Fluttershy, Demon Hunter

by EnvironmentalText850

Rating: teen
Tags: Alternate Universe, Main 6, Grogar, Other, Comedy, Horror, Fluttershy, Adventure, Violence, Profanity, Discord, Gore, My Little Pony: Friendship is Magic
Length: 35367

After Equestria is invaded by an army of demons, a certain yellow pegasus must save her home from the hellish invaders...

Now fully rewritten! (Note: there might still be some typos. If you find any, please tell me)

It was a peaceful day in Equestria, when suddenly, an evil army of demons invade the land, seeking to conquer it. They start capturing and possesing ponies, and start turning Equestria into their own "personal playground". In order to save their friends and their homes, Fluttershy and Discord become Demon Hunters, with the goal of defeating the demons, and saving Equestria from this nightmare. Will they be able to succeed?

DISCLAIMER: The following Fanfiction may contain scenarios that might be considered disturbing to some individuals. Reader's discretion is advised. Also, despite the fact that both Fluttershy and Discord are the protagonists, no shipping will be involved. So don't worry about this turning into a Fluttercord story, in case you don't like that ship.

This Fic is now dedicated to the late Doc Harris, who portrayed Grogar in Friendship is Magic. May he rest in peace.

Published 2024-06-30 02:10:00 UTC
Last updated 2025-02-18 22:18:22 UTC

Prologue: The Dawn of the Red Day

"[...]One day, the skies will turn red like blood, the clouds will turn dark as smoke, and the sun and moon will line up in the sky. When that day comes, He will return, cloaked in a veil of darkness, his horns tall as trees, his teeth sharp as blades, and his hooves hard as stone. He will raise an army of evil and hatred, and they'll storm the land, making it theirs. However, a hero will appear. They will fight the demons, and defeat their king, and all the suffering they brought onto the land will disappear, and the skies will once again be blue.[...]"~"Prophecy of the Red Day", by an Unknown Author.

It was another peaceful day in Ponyville. The birds were singing, the flowers were blooming, everything was perfect. Fluttershy had just finished making tea for her and Discord's teaparty. She had just finished placing the kettle on the table, when she heard a knock at the door.

"Oh! Just one second!", she said, walking towards the door. When she reached the door, she opened it, to reveal a strange yet familiar face.

"Well hello, Fluttershy!", the mix-and-matched creature said. "Hello Discord...", Fluttershy said, "Did you bring the cookies i told you to bring?"

"They're biscuits, Flutters", said Discord, holding a jar of magic biscuits™, "But yes, i did bring some, i know how much you like them."

As Fluttershy let Discord in, they continued to make small talk. Talking about how their day had been up to this point. As they sat at their respective seats, Discord snapped his claws, and two small cushions appeared under them, making the chairs more comfortable.

"Thanks...", Fluttershy said giving a tiny smile. "You're welcome", said Discord. As they sat, a noise similar to a fart came from the chair he was sitting in.

"Oh, confound it...", Discord said, realizing that the cushion he had summoned for himself was a Whoopie Cushion. Fluttershy giggled at this, but this was his intention. He liked to see her happy. She was the only one of his friends he really cared about (other than his boyfriend, the Smooze), after all, she was the one who gave him a chance, and helped him become better.

As they drank their tea, they played a little game. The magic biscuits had random flavors, so they'd try to guess which flavor they got. Discord loved it because of the element of chance, the sheer randomness of it. Fluttershy loved it simply because it was fun to her.

"Ummm... i think this one is sweet!", Fluttershy said, holding a Hot Pink biscuit.

"You know looking at their colors won't help right?", Discord said, holding a Navy Blue biscuit.

"Oh well..." Fluttershy said. "Only one way to find out!". As she ate her biscuit, she suddenly started to feel like her mouth was on fire! "Ah! Spicy!", she said before taking a big sip from her tea.

"Ha! Told you!", Discord said before eating his biscuit. As he finished it, his entire face scrunched up, to a point the only visible part was his fang, which stuck out the middle.

"Ugh... too sour...!", he (probably) said in a muffled voice, before (somehow) drinking from his tea to wash it down.

Fluttershy giggled. "Well, who's laughing now?"

"Yeah, i guess i shouldn't have laughed that soon...", Discord said as his face returned to normal. "Oh well, what is it you ponies say? Live and learn?"

After they were done playing with their food, Discord looked at the window. As he did, he immediatly became confused.

"Say Fluttershy... is it just me, or is the sun already setting?", he said.

"Um...What?", Fluttershy said, looking at the window. She looked just as confused as Discord when she saw that the sky had turned a vivid orange.

"Huh?", Fluttershy said, before looking at the clock on her wall. "But... it's still 3 o'clock!"

Discord turned to look as well, and the time was, infact, still 3:35 PM. Only 15 minutes had passed since he arrived.

"What is this? Did Celestia decide to clock out early or something?", he said, looking between the window and the clock.

Then, the hands on the clock started spinning and spinning wildly, Fluttershy looked at Discord, who looked back at her. "I'm not doing that! I swear!", he said raising his hands.

They both went to the door to see what was going on outside, the sky had now become a more reddish color, and the clouds were darkening. Then, they noticed that both the sun and the moon were out at the same time, and they seemed to be going towards the same direction. They could only watch, when they heard a loud ringing, like that of a bell.

Of Fluttershy's friends, Rainbow Dash was the first to notice something was wrong, as she saw the sky darkening first hand, next was Applejack, who watched as the trees on her orchard started to lose their leaves at a worrying pace, then Rarity, who was heading for her boutique, only to see the clock in the clock tower start spinning rapidly, then Pinkie Pie, who's "Pinkie sense" was going into overdrive, then Twilight, who was conversing with Starlight Glimmer and Spike, when they all heard what sounded like the ring of a loud bell. All over Equestria, everypony started to look at what was going on in the skies above with shock and confusion. Even countries that bordered Equestria seemed to notice it, even if they weren't directly affected by it. But all over the world, they saw, and heard two things in common, the sun and the moon seemingly heading towards eachother, and that bell ring. Then the ground started to shake. The sky was turning redder by the second, and the clouds were now a dark grey like smoke. Then, another ring of that bell, and the sky was now a bloody red, the trees were now bare, and the lakes and rivers all over Equestria started drying up. Some ponies had broken into a full on panic, and then, with a final ring, the sun went behind the moon, and everything seemingly stopped. The ringing and the earthquake were gone, but other than that, nothing else happened.

Until all hell broke loose...

It started small, a crack on the ground. But then, the crack started growing, and growing, and growing, until it was a massive, glowing fissure. And then, out of nowhere, several things started emerging from that fissure. Some of them looked like ponies, but with claws instead of hooves, fangs instead of teeth, and they looked to be completely dark, with bright red eyes that emanated pure evil. Some of the other creatures that emerged from that fissure also had some of these characteristics, but looked like other creatures, or where so bizarre, it was hard to call them anything ther than "monstrous".

Then, their leader showed himself. A blue colored goat, with massive horns, sharp tusks, a red collar, lined with golden orbs, with a small, metallic bell hanging from it, and a black cape, wich seemed to be made of pure darkness. The goat looked around, before speaking, it's voice calm, yet booming with hatred.

"Bring me their heroes. Leave none behind."

As Fluttershy and Discord saw as the creatures started appearing, they ran back inside, locking the door behind them.

"W-What are those things?!", Fluttershy said, visibly scared.

"I don't know!" Discord said, as distressed as Fluttershy. "But they clearly don't mean us any good! Have you SEEN their faces?!". He then grabbed a dresser and put in front of the door, in an attempt to barricade it. "Quick!", he yelled out, "Help me barricade the door before they come!"

"W-Wait, what makes you think that-" before Fluttershy could finish, they could hear banging coming from the other side of the door, accompanied by distorted cackling and wild growls.

"What are you doing just sitting there like a duck?!", Discord said. Now he was clearly scared. "Help me barricade the door, NOW!!!"

Fluttershy and Discord then started to place more things in front of the door to block it, chairs, the couch, the table, anything big enough. The commotion had even woken up Fluttershy's pet rabbit, Angel, who was irritated by all the noise, but also confused to see them blocking the door.

Then, the noises stopped.

"Are they gone?", Fluttershy asked, quivering in fear.

"I... i don't kno-"

*CRASH!"

Before Discord could finish, the creatures burst through the window. They looked like ponies, but were seemingly made out of pure darkness, with claws instead of hooves, and glowing red eyes.

"What do you want?!", Fluttershy yelled. The creatures simply started cackling as they got closer. Discord tried to use his magic to snap them away, but when he tried to...

...nothing happened.

"W-what...?!", Discord said, repeatedly snapping his fingers, hoping for some kind of reaction, but nothing happened. Slowly, the creatures were getting closer, when Discord turned his right hand into a large fly swatter, and slapped them to the side, stunning them in the process.

"Oh okay, THAT works, but snapping them away doesn't?", Discord asked more to himself than to anyone else. "Now, that's some bull-"

Suddenly, behind Fluttershy, Discord, and Angel, a portal appeared, and on the other side, was a familiar face.

"Fluttershy!"

"Princess Celestia?!", Fluttershy said, confused. "What's going on?!"

"I'll explain it later! Quick! hop through!", Celestia said.

Fluttershy quickly hopped through the portal, followed by Discord and Angel, but before the creatures could recover and hop through, the portal closed.

As they all sat down to gather their breaths, Fluttershy noticed they were in Celestia's castle in Canterlot. "What were those things?", she asked, between heavy breaths. "What did they want?"

"I will tell you all everything.", Celestia said, clearly somewhat stressed by this whole ordeal. "Follow me."

Meanwhile...

Twilight's castle had been taken over. The invaders managed to overpower both Twilight and Starlight, and captured the two of them, along with Spike, and the rest of their friends. They had actually put up a good fight, but when he appeared, the tides turned, his presence seemingly empowering the invaders. But although most of the heroes had been captured, one of them was missing.

As he sat on what was now his throne, the goat was visited by one of the creatures who started making growls at him. While they sounded like pure gibberish, the goat was seemingly able to understand what the creature was saying.

"So you say one of them escaped..."

The creature rapidly nodded as if nervous.

"No matter. I already believed that fool would try to save at least one of her beloved heroes..."

The goat gave a sinister grin, bearing his fangs. The creature recoiled slightly at the sight.

"Besides... I'd say this makes things a lot more interesting..."

Author's Note

The purpose of these notes will be to catalogue the demons that Fluttershy and Discord face on their journey. Starting with:

Demon Profile
Shadows
Threat level: Low
Class: Corrupted spirit
Named such for their shadowy appearence, they can be considered the "canon fodder" of hell, due to the sheer amount of them. They are the spirits of petty criminals, and there are many types of them, most of them being ponies.

Chapter 1: What the HELL's going on?!

As Fluttershy and Discord followed Celestia, several questions started to rush through their heads. "What's happening?", "What were those things?", "What did they want?", among others. But one question in particular was bothering Fluttershy the most. "Where were her friends?". Discord also had a question that was bothering him, It being: "Why did his magic not work that time?". While both were asking thousands and thousands of questions to themselves, Angel, Fluttershy's pet rabbit, was just happy to not have been captured by whatever those things were.

As they passed by a window, Fluttershy saw that the streets were filled with guards, most wielding spears, though some were holding swords, crossbows, and other weapons. They were all facing the entrances to the city, as if ready to intercept an oncoming attack. Among them however, were ponies wearing grey trench coats and hats. but she couldn't quite make out who they were.

As they finally reached their destination, the castle's library, they spotted Princess Luna standing near a bookshelf in the back. At first, she looked a bit nervous, but when she saw them approaching, she got confused.

"Uh... Cel? Why is Fluttershy the only one with you? Where are the others? And why is Discord and her rabbit here?", Luna asked.

"I'll explain that in a moment.", Celestia said. "As for Discord and Angel, i couldn't leave them behind to get captured. You know what the demons would to them."

"Wait... Those were DEMONS?! You're joking right?", Discord blurted out. Fluttershy looked at him in confusion. She didn't know what a "demon" was.

"Yes, they were.", Celestia said, before turning to the bookshelf. Using her magic, she pulled a book which had her Cutie Mark stamped on the front. When she pulled it, a click! was heard, and the bookshelf sled away, revealing a secret room.

"OH, geez, i can smell the dust from here!", Discord said, covering his snout. "How long was this room sealed off? And couldn't you have AT LEAST hired someone to clean it before we got here?!"

"For long enough.", Celestia said. "Alright. It's time to explain all of this."

She seemed somewhat nervous, as if she wasn't expecting this occasion to ever happen.

"Hope this doesn't trigger my allergies...", Discord mumbled to himself.

Fluttershy, Discord, and Luna followed her into the room, but not Angel, who decided instead to wait outside. After all, as far as he was concerned, this was none of his business.

The room was quite a sight. It was filled with old books, most of which seemed to be hundreds and hundreds of years old. These books were labeled things like "Daemonology 101", or "A guide on Daemons". But the book Celestia was looking for was on a pedestal, and looked even older than the other books in that room. It was quite large, as large as an encyclopedia, though noticeably thicker. It was labeled in a language that Fluttershy and Discord had never seen before.

The book was labeled "Historiae Malis", it's cover was a dark red, and there was a symbol similar to a horned skull adorning it. Celestia opened the book, before flipping through the pages using her magic. "This is an enchanted book which catalogues all the evils in history.", she said as she slowed the flipping down. "It has recorded information of most, if not all, of the villains that have ever existed in all of recorded history, and their atrocities. And thanks to it's magic, it constantly updates itself.". She stopped at a page labeled "Origines Scelerati".

Then, she looked at Fluttershy and Discord and asked something. "Have you ever wondered who or what was the first to receive the title of "Villain"?"

"Ummm... I don't know...", Fluttershy said. Discord however, had a few guesses.

"Oh, i know this one! It's Nightmare Moon.", he said, confidently.

Luna somewhat cringed at hearing the name of her evil Alter Ego.

"No.", Celestia said. "The term has existed long before my sister lost her mind."

"Oh...", Discord said. "Then, how about that shadow king dude? Sombra, right? Was he the first one? I mean, it has to be hi-"

"No. Not him either.", she responded.

"Oh, dear, this is harder than i thought it would be...", Discord said, rubbing his chin in thought. "That centaur guy? Or maybe even... Me? My, oh my! How flattering that would be..."

"No". Celestia replied once more. "Neither Tirek nor you were the first villain."

"Aww... That's a shame.", Discord said, disapointed . "But oh, do tell me, who was it then?"

"He was.", Celestia said, flipping the page to reveal an illustration of a blue colored goat surrounded by red flames, with massive horns, and a red collar with a small bell. It also appeared to have sharp fangs. In addition, it appeared to be doing some sort of gesture with it's hooves, one was pointing upward, the other, downward in a strange fashion.

"Wait wait wait wait wait WAIT! Wait...", Discord said rapidly, as if he had to do multiple double takes. "I-is that... No... No it can't be!"

"But it is...", Celestia said. "That is Grogar, the King of all evil."

Fluttershy froze in fear when she heard that name. She had never heard it before, but the mere mention of that name made her blood run cold.

"I thought he was only a myth! A bedtime story my dear, precious mother used to tell me when i went to sleep!", Discord said. "You're telling me, that this... Rather... Unsavory individual (yeah, let's go with that)... existed?!", he said, trying to control his language in front of the ladies. Especially Fluttershy, who probably should NOT hear the amount of foul language he could use when he was by himself.

"If what is happening outside is actually happening, then yes. He was, or rather is, real.", Celestia said.

"W-w-who is he?", Fluttershy asked, still scared by that name. "W-what does he want?"

"That is what i'm going to tell you two.", Celestia said. She grabbed the book with her magic, and after clearing her throat, she started to read.

"Long ago, before the universe was formed, there were two gods, one was the Alicorn of Creation, while the other, Grogar, was the Goat of Malice. For reasons lost to time, the two had a battle of massive proportions. Grogar lost, and was banished to a realm created specifically to contain him, called the Underworld. He swore as he was banished that he would one day return. After that, the universe was formed, and after millions of years, Ponies evolved, and could finally achieve a greater level of intelligence, and form society as we know it. Only a few knew of Grogar's existence, as he had been reduced to a legend, and the ones who did kept it a secret. However, in the case he ever did come back, a group was created to combat him, and any other creatures that decided to emerge from the Underworld. They were the Demon Hunters."

"...Demon Hunters?", Fluttershy asked.

"That is the next thing i'll tell you about.", Celestia said.

"Before we go...", Luna said, looking at the Pegasus and the Draconequus. Fluttershy looked shocked, but Discord had somehow pulled out a sheet of paper out of nowhere, and was seemingly taking notes.

"Do any of you have any questions?"

Snapping back to reality, Fluttershy nodded.

"Huh? Oh yes, of course i have.", Discord said, looking up from his notes.

"Well, i figured.", the Moon Princess said. "Alright, me and Cel will answer your questions, but we must be quick.", she said, as she and Celestia left the room, Fluttershy and Discord following them, ready to ask away.

"Ummm...", Fluttershy pondered, before speaking. "What's a... demon?"

"Really, Flutters?", Discord asked. "You don't know what a demon is? Did your mother never tell you that "if you don't stop being naughty, a demon is going to drag you away!"? Like, at all?"

"Not really...", she said, a bit embarassed.

"It's fine not knowing what one is.", Luna said. "After all, i believe nowdays, most ponies don't."

"Geez, what do these ponies' mothers even teach them nowdays?", Discord thought to himself. "Next thing i get told is that they don't teach them about the Boogeymare anymore..."

"But what are they?" Fluttershy asked.

"Essentially, they are evil spirits.", Celestia said. "They are the souls of evil individuals that were further corrupted by Grogar's own malice and hate. Although some of them are direct creations of Grogar."

"Oh...", Fluttershy said. "That sounds... bad..."

"My dear mother always told me they were evil spirits...", Discord said. "By the way, princess, if you don't mind, i happen to have a few questions of my own."

"Which are?", Celestia asked.

"Well, first off...", he said, summoning a chair, sitting on it, grabbing his notes, and putting on reading glasses he summoned. "Now, you said that the book we saw records all the villains in recorded history, and yet Grogar was around long before that. After all none of us, not even me, were there. How is that possible, hmmm?", he said, raising one of his eyebrows, and giving a slight smirk.

"Well, my mother told me about him.", she responded.

"Ahhhh, but how was your mother there if you ponies didn't even exist yet? Let alone invented written text?", Discord asked, once again, with a slight smirk.

"Have you seriously figured it out?", Luna asked back.

"Oh, i have, but i just want to hear you say it."

"*Sigh*, Our mother was the Alicorn of Creation herself. She told us about her fight with Grogar, and that's how we recorded it in the book.", Luna said. "There, are you happy now?"

"W-wow... Really?", Fluttershy said, surprised by this revelation.

"Ha! I knew it! I knew, you two weren't just any old regular ponies when we first met on that fateful day!", Discord said. "Ah, the day i was first turned to stone. I know it's been years, but it still feels like yesterday to me..."

"Speaking of that Discord...", Celestia said to grab his attention. "Remember when we freed you for the second time?"

"Oh yes! You ask as if i could forget that special day, the day i made my first ever friend...", Discord said, reminiscing about the past in a dreamy tone. "Oh! What fond memories! What about it?"

"This is the real reason why we freed you from stone.", Celestia explained. "We needed your abilities if this day was to come."

"Wait, what?"

"Your abilities to bend reality could be used to protect the land from these demons. That is why i decided to free you, so you could help us."

"Oh, is that so?", Discord said raising an eyebrow. "Well, i'd be glad to help, but i have planned a wonderful date with my boyfriend at 6:00 pm, and i need to get myself ready for it."

"What?", both Celestia and Luna said, in confusion.

"Oh, did i not tell you two? Me and the Smooze are dating now.", Discord said. "Ever since we left that Gala, we realized how much we-"

"N-no, no, that's not what i meant!", Celestia said. "It's wonderful you identify as a homosexual, Discord, there's nothing wrong with that, but... You're just going to leave us hanging?"

"I'm sorry, it's just that we've been planning this date ever since last month, and..."

"Discord please, you must help!", Celestia said. "If you don't, there is no telling of the suffering these demons will bring!"

"Again, dear princess, i'd love to help, believe me, but-"

"Have you seen what they're doing to everypony out there?"

"No...?"

"Then take a look..."

Celestia then used her horn to cast a vision on the wall. The vision showed the demons attacking various parts of Equestria, from big cities, to small villages, no place was safe from the demons. When Discord saw it, his mouth dropped in shock. Fluttershy was even more horrified, seeing these creatures she had never seen before, the demons, destroying places she and her friends had been to previously.

When the vision faded, Celestia turned to Discord. "Do you see now? That is why we need your help."

"My word...", Discord said, when his tone shifted to one of anger. "They're bastardizing my precious chaos!"

"Wait wha-"

"Why didn't you tell me about this sooner?! This changes everything!", he said, before summoning a telephone on his hand, and calling someone, despite the fact that it wasn't connected to any outlet.

"Hello? Smoozy? Yeah it's me, Discord. Listen, i know our date was supposed to be tonight, but i got some sick, sick sons of...", Discord said, before looking at Fluttershy. "Just a moment... Fluttershy dear, would you please cover your ears?"

"Ummm... Why?", she asked.

"Just do it, trust me, you do NOT want to hear this..."

Fluttershy then proceeded to cover her ears. As soon as she did, Discord turned back to the telephone.

"Now, where was i? Oh yes, i have some sick sons of BITCHES bastardizing my favorite art form, and i will absolutely NOT stand for it!", he said, clearly furious. "Can you see if the restaurant we were going to can change the date of our reservation? Ok? Bye, love ya!", he said before throwing the telephone away.

"Alright, Cel, slight change of plans. Guess i am going to help you ponies after all..."

"Oh! Uh, very well then...", Celestia said, regaining her composure. "We have no time to waste! Follow us."

And so, the two Alicorns, the Pegasus, and the Draconequus ran towards their destination.

Meanwhile, outside the castle...

As the guards mentally prepared themselves for whatever could happen, the Guard's Captain, Tempest Shadow, stood right in front Canterlot's entrance, ready to face the incoming demons. Suddenly, one of the guards on a watchtower yelled something.

"Captain! I see them!"

"What?! Already?!", she asked, before turning to the guard next to her. "You! Tell the rest of the guards to come to the entrance, and fast!"

"Understood!", the guard said, before taking off to warn the others.

Tempest grabbed her crossbow, and loaded it, since her horn was broken, this was easier said then done, as she had to do all of that with her hooves, but once she was done, she looked towards the horizon.

She could see an entire batallion of demons, rapidly advancing towards Canterlot.

She then looked behind her to see the rest of the guard had arrived, a few ponies wearing grey trenchcoats and hats, which she recalled Celestia had called "Demon Hunters", were present as well. She then looked back at the demons, who were still getting closer.

"EVERYONE IN POSITION!", she yelled, as the other guards readied their weapons.

"This is going to be the toughest battle of all of our lives..."

Author's Note

The sign the picture of Grogar was doing is the "as above, so below" sign. This sign has a lot of meanings, one of them being that what happens in the physical world, reflects in the spiritual one as well. The reason it was referenced is due to an image of the occult deity Baphomet doing this same gesture.

Demon profile

Shadows (Earth Pony Variant)
Threat level: Low
Class: Corrupted Spirit
Since Shadows are the corrupted spirits of deceased evil ponies, they can come come in several different forms. The Earth Pony variant is the most common, but there are also Pegasus and Unicorn variants, which will be discussed later. Earth Pony Shadows are physically the strongest, but are the second slowest.

Chapter 2: Attack on Canterlot City!

After practically sprinting towards their destination, the three ponies and the Draconequus arrived at the castle's armory.

"We're here.", Celestia said, as they entered.

"Seriously? Weapons?", Discord said. "I can bend reality around me, and you are going to give me weapons? That's just silly."

"Trust us, Discord", Celestia said. "There is a reason we are here."

"Whatever you say, "your majesty"...", he said, rolling his eyes.

"I... I've never used a weapon before...", Fluttershy said, nervously.

"Don't worry, Fluttershy.", Celestia said. "These tools are easy to use."

"...Tools?", Fluttershy thought.

Celestia then pressed a very particular brick on the wall that had her and sister's cutie marks. Once she did, another secret passage was revealed.

"Alright. It is time to tell you two what a Demon Hunter is.", Celestia said.

"Oh finally!", Discord said. "I've been wanting to know since last chapter!"

"... What?", the three mares said, awkwardly looking at him.

"Nothing!"

"Well... Anyway, Luna, do you want to tell them?", Celestia said, looking at her sister.

"With pleasure.", Luna said. "Basically, the Demon Hunters are a sub-section of the Royal Guard. Their main purpose is to study and exorcise any demonic force that happens to find it's way into Equestria."

"Ok, got it, but why, oh why, are you telling us this?", Discord said. "Do we seriously need more exposition? I'm starting to get quite bored..."

"And where are my friends?", Fluttershy asked. "Why aren't they here?"

"Yeah, Cel. Where are the rest of the elements?", Luna asked. "I asked you that when you met me at the library, where are they?"

"I was going to get to that...", Celestia said, looking down with a sad look. "I regret to inform all of you, they have been captured."

"WHAT?!", the two other mares said in unison.

"Bullshit!", Discord said. "They've survived way, WAAAY worse things than this! After all, they survived ME. So how could they have been captured?"

"That's what i thought too...", Celestia said. "I believed they could fend them off, but when i received a letter from Twilight saying they needed my help, i realized i was wrong. I went to go help, but before i could, i saw that Twilight's castle had been taken over... The letter arrived too late..."

"Oh... Oh no...", Fluttershy said, dropping to the ground, her eyes starting to tear up.

"Oh, just, perfectly wonderful...", Discord said sarcastically. "We're all screwed."

"But not all hope is lost!", Celestia suddenly said. "See, had i arrived in time, and actually managed to help your friends, i planned to tell them all the things i told you two up to this point."

"*Sniff* W-why...?", Fluttershy asked.

"So they, and you, could become Demon Hunters, and more effectively help in the fight against the demons!"

"M-me?", Fluttershy said in shock. "I-i can't do that! They'll just capture me too!"

"Not so fast.", Celestia said. "Remember, Discord will be with you."

"I mean, i already cancelled my greatly anticipated date for this, so i might as well...", Discord said with a shrug. "Besides, they are bastardizing the delicately intricate form of art that is chaos, and i simply CANNOT stand for that!"

"B-but what about my animals?", Fluttershy asked. "They could be needing me! They could be in danger!"

"Yes, but if you were a Demon Hunter, you could more easily save them.", Celestia said.

"And what about your other friends?", Luna said. "Will you just let them suffer through whatever Grogar is putting them through?"

"N-no!", Fluttershy answered. "Of course not!"

"Then will you save them?"

Fluttershy thought hard about this. She couldn't let her friends be hurt, or worse, be killed. But she was too scared. Could she, the shy little yellow Pegasus, really save her friends from a threat beyond anything she had ever witnessed? She didn't know...

Then, she made her decision.

"Fine... I... I accept."

"Splendid!", Celestia said. "Now, you two wait here, while we go fetch some things for you two."

As Celestia and Luna went into the secret room, Fluttershy started to just realize what she said.

"Oh goodness...! What have i done...?! I can't do this! I-"

"Hey, hey, hey, hey, hey! Calm down!", Discord said. "There's no need for you to worry, Fluttershy. Remember, you have faced worse things, like me, and i'm sure those unsavory huns will be no different."

"But i was with my friends!", she said. "I don't know if i can do this... I'm scared..."

"Aww, don't cry...", Discord said summoning a tissue, and handing it over to Fluttershy. "Here use this to wipe those dreadful, pesky tears off."

As Fluttershy wiped her tears away, Celestia and Luna came back, holding two pairs of gray clothing, and two strange, stick-like objects.

"These are your uniforms and tools.", Celestia said, handing over the clothes. "You may now put them on, if you'd like."

Fluttershy put on her uniform. It was a gray trench coat, with a brown belt, and a gray fedora-like hat. Discord grabbed his to put it on, but then noticed something.

"Hmmm... This coat seems a little... too small for me... Hmmmm..."

"We're sorry, Discord...", Celestia said. "This was the largest one we fou-"

Before she could finish, he started to stretch the trench coat, until it perfectly fit him.

"Ah, much better.", he said putting it, and the hat on.

"Oh. Nevermind...", Celestia said, awkwardly. "Regardless, here's your main tools."

Celestia then handed the two stick-like objects to them. One had a sun on top, which was given to Fluttershy, and the other had a crescent moon, which was given to Discord.

"These are Celestial Rods.", she said. "They are a Demon Hunter's main weapon, and they are able to exorcise demons with ease. Just point them at a demon, and-"

"Seriously?", Discord interrupted. "These? These are our main weapons?"

"Uh... Yes?", Celestia said.

"Oh this is just ridiculous! And not the fun kind of ridiculous!", he said, almost as if he was insulted. "How are these silly little sticks supposed to even help us defeat the demons?"

"You didn't let me finish...", Celestia said. "What i was saying was-"

Before Celestia could finish, a guard entered the armory.

"Your highness...! *Huff* It's an emergency...!"

"What happened?!", Luna asked, noticing how distressed the guard looked.

"The demons... *Huff* they broke through our defenses...! *Puff* You have to help us!"

"Oh no..." Celestia said, hearing the guard's plea. "Quick! We must go, Luna!"

"Indeed! I've been waiting to kick some demonic ass...", she said.

"You two! Meet us outside! We'll be waiting!", Celestia said, before preparing a teleportation spell.

"Wait! How do the-"

Before Fluttershy could finish, the two Alicorn princesses teleported away.

"Wow, how very ungrateful.", Discord said. "They could've at least teleported us with them. *Sigh*"

Canterlot's main street was in complete disaray, there were demons everywhere, attacking civillians, attacking the guards, and just generally causing destruction. The Royal guard and the Demon Hunters had tried their best to prevent them from getting in, and they were doing a good job, but in the end, it didn't work. Due to a specific type of demon, they managed to get in. But then, Celestia and Luna appeared, and started blasting the demons with their sacred magic, destroying them where they stood.

"Begone you foul fiend!", Luna said, blasting an Unicorn demon into nothingness, while Celestia mainly focused on the Pegasus demons.

As Fluttershy and Discord left the castle, they were greeted with the pandemonium outside, seeing the demons attacking and destroying things. Then, a Shadow Earth Pony noticed them, and charged towards them!

"Eeek!!!", Fluttershy screamed, hugging Discord."I-it's coming for us! What do we do?!"

Discord summoned a baseball bat, and swung it downward on the demon's head with all his strength, leaving it on the floor, stunned.

"SMAAAAASH!!", Discord yelled out. "Take that you nasty, ugly thing! ...Uh, Fluttershy, you can let go of me now."

"Oh, sorry...", she said, letting go. When she turned however, she immediatly screamed. A Pegasus-like demon flew straight towards them, talons ready to shred their flesh!

"AAAAAH! LOOK OUT!"

Discord swung the baseball bat at the Pegasus demon, sending it flying into a building.

"Now that, is what i call a home run!", he said before rushing at the demon to hit it some more.

Then the first demon got up, spooking Fluttershy. It was no longer stunned, though there was now a massive bump on it's head.

"S-stay back!", Fluttershy said, pointing her Solar rod at the demon in an attempt to put something between herself, when suddenly...

*PEW!*

A small beam of light shot out at the demon, burning a hole through it. Then, as the demon shrieked in pain, another beam was shot, and then another one, until the demon fell to the ground and disintegrated.

Once that happened, Fluttershy looked at the Solar rod. She had exorcised her first demon, and it felt good. Suddenly, she had an idea, as she looked at Discord beating the lights out of the Pegasus demon.

"Discord! Use the rod!"

"Huh? What?", he said, looking at Fluttershy with a confused expression.

"Use the rod the princess gave us! It can defeat them!", Fluttershy yelled out. Not very loudly, mind you, but Discord heard it anyway.

Discord pointed his Lunar rod at the demon, and then...

*pew!*

A small beam pierced through the Pegasus demon's head, disintegrating it instantly.

"Huh. Well, it looks like these sticks will be useful after all...", he said to himself.

"Alright, let's go find those two, so i can ask why they didn't just teleport us too when they could...", Discord said, putting his baseball bat away. "They can't possibly be that hard to find."

"Oh! I think that's them over there!", Fluttershy said, pointing at both Celestia and Luna, who were flying towards the city square.

"Well, what did i say...", Discord thought. "Let us go, then.", he then said.

As the two ran towards the city square, they were occasionally attacked by more demons, which slowed them down, but it was nothing that Discord's magic, and the rod's beams couldn't take care of. Some were Earth Ponies, and others Pegasi, but at least a few were Unicorn-like.

Meanwhile, in the city square, Tempest Shadow, the Captain of the Royal Guard, was fighting off several demons. Most were Shadow ponies, but a few were large, rotund dragons of similar coloration to the Shadows, which floated around spitting fireballs. While her crossbow did work, it seemed to not be as effective against them as she hoped.

"I'm not scared of you!", Tempest said, before firing a crossbow bolt right into a demon's forehead, exorcising it immediatly. She went to reload, when she noticed she only had two bolts left.

"Crap...", she said, watching as the demons got closer, only for a beam of light to hit some of them, which caused them to disintegrate. The other demons were then finished off by a blue beam. Tempest looked up to see that Celestia and Luna had arrived.

"Has the city been fully evacuated?", Celestia asked, as she landed alongside her sister.

"Not yet, there are still some civillians boarding the trains...", Tempest said, looking towards the train station. There were still ponies entering the trains, which led to safe places outside of Equestria.

"I didn't think they would've arrived so quickly, let alone pass through our defenses!", Luna said, looking at the destruction the demons were making.

"We actually were doing a good job at holding them back, but then some weird, portal-like creatures showed up, and started spitting them out!", Tempest explained. "That's what caused us to disperse."

"Hmm... I think i know what you're talking about.", Celestia said. "Regardless, we need to find a way to evacuate everypony out of here before more demons co-"

Suddenly, Celestia stopped talking. She suddenly changed her expression to one of distress, and she started to sweat. Suddenly, Luna started to do the same.

"Your highness?", Tempest asked. "Are you alright?"

"I'm... I'm sensing a powerful evil presence...", Celestia said. "Can you feel it too, Luna?"

"Yes...", Luna said. "It's like i have a horrible headache..."

Suddenly, a black circle started to form on the ground, and a symbol similar to an upside-down star appeared on it. It is then, that a horned figure emerged from the circle, cloaked in darkness. Then, the darkness on it's body dissipated, revealing the figure's true identity.

It was none other than Grogar himself.

"Hello, ladies...", the goat said, grinning. His sharp teeth looked like they could slice through flesh as if it was a hot knife through butter.

"So you've shown yourself, you monster...", Celestia said, readying her horn.

"Straight to the point, huh?", Luna said, recovering from her headache. "I thought a coward like you would just hide behind your army, but here you are..."

"I'm not a fool, i don't need my minions to do ALL of my work..."

The goat looked at the train station, his eyes filled with hatred. The ponies at the station just watched, as the being older than time itself looked at them.

"Tell me... Are they your subjects...?", he said, licking his lips.

"Why are you asking that?", Celestia said, her horn now starting to glow.

"No reason... It's just i want to see the despair on their faces... AS I TAKE DOWN THEIR SAVIOURS!"

Before anyone could react, Grogar's horns started glowing, and the bell on his collar started to ring. As this happened, massive tendrils made of shadow enveloped themselves around the two princesses, restricting their movement.

"Agh!", Celestia and Luna both said, as the tendrils started to squeeze them. It was as if they were going to be crushed! The ponies at the train station all reacted in horror, causing him to grin in a menacing fashion.

"You bastard!", Tempest yelled out, before aiming her now reloaded crossbow. "Release them, now!"

"Go ahead. Shoot me.", Grogar said, looking at Tempest with nothing but cold indifference. "See if you can save your precious rule-"

Tempest was not intimidated by the goat's words, and fired a shot straight towards his forehead.

And it hit.

It didn't kill him, but it had at least pierced enough through his skull to lodge itself in there. Once Grogar recovered, he was shocked.

"Did you... Hurt me?"

Throught all of his existance, only one other mortal had even gotten close to harming him, and even then, that time, it had missed. He didn't even think mortals could harm immortals such as him, yet this mortal, a pony no less, had managed to harm him.

And he did not like that one bit.

Using his magic, he removed the bolt from his head, causing a small stream of dark, shadowy blood to squirt out, like how a dolphin squirts water through their blowhole. He walked towards Tempest, slowly but methodically.

"You... Are the first mortal to ever have hurt me... How do you feel? Surprised? I sure was... But that matters not."

"If you don't release them now, i'll do it again, you sick fucking bastard!"

Tempest was thrilled, her heart was racing, and she was sweating. She did not feel fear, but her body still urged her to run. The ponies at the train station all watched in awe, as they boarded the final train.

"I cannot let you go. You deserve to pay... FOR YOUR INSOLENCE!"

Then another tendril appeared, and wrapped itself around her. Tempest tried to fight back, but the tendril started squeezing.

"Let... me... go...!", Tempest said.

"No.", Grogar said, before all the tendrils went back into their holes, dragging both the now unconscious princesses and Tempest with them.

"Come back, my minions, i have what we came for."

As soon as he said this, the demons stopped attacking the city and all started to go away, back to their master's castle. Fluttershy and Discord only had time to witness Grogar leave through his portal.

"Oh, confound it!", Discord said, somewhat angry. "We're too late for the party..."

Fluttershy only caught a glimpse of Grogar, but she felt every single strand of hair in her coat raise. "Oh... No...", she said, looking at the scene of destruction around them. "W-What are we going to do?!".

Then, they heard something. They looked at the direction of the sound, only to see a Pegasus demon grasping Fluttershy's pet rabbit, Angel, in it's talons! The noise was him trying to release himself!

"*Gasp!* ANGEL!" Fluttershy yelled out, before taking to the air and trying to follow the demon.

"*Sigh*, This is going to be a long, long day, isn't it...?", Discord said, before flying after Fluttershy to help her.

Meanwhile...

Inside Grogar's castle, several ponies, including Fluttershy's friends, were caged in the basement, now turned into a dungeon. The unicorns had their horns covered with a metallic implement, to prevent them from using their magic, and the pegasi had their wings restrained. Since Twilight had both a horn and wings, they were both restrained. Everything was quiet. Then, the doors to the dungeon opened, and many ponies gasped in horror, as they saw both Princess Celestia and Princess Luna restrained, and in cages, just like them.

"Princess!", Twilight yelled out, before a demon that was standing guard hissed at her, causing her to recoil in fear.

Then, Grogar entered the room, accompanied by four cloaked figures. He was apperently instructing one of his demonic minions on how to do something.

"...and make sure her and her guards suffer. Now... Princess Celestia, and Princess Luna. The rulers of Equestria, and the daughters of my archnemesis. How is the cage? Is it uncomfortable enough?"

"Oh now you've done it buster!", said Rainbow Dash, from her cage. "Just wait until i get out of this damn cage, and you'll be in for a world of hurt!"

"I'd like to see you try...", Grogar said, as if to provoke Dash further. But on the back of his mind however, the fact that a mere mortal had managed to hurt him was still there.

"You won't get away with this!", Celestia said. "There's still two individuals who can still stop you!"

"Oh i am aware of that.", Grogar said. I believe her name is Fluttershy. Although, i must ask... Who is the second one?"

Fluttershy's friends were surprised to find out their friend was out there. Celestia then spoke.

"Discord, the Lord of Chaos!"

As soon as he heard Discord's name, Grogar looked at Celestia with a mixture of shock and confusion. "WHAT?!", he said, bearing his fangs, his expression shifting into anger. "This explains what happened to that bastard..."

"Huh?", Celestia said.

"SILENCE!", Grogar said. "This does not concern you..."

Grogar proceeded to look at Fluttershy's friends, then at his cloaked accomplices, and then, he chuckled.

"That doesn't matter, i can deal with that later...", he said to himself, before addressing the ponies trapped in the cages. "Besides... I have just the perfect minions to capture them..."

"And who would they be? Huh?", Rainbow Dash said, as if to taunt him

"HER OWN FRIENDS... Get her."

Before anyone could say anything, one of the cloaked figures went inside Rainbow Dash, and suddenly, she was enveloped by darkness. She screamed in pain, as her friends could only watch in horror. Then, her cage burst into pieces, and something came out.

But whatever it was, it was no longer the Rainbow Dash they knew.

"So... Zebos, my loyal follower. How does this vessel feel to you?", Grogar asked.

"It is perfect... Masteeeer", "Dash" said, her voice now demonic. But it was clear, whoever was speaking, was not Rainbow Dash herself.

"Wonderful...", Grogar said, delighted by the demon's response. "Now... You three..."

"Find your own vessels, and then come to me..."

Author's Note

Demon Profiles:

Shadows (Unicorn Variant, part 1)
Threat level: Low
Class: Corrupted Spirit
The strongest of the three Shadow types (magically speaking), Unicorn Shadows are able to shoot projectiles made of dark magic, and some are able to teleport to short distances. However, they are the slowest of the Shadows, as their hind limbs are extremely short. Because of this, they primarily stay still when attacking. Their stationary nature, mixed with their teleportation being slow to charge, make Shadow Unicorns the second easiest Shadow to deal with.

Shadows (Pegasus variant)
Threat Level: Low
Class: Corrupted Spirit
The fastest of the three main Shadow types, Pegasus Shadows are known for their ability to swoop at opponents at great speeds, before clawing at them with their talons. These demons are not to be underestimated, as their talons are razor sharp, and their speed make them hard targets. The best strategy is to attack after they land, or attacking them mid swoop.

Dracodemon
Threat Level: Medium
Class: Corrupted Spirit
Dracodemons are the spirits of evil dragons that ended up in hell, and became even more corrupted. They retain their wings from when they were alive, but do not need them to fly, as their body is filled with a gas that allows them to float. Because of their balloon-like nature, they are very easy to pop with sharp objects.

"Portal Demon"
Threat Level: ?
Class: ?
Will appear later, so keep them in mind... ;)

Weapon Profile:

Celestial rods
Type: Tool
The main tool of a Demon Hunter's arsenal, a Celestial rod comes in two forms. Sun, and Moon. While both are functionally identical, the two types were blessed by different ponies, the Sun rods are blessed by Celestia, while the Moon rods, conversely, were blessed by Luna. They are easy to use, and extremely efficient.

Chapter 3: The Horse, the Freak, and the Bear

Fluttershy and Discord attempted to chase the demon that had captured Angel, but it was just too ahead of them.

"*Huff* C-come... *Puff* Back...!", Fluttershy said, almost completely exhausted. She didn't know for how long she'd been flying, but considering her wings were feeling quite sore, it had to have been for a while. It was then, that her wings gave out due to exhaustion. She would have fallen, if it weren't for Discord summoning a cloud right under her.

"Wowie, we managed to fly all the way here from Canterlot in just half an hour!", Discord said, pulling out a big pocket watch from one of his coat's pockets. "You know, you should challenge that Rainbow-haired friend of yours to a race someday. I'd pay some good bits to watch that!"

"*Gasp*, oh no...!", Fluttershy said, looking at something in the distance.

"Aww, why not? I feel like you co-", Discord stopped talking when he saw what Fluttershy was looking at. "Oh... Oh shit."

In the distance, was Ponyville, or rather, what appeared to be a twisted version of it. Buldings seemed to be in ruin, and the town hall had it's top half broken off. The Pegasus demon was flying in the direction of what appeared to be a corrupted version of Twilight's castle.

"Th-they... D-destroyed... everything...", Fluttershy said, starting to tear up again. "Oh... Oh by Celestia..."

"Alright, it appears we have a place to go now.", Discord said. "I'd say, we approach it from the ground."

"*Sniff*... What? W-why?", Fluttershy said, slightly weeping.

"Well, the way i see it...", Discord said, pulling down a projection screen, and putting on an army helmet. "If we go through the air, we will get there much faster, but it also means we will be extremely vulnerable to attacks.", he said, pointing at the screen. "If we go on the ground, we will be going slower, that is true. But! We will be much less at risk of detection, since we'll be able to easily sneak around.", he said, as the image on the screen changed.

"Oh... *Sniff*... I... Guess that could work...", Fluttershy said, still shedding tears.

"Some may think due to my sillyness that i am quite an idiot, but it's quite the contrary really.", he said, removing his army helmet, and pulling, the rope on the projection screen, causing it to fly up and disappear. "Just because i play the fool doesn't mean i'm an idiot."

"Wait, can't you just... Um... Teleport us there?", Fluttershy asked.

"Well, yes, but then the plot wouldn't happen", he said.

"W-what... What do you mean by tha-"

"No time to explain!", Discord said, cutting Fluttershy off. "Let's just go already, shall we?"

As Fluttershy and Discord walked through the hills outside of Ponyville, they took a moment to look at what became of the once pleasant scenary. The grass was stained a blood red, and felt extremely dry, the trees were leafless, and some were being parasitized by large, fleshy masses. The lake that the town's residents used to swim in was now filled with blood instead of water, and the smell of sulphur permeated the surronding area.

"Ugh. Say what you will about Equestria when i took it over, but at the least i actually bothered to make it look SOMEWHAT nice...", Discord said, looking at the state of the land.

Fluttershy was still trying to process the fact that the world she once lived in was transformed almost beyond recognition. She looked down, small tears forming in her eyes, when she noticed something.

"Wait...!"

"Hmm?" Discord stopped, and looked at what Fluttershy was looking at. "What is it?"

It was a footprint. With a big heel, five toes, and five triangular shapes in front. It was unmistakenbly left by a bear.

"Bear tracks? Really?", Discord said, raising an eyebrow. "Why are you pointing out bear tracks to me? I'm not a Bear-ologist!"

"That's not just any bear's tracks...!", Fluttershy said. "Those are Harry's tracks!"

"Uh... Who?"

"Umm... That would be my... Bear friend...", she explained. "He's the only bear that lives around here... So it has to be him..."

"Wait, that bear has a name?", Discord thought. He didn't really know the names of Fluttershy's animals other than her rabbit's.

"A-anyway... What i'm trying to say is that he might be close by!", Fluttershy said, anxiously. "He could be in danger..."

"Danger? He's a bear!", Discord said. "If anything, i would say HE is the danger..."

"I'm going to look for him...", Fluttershy said, following the tracks. "I need to make sure he's ok..."

"*Sigh*, do we REALLY, need to do this?", Discord said, rubbing his eyelids with his claws. "That bear can probably take care of himself."

"Discord, please...", Fluttershy said, looking back at him. "Can't you care about this for a bit...? Harry could be in danger, and yet... You're acting like this isn't important! Can't you care about others?"

"What?! I DO care about others!", Discord said, indignified by the remark. "I mean, i care about you! And my boyfriend! And our other friends to some extent... See?"

"But what about the ponies you don't know?"

"Well... I... What does this have to with any-"

Before he could finish, a roar was heard in the direction the tracks went.

"Harry?", Fluttershy asked, before continuing to follow the tracks.

Discord was a bit hesitant to follow Fluttershy. After all, what did this have to do with anything? After all, he was only on this adventure to "save" chaos, why did a bear matter? But, on the back of his mind, what Fluttershy said echoed.

"Can't you care about others?"

He tried to ignore it, but it was just repeating, and repeating in his head.

"Ugh! Fine! I'll follow her, but only to make sure she doesn't get brutally eviscerated... Not because of some bear...", he thought to himself.

As Fluttershy continued to follow the tracks, she noticed something about the way they were spaced. It seemed like Harry was running. But was it from something, or to get something?

That's when she heard another roar, and this time, it seemed whoever had roared was in pain.

"Oh no...", Fluttershy thought, as she started sprinting towards the direction of the roar. Discord wasn't that far behind, though he was still a bit hesitant.

As they climbed up a hill, they saw it. It was Harry, and he was being attacked by demons! They were throwing spears at him, and he was trying to fight them off!

"*Gasp* NO!", Fluttershy yelled out, before flying towards her ursine pal to help him.

"Huh. Didn't think she would recover her flight so quickly.", Discord said. "Guess she only needed to rest the... BEAR-minimum!"

The invisible audience then proceeded to boo Discord for his crappy attempt at a joke.

"Oh come on! That was funny, you all just don't get it!", he said, before following Fluttershy.

Before an Earth Pony demon could throw another spear at Harry, Fluttershy jumped in front of him, and shot him with her Solar rod, causing him to drop the spear, and causing the rest of the demons to look at her.

"Leave... Him... ALONE!", she said. The demons reacted by growling and snarling at her. Harry, now no longer being attacked, got the chance to swipe his claws at one of the distracted demons, slashing it's face, and causing it to screech in pain.

The other demons then tried to attack Fluttershy. One of them threw a spear, but she dodged it by flying up, causing it to impale one of the other demons. She then shot the other demons, including the one who threw the spear, while Harry mauled them with his claws and teeth.

After the demons had been defeated, Fluttershy and Harry both stood there victoriously, with Harry even giving a victorious roar.

That's when the sound of clapping caught their attention.

"Bravo! Amazing, now that's some action right there!"

It was Discord, sitting in a chair, holding a popcorn bucket.

"Umm... Ahem... Why didn't you help us?", Fluttershy said, raising an eyebrow.

"Oh... Uhh... I uhhh... I was going to! But... Uhhh... I was just so... surprised by your display of courage for saving your bear friend that i felt like watching it instead?", Discord said.

Fluttershy just looked at her mismatched friend with a raised eyebrow and a unamused face. Harry on the other hand, just looked at him with an annoyed look with his arms crossed.

"*Sigh*, ok, that was only half the truth.", he said, throwing the bucket away. "It was partially because you were doing such a good job, yes, but also because... I... I... Oh for my mother's sake... How do i put this...?"

As Discord thought, Fluttershy could tell there was something in him that had awakened, but was hesitant to come out.

"I... I'm conflicted, on whether or not i should help others i don't know very well...", he said, rubbing the back of his neck.

This took Fluttershy by surprise. Did her friend really just say that? Even Harry was taken aback by this.

"You... You really mean it?", she asked him.

"*Sigh*, Yes. That question you asked me, about if i could care about others... It just kept repeating in my head like that broken record player i threw out a month ago! Really, that thing got annoying after a while... So, that's why decided to follow you instead of just, i don't know, standing around like an utter idiot."

"Well, Discord... It's great to know that... You can care about others... Even if just a little bit...", Fluttershy said. "If you want... I can teach you how to care for others..."

Discord, after hearing the suggestion, had an idea.

"Alright. Deal, but with ONE condition."

"And that is...?", Fluttershy asked.

"I get to teach you how to do cool one liners.", he said. "Trust me, you won't regret it, my dear friend."

"Ummm... Deal?", she said, a bit confused by the proposal.

"Oho! That is great!", Discord said excitedly, as he got up from his chair. "Now, where can i start?"

"I think... a great place to start would be helping me remove the spears on Harry's back...", she said, pointing at the long, wooden spears stuck to Harry's back.

"Alright, consider it, done!", Discord said, getting his fingers into position. But before he could snap them, Fluttershy flew at him at shook her head.

"No... I think it would be best if you removed them with your own hooves, i mean... Claws..."

"*Sigh*, fine...", Discord said. "But if i screw it up, don't nag me. Trust me, i've had enough nagging from my aunt to last about three milleniums... And if my counting is correct, we're still in the second one."

The pony and the Draconequus both stood on each of the bear's sides. Said bear was now laying down on the ground, on his belly.

"Alright... You better hold still!", Discord said, grasping one of the spears with both of his claws. He then pulled the spear out, causing Harry to growl in pain.

"No Discord, not like that...", Fluttershy said. "You have to do it... Like this..."

Fluttershy grasped the spear, and slowly pulled the spear. Carefully removing it, and tossing it away.

"Now, you try...!"

Discord grabbed another spear, and, as slowly as he could, removed it from Harry's back. The bear still growled, but it wasn't as loud as before.

"There, there...!", Fluttershy said. "You're doing a good job!"

The two then proceeded to continue removing spears from Harry's back. Each time, Discord did it more carefully than the previous spear. Eventually, all the spears had been removed.

"See? That wasn't so bad.... Was it?", Fluttershy said, looking at her mismatched friend.

"Well, i guess...", Discord said, looking to his side.

Harry then got up, and stretched. It sure felt great not having a bunch of spears stuck to his back.

"So Harry... How are you feeling?", Fluttershy asked. Harry replied by hugging her, as form of saying thank you.

"Hey, excuse me, i helped too!", Discord said, pointing at himself. "Don't i deserve a hug too?"

Harry then (reluctantly) pulled Discord into the hug.

"Ah, that's MUCH better."

"Wait... OH NO! ANGEL!", Fluttershy said, escaping from the hug. "We forgot about him! Oh no, no, no..."

"Oh, relax, Flutters.", Discord said. "We're still close to Ponyville anyway. We can still walk there!"

"I'm sorry Harry... But we have to go... Angel's in danger, and we-"

Before Fluttershy could finish, Harry raised his paw in front of her, and growled.

"W-what? You want to come with us...? Why...?"

Harry growled again, as if to say "It's the least i could do".

"Oh... I see...", she said, looking at her ursine friend. "Well... I guess you could come with us..."

"Yeah, and with your big, burly bear muscles, none of those rancid demons can even stand a sliver of a chance against us.", Discord said to Harry. He was unamused by the mismatched creature, but his mind was made up anyway.

Harry the Bear has joined the party!

"Well then... I guess we should go?", Fluttershy asked her strange and bear friends.

"Indeed! Let us go!", Discord said. Harry growled in approval.

And so, the duo, now a trio, made their way to Ponyville, hoping to reach wherever the Pegasus demon took Angel.

Meanwhile, in Grogar's castle...

While Fluttershy, Discord and Harry were approaching Ponyville, the Pegasus demon that had captured Angel had reached the castle. It immediatly went towards the throne room, excited to show it's quarry. It entered the room, where it's master sat in an ornate throne seemingly made of brimstone.

"I see you've brought me something.", Grogar said, looking at the rabbit that his minion had brought him. "And would you look at that... It's a rabbit."

Not content with the situation, Angel stuck his tongue out at Grogar, although his reaction to it was nothing more than a wince.

"And one with an attitude as well... No matter, send this... Vermin, to the dungeon, I'll figure out what to do with him later...", Grogar ordered. As the demon carried him away, Angel bit the demon in one of his talons, attempting to break free, it did not work, as the demon simply scratched him in the face, almost slashing his eye. As the demon left with the poor rabbit, Grogar started to plot something...

"I sense that those two are getting closer... But that matters not...", he thought. "My followers are already in their respective places... Let's see how they'll react..."

"...When they'll have to face their own possesed friends..."

As Grogar thought that to himself, he started to chuckle. His plan was perfect... Fluttershy's friends would unwillingly be her doom, and they could do nothing about it...

Then, a different demon burst through the door. Grogar stopped chuckling, and immediatly demanded answers.

"There better be a good reason for you to enter my throne room like this...", he said to his minion. The demon started to growl and screech, yet despite the fact that it was an unintelligeable cacophony, Grogar could understand it clear as day.

"WHAT?! That unicorn with the broken horn escaped?!"

The demon simply nodded rapidly, and Grogar was not pleased.

"...Then tell the others to find her... and once you do... BRING... HER... TO... ME!", he roared furiously. He would allow none of his prisoners to escape. Especially the one that managed to harm him...

Author's Note

Demon Profiles:

Shadows (Unicorn variant, part 2)
Threat level: Low
Class: Corrupted Spirit
Aside from the previously mentioned abilities, Unicorn Shadows can cause other demons to possess another creature through the use of dark magic. This is what creates Possessed Individuals.

Possessed Individuals
Threat level: Low to Medium* (*depends on individual)
Class: Possessed
Possessed Individuals are, as their title implies, individuals that have been possessed by a demon, usually a Shadow. Possessed Individuals have glowing red eyes, and sharp teeth, which causes them to be identifiable at a simple glance. A Possessed Individual can be defeated by exorcising them, which also defeats the demon in the process. Notably, only Shadow Earth Ponies can possess Earth Ponies, Shadow Pegasi can only possess Pegasi, and Shadow Unicorns can only possess Unicorns.

Weapon Profile:
Solar Crossbow
Type: Ranged
A Crossbow blessed by Celestia herself. Each is enchanted to create powerful bolts made of pure light, which are able to exorcise demons instantly.

Chapter 4: Chapel of Ritual

To say that Ponyville had been ruined would be an understatement. The houses were destroyed, some more than others. There were large, masses of flesh growing from the ground, and sticking to the walls of houses, some of these had eyes, and teeth. The town hall's top had been broken off, creating a huge opening, and the whole town now smelled of sulphur and smoke.

As the trio arrived, Harry's sensitive bear nose immediatly picked up the horrid smells, causing him to recoil in disgust.

"Oh no...! Harry, are you ok...?", Fluttershy asked her bear friend, in an attempt to aid him. The bear just nodded, while covering his nose.

"Oh, good, gracious heavens!", Discord said, looking at the destruction around him. "It's even worse than i thought... Oh, my dear, precious chaos, what have these fiends done to you?"

Fluttershy just looked at Discord with an expression that could best be described as "Really now?", while Harry just face-palmed.

"Oh! And of course! How could those foul abominations ever have done this to sweet, sweet Ponyville?", he said, dramatically.

Fluttershy became distraught at the sight of the ruined town. The town in which she lived, and made friends at, reduced to a destroyed landscape. It was an awful sight.

Then, they saw something emerge from an alleyway.

It was a familiar face. A grey Pegasus mare with a blond mane, and bubbles for a Cutie Mark. It was Ditzy Doo, the town's delivery mare, but something about the way she walked, was... Wrong...

"Ditzy...?", Fluttershy said, in confusion. Despite being somewhat far away from her, Ditzy seemed to hear her. And once she turned to look at her, Fluttershy saw what was wrong. Her eyes.

Ditzy's eyes were already somewhat unusual due to a health condition, but her eyes were white with yellow irises, and black pupils. But now, they were completely red. And most bizarrely, they were glowing.

"You... Intruder...", "Ditzy" said, her voice distorted. "Must... GET...!", she yelled, as she flew rapidly towards the trio!

"Eeek!", Fluttershy said, grabbing the Solar rod, and immediatly firing a beam of light towards "Ditzy". The beam hit her, causing her to fall on the ground, stunned.

Discord, seeing this, grabbed his Lunar rod, and shot a few beams at "Ditzy" as well. Then she got up, and a dark smoke escaped her mouth, as her eyes turned to normal once more, and she collapsed.

"Ditzy?", Fluttershy said, running towards the unconscious mail mare. Discord found himself also going, though at a slower pace.

"Well, hopefully she isn't... You know, dead.", he said.

Fluttershy pressed her hoof against Ditzy's neck, and she still felt a pulse. It seemed Ditzy was fine, just unconscious.

But then, she twitched, and she slowly woke up.

"Hmmghh... Where... Ah! Get away you-"

"Wait! Calm down Ditzy... It's me, Fluttershy... You're ok...", Fluttershy said, as she calmed Ditzy down.

"F-Fluttershy? You saved me!", Ditzy said, hugging her yellow friend. "Oh, thank you so, so much!"

"Awww, now isn't that cute!", Discord said. Harry just watched as Ditzy simply continued hugging Fluttershy.

"O-ok Ditzy... I think that's enough...", Fluttershy said, causing Ditzy to stop hugging her.

"Oh, i'm sorry... It's just that i was happy to not be a puppet for those creatures anymore... It felt horrible...", she said, looking down.

"No, no... It's fine...", Fluttershy said. "Wait... What do you mean... Puppet?"

"I don't know really...", Ditzy tried to explain. "They tied me to a pole, then one of them just... Jumped into me... And then i couldn't control my body, or even speak... I could only watch... Oh it was awful!", she said, starting to tear up.

"Oh no...", Fluttershy said. "Did you... Harm anyone?"

"N-no... Not that i remember, but... I remember chasing others, and bringing them... There...", she said, pointing at the ruins of the Town Hall.

"Ok, and then what, little grey pony?", Discord said, holding a clipboard and a pencil, seemingly taking notes.

"Well... I don't know... But i do remember who i was chasing before you guys saved me...", she said, as tears formed on the corners of her eyes. "It was... Doc..."

"Doc...?", Fluttershy asked. "As in... Doctor Hooves?"

"YES...! *Sniff*, him! They made me take him there... Oh... *Sniff* I just... Don't know what to do...", Ditzy said, now crying.

"Oh, Ditzy...", Fluttershy said, comforting her. "We're sorry about that..."

"*Sniff*, i'm sorry but... Could you please... Save him...?", she said, trying to fight back the tears. "And tell him i'm sorry...?"

"Oh...! O-of course!", Fluttershy said. "We promise you we will find him... Right Harry? Right Discord?"

Harry just nodded to say yes.

"Oh, great...", Discord thought to himself. "More useless filler, just wha-"

Then, the words that Fluttershy had asked him started repeating in his head again, causing him to sigh in defeat.

"Alright, fine... I promise, we'll find your friend for you..."

"Oh, thank you!", Ditzy said, hugging Discord. At that moment, he hugged Ditzy back, as if to reassure her. He didn't know why he hugged her back. Maybe it was out of pity? Whatever the case, it didn't matter, as it filled him with a determination to help her.

"*Ahem*, alright, little grey pony, we're gonna find your friend, but you simply can't stay out here in the open!", he stated, before putting a hand on his chin. "But where to put you... Hmmmm..."

Then they heard a shriek.

Upon the roof of a house, stood another demon. This one looked similar to the Shadow ponies that they had faced up to this point, only, it looked like a Griffon with a vulture head instead. It was eyeing them down, as if sizing up the situation.

"Uhhh... Hello? Can we help you, my good sir?", Discord yelled out.

The Griffon demon stood on it's back legs, and produced an unholy screech. And then, several demons appeared from behind the buildings, alerted by the Griffon's call.

"Oh, oh shit..."

There were many of them, most were Shadow ponies, but others were strange, Octopus-like demons with only four tentacles. They slowly approached them, ready to rip them to shreds.

"Oh goodness... There's too many of them!", Fluttershy said, looking at the large amount of demons in front of them. "What are we gonna do...?"

"Relax, Flutters, i have the best plan to deal with this...", Discord said. "All four of us will have to use our legs for this little trick."

"Uhhh... Why?", Ditzy asked, confused.

"Simple, my little grey friend!', Discord said. "First step, we turn towards the opposite direction."

Confused, Fluttershy, Ditzy, and Harry all turned around, now with their backs facing the demons.

"Ok... W-what now?", Fluttershy asked. She could hear the demons getting closer.

"Now...", Discord said, before taking off running like a madpony. "WE GET THE FUCK OUTTA HERE, FLUTTERS!"

At this, the two mares and the bear also started running away. The demons, not wanting to lose their quarry, started chasing them.

"W-where are we going?", Fluttershy said, as they ran through the town's ruined streets.

"As if i know!", Discord said, his legs moving so quick they looked like wheels spinning. "I'm just trying to get away!"

"How about my house?", Ditzy said.

"Your house?! How could your house ever possibly be safe from those horrid freaks?!", Discord said.

"I don't know! It's just the safest place i could think of!", Ditzy said. "And Lyra and Bon Bon are there, they can-"

Suddenly, a group of demons appeared from the path to their left, spooking them, and forcing them to turn right, only for another group to appear right in front of them, causing them to turn to an alleyway. Unfortunely however, that led to a dead end.

"Shit!"

The demons, seeing their prey cornered, now slowly made their way towards the group, like wolves, ready to pounce...

"Well, it sure was nice knowing you folks!", Discord said, ready to accept his fate. "Now to see my dear gram-pappy again... *Sniff*"

Suddenly, Fluttershy had an idea.

"Discord! C-can you teleport us to your house?"

"M-my house?! Why?", he asked.

"S-so we can get away!", Fluttershy answered, as the demons prepared to pounce.

"Are we sure there's not a better option here?!", Discord asked. "I mean, i could just-"

"JUST DO IT!", she screamed.

At this show of pure terror from his friend, Discord grabbed at the wall like it was a sliding door, and opened a portal directly to his living room.

"Alright, get in everypony!", he said, urgently. "And you too, bear!"

As the two mares and bear entered the portal, Discord entered last. A Shadow Earth Pony pounced at the portal, in an attempt to enter it, but Discord slid the "doors" shut just in time, and by complete chance, sliced the Shadow's head clean off like a guillotine. The head fell to the floor, and shortly after, disintegrated.

"Well, this sure does give a new meaning to "losing your head", eh?", Discord joked.

"Wow... that joke sucked.", Ditzy said.

"Oh, hush now.", he said. "You just can't appreciate comedy."

"So, this is your house?", Ditzy said, finally taking in her environment.

To say Discord's house was something else would be an understatement. It was just as mismatched and strange as the Draconequus himself. There was furniture on the ceiling, a couch that looked like a piano, a swing that either looked like or was a donut, and one of the walls just had a stairway that led to nowhere. It was like an abstract painting came to life, and that was just the living room...

"Yes, yes, very nice, isn't it?", he said. "Thank you, i know. Now, you're only staying here until those foul abominations go away, until then-"

"I-i have an idea! W-why don't we... Ummm... take anypony we save here...?", Fluttershy said.

"Uh, *ahem*, EXCUSE me?!", Discord said. "Fluttershy, my house is NOT a fun little summer camp for ponies! I can't just-"

"Yeah! That sounds good!", Ditzy said. "This place is kinda weird, but i think i can stay here!"

"You can't possibly be serious...", Discord said, facepalming.

"But i am being serious!", Ditzy said.

"Discord, please...", Fluttershy said. "Your house is the safest place we have...! We can't just leave any survivors out there!"

"Well yes, but...", Discord tried to come up with an answer, but fell short.

"*Sigh*, fine then, but if you want to stay in my house you'll have to read the house rules!"

He then summoned a sign with some rules written on it. They were:

"Rule 5: No organizing my stuff (i like my place unorganized)

Rule 0: Don't go outside (trust me, there's some crazy beasts out there)

Rule 8: Don't enter my room (i like my privacy, you know)"

"Alright... I think i got it...", Ditzy said, before her stomach grumbled. "Say, do you have some muffins? I'm feeling kinda hungry..."

"Well lucky for you, i have a fridge that can summon any food you can think of out of thin air!", Discord said. "Allow me to show you..."

As Discord showed the house around to Ditzy, Fluttershy and Harry couldn't help to notice how nice he was being to his new houseguest.

"...And this door here is the bathroom.", Discord said, opening it to reveal that the bathroom was upside down. "Don't worry, i have a booster seat in case the seat just so happens to be, a bit too big."

"Ermm... How am i supposed to poop upside down?", Ditzy asked, confused.

"Oh don't worry, you'll figure it out."

After he showed her the other places of the house, such as a library with living, talking books that constantly told their contents , and an endless hallway full of guest rooms, all four of them went back to the living room.

"Alright, little grey pony, we have to go save your friend now. You better not try any funny business while we're out!", Discord said.

"Ok...!", Ditzy said, stuffing a muffin in her mouth. "Igh woum'th!", she said, as she chewed her most preferred snack.

"Very well, Fluttershy! Bear! It's time to go.", he said, as he opened the portal back to the Pony world. The demons had gone away, so this was their chance to go.

As they stepped through the portal, and the doors slid closed, Discord turned to see Fluttershy looking at him with a proud look.

"What? Is there something on me?", Discord said, confused. "If there is, it better not be an insect, or something..."

"That was very nice of you...", she said.

"Oh, pshhh! That was nothing...", he said, waving his hand. "I only did it cause you asked me to anyway..."

"Hmmm... I'm not so sure about that...", she said. "Are you sure?"

"100% confident on it, Fluttershy.", he said. "Not a single trace of doubt in my mind."

"Right...", she said, looking at Harry, who looked at her with the same look, as if to say "yeah he's lying".

"Alright, our next stop is the Town Hall.", he said. "This should be fun... I think, i don't know i've never been there."

As the trio reached the Town Hall, they could hear something happening inside.

"What's going on...?", Fluttershy said.

"Let me take a little looksie...", Discord said, before grabbing one his eyeballs, and shoving it and his arm under the doors.

The inside of the building had seemingly been converted into some sort of chapel. There were rows of benches, and several demons sat on them. Some were the Shadow ponies that they had seen before, but others looked different. Then, at the very back of the room, a tall bipedal demon, with the head of a pony, claws, and a huge "X" shaped scar on his torso appeared.

"Daemones! Ecce nova corpora dominorum!"

As soon as the tall demon said that, four glowing circles with upside down stars appeared on the floor. And from them, monstrous figures started to emerge.

"Oh... Good heavens...", Discord thought, as he saw who the figures were.

"Magister Joroth, daemon aranea... Magister Amoronzon, daemon arbor... Magister Zebos, daemon vespertilio... Et Magister Ramias, daemon serpens...! Veni...!"

From the circles, emerged... Fluttershy's friends. Except, they were seemingly all turned into monstrous versions of themselves.

"Thank you, Bishop...", "Rarity" said. She had seemingly been turned into a spider-like monster, and her voice was now distorted and demonic. "Now, before we commence the ritual, we'd like to thank our glorious master, for these new bodies for us to inhabit..."

"W-what's going on...?", Fluttershy asked, as Discord looked on in a mixture of shock and horror.

"Grr... These bodies... Are those of this realm's heroes... Grahaha... Pathetic worms... That's what they are...", "Applejack" said. Her body had seemingly been fused with a dead, crooked tree, and her voice was similarly distorted.

"You can say that againnnn... Amoronzonnnn...", "Rainbow Dash" said. She had seemingly been turned into a gargoyle like being with a large, thin, floppy tongue. "They were weak... And pathetic... But now... They are so... Much... Moooooore..."

"OH! This so fun!", "Pinkie Pie" said. She looked like a twisted Jack-in-the-box, with tentacles coming out of the box, and a long neck, which split at the middle, turning into two necks, with two heads. The left head was the one speaking in a distorted version of Pinkie's voice. "Haha, imagine the look of horror and despair on their faces when they see that we are using their precious little heroes as puppets! AHAHAH! How fun it will be, when i use this little pony's body, TO BRUTALIZE THE WEAK! AHAHAHAHAHAHAHAHAHAHA!"

"I... Don't want this...", the right head spoke. This voice was less distorted, but sounded sad.

"OH, what's this? Sad little old Jokey doesn't want to have FUN? Awww, what a shame... CAUSE YOU'RE GONNA HAVE SOME ANYWAY! HAHAHAHAHA!"

"Enough, Ramias...", "Rarity" said to "Pinkie's" left head. "And tell yourself to be quiet as well..."

"You heard Sister Jorooooth~", the left head said, in a sing song voice. "You better shut your mouth! Or eeeeeelse~..."

"Now, it is time for us to pray...", "Rarity", or rather, Joroth, said. "Repeat with me... Per Capram Malitiae..."

After witnessing such sights, Discord pulled his arm back from under the door, and placed his eye back on his face.

"Well, that was horrifying!", he said, slightly traumatized.

"What was...?", Fluttershy asked.

"Nothing! Nothing at all!", Discord replied. "Say, do you know if this place has a backdoor or something?"

"I... Believe there is?", Fluttershy said.

"Great! Because i simply REFUSE to open these doors", Discord said. "Because if you saw, what i saw behind these doors, you would not believe it..."

"O-okay...?", Fluttershy said, a little confused.

As the trio made their way to the back of the building, they saw two figures, seemingly trying to pick the door open.

"Come on, Bon! We have to hurry, before those things spot us!", said one of the figures, a mint colored Unicorn mare with a Lyre for a Cutie Mark.

"Damn it Lyra, i'm trying!", said the other figure, a light yellow Earth Pony mare with a pink and blue mane. "But this door's being really stubborn! I should have already unlocked it by now, yet it won't open!"

"Lyra and Bon Bon...?", Fluttershy asked mostly to herself. Unfortunely, she said it just a little too loud.

"AAAAAAAAHHH-Oh wait, it's just Fluttershy... Hi Flutters!", Lyra said, waving her hoof.

"Lyra! What was that scream for-Oh. Hey Fluttershy.", Bon Bon said.

"Umm... What are you two doing?", Fluttershy asked.

"Oh, just trying to save some captured ponies!", Lyra said. "What about you?"

"Well... We were going to do that... Also...", Fluttershy responded.

"Oh nice! Maybe you can help us open this door, since Bon Bon's lockpicking isn't!", Lyra said.

"Wait, why, oh why, does a simple candy vendor like you know how to lockpick?", Discord asked Bon Bon.

"I'm an ex-retired secret agent.", she responded. "Picking locks is like, one of the first lessons they teach you."

"Really now? You? A secret agent? Heh, sure.", Discord said, crossing his arms. "Next thing you're gonna tell me is that your little friend there is also one."

"Well actually, i'm in training...", Lyra said.

"Eh, close enough.", Discord thought.

Bon Bon then pulled out her lockpick, which was now bent beyond recognition.

"Oh, great. There goes our lockpick...", Bon Bon said. "How are we supposed to open the door now?"

Suddenly, Harry stepped up, and, with all of his ursine strength, punched the door open, knocking it out of it's hinges.

"Finally, the bear does something useful this chapter...", Discord thought to himself.

"Thanks Mr. Bear guy!", Lyra said.

And so the Ponies, the Bear and the Draconequus entered the building. They could hear ominous chanting coming from the main area, and the place reeked. Eventually, after sneaking around, they reached an area that looked like a hallway full of jail cells. Each cell was guarded by a Shadow Pony.

"Alright, as expected, the place is guarded...", Bon Bon whispered. "Luckily, i have just the thing for this situation. Lyra, did you pack the smoke bombs?"

"Yeah, they're right here.", she whispered, using her magic to grab a grenade-like object from her saddlebags.

"Great! Ok, you three stand back, because-"

"Hey, what about me?", Discord whispered a bit louder. "I can help you two, ya know..."

"Well sorry, but i am simply more experienced in battling monsters like those.", Bon Bon said. "Besides you two are technically just civillians, i can't just let you-"

"Well, does THIS mean anything to you, little pony?", Discord said, pulling out his Lunar Rod.

"Is... Is that a Lunar Rod?", Bon Bon asked. "Where did you get this?"

"Well, i'm not going to summarize the previous chapters for you, but to make a long story short, old Sunbutt and Moonbutt gave us these so we could fight off those demons."

"...Very well then.", Bon Bon said. "On the count of three, Lyra will throw the smoke bomb to disorient them, and then we strike. Got it?"

"Whatever you say, "secret agent".", Discord said.

"I... I guess...?", Fluttershy said.

Harry just nodded.

"Ok.", Bon Bon said, grabbing the smoke bomb.

"3..."

Fluttershy grabbed her Solar Rod, and held it tightly. Discord had to hold himself as to not try anything funny. Harry emitted a low growl.

"2..."

One of the Shadow ponies standing guard sensed something was off, and looked towards the entry to the hall.

"1!"

Bon Bon threw the smoke bomb, which detonated into a clump of smoke, obscuring the demons' vision. She then jumped at one of the Shadows, and proceeded to beat the crap out of it, courtesy of the martial arts she learned during her training as a secret agent. Lyra pulled out a combat knife from her bags, and slashed at one of them, barely dodging its spear. Fluttershy used her Solar Rod to shoot beams at the Shadows, and Discord did the same, while also teleporting around to dodge the spears. And Harry used his brute bear strength to crush and maul the demons.

Meanwhile, in the chapel...

As the demons finished praying, one of the Archdemon's noticed something.

"Do any of yoooou... Hear that...?", Zebos, the Archdemon possessing Rainbow Dash, said.

"Grrrr... Yes... It sounded like it came from the cells... Grrr", said Amoronzon, the Archdemon in Applejack's body.

"Indeed...", said Joroth. "We must go... Now.

"Sit tight, folks!", said Ramias, as he and the other Archdemon's made their way behind the stage. "We'll be back, soon enooooough~! HAHAHAHA!"

When the smoke cleared, all the demons were gone, defeated by the three Ponies, the Draconequus, and the Bear.

"Alright everypony! We're going to get you out of here!", Bon Bon said, to which the captured ponies rejoiced.

"Uh... Bon Bon... We only had one lockpick. How are we supposed to-"

"Well, just leave that to little old me.", Discord said, interrupting Lyra. He then snapped his fingers, and the bars were gone. The rescued ponies all exited their cells, and cheered for their rescuers.

"Discord...", Fluttershy said, as if to remind him of something.

"Do i reaaaally need to?", he asked.

"Yes, you do...", she said.

"*Sigh*, alright, everypony!", Discord said, sliding open the "doors" to his house. "Remember to read the house rules when you enter! Trust me, it could save your life!"

As the ponies all entered his realm, a little white colt, with brown spots on his coat, stopped in front of Discord.

"Thanks for saving us, mr. Discord!", Pipsqueak said.

"Oh. Ummm... Thank you, young pony.", he said, taken by surprise.

"Pipsqueak! Come along!"

"Coming ms. Cherilee!", he said, running towards his teacher.

Discord looked inside, seeing all the ponies trying to make themselves comfortable in the chaotic mess that was his home. That's when he heard something.

"Doc!"

He saw as Ditzy tackled and hugged a brown Earth Pony stallion with a hourglass for a cutie mark.

"Ditzy? You're... You're fine?", Doc said, as he hugged her back.

"Yes! I'm sorry i did that to you! I couldn't do anything! Please forgive me...", Ditzy said, as she started crying.

"Hey hey, calm down Ditzy, i know you weren't in control of yourself...", he said, comforting her.

"Welp, that takes care of that!", Discord thought to himself at the sight of the two friends reunited.

"Hey, guys...?", Lyra said, pointing at the cell in the back. "Nopony's exited this one..."

"You sure it's not empty?" Bon Bon asked.

Lyra entered the cell, but what she saw in there made her blood run cold.

"Oh... Dear Celestia...", she said. "Bon Bon, get everyone in here, and tell Discord to bring his portal!"

As the rest of the group entered the cell, they saw what Lyra had seen. There was a pole in the back of the room, with a pony wrapped up in chains around it. The poor stallion's front hooves seemed to have been ripped off, exposing the bones. Judging by the small stump on his forehead, he was a unicorn, although, not anymore. What stood out the most, aside from his injuries, was his clothing. It was the same as the one Fluttershy and Discord were wearing. That pony was a Demon Hunter.

"Oh. That's a corpse.", Discord said. "That's just straight up a dead body!"

"No wait... Look closer...", Lyra said.

Discord looked closer by stretching his neck up to the tortured pony, and noticed something. The stallion's chest was moving. Was he... Breathing?

"Wait... What the fu-"

Suddenly, the pony coughed, and looked at them. He was, in fact, still alive, despite his horrible injuries.

"Who...*Cough*... Are you...?", he spoke, his voice pained and weak.

"Oh my goodness...!", Fluttershy said, in shock. "You're... Still alive?"

"*Cough*... Yes... Unfortunely...", the stallion said. "Wait... I recognize you... You're... Fluttershy, right...?"

"Y-yes... I am...", Fluttershy said to answer him. "Why...?"

"Oh thank- *COUGH*... Goodness...", he said, coughing up some blood. "It's good to know... That at least one of the elements hasn't been... Possessed..."

"P-possessed...?"

"Uh oh...", Discord said to himself.

Suddenly, Harry let out a roar of pain, as a long, sharp, red... Thing... Stabbed him in the shoulder from behind. The rest of the group looked towards where the direction of where the red thing came, and as it turned out... It was a tongue. Her, or rather, HIS tongue.

"Well, Well, Weeeeell... Look who the cat brought innnnnn...", a sinister, distorted, yet familiar voice said.

The owner of the tongue, and his cohorts revealed themselves. Fluttershy gasped in horror.

"G-girls...?!"

"OH! Look at that! She thinks we're her friends!", Ramias said. "Haha! We're not your friends, SILLY! We're just using their bodies for our own needs! HAHAHAHA!"

"So... You are the pony our master told us about... Interesting...", Joroth said. Fluttershy vould tell it was Rarity's voice, but it wasn't her speaking. "I expected a bit more..."

"Graaah... Fresh meat! That's what... Grrr... She is...", Amoronzon said, in a corrupted version of Applejack's voice.

"Please... Leave her alone... She's done no-", the right head of Ramias said, before being slapped by one of his own tentacles.

"SHUSH, JOKEY!", the left head said. "You stay out of this... Hahaha..."

Zebos, the demon inside Rainbow Dash, then pulled out his tongue from Harry's shoulder. The bear once again roared in agony, and fell to the ground, seemingly losing all strength.

"Hmmmm... Delicioussss...", he said, licking his stolen lips.

"H-Harry!", Fluttershy yelled out, as she went to help the bear. "W-what did you...?"

"Oh, i just stole his vitalityyyyy... And i have to saaaay... It's taste is quite uniiiiique...", Zebos said. "And nooooow... I'll steal YOURSSS!"

Zebos' tongue lauched towards Fluttershy, ready to impale her! She braced for impact, but before it could hit her...

*pew!*

A blue beam of light hit the tongue, and Zebos was forced to pull it back. When he and the other Archdemons saw who it was, they were shocked.

"HEY, YOU FREAKS!", Discord yelled out. "Why don't you pick on someone your own size?"

"Is... Is that...?"

"Grrr...?!"

"My, Myyyy... Look who it issssss..."

"OH! Now THIS is interesting! HAHA! How unexpected!"

"Hey, why are they all looking at me like that?", Discord asked to Bon Bon, who just shrugged.

"So... If it isn't Discooord...", Zebos said, nursing his tongue. "The so proclaimed "Lord of chaossss"..."

"Why are you speaking like that, are you a snake or something?", Discord asked.

"But i think... A better title for you... Would be "The Failuuuure"...", Zebos said, ignoring his question.

"*Ahem*, EXCUSE me?", Discord said, offended. "You dare call me, the master of all things nonsensical, the one who laughs at logic, a FAILURE?!"

"Give... Me... Back..."

Everyone, even the Archdemons, looked at Fluttershy. She now looked really pissed.

"GIVE ME BACK MY FRIENDS!", she yelled out, as tears of rage formed in the corners of her eyes. She pulled out her Solar rod, and aimed it, ready to fire at the deplorable monstrosities using her friends' bodies.

"How interesting...", said Joroth. "It appears that pony isn't so pathetic after all..."

"Indeeeeeed..., said Zebos.

"If you want your friends back... You'll have to take them from us...", Joroth said. "That is, if you even CAN defeat us... Ohohoho!"

"HAHAHA! Her?! Defeating us? HA! What a joke!", Ramias scoffed.

"Grrr... That weak and pathetic pony... Graargh... I'll crush her if she tries...! Graaaah!", Amoronzon said, snarling.

"She cannot beat ussss...", Zebos proclaimed. "She will die tryinnnnnng..."

"Please don't let her die...! Please don't let her die...!", Ramias' right head thought.

"Very well... Let us go, for we must tell of this to Master Grogar at once...!", Joroth said, as she and the other Archdemons summoned large circles with a upside-down star on each, and sunk into them.

Fluttershy slowly lowered her Solar rod, and proceeded to cry. Mostly out of anger, but also out of fear. Her friends had been turned into monstrous puppets for forces of pure evil, but she needed to save them. Could she do it? She didn't know...

Discord sat down next to Fluttershy, and put his hand on her back, trying to comfort her. "Don't worry, Fluttershy, you can cry all you want.", he said. "I'd say, it's perfectly reasonable to cry, given that... Uh... Unpleasant encounter we just had... Trust me, i'm just as angry at those bastards as you are."

"Hey... Fluttershy...", the Demon Hunter spoke as Lyra and Bon Bon unrestrained him from the pole. "You can't just fight those freaks and save your friends with just that rod... I'm going to give you something..."

"*Sniff*, hmmm?", Fluttershy muttered, as the Demon Hunter pointed with his mangled hoof at something in a shelf to her left.

"That there... Is a Solar Crossbow...", he said. "It's mine, but... Seeing that i can't use it anymore, i'm willing to give it to you..."

Fluttershy approached the shelf, and grabbed the Crossbow. It was golden, with a orange hilt, which had a mark similar to the sun stamped on it.

"Thanks... But i don't know how to use it...", she said.

"I can teach you...", the Demon Hunter said. "Let's go...", he said, limping towards the portal to Discord's house, with Lyra and Bon Bon following him.

"Ummm... Discord?", Fluttershy asked. "Could you... Please bring Harry imside? Since he's too weak to walk...?"

Discord looked at Harry, and then sighed. "Alright, big guy, let's get you inside..."

Harry just growled in discomfort, due to his injury.

Meanwhile, in Grogar's Castle...

Twilight's laboratory hadn't been left untouched by the demons. There were papers scattered everywhere, books thrown about all over the place, and several bottles and test tubes lay broken on the floor. But one thing that ha been left untouched, was a strange mirror. Suddenly, the glass started glowing, and from it, emerged a yellow Unicorn, with a gold and red mane, teal eyes, and a sun for a Cutie Mark.

"Hey Twi! I'm here!", Sunset Shimmer said, before taking notice of what happened.

"Woah... What happened here?", she thought, as she looked around the room. She slowly trotted towards the door, opening it slowly, to find there was nopony in sight.

"Twilight? A-are you there? It's me! Sunset!", she asked. "Err... Nice paintjob you did on your castle...", she said, noticing how the walls were a different color than what they once were.

Then, she heard something.

She looked around, only to see a dark creature, somewhat similar to a pony, with red glowing eyes to her left. It was growling at her, like an agressive dog.

"W-what the fuck...?! Who are you?!", she yelled out, only for another noise, a screech, to catch her attention. She looked behind, only to see a Griffon-like creature producing a horrible sound, as more creatures seemed to appear from both sides.

Sunset ran back inside the room. Luckily, the key was still in the door, so she turned it, locking the door.

"What the hell are those things?!", she thought. Then they started pounding on the door. She backed off, and started running towards the mirror to return to her world. But then, she thought of something.

"Wait! I can't just leave, Twilight's probably in danger! And what if those things follow me into the human world?!", she thought. "Oh goddamnit, i need to think!"

She then had an idea.

"Here goes nothing...", she said, as she charged a beam.

The creatures kept pounding, and pounding at the door. It sounded like the lock could break at any moment!

"Come on... Come on!", Sunset thought, before a beam shot out of her horn, and onto the mirror, shattering it.

"Well, there goes my only way of getting out...", she thought. Then, the door bust open, and the creature's got in.

"But at least my friends in the human world will safe...", she thought, as the creatures got closer.

"Alright... I don't know what you monsters are, but if you want to get me, you'll have to fight me!", she said, rearing up on her hind legs, and holding her front hooves like a boxer.

The creatures charged at her, and she, in turn, charged at them.

"BRING IT ON!", she thought, as she prepared to fight for her life.

Author's Note

I unfortunely ran out of ideas for Harry, so for now, he's going to be "benched".

Demon profiles:
Bishops
Threat Level: Medium
Class: Corrupted Spirit
The Bishops are the souls of murderers, which after being transported to the Underworld, became even more corrupt. They have the ability to summon fire from their hands, and can heal other demons (ironic, given their origin)

The Horrors
Threat Level: Medium
Class: Hellspawn
These demons are the result of the evil energy that exists in the Underworld being given a physical form by Grogar. They resemble Octopuses, and are extremely territorial.

Shadows (Griffon variant)
Threat Level: Medium
Class: Corrupted Spirit
Shadows are not restricted to only being ponies, and shadow Griffons are the proof of that. They are able to call for the assistance of other demons during battle, which can prove to be a problem.

Who are The Followers?

The Followers of Grogar, as their name implies, were a Grogarian cult that existed around the time Celestia and Luna rose to power. They were known to commit atrocious acts, such as the destruction of sacred sites, and ritualistic sacrifices, all in Grogar's name. They were eventually found out by Starswirl the Bearded, who, along with the other Pillars of Equestria, attempted to bring them to justice. But before the leaders of the cult were caught, they fully gave their souls to Grogar, transporting them to the Underworld, and turning them into Archdemons in exchange. It is possible that they were the ones who cursed Stygian with the parasitic Hellspawn once known as the Pony of Shadows, though this is but a rumor.

Chapter 5: Carousel Cavern

"So... You say you have found her...

Grogar sat in his throne room, looking at a magical projection of Joroth, who he was conversing with.

"Yes, master... She thinks she can defeat us, and save her friends... Heh, as if...", Joroth said.

"Very well...", he said, bearing his fangs. "Defeat her and bring her to me... So i may dispose of her myself..."

"And what of her "little friend"...?", Joroth asked.

"Kill him... That fool is useless to me... A failure..."

"As you say... Master...", Joroth said, as the projection dissipated.

Suddenly, there was a knock at the doors to the room.

"Come in..."

A group of demons entered the room. They had brought him their latest find. A yellow Unicorn, with a red and gold mane.

"And who might this be...?", Grogar said, licking his fangs.

A demon explained to him what happened through growls and screeches. Sunset looked at the looming goat before her. He was big, bigger than a pony, at least. His horns were huge, and he had fangs. Goats in the human world didn't have fangs, and from what she remembered, neither did the ones in Equestria. They were herbivores, like her, but not this one.

"Who... The fuck... Are you?", she said. She had fought these demons at the laboratory, but they proved too numerous. She was bruised and beaten, but still willing to fight.

"I am the one you ponies call... Grogar...", the goat said. "And tell me... Who are you...?"

"Why should i tell you?!", she said, with noticeable anger. "Where's Twilight? Or Spike? Or anyone else for god's sake!"

"Ah... You know that detestable purple idiot... How nice...", Grogar said. "What is your relation to her...?"

"That's none of your business.", Sunset said, her anger growing.

"Well... Aren't you a feisty one... Regardless... I'm sure my guards would be willing to show you where she is...", he said, before grinning.

"WHAT DID YOU DO TO HER?!", Sunset angrily blurted out.

"Oh... Nothing yet... But now that you're here... *Chuckle*... I can start to think about it...", Grogar said. "Take her away..."

As the demons dragged her away, Sunset only got angrier. Especially at Grogar. If it wasn't for the fact that her horn was restrained, and that she was bruised and bleeding, she would probably have tried to take him on.

As the demons lef the room, Grogar was left alone with his thoughts.

"They still haven't found that Unicorn with the broken horn... Tempest... I believe that is her name... I cannot let her escape...", he thought to himself. That former Unicorn had been the first mortal being to harm him, so his fears were justified. "Come to think of it... HE won't shut up about some traitor... An Unicorn... With a broken horn... Hmmmm..."

Meanwhile, at Discord's house...

Fluttershy and company had managed to bring Harry to one of the guest rooms. She attempted to bandage Harry's injury, while Discord and the rescued ponies watched as she did so.

"There, there... It should be all nice....", she said, as she finished bandaging it. The bear exhaled in relief, though he was still in pain.

"Alright, now that this whole fiasco is dealt with...", Discord said. "What's our plan?"

"I... I don't know...", Fluttershy said. She had no idea how she would defeat the Archdemons, and save her friends.

"Didn't that Demon Hunter guy we saved say he wanted to teach you how to use his crossbow or something?", Bon Bon asked.

"Oh... You're right... I'll see how he's doing...", she said, leaving the room.

She made her way to the next guest room, where the Demon Hunter was residing in. She knocked on the door, and opened it.

"So. I see you want to hit me up on that offer...", he said, looking out the window.

"Ummm... Yes... I want you to teach me how to use the crossbow...", Fluttershy said, nervously.

"Very well!", he said, turning to face her. His mangled front hooves had been bandaged, although it still seemed like walking was somewhat painful.

"Before we begin, i would like to properly introduce myself. My name is Criss Cross.", said the Demon Hunter. "I'm an expert when it comes to crossbows."

"Well... Nice to properly meet you, Criss...", Fluttershy said.

"Now, do you still have the Solar Crossbow i gave to you?", Criss asked.

"Y-yes...", Fluttershy said, pulling it out from under her wing.

"Good. Now, start by holding it with your hooves."

Fluttershy grabbed the with her hooves. It required her to stand on two legs, but it wasn't too bad.

"W-what now...?", she asked.

"Now, pull the drawstring back until you hear a click.", Criss said.

Fluttershy did as instructed, and pulled the string back, until she heard a click. When she did, a rod of light appeared on the middle of the crossbow.

"I-is this... Supposed to happen?", she asked.

"Yes, it is.", Criss said. "Now, aim, and fire at will!", he said, opening the window to the room.

Fluttershy aimed the crossbow at the open window, and pressed the trigger. The rod of light was shot out, and hit a rock outside.

"Great shot!", Criss said.

"T-thank you...", Fluttershy said.

Then, the door to the room opened, and Discord came in.

"Hey Fluttershy, could you please hurry? We still have to save your frie-*GASP!*, ROCKY!"

Discord flew past the two ponies, out the window, and grasped the rock with his claws.

"No, no, rocky... Speak to me! Please don't die on me!", he said, as tears streamed down his face.

"Oh no! I-i didn't mean to i swe-"

"Nah, i'm just joking, rocky was quite the dickhead, so it's fine.", Discord said, while wiping his tears, and placing the rock down.

"How can a rock even be a dickhead?", Criss thought.

Later...

"What do you mean you two aren't coming...?", Fluttershy asked to Bon Bon and Lyra.

"It's simple really.", Bon Bon said. "As Discord stated himself in his house rules, the surrounding area around his house is dangerous, and someone needs to stay here to guard the civillians in case any of the creatures out there gets too curious."

"Really sorry, Flutters...", Lyra said. "But i'm not leaving Bon Bon's side! I don't want her dying on me! Besides... I'm scared of our possessed friends..."

"Wow. Some "secret agents" you two are!", Discord said. "More like "secret wusses"! How would you two even possibly deal with the abominations that lurk out there?!"

"Discord, my job requires me to face "abominations" on the regular.", Bon Bon said. "I could probably defeat all of the wild creatures that live here."

"Ohhhh, now THAT'S a bold claim! And by "a bold claim", i mean bullshit!", Discord said. "I bet you don't even know how to deal with a Scrambler Wasp-"

"You bait them to sting you, grab their stinger, rip it out, and then use it to stab them.", Bon Bon said, non-challantly.

"W-well that's basic stuff! Even a foal could learn that!", Discord said, taken aback by Bon Bon's answer. "I bet you don't know their eco-"

"They are solitary despite being wasps, they lay their eggs in upside-down-trees, and their venom can switch a pony's senses around, and when distilled, can make for a drink with a peculiar taste that can boost one's senses."

"...Wait really? Is the drink part true?", Discord asked.

"Believe it or not, yes.", Bon Bon said. "The Higher-Ups at S.M.I.L.E make us drink those before going on missions."

"Wait, that's what that is?!", Lyra asked in confusion. "I thought those were just weird soda pops!"

"Hmmmm... Very well then...", Discord said, still a bit skeptical. "If you really want to guard my house, fine, but if you get your colors stolen by a Colar Bear, or Cougaroo slashes your eyes out, don't say i didn't warn you!"

"Oh, i dealt with those before, i'll be fine.", Bon Bon said, rolling her eyes.

"Oh! I faced a Colar Bear before!", Lyra said. "Not having colors sucked, thank Celestia me and Bon Bon got them back!"

"Well that's something we both agree with...", Discord thought.

After the portal back to Equestria was open, Fluttershy and Discord exited it, before he slid the portal closed.

"Alright. So, what's the plan?"

"I... I don't really... Ummm... Have... A plan...", Fluttershy said.

"Whoah, Whoah, Whoah, hold the phone... WHAT?!", Discord said. "You're telling me, that you literally challenged four extremely powerful, extremely dangerous demons, AND YOU DON'T EVEN HAVE A PLAN?!"

"I-i'm sorry...! I just... Don't know what to do...!", Fluttershy said.

Discord sighed before slapping his face, and dragging his hand across it.

"Oh, for fuck's sake...", he thought. "Alright fine, how about we do it like this?" He said, pulling down a projection screen. "We go from whoever you think will give us less trouble, to the ones that are presumably harder. Does this sound particularly good?"

"I mean... I guess...?", Fluttershy said, a bit unsure.

"Very well then!", Discord said, pulling a rope at the bottom of the screen, and making it fly upwards. "Now, ask yourself this not-so-hypothetical question. Who of your friends do you think would be the least dangerous if they were possessed?"

"Hmm...", Fluttershy thought hard about the question. "...Rarity maybe?"

"Alright, Rarity it is!", Discord said. "Let us go forth, and vanquish that fiend from your friend's body! Now, where to find her..."

"Well... I think i know where she could be..."

Rarity's shop, the Carousel Boutique, looked surprisingly intact on the outside, the only things that were wrong about it were that the windows looked cracked, and there were cobwebs covering the entire building. Fluttershy tried to look in through the window, but she couldn't see anything.

"That's weird...", she thought. "It's as if... The windows are covered by... Something white..."

"Sheesh, pretty sure if Rarity saw what that fiend did to her place, she'd just die on the spot...", Discord thought. "Now i don't know much, if anything, about fashion, but even old me can tell this is horrid!"

Fluttershy knocked on the door.

No answer.

"Should we... Go in?", Fluttershy said.

"I dunno!", Discord said, shrugging. "You tell me!"

Fluttershy breathed in, and exhaled in antecipation. She didn't know what could be behind that door. She pushed it, and slowly opened it.

What she and Discord saw confused them both.

It was some sort of cavern. The entrance was connected to a large chamber, where there was a hole on the ceiling, allowing for the red light from above to shine upon the chambers floor. There was a tunnel that led deeper into the cave, it looked like it had been dug out.

"Wow, did Rarity remodel her shop or something? Because i have to say, i did not think dark, foreboding caverns was something she enjoyed.", Discord remarked as they entered the chamber.

"She doesn't...", Fluttershy said.

Then, out of nowhere, the door slammed shut behind them, and disappeared.

"Well that sucks.", Discord said.

"Oh no...! W-what are we going to do...?", Fluttershy asked.

"Relax, Flutters, i know just the trick.", Discord said. He walked to where the door once was, puffed his chest, raised his arms, and then...

"OPEN, SESAME!", he said sticking his arms and the palms of his hands towards the door.

Nothing happened.

"Huh, that's weird.", he said. "That usually works most of the time..."

"Well... I guess we can leave through that hole...", Fluttershy said, pointing at the hole in the cave's ceiling.

"Hmmm... That seems easy... In fact, i'd say it's TOO easy! There's gotta be some sort of catch to that.", Discord said. He summoned a small stone, and threw the stone at the opening on the cave's ceiling... Only for it to hit the opening as if it was a solid surface.

"Ah-HA! Just as i thought, an illusionary opening!", he said. "That's a cheap trick, but i will admit, it is efficient..."

"Can you at least open the doors to your house...?", Fluttershy asked.

"Let me see...", Discord said, before sliding the air, revealing his house. "Yep, still works!", he said, sliding it shut once more.

"*Phew*, thank goodness...", Fluttershy said.

"Alrighty. Now that we know we do have a safe place...", Discord said, summoning a flashlight. "Who wants to go spelunking?"

"Ummm... N-not me...", Fluttershy said.

"Oh, relax Flutters. We'll be fine! You've dealt with things worse than a cave."

"Yeah... You're right, but... It's still scary...", she said.

"Hmmm... Fine, i'll give you a flashlight too.", Discord said, giving Fluttershy another flashlight, which she took. "This way you don't have to hold me like an oversized plush all the time."

"Umm... Thank you...", Fluttershy said, holding the flashlight with one of her wings.

The two entered the tunnel. The tunnel was wide, with stalactites and stalagmites adorning the ceiling and ground. There were cobwebs pretty much everywhere, and the only sources of light were their flashlights, and occasionally, some clusters of glowing, blue gemstones.

"What's with all the cobwebs in here?", Discord said. "I mean, i get that the demon possessing Rarity turned her into a spider, but this is just a bit too much!"

"Well... Some spiders are known to live in caves...", Fluttershy said.

"Well yes, but i see no spiders he-"

Then, a shriek was heard, and two glowing red eyes emerged from the darkness. Their owners appeared soon after. Two monstrous, insect-like demons, one resembling a wasp, and the other a cockroach. Their heads resembled those of the Changelings that haf attempted to invade Equestria years ago, but with a strange lower jaw, which when open, could split in the middle, where the pieces were connected by a thin, fleshy membrane.

"Giant bugs?", Discord asked to no one in particular. "Boy, this sure gives me Deja Vu... Of course those bugs were different than you two, but-"

The wasp-like demon flew towards Discord, ready to sting him. He quickly teleported behind it, grabbed it by the wings, and threw it at the roach-like one.

"Hey i was talking here, asshole!", he screamed out. The two insect demons got back on their feet, and proceeded to screech at them.

Fluttershy pulled out her Solar rod, and Discord his Lunar rod in response. The wasp demon quickly charged forward, it's stinger ready to impale Fluttershy. She dodged it, and shot the demon instead, angering it even more. Discord tried shooting the roach demon, but it had no visible effect on it.

"Ooooh, so that's how we're doing this, eh?", he said, before the demon raised itself up on it's rear legs and screeched. Discord took this opportunity and dropkicked the demon in it's exposed underside, causing it to fall on it's back. He then fired some shots at the demon's exposed abdomen, and this time it killed it.

Fluttershy kept dodging the wasp demon, shooting it when she had the chance. The wasp flew around after her, angry, and ready to sting her. It then prepared to charge at her again, but Fluttershy had an idea. She put away her Solar rod, and grabbed her newly acquired crossbow. She aimed it at the wasp demon, before it then charged at her at full speed, startling her, and causing her to fire the crossbow bolt directly into the wasp's forehead, killing it, and causing it to desintegrate almost immediatly.

"Wow, now that was a nice shot!", Discord exclaimed, before clapping.

"T-thanks...", Fluttershy said, a bit shaken from the encounter.

"Alright, now let's find out where this tunnel actually leads to...", Discord said.

After a few more steps in the darkness of the cave, they reached a split path. One tunnel led to the left, while the other, to the right.

"Hmm... Two paths... How exciting!", Discord said, mostly to himself.

"So... What are we going to do?", Fluttershy asked.

"Well, Fluttershy, how about we split up for a little bit?", Discord said. "I go left, you go right."

"W-what?! Split up?! B-but what if one of us gets in danger?!", she said.

"Fluttershy, i am a creature made of pure magical energy who's species is as old as the universe itself. I'll be fine!", Discord said. "Besides, think of it as... Hmmm... Let's see... Going to get water at night! Just pretend the insides of this cave is the inside of your house."

"O-ok...", Fluttershy said.

"If you get in trouble, just scream really loud, maybe i'll hear it!", he further added.

And so, the duo split, with the Pony taking the right path, and the Draconequus the left path.

Fluttershy slowly crept through the the tunnel, eventually reaching a passage covered by cloth. She pulled it back, revealing a strange chamber. It was covered in a strange, white material similar to silk. There were mannequins and sewing equipment hanging from white threads on the ceiling. The whole place was illuminated by blue gemstones.

"H-hello...?", Fluttershy asked. "A-anypony there...?"

"Well... Well... Well...", said a familiar, distorted voice.

Fluttershy turned around, and screamed at the sight before her. It was Rarity, still possessed by Joroth, crawling on the wall.

"So you did decide to come... Haha... How foolish...", Joroth said. "Do you seriously still think you can save your friend?"

Foul Queen of Spiders
JOROTH

Author's Note

Demon Profiles

Cubus (female/Succubus)
Threat Level: Medium
Class: Corrupted spirit
The corrupted spirits of evil Changelings, the "Cubus" are insectoid demons known for their dimorphism, where the males and females look different from eachother. Female Cubus, known as Succubuses/Succubi, are wasp-like, and have the longest stingers. However, these stingers are not what they seem, as they are actually ovipositors, with the females using them to insert their eggs into their victims.

Cubus (male/Incubus)
Threat Level: Medium
Class: Corrupted spirit
While the female Succubus resemble wasps, the males, known as Incubuses/Incubi, are more similar to roaches. Their back is armored, meaning any attacks must be done when it's rearing up to crush it's opponent, or when it opens it's elytra. Instead of depositing eggs in their victims, Incubi will use their stinger to shoot out a powerful acid, which can cause severe burns.

Chapter 6: Facing the Seamstress

Meanwhile, a few moments ago, back with Discord...

"Damn, this tunnel's longer than my intestinal track!", Discord said, as he walked through the path he took. "If this turns out to be a dead end, i swear on my mother i'll-"

Suddenly, he heard some screeching coming from deeper within the tunnel. This caused him to stop, then slowly continue on his way. As he continued through the tunnel, he saw a faint light around a bend.

"Hmmm...? And what might this be this time?", he thought to himself, as he turned off his flashlight, and slowly walked towards the bend.

Peeking from the side, he saw a chamber, illuminated by glowing indigo gemstones affixed to the walls. It was decorated with what appeared to be silk, which covered the chamber from top to bottom, and there were some of the same insect demons surrounding something at the back of the room.

"Oh. Great... More bugs...", Discord thought to himself. "But i know a simply great way to deal with them!"

He slowly entered the chamber, stuck his thumb in his mouth, and blew it like a balloon. Just like that, his hand became enormous. He slowly approached the insect demons, careful to make no noise.

One of the demons, one of the roach like ones, noticed something seemed off. It turned it's head 180 degrees to look behind itself, and only had time to screech, before...

*SPLAT!*

It and the other insect demons were crushed under Discord's enlarged hand. He lifted it, revealing that the wasp demons desintegrated after being killed, but the three roach demons hadn't.

"Oh, it seems we have some tough ones here!", Discord said with a smirk, his hand shrinking back to normal.

The roach demons got up, and screeched violently. They all reared up on their hind legs, and shot out a strange green fluid from their stingers. Discord teleported just in time, as the fluids hit the ground, and made a hissing sound, as the puddles made holes on the ground.

"Acid?", Discord thought as he saw the fluid in action. One of the roach demons then shot more of the fluid at him, but he dodged it by stretching himself out of the way, and counter attacked by shooting it with the rod right at it's abdomen, destroying it, and killing it.

The other roach demons lunged at him, but he teleported away, hitting eachother instead. One of the demon's abdomen was exposed, so Discord stomped on it with both of his feet, crushing it and killing the demon. The other demon, now alone, recovered, and tried to shoot acid at him. Discord teleported behind it, grabbed it, and then suplexed the demon, crushing it's head on the floor, which killed it.

"I learned this one from an old friend!", Discord said, grabbing his hat, and putting it back on. "Now... What were these freaks doing?"

Discord looked at the area the demons were looking at. He saw what appeared to be sacks, made of the same odd silk which covered the room.

"Oooh! Four odd silky sacks? My oh my! How mysterious!", he said, walking towards the sacks.

"I do wonder what's in them though... Well, only one way to find out!"

Discord poked a hole in the first sack with one of his claws, before dragging it across the sack, opening it.

"Now, what's inside sack number one? Why, it's-", he said, before recoiling in pure shock.

Inside, was a light beige Earth Pony mare, with cyan hair. She wore a orange tie, and seemed unconscious. But that's not what shocked Discord. What shocked him were the several strange, larvae looking creatures emerging from her stomach area.

Discord felt his legs turn to jelly in horror, he looked away, unable to handle the sight, then threw up in a mixture of disgust and fear.

"Oh... Oh good heavens above...", he said, horrified. "Goodness, that's awful..."

After regaining his composure, he grabbed the Lunar rod again, and approached the open silk sack. He closed his eyes, and fired multiple shots into the sack. He could hear the larvae screech and splatter as he shot them. When he opened his eyes, not a single larvae remained, leaving the poor mare's stomach completely open, the flesh on her abdomen had been eaten away, leaving a massive, uneven hole which exposed her intestines. Yet somehow, the mare was still alive.

"Ech... This makes me sick...", Discord said. "Still, i have to help this poor pony. They can't just stroll around with a massive hole in their stomach!"

He carefully removed the poor pony out of the sack, then snapped his fingers, which summoned bandages which wrapped around her body, covering the hole.

"Ah! Now that's better.", Discord said. But then he realized something. "Wait... Wait, wait, wait... Does that perchance mean...?"

He went to another sack, and opened it up with his claw again. Same situation, different pony. This time, it was a tall blue Unicorn mare, with a vibrant orange mane and tail. She was seemingly wearing a black dress, though the abdominal area had been ripped open by the larvae bursting from her stomach.

"OH, FOR GOODNESS SAKE!", Discord yelled out, looking away in disgust. He pointed the rod at the sack, and once more, fired several shots. When he looked, the larvae were gone, once again leaving a massive hole which exposed the intestines.

"Hope one of us finds a surgeon... Cause this is just downright abhorrent...", he said, bandaging the hole.

Discord then went to the next sack, and this one had another pony with larvae, but this one was a light blue Pegasus mare wearing a trench coat and hat, unmistakingly, she was a Demon Hunter. He killed the larvae, and bandaged her wound.

"Alright, one sack left...", he said, before opening the last sack. He closed his eyes as he ripped it open, and fired multiple shots, destroying the larvae. When he opened his eyes, he saw who the larvae were emerging from, and he was shocked.

It was Rarity's little sister, Sweetie Belle. Once again, she had a massive hole in her stomach, yet she was still alive, but unconscious.

"Oh you poor, poor child... What did these foul demons do to you?", Discord thought. "Does Rarity... No, no, she couldn't know, she's possessed! She doesn't know, right? I hope she doesn't..."

He once again carefully removed her from inside the sack, and bandaged her. He then slid open the portal to his house, and carefully brought them in there.

"Alright folks, i got four new friends for you!", Discord said, carefully laying down the ponies on the floor.

"Is that... Sweetie Belle?!", Cherilee asked. "W-what happened to her?!"

"Well, you see-"

Suddenly, before Discord could finish, he heard a scream coming from the cave. It sounded like Fluttershy.

"Uh oh... Uh... No time to explain! Take care of them while i'm gone!", he said, leaving, and sliding the doors to his house shut.

"Shit, this is just downright terrible!", Discord thought. "I hope to the heavens i make it in time!"

Back with Fluttershy...

Fluttershy stood in horror at the sight of Joroth. The archdemon in her friend's body dropped from the walls, landing on it's long, black legs, and blocking the entrance.

"Foolish pony... You cannot possibly hope to defeat me... Joroth... The queen of Spiders...", Joroth said, mocking her.

"Y-you leave m-my friend's body...! Please...?", Fluttershy said, walking back.

"Oh... But it's so much fun to be in your friend's body...", Joroth said, playing with the claws emerging from Rarity's front hooves. "It feels good to feel her horror and pain as i use her to harm others..."

"Feel... Her horror...?", Fluttershy thought, still backing away.

"But enough talk... I will defeat you... Then bring you to Master Grogar... So he can dispose of you... And when he does... I will love... Every... Second... Of it..."

Suddenly, four strange, spider-demons emerged from the ground. The demons looked like they were wearing the burnt skulls of ponies, and had four legs emerging from where the spine would be attached.

"Goodbye... Fluttershy...", Joroth said, before chuckling.

"NOT SO FAST, YOU FOUL FIEND!", a familiar voice chimed in. A certain someone leaped over Joroth, and landed next to Fluttershy. It was Discord.

"Hope i'm not too late to this party...", he said. "You're a sick, nasty, rotten beast for what you did to Rarity's poor sister!"

"Oh... If it isn't the Failure... Yes... I did do that to that stupid filly...", Joroth said. "I loved how your friend pleaded to leave her alone once i caught her... I felt all her anguish as she saw the Succubi lay their eggs on her sister... And i loved every second of it..."

"Felt her... No... You don't mean-"

"Oh i mean it... Rarity is still conscious while i'm in her body... She can't speak or move... But she can see... And hear everything i do in her body... And i can feel what she feels... And right now... She's afraid of what i'll do to you two... Haha... How delightful...", Joroth said, interrupting him.

Both Fluttershy and Discord were horrified at this revelation, for that meant Joroth had forced Rarity to watch her sister suffer, without being able to do anything about it. This made them angry. Really angry.

"You... YOU MONSTER!", Fluttershy said, grabbing her Solar Rod, and using it to shoot Joroth. Joroth recoiled, but smirked.

"Oh... You want to fight...? Very well then... EN GARDE...!"

The four spider demons jumped towards them. Fluttershy shot at two of them, dodging a web projectile, while Discord killed the other two.

"Wait... W-where did she go-"

"*Gasp!*, LOOK OUT!", Discord said, as he pushed Fluutershy out from where she was standing, and teleported, before Joroth came crashing down from the ceiling, impaling the floor below with the spider legs.

"She's stuck and vulnerable!", Discord pointed out. "Let's kick her arachnoid ass!"

Fluttershy got up, and shot Joroth. Discord grabbed his Lunar Rod, and did the same, shooting the Archdemon. Joroth removed her spider legs from the ground, and snarled in frustration.

"You... Pests...!", she said. Joroth opened her mouth, and her lower jaw split open, the two halves connected by a fleshy membrane. Then she shot out a stream of web directly at Fluttershy, who flew out of the way just in time, but Joroth continued to spit the stream of web at her, forcing her to dodge at every opportunity. Seeing this opportunity, Discord grabbed Joroth by the tail, holding it firmly.

"Hey! You arachnoid freak! Do you like getting a concussion?", he said, catching Joroth's attention, but before she could react, Discord, with all his strength, lifted Joroth up, and slammed her repeatedly on the ground, before spinning her around, and throwing her at the wall. "So long, big spider!", he said, as Joroth hit the wall.

"You... YOU BASTARD...! YOU WILL DIE FOR THAT...!", Joroth screamed out in a rage. She turned around, and spat out a web projectile at Discord's feet, trapping him there.

"Really? Is that all you got?", Discord asked, looking at his legs, which were covered in web. But then he looked to see Joroth charging towards him, in an attempt to impale him on Rarity's horn. But before Joroth could reach him, a rod of pure light pierced Joroth's left side, and the pain caused her to trip and fall mere centimeters before Discord. He looked to see Fluttershy, wielding her crossbow, flying from a distance.

"I was just going to teleport away, but that does work too!"

Fluttershy then landed, and pulled out her Solar Rod. She walked towards Joroth, looking extremely angry at her.

"Give... Rarity... BACK!", she said, before pointing the rod at Joroth, and firing at her multiple times.

"ARGH...! YOU... YOU FOOL- ARGH...!", Joroth said, trying to get up, but Fluttershy wouldn't stop shooting at her, and that left her no chance.

"Oh, man! I think it's time for a good ol' beatdown!", Discord said. Joroth looked at him, only to receive a punch to the face, followed by several other punches, followed by slaps, kicks, flicks, and getting hit by objects, such as a fly swatter, and a baseball bat. All of these attacks also played wacky sound effects.

"Grargh... No...! I can't lose...! NOOOOOO...!", Joroth said, before she was expelled from Rarity's body, revealing her true form. Joroth's true form looked like a huge, upright spider wearing a cloak. She had no visible arms, but did have eight legs. She had six, beady red eyes, three on each side, massive fangs, and three short, double-pointed horns. Additionally Joroth's cloak had a medallion in the middle similar to an upside-down star, or pentagram.

"Well, well, well! Looks like the spider got out of her web!", Discord said, cracking his knuckles.

"You... Monster! I've met plenty of spiders, all of them misunderstood, but you... You're evil! Pure evil!"

"*Cough*... You... Bastards... You will pay... For this...!"

"Yeah, i think not.", Discord said grabbing his Lunar Rod. Suddenly both the Solar, and Lunar Rods started glowing.

"H-huh?", Fluttershy said, as she pointed it at Joroth. Discord, confused, raised the Lunar rod at the Archdemon, and suddenly, two beams of light emerged from each rod, one a yellow beam, and the other a blue beam. The beams hit Joroth, and she screamed in agonizing pain.

"AAAAARGH...! IT... IT HURTS...! GAH...! CURSE YOU FLUTTERSHY...! CURSE YOU FAILURE...! GAAAAAAAH...!"

As Joroth screamed in agony, her form desintegrated, until there was nothing left but a small, glowing orb of light, with what appeared to be a Cutie Mark similar to a piece of cloth with a needle and thread. Suddenly, the entire cavern started glowing, before it flashed white, forcing the duo to close their eyes.

Once they opened their eyes, the cavern was gone, and they were inside of Ratity's shop, which was a mess. The orb of light was gone, and Rarity herself was on the ground. She had shrunken back to her original size, but she still had spider legs, and claws on her front hooves.

"*Gasp!*, Rarity!", Fluttershy said. She went to her friend's aid, pressing her hoof against Rarity's neck. Her heartbeats were fine, and her breathing was steady.

"So, uh... What now?", Discord asked, looking around.

"Open the portal to your house...", Fluttershy said. "We need to get her somewhere safe..."

Discord slid open the portal to his house, and he and Fluttershy carefully brought Rarity in. Discord then slid the portal shut with his tail.

Later...

Fluttershy and Discord stood near Rarity in one of the guest room's beds. It was the same room where Sweetie Belle was. Rarity was still unconscious, and Fluttershy was checking her heartbeats. Meanwhile, Discord was kind of just hanging around, looking at his friends, somewhat worried about Rarity, and Sweetie Belle had now woken up, and was trying to read a book, but she was so worried about her sister she couldn't pay attention.

"Will my sister be ok?", she asked.

"Well, little Sweetie Belle, i'm not a doctor, but i'd say if you can be awake, and have a massive hole in your stomach, then your sister will probably be fine after being turned into a hybrid of a spider and a pony.", Discord answered.

"I know... But i'm still worried about her...", Sweetie said. "I'm worried about my friends too... I don't know where they are... I hope they're ok..."

Discord looked around, before going over to Sweetie Belle, and crouching next to her.

"Listen... I promise you we will find your friends.", he said, attempting his best to comfort the filly. "I know it might be a bit scary, since i know you three are very close, but i promise, we will bring them to you, and reunite you three."

"Thanks...", Sweetie said, a bit calmer. Fluttershy watched all of it, and was impressed. It seemed Discord was getting a bit better at being kind.

"Mmmmgh..."

"*Gasp!*... Rarity?", Fluttershy asked, looking back at Rarity. The spider legs on Rarity's back twitched, and her so did her hooves, as she regained her consciousness.

"Ugh... What happened...? Fluttershy...? Where... Oh... Oh! OH BY CELESTIA! What happened to my hooves?! What are these... Things on my back?! Where even am i?!", Rarity said, as she regained consciousness.

"Ummm, for your information, you're in my house.", Discord said. "And the reason you're like this, dear Rarity, is because we just saved you from an evil Archdemon, and you better thank us for that!"

"Wait... That... Wasn't a nightmare?!", Rarity said, as her memories of when she was possessed came back to her. "Wait... *Gasp!*, SWEETIE BELLE!", she sceamed out, getting off the bed, and running towards her sister.

"Rarity!", Sweetie Belle said, as her sister hugged her.

"I'm so sorry Sweetie... That dreadful monster... It took control of me! I didn't want to put you in harm's way! I'm sorry! I'm sorry!", Rarity cried out, hugging her sister. The tears ruined her mascara, but she didn't care, she just wanted her sister to forgive her.

"You... You mean it?", Sweetie asked.

"YES! *Sniff*, YES I DO MEAN IT! Please... Please forgive me!", Rarity blurted out in anguish.

"Calm down, Sis...", Sweetie Belle said. "I forgive you. It... It really wasn't your fault..."

"*Sniff*, r-really...?", Rarity muttered.

"Yeah, Sis. I do forgive you...", Sweetie Belle said. "It was that ugly Spider's fault, not yours...!"

"Oh, *sniff*, thank you, Sweetie!", Rarity said, hugging her sister harder. Sweetie Belle hugged her sister back.

"Oh, how cute!", Discord thought, as the sisters hugged eachother.

Then, there was a knock at the door.

"Hello? Is Discord in here?", said Criss Cross, the first Demon Hunter they had saved.

"Coming!", Discord said. He opened the door, and exited the room to see Criss standing there, his mangled hooves now bandaged.

"So, what'cha want to speak to me?"

"I wanted to thank you for saving my daughter... She's the Demon Hunter you saved.", Criss said.

"Wait, what? Really? Well, you're welcome... I guess.", Discord said, a bit surprised.

"That's why, as a reward for helping her, i am willing to teach you how to use a new weapon. The Lunar Whip.", Criss said. "Meet me at my room if you want to learn."

"Well, i don't really think i NEED to... But since you're giving it for free, i might as well...", he said, shrugging his shoulders.

"Also... Didn't you say nopony was allowed to go into your room?", Criss asked.

"Well yes, i did! It's in the house rules!", Discord affirmed. "... Wait... Why are you asking me that?"

"Because the two ponies that were supposed to be guarding your house entered it a while ago..."

"They... WHAT?!", Discord yelled. "Don't they know the concept of privacy?", he angrily said, while walking towards the area where his room was.

"Uh oh. I shouldn't have said that...", Criss thought. He followed Discord, though at a slower pace, due to his injured hooves.

"They better have a good explanation for this!", Discord mumbled to himself, before opening the door to his room.

"LYRA AND BON BO-... O-oh..."

"Mr. Discord?" Criss Cross said, turning the hallway to see Discord standing in the doorway to his room. He then closed the door, and turned to look at Criss, his face was redder than an apple, and he looked very, very embarassed.

"Uh... May i ask, why-"

"You don't want to know. Trust me, it's not worth it.", Discord interrupted him.

Meanwhile, at Grogar's Castle...

As he sat upon his throne, Grogar sensed something he didn't expect.

"What...?! No...! NO! IMPOSSIBLE!", he growled. "They have defeated Joroth?! She should have killed them!"

Grogar's fury started building, he couldn't believe one of his strongest and most faithful minions had been defeated, it seemed impossible, inconceiveble, even.

"Those two... They managed to defeat one of my strongest minions... They CANNOT get away with this..."

Suddenly, a knock on the door was heard.

"Come in."

A Shadow pony entered the room. He cleared his throat, before growling and screeching.

"What's this? You say that the broken horned one is somewhere in the lower levels...?"

The Shadow pony nodded rapidly.

"Very well... Find her. And announce to the other demons that Joroth is gone."

At that last order, the demon became surprised, but he shook it off, and went to warn the other demons of Joroth's demise. After he left, Grogar was left alone with his thoughts.

"That ex-Unicorn... Tempest... I believe that's her name... She's the same one that "he" keeps mumbling about... Well... Let's see how she will react to his new form... *Chuckle*..."

Meanwhile...

In the lower levels of the castle, Tempest was hiding inwhat appeared to be a storage room. While she would usually be down for a fight, she knew taking on so many demons would be suicide, especially without a weapon.

"Those fucking things better not find me...", she thought. "If only i still had my crossbow... Well, it probably wouldn't do much against many at once, but-"

As she stood there, quietly, she heard something behind herself.

*Clack!*

"Hiii-ah!", she uttered, bucking behind herself, and spinning around to look at what made the noise, only to see a rat scampering under a hole in the wall.

"Huh, figures, it was a rat.", she said, before noticing something she had never seen before on the ground. It was the object that was dropped.

"What... Is that?"

Author's Note

Fun fact: This chapter's name is a reference to the song "Facing the Spider", from the 1993 Doom ost. Since Rarity became a giant spider after being possessed, and that specific song plays in the level with the Spider Mastermind, i felt like referencing it.

Demon Profiles:

Cubus Larva
Threat Level: Low
Class: Corrupted Spirit
The genderless, larval form of the Cubus, Cubus Larvae are created when a Succubus lays her eggs in a victim. The eggs then hatch and burrow out of the victim in a surprisingly short time. What exactly determines if the the larva will become an Incubus or a Succubus is unknown.

Death Spider
Threat Level: Low
Class: Hellspawn
Despite being called spiders, these demons only have four legs, and they lack any kind of toxin. Their body consists of legs and a head that somewhat resembles a pony's burned skull, and they can shoot web out of their mouth, usually to blind their victims.

Joroth, the Spider Demon
Threat Level: Dangerous
Class: Archdemon
Originally a tailor called Silky Smooth, Joroth founded the cult known as the Followers of Grogar with the help of three other ponies. After becoming an Archdemon, she became cruel, and to some extent, sadistic, as she loves to see others suffer. She possessed Rarity, and transformed her body into an amalgamation of pony and spider.

Chapter 7: Tempest's Escape (Part 1)

Tempest approached the object on the floor. It had a hilt, similar to a crossbow, but instead of the bow part, it had two, steel tubes affixed to it. It had a small, harpoon-like object attached to the bottom, and whatever it was, it was some kind of weapon.

"What in Tartarus is this?", she thought to herself, as she approched the object. She grabbed it, and noticed how heavy it was. "Is this some sort of weird weapon i've never heard of?"

Then she looked to her side, and there was something quite unusual there. It was a suit of armor propped up on an unicorn's skeleton. It looked similar to the ones worn by her and the other guards in Canterlot, though it had greenish tint instead of being fully golden, the helmet was a bit different, and it looked quite old. There was some sort of plaque at the armor's hooves. It said:

"Arma Flagelli"

It seemed to be written in an old tongue. She didn't know what it meant, and for all she knew, the armor could have been just decorative, but it was still some form of protection.

"Oh, thank the heavens... Something that i actually know...", she said. She slowly placed the strange weapon on the ground, and picked up the helmet. She cleaned off some dust on it's surface, and slowly put it on. Once she did, she blinked, and she was suddenly in a dark void.

"... What the fuck?", she thought, not seeing anything. That was, until she saw something floating in place, a short distance from her. It looked like a small orb, with a symbol similar to a Cutie Mark. It looked like a few autumn leaves in the wind.

"Uh... Hello-"

"WHA?! WHO?! WHO'S THERE?!", the orb said, as it floated around, startled. "Wait... You... Are you a living pony?!", it said.

"Uh... Yeah... Who are you?", Tempest said, confused by the strange talking orb.

"OH, THANK CELESTIA! My prayers have been answered!", the orb said. "I won't have to rot away in here anymore!"

"*Ahem*, Can you please answer my question, little weird orb?"

"Oh, of course i can!", the orb said cheerfully. "My name is Gusty. And i was a pony, just like you! Except, now i'm... Uh... Dead."

"Wait a minute... Gusty? Where have i heard that name before...?", Tempest thought out loud.

"Well, if it helps, i was the Captain of the Canterlot Guard when i wasn't stuck in-"

"Wait, you're that Gusty?", she asked. "The one that got crushed under a pile of rocks during an expedition to Tartarus, and the one who has a prison in there named after him?"

"Well... I can see why they would think i got crushed, but that's not entirely accurate...", the orb said. "Though, being crushed under a pile of rubble sounds like a better fate than spending what felt like an eternity commiting violence just to survive..."

"Really now?", Tempest said, now a bit intrigued. "What do you mean?"

"Well, you see, after the cave-in, got stuck on the other side, and after walking around, i found an exit that led directly to a place that would make the inside of a volcano look like a winter wonderland!", Gusty explained. "There was a bunch of weird creatures in there, and all of them tried to kill me! I was saved by a few pig-looking fellows, and they taught me how to fight those things. They enchanted my armor, and turned my crossbow into a weapon of an even bigger magnitude, which i called "the Shotgun"! I hope those fellas are still fine..."

"And how did you die? You clearly knew how to fight these abominations, so how did you end up like... Well... This?"

"Oh, that part is pretty nasty...", Gusty said. "I had finally found the leader of those things, some big blue goat monster. I tried to shoot him, but a burst of fire near me made me miss... Long and, frankly horrible story short, he found me, killed me, and put a curse on my soul. Now i'm unable to pass on, until someone picks up my armor, and weapon. That's why i'm so happy you're here... Uh..."

"Tempest.", she said.

"Tempest... Nice name. Anyway, that's why i'm happy to see you! You can finally lift this damn curse, and finally let me rest!", he said. "So can you please, please pick up my stuff, and show those freaks who's boss?"

"Uh... Ok...?", Tempest said. "I could buck some ass right now, but i need to save my platoon firs-"

"P-platoon?! Are... Are you also from the Canterlot Guard?!", Gusty said, in shock.

"Well, actually, i'm part of the Royal Guard... But yes, i am.", Tempest explained.

"Well, no time to waste then!", he exclaimed. "Pick up my stuff, and go save your platoon, pronto!"

"Alright, alright, i'll do it... Geez...", Tempest said. She blinked again, and this time, she was back in the room. She noticed that now, the helmet perfectly fit her. Wasting no time, she carefully removed the armor from the skeleton of Gusty, and put it on. The armor fit her perfectly as well.

As she finished putting on the armor, she heard Gusty's voice again.

"Thank you, Tempest..."

She looked to see the orb of Gusty's soul leaving his skeleton through his eye socket, and then disappearing in a flash of light. She then turned around, and picked up the weapon, the so called shotgun.

At that moment, the door to the room opened, and two demons entered the room, both shadow ponies. They looked at Tempest in shock, and looked at eachother in fear.

"Alright you fiends, this is for my fellow soldiers!", she said, pulling the trigger of the weapon, and it fired a magical projectile directly at the head of one of the shadow ponies, who desintegrated after the shot hit. The other one was immobilized by fear, and was just looking at Tempest. She then found a button at the back of the shotgun's barrels, and after pressing it, a harpoon at the tip of the weapon shot out, and impaled the shadow pony. When she let go of the button, the harpoon was dragged back into place, bringing the demon with it. The shadow pony looked in horror, as Tempest fired a blast directly at it, desintegrating it immediatly.

She exited the room, and there were more demons coming after her, attracted by all the commotion. She blasted her way through them, reducing them to dust with her new weapon. It was then, that a large, bulky, minotaur-like demon appeared, roaring at her. It charged at her with it's horns, but she jumped over it, and blasted it in it's back, causing it to fall. After that, she hopped on it's back, and shot it in it's head, desintegrating it.

"Does this thing not run out of ammo?", she thought, retracing her steps through the castle's bowels.

After a while of walking, and sneaking around, occasionally shooting demons, Tempest arrived at the Torture Chambers, the very place she had escaped from. She had to save her fellow soldiers from captivity, she couldn't let them be tortured any longer. As she approached the chamber where they were, she heard a distorted voice speaking.

"No... No...! Torture... Them... More..."

She took a peek from behind the entrance, only to see as two Earth Pony shadows tortured one of the captured guards, peeling the skin on the sides of their body. But what caught her attention afterward, was what appeared to be a massive, towering beast.

It's muscles were so swollen it looked like they were going to burst out of it's greyish skin. It had barely any fur, like an animal with mange, though some patches of white fur still remained. It had a long tail, and hooves, though one of them appeared to have been coated in a black substance. It's arms, similarly to the rest of the body, had barely had any fur, but the strange part was that it's right arm seemingly had no hand, and was coated in the same black substance.

Suddenly it stomped one of it's hooves on the ground, and growled furiously, as the poor guard they were torturing screamed in agony.

"No... NO...! You... Doing... It... Wrong...!", the massive creature said. "Make... Him... Suffer... More...!"

One of the two demons growled at the beast, as if trying to explain something, but the creature just got angrier.

"You... USELESS...!", the creature said, grabbing the smaller demon with it's left arm, and then there was a sound similar to a magical blast. The creature then threw the lower half of the demon away, before it vanished.

Tempest didn't know what this thing was, but it certainly seemed dangerous. She slowly entered the chamber, making sure to not make much noise, but then, the gate to the chamber slammed down behind her, locking her in.

"WHO... THERE...?", the creature said, before turning to face Tempest. As soon as he did, they both recognized eachother.

"Oh... Oh , it's you..."

The creature's head was finally visible. It was the only part of the body that remained mostly unchanged. It, or rather, he, had a monkey like face, with two large horns, and a small crown between them. His eyes glowed bright red, and so did it's mouth, which had two tusk like fangs at the bottom, and it was open, allowing a black smoke to emerge from it's sides. His right arm was also visible, and now it was clear what it became. It looked like some sort of cannon.

"You... Me... Remember... You... TRAI... TOR...!"

Corrupted Tyrant
THE STORM KING

"And just when i thought i moved on from my past...", Tempest thought. "Whatever, let's get this over with!", she exclaimed, as she pumped the Shotgun.

Author's Note

The only two-parter that survived the "great rewriting" of this Fic.

Demon Profiles:

Hell Duke
Threat Level: Medium
Class: Corrupted Spirit
Believed to be the corrupted spirits of Minotaurs, they patrol the Underworld, using their horns to gore the lost souls which end up there. While their body is extremely swolen, their arms and legs aren't as bulky.

Chapter 8: Tempest's Escape (Part 2)

Tempest fired at the hulking monstrosity that stood before her, and the shadow pony. While the shadow pony was exorcised, the Storm King's grotesque bulk absorbed most of the damage. He pointed his cannon-like arm at her, and fired multiple fireballs at her, but Tempest dodged quickly, answering with more shots from her Shotgun. The Storm King then charged towards her at incredible speeds, but she jumped out of the way, and fired a shot at his back.

"Ghrr... Trai... Tor... You... Pay... For... Me... Death...!"

"You deserved it, you lunatic!", she said, firing more shots at him.

The Storm King bowed over, releasing more fireballs from several holes in his back. They fell from above in a random fashion, but Tempest dodged them by looking at the glowing spots they made on the ground. Angered, he swiped his left hand at her, releasing dark energy waves, and while one almost sliced one of Tempest's legs off, they all missed, agitating him further.

"No... NO...!", he said, firing more fireballs from his cannon arm. Most of them missed, but one struck Tempest, causing her to be sent backwards. While her armor absorbed most of the damage, it still hurt a lot.

"Haha...", the Storm King laughed, before charging at Tempest again. She dodged it this time, and shot him in the back again. He then proceeded to send more dark energy waves at her, but they missed, and she continued to shoot him.

The Storm King then jumped high in the air, before stomping the ground, releasing shockwaves. Tempest jumped over them, and shot at him some more, before she noticed something. There was something on the Storm King's chest. It looked like a massive, black blood clot, sorrounded by dark veins, and a symbol similar to a circle with an upside down star was on it. It was then she had an idea. She aimed it at the clot, causing the Storm King to recoil in pain.

"GAAAARGH...!", he screamed.

"A gross weak spot, fitting for someone like you.", Tempest said, looking at her opponent, who was getting angrier by the second.

"Bas... Tard... Trai... Tor...!", the Storm King said, before firing another fireball from his cannon arm. While Tempest dodged it, what happened next was not exactly expected. The cannon arm of the Storm King started to glow, before he unleashed a torrent of flames from it. Tempest narrowly dodged it, but the Storm King continued to fire fireballs, both from his cannon arm, and his back. Tempest continued to shoot at it, sometimes shooting the clot in his chest to deal more damage to him. At this point, the Storm King was unimagineably pissed.

"Trai... Tor... Me... Am... ANGRY!"

The Storm King then started to release dark fumes from his mouth in the form of a breath. Tempest got caught in the breath, and started coughing, as her eyes started to water. Then the Storm King grabbed her with his left arm, and prepared to blast her with his cannon arm.

"Time... To... Die... Trai... Tor...", he said, charging up another stream of fire.

"No, fuck off!", Tempest said, shooting the clot, causing him to drop her, and the stream of fire to hit the ceiling. He howled in pain and anger, as Tempest continued to shoot at him, until she had an idea.

She pressed a button on the Shotgun's back, causing the harpoon to be launched at the Storm King's chest. Then she jumped before releasing it, and it pulled her straight towards his chest. She then aimed the Shotgun at the clot, and fired at point blank range, causing it to burst, covering her in dark blood.

"GHAAAAAAAHHRrrr...", the Storm King screamed out, as Tempest landed back on the ground. He tried to point his cannon arm at her, but instead, he fell backwards into the ground, where he layed still.

Tempest sighed in relief at her presumed victory. She then walked towards the guard that was being tortured, who turned out to be her liutenant, Swift Justice. He looked mostly fine, if you ignored the fact that some of his skin had been peeled, leaving bloody streaks on his torso.

"Swift?", Tempest asked, nudging him. "Are you good?"

"Ugh... What the...? Captain?", Swift said, "Y-you're still alive? And what's this armor you're wearing?"

"No time to explain.", she said. "Do you know where the other guards ar-"

Before she could finish, a burst of red light emanated from the Storm King's body, as he was raised back up by dark magic.

"Trai... Tor...", he said turning to face Tempest and Swift. "This... Not... OVER...!"

As he said that, Tempest just sighed in frustration. "Fucking Tartarus...", she thought to herself.

As she ran in the direction of the Storm King, he slammed his arms on the ground, creating large, shadowy walls around her, before firing his fireballs, and sending waves of dark energy towards her. She dodged both the fireballs and the energy waves, shooting her grotesque opponenent whenever she got the chance, until the walls disappeared, allowing her to move freely again. The Storm King continued to try to pelt her with barrage after barrage of fireballs, energy waves, and when that didn't work, he would charge at her, try to stomp on her, or summon the walls again.

As she avoided attack after attack, Tempest noticed that on the area of the chest that the clot once was, there was now a hole, that led directly to the Storm King's horribly corrupted heart. She shot at it a few times, to the same effect of her shooting the clot, but then she got an idea.

She aimed the Shotgun at the Storm King's heart as he prepared to charge at her, and then, she fired the harpoon! Once she did, it latched itself on the heart, and after releasing the button, the harpoon went flying back, bringing the heart, still attached to thick, pitch black veins to her.

"NO...! DO... NOT...!

Tempest grabbed the heart, then pressed it against her hooves. And then, with all of her strength, she crushed it in her hooves, causing the Storm King's corrupted blood to gush out everywhere.

As this happened, the Storm King howled in pain, as his grotesque, hulking body shrunk back to one similar as to how he once was. His eyes and mouth started to leak black smoke, and after a while of him screaming, he fell to his knees. As he did that, his body went limp, and he fell on his face, as his eyes and mouth stopped glowing. After that, his corpse disintegrated into nothingness.

"And stay dead this time!", Tempest said, spitting at where the Storm King's corpse once was. Swift just looked in awe at his commander, amazed at her agility. That is, until he realized he was still trapped.

"Uh... A little help?", he said to Tempest, who turned to look at him.

"Oh! Yes, hold on.", she said as she went to remove the restraints.

Once she did, they both got out through the now open entrance to the chamber.

"So as i was asking..." Tempest said. "Do you know where the other guards are?"

"I don't know!", Swift said, as they ran through the halls, when they came face to face with a batallion of demons, who were after Tempest.

"OH CRAP!", they both said, before turning to the other direction and getting out of there. They were in no condition to fight at that moment, with Tempest being tired from her fight against the Storm King, and Swift having no weapon, so they ran away, eventually reaching a room with some portals.

"Crap, they're still after us!", Swift said, before Tempest had an idea that, in hindsight, was kinda dumb.

"We're gonna have to jump in!"

"What?!", Swift said, before Tempest lept into the portal in . "Oh damn it...", he said, before jumping in as well. After they did, the portal closed.

If they weren't in a hurry, they would have noticed the plaque above the portal that said: "Dominium Amoronzon".

Meanwhile, in the Dungeon...

As the ponies in the dungeon hanged from their cages, the doors opened, and two minotaur-like demons emerged, carrying a cage with a golden yellow Unicorn inside. A shadow Pegasus pony also appeared, holding a smaller cage with a rabbit inside.

"Sunset?!", Twilight said, in shock. "... And Angel bunny?"

"Twilight!", Sunset exclaimed.

Angel didn't even notice Twilight, he was too angry trying to gnaw the cage open.

The shadow pony guards lowered a chain, and then they affixed it to Sunset's cage. They then did the same for Angel's cage, and sent the chains upward, until they were suspended at the same height as the other prisoners.

"What are you doing here?", Twilight asked.

"Well, i came to visit you, when i got captured by those freaks.", Sunset said. "I put up a fight, but they got me anyway. By the way, where are our other friends?"

"Oh... Um... They've... Uh...", Twilight tried to explain, but kept fumbling her words.

"They were possessed.", a familiar voice said. Sunset turned to look at who spoke, and it was her former mentor, Princess Celestia.

"Princess?!", Sunset spoke. "You're here too?! H-how?!"

"That foul goat is to blame!", Luna said. "He took us by surprise, and then caged us. That vile monster, when i get my hooves on him i'll-"

"Ok Luna that's enough. We get it, you're as angry as me, but we must control ourselves.", Celestia said. "If everything goes smoothly, Fluttershy and Discord should be on their way soon. I sense they have already saved Rarity, so all we have to do is wait."

"Wait, Fluttershy and that weird mix-and-matched guy are going to save us?", Sunset asked. "That's new..."

"I hope they get here soon...", Twilight said.

"Honestly? I hope so too.", said Celestia.

Author's Note

Fun Fact: The Storm King's appearence in this chapter, and his fighting style, were based off the Cyberdemon from Doom 2016, with a few additions, of course.

Demon Profile:
The Storm King
Threat Level: Dangerous
Class: Corrupted Villain
After his failed invasion of Equestria, and his subsequent demise, the Storm King's soul ended up in the Underworld. Grogar found him, and seeing how pathetic he was, decided to corrupt him in order to make him stronger. While at first he was thrilled at essentially becoming more powerful, this would prove to be the Storm King's (second) downfall, as he continued to be relatively pathetic. So Grogar corrupted him again, and again, and again, until he was finally good enough. In the process of being corrupted so many times, the Storm King's body became severely grotesque, with one of his arms becoming a cannon, his mind deteriorated, to a point where he basically became a shell of his former self, mixed with a wild beast, and he pratically became one with the corruption. His body was so corrupted, that once Tempest defeated him, it disintegrated, leaving no trace of him anywhere.

Chapter 9: Into the Orchard

Meanwhile, at Discord's house...

Discord knocked on the door to Criss Cross' room, before opening the door.

"Oooooh Crii~iss! I'm here to learn how to use that new weapon!", he said, before standing triumphantly.

"Ah, i see you've taken interest on the offer.", Criss said. "Well, this might take you by surprise, but i'm not the one that will be teaching you."

"Oh, really now? Then whoever will it be?" Discord asked.

"Well, it will be my daughter, the pony you saved!", he said, before turning to the room's bathroom. "Whippie, your student has just arrived!"

"Already?! Crap! Hold on a minute!", a female voice said from inside the bathroom. Moments later, the toilet flushing could be heard, and the same Demon Hunter that Discord had saved in the caverns stepped out.

"Well, well, well. If it isn't the one that saved me.", the pony said.

"Really...? You're the one that's going to teach me? For heaven's sake, you have a hole in your stomach! Oh sure, it's bandaged, but still!", Discord exclaimed.

"Nah, you don't need to worry about that.", the pony said. "The name's Whip Slash, by the way."

"Alright, if you say so...", Discord said, a bit relunctant. "But if your bandages rip, and your guts fall off mid-lesson, don't say i didn't warn you..."

"Eh, whatever. Hey dad, can you hand me the whip?", Slash said.

"Of course! Hold on...", Criss said, grabbing the whip with his mouth, and handing it to his daughter. "Heer ye gho!", he said, with the whip still in his mouth.

"Thanks dad.", Slash said. "Now, this is the Lunar Whip. Here, take it.

Discord took the whip, untied it, and took a moment to look at it. It was blue, with a blade similar to the moon at the tip of the rope.

"So... How does this thing work?", Discord asked, still looking at it.

"Well, it's simple! Just swing it like any whip, and you're pretty much golden.", Whip explained.

Discord swung the whip at the wall. The whip made a loud cracking sound as it hit it, and it left a moon shaped imprint on the wall.

"That better not be a permanent mark. Because if it is... I'm... Probably just going to snap it away... But i'll still be angry!"

"Don't worry, it's not.", Slash said. "Now, try spinning it before lashing it."

"Uh... Why would i ever do that?", Discord asked, raising an eyebrow.

"Just do it, trust me on this.", Whip said. "Also, specifically aim it an object this time. You'll see why..."

Discord looked around, until he eyed down the room's bedside lamp.

As instructed, he spun the whip, before lashing it at the object. The whip somehow extend beyond it's original length, and wrapped itself around the lamp, before returning to it's original length, lamp still wrapped around it.

"Oh! Well, this is quite unexpected!", he said. "What do i do now?"

"Just swing it again, and you'll throw the object.", Whip said. "Simple, but dare i say, quite effective."

Discord swung the whip around again, and the lamp was thrown out the window, where it shattered after hitting the ground.

"I never liked that lamp anyway...", he said, snapping his fingers, and summoning another lamp to replace the broken one. "But back to the point, this whip's stretching ability, i'd say it seems quite useful..."

"Glad you think so!", Whip said. "Now go out there, and kick some demon's ass for me!"

"Well, you're not the boss of me, but i'll do it anyway.", Discord said.

Then, there was a knock at the door, and it opened to reveal Fluttershy.

"Umm... Discord? A-are you coming? We still have to save Applejack..."

"Of course i am!", he said. "Thanks for the lesson folks, but i gotta go!"

"Good luck out there!", Criss said.

"Don't die!", Whip said.

"Alright, are you ready?", Discord asked Fluttershy, as she readied herself.

"I think so...", she responded.

"Alright, time to-"

"HOLD IT!", a familiar voice said. Fluttershy and Discord turned to see Rarity walking towards them. "Before you go... I'd like to say thank you for rescuing me, my friends, and Sweetie Belle... I truly am grateful to call you my friend, Fluttershy.

"Oh... Ummm... Thank you...", Fluttershy said, blushing.

"And you, Discord...", Rarity said, turning to look at him. "While you can be a nuisance at times... I'm still thankful for your efforts."

"Oh, stop it, you're making me blush!", he said, waving his claw.

"So... A-are you coming?", Fluttershy asked Rarity.

"Oh, trust me, i would love to show those brutish freaks some... Manners... But i can't.", she said. "Sweetie Belle is still quite injured, and i need to take care of her until she recovers fully."

"Eh, fair enough.", Discord said, shrugging. "I guess if i had a little sister, and she had such a terrible injury as yours, i'd look out for her too..."

"C-couldn't you just... Snap your claws and heal her?", Fluttershy asked.

"Actually, yeah, why don't you do that?", Rarity asked further.

"Because i'm not a liscenced medical professional, duh!", Discord rebutted. "With me knowing myself better than anyone else, i would just end up putting some random junk inside her. For all i know i could accidentally turn her into an automaton or something, just by snapping my fingers the wrong way!"

"You... You can do that?", Rarity asked, confused.

"Maybe i can, maybe i can't! Who knows? I never tried.", he said, shrugging with a smirk.

The two ponies just looked at eachother with unamused expressions.

"Well, anyways... I think it's time to go...", Fluttershy said. "We still have to save our other friends..."

"Oh! Could you two please save Applejack first?", Rarity asked.

"Ummm... Why?", Fluttershy asked.

"Oh, uh, no particular reason!", she said. "I'd just like to see her being safe, that's all."

"Oh, riiiiight...", Discord thought. "Real subtle, Rares, real subtle..."

After exiting the portal from Discord's house, the duo exited Caroussel Boutique, and made their way to Sweet Apple Acres. On the way, they saved a few more possessed ponies, and took note of the ruined scenary. As they reached the farm's gate, they saw as the once vibrant orchard had been turned into a bleak, dreary tree graveyard.

"Oh... This is awful...", Fluttershy said.

"Oh, what a pity... This place had some really good apples.", Discord said, more bummed out than anything.

They approached the main farmhouse, and again, tried to look on the windows, but this time, they were blocked by what appeared to be roots.

"Well, that sure is a bummer.", Discord said.

"I guess we'll have to come in...", Fluttershy thought. "Oh, please don't be something scary...!"

As they opened the door, were met with what appeared to be a dark, foreboding forest, with leafless trees. Once the two entered, the doors closed, and disappeared, like at Rarity's shop.

"Again, really?", Discord said out loud.

"GRARARARAR...! Look's like... Grr... Fresh meat has... Grrr... Just arrived!", Applejack's distorted voice rang out through the forest. The two jumped in fright, but readied themselves soon after.

"Welcome... Grrr... To my domain... Grr... If you wish to face me... Grr... Reach the center... Grr... Of the forest... Grr... But if i find you... Grrr... I'LL KILL YOU! GRRARARARAR!"

Author's Note

(No new demons were featured this chapter)

Chapter 10: Doomed Apple Acres

After the distorted laughter stopped, Fluttershy and Discord looked at eachother.

"So... What did they mean by... Reach the center?", Fluttershy asked.

"Hmmm... I say, judging by that statement, this place has been turned into some sort of maze...", Discord said. "*Sigh*, i hate mazes."

"But... Didn't you trap us in a maze when you were evil?", Fluttershy asked.

"Oh yes, i did, but here's the difference. I wasn't an active participant, i just watched! Aaaand occasionally tried to turn you six evil, but uh... That's a different story..."

"But how will we reach the center...?", Fluttershy asked.

"Umm, we can both fly Flutters, remember?", Discord said. "I'm not listening that schmuck, if he wants us to go through their maze, i won't!", he proclaimed, before taking off.

"W-wait! Hold up!", Fluttershy said. The duo flew over the trees, spotting the center of the forest, a huge, dead tree.

"And there it is!", Discord exclaimed. "Now we just-"

Before he could continue, massive roots grabbed on to both of them, and threw them to the ground, back to where they were. Luckily, Discord managed to summon two giant pillows to cushion the impact.

"Grrr... No cheating allowed! Grrr...", the voice of Amoronzon, the Archdemon possessing Applejack, resounded.

"I guess we'll have to walk then...", Fluttershy said, getting up.

"Oh... Kill me." Discord said. "Oh wait, i'm technically immortal, nevermind."

As the duo entered the maze, they could get a better look at the trees. They were apple trees, though they were dead and leafless, similar to those on the orchard. Some of the trees even seemed to have anguished faces carved into the wood.

As they walked, however they started to hear something in the distance. It sounded like several blasts of magic.

"W-what's going on?", Fluttershy asked in confusion.

"Sounds like somepony's having one heck of a party out there!", Discord exclaimed. "Let's take a looksie, and see what we'll find!"

"B-but... It could be dangerous!", Fluttershy exclaimed. "I think we should be careful..."

"Oh, fine!", Discord said. "We'll be careful.", he said, getting on the tip of his foot and hoof.

And so, the two slowly made their way through the trees, before reaching a clearing. There, they saw a pony with a dark maroon coat, wearing a greenish armor, using a strange weapon to shoot several Pegasus demons. Additionally, there was another, seemingly unconscious pony laying on the ground.

"Is that... Tempest?", Fluttershy said.

"Who?", Discord asked in confusion.

"Oh... You weren't here during the attack 5 years ago...", Fluttershy said. "Sorry... I didn't remember..."

"Wait... Is she that not-evil-anymore Unicorn with a broken horn you told me about?", he asked.

"Yes she is..."

"Ohoh, well then. I think it's best we help her.", Discord said. "After all, she's a reformed villain like me! I got to watch out for my own kin!", he said, grabbing the Lunar Whip, and leaving the tree cover.

"Ah, w-wait for me!", Fluttershy said.

"Just go away!", Tempest said, firing at the Pegasus demons with her shotgun. One of them tried to attack her, but before she could fire at it, it was grabbed by a long rope with a moon shaped blade at the end.

"Did someone ask for reenforcements?", Discord said, the demon tied in his whip. He then swung it, and threw the Pegasus demon at another one, killing both of them.

The remaining Pegasi shifted their focus towards Discord, flying at him. But he spun his whip around, creating a powerful wind tunnel that blew them away. Tempest took this opportunity, and fired repeatedly at the vulnerable demons, killing them.

"Now THAT, is what i'm talking about! High Fi-, oh wait, you don't have hands... Uh... Nevermind.", Discord said, embarassed.

"Thanks for the help.", Tempest said. "But who are you, exactly?"

"Well, perhaps you may have heard of me. Does the title "the Lord of Chaos" sound familiar, hmm?", Discord said, smugly.

"Hmmm... No?", Tempest remarked.

"Wait, really?", he said, now confused. "Doesn't even ring a bell?", he said, pulling out a bell and ringing it, before throwing it away.

"Well, not that i remember at least.", Tempest said.

"Umm... H-hey Tempest...", Fluttershy said.

"Oh, hey... It's you... Flutterbye?" Tempest asked.

"Umm... Fluttershy, actually...", she said.

"Oh, close enough. Tell me, is this weirdo here your friend?", Tempest asked.

"Hey! I'm right here you know?"

"Uh... Yes, actually...", Fluttershy said. "His name is Discord."

"Oh... I still don't know who he is.", Tempest said.

"Oh, come on!", Discord said.

"Well, regardless, i need some help with my second in command here, Swift Justice.", Tempest said. "He's fainted from exhaustion, and i have nowhere for him to hide."

"Ok, hold on.", Discord said, before sliding the doors to his house open. "Ok, put him in there, he'll be safe."

Fluttershy and Tempest carried Swift Justice inside, before exiting. Discord then closed the doors.

"Alright, thanks for that.", Tempest said. "Now, what are you two doing here?", she asked.

"Well..."

One explanation later...

"I see...", Tempest said. "You two have become Demon Hunters to save our friends..."

"Yes..."

"Well, i'm also doing this to save my sweet, sweet, Chaos... But yeah, you got it, girl."

"If that is the case... Then i'm coming with you two.", Tempest said.

"Wait... Really...?", Fluttershy said.

"Yes, i'm coming. My platoon is still trapped in that monster's castle, and i need to save them. And, not to mention, Twilight is in danger, and she was the one who helped me turn my life around. I feel it is time for me to repay the favor."

Tempest has joined the Party!

"Well, then what are we waiting for?", Discord asked. "Let us go already!"

However, before they could leave the clearing, they heard loud thumps coming from the treeline.

"W-what... What is that?!", Fluttershy said, as the thumping got closer.

"Ohohoh! Something big's coming!", Discord said.

"Get ready you two...", Tempest said. "This can't be anything good..."

It was then, that the source of the thumping revealed itself. The thumping were the steps of possessed Applejack. Her body had seemingly been fused to a dead, rotten tree, with her head sticking out on top. One of her forehooves was mixed with a branch, and at the end of it, was a strange, spiky, fruit-like object.

"Grahahahargh... Finally! Some fresh... Grrr... MEAT!", Amoronzon spoke, through Applejack's now distorted voice.

Tempest pointed her shotgun at Amoronzon and fired directly at his body. Despite this, no effect was visible.

"Crap.", Tempest said, reloading the shotgun.

Fluttershy grabbed her Solar Crossbow, and aimed it at Amoronzon.

"L-leave my friend's body alone...!"

"Grahahahar... You... Grrr... You and your little friends cannot defeat me! Grrr...", Amoronzon said, as he approached

Fluttershy shot at Amoronzon, but just like the shotgun, it barely did anything to his wooden body. Discord then grabbed his Lunar Whip, and struck Amoronzon multiple times, to, unsurprisingly, no effect.

"Okay, uh... New plan! RUN FOR THE HIIILLLS!!!", Discord said, grabbing both ponies and taking off running. Amoronzon took off running after them. While he was slower than the Draconequus, he was still fast enough to catch up with them.

"W-where are we going?!", Fluttershy asked.

"As if i know! Hopefully far, far away from that unsightly beast!"

"Wait! I have an idea!", Tempest said.

"And it is???", Discord asked, dodging and weaving through the trees.

But before Tempest could tell him, Amoronzon detached the spiky fruit in his arm, and swung it around through a thorny vine, before throwing it in front of the trio.

"OH SHIT!", Discord said, jumping over the fruit. Amoronzon pulled it back into his arm, before it started swinging it again.

"As i was saying, let me try to shoot its head!", Tempest said. "Maybe that will stun it!"

"W-WHAT?! But you could hurt Applejack!", Fluttershy said.

"True, but we don't really have a choice, do we now?", Discord said, still dodging and weaving.

Fluttershy looked back at her possessed friend, and watched as Amoronzon used Applejack's voice to growl and roar.

"O-ok! Just... Try to not hurt her too much! Please...?"

Discord turned Tempest around, and she in turn carefully aimed her shotgun at Amoronzon's face. Amoronzon was rapidly swinging his fruit-flail, ready to strike them. She then pulled the trigger, and shot Amoronzon right in the face, stunning him, and causing his flail to hit his head.

"It worked!"

"D-did it?", Fluttershy asked. "How bad was it...?"

"Not very, but it seemed to stun them for the time being.", Tempest said.

The trio continued dodging and weaving through the trees, until eventually reaching a much larger clearing. This one, with the same huge tree they had sighted while in the air.

"It seems we've reached the center...", Tempest said.

"If that schmuck had let us just fly here, we would've reached this place much earlier...", Discord said. "Ow my legs..."

"*Gasp!*... Oh... Oh no...", Fluttershy said.

"Oh for goodness sake, what now?", Discord asked, still holding his legs.

"T-the t-tree...", Fluttershy stuttered, as she pointed at the tree's bark.

Discord and Tempest then noticed it. The tree had three anguished faces of ponies on it. The faces of Applebloom, Big Mac, and Granny Smith, Applejack's family.

Then they heard something jump, and land behind them. They turned around, to see possessed Applejack behind them, and it seemed much angrier than before...

"Grrrr... So, you've reached the center... Grrr..."

The Tree of Despair
AMORONZON

Author's Note

Sorry for this chapter taking so long to come out. I had a bad case of writer's block, but it's gone now.

(No new demons were introduced in this chapter)

Chapter 11: The Fatal Farmer

The trio gazed upon Amoronzon, the demon possessing Applejack. The fiend snarled at them, still angry that Tempest had shot him.

"You three... Grrr... Have reached... Grrr... The center...", he said, hatred seeping through every word.

"You... You MONSTER!", Fluttershy yelled. "Look what you've done! You turned Applejack into a monster... And fused her family to a tree! You... You're..."

"A nasty rotten fiend is what he is!", Discord chimed in. "You turned my man, my brother from another mother, Big Mac, into a tree! WE HAD A OnO SESSION MARKED FOR THIS SUNDAY, HOW AM I SUPPOSED TO PLAY IT NOW?!"

"You disgust me...", Tempest said. "You turned an innocent foal and an elderly pony into a tree... And for what? For your own amusement?"

"Grr... Master told me to... And they served... Grr... No purpose... Graahrg... But enough talk...!", Amoronzon said. "Now... Grr... We fight like Stallions... And Mares... And Mares who fight like... Grrraargh! Stallions!"

Amoronzon swung his fruit-flail before throwing it at the trio, who dodged and teleported quickly. Tempest tried shooting at Amoronzon's head, damaging him somewhat, but it seemed like that wasn't his main weak spot.

"We need to find a weak spot!", Tempest yelled out, as Amoronzon jumped into the air, and tried to crush her.

"Easier said than done, especially when this terrible fiend won't stop moving!", Discord said. He took out his Lunar Whip, and lashed it at Amoronzon's head, but it didn't do as much damage as the shotgun blasts.

Fluttershy took out her Solar Crossbow, and carefully aimed it at Amoronzon, as it started swinging its fruit-flail. She closed her eyes, as to not see her hurting Applejack's body, and shot a bolt straight at Amoronzon's face, stunning him, and causing the fruit-flail to hit his head, stunning him further.

"Nice shot!", Tempest yelled out. "Now let's try to find the weak spot before it recovers!"

Discord teleported behind Amoronzon, and noticed something. There was a crack in the bark on Amoronzon's back.

"Ohoh! What do we have here?", he said, before winding up for a punch.

"DISCOOOORD PUUUUUNCH!", he yelled out as his fist was engulfed in pink flames, and he punched the crack, making it larger. Amoronzon howled in pain, and he summoned roots to slap Discord away.

Tempest continued shooting at Amoronzon's head, even using the harpoon trick she learned to get closer to his face to blast him. Fluttershy still kept her distance, shooting bolts at Amoronzon's face. Meanwhile, Discord recovered from the slap, and got up again.

"Hey! You girls should probably be aiming at his back!"

"Why?", Tempest asked, blasting Amoronzon in the face again.

"Oh, i'm not telling!", Discord responded. "See it for yourself and you'll understand what i mean!"

Amoronzon started swinging his fruit-flail again, but Tempest shot him in the face, stunning him again, and allowing her to see his back. That's when she saw the crack.

"What about it?", Tempest asked.

"You see that perfectly convenient crack? I believe this monster's weak spot is behind it!"

"Well, say less!", Tempest said, blasting the crack at point-blank range, causing it to become even larger, and a bit of orange fur to become visible.

Amoronzon howled in pain once again, before leaping to the other side of the clearing. He then started swinging his fruit-flail again, but before anyone could shoot him, he detached the fruit's vine from his arm, and it flew towards the ground. Then, the fruit started glowing.

"Oh shit."

"LOOK OUT!"

Tempest and Discord ran away, before the fruit exploded, launching small, needle-like spines everywhere. Fluttershy hid behind the large tree containing Applejack's family, while Amoronzon laughed.

"GRAHAHAHAH! Puny ponies... And... Grr... Draconequus... Grrrahrgh... Can't beat me!"

Fluttershy snuck behind Amoronzon as he laughed, aimed her crossbow, and shot him in the crack, causing him to stop laughing, and yell out in pain.

"GRAAAARGH...!"

Amoronzon then turned towards Fluttershy, and regrowing the vine from its arm, grabbed her by the neck.

"Foolish... Grr... Pony... Prepare to be devoured... Graaargh!"

"N-... No!", Fluttershy yelled out, using her Solar rod to shoot Amoronzon right in the mouth, causing him to choke.

"NOW!", Tempest yelled out. And before Amoronzon could dodge, Discord, using his tail to propel him forward on the ground, dropkicked Amoronzon's crack, breaking it, and revealing Applejack's Cutie Mark, which was covered by a pentagram.

"GRRAAARR!"

"Boom! I've (literally) got your ass!"

Amoronzon summoned more roots to attack Discord, but this time, he kept teleporting around, avoiding all of them, before delivering a swift uppercut to Amoronzon's chin, while Tempest and Fluttershy shot at Amoronzon's exposed back, also shooting the roots whenever they tried to attack them. Amoronzon regrew his fruit-flail, and tried to swat Discord away with it, but he grabbed on to it as it hit him.

"GRR... GET OFF!" Amoronzon said, spinning the fruit in a circle, but Discord held on. Eventually, Amoronzon detached the fruit again, sending it and Discord flying, but he turned around, and kicked the fruit straight at Amoronzon's face. It got stuck, and before Amoronzon could even get it off, it blew up in his face, toppling him to the ground.

"Give Applejack back!", Fluttershy said, aiming her Solar Rod at Amoronzon's face.

"Grrr... Never!"

"Oh, you... You...", Fluttershy said, getting angrier. She then closed her eyes, and opened them as wide as she could, this was her secret weapon...

The Stare™.

Amoronzon was taken aback by the Stare™. How could what he perceived as just a puny, weak pony be so intimidating? He tried snarling at her, but found his voice wasn't coming out. Was he afraid? Was he, the mighty Tree Demon, scared?

At this moment Tempest and Discord took this opportunity to shoot and hit Amoronzon's weak spot. He growled in pain, as Fluttershy didn't even flinch, and continued using the Stare™.

Eventually, something was forced out of Applejack's body, and it was Amoronzon in his true form. He looked like a dead, crooked tree, with red, unevenly placed eyes with small yellow slits for pupils.

"Wow, he's even more of an unsightly fiend in person!", Discord said.

"You will pay for what you did to Applejack and her family!", Fluttershy said.

"GRAAAH! Stay away from me!
Grrrr..."

"Oh, how funny! You were calling us puny and weak, but now you're the one scared of us!", Discord said.

"What a coward.", Tempest said.

Suddenly, the Solar Rod and Lunar Rod began to glow. Fluttershy and Discord raised them, and, just like with Joroth, two beams came out of it, and hit the Archdemon.

"GRRRAAAAAAAAAAAAAAAAAAAAAAARGH!"

Once Amoronzon desintegrated, a small orb of light with what appeared to be a cutiemark resembling a sprout was left in his place. The world around the trio glowed white, forcing them to close their eyes. When they opened it again, they were inside Applejack's home, which had now returned to normal. Applejack and her family were on the ground, unconscious, and in Applejack's case, she still seemed to be half-tree, just like how Rarity remained half-spider.

"Alright, im assuming we're bringing them to my house.", Discord said.

Fluttershy nodded. Discord slid the doors to his house open, and Fluttershy, with his and Tempest's help, brought the unconscious Apple family inside.

Rarity, Fluttershy, and Tempest stood near an unconscious Applejack, while Discord and Sweetie Belle were talking with Applebloom, who had woken up.

"So... How did it feel being a tree?"

"Ah don't really know how to describe it...", Applebloom responded. "Stiff, i guess?"

"Well, Sweetie Belle, there you go. That's one of your little friends already!", Discord said. "Now we just need to find the orange one... Wherever she is."

"Thanks Discord!", Sweetie Belle said.

"Well, what do they say? A promise is a promise, and i don't really have the heart to break a promise i made to a child."

"Well gee, thanks Mr. Discord!"

"No problem-o!", he said.

At this moment, Applejack started waking up.

"Ugh..."

"Applejack? Darling can you hear me?"

"AH! WHERE'S APPLEBLOOM?! AND BIG MAC?! AND-"

"Shhh, calm down, Applejack.", Fluttershy said. "They're safe and sound, don't worry."

"Where in tarnation are we?! Why does Rarity look like a dang Spider?! And why do i have wood growing all over me?!"

"You're in my house, pardner!", Discord said with a bad cowboy accent.

"Oh... Great, yer here.", Applejack said. "Anyway, mind explainin' mah predicament?"

"Oh you were possessed, so we beat the devil out of you, and that, dear Applejack, is why you're like this. The same thing happened to Rarity, in case you're wondering."

"Oh... Oh yeah... That happened... Gosh, that was awful...", Applejack said. "But ah'm glad to know my family's ok."

"Now Applejack...", Rarity said. "How about we compensate the time we spent possessed?"

"Aw heck yeah!", Applejack said. "Come 'ere, Sweetheart!"

The two then started kissing eachother furiously.

"Hey, ummm... There's children here?", Tempest said.

"Oh. Well then, Applejack, come to my room.", Rarity said, exiting the room.

"A'ight, ah'm comin'."

Meanwhile, at Grogar's Castle...

"What?! No! This cannot be! They've defeated Amoronzon?!"

Grogar was observing the map of Equestria when he felt Amoronzon's defeat. He became enraged. More than he already was. First, Tempest escaped his (metaphorical) clutches, and now, two of his strongest minions had been defeated.

Then, one of the demons came in through the door, delivering news.

"WHAT IS IT?", he roared.

The demon told him something by growling and screeching at him.

"So you're saying that he managed to capture the princess of the Crystal Empire and her family?"

The demon nodded.

He only didn't win that time because of those damned princesses, and those foolish ponies... But now he's managed to claim it in my honor once more... Very well, bring them to the dungeon, and tell the others of Amoronzon's defeat."

The demon was shocked by that last part, but he nodded, and left the room.

"I'm proud of you... My son."

Author's Note

The "Now we fight like men" line is a reference to Gilgamesh from Final Fantasy, in case anyone was wondering.

Demon Profile

Amoronzon, the Tree Demon
Threat Level: Dangerous
Class: Archdemon
One of the founders of Grogar's cult, Amoronzon, originally known as Earthy Greens was a gardener before his fall from grace. He possessed Applejack, and turned her into a tree monster, who craved nothing but carnage.

Chapter 12: Ruined Cloudsdale

As Fluttershy, Discord, and Tempest were leaving, they were stopped by Applejack and Rarity.

"Wait! Fluttershy, Darling, wait!"

"Huh? What is it Rarity?"

"I'm just here to say... Thank you once again for saving Applejack..."

"Yeah, thanks fer savin' me and mah family!", Applejack said. "Though ah must ask... Where's Rainbow Dash?"

"Oh... Umm, we were going to save her next..."

"Any idea where she could be?", Tempest asked.

"Hmm... That's a good question..."

"Ah think maybe Cloudsdale? Ah remember when ah was possessed, ah overheard that varmint inside Rainbow's body talking about some "city of clouds"... Maybe he was talking about it!"

"Wait... *Gasp!*, Mom and Dad are still in Cloudsdale! Oh no, no, no!", Fluttershy said in a panic.

"Well ladies, what are we waiting for? My friends' parents need our help!", Discord said. "Let's go already!"

"Yeah, no time to waste! We must go at once!", Tempest proclaimed.

"Well, good luck out there... I still need to help my sister.", Rarity said.

"And ah got to take care of mah family too."

"Alright, you two be careful...! Let's go, Mom and Dad, i'm coming!"

"Bye, darling! Good luck saving your parents!"

"Yeah, and kick that varmint out of Rainbow's body fer me, kay?"

The trio quickly exited Discord's house back to Sweet Apple Acres, and headed towards Cloudsdale...

As the trio stood upon a hill, they gazed upon what became of the city of clouds. The once white clouds that formed it had become a dark gray, like smoke. The rainbow waterfalls that rained down from the city were replaced with molten magma, and it seemed various pegasus demons were flying around the area, seemingly guarding the place.

"Wow, and you ponies thought my chocolate milk rain was bad... At least it was mostly harmless!"

"So. What's our strategy here?", Tempest asked.

"I... I don't know... I just know we need to be quick to save Mom and Dad!", Fluttershy said, starting to panic.

"Hey, hey, calm down, Flutters...", Discord said. "Now, we're going to save your dear parents, but we need to figure out how to reach that place first."

"You can teleport.", Tempest said. "Just teleport us up there, easy!"

"But only Pegasi can walk on clouds!", Fluttershy said.

"Really? That's kind of stupid..."

"Although there was a cloud-walking spell... But i don't think anypony here can cast it..."

"*Ahem*...", Discord said.

"Oh... Sorry, hehe...", Fluttershy said, meekly.

Discord snapped his fingers at Tempest. "There, you should now be able to walk on clouds."

"I don't feel any different."

"Then that means it worked without any side effects. Now, is everypony ready?"

The two ponies just nodded.

"Then hold on to me. And make sure to not release me until we arrive at our destination!"

The two ponies hugged the Draconequus, before he snapped his fingers, and they teleported to the city in the sky.

As the trio arrived, they immediately took note of the scenary. There were cracks on the ground, from which the bright, orange glow of lava could be seen. The entire place had the distinct smell of smoke, and there were demons and possessed ponies everywhere.

"My... My goodness! This is awful!"

"They really did quite a number on this place, haven't they?"

"Pay attention you two!", Tempest said. "We've got some company..."

They noticed several demons and possessed ponies walking towards them, ready to attack. Some demons were even coming out of the cracks. These ones being made of magma.

"Alright, let's get nuts!", Discord said, taking out his whip.

"Y-you better stay back! We're not scared of you!", Fluttershy said, getting her Crossbow ready.

"I will not hesitate to blast you things. This is your only warning!", Tempest said, pumping the shotgun.

The demons ignored and started charging at them.

"It's on then!"

The trio immediately charged towards the demons as well, blasting, shooting, and whipping at them. Tempest managed to blast many Dracodemons out of the sky, while Fluttershy aimed for the Cubi flying around. Discord was primarily taking the demons on through melee attacks, like punches and wrestling moves, or using his whip, and other weapons he summoned, like swords, baseball bats, and at one point a chainsaw. They continued battling and battling, freeing many possessed ponies, and saving some that were captured in houses and such.

Eventually, they reached the house of Fluttershy's parents. The place was mostly intact on the outside, save a few broken windows, and the door being wide open. Entering the house, Fluttershy immediately started looking for her parents.

"Mom? Dad? Where are you?!"

"Fluttershy, calm down! There could be a trap in here!", Tempest said.

Fluttershy heard muffled noises coming from one of the rooms. Her brother's room. Upon entering, she saw her brother on his bed, gagged, and wrapped in chains.

"Zephyr! You're alright! Where's Mom and Dad?"

"Mmmph?! Mmmph mmmph!"

"Uh, Fluttershy? He probably isn't going to speak anytime soon... Not with that tape in his mouth anyway...", Discord said.

"Oh, you're right!", she said, before carefully removing the tape from Zephyr's mouth.

"Sis! You're ok! What's up with these clothes tho?"

"It's uh... A long story...", she said. "A-anyway, where's Mom and Dad?"

"I don't know! Like, those things took them away, and like, Rainbow Dash showed up, but she was like, a monster??? And her voice was like, all screwed up and stuff! She and those things put me here, and then left!"

"Any idea where they could've gone to?", Tempest asked.

"No idea, ma'am... Although, im pretty sure that weird Rainbow Dash monster said that they were going to the "headquarters"... Whatever THAT means..."

"Headquarters...? *Gasp*, i got it! The Wonderbolt's Headquarters!", Fluttershy exclaimed after thinking for a moment.

"Well, we have our next destination then.", Tempest said.

"Alright, let me snap those filthy chains away, and you can go into my house.", Discord said, snapping his fingers to remove the chains. He then opened the doors to his house, and let Zephyr in.

"Should i kick him in the ass, since the fandom hates him...?", Discord thought. "Nah, that would go against my whole character arc right now."

After closing the doors to his house, Discord, Fluttershy, and Tempest headed out to the Wonderbolt's Headquarters.

After arriving, and making their way through various possessed ponies and demons, they managed to reach the doors. Once opening them, they were slightly surprised.

The inside of the headquarters was normal. It seemed Zebos, the archdemon possessing Rainbow Dash, didn't use his powers in here.

"Huh, well this is certainly different."

Upon entering, a large, black mass emerged from the ground, and two pairs of eyes appeared on each side, followed by a large mouth.

"Oh no...", Tempest said.

"What is it, Tempest? Are you seriously scared of that thing?"

"I've seen what that thing can do! We better get ready!"

"Wait, what? What does it-", before Discord could finish, several demons started coming out of the amorphous beast's mouth. Mostly Shadow Ponies, but a few Horrors and Dracodemons showed up as well.

"Oh. That's what it does."

The trio fought their way through the demons, blasting, shooting, and whipping, with the occasional melee attacks from Discord. They eventually reached the portal-like demon, and Discord summoned a bomb which he lit, and threw at the portal demon's mouth, stunning it when it exploded inside it. Fluttershy and Tempest shot at it, and eventually eventually defeated it.

"*Phew*..."

"Well, that certainly was quite horrible..."

"Alright, let's move on..."

The trio turned the corner, and were immediately met with another portal demon.

"OH FOR FUCK'S SAKE!"

Two more portal demon encounters later...

"That was the second worst experience of my life.", Tempest said, pissed off by the encounters.

"I agree, that was pretty bad..."

"I've had worse, but i do in fact agree, this sucked."

The trio eventually reached the changing room of the place, and were met with several seemingly unconscious ponies sprawled on the floor. Among them, were Fluttershy's parents.

"MOM! DAD!"

Fluttershy pressed her hoof against her parent's necks. Luckily, they were still alive, they did however have circle shaped scars on their chests.

"*Phew*... Discord, could you help me bring my parents to your home?"

"Why certainly!", Discord said, opening the doors to his house. Then, Fluttershy, Tempest, Discord, and a few of the ponies inside brought the unconscious ponies inside. Some of them included the Wonderbolts themselves, Scootaloo, and Rainbow Dash's parents, all with the same circular scars on their chests.

After everypony was safe, Discord closed the doors to his house, and the trio moved on to the office of the Wonderbolt's general. When they opened it, they did not find the office, but instead, an arena.

"What... Is this?", Fluttershy asked, when suddenly the door closed behind them and disappeared.

"Well, well, welllllll... Look who decided to show uppppppp..."

Then, Rainbow Dash still possessed, by Zebos, seemingly teleported to the center of the arena, as the lights of torches lit up.

"I've been expecting you threeee... The ones who killed Joroth and Amoronzonnnnnnn..."

Bat outta Hell
ZEBOS

Author's Note

I think this was the most action packed chapter yet!

Demon Profile:

Magmoids
Threat Level: Medium
Class: Hellspawn
Demons made of molten lava. They are capable of spitting fireballs, and flinging pieces of themselves around to melt opponents.

Hellmouth
Threat Level: Medium
Class: Hellspawn
Powerful demons that resemble gates or portals. Their main ability is to summon other demons from their mouth. For this to happen, there needs to be at least two hellmouthes in two different locations.

Chapter 13: Devilish Showoff

As Rainbow Dash, possessed by Zebos, approached the trio, they immediately prepared themselves. Who knew what tricks this monster could pull off?

"How could you... You hurt my parents! I'm so... Peeved at you right now!"

"Ah... I see you've found your parennnnntssss... Yesss... I attacked them just to tick you offffff..."

"Truly, i must say, you are abhorrent!"

"Why... Thank you for the compliment... Failuuuuuuuuuure..."

"If he calls me that again, i swear on my mother i'll...!", Discord thought.

"Release Rainbow Dash right now! Or we will be forced to fight!"

"Oh... Why would iiiiii...?", Zebos said, licking his lips with his freakishly long tongue. "If you wish to free herrrrrr... You'll have to fight... MEEEEEEEEE..."

Before anyone could react, Zebos teleported in front of them, and attempted to slash at them with the sharp, pitch-black claws growing from Rainbow's forehooves. They dodged and teleported quickly, with Fluttershy and Tempest shooting at him, while Discord simply teleported behind him. Discord tried to discombobulate Zebos by clapping his hands on the sides of his head, but Zebos turned around, punching Discord in the face. Discord threw a punch at Zebos' cheek as a counterattack, briefly stunning him, but before Discord could try another attack, Zebos teleported away.

Zebos lashed his tongue around, before shooting a beam of blood from it aimed at Fluttershy and Tempest. Fluttershy dodged by flying around, catching Zebos' attention, while Tempest doged, and kept shooting and blasting at him. When Zebos was going to aim it at Tempest, Discord jumped on top of the tongue, and tied it into a knot. Causing Zebos to distract himself trying to undo it. This gave Discord time to punch Zebos in the face, followed by him kneeing his chin, and slapping him with his tail.

Zebos managed to untie the knot, and tried to lash his tongue like a whip, but Discord got his own whip out, and the two started clashing their whips together. Meanwhile Fluttershy and Tempest kept shooting at him, when suddenly, a gate on the walls of the arena opened, and from it came several demons they faced before, such as Shadow Ponies, Horrors, Shadow Gryphons, Magmoids, and some Hell Dukes.

"We've got company!", Tempest yelled out. Fluttershy and her were forced to shift their attention from Zebos to the lesser demons. Meanwhile, Discord kept clashing his whip with the tongue.

"Give up... Failuuuuuure... You will never defeat-"

"Oh now that does it!", Discord said teleporting around Zebos' neck, and constricting it like a python. Zebos tried to teleport as he choked, but Discord was teleported along with him.

Meeanwhile, Fluttershy and Tempest kept shooting and blasting the demons, destroying many of them in the process, Tempest even using the harpoon for some attacks. Fluttershy even had to resort to kicking her opponents while reloading her crossbow.

Back to Discord, he was still choking out Zebos, but it seems he had enough of the Draconequus' tricks, as he used his tongue to stab Discord, causing him to release Zebos' neck, and then he was thrown to the wall.

"No more gamesssssss...", Zebos said, before stabbing Discord in the chest with his tongue.

"I will enjoy sucking on your vitality... I've heard Draconequus vitality is quite... deliciousssssss..."

"Is it though?"

"What...?"

"I mean, think about it, why would my species' vitality even taste good? We're magical creatures that are a combination of several animals, living, extinct, doesn't matter really. So why, oh why, would we ever taste good?"

"What are you trying to say heeeeeere...?"

"Simple! What i'm trying to say is... SUMODOWA!"

Before Zebos could react, Discord stretched his arms, summoned some cymbals, and smashed them on Zebos' head, stunning him, and causing him to release him. Discord then took this opportunity to continue wailing on Zebos with his whip and his physical attacks, before he teleported away.

Zebos then took note of the situation. Fluttershy and Tempest had defeated his minions, and he was getting beaten to a pulp by Discord. It was time to bust out his secret trick...

"Extinguishhhhh...!"

At that command, the torches illuminating the arena extinguished, leaving all four of them in the dark.

"I don't need my eyes to see you threeeee..."

"Oh yeah? Then prove it-", before Discord could finish, he heard Zebos teleport right in front of him. He quickly dodged away, before the torches flashed to reveal Zebos stabbing the area where he was before with his tongue.

"Don't make a sound!", Tempest yelled out, before Zebos teleported behind her, and once again, tried to stab her with his tongue, but she dodged in the nick of time.

"I told youuuuu... I don't need to see you to know where you aaaaare..."

Then, Discord had an idea.

"Hey, bats! I'm over heeeere~!"

Zebos teleported behind Discord, and stabbed him right in the chest! But this was part of his plan, for the torches flashed again, and instead of Discord...

Zebos had stabbed a giant pole made out of glue!

"Huh...?!"

"Looks like you have found yourself in quite the sticky situation... Haven't you?", Discord said lighting a match.

"But... But hoooow...?!"

"Let's just say i'm a great ventriloquist! NOW!"

Zebos couldn't even react before Fluttershy punched him square in the jaw, and Tempest then blasted him in the back. Discord then leapt, and karate chopped the tongue, cutting it in half. Zebos screamed as he was expelled from Rainbow Dash's body, and the torches re-lit the room.

Zebos' true form looked like a giant horned bat, with a wisp like body, sideways slits for pupils, and massive dark wings, and a collar with a pentagram symbol.

"Well, well, well, looks like we've caught ourselves a strange little bat!"

"All the bats i've met were quite lovely... But you... You are a nd! You harmed my parents, possessed my friend... I'm sorry to say this, but you deserve no sympathy!"

"I'm not even going to waste my breath talking about how you're terrible."

"You foooools...! Look what've you donnnnnnnne...!"

Zebos pointed at Rainbow Dash. Aside from the fact that like Applejack and Rarity, she had features of her possessed forms, she was bleeding from her mouth.

"HAHAHAAAA... When you cut off my tonnnngue... You cut off her's toooo...! Now she'll bleed out and-"

Discord then snapped his fingers, and the blood immediately returned to Rainbow's mouth, and her tongue grew back.

"Oh..."

Discord approached Zebos, holding up his Lunar Rod. Zebos tried to fly away, but Fluttershy shot him with her crossbow, causing one of his wings to be nailed the wall.

"This one's for Mom!", she said, before shooting another bolt on Zebos' other wing.

"That one's for Dad!", and then she grabbed her Solar Rod and pointed it at him.

"And this one's for Dash!"

Both the rods shot out beams at Zebos, who started desintegrating. Once he did, all that remained was a small glowing orb with a cutie mark resembling a danger sign. The world around them flashed white, and when they opened their eyes, they were in the head office of the Wonderbolts HQ, which was trashed.

Fluttershy sighed, exhausted. "I think im gonna need some rest..."

"Oh, that's perfectly fair. We've been through a lot today..."

"Let us return to your house. And don't forget Rainbow Dash."

At Discord's house, Fluttershy, Applejack, and Rarity all looked over Rainbow Dash, waiting for her to wake up. Meanwhile, Discord and Tempest were entertaining the now reunited Cutie Mark Crusaders.

"... And that's how i, Fluttershy, and Tempest, beat that bat, and saved Rainbow Dash from his control!"

"Wooow!", the children said.

"Thanks for saving Rainbow Dash...", Scootaloo said. "Rainbow Dash is still number 1 in my book, but now you might be number 3!"

"And why not number 2?"

"Because my aunts are both number 2."

"Oh, fair enough, i suppose..."

"Nnng..."

"Rainbow Dash?", Fluttershy asked.

"AAAAAH! YOU STAY AWAY FROM THEM YOU... Fluttershy?"

"Well would'ya look at that!", Applejack cheered.

"Glad to have you back, Darling!"

"Girls? What happened? One moment i was screaming at that big blue goat and now i'm... Wherever this is?"

"You're in my house."

"Oh, great what's he doing here."

"Hey i literally saved your oh-so-precious life, so be a bit nicer, will you?"

"He's telling the truth, Rainbow."

"*Sigh*, fine, but whatever. Wait, where's Scoots?

"I'm here!", Scootaloo said, waving.

"Oh, thank goodness you're ok!", Rainbow said, getting out of bed to see her. "Sorry for what i did, Squirt. It wasn't what i wanted to do!"

"I know... So are you a Bat-Pony now?"

"I don't think Bat-Ponies have claws on their hooves..."

"Well, who's next on the list. We've saved Rarity, Applejack and now Rainbow. Who would be next?"

"I believe that the cheery pink one is next." Discord said, pulling out a list.

Meanwhile, at Grogar's castle...

"WHAT?! NO!"

Grogar did not take kindly to Zebos' defeat. He was sitting upon his throne again, when he felt his loss.

"No matter... I still have Ramias. And besides, if they defeat him, i still have my elite guard... And they will surely be enough to defeat them... In fact...

"I believe one of them needs new body..."

He exited his throne room, his shadowy cloak dragging on behind him.

Come... I have a body for you.

As the ponies in the dungeon sat in their cages, the doors to the room opened, and Grogar entered the room accompanied by a large shadowy mass of fog.

"What is that?", Twilight asked in confusion.

"T-twilight...? I'm scared!", Spike said in his cage.

Then, two yellow eyes appeared from the fog, with red trails emanating from them. Celestia immediately recognized the eyes.

"No... NO!", she said in horror. "Not you!"

From the fog, a massive, draconic head with six horns and small spikes on his chin appeared.

"Hello, Celestia."

"Who is that?!", Sunset Shimmer asked.

"Sister, is that...?"

"Mortiferus... But... But..."

"Mortiferus?! As in, the legendary dragon tyrant of old?!", Twilight said in confusion.

"Oh, i see i haven't been completely forgotten. Good, as i shouldn't be.", he said, approaching Celestia and Luna's cell.

"But... But how?! Your cell was supposed to be a secret!"

"I left no stone unturned..."

"Now, pony... I would love to kill you as revenge, but i believe someone else wants to do that more than me., he said, chuckling. He then turned to Spike, who was scared for his life of the dragon tyrant.

"And who are you...?"

"Stay away from him! He's just a child!", Celestia said.

"Hmm. He'll do."

Before Celestia could ask what that meant, he enveloped Spike in shadows, and entered his body, possessing him. Spike's body started to grow, similarly to how it did when his dragon greed got the better of him. He grew two wings, and a long, snake like neck. Four additional horns grew on the sides of his head, and his irises turned yellow.

"Hmm... Yes... He is perfect..., Mortiferus said, feeling his new body.

"WHAT DID YOU DO TO SPIKE?!", Twilight yelled out in horror and anger.

"Oh, so that's my vessel's name? How pathetic..."

"I SWEAR... WHEN I GET MY HOOVES ON YOU I'LL-!"

"ENOUGH! Let us go, Mortiferus. I still need to contact him so he can be here when they arrive..."

"Yes, my lord. I cannot wait to incinerate them...", Mortiferus said, as they exited the dungeon.

Twilight started crying in anger, and despair...

"Fluttershy... P-please come as fast as you can..."

"I sense she has already defeated three of the Archdemons.", Celestia said. "She will come soon. I can feel it..."

Author's Note

Mortiferus is based partially on Smaug from the LoTR series, so i imagine he has a similar voice to him.

Demon Profile:

Zebos
Threat Level: Dangerous
Class: Archdemon
One of the founders of Grogar's cult, Zebos was once a bat-pony named Danger Wing. After his rebirth as an Archdemon, he became a large bat monster, with the ability to suck on the vitality of his prey.