• Published 9th Feb 2019
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My Little Pony: The Lost Soul - Shadow Master



Their friendship is about to get tested as Mane Six and Dragon Strike Force must find and recruit more allies to save their homeland from the forces of Storm King & Dark Curse.

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Chapter 4: Festival

"Saber and Terrorcreep have discovered and exposed Capper's true intention of 'helping us' to all of us. He has no intention of helping us to find the Hippogriff's home. In fact, he was trying to sell us for paying his debt.

Thanks to Saber and his negotiation with Verko, he agreed to not only paid off Capper's debt, but also sold the cat to us as our slave. But to be honest, I don't like that word a lot. In this town, no one cares about. Still, We need his help and knowledge of Kludgetown since he lived here for a long time. Terrorcreep helped too because he informed us about Tempest and her crew have come and hunt us down. So, we make our escape in time in time.

While we were looking for materials and tools for Shorty's repairs on his gunship, we came across to a strange festival. It was there, where we found something shock and surprising to us..."


Back at the Equestria, Dark Curse was standing on the Canterlot Castle's balcony, where he was overseeing the work in progress of his army. He saw some of Storm Creatures and Dark Mystic Ponies were reeducating and enforcing the captured ponies and creatures to be their slaves and workers. Most of his army were building and testing on some weapons, blasters, siege weapons and military transports. They're preparing the invasion of Ponyville Town. He smirked darkly and sinisterly to see everything has fallen in places.

Guildenstern, Psychopath Joke and Demon Generals were behind of him as they're awaiting his order. Shockwave and Deadlock have received the spell call from Storm King again. And this time, they reported to him about latest situation, which doesn't sit well.

"WHAT?! SHE DIDN'T GET THOSE TWO PONIES AT ALL?!" Storm King demanded angrily as his face burnt in crimson. He screamed while throwing a lot of tantrum and his toys around, making both Shockwave and Deadlok looked scared and worried. He then gritted his teeth while muttered and grumbled angrily and annoyingly. He then breathed calmly and slowly, "Okay! Okay! Okay! Nothing to get angry! I'm sure she'll get it done. Even if she failed again, I still got princesses' magic to use. Right?"

Shockwave and Deadlock remained silent as they're both scared and worried. Storm King burnt in red again as he groaned, "Am I right?!"

Shockwave and Deadlock yelped in fear as they exclaimed, "Absolutely, my lord! Truly worthy of these kind of powers, my liege!"

Storm King sighed, "Thank you for not testing my patient again." He cleared his throat, "Well, since she's heading to Kludgetown, I'd probably meeting up with her soon. Either way, make sure that the Ponyland is under my control before my arrival. And also, no more Resistance in my turf, got it?"

"Yes, your majesty!" Shockwave and Deadlock exclaimed firmly.

"Good. See ya around!" Storm King exclaimed happily, "It's time for the Storm King's Rule Song! I love that song, makes me the King of the World!"

Storm King: There's no place where you can run and hide from me
Nothing can save and protect all of you from me
Cause if you all do, I'll find and hunt you all down
So, don't try to be funny and stupid
Cause your life will be end sooner than you think
The Storm King wants to rule the world!"

As Storm King laughed evilly and sinister as the spell call begin to end its call. The magical spell dispersed within the cauldron. Both Shockwave and Deadlock sighed in relief.

"I hate when he does that especially his ridiculous song," Shockwave remarked dryly and annoyingly.

Deadlock groaned, "Tell me about it. So, what is next?"

"Simple. Shockwave, you will launch the invasion on Ponyville and destroy the Castle of Friendship. It represents their hope and symbol for them to fight on. Deadlock remained to defend the Canterlot Castle," Dark Curse said calmly as he and his allies entered the throne chamber, "The rest of my officers and army will defend the crucial territories!"

"Since when we take orders from you?" Shockwave demanded dryly.

Deadlock hissed, "Agreed. Why should we?"

"Because without me and my army, your Storm Kingdom will never achieve much of your goal for last two years. You all will be nothing but laughingstock for generations," Dark Curse said dryly and darkly, making both Shockwave and Deadlock uneasy and annoyed. He continued, "Now, do as you were told."

Shockwave groaned, "Very well. I will prepare the army for invasion. That city will fall before the might of Storm Kingdom."

Deadlock hissed angrily, "I'll defend this land, in the name of his prowess!"

"Excellent. Now go," Dark Curse said darkly and calmly, "I'll be meeting with Storm King at Kludgetown since he invited me to a special festival."

Both Shockwave and Deadlock nodded firmly. They both headed off and prepare both offense and defense preparation.

Dark Curse turned and looked at his Demon Generals, "We still have two more days before its time. While Kyuubi is hunting down our ponies, we make preparation for the ritual. Inform the rest about this. And make sure the ritual is prepared and defended. I don't want any more interference to my master plan. It must be done perfectly."

Guildenstern, Psychopath Joke and Demon Generals bowed humbly and responded, "Lord!"

They all summoned their Dark Mystic Portals for them to enter it. Dark Curse turned and approached to the balcony. He then looked up at the dark clouded sky. He smirked darkly and sinisterly.

"Soon... Very soon... You will be freed and regain what you have lost. I can promise you for that, my old friend..."

Dark Curse summoned the Dark Mystic Portal for him to use. He is heading straight to Kludgetown now.


At Ponyville Town, the Equestria Rebellion Army or its acronym - E.R.A. are setting up the defenses at their only unconquered town, with limited supplies, weapons and military transports.

Inside the main camp, Shining Armor and his allies were discussing of the plans of how they handle the situation. An armored Patrol Pegasus Guard worn a breathing mask with blue goggle and armored military helmet has arrived and entered the camp. He bowed down as he's making a report.

"I bring news! Enemy force has made the move!" The patrol guard reported, "Just as you're expected, sir. Shockwave is leading the invasion! Deadlock remained behind to defend Canterlot City. Dark Curse has left and headed to Kludgetown. The Demon Generals headed to different locations for specific reasons."

Princess Cadance hissed, "That doesn't sound good."

"Thanks, Carmine. You did well. Return to your post, trooper. Set the defense up." Shining Armor said calmly. Carmine saluted before turned and headed off. He turned and looked at his council, "What do you think they're up to? It's not like Dark Curse make alliance with Storm Kingdom and let them take care of us. Something's up."

Jason hummed in concern, "Yeah. Dark Curse never make alliance with mortals without a reason. He's after something. But what?"

"Whatever it is, it can't be good for both of our worlds," Princess Cadance said in concern while rocking Flurry Heart.

"Do you know about it, Starlight?" Sunburst asked, "You did work with them. You must have known something about their plans."

Starlight sighed, "I wish I knew. Amon never tells me anything, even if I did succeed my mission."

"So, what are we gonna do?" Sunset asked in concern.

"Enemy is close to our place now," Flash said in concern and firm, "We can't let them take our city, without the fight. We have to defend it."

General Rexstrike nodded, "The kid's got the point. But we need to know what the hell are those monsters are after. I have the feeling that's not gonna be good."

"We should go and infiltrate enemy base to find out," Jason said firmly, "Or better yet, when he come back, we kill that Dark Lord once and for all! That should end the war ASAP!"

"No! We won't take that dangerous risk!" Shining Armor said firmly, "Our main priority is defend our home, not go and assassinate the Dark Lord."

"That's it? Stay here and cooped here? Defend and repel the invasion at ease? That's gotta be a joke!"

"No! Fighting Dark Lord is a joke! Twiley, Shadow Dragon and their friends used their Elements of Harmony powers to defeat him. And now, he's alive. He could be more powerful and more dangerous than before. No one can escape and come back alive!"

"We can't wait and do nothing! We need to strike them back before they could take us down or worse begin their mast plan! We must kill the Dark Lord now!"

"No, we don't!"

"Want to make me again, asshole?!" Jason demanded angrily.

Shining Armor groaned while glaring at Jason, "I'm happy to do it now, brat!"

"Enough!" Princess Cadance exclaimed firmly. Everyone turned and looked at her. Flurry Heart yelped and cried tearfully and fearfully. This prompted her to shush while rocking her baby gently. She then continued, "Is this really the time to have a big fight and argument among ourselves when the enemy is close to our home?"

Both Shining Armor and Jason huffed angrily while looked away from each other.

Princess Cadance sighed, "Right now, the ponies need us to lead and protect them. So, we will defend our home and repel the invasion now. That's our priority. Do you understand?"

"Yes, ma'am!" Everyone saluted.

Shining Armor nodded, "You're right, Cadance. I'll get the defense ready now. We'll forced them to retreat."

"Whatever. This is a waste of time," Jason snapped in annoyance, "Do what you want while I do what I have to do. My way is better than yours, Princey and Princess of Crystals."

Putting his helmet on his head, Jason left the camp and headed off at once. Shining Armor and his allies sighed in annoyance and frustration with his attitude.

"Honestly, where on Equestria Shadow Dragon did find this kind of a guy?" Shining Armor asked in annoyance, "And not to mention, why he can be a teammate to the Dragon Strike Force."

Flash sighed, "Best not to ask that kind of question and focus on the mission."

General Rexstrike nodded, "He's right. The enemies are on their way here now. We'd better prepare the defense now. We don't have much time."

"You're right," Shining Armor nodded and agreed firmly, "Everyone, to your station now!"

"Yes, sir!" Everyone saluted.

Princess Cadance and her team headed off to inform the Ponyville Town Ponies to hide within their residents. Shining Armor and his military army headed off to Ponyville Town's Walls for defending their home and repelling the enemy at once.


Back to Kludgetown, despite some setbacks, Tempest and her crew continued their search. They then come across to some Humanoid Creatures, whom they interrogated and questioned of Capper and his location. They helped and directed them to his home.

Upon their arrival to destination, they have found Capper's Home emptied, abandoned and ransacked. His home is completely a mess and ruins. No one is home.

"Damn. They got away," Grubber said in concern.

Tempest groaned in frustration, "If there were just fillies and children, it would have been easy for us to catch up to them."

"Doubt it," Maul disagreed, "They still can outrun and escaped you, no matter how many ponies there are. No different at all."

"So, what are we gonna do now?" Grubber asked in concern, "Interrogate more creatures?"

"Sounds like the only option we have," Phasma said in frustration, "It's gonna cost us a lot of time and resources."

Tempest narrowed her eyes angrily and darkly, "So be it. I will find and capture them. I need my horn back!"

"Feisty and determined? Me like it..." Maul asked amusingly.

Tempest groaned a bit before turned and glared at Maul, "Why can't you be more useful for this mission? All you ever did is mocking and joking around like a fool?! I'd never understand why you're made as Second-in-Command of Dark Mystic."

Maul chuckled amusingly, "Lady, you don't even know what I'm capable of. I'll show you that reason when the time comes. And trust me, it's gonna be a big blast."

Tempest sighed, "I highly doubt that you're good as any Demon General."

"You'd never know," Maul remarked amusingly. He turned and noticed Rippersnapper arriving to the scene. The Zmena Dravec bowed down humbly. He asked, "What's up, Rippersnapper? Got any news?"

Rippersnapper looked up to his master, "Yes, my lord. Dark Lord and Storm King has requested both of your presence, as well as Lady Kyuubi's now. They're now waiting for your arrival at the Palace of Judgment!"

Tempest was annoyed yet calm and firm about the latest news while Maul looked amusing and happy. Both Grubber and Phasma looked worry and concern about it.

"Looks like our search has to delay," Phasma remarked dryly and annoyingly, "No doubt he has found out about your latest failure. He'd probably question your abilities as his Second-in-Command."

Tempest scoffed calmly, "Perhaps. But he will not get rid of me easily. He still need my help and guidance to use the Staff of Sacanas."

"We shall see, Commander..." Phasma snarled calmly.

Tempest smirked, "We shall, captain." She turned to her crew, "Let's find Kyuubi first, and then, we head to Inquisitor's Judgment Court. She's taking too long with her beautifying her skin."

"I still don't understand why she needs it." Grubber asked in annoyance as he was eating a pie.

Maul chuckled, "You're not gonna enjoy it much. But I like it."

Grubber gulped in concern, "Why do I get the feeling that I'm gonna be sick..."


On other side of market street, a group of humanoid creatures were chatted happily. They're looking at the most beautiful humanoid brown antelope with blond hair in ponytail, who worn crimson slick long gown-like with sparkling stars. She wasn't alone. She was accompanied by other creatures - rabbit, otter, squirrel and nightingale. They posed graceful and calm beauty poses. The humanoid creatures whistled and cheered wildly for the beautiful ladies in their colorful gowns. This has made the ladies happy and proud of it.

Unknown to those creatures, Kyuubi Lilith was among the creatures. The most strange about her is that her orange colored skin is turning into gray and has more wrinkles and dried up as well. She then approached to the front of beautiful ladies. This shocked and confused all creatures.

"What are you looking at, ugly?" Antelope Creature demanded dryly, "Can't you see we're busy?!"

Kyuubi smirked dryly and weakly, "I know. I'm just looking at how beautiful you truly are. I'm impressed and amazed..."

Antelope Creature scoffed, "Why, thank you. I was born naturally to be most beautiful lady in the world. No one can compare to me."

"Yeah!" Creature Ladies agreed.

"I see... Can you help me obtain the beauty?" Kyuubi asked weakly, "I want to be beautiful as you five too..."

"Me? Help you? To become beautiful?" Antelope Creature asked amusingly. She looked at her friends and group. They all then laughed amusingly and wildly, making Kyuubi annoyed and angered to clench her fist and gritted her teeth. She giggled, "Please! Why on earth should I help the ugliest lady like you, peasant?" She scoffed, "I don't do helping, ugly old lady. So, get lost."

"Yes, I know. But I'm not asking..." Kyuubi agreed calmly and darkly, concerning the creatures especially beauty creatures. She then grabbed the Antelope Creature's throat, shocking and scaring everyone. She hissed darkly while looking at Antelope Creature's eyes, "I'm demanding. I want your beauty now!"

Kyuubi's mouth slowly morphed into a large demonically mouth with fangs. She then screeched out loud, scaring all of Humanoid Creatures and even Antelope Creature. She screamed and panicked in fear while struggling to escape. Kyuubi took a big bite on her victim's mouth, squeezing and biting very hard like absorbing and eating her alive. Antelope Creature screamed in pain and agony as she felt her energy and strength are fading. Her skin slowly dried up and has more wrinkles.

Absorbing her victim's energy and beauty, Kyuubi's skin slowly rejuvenating into young and beauty. After finishing Antelope Creature, she turned to other Beauty Creatures. The Humanoid Creatures screamed and panicked in fear as they ran for their lives. Unfortunately for other four beauties, Kyuubi captured and eating them alive as well.

After finished absorbing on her victims, Kyuubi Lilith is no longer wrinkled and ugly lady, but beautiful lady again. She sighed calmly and happily. She turned and looked at Tempest and her crew, who have arrived at the scene. Tempest and Phasma were in shock and disturbed while Grubber looked sick as he thrown up in his airsick bag. Maul and his Demon Changelings remained calm and firm.

"That is disgusting..." Phasma remarked dryly.

Tempest hissed, "I agreed. So, the legends speak truth about you taking your victims' beauty by touching and eating her alive..."

"Well, the girl's gotta eat something to be beauty..." Kyuubi remarked cruelly yet amusingly, with a giggle. After wiping the blood off, she cleared her throat, "So, what is it?"

"Our lords request our presence at Palace of Judgment now," Tempest reported firmly and calmly.

Maul snickered, "FYI, our bosses are mad at her for lack of progress." Tempest groaned as she fired her electrical shock on him. He got electrocuted and shocked. He then laughed amusingly, "Now, that's funny."

Kyuubi smiled calmly, "Then, let us go now."

Tempest nodded firmly as she and her crew headed off to the Palace of Judgment. After passing some city blocks, they have arrived at their destination - ruined and haunted luxury-like palace - The Palace of Judgment.


After entering the Palace of Judgment, Tempest and her crew were guided and led by two Storm Guards to the dungeon. They heard whipping noise and screams of pain, making Grubber uneasy and scared. Nevertheless, they opened and entered the dungeon.

Ahead of them were both Storm King and Dark Curse looking at something's happening from the torture chamber. Tempest and her crew marched towards them.

"Guard!" Storm King called. Storm Guard came out from the chamber. He saluted while holding the whip. He continued, "Easy up with the whipping. I wouldn't want him dead too quickly. Otherwise, how else can I make an example to other troops for planning to desert or betray me?"

Storm Guard chuckled amusingly. He then returned to torture chamber to continue his interrogation. Dark Curse cleared his throat, making Storm King looked at him. His head pointed at the entrance. He turned and looked at it, where he found Tempest and her crew stood before them. They bowed humbly before their lords.

Storm King laughed happily, "Tempest! Phasma! Welcome to my Palace of Judgment! So nice of you to join us soon!"

"Reporting for duty, as ordered, your majesty." Tempest said firmly.

"Of course, you do. I heard that you haven't complete your mission," Storm King asked amusingly yet little tone of anger. Tempest remained calm and firm. He smirked a bit, "Well, no matter, I'm sure you'll get things done in time."

Tempest nodded, "I assure you, my lord. I will complete my mission."

"Impressive, Tempest..." Dark Curse commented calmly and firmly, "She's truly a dutiful and determined commander you ever had, Storm King."

Storm King laughed happily, "I know, right. Just make sure that you don't try to disappoint me or betray me." He sighed happily as he held Tempest close to him. He looked at her slyly and calmly, "Did I ever tell you how disappointed and angry at my last Second-in-Command? I used to like him. He was the best. But it really hurt me to punish Strife a lot for deceiving and betraying me."

WHIP! SCREAM! Grubber yelped in fear and concern to hear it. Tempest and her crew remained calm and firm while ignoring Strife's scream. Storm King smirked amusingly and sinisterly.

"Either way, shall we discuss at my private chamber?" Storm King asked curiously. He chuckled a bit, "I miss our chat. For old time sakes."

Tempest nodded a bit, "If that is your wish."

Dark Curse smirked, "Do as you please. I too wish to have our discussion to be more private." Storm King nodded happily as he and his Storm Kingdom Officers exited the dungeon. With that, he turned his attention to both Kyuubi and Maul. He questioned, "Well, have you kept your tracks on them?"

Maul laughed happily, "Yes, we do, boss. We'll get them and the special item we need for the ritual. Count on it." He then scoffed, "We're also keeping an eye on Tempest too. No doubt, she and her 'boss' are definitely up to something."

Dark Curse nodded calmly, "Excellent..."

Kyuubi bowed down humbly, "My lord, with your permission, I wish-!"

"You do not," Dark Curse said firmly, earning Kyuubi's disappointment and upset. He held Kyuubi's chin. He glared at her as he continued, "You must not let your obsession and desire of lust interfere our mission. Or else, we will not achieve it. You will have that chance. But for now, I want Twilight Sparkle and Shadow Dragon alive and unharmed especially their Elements must be intact with them. Understand?"

Kyuubi sighed in annoyance, "Yes, my lord."

"And remember the plan, my dear. That is important..." Dark Curse said firmly, "Forget again. Maul will remind you, and keep you in track."

Maul chuckled happily, "Yeah. Don't want to screw the job like last time."

Kyuubi nodded firmly and calmly as she bowed down, "I assure you that I will not astray from my mission. I will complete it. I promised you."

"Good..." Dark Curse said calmly and sinisterly, "That is all I want to hear..."


At the Palace of Judgement's balcony, Storm King can proceed his private discussion with Tempest and her crew. They were looking at the Kludgetown.

"So, tell me, Tempest? Think these Dark Mystic Ponies can be trusted?" Storm King asked amusingly.

Tempest shook her head firmly, "No, you shouldn't. He can't be trusted." Storm King looked at her curiously. She continued, "Though his help was most appreciated, his true mission is mysterious and unknown. But no doubt, they will betray you."

Storm King hummed thoughtfully, "Yes, you're right, Tempest. I was thinking the same thing." He then laughed, "I'm glad that we met! That day was crazy! Me and my army chase after you for a dumb rock! It's quite silly. Everyone keep insisting me not to take it because it's make of bad luck, but you did it. And I'm impressed. So, I make you my Second-in-Command. In fact, you're better than Strife. Nice work."

Tempest cleared her throat a bit. Grubber laughed happily. Phasma groaned in annoyance. They recalled the adventure they had about chasing after broken-horned unicorn and the stolen rare rock.

"I am honored, your majesty. But I only did it for restoring my horn." Tempest said firmly.

"And you will get it," Storm King said calmly, "Just remember that you cannot fail me again after our previous invasion."

Phasma nodded firmly, "I agreed. She did not get that powerful magical orb. It could help us bring the swift victory."

"Hey, come on! Give her some credits," Grubber protested, "She did lots and lots of missions, and won most of them, in the name of Storm King! I was there with her. I support her. I believed in her! This mission. She won't fail! I can guarantee!"

"Whatever, pig," Phasma remarked dryly.

Tempest sighed, "Thank you, Grubber. I appreciate for your support."

Grubber laughed happily, "What are officers for? You saved my beacon, I saved yours. We're partners. Always will be."

"Partners..." Tempest said calmly in surprise tone. She sighed, "Yes. Yes, we are partners. Always will be."

"Fine. If that hedgehog said you can do it, I trust you to do it. Just make sure you get me what I want, I give you what you want. Capache?" Storm King asked amusingly. Tempest nodded as she gave the king a handshake. He whistled, "Though I wonder how did you lose your horn and even get the scars in the fist place? I'm curious..."

Hearing the Storm King's questions, Tempest recalled of her tragic memories - losing her horn to some monster, her childhood friends abandoned her, struggled in her military training while being bullied by unicorns, losing her battalion and receiving lots of scars, and the worse of all - she was abandoned and left for death.

Tempest sighed, "I don't like to talk about it, your majesty."

"I see. But who cares about the past? It's not important," Storm King said playfully. He held his Staff of Sacanas happily, "As long I get what I want, I'd be a happy king! Equestria is gonna be mine to rule as the First Powerful and Might Storm God! I loved being a bad guy!"

Grubber groaned a bit, "Right..."

CHEERED! Storm King and his army yelped in surprise. This has earned him annoyance and frustration about the cheers.

"Oh boy... The festival... I just hope they skip to the last for once," Storm King said dryly. He turned to Tempest, "So? Been to any festival, Commander?"

"Not recently, your majesty," Tempest answered bluntly.

Storm King laughed, "Oh, you're gonna love this one especially its last event. Come along. We're bringing Dark Curse and his goons to it. Party time!"

Storm King happily danced and sang 'Storm King wants to Rule the World'. Tempest looked at both Grubber and Phasma, who shrugged. She sighed as she and her crew followed their Storm King at once. They're heading off to this 'festival' now...


After paying the debt to Verko, Capper became 'slave' to the ponies. And in order to get some materials and tools for Armor Strike-I's repairs, they need his guidance and assistance to do so, as well as avoiding the troubles with Humanoid Creatures. They also need to keep an eye on him as well.

So, they used the Captive Caller on Capper, making sure he doesn't trick and escape. Dragon Strike Force agreed with it while Mane Six and Rarity were against the idea of mistreating him like slave.

They now have arrived at the eastern part of Kludgetown. To their surprise, they found something different in this town. They saw many Humanoid Creatures are being nice and humble to each other during their business and duty. They saw many humanoid skeleton-like demons worn red robes within medieval black armors were patrolling and guarding the areas, making sure everything is in order and peace. And not to mention, they also found some ponies working together with the creatures.

Mane Six and their friends were indeed shock and confuse about the town they just have entered. They were walking straight to the large bricked bridge.

"Uh, Shadow Dragon..." Laxtinct said in confusion and concern, "Didn't you say that Kludgetown is supposed to be nasty place?"

Saber nodded in concern, "Yeah. This is much nicer and better than where we came from."

"Not to mention," Twilight said in concern as she looked around of her surroundings. She found more ponies were working for the Humanoid Creatures like workers and slaves. She continued, "There were ponies around here too. That explains why they called us 'Pony Slave'."

"Yeah... And did you notice something different about those ponies?" Nyx asked in concern. She pointed at some ponies' flanks. She continued, "They don't have cutie marks."

"That is weird," Spike said in surprise.

"What about those monsters?" Applejack said in concern while looking at armored Skeleton Warriors, who were patrolling and guarding the area, "Who the heck are they?"

"They definitely don't look like Storm Guards," Lance said in concern.

Shadow Dragon sighed, "To be honest, I don't know. I came to this town ten times during last 500 years of exile. Almost all creatures I come across wanted to kill me or sold me to slavery. They weren't nice at all. There were no ponies or skeleton demons around here as well."

Capper laughed playfully, "Guess you didn't know much about this place than you though?" Shorty was annoyed as he used his collar remote's button in shocking the Cat Creature's. He yelped in pain, "Hey! Easy! I was joking!"

"And we're not," Shorty snapped firmly. Rarity nudged his shoulder. He grunted, "What? He deserves it!"

"Knock it off," Rarity snapped firmly. She cleared her throat a bit, "Capper, what is this place?"

"This place is Eastern Kludgetown, my little ponies. The town we just left is Western Kludgetown," Capper said calmly. The ponies looked at him. He continued, "Yup. That place is under Storm King's control. Unlike here, it's quite nice and better but very strict with equality to each other. All creatures and ponies are happy with each other. This place is under AxeKnight Warriors Corp."

"AxeKnight Warriors Corp?" Iris asked in shock and concern. Lance and Nyx noticed her reaction. She hissed while looked uneasy and worried, "This cannot be. It can't be them! It's not possible."

"What is that?" Fluttershy asked.

"Where have I heard that before?" Terrorcreep said suspiciously.

"No one knows," Capper admitted in concern, "I do know one thing for sure. These guys especially their leader are serious and dangerous as Storm King. They don't like a big mess and chaos in their town especially problems between creatures and ponies. So, if I were you all, my friends, we don't make a mess here."

"Well, we'd just have to find and get the materials and tools now," Blazefist said firmly, "Tempest could be on our trail. We can't stay here much longer."

"So, where are the market for tools and materials?" Tailtech asked.

And just before Capper could answer, Mane Six and their allies yelped in surprise upon hearing sounds of band playing instruments and crowd's cheering.

"Hey, what's going on over there?" Pinkie asked happily.

"Pinkie, wait!" Twilight exclaimed in concern. She groaned and muttered to herself, "Not again!"

Twilight and her friends followed Pinkie to the bridge's side, where they found a large open area is filled with various tents, entertainment shows and games, stalls and so on. A large cheering and happy crowd was dressed in various heroic costumes have gathered in that area.

"Wow. What is going on?" Icy asked in surprise.

Aqua shrugged, "No idea. From the looks of it, this is a festival."

"It is, my friends. It's my favorite too." Capper said proudly and calmly. Everyone looked at him. He continued, "This is the Hero's Day Festival! We party only once a day, and today is 6th June. Every year, we celebrated to honor and giving best tribute to our greatest hero of the world."

"Who is that hero?" Rainbow asked curiously.

"Yami." Capper said firmly and calmly.

Everyone was in shock and surprise to hear it as they spoke in concern, "No way..."

"Hold on a second!" Pinkie snapped in concern. She took a script out to looked at it. She hummed suspiciously and concern, "The script didn't say anything about a festival happening when we were escaping in the actual movie!"

"Well, it is adaptation, not copying someone's work." Flare Tiger remarked amusingly.

Rainbow groaned, "Guys, no time to be random." She turned and looked at Hero's Day Festival. She exclaimed, "It's starting!"

"Shouldn't we be focusing on the mission?" Blazefist asked in frustration, "Not having fun of celebration?!"

"Lighten up, Blazefist. It's gonna be for the moment. We just watch only," Iris said calmly.

"If she's alright with it, then I guess it is okay?" Twilight asked uneasily. Most of her friends chatted and nodded in agreement about watching Hero's Day Festival for a while. She sighed, "I guess it is."

Iris patted Twilight's back and gave her a kiss on forehead, "Thank you, Twilight. It won't be long."

"I hope not..." Twilight said in concern.

"Don't worry, Twilight. We got your back," Shadow Dragon said calmly and firmly, "If anything goes wrong, we'd just have to fight our way out and escaped."

Applejack nodded, "Yeah. If we can't get the materials and tools, then we just steal airship to get out of here."

Twilight hummed, "Guess that sounds the plan. Remember, everypony, not too long to watch or enjoy the festival. We don't want to attract too much attention."

And so, Mane Six and their friends turned and looked at the Hero's Day Festival. They then saw the crowds moved into two sides, making way for the proud army of AxeKnight Warrior Corp Soldiers to march while playing musical happily and heartily. They even carried the giant flagpole with dark skull with demonic red eyes. The crowd began to sing.

Crowd: Come one, come all
Leave your past sins and comfort zone
A new beginning awaits you to start

While Mane Six and their allies were busy watching the Heroes' Day Festival, unknown to them that Capper is behind them. He whistled softly and calmly as he has his back nudged and hit Laxtinct's flank, causing him to get panicked and fell on his friends. They all screamed in fear and agony as they fell over the bridge.

As Capper was about to walk away, he has his Captive Collar activated. It begins electrocuting and shocking him to scream in pain. While he was struggling, he tripped and fell over the bridge. He fell on the ponies. They especially Shorty all groaned and snarled at him for attacking them from behind. Capper laughed uneasily.

Just before they could do anything, Mane Six and their allies looked up and found the army of Skeleton Warriors stood proudly while holding up the swords and spears. As they were singing, a new creature emerged from the marching band. He was a dark blue colored humanoid bat-like creature with purple spiky hair, silver armor plates and two pairs of large and small crimson wings. He then made a screeching bat pose.

Crowd: Come one, come all
Open your mind to new worlds and friends
It's the day for learning and evolving
Come and join the festive of...

Bat Creature: Heroes!

"BAT! Giant Bat!" Mane Six shouted in fear and worry.

"Not just any bat, folks. And no, I'm not the Batman or Starscream! I am Nightscream!" Nightscream proudly introduced himself to the Kludgetowners and ponies. The citizens cheered wildly and happily. He chuckled sinisterly, "Second-in-Command to AxeKnight Warriors Corp! Glad to see everyone has come and join the best party of a year! So, let the party begins! It's Hero Time!"

The crowd went wild and happy to hear. Nightscream laughed insanely and happily. They all began to celebrate Hero's Day Festival. He moved to the center of the Hero's Day Festival. He continued singing happily and wildly about today's celebration.

Nightscream: Once a year, we throw a party here in town
Once a year, we turn all Kludgetown upside-down
Ev'ry commoner's a royal and ev'ry royal's a hero
Once again it's a 'Hero Time'

And just before the ponies could do anything, they got grabbed and dragged separately by various creatures to have fun, dance, play, party and eat with.

Mane Six and their allies struggled to get out of their predicament as they're forced to party with the creatures. Most of them including Twilight, Fluttershy, Shadow Dragon and Iris were uneasy and scared about the festivity they're dealing with. Capper tried to escape again, but electrocuted and dragged by Shorty's command of his collar.

Nightscream: It's the day we show our courage and wisdom to the world
It's the day we mock the bullies and shock the villains
Ev'ryone's showing their true colors at the festive of heroes

Twilight and Iris have to throw the dart at the bullseye. Applejack and Aqua were having hoof-wrestling with some strong Creatures. Rainbow was racing with couple of speeding Creatures. Terrorcreep kept Fluttershy close to him for protection while evading creatures' coming towards them. Shorty, Rarity and even dragging Capper were pushing through the crowds to escape. Blazefist was forced to posing his fighting moves to the crowd. Shadow Dragon was battling with some fighters in the ring. Saber solved some puzzles in the math maze. Flare Tiger, Icy, Tailtech and the children were running away from creatures playing hero cosplays. Laxtinct and Pinkie were having great time on the party for fun and enjoyment.

Crowd: It's Hero Time!

Nightscream: Ev'rything is going wild!

Crowd: It's Hero Time!

Nightscream: Ev'ryone is acting wild
Heart is gold and loves are a bouquet
That's the way on Hero's Day Festival

After escaping the crowded creatures, Twilight managed to regroup with Fluttershy, Terrorcreep and Shadow Dragon. And just before they could continue their search for their friends, the shy Pegasus got tripped by a banana's skin. She got thrown inside the tent. They gasped in concern and went after her at once.


After entering inside the tent, Fluttershy struggled to balance herself. She accidentally pulled down the curtain, shocking and surprising a pinkish pony with orange mane and tail in ponytail with a crimson bow and has a pair of vampire wings. The shy Pegasus even bumped into dark greenish Earth Pony with right yellow eye, spiky black mane and short tail, and some crimson tattoo marks into mud bath.

Twilight, Shadow Dragon and Terrorcreep have arrived and helped her out. The dark greenish Earth Pony grumbled angrily as she came out from the mud bath. Terrorcreep held Fluttershy back of him. Twilight and Shadow Dragon came to their aid.

"Hey, what's the big idea?!" The Green Earth Pony demanded angrily as she got out from the mud bath. She turned and glared at Fluttershy. Terrorcreep readied himself to fight. She growled while approaching to her, "You wanna mess with me or something?! Coz I'm gonna kick your ass for messing with the wrong Seapony, pal!"

The pinkish Vampire Pony came out and halted her, "Wow there, Roughnecks! Easy! I'm sure she didn't mean to get into trouble." Roughneck scoffed angrily. She sighed, "Look, just get clean now, little sister. We don't want our champion to be messy in front of the crowd."

Roughneck groaned, "Whatever, Soul Sweetie. Whatever."

Roughneck grumbled and muttered angrily as she went and picked the bucket of water, washing the mud off. Soul turned and looked at Twilight and her friends.

"Sorry about my sister. She likes to fight," Soul Sweetie said calmly. She turned to Fluttershy, "Are you alright?"

Fluttershy nodded meekly, "I am. I'm sorry for the mess, Miss Soul Sweetie."

"Hey, it's no problem. It's not really big deal," Soul Sweetie said calmly. She then helped Twilight and her friends to exit of her tent. She continued, "Try to be careful. Just because East Kludgetown doesn't have Storm King's rule, doesn't mean all creatures can be gentle with Seaponies."

"Okay?" Twilight said uneasily and confusing, "We will."

"Oh! By the way, my fellow Seapony, great disguises!" Soul Sweetie remarked in amazement. It surprised and confused Twilight and her friends. She continued, "Your Alicorn form is amazing and beautiful!"

Twilight and her friends were confused by the Vampire Pony's statement. And just before they could ask, Soul pushed them out of the tent.

"What was that about?" Fluttershy asked in confusion.

"Seapony?" Terrorcreep asked in surprise, "They can't be Seaponies. They're supposed to be from the ocean, not being ponies."

"I have no idea," Twilight admitted in concern, "But we definitely not gonna stay here too long."

Shadow Dragon nodded, "Let's go find others now."


Twilight, Shadow Dragon, Fluttershy and Terrorcreep quickly headed off to find and rescue their friends from various creatures, who are still playing with the ponies. Luckily, they're fast and swift to get and rescue them especially Pinkie, who was playing ten instruments along with ogres including a purple colored large ogre worn black armor, red gauntlets and knee pads, giant shell with twin cannons called Bombardier.

"Thanks for the music, Big Guy!" Pinkie cheered happily, "You're the best, Bombardier!"

Bombardier growled, "I'm a woman!"

Pinkie yelped, "Oopsy! Sorry!"

Crowd: It's Hero Time!

Nightscream: Beat the drums and blow the trumpets!

Crowd: It's Hero Time!

After Mane Six and their allies managed to escape the clutches of Humanoid Creatures, they reunited happily. It was short celebration for their reunited. They spotted a familiar group arriving to the area, along with some Storm Guards and Dark Mystic Ponies guarding the carriage that coming from the West. And at the same time, a scary greenish mantis-like demon with sharped blades and smaller blades has four wings and large and yellowish ghoul worn demonic black armors and dragon-like gauntlets were also leading the carriage from the East.

Mane Six and their allies gasped in shock and concern of what they just saw. They all quickly moved to the big crowd for hiding and blending until their enemies left the area.

Nightscream and Crowd: Join the sidekicks and families and lovers
streaming in from Tartarus to Heaven

Nightscream: Scurvy knaves are extra scurvy
On the sixth on Junie Month

Nighttscream and Crowd: All because it's Hero's Day Festival!

Arriving to their destination, both Storm King and Dark Curse emerged out from the carriage. As they were taking their seats, the white Satyr yelped in pain as he felt his butt got poked. He looked down and found spikes on the ground. He looked up and found Nightscream smiled happily and wildly. He then flapped and flew off at once.

Dark Curse, Maul and Grubber laughed amusingly while Storm King groaned and mumbled annoyingly as he rubbed his butt gently. Tempest and Phasma rolled his eyes in annoyance.

Crowd: Come one, come all

Nightscream: Hurry, hurry, here's your chance
See the mystery and romance

A skinny demonically skeleton warrior worn a red robe within demonically Medieval-Japanese black armor-like with crimson eyes, long dark red cape and crimson kabuto helmet with golden horns and visor emerged out from the carriage. He turned and looked at mantis and ghoul warriors, who bowed humbly before him.

"AxeMantis, Phantom," The skeleton leader said firmly and calmly, "I trust that everyone enjoy the festivity."

AxeMantis hissed calmly, "Yes..."

"The Hero's Day Festival is in good hands, my lord," Phantom said calmly, "You can count on us, Lord Skullitron."

Skullitron sighed, "Yes. This is an honor to our former lord."

Skullitron headed off as he took his seat, along with both AxeMantis and Phantom followed him and stood on both sides. Nightscream flew straight to the central stage, where he make an important announcement.

Crowd: Come one, come all

Nightscream: See the finest girl in Equestria
Make an entrance to entrance
Dance oh Beauty Lady Hikari...
Dance!

Nightscream threw a smoke bomb on the floor, which ignited smokescreen. He was then replaced by Soul Sweetie, who worn a crimson bikini bra, red-purple colored long dressing gown and golden bracelets. She then posed a graceful swan dance position. She then began dancing gracefully, gently and beautifully as a beautiful swan dancing with the wind and water.

Twilight, Fluttershy, Shadow Dragon and Terrorcreep were in shock and surprised to see her being part of the show. They and their friends were amazed by her graceful dancing moves. They weren't alone as more Humanoid Creatures, Ponies and even Storm Creatures were cheering and applauding happily and wildly. However, there were some, who aren't impress such as Dark Curse, Storm King, Tempest and even oddly Iris.

Princess of the Sky even muttered darkly in different yet ancient language that attracted Lance and Nyx's attention. The children are becoming uneasy and worried.

"Lance..." Nyx said in concern.

"You noticed?" Lance surprisingly asked. Nyx nodded meekly yet worriedly. He sighed, "I thought I was the only one, who noticed about it. You don't think-!"

Nyx interrupted, "Easy, Lance. We don't know yet. We just have to see how she reacts. If she's not who she is, then we deal with her. I don't want you make same mistakes me and mummy did. It nearly cost us our friendship."

Lance groaned in concern, "Alright. We'll wait for now..."

Soul Sweetie took a deep breathe as she lowered down for the moment before launched herself in the air. She then began spun and twist her body around and around gracefully and beautifully while descending to the ground. She bowed to the ground, making everyone cheered wildly and happily for her amazing dance.

Nightscream landed on the ground as he make another announcement to Humanoid Creatures, which make them more excited, wild and happy for another event. This confused and worried Mane Six and their allies. Rainbow looked excited about it.

Nightscream: And now, ladies and gentlemen, prepare for the final event!
Here it is, the moment you've been waiting for
Here is is, you know exactly what's in store
Now's the time we go wild until our sides get sore
Now's the time we crown the Champion of Fighters!

Everyone cheered wildly and happily. Mane Six, their allies and even Capper looked uneasy and concerns. Rainbow looked excited and happy for the fight as she liked fighting.

"You all remember last year's champion?" Nightscream asked playfully. Everyone cheered wildly. He chuckled, "That's right, boys! Queen of all Fighters is in the house! Roughneck Rumble!"

The Humanoid Creatures went wild again as the Skeleton Warriors were dragging and pulling the champion to the stage. It revealed itself to be Roughnecks Rumble worn dark greenish battle armor who both is in chains and has mask on her muzzle. She then growl a bit before unleashing a loud roar while breaking the chains into pieces.

Everyone went wild, along with Rainbow. She seems more excited and happy for the fight. Iris even whispered to her, making Rainbow smiled happily and wildly. Spike noticed it, which he became uneasy and worried about it.

"Are you losers ready for the big fight?!" Roughneck demanded wildly. The crowd went wild. She then asked out loud, "I can't hear you all?!" The crowd went out loud wild. She chuckled, "Oh yeah! Welcome to my hell, losers!"

Nightscream chuckled: So get ready for the biggest fight in your life
Show me what you've got for this biggest challenge
For the hero defeat her will be the Champion of Fighters
Why?

While the crowd was cheering wildly and happily, some of Humanoid Creatures and even Storm Guards also joined the fight against Roughneck Rumble. Rainbow even jumped into the fight as well, which shocked Twilight and her friends about it.

Crowd: It's Hero Time

Nighttscream: All Fighters, get ready for it

Crowd: It's Hero Time

Nightscream: You could soon be called 'your champ'

Crowd: Put your best fighting skills on display
Be the Champion of the Fighters

And with the gong sounded, the fight begins. Most of Humanoid Creatures and even Storm Guards charged and attacked Roughneck, who easily and strongly punched, kicked and defeated them at ease. This shock and disappointed Storm King while Dark Curse remained calm. Rainbow was the last one to fight.

Rainbow charged and rammed Roughneck off. The green Earth Pony slammed her legs to the ground before grabbed and thrown the Pegasus to the ground hard. Roughneck began punching on her. Rainbow dodged and evaded the attacks as she can before kicked her off. Both of them began punching and kicking at each other in high speed for few times. The crowd went wild for the event.

Both of them were badly injured and exhausted. Rainbow and Roughneck readied themselves for one last punch. They both charged and slammed a punch to each other's face. For the moment later, Rainbow grunted in pain before to the ground. Roughneck turned and looked at the crowd, who chanted and demanded her to finish Rainbow off, making the rest of their friends worried and scared.

Crowd: It's Hero Time
It's Hero Time
It's Hero Time

"Do you want me to finish her up?" Roughneck demanded. The crowd went wild. She scoffed as she held wounded Rainbow up, "Alright! Sorry, kid. You're gonna lose your fin now! Get ready for pounding!"

Roughneck whistled and laughed wildly as she continued punching and kicking Rainbow, wounding and bruising her a lot. The crowd continued went wild to see her beating the Pegasus. Unable to watch her best friend to get broken ribs, Fluttershy screamed before charged and rammed her off. Everyone and even her friends gasped in shock and concern. Terrorcreep became worried and scared for her safety.

"You again?!" Roughneck asked angrily. She groaned, "That's it. I'm not letting you off now! I'm gonna hit you hard."

Fluttershy used her Stare on Roughneck, who got shocked and scared by it. She narrowed her eyes angrily, "You will leave my friend alone!"

"Fluttershy?" Rainbow asked in surprise.

Roughnecks, still scared and worried, asked, "Why? Why do you want to help her? She lost the game!"

"True." Fluttershy agreed, "But she is my friend. I won't let anyone hurt her. I will protect and save her and any of my friends. But there's one thing you need to know, there is no honor for attacking the wounded warrior! Because if you do that, then you're not the champion! You're just a big meanie loser! You don't deserve it."

Everyone was surprised and shocked by Fluttershy's speech. The rest of her friends were worried and scared for not only her safety, but she and Rainbow let themselves revealed to Storm King, Dark Curse and their allies. The enemies including Tempest were shocked and surprised. And just before Tempest could do anything, Maul held her back.

Instead of disappointed and upset, Roughneck smiled, "Nice one, kid. You won!"

"What?!" Fluttershy and her friends asked in shock.

"That's right, folks!" Nightscream confirmed happily as he held Fluttershy's right hoof up, "Ladies and gentlemen, for the first time in Hero's Day Festival, we finally have the new Champion of the Fighters! The duel is more than just the fight, but to know the means of honor and compassion to your opponent and yourself! Here she is! She is the one!"

The crowd went wild about new champion. Fluttershy and her friends were deeply shocked and surprised by the event.

Roughneck brought the crown and trophy to Fluttershy, "Way to go, Seapony Kid! You make your buddies proud!"

"Everyone, I present you to your new cham!" Nightscream said proudly. Uncertain the name, he whispered to ask of it. She replied it to her. He continued, "Fluttershy, our new glorious Champion of All Fighters! Ev'rybody! Let us celebrate!"

As signaled, every creature went wild and applauded for Fluttershy being the new Champion of All Fighters. They even sang it and even celebrate and dance wildly and happily. Though disappointed and upset that she didn't win it, Rainbow was still happy for Fluttershy. Mane Six and their allies also cheered for her as well.

Crowd: Once a year we throw a party here in town

Nightscream: Hail to the Champion

Crowd: Once a year we turn all Kludgetown upside-down

Nightscream: Oh what a champ!

Crowd: Once a year the greatest fighter will wear the crown

Nightscream: Nice work, kiddo!

Crowd: Once a year on Hero's Day Festival!

Nightscream: We've never had a champ like this!

Nightscream and Crowd: It's the day we do the things that we deplore
On the other three hundred and sixty-four
Once a year we love to drop in
Where the beer is never stoppin'
For the chance to pop some popinjay
And pick a champ who'll put the 'top' in
Hero's Day!

While everyone was busy celebrating Fluttershy to be their new champion; Rippesnapper, Snarl and the Demon Changelings were sneaking behind the stage. They then climbed up to the catwalk. They then readied with the large bucket, which is placed on top of her.

Nightscream and Crowd: It's Hero Time!
Good and bad, make the best on
Hero's Day Festival
Hey!

Everyone continued their celebration for Fluttershy's being a New Champion of All Fighters. However, the enemy hasn't make the move. Storm King and Tempest looked annoyed and impatient while Dark Curse and Maul remained calm and firm.

"Why aren't we doing anything?" Storm King demanded angrily.

Tempest nodded, "Indeed. We should get her to forced Twilight and Shadow Dragon out."

"We will," Maul said amusingly, "You'd be surprise. So, watch and learn."

Using his wings to buzz, Maul signaled Rippersnapper and Snarl to begin their operation. Both Demon Changelings laughed evilly as they lowered down large bucket on Fluttershy. While the shy Pegasus was busy shyly waving to the crowd, the bucket poured out the crimson water with dreadful meat on her whole body, which shocked and scared her off.

Everyone including her friends gasped in shock and concern of what they just saw. Nightscream and Roughneck looked worry and uneasy as they quickly left the stage at once. Storm King and his crew were in shock and surprise.

Maul laughed, "Now, that's funny!" He whistled out, getting everyone's attention. He smirked as he heard the tomato, "Everyone, let's hail to the champ! Get her!"

Maul began to throw some tomato at Fluttershy's face. And soon, more of Dark Mystic Ponies and Storm Guards joined the party, followed by more of Humanoid Creatures for throwing more fruits and vegetables at her. She was now both scared and confused, as well as hurt by creature's betrayal.

"FLUTTERSHY, NO!" The ponies and children shouted in concern.

Unable to stand and let Fluttershy get hurt, Rainbow dived in to protect her by punching, kicking and throwing the fruits and junks back at the creatures. This make them anger and annoy to charged and attacked both Rainbow and Fluttershy. Luckily for them; Mane Six, Dragon Strike Force and the children have arrived to join and defend their friends while fend them off.

Rarity was about to go and help Fluttershy. Capper held her back, "Are you crazy?! You're gonna get hurt and pulverize if you tried to help! Leave it and run!"

"No!" Rarity snapped firmly, shocking Capper, "I don't know what happen to you and Chummer. But I do know one thing. I won't let anyone hurt my friends because they need me. Now let go of me! Fluttershy needs me!"

Capper was shocked and surprised by Rarity's words while looking at his golden buttons. The white unicorn went and helped her friends to fend off the enemies off. He couldn't believe of what he has saw. Rarity's willing to risk her life for friends. Is she truly generous friend?

Despite their efforts to hold the creatures off, Mane Six and their allies were being pushed back before they all got beaten badly. The ponies got tied up to each other. The creatures continued throwing more fruits and vegetables at them.

Skullitron was angered and fury about the mess for his Hero's Day Festival. Nightscream became worried. Phantom, AxeMantis and Bombardier were uneasy and tensed about it. Soul Sweetie and Roughneck looked scared.

"What is the meaning of this?!" Skullitron demanded angrily. He growled, "Why is our new champion being mistreated?! Who started the mess?!"

Nightscream gulped, "No idea..."

Dark Curse and Storm King were amused by it. Tempest, disgusted and disliked of watching the scene, turned and looked at them.

"My lord, permission to end this. I believe this is enough," Tempest requested firmly and calmly, "We can capture them now while they're now vulnerable."

"No. Just for the moment. This will break their morale..." Dark Curse said amusingly.

Storm King laughed, "Me like it!"

GASP! The crowd stopped their action at once, where they found Capper stood before them. He turned and looked at Mane Six and their friends. He lowered his paw down before them. They especially Shorty were distrusted and suspicious of him as they moved their heads away from him.

"Easy, my little ponies. I'm not here to hurt you. I want to help you." Capper said calmly. His words shocked and surprised the ponies. He sighed, "I know I can't ask for your forgiveness especially you, Rarity. But I'll say this I'm sorry for this mess. Big time. Hero's Day Festival wasn't supposed for everyone to be upset and mistreated. It's making them feel being heroes to have courage and wisdom. I'm breaking you free now."

"Capper..." Rarity said in shock.

Capper smiled weakly, "I'm returning the favor to you, Rarity."

"Hey, cat boy!" Storm King ordered. Capper turned and looked at him. He snarled, "Get down now! I forbid you from helping those ponies!"

Capper was scared and worried of Storm King. But after looking at the worried ponies, he clenched his fists tightly while showing his firm eyes. He quickly cut the ropes, freeing his new friends. Everyone gasped in shock and surprise to see him defy Storm King.

"How dare you?!" Storm King demanded in anger.

"I won't let it happen again! I won't run!" Capper said firmly. He turned and glared at Storm King. The crowd was confused and uncertain. He continued, "You may have taken everything, my family and my home from me! I won't let you take my friends again! I won't let you scared me again! I will not bow down to you when my friends need me. You're no king! You're a coward and monster, who needs Dark Mystic Ponies' help to conquer when he's nothing but a pawn to them!"

Storm King roared, "SILENCE!"

"For my friends!" Capper shouted, "I will not bow before you!"

Everyone and even AxeKnight Warriors were shocked yet amazed and inspired by Capper's speech. The cat creature helped the ponies to stand up while facing at Storm King.

"Capper, thank you..." Rarity thanked.

Capper smiled weakly, "Don't mention it."

Storm King snarled, "I won't let you off easily. Tempest, seize them!"

Tempest nodded firmly as she gestured Storm Guards to move in and capture Mane Six and their allies alive. Dark Curse nodded to Maul, who nodded firmly. Both Dark Mystic Ponies and Storm Guards are getting close to them. They're ready to capture the ponies alive.

"I don't suppose you've got a backup plan?" Shorty asked dryly.

Capper laughed uneasily, "Actually, no. I wasn't really thinking at all." The ponies sans Rarity glared at him. He yowled fearfully, "Sorry."

Suddenly, both Soul Sweetie and Roughneck came to their side. They threw smoke bombs, causing smokescreen while making the crowd to gasp in surprise and shock. As soon as the smoke dispersed, Mane Six and their allies have disappeared from sights.

The crowd chatted in concern and confusion of where the heck did the ponies went. Skullitron narrowed his eyes in anger yet smirked amusingly. He stood up and left the booth, along with his generals. They're leaving the festival now. Both Storm King and Dark Curse weren't please of it.

"Tempest, find them now!" Storm King ordered darkly, "I want them alive, so I can personally kill them especially that cat! I'm heading back home for time out."

"Make sure the Elements of Light and Darkness are not to be harmed," Dark Curse added, "We need them. Kyuubi and Maul, do not fail."

Kyuubi, Maul and Tempest nodded while bowed humbly and firmly, "It will be done. We will find them.

Storm King left the booth as he entered his carriage. He's heading back to Storm Kingdom while Dark Curse has decided to return to Canterlot City. Tempest and Maul resumed their hunt on Mane Six and their friends now.


Thanks to both Soul Sweetie and Roughneck, Mane Six and their allies have escaped with their lives from the enemies. They're now in new places that looked like religious theme designs especially the portraits that represent to the gods. And to their surprise, they're under the water. They can even breathe.

"Wow! What-?! How?! Is it possible?!" Twilight asked in shock, "How can we breathe under the water?"

"I think a better question is..." Applejack said in concern while looking at her body, which has a mermaid tail fin, "What are we?!"

Mane Six and their allies looked at their bodies. They were indeed shock and surprise as they found their bodies are no longer have four legs but mermaid fins.

"What in the world?!" Capper asked in shock while looking at his fin, "I'm a fish?!"

"Are we Seaponies?" Iris asked in surprise.

Shadow Dragon hissed, "How?"

"We did it." Soul Sweetie's voice spoke. Mane Six and their allies looked up. They gasped in shock. They found both Soul Sweetie and Roughneck that they too have the mermaid tail fins. She waved nervously, "Hey, guys."

"Surprise?" Roughneck asked amusingly while showing off her shark fin on her back, "What do you think of my shark fin? Awesome?"

Mane Six and their friends were in deep shock and surprise. Pinkie gulped in shock, "No way." She then whispered to her friends, "They're really Seaponies from Seaequestria?!"

To be Continued...

Review and Suggest...

Author's Note:

1. New OCs for My Little Pony: The Lost Soul. Soul Sweetie and Roughneck Rumble is based on Blossom and Buttercup from The Powerpuff Girls. Skullitron is based on Mark Hamill & Skeleton King (Super Robot Monkey Team Hyper Force Go!), Nightscream is based on Starscream (Transformers Prime) and Clopin (Disney Version), Phantom is based on Ecliptor (Power Rangers), AxeMantis is based on Snimon (Digimon) and Bombardier is based on Strika (Transformers Anmated).

2. This new song 'Hero Time' is based on 'Tupsy Turvy' from Disney's Hunchback of Notre Dame 1996.

3. 'Storm King wants to Rule the World' is obviously based on 'Everybody wants to Rule the World' song.

4. Storm King's still a deranged character as his speech, trust issues and characteristic can be traced back to first My Little Pony the Movie Prequel Comic Book.