Fel Equestria

by NightsongWrites


Chapter 5

In the past ten years, Equestria had undergone a massive industrial revolution, especially in the capitol of Canterlot. Steam power had allowed ponies to develop the mass production necessary to fully support their trade empire among the rest of the world. Factories had popped up in mere months, their tall smoke stacks billowing smog high into the atmosphere. For a few years, the pegasi had done their best to round up the smog, but they had soon run out of space to store it all. Combined with the insults of the Noble Council and the withdrawal of several Pegasus cities, Cloudsdale included, it had not taken long for no one to bother with it. Canterlot was covered in a perpetual layer of the smog, especially in the Industrial district, one of the poorest districts in the city, despite being the one with the most jobs.

Factory owners had taken advantage of new labor laws to hire cheap earth pony labor by the hundreds, the thousands even, setting them up in shabbily built shanty towns around the factories, paid in specially minted bits, only usable in company stores. A lucky few, the managers and forestallions, were paid in "real" bits, but that only lead to a quickly building class struggle between the two groups. Strikes and gang fights were commonplace, and most of the gentleponies of the higher districts refused to enter the troubled district, which only exasperated the problem. Day and night, poor working class ponies peered suspiciously out of doors and windows, glaring at police ponies and anyone they deemed a stranger, not a drop of friendship to be felt.

And it was to this dismal scene that three terrified mares rushed headlong...


******************************


Sweetie Belle collapsed in a ragged heap on the floor of the abandoned department store, sobbing quietly and panting her lungs practically out. Her horn still gave off little purple sparks, and the suppressor that had been on her horn for over ten years was blackened and dim. That, she was somewhat glad for. It still blocked most of her magic, but the pressure that had been building in her head over the past few years was finally starting to lessen. Her uniform was torn and bent from their flight, and she was quick to angrily peel off the garment and toss it aside. As she turned to her best friends, her anger only grew.

Applebloom looked a mess; her overalls were ripped and holey from the dozens of the vines and trees that attempted to trap her in the demonic jungle. Part of her treasure bow was torn, but she was stoically sitting beside Scootaloo, stroking the exhausted pegasus' back. Among all of them, Scootaloo had endured the most humiliation during their time at the school. When their sisters/adopted sister were banished from Equestria, all three were taken into the custody of the government, despite the staunch resistance of Ponyville. Sweetie Belle had heard that Big Mac had thrown a massive fit when the agents came to take Applebloom, and had served two years in prison for shattering one of their legs and jaws. But it had not done any good, and all three were given into the custody of the Canterlot School. While Sweetie Belle was "enrolled" in the Troubled Students classes, Scootaloo had been trained and practically broken to becoming a maid.

Her purple mane had been dyed a non-descript black, and tints were added to her shampoo to keep her fur a more dull, lackluster orange. At the moment, her strictly enforced maid uniform, all white frills and black corset, were shredded from the vines and her furious flight. It hurt to stare at Scootaloo's stunted wings, many of the primary feathers bent or entirely missing. The School had not wanted her to fly, period.

"A-are you guys o-okay?" Sweetie squeaked out raggedly, rubbing her eyes fiercely to scrub away the tears.

"M'fine!" Scootaloo snapped back harshly... then drooped, shaking her head quickly, "S-sorry, sorry... I-I'm just..."

Sweetie didn't even think, quickly crossing the room from the door to join Applebloom in hugging one of her best friends tightly. She understood; oh, did she understand her fury. For a decade now their lives had been utter hell. She had never gotten a chance to say goodbye to her sister, the pony who had practically raised her from infancy. Sweetie Belle didn't even know if Rarity was alive or dead, or any of her old friends. News rarely came into the School, even in the heart of Canterlot. And it /never/ left, at least, not for foals like them. She scowled slightly at her thoughts. For PONIES like them. They were adults now, damnit!

When they finally separated, the trio began to carefully explore their current hideout, heads ducked down and stepping quietly. None of them were sure that they hadn't been followed out of the school, and they couldn't be sure who might already be occupying the vacated space. Judging from the dusty signage, Sweetie Belle was surprised to find that this store space used to be owned by Fancy Pants, one of her sister's biggest financial backers and friends in Canterlot. Rarity could spend hours talking about or to the gentlestallion, and Sweetie had wondered off and on if they had a thing for each other, despite Fancy's beautiful and thoughtful wife, Fleur-de-Lis. But both had always rebuffed her questions with warm smiles and quiet chuckles. Sweetie Belle had liked him, and to see his store like this...

Sweetie had a sneaking suspicion that the abandonment had been forced, fast, and not too subtle: racks were still packed with goods and clothing, though many were moth-riddled and moldy. Cash registers, once Applebloom curiously kicked one open, were still packed with bits, and Sweetie Belle even found an old purse filled with some mare's possessions. She... really hoped Fancy Pants and his employees were okay. And that that dark brown spot on the wall, around a small spear-point sized hole was not what she thought it was.

"Hey, I think these are still wearable."

Applebloom carefully pulled several boxes out of a side closest, kicking them open: each was filled with long hooded travel cloaks, top notch quality. Sweetie Belle hated to just... loot them, but... Sighing quietly, she shrugged one on, quickly turning to help Scootaloo get out of the far too tight corset. The sight of her shrunken stomach... Sniffling and growling at the same time, she nuzzled her friend's ear, trembling slightly in her rage.

Rage. It was an emotion she knew too well. But it had caused far too much damage in her life. When the agents had come for Sweetie, she had, in her fright, ignited a fire that had raged in the Boutique, destroying almost everything, and knocking Sweetie Belle out from smoke inhalation. When she had finally awoken in the Canterlot hospital, the suppressor had been fixed to her horn, and Sweetie's fate had been sealed. The frustration, the rage...

Sighing quietly, she carefully helped dress her best friends, nuzzling and taking in their scents and touches as much as possible. Best get in as much as she could, while it lasted. With Sweetie's luck so far...

"So, now what do we do?" Applebloom asked quietly, settling back on her haunches and wrapping the warm cloak around herself.

"Can't go home," Scootaloo whispered, shaking her head, "The police know of us..."

Sweetie Belle closed her eyes. And there were demons on the loose, taking over an entire school without backlash. With no Princesses to go to, a government that despised her friends... what could they do?

"We stay here for now, wait for a chance to escape," Sweetie decided with a small nod, "It's our only chance."

Applebloom nodded slowly, staring over at one of the dusty, grime-coated windows, "Maybe... maybe we can g-get back to Ponyville, find Big Mac... or Cheerilee... we could all leave Equestria together."

Sweetie winced faintly. Leaving Equestria... she never thought she would even imagine the possibility. Equestria was her home. Her sister's home. But it had fallen so far... Not trusting herself to speak, she gently gathered her friends as close as possible, and settled down to sleep. Mentally, emotionally, and physically, they were all exhausted. They would cement their plans in the morning... and come what will, always stay together.

*****************************

On the outskirts of Canterlot's ritzy Merchant's District, the manor home of Fancy Pants and Fleur-de-lis sat dark, and quiet in the coming night. The wrought iron gates were barred, and plastered with threatening notices. The ground were kept well by a team of loyal groundskeepers, and the insides were waited upon by maids and servants who refused to leave the side of their mistress. They all knew that, one day, the police would arrive in force to evict them all. And on that day, they would follow the mare that had treated them all, earth pony and pegasus alike, as true ponies, no matter where she ended up. It was that love that kept the heart-broken Fleur going. And it was this love, this affection that she felt she truly did not deserve, that led to her tears and sobs on that dark night.

Naked and curled a top her and Fancy's pillowtop bed, the alabaster unicorn sobbed hysterically into Fancy's pillow, trembling heavily. The notice had come in that morning, and destroyed Fleur's world. Come tomorrow, she would never see her beloved husband ever again. For crimes he had never committed, his enemies were determined that he die on a bloody stage, for all Equestria to see. To see that the one unicorn benefactor of unification and co-existence between the tribes was gone. And for Fleur, that the love of her life was truly gone.

Fleur tensed as the window on the other side of the room clicked shut, and she whirled in her bed, horn gleaming a brilliant pink. Robbers, already? No matter. Fancy had taught her a few self-defense spells, and she would be damned before she let this house be desecrated.

"Who's there?" she snarled, eyes glittering in anger, "Show yourself!"

"Is that any way to greet an old friend, darling?"

Like a spectre out of a mist, Rarity Belle stepped forward with a playful grin stretched across her still-gorgeous face. Fleur's magic died with a small pop as her mouth dropped open, mind frozen in her shock. It had been a decade since she had last seen Rarity, but she had not aged a day. Dressed in a sleek black gown, the designer gently climbed onto the bed, and reached out to hug Fleur tightly around her neck.

"It's so good to see you again, my dear," Rarity whispered quietly, voice choked with emotion, "You have no idea..."

"R-rarity?" Fleur finally managed to breathe out, voice hoarse, "How... w-we... e-everypony thought you were d-dead. Banished to the Badlands..."

Pulling away, the smile on her lips positively sardonic, "Somewhere a bit more terrible than that, sadly. But I'm back now, we all are, in fact. Why are crying, Fleur? Where's Fancy Pants?"

Ah, that. The knife of grief cut through her heart anew, and tears began to spill out in an unstoppable flood.

"O-oh Rarity, it's a-a-aweful," she managed raggedly, "T-they... the N-nobles are g-going to kill him. Guillotine him, come noon, in f-front of everypony in the city..."

Fleur sunk back onto the bed, eyes clenched tight, and never noticed the winged form that quickly took flight from the window sil, racing with all speed back towards the School. Rarity leaned down, gently kissing the tip of Fleur's horn.

"We aren't going to let that happen, my dear," she whispered, voice growing a touch deeper, with the thrum of magic behind it, "Fleur, you always were a wonderful friend to me. I have not forgotten that. Please, look at me."

Scrubbing her eyes and mustering her composure, Fleur nodded, shakily lifting her eyes to meet Rarity's. And fell firmly into her control. A flash of red surged into Fleur's eyes, and she gave a deep, soul-bidden gasp, body tensing as the Devil above her smiled toothily. White horns curled around the sides of her friend's skull, but Fleur could not register any shock or fear. Her whole world were the deep maroon pools holding her soul.

"Accept my gift, and help us," Rarity whispered gently, leaning oh-so-closely to Fleur, muzzles practically rubbing against each other, "I will bring you Fancy Pants myself. That is a Promise."

Her words rang with power, and Fleur quivered deep in her core, head jerkily nodding. Rarity darted forward, and Fleur stiffened as her friend kissed her with authority and power, tongue easily overpowering her own as it explored the delicate mare. Magic was coursing through Fleur's body, and she could feel herself warping and twisting painlessly. Rarity's hooves gently wrapped around Fleur's delicate neck, keeping her undivided attention as she opened up her command over chaos.

When Rarity's lips pulled away from Fleur's own, the Devil gave a little, feminine giggle, stroking Fleur's cheek.

"And when you and I are done, we'll pay a visit to all your servants, hrm? I'd say they deserve a reward too..."


********************************


Early the following morning...


A trio of small hooves reached up to rap firmly on the Southern Canterlot Guard Barracks, the sound carrying across the massive stone building. It took several minutes, and many more such knockings, before the eye slit on the heavy oaken door slid open, and a blearily-eyed guard peered out groggily.

"Who goes there?" he slurred sleepily, "What do... you..."

Smiling brightly despite the early hours of the morning, ten teenage mares beamed up at the door. Dressed in very tight green vests and almost indecently short khaki skirts, they stood beside several wagons filled to the brim with every kind of imaginable treat, from cookies to brownies to entire cakes. Just looking at the treats arrayed before him left the guard starving... in more than one way.

"Good morning, sir!" A little unicorn filly chirped up at him, her blonde mane done up in pigtails beneath her green beret, "We're with the Filly Scouts! We're selling baked goods to pay for a trip to Las Pegasus. If we could come inside, sir, we have a little presentation we'd like to show you and your men."

Behind her, one of the fillies turned and bent down to fix some of the brownie displaying... and give the guard an eyeful of her tight panties, curving around her plot enticingly. The young guard gulped thickly and shuddered, tearing his eyes away from the sight and looking back down to the innocently smiling filly.

"W-well uh... we have... to g-get ready for-" he shakily began, but the eyes on each filly began to widen and fill with just a bit of tears, "N-nevermind, nevermind, sure, come right on in! Hey guys, wake up, Filly Scouts!"

Shutting the eye slit and hopping down from his perch to unlock the door, the guard never noticed the little flash of purple in the fillies' eyes, or the sly grins that spread over their "innocent" faces. Cake.

*******************************

That Afternoon


The Noble Council had spent more than a few bits in bribing the police over the years, and for this execution, it was no different. Every police pony in Canterlot had been sent out, gathering every pony they could find and force up into the Grand Plaza of Canterlot, just outside the former Palace of the Princesses, now known as the Noble Seat. The luxurious fountain had long since been dug up and thrown away, in favor of a massive stage, with room for both cages, and the guillotine. The bladed contraption was a new concept; capital punishment had been done away with under the Princesses, but the Nobles had eagerly brought it back. The basket at the end had by then caught many a head of "terrorists," political prisoners, and real murderers alike. Thousands stood just outside the police cordon, their chatter rumbling over the plaza as they stared at the firmly secured Fancy Pants.

The gentlestallion still managed to keep a prim and proper look, even with his head, bloodied and bruised from beatings, shoved through the death slot on the guillotine. His prized mustache had been ripped out, and he squinted without his monocle to help his admittedly poor sight. He was naked, without any of his famous clothing, and his cutie marks had been branded over with the sigil of Equestria, a practice also added back by the Noble Council. Despite everything, there was no fear in his eyes, something that was impressing many ponies, if their increasingly irate chatter was anything to go by.

Standing at the back of the crowd, surrounded by their personal guards, twelve unicorn stallions stood tall, scowling deeply as they scanned the shifting crowd. Many of them were of the tall, stocky Canterlotian breed, but several more were shorter, twisted in appearance from the... failures of their breeding. Any look of contempt on the part of the commoners around them was often met by a blackjack to the face and time in prison, so most ponies simply did their best to not look in even their general direction. At the forefront of the Council, two stallions of rich white fur and bright blue manes scowled around angrily.

"Where the fuck is the guard?" one growled out, stomping his hoof angrily on the cobblestones, "They know the risks here. If the crowd gets unruly, the CPD can't handle this size of a mob."

Alder Horn, head of the Canterlot Press and all of its subsidiaries throughout Equestria, was a hot-headed stallion, and his temper had only gotten worse as the economy fell further and further into depression. Alot of his bits had gone into domestic production and stocks, and into the muscle needed to control both- namely, the Equestrian military.

"Calm down, brother," Rowan Horn replied quietly, "Do not let the crowd sense your frustration, it will make things worse."

Rowan Horn, primary shareholder and CEO of the Equestrian Shipping and Trade Company, was far more even-keeled, but had a mind for the dark that stunned even his fellow Nobles at times. Assassinations and kidnapping were his stock and trade, and more than a few noble houses throughout Equestria and other nations had been cowed when sons and daughters mysteriously died, or awoke in a distant land, chained to a brothel bed. Indeed, rumor had it that Rowan had a brothel of his own in the mountains of Transylvania, stocked with the scions of many Equestria, Minotauran, and Zebrican houses. As a consequence, he was a hated figure in Canterlot... hated, and utterly feared. No eye ever landed on him on purpose, unless the do-er was heavily intoxicated, or just plain foolish.

"I am sure there is a perfectly good reason for their absence."

********************************
At the same time...


"Oh Mister, I'm just supposed to sell you cookies," the filly whimpered innocently, peering back at the entranced guard hunched over her, with very not innocent eyes, "You're such a bad stallion, mister."

"O-oh fuck..."

The barracks were once again locked down; not a single guard had left to do their duty, as they were far too busy fulfilling a much more primal need: banging hot teenage pussy. The Filly Scouts had not had to do much to entice the guards- a single cookie or brownie had been more than enough to lower their inhibitions, and Twilight had trained her little Scouts well. The Captain of the Guard, a powerful built unicorn stallion named Heavy Spear, gasped raggedly as he leaned back in his chair, watching wide-eyed as two fillies suckled and teased his swollen balls, while another easily deep-throated his thick, ten inch dick down her delicate, tight throat. Her bright purple eyes met his own, and she gave him a playful wink and a firm slurp.

That was more than enough. As Heavy Spear roared and shuddered in bliss, pumping what felt like gallons of baby batter into the eagerly suckling Filly Scout, he vaguely remembered that he was supposed to do something very important that day.

"Mmm, my turn, I wanna taste!"

Nevermind!

******************************


"Looks like it's starting, brother."

Up on the stage, three stallions stepped beside the guillotine and Fancy Pants: one was dressed in all black, his face covered by a black hood as he stepped beside the release lever. On the other side stood a judge, in full robes and attire, face twisted in distaste for everything around him. And finally, the Head of Justice in Canterlot, a tall, chestnut colored unicorn stallion, Heavy Hoof.

"We are here today," he began, deep baritone amplified magically, "To witness the execution of Fancy Pants, of Canterlot. On the charges of high treason, domestic terrorism, and ten counts of murder. Each one of these charges equates death, but you get off lightly, Fancy Pants, for we can only kill you once. Do you have any final words to say before the world?"

Fancy Pants peered up at the Noble passively, a smile forming after a few moments, "I suppose I do, old chap. Praise the Sisters. Praise the Elements of Harmony. May they look on me with favor. On all Equestria. ...goodbye, Fleur..."

"Release!"

With a piercing shriek, the rusted blade began to fall... only to disappear with a purple flash, reappearing above Heavy Hoof... and slicing him cleanly in half, blood fountaining into the air. The crowd was stunned into silence, and Fancy Pants slowly opened his clenched shut eyes, trembling slightly. Purple magic encased the lock, and it snapped open in an instant.

"Hello everypony."

Twilight Sparkle and Cadance shimmered into appearance as their invisibility spell washed away, stepping out onto the stage gracefully. They did not bother to hide their appearance now, their demonic glory for all to see. A bright, beaming smile was on Cadance's face, while Twilight's own was much more sinister, her horns gleaming a brilliant dark purple. Shrieks and screams of the very damned began to materialize as swirling portals ripped themselves open in space-time; snickering, red-eyed batponies glared down at the crowd from the rooftops, and massive vines began to climb up the Canterlot Noble Seat, pods and giant flowers blooming as they climbed. From the portals marched line after line of succubi and incubi, pony-like bodies armored to the teeth and carrying mixtures of nets, lassos, and tridents. From more than a few of the gateways, flying creatures and monsters from the depths of the Realm of Lust slithered, flew, or leaped out, their calls rising up in and eager cacophony.

"Did you miss us?"