to use it. She might as well have signed her death warrant if she weren't already dead." The Makuta said, unamused before throwing the ball back at the stallion who dodged it as Sweetie Belle dived into the pool with the stallion leaving it to prevent the filly from capturing him, though Apple Bloom was still in range before the stallion slammed the ground, creating a shockwave that Apple Bloom and Kratus dodged by jumping above it while Little Ghost approached the stallion.

Panicking, the stallion flew to the other side of the pool, throwing another ball at Little Ghost who dodged it with the Makuta sending it back at the stallion, using vacuum to increase the velocity of the ball he hit the stallion on the head. And thanks to him using accuracy to calculate where he needed to throw, stunned him with Little Ghost trapping him while apologizing before the stallion escaped, only for the Makuta to hit him with a burst of electricity that stunned the stallion long enough for Little Ghost to trap him again with Apple Bloom joining in as Kratus hammered away with his skyblaster with the stallion ending up in Apple Bloom's poltergust while dropping the button to the fourteenth floor with Little Ghost lift Apple Bloom out of the water.

"That was easy." She said after gathering her breath, starting a conversation as the Makuta moved the towels out of the way with the group entering a small room and revealed a chest with the DLD with them preparing to place the elevator button with a certain purple cat snatching it.

"I've had enough of that cat." Kratus growled, before a purple lightning bolt struck the bin in the corner before he destroyed it.

The cat was about to leave the pool room until it heard a voice behind it, causing it to turn around, Kratus was there, having teleported behind it while leaving an illusion of himself still in the lobby

"Not this time." He said, trapping the cat in a stasis field. After switching his skyblaster to use light ammunition, he hammered away at the cat after dropping the stasis field before grabbing the ghost in his Shadow Hand and squeezed it. Though after a purple lightning bolt hit the metal barriers, he turned to them. And using his heat vision, turned them into liquid before slamming the cat into the ground before picking it back up, each time Eternal Rest attempted to give life to an object, he destroyed it before continuing to slam the cat around as the fillies dealt with the ghosts that attempted to aid the feline with the Makuta even stomping on or holding it against the wall with his Shadow Hand and pummeled it with his fist until it was too weak to move with Apple Bloom capturing it in her poltergust.

Once entering the lobby, the floor shook before stopping. With, as a result, Kratus reaching out through the shadows and "sensed" the room where Eternal Rest was and manipulated the shadows inside to form a message.

"Be afraid, Eternal Rest, be very afraid. Because the shadows are closing in, for their lord and master is near, and there is nowhere I can't find you."

Chapter 11

With a ding, the doors opened to the last floor before Eternal Rest's with it being a dance hall. Something that was a given, neon lights forming dancers along with tiles that lit up on the floor and other musical. However, the shaking caused by Eternal Rest earlier had taken its toll. There were neon lights that had fallen from the walls, many holes in the floor, parts of the ceiling collapsed along with the walls creaking.

If it was the same on the other floors, then the group were interested in hurrying through the ordeal quickly. There was now the chance of the hotel collapsing.

"How bad is it on yer end?" Apple Bloom asked.

"The basement's relatively untouched, I think the upper floors were the most effected by Eternal Rest's rage." Twilight said.

"Alright. But get the caravan ready ta move just in case the hotel starts collapsing, ya'll have ta get out ASAP."

"And leave ya behind? No way!" Applejack protested.

"We're too close to stop now." Kratus said, "And she's got me with her in case things go wrong."

"Fine…" Applejack groaned, "We'll get the engine started, so we can escape quickly."

"Hey!" Sweetie Belle said, having spotted something in the hole she was beside thanks to the tiles collapsing, "There's a secret room here."

"Wow!" Little Ghost exclaimed after entering the hole, "There's, like, a big vault with a mountain of gold down there. There're even gems!" She added, flying back up, "But it's behind bars, you'll need to give me the bag."

"Here." Apple Bloom said, giving the bag to Little Ghost who went back down, with the Makuta listening in on the conversation before the ghostly filly returned.

Cautiously, the group advanced through the devastated hallway the room was part of. At the right it ended in the dead end, turntables that were once on that wall were now on a bench with fragments of the ceiling, forcing the group to go left with tags containing dancers hidden by hoodies. After this, was a wall with a ticket counter followed by a shop divided in two parts, the first sold accessories such as purses or key chains along with designer clothes, the second selling regular clothes along with hats, both the first part of the shop and the ticket counter had registers with bits in them while the second part had a vault full of them. Of course, the shop was devastated.

Past the shop was another hallway that turned to the left and led to stairs tagged with arrows all the way to the double door top. However, an animated trash can attacked Apple Bloom in an attempt to eat her, though Kratus turned it to sludge with inorganic molecular disruption. Carefully, the group climbed the stairs and opened the doors.

The next room was as much as a disaster zone as the hallway, though this was partially cleared. The dance floor was completely cleared of debris. Behind the floor was a disco booth with turntables with speakers on both sides. Hanging from the ceiling, held only by cables, was a disco ball with Kratus remarking that he hasn't seen one of those in a while. On both sides of the floor having stairs that led to areas with tables and booths, what remained of them that is.

Then, the speakers turned on, blasting music as colored lights and the disco ball turned on with a brown pegasus mare with an afro that reminded the group of a fiery sun appearing from behind the disco booth.

"Woohoo! Our guests of honor has arrived, everypony! Time for the party to start, baby! Deathjay's here to put the floor on fiiire! Yeah!"

"Woohoo! Now we're talking!" Pinkie Pie said.

"Don't expect to join them." Twilight said.

"Aw... I know...."

Then the music stopped with the mare letting out a sigh.

"Listen, the four of you, before we start." She began before giving the group a warm smile, "I know I don't stand a chance against you. I'm nothing compared to the likes of Leyla, Ooga or Blackbeard. I'm just a DJ with the goal to make ponies bang their head to the rhythm. To tell you the truth, you grew on me. And heck, even if there's a high chance of you losing against Eternal Rest, I'm still totally rooting for you! I'm sure that you guessed that you." She said before Kratus interrupted.

"Got her angry?" He asked, earning a nod from the mare, "Good, she deserves what's coming to her. And frankly, she should be afraid, for a powerful Makuta is bearing down on her. One that will not stop until she falls." He added, "Though I suppose you won't hand the button over without a fight."

"Got that right, I'm a showmare. As a possible last performance, I can't simply hand you the button." Deathjay said with a wink with the music starting up again, "So, let's dance! But before our showdown, a little warm up! Come, boys!"

At her call, eight tricksters with hoodies like the ones shown in the hallway appeared on the dance floor and banged their heads to the rhythm of the music.

"Now, you four, if you want to face me, you'll have to defeat my boys first! The Poltergrooves! And to them expect for them to be easy to beat, they've mastered the art of dance battles!"

"But none of us know how to dance." Sweetie Belle said, "The only good dancer is… Scootaloo…"

Deathjay winced, "Yeah… sorry about your friend. But don't worry! You don't need to dance as long as you manage to defeat my boys! Of course, dancing would've helped a lot. Gotta dodge their punches in rhythm after all."

"It can't be too hard. Jus' gotta flow with the beat." Apple Bloom said, bobbing her head to the music.

Then the group got on the dance floor, facing the dancers.

As they were told, the fight was a difficult one. The ghosts were in perfect sync while perfectly following the music as they attacked with dance moves. As soon as one of the fillies trapped one in a vortex, the other ghosts worked together to free their comrade. More than in any other fight with the tricksters, they were punched and kicked… except for Kratus, who dodged, or tanked each one before delivering a punch or kick of his own as the fillies got better at synchronizing with the beat. Thus, one-by-one, they captured the ghosts, with each one making the fight easier.

Once they captured the last ghost, Deathjay applauded. The turntables continued to play without her.

"Bravo! I didn't expect anything less! Now, time for the finale!"

The mare flew to the dance floor, then started doing dance moves while grabbing vinyl records from nowhere. While this happened, what looked like fire surrounded her. The group couldn't decide if it was a ghostly aura or actual fire.

"Woooooh! I'm on fiiire! Let's get ready to rumble!"

Then the mare threw the records at the group, causing them to roll on the floor towards the group, leaving trails of fire. It almost took the group by surprise before they dodged the attack by jumping out of the way with the mare throwing records in the air that spun after landing before she started dancing and regularly sent records their way that either spun or headed towards them while leaving trails of fire with the mare doing the same as she moved.

"She wasn't joking when she said she put the floor on fire, or that she's on fire." Kratus said, allowing a record to phase through him using his density control.

Deathjay laughed at that, "I joke around a lot, sometimes take things a little too literally. Firestallions would likely hate me."

Apple Bloom started blowing air against the records, stopping them from rolling or spinning, sending away with the rest following their example, allowing them to approach Deathjay, who saw it before spinning while holding records as she created a fire whirl.

The group wasn't impressed with Kratus rolling his eyes before drawing in air; the fillies knew what would happen and went behind the Makuta, who unleashed a shockwave of compressed air, sending Deathjay into the wall while extinguishing her flames, even causing her afro to fall off, revealing a short black mane under it. The fillies started sucking the mare in, who didn't resist, only laughed.

"Well, it didn't last long. But, at least it was fun." She gave them a wink, "Good luck against Eternal Rest."

Then, she disappeared inside Little Ghost's poltergust, letting the button drop, the fires and records disappeared with her.

Apple Bloom took the button.

The one to floor fifteen.

This was it, the last one before the end.

But before that, they had to return to the elevator as everything on the floor came to life as they didn't want to waste time fighting them, though when any got too close, Kratus used disintegration or fragmentation on them.

They were here. The final floor. They encountered and fought ghosts along the way, some very powerful.

A bellhop.

A maid.

A night guard.

A cook.

A famous pianist.

An emperor.

A mad gardener

A filmmaker that didn't fight.

A cavepony.

A mechanic.

A queen of an ancient civilization.

Three magicians.

A pirate captain and his crew.

An athlete, then a DJ, and there was the cat that was pulverized by Kratus.

Now they were fighting the owner of the hotel. Probably one of the most powerful ghosts in the world besides Thanatos, though Kratus was likely stronger than the former in terms of raw power. But he was more experienced with his power than both of them, something he'll take full advantage of.

The fillies felt a lot of trepidation as they heard the ding of the elevator, and it wasn't without reason, Eternal Rest was very powerful, more powerful than any of the ghosts they've encountered so far. She was also very angry that they captured the cat. In her anger, she damaged the hotel. The group didn't know how much damage it took, making it likely that the hotel could collapse at any second. Finally, it was also Eternal Rest's floor. Who knows what obstacles she might have. But she wasn't the only one angry.

Kratus also felt anger, vengeful anger, focused solely on Eternal Rest, and a vengeful Makuta is not something one wants to trifle with, or have bearing down on them. Even more so when said Makuta also hates someone like Eternal Rest. But his anger was also mixed with worry. One that was directed to the mare's prisoners, living or dead. And what she might've done to them, especially since she's angry now. In other words, they feared to see the state that Starlight Glimmer, Fluttershy and Scootaloo are in.

Still, as the doors opened, the group got ready for anything as they left the elevator. Though once they were on the floor, they saw how classy it was. For starters, the floor, walls and ceiling were polished marble. The windows were large and gave nice a view of the surrounding lands. The Elevator shaft was inside glass walls. There were also two crystal vases with a comfy couch between them.

Right now, they were in the corner of the room, most of it hidden by the elevator behind them, forcing them to go to the left to see more. Against the wall behind the elevator. Was a huge projection screen. In the middle of the room in front of the screen was a squared lowered area that had couches in the four corners with round tables at the between them at the left and right, in the room's right was an elevated part full of sand and a withered tree.

Surprisingly, there was almost no damage done to the floor. Just some cracks in the marble, stuff on the tables fallen onto the floor, vases on their sides. Either Eternal Rest avoided causing too much damage to the floor. It was sturdier than the rest of the hotel, or she did some repair before the group arrived, though the Makuta found the second reason rather illogical.

Still, there were two problems with the floor. First, there were pony statues in the corners, a macabre reminder it was Eternal Rest's floor and what she did to her victims. The second was that the mare had a fixation on Thanatos, as many things reminded the group of him. The rims of the windows formed his skull seen on the front. The same thing was drawn on the floor in the square space in front of the couches, another was present on the wall beside the tree. Finally, the vases had crystal leads shaped like the top of his skull.

"It seems that she's a fanfilly of Thanatos." Apple Bloom said before they heard Eternal Rest's voice.

"I wouldn't qualify myself with a foalish term." She said her face appeared on the screen, revealing that she was in a room full of screens that showed the group at various angles. The mare herself was as Apple Bloom and Kratus remembered. She looked at the group with a smile that was genuine as it was fake. "I would rather say that I respect Lord Thanatos a lot." She said with a chuckle. "So the four of you managed to reach my floor. To be frank, I'm not surprised. I expected this moment, the moment your friends joined you. However, I have no doubt that if you were alone, I would've won the game by now. Lucky you. Friendship is magic. I think that is what they say in this day and age. Well, let's see how far this magic will lead you now that you've reached my floor."

"Obviously, it'll lead us ta ya." Apple Bloom said.

Eternal Rest laughed. "Maybe, but I have small doubt, because you see." She said before waving a hoof, and from off-screen floated a small doll shaped like a familiar yellow pegasus, Fluttershy who looked very frightened. Everypony gasped at the sight and shouted the doll's name, before Eternal Rest shocked the doll with purple lightning with the doll screaming in pain with Apple Bloom demanding the mare to stop, "You see Apple Bloom and Kratus, you've made me very angry. You captured my sweet little Polterkitty! I swear to you, for this, I will torment you a thousand." The mare said, only for Kratus to interrupt with a roar subconsciously amplified by Power Scream and Sonics, causing objects in, and the room itself to shake as the roar echoed through the floor, resulting in all eyes turning to an absolutely livid Kratus.

Angering a Makuta to where they turn vengeful and come after you is a mistake. Further angering an already vengeful Makuta bearing down on you is a bigger mistake, Doubly so if the Makuta is powerful as Kratus. And wouldn't you know it? Eternal Rest did both things, which also earned her the direct hatred of the Makuta which is quite the achievement as he commonly hates the sin, not the sinner, with all three actions done in one night winning her the title of The Dumbest Ghost of The Year. Her prize? A very angry and equally vengeful Kratus bearing down on her who's subconsciously manipulating the shadows, causing them to wiggle and writhe.

"The only one who will suffer torment is you." He said, his voice eerily calm, the only things betraying his anger were the earlier roar and the almost blurred movement of the shadows, "So, prepare for your end. For the only mercy you'll get from me when I'm through… is oblivion!" The Makuta added, snarling the last word before the mare screamed while clutching her head as she felt something sending images of darkness tormenting her before she felt fear as the images stopped, "But, only after you will feel the full might of my wrath." Kratus said as tendrils of shadow appeared in the room Eternal Rest was in, surrounding her before they disappeared, "And there is nowhere that can hide you from it, because I will destroy anything that stands in my way." He said before using fragmentation on the vases and furniture, "What you just saw was but a prelude of what is to come." He told the mare before instilling fear into the mare. Who cut the connection as a result, but not before telling them that she upped the difficulty of the floor.

Then purple lightning bolts struck the statues, giving them life before the Makuta destroyed them by using disintegration once more with more appearing from the ceiling, even Fluttershy's which was armored. Though as it attacked, a portal created by Samuel appeared with the possessed statue entering it, and the deity, knowing how fond his friend was of Fluttershy, used his power to free the mare's body from its control in order to free it from its prison for a proper burial later on, as he summoned the coffin that was made before he became a god, changing it to fit the dead mare, the shape of the gems were shaped like butterflies while its color turned to that of the mare's coat and mane before continuing to watch the progress of his friend and his companions with Sweetie Belle having found a way out of the room while hoping the growing darkness inside their shared friend doesn't take control.

After Little Ghost pulled the chain in the secret area that Sweetie Belle found that caused the screen to rise that revealed a double door, with the group entering the hallway.

Which was a hallway of horror, going in three directions, left turned to the right, right turned to the left, with the center turning to both, it was also full of statues, then they heard something rolling from the left part of the hall and what they saw surprised them.

It was Scootaloo's scooter, rolling alone.

Just as the group wondered what it was doing there, it charged them with them noting the small spear it had, ready to impale Apple Bloom. Well… tried to as Kratus smashed it with his Shadow Hand, breaking it. Only for it to self repair in a manner similar to the Nektann robots he uses as part of his army and the defenses for facilities under his control.

So, it's one of those possessed objects. Apple Bloom and Kratus thought before Apple Bloom remembered something that there were two types of possessed objects, ones directly possessed the ghost, and one where the ghost is bound to the object, becoming part of it with the more powerful ghosts requiring a way to unbind the ghost with Apple Bloom knowing one way to unbind an object. But, she had a hunch on whom the ghost bound to the object was with the Makuta undoing the mind control over the ghost, and confirmed Apple Bloom's suspicion.

"Uh…" The scooter began, turning its handlebar to the group one-by-one, "Why… do I feel so…? I can't feel my mouth when I talk."

"That's because you're bound to your scooter." Kratus said bluntly, "But, you'll get used to it." He added as Sweetie Belle hugged the handle bar awkwardly, "We can discuss this at another time." He said as purple lightning bolts struck the statues and furniture, bringing them to life. An effort in futility as the Makuta disintegrated each one, though the golden statue of polterkitty he melted with his heat vision, There were also lasers, with Twilight surprised at their presence, using the same energy that the antighost energy devices used, and they used the mundane solution of using the door near the windows, said door led to a library that had two levels. The upper level they were on was a path circling to the left before ending in a staircase to the lower level.

The shelf to their left and the wall they could see had what looked like regular stairs before they turned upside down and crossed each other in the middle. With what appeared to be, at the center, a picture of Thanatos' skull. Under it, in the lower level, was an alcove with a key with an orange gem shaped like Thanatos' skull at the head, said alcove had lasers that harmed ghosts mixed in with regular lasers, with a generator with a lever on the other side, no problem for Kratus, who summoned a tendril of shadow that pulled the lever, shutting the generator off before grabbing the key after teleporting there. And in an act of spite, destroyed the picture of Thanatos with disintegration as the fillies told Scootaloo what had gone on since her death before the filly decided to join them, reuniting the CMC with the group returning to the hallway with Kratus teleporting him, Little Ghost and Apple Bloom across with ghosts appearing and avoiding the antighost lasers for the first time since the group arrived to attack with their movement making their capture easier before the group went through the second half of the hallway retrieved the remaining keys to the Thanatos Skull with one of the rooms, being a bedroom with the bed with pillows shaped like Thanatos' skull with a rocking chair with a sewing kit nearby, along with a desk and chair what was also there horrifying the group while further angering Kratus. Their numbers exceeding at least a hundred hanging from the ceiling, on the walls, bed, shelves were dolls, all alive, for they were the victims of Eternal Rest.

The dolls turned to the group, disbelieving that there were fillies there while unsure of Kratus, but any could tell from the look in his eyes that he was silent with ever-growing fury as the fillies talked to the dolls before the Makuta spoke.

"I swear… " He growled, clenching his fists as his armor darkened. "I swear by the very shadows that gave birth to me. That when I'm through with her, Eternal Rest will know what you have felt… A THOUSAND FOLD!" He added with a snarl. Those that could do so after hearing his declaration gulped while those that couldn't wish they could. Either way, they all were unsure if they should be glad that karma is catching up to her, or fear for her, though one doll, a colt, spoke.

"C-c-c-can you really torment her the way she tormented us?" He asked.

"She will find that the only mercy from me she'll get... is oblivion if there's anything left of her mind." Kratus replied before tricksters armed with various objects and buffies with odd gauntlets, the dolls warning them of what they did, resulting in Kratus destroying the gauntlets with creepers appearing shortly. But like the rest, it ended in their capture with the Makuta retrieving the key before the group transported them out of the room with them surprised that there was another alicorn when Twilight Sparkle appeared, earning them an explanation before the alicorn took them back to the caravan.

This left Starlight Glimmer and Fluttershy to save from Eternal Rest, who will learn that the shadows are not to be trifled with.

The room the right of the entrance of the hallway was the last room to explore with the fillies revealing the door with the DLD with said room an art room with an upper part, three sofas looking very comfortable with two of them on the upper part near the bookshelves that had books and other things in the corners with the third one in the center of the room, and behind it was a phonograph and an… or there was an image of Thanatos as Kratus destroyed it with disintegration as the fillies emptied a hidden chest using a crystal vase shaped like Thanatos' skull before using it to find the last key and turn off the lasers with the Makuta destroying it with disintegration before they left the room and returned to the giant Thanatos skull and inserted the last two keys, revealing it to be a door as it opened. Then, the remaining ghosts inside the hotel appeared with the door shutting once more.

Kratus, having had enough of them, gathered energy around his sword and with one swipe of his blade unleashed chain lightning that made a loud crack as hit the first ghost before leaping to the others, but if that didn't stun them, then him using fear did, each ghost frozen in terror, with the fillies that could, capturing each ghost before the door opened.

Already, they could see Eternal Rest behind a slightly damaged desk with Fluttershy on it. Behind them were the screens they saw earlier, and next to it was an unconscious Starlight Glimmer inside a cage.

"So… you made it here, despite everything I threw at you. You captured my minions and my pet, passed all my traps, solved all my puzzles, and saved everypony except those two. Good job, I'm sure Lord Thanatos is very entertained by this. It was all a." She said before she, along with the others there, shuddered. With only one knowing what was happening, and he was worried for both his friend and Eternal Rest. The former because he was unintentionally feeding the growing darkness inside. The latter because she will find no mercy from the former other than destruction.

He was very angry, for he had enough; enough of the hotel. Enough of Eternal Rest. Enough of these games. And most certainly had enough of Thanatos. The latter two he could do nothing about right now, with the contrary true for the former with the current target of his wrath continuing, but when she started ranting after Little Ghost contradicted something she said, he laughed.

"So, you've been around for thousands of years, and three tribes gave you a title." Kratus began, "Big deal, I've been around longer, even to the point where magic came into existence on the world I call home before the ponies walked. And I'm more dangerous than you, for I've torn countries asunder through my power alone, and now that power is turned against you… worm." He added, his voice hiding his rage by a very slim thread before the mare ranted again before she possessed Starlight Glimmer and gloated, causing him to laugh again.

"Why are you laughing?!" Eternal Rest asked, only to earn a smile from the Makuta.

"You think possessing Starlight Glimmer will prevent us from stopping you?" Kratus asked, "Guess again, because two can play that game." He added before a greenish-black mist left his armor, "Protect my body, old friend." He said before a portal opened up as the last of the mist left his body with his armored form falling through as the mist entered Starlight Glimmer's body.

"You're not a ghost! Only ghosts can possess others!" Eternal Rest exclaimed.

"I am a being of energy, and as being of energy I can possess many things, be they living or not." Kratus said, speaking through Starlight Glimmer. "And now that ability is turned against you."

"Even so, I shall win as I make you-" Eternal Rest began.

"The one who will pay… is you." Kratus interrupted, "Now, time. For. Your. END!" He added as the battle of wills began. On one end was Eternal Rest. On the other end was Kratus and Starlight Glimmer.

"Get. Out. Of. My. Body!" The mare said, having gained the resolve to fight back thanks to the Makuta.

"If you insist, but first…" Eternal Rest said, red cracks appeared all over Starlight Glimmer's body with blood seeping out, only for them to disappear.

"Nice try worm." Kratus said smugly, "Now Little Starlight, ready to end this fight for your body?"

"You didn't need to ask." Starlight replied as the final push for control of her body began.

"Now, time for me to punish you further." Eternal Rest said to the defeated Makuta and the fillies before she heard his voice, surprising her.

"On the contrary. You are the one who's undergoing punishment." Kratus said, amused at the mare's reaction.

"That's impossible, you're on the ground!" She said, glancing at the Makuta on the ground, only to find him and the others missing as the scene changed from a from the suite, to a black void with only a gray floor present before she heard Kratus' laughter as a gigantic version of him rose from below with only his upper torso visible with his hand reaching out to grab her, only for her to run away. Or tried to as she found strings attached to her, with the strings attached to a wooden "X" as if she was a marionette, with the Makuta acting as the marionettist.

"Now, it's your turn to be the one manipulated like a toy." Kratus said before manipulating the strings while he laughed and mocked her.

Once the strings disappeared, the mare fell to the floor, though the Makuta's hand was still above her, and that was the last thing she ever saw before she found herself back at the hotel that was full of webbing as a horde of spider-like creatures wandered about, sometimes some differently colored armored figures with spines on their backs wielding staffs accompanied them, then she heard the Makuta's laughter echoing off the walls as she ran through the halls, only to find herself back at the suite as the silhouette of the Makuta appeared.

"Do you like what I've done to the place?" He asked, amused.

"Change it back!"

"Mmm… No." Kratus responded before he appeared from the silhouette, causing the mare to scream.

She was in a labyrinth of a cave network, running through the dark cavern as differently colored armored figures with back spines pursued her before she saw a light and rushed towards it, only to find herself in another part of the maze, one that went on forever. The fact that she managed to lose her pursuers gave her little comfort, though she swore she heard Starlight Glimmer's voice telling her to get out. Then, she heard the footsteps of the Makuta approaching with her hiding behind a stone column, only to find the Makuta in front of her.

"I told you that you can run, but you can't hide from me." He said, causing the mare to scream as she ran, doing anything to get away from her tormentor, which is exactly what the Makuta wanted. With Eternal Rest hearing Starlight Glimmer.

"And stay out of my body!" She said, though the ghostly mare deemed it a figment of her imagination.

The screaming mare that was Eternal Rest flew out of Starlight Glimmer as she heard the laughter of Kratus from the mare while his Antidermis left her and repossessed his armor with her realizing she had left Starlight Glimmer's body "Your screams are music to my ears, even after a thousand times of torment." The Makuta said after his laughter died down, but the amusement was still there. "But… your torment is not yet over." He added, approaching the mare.

Eternal Rest was frustrated at the fact that she, who had been around as a ghost for millennia, honing her skills, was tricked by this… armored golem in front of her, "How dare you trick me into leaving my last trump card!" She growled, attempting to repossess Starlight Glimmer, only to find something preventing her from repossessing the mare as Kratus stood over her.

"That's what you get for messing with a Makuta that's millions of years old." The Makuta said in a smug tone, "Not that my age matters, even a Makuta that's only a hundred years old could trick you." He added before his tone returned to normal. "Now, time for me to teach you why angering me is a bad idea."

"We'll see about that." Eternal Rest snarled as Starlight Glimmer recovered, glaring at the mare who possessed her body, though when the ghost tried to hypnotize her… she found that she couldn't.

"Current score: Makuta- 2. Dumbest Ghost In Existence- 0." Kratus said smugly.

"I am not dumb!"

"Compared to most ghosts that challenged me, you are. For you see, unlike them, you have angered me to where that I will enjoy taking my time tearing your mind apart… piece… by… PIECE!" Kratus said, snarling at the last part before unleashing a mental attack against the mare who fled. With the group joined by Applejack following her after Twilight took Fluttershy to the caravan to move it.

The group pursued Eternal Rest to the rooftop; the Makuta having already turned his sword back into a swordstaff while his armor darkened.

This was it, the final showdown between two powerful forces, one a powerful ghost, the other a group of ponies, undead, and a Makuta, all united in one immediate goal; bringing Eternal Rest down.

Eternal Rest started the battle by flying out of range of the poltergusts after a storm that unleashed purple lightning with the mare causing lightning to strike the roof, with one striking every second.

A perfect backdrop for awesome final battle.

Two can play that game. Kratus thought, gathering electrical energy around the blade of his swordstaff before he unleashed it. With an earsplitting crack, the bolt hit Eternal Rest while avoiding Little Ghost, who managed to get close enough to the stunned mare before she teleported to avoid it, Eternal Rest attempted to throw Apple Bloom and Applejack off the roof with her magic after the latter grabbed the former. Only for the Makuta to summon a tendril of shadow that grabbed them before returning them to the roof with Apple Bloom forming a plan, since Eternal Rest wanted to kill Apple Bloom and Kratus the most, they'd draw her attention while the other poltergust users got close before they joined in, and the plan worked as they trapped Eternal Rest and slammed her into the ground before escaping. Then… Kratus drew in air. The force of the wind would cause trees to move before suction stopped.

Kratus smirked before unleashing the absorbed air with a force that would demolish Ponyville and severely damage Canterlot Castle, and Eternal Rest felt its full force before The Makuta's Shadow Hand pulled the mare towards him as she heard his voice in her mind.

"I told you before, your torment has only begun." He said as his Shadow Hand held the mare in front of him. Then… she screamed, undergoing the mental torment he promised he'd give her before pulling out and delivering a punch with the mare angered before she used dark magic against the group with most of them avoiding it while the Makuta absorbed the attacks before the area darkened before light returned. Apple Bloom knew what it meant, she'd seen it before when she and Kratus faced Pyrite. Kratus was using it to charge his Midak Skyblaster before unleashing it in a powerful beam that engulfed Eternal Rest, that once the beam dissipated, revealed the mare though weakened, could still fight with her drawing Apple Bloom towards her with a vortex before she countered with Little Ghost attempting to draw the mare in, only Eternal Rest to trap her in a crystal that fell before the filly ghost shattered it with her power and used a shard to stab the mare with Little Ghost capturing the mare in her poltergust before the mare escaped, something that repeated once more, each time Kratus used a different power to harm the mare.

Then… his patience ran out as his Shadow Hand surged out, grabbing the mare before slamming her into the roof before pounding away with the mental attacks starting again, each one grinding down the mare's mind like a river carving a canyon. Though the process would take years, maybe decades or centuries. Either way, Kratus would enjoy destroying her mind before he stopped, leaving her a babbling mess or catatonic before giving her the mercy of oblivion by using his Shadow Hand to absorb her and crushing what was left of her mind. But, that was for later, as either by the Makuta pulling out or she ejected him from her mind, the torment stopped. Not like it mattered as the ghost was weakened by both assaults, not enough for her to remain in a poltergust after her capture again, but enough that the fight wouldn't last longer, but it also meant that the mare was unleashing more attacks, primarily against Kratus as he was the one that did the most damage to her, and he was the one that harmed her "precious" polterkitty that led to the cat's capture. Try as she might, she couldn't defeat the Makuta and Apple Bloom, but she could take them with her as she entered Apple Boom's poltergust, with both falling into a portal with Samuel unable to redirect it.

The two of them fell out of the portal, Apple Bloom on her belly, Kratus on his back… again, with the two groaning as they got up and saw that they weren't alone on the roof of where they landed.

There were three others.

The first was a bipedal figure possessing a mustache, green clothes with blue overalls, white gloves, shoes, a green cap with a green "L" in a white spot, though Apple Bloom was shocked at the sight of a poltergust that was different from hers as it had a tube, Kratus was not as he had traveled different dimensions many times.

The second being looked exactly like the first except made of slime, cloths and poltergust included.

The third was a ghost, a big white round one with short arms, big fangs on the top of its mouth, and a crown with a big, glowing purple gem.

All of them were looking at them, the first was surprised, and intimidated at the sight of Kratus, the ghost had a pronounced scowl; the slime waved at them and gave a high-pitched hello.

"What is this interruption?" The ghost asked.

This day just got interesting. I just hope Samuel can find me… again. Kratus thought, noticing that his swordstaff reverted back into a sword as Apple Bloom had different thoughts.

Well… buck…