All Hail the Overlord

by TheAncientPolitzanian


Chapter 20: Nearing Victory.....

The Overlord looked down upon his prey with the utmost predatory glee and savagery. These impudent curs had impeded his rule long enough, even though, in the grand scheme of things, they had only been in his world for less than a couple hours. A couple hours was long enough, in his dark, demented, mind.

He decided to raise a hoof into the air, to the side. He clenched it, before slowly opening it. A fireball slowly formed in his clenched hoof, it grew as his hoof opened slowly.

That's when he threw it downwards towards his enemies. The Entire sky above Canterlot was filled up by a wave of red fire, which slowly shot towards them from above, blocking his vision of the city below and vice versa.

"M-My Lord!" Morion shouted as the wave of fire slowly descended upon their enemies. "That will destroy the whole city! our plans will be for naught!"

The Overlord smiled and turned to him. "Worry not. I barely put anything into that attack. The failures down there that they call Princesses will certainly be able to stop it before it causes any significant damage." The Overlord then shrugged. "And if not, I will be killing those degenerates, and cleaning up the city, to give us a blank slate to work with in redecorating. Killing two birds with one stone is something I ALWAYS love to do."

He smiled and looked down at the city, despite being covered up by his attack, like a blanket covering a scared child. "Or in this case, killing a couple hundred thousand ponies with one VERY large stone. Speaking of which,"

Pharynx licked his lips. He knew what order was coming next. "Pharynx, go enjoy your new chew toys. The fire won't harm our species of changelings." The Overlord said with a dark smile.

Pharynx hissed in pure delight, before diving downwards, fire surrounding him as he laughed, madness and murder completely consuming his every thought.

Morion has cocked an eyebrow in the meantime. "Now that we are alone..." He said as he turned to his superior. "Thorax, why did you throw it if you knew they would stop it."

Thorax gave a small sigh. "To be honest, I need a second to collect myself. This power is overwhelming, and I need a second or two to fully acclimate too it, or I might explode."

A small crack appeared in the side of The Overlord's head, and fire spewed forth in a massive torrent. He gestured to it with a flick of his neck. "My point."

Morion nodded. "I will get the First Born, they will provide excellent distractions while you prepare."

"That, is why you are my most trusted of servants, Morion." The Overlord said, as the crack in the side of his head sealed. "Not even Pharynx can claim to be as loyal as you, and he doesn't even have free will."

Morion saluted. "It's what I do Thorax." He closed his elytra, extinguishing his flaming wings in the process, and back flipped towards the air, plummeting towards the ground in a sky dive.


Both of the Celestias and Luna flew into the air, between the city and the wall of flame that was descending on them.

The put up a shield, of golden and midnight blue hue. The shield covered the entire city in a bubble. The flames slammed against it and cracks started to form. The three gritted their teeth in unison as the shield started to collapse inwards on itself, shrinking in size as the fire grinded against it.

All three of them cried out in pain before they were all sent rocketing to the ground, practically landing in a pile. The shield completely shattered not even a second afterwards. The fire continued to fall downwards, until a burst of rainbow energy shot outwards completely blasting away the sheet of flame.

The group turned to see that the elements, glowing with glorious energy. Fluttershy had picked herself up off the ground, and was propped up with the help of Rarity, and the others were standing together, united against a common threat as always.

Twilight let out a deep gasp, and fell onto her knees. "Using the elements... always... takes a lot out of us. We need time before we can use them again."

The leaders and warriors nodded.

"Then we will give you time fair princess!" Gallant shouted as he drew his sword. "Come my fellow knights of incorruptible fortitude! Allow us to redeem ourselves from our defeat at the hands of that contemptable blackguard barbarian! Onwa-"

Before he count continue a meteor of red fire slammed into the ground between the Warriors and the Elements. A sickeningly mad laugh emerged as the smoke slowly died down, revealing the Alternate Pharynx. His teeth were sharp, sharper then knives, and is eyes twitched with pure hatred and insanity.

He cocked his head to the side and smiled. "Hello there." he rose from his position and closed in on the warriors, who all held faces of pure terror. "I wonder which one of my new toys is going to break first." He said allowed as he stepped out of the crater, with a lick of his lips.

Flare turned to Pharynx as the 6 of them slowly walked away from the animal before them. "Alternate you is literally the scariest thing I have even encountered."

"I noticed." Pharynx said before his alternate self reared back with a sickening screech. He charged forwards and pounced at the group without mercy in his bloody, flaming eyes.

"KILL! KILL! KILL!" The murderous Changeling screamed aloud repeatedly.

Just before the madman could set upon his prey, he was struck by a golden beam of energy, which pierced him clean through the chest and propelled him through the air, sending him into the window of a antique shop. He of course shattered it without any difficulty.

The Alternate Celestia's horn smoked as she stood up, her legs shaking under her own weight. She gritted her teeth. It was clear to everyone that she could barely even stand.

"We... We can't lose here..." She started. 'We can't... We can't let him win." She tried to take a step forwards, but fell face forwards. She was caught by Gallant and Shining Armor, who slowly laid her down.

"Rest fair maiden." Gallant said. "Let us show you our thanks for the work you have done so far, by doing the rest for you." The sound of marching caused Gallant to turn his head to down the street. A single armored changeling, with clawed hooves and a horned helmet, marched at the front of a legion of sixty or so Changelings in black plate armor with Crimson decorations along the edges, which were in the shape of flames. None of them appeared to be armed. "We will deal with these ingrates."

Gallant stood up and straightened fully, he rose into the air with his wings, and gave his sword a twirl. He slowly pointed the tip at the advancing enemy.

"What the knight said." Shining joked with a smile before he two rose to his hooves.

Pharynx was the first to charge forwards. He gave a brave roar as he rose one of his swords, preparing to bring it down on top of the Changeling in the front.

The Changeling disappeared in a burst of flame, not unlike the overlord in the slightest, and appeared next to Pharynx. The Changeling wrapped the claws of his hoof around Pharynx's throat and took him down, dropping the antlered warrior to the ground, and his back.

The Enemy was kneeling next to him, a hoof on his throat. The Changelings burning eyes flared, and the seems burst into flame. His Elytra shot open, and fire emerged, taking the shape of wings.

Pharynx looked at him for a second, his eyes widened, and his teeth gritted. Then the Changelings hoof burst into flame and Pharynx threw his head back. He screamed into the air, in evident pain. Red fire burst forth from his throat and into the air, but that didn't even muffle his screaming. His eyes slowly burst into fire as well, as veins of Crimson spread outwards form where the Changeling's hoof grasped.

It felt like his very soul was on fire. Burning pain completely engulfed everyone of his senses, and he could feel thoughts of pure hatred, bloodlust and madness tugging at the edges of his mind, which only grew with every agonizing, eternal millisecond.

The Changeling chocking him chuckled darkly at the pain Pharynx was obviously going through. Before he could continue, he was struck in the head by the armored knee of a dragon, throwing him back with a crack. He landed on his feet, in front of his soldiers, who had stopped in their tracks.

Flare stood in front of Pharynx and slammed his tower shield down as the Changeling commander pointed at the two with his clawed hoof. The enemy changelings all opened fire in unison, firing beams of blood red energy, which slammed into his shield.

Flare grunted as his shield was struck with the force from their attacks. He turned to Pharynx to see that he was on his side grasping at his neck. His carapace, in his neck area had become crimson, which was slowly spreading. His eyes were currently flaming, in the same color, and same way as the Overlord's Changelings.

"Pharynx!" Shining Armor shouted out as he slid into a crouch next to the Changeling Prince.

The sixty or so figures that stood before them spread their elytra, once again in unison, and flaming wings emerged. Like their leader, the seems of their armor, and their hooves burst into flame. Their horns glowed, and at once, there were bursts of flame above them, and every one of them now held a Zweihander in their magical grasp.

They started to march forwards, leaving flaming hoof prints before them. The leader, who had just chocked Pharynx, waved his hoof through the air before he joined the march. The Blade flew forwards and embedded itself into Flare's shield.

Flare slid back a little with a loud grunt. The blade had pierced clean through the shield, and barely missed his arm. Shining Armor rushed forwards and put up a shield.

Sea Spray looked back towards Pharynx, then to Gallant. "Gallant," The Hippogriff said as he drew his rapier. "Take Pharynx to the Elements. I am sure they can stop what ever is happening to him. The rest of us will hold these changeling upstarts off."

The Gryphon nodded, before he scooped Pharynx up, and flew backwards towards the Elements and leaders.


Twilight looked up at the Overlord, who was simply hovering over the city, and not attacking. She frowned as she turned to the rest of the elements.

"It's official girls," She started. "I don't think The Overlord is a villain we can redeem, even with the elements. I think he will have to go the way of the pony of shadows."

Rarity slowly let go of Fluttershy, allowing her to stand by herself. "But... that would mean sending him to limbo... Darling, are you sure we should do that?"

Rainbow Dash gestured to Canterlot around them. The corpses, the rubble, the blood. "Look around Rarity! This evil is on a scale that no villain we have ever faces has done! Not Nightmare Moon. Not Discord. Not Chrysalis. Not even Tirek went this far!"

Rarity looked at her and nodded grimly. Suddenly there was a flap of wings and Gallant landed in front of them. He was holding Pharynx who was practically thrashing in his grip. His eyes were screwed shut, but red fire escaped out of it in small amounts, and the carapace from the lower half of his face, to his chest had turned crimson.

"My compatriots! Prince Pharynx of the Changelings is in trouble! That senseless brute who is attacking us has done something to him. I am afraid we are loosing him to darkness!" The Gryphon Knight urgently said.

Twilight's eyes widened as she rushed to Pharynx's side. Her horn glowed and she tapped it's tip against Pharynx's.

"This isn't good." She said aloud. "He is being corrupted by the Overlord's essence. We need to end this now." She tried to cast a spell on Pharynx, to free him, but instead her spell deactivated, and the crimson carapace shot outwards, expanding even faster.

"Can't you remove the corruption?" Gallant asked placing a claw on Pharynx's chest, causing him to shout out in pain. Gallant quickly pulled his claw back.

"Yes and no. We would need to use to elements to free him, but if we use it on him, we can't stop the Overlord." Twilight started.

"I think I can." Came the voice of Thorax who shakingly pulled himself up. He limped forwards, but Gallus tried to stop him.

"Sir, are you sure about this?" Gallus said. "That battle with the Overlord has weakened you, immensely."

Thorax weakly pushed him out of the way. "I have to do this."

Thorax sat down next to Pharynx. His horn and antlers glowing cyan. He closed his eyes and cast a spell. The crimson carapace on Pharynx slowly shrank and disappeared.

Twilight and the others stared at him in confusion, before anyone could say anything, there was a boom above them.

They turned their heads upwards.

The Overlord laughed above them, as he slowly descended downwards towards them. "Now then insects," He said as he entered the range of the elements without realizing it. "Are you all prepared for extermination?"

Twilight smiled, which caused the Overlord to raise an eyebrow. "I don't think so!" She shouted back.

The Overlord gaze quickly swept across the Elements of Harmony, particularly on Twilight's tiara. "Damn you!" He shouted before he shot downwards towards the 6.

They fired the elements. A laser of rainbow colors shot out of the 6 mares and shot towards the Elements. The Overlord's eyes widened in fear, and he desperately dodged to the right.

"HAVE FUN IN LIMBO!" Applejack shouted at him as he roared in pain, which caused all the Crimson changelings to stop in their tracks. They had never once heard the Overlord roar in pain, not that loud anyway.

There was a second burst of energy, and a spinning void of energy appeared, and sucked up the rainbow from the elements. The 6 mares smiled at their handiwork before they got a better look at the situation.

The Overlord was still in the air, but he looked completely destroyed. Literally.

He had been vertically bisected, and all that floated in the air, somehow, was his left side. Fire emerged out of it in an inferno of energy, and a pained look was eminent on the half of his face that was still there. The other half of his body was gone completely, clearly having been sucked into limbo. His clawed hoof opened and closed a couple times as he breathed heavily.

"How is he still alive?!?" Queen Novo shouted out.

"It doesn't matter!" Twilight replied as she readied to fire the elements again. "He isn't going to win after this.