Fanfiction Warning: My little Pony: Friendship Is Magic may be a kid's show, but this story of the show contains content not suitable for children. It does NOT have language or other adult themes, but it does contain Violence, Blood and Gore. All rights go to their rightful owners. Readers' discretion is advised.

My Little Pony Friendship Is Magic: The Pony And the Werewolf

Prologue

Grey skies covered the equestrian skies, a sign of sadness and pain. Strolling into Ponyville is a hearse-like carriage droven by a male elderly pale grey pony with green eyes and wearing a undertaker's uniform. Pony bystanders gazed at the grim sight as it slowly travels to its destination: The Ponyville Morgue. The carriage is soon stopped by the sight of Twilight Sparkle, an light grey mulberry alicorn princess with violet eyes and a sapphire blue mane with violet and rose streaks. Accompanying her is her young dragon assistant Spike and her five friends: Applejack, Fluttershy, Rarity, Pinkie Pie, and Rainbow Dash.

The undertaker leads the princess and her friends to the back of the carriage as a crowd of ponies has gathered to watch. The undertaker opened the two hearse-like doors, pulled out the iron slab and removed a long thick blanket to reveal a terrible scene: Two female earth ponies, one with a yellow coat with blue eyes and a red mane and the other a blue coat with grey eyes and a black mane. Both ponies were dead, their chests were torn open and most of their pony organs were eaten. A few rib cages were seen sticking out on both of them.

All the ponies gasped, at the horrible sight of two dead ponies. Several ponies covered their mouths and/or eyes, some covered the foals' eyes while Spike covers his mouth and runs out of the crowd to find a secluded spot to vomit. The crowd of ponies including Twilight's friends soon began to talk to each other, pondering about who or what was responsible for these deaths. Twilight Sparkle herself watches in shock as the undertaker pony places the blanket back on the bodies, pushes the slab back in and closes the doors, he then resumes his trip to the morgue with the bodies inside the carriage in tow.

Meanwhile in the distance, on the rooftop on one of the buildings in Ponyville, a werewolf with black fur, green eyes and wearing light brown leather armor is seen watching the entire scene.

Chapter 1: A Werewolf In Equestria

1 week eariler

In the Everfree Forest, the werewolf is seen strolling among the forest, hunting for some meat, he is accompanied by a mother wolf, a father wolf, and their five wolf pups, three girls and two boys. The father wolf soon picked up a trail that leads them to two deer grazing on some grass. the werewolf and his wolf companions sneaked closer to the deers before lunging forth for the kill. Soon they began eating the two deers until they ate enough to move on.

The werewolf and the wolves traveled onward into the day until the sun began to set, they soon set up camp and the werewolf went out to get firewood, a few hours later he returned with some wood, until the father wolf sensed something in the distance, he growled, snarled, and barks and then follows a trail he detected, the werewolf dropped the firewood and follows the father wolf. The two ran, following the trail until they stop as the father wolf starts growling at a sight in the distance: Fluttershy, a light gray gold pegasus with cyan eyes and a light grey rose mane, She appears to be feeding a group of animals with a basket full of fruits and vegetables. The wolf slowly advances toward fluttershy, it was almost near her, ready to attack until the werewolf barked loudly, ordering it to cease. The sound surprised fluttershy, she dropped her basket and the animals were scared away. The werewolf signals the father wolf to return to him as it retreats back to the spot where the two creatures were hiding. Fluttershy slowly turned around and saw nothing, she didn't see the werewolf and the father wolf as they hid behind a tree. Fluttershy breathes a sigh of relief, picked up her basket and flew away. the two creatures came out of hiding and see that she is gone. The werewolf and the father wolf returned to their camp as nighttime arises where the werewolf got the campfire lit up. While the wolves sleep, the werewolf gazes into the clear night sky.

As soon as morning comes, the werewolf and his wolves were back on the road again. Their travels soon takes them to an old cabin that has been abandoned and has since been fallen into disrepair, the werewolf decided to turn it into their home away from home. The werewolf takes out his backpack to search for tools, not before it sends his wolves out to search for food. The wolves' hunt so far turns up empty and their hunt eventually leads them to Fluttershy's cottage, where her animals are going inside for lunch. Fluttershy was in her bedroom, writing on her new diary given to her by Twilight Sparkle as a gift. Suddenly, she hears noises downstairs along with her animals' cries for help.

The animals began scattering to evade the wolves as they chased them all over the cottage, wrecking the place and leaving a big mess in their wake. Two wolf pups cornered Fluttershy's pet rabbit Angel as he tries to repel them with some martial arts moves, and soon attacks when the wolf pups made their move. Angel beats them with punches, kicks and karate chops, but when the mother wolf sees her pups being harmed by the rabbit, she rushes to their aid and growls at Angel. As soon as he sees the mother wolf, Angel drops the "Karate Bunny" act and runs away squealing in fear with the mother wolf giving chase. The wolf's fangs were nearing Angel when Fluttershy swats it with her broom, she then swats the other wolves screaming...

"Filthy savages!" Fluttershy roars. "Leave my animal friends alone!"

The father wolf lunges at Fluttershy, only to sink his teeth into the broom, as they struggle, the wolf's fangs snaps the broom in half, Fluttershy disposes the broken broom as the wolf pack soon surrounds Fluttershy in a circle, growling as she readies herself to defend her animal friends. The wolves suddenly pounces at the pegasus. Meanwhile back at the cabin, the cabin was almost restored as the werewolf works on the roof having spent most of the day working hard. Without warning, the werewolf hears the howling of his fellow wolves, sensing that they are in danger, he jumps off the roof, drops his hammer and races to the cottage on all fours.

Fluttershy strikes down the wolves one by one with her hooves as the animals watched the battle from a safe distance, the wolves attacked again, only to be beaten again, then after the third attack she screams...

"Get out!" Fluttershy roars. "Or i'll make you get out!"

As soon as she strikes down the mother and father wolf, the wolf pups bites on her hooves, she attempts to shakes them off, but the wolf parents pounced at Fluttershy, knocking her down. The struggle lasted for a few minutes, resulting in Fluttershy throwing and kicking the wolves off of her. Then in a fit of rage, Fluttershy savagely assaults the parent wolves while the wolf pups pounced on the back of Fluttershy to save their mother and father, only to have her throw them off. The werewolf suddenly enters the cottage, when he sees the battle, he unleashed a loud roar that caught Fluttershy by surprise and sent the animals into hiding, the wolves raced to their master. Fluttershy still shivering at the roar, slowly turns around to see...The werewolf! She gasped at the sight of the werewolf as it growls at her in anger. He then approaches Fluttershy and glares at her for a minute or two, while Fluttershy gulps and trembles in fear. Then without warning, the werewolf swings his claw at her, slashing her face. He then slashes at her two more times in the face before he delivers a uppercut slash that sent her flying and into the ground. Fluttershy tries to crawl away but the werewolf grabs her by the hoove and pulls her close, the scarred pegasus soon feels the beast's claws piercing through the back top of the her coat, but then his claws fiercely scratches all the way down, tearing her whole back and her wings. Fluttershy's screams of intense pain echoes into the sunset sky.

All was quiet the next day. Rainbow Dash, a very light cerulean pegasus with cerise eyes and a rainbow mane was flying among the skies of the forest with Angel riding on her, thinking about what happened eariler today...

She went to see Twilight Sparkle at the library after being summoned by her through a letter, when she arrived, Twilight appeared to be tired, having to deal with Fluttershy's animal friends last night, she asked Rainbow Dash to find Fluttershy. Rainbow Dash flew around town searching for Fluttershy, asking ponies if they seen her, but so far the search came up empty, She then thought Zecora might know where Fluttershy is. At Zecora's hut, Zecora informs Rainbow Dash that she has been sensing terrible pain, tragedy and worst of all, death, last night and throughout the morning, leaving Rainbow Dash puzzled as she returns to the library.

At the Ponyville Library, Fluttershy's remaining animal friends were hiding behind a table they knocked down, weeping and trembling in fear, traumatized by what happened last night. Angel, however was clinging onto one of Twilight Sparkle's hooves in fear. Both she and Rainbow Dash began to ponder.

"I don't know what is going on." Said Twilight. "But they're telling us that something is wrong. Did you see Fluttershy anywhere today?"

"Not since this morning." Said Rainbow Dash. "In fact, none of the ponies have ever seen her today. So i went and see Zecora."

"And?" Asked Twilight.

"She sensed that Fluttershy is in danger...and in great pain." Said Rainbow Dash. "You know, weird stuff like that."

Twilight looks out the window and feels worried for Fluttershy.

"Fluttershy? In danger? In great pain?" Twilight says with worries over Fluttershy. She paces back and forth, all while saying. "I don't like this at all, but she may be right. Something foul is afoot here. If Fluttershy has indeed disappeared, she might be the victim of something evil that will spead all over Equesteria and destroy everything. We have to find her! Let's check her place, she might still be home. If she isn't, we'll search for clues and gather our friends for a search and rescue mission."

"Sounds like a plan." Rainbow Dash agrees. "Okay, let's do this."

Fluttershy's animals peeked out of the table to see the two ponies getting ready to leave. They rushed to block the door, begging them not to go.

"Uh, maybe i should stay and calm them down." Said Twilight. "Why don't you take Angel and search Fluttershy's home. i'll take them outside to enjoy themselves and give them a snack."

The animals stopped panicking and agrees on Twilight's idea. They ran outside with the two ponies, while Twilight closes the library door. She removes Angel from her hoof and placed him on Rainbow Dash's back.

"Let's just hope that Fluttershy is okay." Twilight said. She flies away to join the animals. Rainbow Dash feels a hug and kisses from Angel, as he felt somewhat safe to be close to her.

"Figures." Said Rainbow Dash, as she felt annoyed.

Rainbow Dash arrives at Fluttershy's cottage just to find her front door open, she lands and starts walking to her door shouting...

"Fluttershy, are you home?" Said Rainbow Dash. "Your furry friends are loose in Ponyville!"

She gets no answer. She tries again...

"Tell me you're home, Fluttershy!" Rainbow Dash Shouted. "Twilight is really worried about you! She said you might be in danger, Or something like that."

Again, no answer. Rainbow Dash ponders.

"Fluttershy sure is not herself today" Rainbow Dash told herself.

Rainbow Dash reaches the cottage door and looked inside, she gasped and rushed inside. Fluttershy's home was a complete mess, furniture and decorations were destroyed, a small pool of blood and the remains of a few birds were seen on the floor, Several rats and three raccoons were in the kitchen scavenging for food, they soon fled when they saw Rainbow Dash.

"Wha... What happened here?!" Questioned Rainbow Dash.

Rainbow Dash searched the entire cottage and saw no signs of Fluttershy. She races back to the living room feeling shocked about Fluttershy's disappearance. Angel jumps off of Rainbow Dash and found a piece of a pegasus wing. Rainbow Dash approaches Angel and he turns around to show her the pegasus wing piece with teary eyes. One close look at the piece and she knows where that piece belongs to...

"Fluttershy." Rainbow Dash said in shock. she picks up a still sad Angel. "Don't worry, she's still alive. I just know it."

We soon see Fluttershy, still alive and badly wounded. Her front hooves are tied together to a meat rope, a substitute for a meat hook. The room she is in is dark and cold. Fluttershy opened her eyes and see many of her animal friends stored on iron shelves, some of them are hanged onto hooks attached to a wall, all of them were dead and frozen. The room she is in is no doubt a freezer, a cold storage room used by hunters to keep their game fresh. The freezer had enough room to store several small animals and perhaps one or two big animals, especially ponies. Fluttershy attempted to break free but the pain from her wounds prevented her from any means of escape. Poor Fluttershy...unless she is rescued, she might end up joining her animal friends.

Rainbow Dash has spent nearly all day flying around the skies of Everfree Forest searching for Fluttershy but haven't got any luck so far. She sighs and thinks about giving up and returning to Ponyville empty-hoofed when suddenly she sees hears the howling of wolves. She follows the howling until it faded. She then gets an idea. She howled loudly like a wolf. After a few seconds, she hears the howling again and followed it.

After howling several times, Rainbow Dash's trail leads her to the old cabin that was fully restored. The werewolf has also built a outdoor home for his wolves and a outhouse. The werewolf's wolves were outside enjoying themselves. Rainbow Dash attempts to land close to the cabin, but the wolf pack sees the pegasus and started growling and barking at them, forcing her to land in a hiding spot from a safe distance.

"I need a diversion." Said Rainbow Dash. "And i just got one."

Angel squeals and jumps off Rainbow Dash and hides behind a rock, possibly scared of Rainbow Dash's idea of a diversion.

The wolf pack continues to enjoy their quality family time until they see Angel. Angel waves at them, but when the wolves starts growling, Angel gets scared and runs away squealing with the wolf pack hot on his rabbit tail. Twilight Sparkle poke her head out to see that the wolves are gone, she moved silently towards the cabin, Rainbow Dash peeked inside the window and saw no one there, She tiptoed to the door, entered the cabin and closed the door. Once inside, she searches the entire cabin for Fluttershy. As she searches, she see some blades on a table, Rainbow Dash gets nervous and gulps but continues searching until she comes across an metal door. Rainbow Dash opens it and gasped when she saw what was inside...Fluttershy! She is still hanging on to the meat rope, the front of her coat is covered in scratches and bite marks. Rainbow Dash rushes into the freezer and checks her vital signs and sighs in relief to hear that she is still breathing. Rainbow Dash saw Fluttershy's dead animal friends all over the freezer, the sight made her shiver as much as the cold. Fluttershy is shivering from the cold and is still feeling the pain from her wounds. Rainbow Dash grabs one of the knives from the table and frees Fluttershy by cutting off the meat rope. Fluttershy drops to the floor on her stomach and felt a sharp pain that made her cry in painful agony. Rainbow Dash cuts off the rope bondage that tied Fluttershy's front hoofs together, disposes of the knife and drags Fluttershy close to the campfire to warm her up, she is then shocked to see that Fluttershy's wing has been ripped to shreds and then saw a long and deep scratch on her whole back coat. Rainbow Dash hugs Fluttershy and said...

"Oh, Fluttershy. What have they done to you?" Said Rainbow Dash.

Fluttershy slowly opened her eyes and saw Rainbow Dash hugging her. Despite her condition she started to speak...

"Rain..bow?" Fluttershy said weakly.

Rainbow Dash smiles at Fluttershy, shedding a single tear. She hugs Fluttershy again and said...

"Don't worry, Fluttershy." Said Rainbow Dash while hugging her wounded friend. "It's okay, you're safe now."

Fluttershy views a flashback of the few of her many animal friends being eaten by the wolves. She starts to shed tears of her tragic loss.

"My...poor..animal friends...dead." Fluttershy weakly said. she sniffs and coughs before continuing. "Hunted...mercilessly (sniffs)...by...those savages...those...wolves. (coughs) I...couldn't...save them...It...(sniffs, then quietly sobs)"

"Just rest, Fluttershy. You need your strength." Said Rainbow Dash. She looked at the fire at the fireplace. Her anger fuels by the thought that the wolves killed Fluttershy's animal friends and nearly took her life away. "They won't get away with this. I promise you, Fluttershy, I'll make them pay."

The two ponies gets surprised when they heard the cabin door bursted open. Fluttershy fainted, But Rainbow Dash turned around and sighed in relief when she saw Angel. Angel was mad as he rushes to Rainbow Dash, kicked her in the hoof and shakes his fist at her for using him as bait.

"Not now, Angel." Said Rainbow Dash. "Look at her."

Fluttershy woke up and made eye contact with Angel. One look at her wounds and Angel sees a flashback of who inflicted those wounds upon her...the werewolf. Angel hugs Fluttershy and starts crying. Fluttershy comforts Angel.

"Don't worry... Angel." Fluttershy said weakly."Mommy is...here...for you."

"Hang in there, Fluttershy." Said Rainbow Dash. "I'll take you back to Ponyville and get you some medical attention."

Rainbow Dash picks up Fluttershy and placed her on her back. She thens realizes something...

"Looks like i can't fly while i carry her." Said Rainbow Dash. She turns to Angel and said... "Angel, go to Ponyville and get some help. Tell them i found fluttershy."

Angel agrees and races back to Ponyville. When Rainbow Dash carries her outside, she hears howling and takes her away from the cabin as fast as possible. She know they must escape quickly before the wolves return. The journey back home wasn't easy for Rainbow Dash while she's traveling on foot carrying Fluttershy back to Ponyville. She felt exhausted, but her worries for Fluttershy and the wolves' howling is what kept her going. After an hour of two, she puts Fluttershy down on the grass carefully and began to rest. Rainbow Dash looks at the sky, the sun was about to set and she knows Everfree Forest is never safe at night. Rainbow Dash hears the wolves' howling again, and after a few minutes, the werewolf's angry roar. The roar shocked Rainbow Dash and Fluttershy, Fluttershy began to hug Rainbow Dash from behind, trembling in fear.

"Oh, no. It knows!" Said Fluttershy out of fear. "It will come after us!"

"What? What will come after us?" Said Rainbow Dash.

"Big...

The two ponies hears noises from the distance. Rainbow Dash realizes the wolves are approaching and placed Fluttershy back on her back and started moving again. Rainbow Dash continued travelling on foot as quickly as she can to stay ahead of the wolf pack until she sees Angel along the path, behind him was Rarity carrying a blanket, Pinkie Pie carrying a thermos full of soup and Applejack was behind them dragging a cart full of hay. They see Rainbow Dash carrying Fluttershy and rushed to them.

"Oh, thank Celestia you two are safe." Said Rarity.

The ponies load Fluttershy into the hay filled cart. Rarity, Applejack and Pinkie Pie saw her torn wings and the long claw mark that stretched her whole back. They gasped and said...

"Oh..my..." Rarity said.

"Eww! Rarity, cover it up!" Said Pinkie Pie as she looked away, feeling grossed out.

"Yeesh! What the heck happened to her?" Said Applejack. Rarity covered Fluttershy with the blanket she brought. Pinkie Pie began feeding Fluttershy a cup full of vegetable soup from her thermos while Angel comforts her.

"It's those wolves. they killed Fluttershy's animals and nearly did her in." Rainbow Dash explained.

"Wolves?" Pinkie Pie said.

"Ugh! Foul dogs! Horrible Meat Eaters! I can't stand them!" Rarity said.

"Heartless Varmints! They need to be put down!" Said Applejack in anger. She returns to the front of the cart and reattach herself. "Come on, girls. We need to get Fluttershy to the hospital and warn everypony. There's gonna be blood to spill, and i do mean them wolves."

Applejack rides off with Fluttershy resting in the cart. Rainbow Dash, Rarity and Pinkie Pie hears howling. They soon see the wolf pack appearing behind them. The wolves began growling, Rainbow Dash angrily stare at the wolves.

"You guys go on ahead." Said Rainbow Dash. "I got a bone to pick with these wolves."

Rarity and Pinkie Pie races off to catch up with Applejack. Rainbow Dash approaches the wolves, ready to fight, but the wolves retreat. She gives chase by flying. Applejack, Rarity and Pinkie Pie races on the path back to Ponyville. Fluttershy wakes up and gasped, she sensed a familiar presence, then hides inside the blanket.

"No! Bad wolf, big bad wolf! Save me! It's coming to get me!" Fluttershy shouted in terror.

"Big bad wolf? You mean the big bad wolf in "The Three Little Fillies"?" Said Pinkie Pie.

"Applejack, how close are we to Ponyville? The sun is almost set and there's no telling what terrible monstrosities would come out and hunt us." Said Rarity.

"Oh, pipe down, Rarity." Said Applejack. "The only two ponies that can take on a pack of vile critters are me and Rainbow Dash."

"AAAHHHHHH!" Screamed Rainbow Dash.

The three ponies stopped when they hear the scream. They look behind the path and saw Rainbow Dash flying in terror. She flew in front of them, her body was shaking in fear.

"Rainbow Dash, what's wrong?" Questioned Pinkie Pie.

"I thought you were going to beat down them wolves." Said Applejack.

"I changed my mind! There's a big bad wolf heading this way!" Shouted Rainbow Dash.

"Big bad.. Oh, come on now!" Said Applejack "Y'all know it just a foal's story!"

The werewolf's roar echoed into the sky. The ponies were spooked by the roar.

"What was that?" Questioned Applejack.

Fluttershy peeked out of the blanket and said...

"No... Oh no. It found us." Said Fluttershy as she trembles in fear, she hid back into the blanket.

The ponies see the werewolf stepping out the shadows, his powerful glare send fear into the ponies' souls. soon his wolf pack appears and started growling. Out of nowhere, two more wolf packs join in from the sides. All the wolves and the werewolf were growling at the ponies. Angel squeals and quickly hides inside the blanket with Fluttershy.

"Uh, i rather not stay here and bicker about." Said Applejack.

"Yea verily." Said Rarity.

"Run for your lives!" Shouted Pinkie Pie.

The ponies began running back to Ponyville in terror. The werewolf and the wolves pursued them. The chase is on. Rainbow Dash looked behind to see the wolves catching up with the werewolf not far behind. One of the wolves attempted to jump on the cart but Rainbow Dash kicked it before it landed. Five more wolves tried to jump on the cart, but one by one Rainbow Dash kicks them to the ground, then after that, three more wolves tried to jump on the cart and all three of them were kicked to the ground. Rainbow Dash soon sees the werewolf lunging off the top of a tree. He tries to grab her, but she dodges just in time and sees him land on the floor unscathed, it then resume the pursuit, racing ahead of the wolves until it makes another lunge at Rainbow Dash which she dodges, and ended up landing on the cart. His eyes soon focused on the blanket, Fluttershy and Angel pop their heads out of the blanket, they were terrorized when saw the werewolf, so they hid back inside the blanket to cower in fear. The werewolf was about to grab the two when Pinkie Pie quickly opens her thermos and splashed vegetable soup on the werewolf's eyes. Blinded, the werewolf howls in pain and Rainbow Dash kicks the werewolf in the face and knocks him off the cart. The wolves passed through the werewolf, continuing the chase. The werewolf gets back up, shakes off the dirt, quickly regains his eyesight, growls and race to catch up.

The Ponies soon see Ponyville in the distance.

"Hang on, girls! We're almost there!" Shouted Applejack.

As the ponies races out of the forest, Rainbow Dash looks behind and sees the wolves, they stopped chasing them. Instead they watch the ponies returned to their home with their wounded friend. The werewolf soon appeared and saw nothing but Ponyville, the ponies have made it home, he knows he can't be near civilization in the daytime. The werewolf soons returns to the forest, the wolves quickly follow.

The ponies arrived at the town square. Safe from the wolves, They stopped to catch their breath. Pinkie Pie shouted to some nearby ponies...

"HURRY, EVERYPONY! RUN INSIDE!" Shouted Pinkie Pie. "BOARD UP YOUR WINDOWS AND DOORS! THERE'S A HORDE OF..."

"Pinkie Pie! We already lost them." Said Applejack.

Pinkie Pie look behind and saw no wolves chasing them.

"Oh, okay." Said Pinkie Pie. She shouted... "FALSE ALARM, EVERYPONY! SORRY!"

A small group of ponies gathered at the cart. Fluttershy and Angel pop their heads out of the blanket when they saw Ponyville, they sigh in relief. Twilight Sparkle arrives and saw her friends with Fluttershy still in the cart. As soon as she sees Twilight, Fluttershy closes her eyes, bows her head, and removes the blanket to reveal her wounds. The small crowd of ponies gasped and Twilight Sparkle covers her mouth in shock.

It was soon nighttime and we see the Ponyville Hospital. not far from the hospital, the father wolf is seen gazing at the hospital. Possibly no doubt spying for the werewolf.

To Be Continued...

Chapter 2: The Soul-Mare Is Upon Us

It was the middle of the night at Ponyville Hospital, Fluttershy was asleep on her hospital bed, her body was covered in bandages, but her face carried the scars from her near death experience with the werewolf. Fluttershy soon began tossing and turning, she was pulled into a nightmare. In Fluttershy's nightmare (In POV), she was lying on the floor, severely wounded, she sees her animal friends being hunted down by the werewolf and its wolves, some of the animals managed to escape from the cottage as they tore the cottage apart hunting for their prey. Her eyes focused on the werewolf, he was putting some of her dead animal friends into a big sack known to hunters for carrying small game. Fluttershy soon sees Angel, he was begging her to get up but she can't, the pain from her wounds was too much. Angel escapes from the cottage when it saw the werewolf finished packing, turned around and walked to the front room. The werewolf barks at his wolves, he commands them to return back to cabin, the father wolf and the wolf pups leaves the cottage. The mother wolf barks at the werewolf, she asked about what to do with the wounded pegasus. Fluttershy and werewolf made eye contact, after a few seconds, the werewolf puts down the bag and commands the mother wolf to take the bag back to cabin, The mother wolf loyally complys, picks up the bag with her fangs and carries the bag out of the cottage. The werewolf closes in on Fluttershy, glares at her and then grabs her with its claws.

(Back to normal view.) Fluttershy wakes up screaming. She starting breathing and then started crying.

As soon as morning arrives, Fluttershy slowly opens her eyes. She sees Rarity holding and stroking her hoof.

"Rarity?" Said Fluttershy.

"It's alright, you're safe now, you poor dear." Said Rarity. "Just rest, Fluttershy. Why, look at your eyes, you haven't slept at all last night." Rarity points the hand mirror to Fluttershy. She looks at her relection, Her eyes were really tired, her face was scarred with the werewolf's claw marks.

"I saw it, Rarity." Said Fluttershy. she sits up on the bed. "A big wolf, it was walking on two feet." She sees a vision of the werewolf's face in the mirror for a brief moment.

"We all saw it, dearest." Said Rarity. She placed the hand mirror on the nightstand. "Never before have we seen such a horrible beast. In fact, it nearly had you in its claws. (Fluttershy sees a flashblack of her and Angel seeing the werewolf before hiding back into the blanket.) You should thank Rainbow Dash, she saved your life." (Fluttershy sees a flashback of Rainbow Dash standing at the door of the werewolf's freezer and another flashback of Rainbow Dash kicking the werewolf off the cart she and Angel were in.)

Fluttershy looked at the window. Outside she can see a single wolf watching her. Fluttershy hugged Rarity and started sobbing.

"Oh, Rarity, I'm scared!" Cried Fluttershy as she began to cry. "I nearly killed those wolves and i angered it! What will i do? It will come back for me, i just know it!"

"Don't worry, Fluttershy." Said Rarity. " I promise you, we'll do the best we can to help you until you get your courage back. Shh, don't cry, Fluttershy. Just be strong. Shh."

Rarity sings Fluttershy a song that eased her fear, her pain, her worries and her crying, her tears began to glow along with her body, Rarity sings...

"Come lay your dying wounded soul, in a flower bed of love.

Your wounds will soon be far away, so rest and free your pain.

Float and sink in a spring of tears, Embrace in its healing grace.

Your wounds will soon be far away, So rest and free your pain."

"(Sniffs) Rarity... it's beautiful."

Rarity sees Twilight Sparkle across the bed, smiling and is carrying a book of healing spells. Her eyes were filled with tears.

"Oh, Twilight. She's been through so much after what happened last night." Said Rarity.

Rarity sees that Fluttershy has fallen asleep despites the tears in her eyes, the scars on her face is gone, she gently placed her back down on the bed and placed the blanket back on her. Twilight wiped the tears off her eyes and said...

"I know that song you sang, Rarity. It's the "Tears Of Healing Song". I read about it in this spell book i found." Said Twilight Sparkle. She shows Rarity a book of healing spells. "It uses tears to end anypony's pains, both physically and mentally."

"Have you found a spell to fix Fluttershy's wings? They're still broken." Asked Rarity. (The healing song only works on the body. Doesn't work on wings, sorry.)

"Oh, yes, right here." Said Twilight Sparkle. She flips through the pages of the spell book and found the spell.

The wolf that was watching outside soon sees magical light glowing in the window, it moves to the glowing window to examine more closely. Inside it see Fluttershy levitating, still asleep, her bandages were removed, the scars on her body was gone. Twilight Sparkle was standing, her eyes were brightly glowing, her front hoofs were pointing at Fluttershy. Then Twilight raises her head and her hoofs high into the air, her wings soon stretches up highly. Fluttershy's broken wings suddenly stretches out and soon it was magically restored, she can now fly again.

The wolf, having saw everything leaves the hospital and returns to the forest to report back to it's master: The werewolf. Back in Fluttershy's hospital room, Fluttershy was lowered back into her hospital bed, Rarity places the blanket back on her, Twilight's eyes return to normal and was back on all fours. Fluttershy opens her eyes and sits up, she see her wounds were gone and her wings fully restored. Rainbow Dash enters the room, she smiles when she sees Fluttershy and her wings back to normal.

"I'm glad to see you're back to full strength, Fluttershy." Said Rainbow Dash.

"Thank you everyone, for helping me." Said Fluttershy. the ponies smiled and group hugged.

Fluttershy looked at the hospital window again, this time the wolf was gone. Her smile soon faded.

"Um, girls? I'm worried." Said Fluttershy. The ponies stopped hugging. "What if that big wolf comes back?"

"You won't be alone, Fluttershy." Said Rarity.

"Yeah, We'll face it together." Said Rainbow Dash.

"We'll sleep over at your place and wait for it to come." Said Twilight Sparkle.

"And when it does, we'll take it down real hard!" Said Rainbow Dash. She throws a air punch.

The ponies hears loud noises and screams outside the room. Twilight Sparkle runs out of the room to investigate. The three ponies soon hears Twilight's scream, Rarity run to the entrance of the room.

"Twilight, Are you alright?" Said Rarity. "What is happening out there?"

Without warning, a pack of wolves pounced on Rarity, she screams as they start scratching and biting her, until they drag her out of the room.

"Rarity!" Shouted Rainbow Dash. She flies out of the room to save Rarity.

Fluttershy hears Rainbow Dash scream and the sound of meat being torn. Fluttershy gasped in shock as she sees Rainbow Dash's head flies into the room and landed on the ground. She gazed at the severed head and then turns her eyes on the werewolf who is now in the room, her body shakes and trembles in terror. The werewolf growls at Fluttershy, and soon lunges at her.

Fluttershy wakes up screaming. her scream surprised the ponies, including Pinkie Pie and Applejack who are now in the room. Fluttershy realizes it was a bad dream. She looked at her friends who are looking at her and then she started crying...again.

"Oh please, Celestia! Make it stop!" Cried Fluttershy.

The other ponies sighed in frustration.

"This is going to be difficult." Said Twilight Sparkle.

The ponies take Fluttershy back to her cottage, they help her clean up the messes and fix the damages that was caused by the werewolf and its wolves. Once finished, they threw a sleepover party to make Fluttershy feel better and help her face the werewolf when it returns. It was soon nighttime and outside the cottage, the werewolf and his wolf pack were watching, waiting for the right time to strike. Inside Twilight Sparkle was giving her friends a magical hand mirror while Pinkie Pie sets up a projector screen for a movie projector she brought over, they were planning to watch a movie together.

"Twilight, what kind of mirror is this?" Asked Rarity while she examined it.

"That, Rarity, is my newly created "Communicator Mirror". Said Twilight Sparkle. "With these, we can keep in touch, keep ourselves informed if anything comes up. This mirror will let you talk to anypony or you can send a message. Here, i'll show you how it works."

Twilight Sparkle take her Communicator Mirror and demonstrated her friends how to use it. Obviously this new magical mirror will be the cell phone of Equestria by the end of this story. (Kinda cool, huh?) Pinkie Pie has finished setting everything up and starts placing a film into the movie projector and then went to the kitchen to bring out some popcorn and drinks.

"Uh, what are we watching?" Said Fluttershy with worry. "I hope it's not scary."

"Oh, no it won't be. I borrowed this film from Sweetie Drops." Said Pinkie Pie. "It's about..."The Ponyville Butcheress"!"

"(Gasps) T-T-T-The P-P-Ponyville B-B-Butcheress?!" Stuttered Fluttershy in fear. She runs into the kitchen screaming. The other ponies gave Pinkie Pie angry looks. Twilight rushed to Fluttershy to comfort her.

"Dang it, Pinkie Pie! We're supposed to cheer Fluttershy up, not scare her!" Applejack yelled at Pinkie Pie.

Twilight Sparkle comes out of the kitchen with Fluttershy who has calmed down. Twilight said to Pinkie Pie...

"Pinkie Pie, take that film back to Sweetie Drops." Said Twilight Sparkle. "And bring back a film that has more...

"No... I'll watch it." Said Fluttershy. The other ponies looked at Fluttershy with concern. "Rainbow Dash is right, i have to get my courage back and face my fears." Said Fluttershy.

"I did?" Asked Rainbow Dash. The other ponies look at her with stern faces. "Oh, right."

Twilight Sparkle turned off the lights while Pinkie Pie starts the film. Twilight sits closely to Fluttershy on the couch with Rainbow Dash. Rarity was sitting on a rocking chair while Applejack and Pinkie Pie sat on regular chairs.

"Twilight? Who is the Ponville Butcheress?" Asked Fluttershy.

"From what i learned, she is a murderous pony who terrorized Ponyville 12 years ago." Said Twilight Sparkle.

The werewolf watches the film through the window, he soon see himself on the film, a female yellow earth pony with a burgundy mane and aqua blue eyes is seen gazing at the werewolf, the pony soon began to succumb to the werewolf's lustful pheromones. The pony and the werewolf begin to kiss, the werewolf then started licking her face, then to her neck. But then it happened...The werewolf bites on the pony's neck, the pony did not resist, her body begged for the werewolf's love. the two unnatural lovers kissed again more lustfully, then the werewolf started licking the pony's upper chest. The werewolf soon sees visions of what took place in Ponyville 12 years ago. He sees himself and his pony lover killing dozen of ponies together, bringing their bodies to a farm he once owned and placed them in a freezer. The werewolf sees himself and his beloved pony cutting up meat together in a secret butchery room and the pony uses the meat to cook her recipes. The two soon have a romantic candlelit dinner together and ended up cuddling in a bed together smiling as they view an album with pictures of the victims they killed and the newspaper articles displaying the murders. The vision soon displays the two lovers fleeing from a angry mob with their home up in flames. The visions ended when he see the film displaying the werewolf and the pony who has turned into a werepony, with their pony prisoner surrounded by his lover's friends and their male pony friends.

The werewolf quietly sneaks inside the cottage to watch the rest of the film.

"You have nowhere to run, werewolf!" Said Teddy, a blue pony with a orange mohawk-like mane and blue eyes. His cutie mark is a black comb. "Release Sweetheart now!"

"Fools! You're all fools to run into my trap!" Said the werewolf. Packs of wolves surround the ponies, they growled at the ponies, ready to strike at anytime. "You and the rest of Ponyville have interfered with my plans long enough! Now all of you will pay for your meddling and my wolves will tear and ravage your pony-infested town!"

"You monster! You brainwash our friend, Bon Bon! You manipulated her to kill those ponies!" Said Starlight. "We will destroy you and free her from your spell!"

Bon Bon laughs evilly and said...

"It's no use, Starlight. My destiny is clear, the flesh of the ponies have granted us the power of gods. Our reign will become immortal! When the night is over, No pony will be safe from the fangs of the beast!"

"Indeed, my love." Said the werewolf. "With you as my queen, we shall create a kingdom that will plague all of Equestria. And you ponies will either submit to our rule or die at our claws!"

"Never, foul creature!" Yelled Teddy. He tackles the werewolf. The werewolf kicks Teddy off and battles with him.

The wolves launched their attack, the battle has begun. Teddy fights the werewolf, Starlight battles with Bon Bon, Lancer, Ace, Melody, Bright Eyes, Patch, and Clover battles the wolves. Sweetheart watches the epic battles in horror. After Starlight beats down Bon Bon, she feels remorse on her friend and said...

"I'm sorry, Bon Bon. I'm really sorry." Said Starlight. "We should have been there for you when you need us the most. We're all sorry for you."

"You should be, I offered you and the girls everything you desire and you all throw it away and betray me!" Said Bon Bon.

"Bon Bon, that werewolf is evil!" Said Starlight. "He's using you to destroy Ponyville, including all of Equestria!"

"If you would have join us, you would have been spared." Said Bon Bon. "But now you will all die with those who dare oppose us."

Starlight's remorse turned to anger.

"Well, then you are no friend to us!" Shouted Starlight. The two girls start their battle again.

Teddy fought bravely as he battled the werewolf, but the battle takes a darker turn when the werewolf performs his signature move: He slashes at Teddy's face and pierce his stomach with his claw and then he bites his neck hard, after that, the werewolf throws Teddy into the ground, luckily, Teddy is still alive. The werewolf approaches Teddy, picks him up and tears his right eye out, Teddy screams in terrible pain. Back in the cottage, the werewolf gets emotionally disturbed and quietly exits the cottage and returns to the forest, his wolves follow him. On his way back to the cabin, the werewolf feels a sharp pain in his chest as he sees a vision of Teddy impaling the werewolf in the heart with a silver spear from the back after the werewolf killed Sweetheart. The pain stops as he sees a vision of him in a grave built by Bon Bon who is mourning him, a full moon shaped diamond is placed close to the tombstone, the gem is called a "Lunar Life Gem", the cause of his resurrection. Lastly, the werewolf sees a vision of the Lunar Life Gem reviving the werewolf and shatters after it performs its duty, the werewolf has dug himself out of the grave and went into exile.

As the visions ended, the werewolf howls at the sky, his wolves join him. Twilight Sparkle and her friends were soon asleep in their sleeping bags while fluttershy sleeps in her bed. Fluttershy wakes up, thinking about the werewolf, her mind tells her to do something dangerous, it's telling her...to see the werewolf again.

In the werewolf's cabin, the werewolf is sitting close to the fireplace, the memories of the fateful night 12 years ago has depressed him but it was the loss of his true love that brought great pain to his heart. Fluttershy was standing close to the werewolf, feeling sympathies for the beast. The werewolf didn't see her but he did sensed her presence, his eyes were focus on the fireplace.

"You loved Bon Bon, did you?" Asked Fluttershy.

The werewolf begin to talk.

"Yes... She was the one for me. My soul mate." Said the werewolf.

"I understand why you tried to kill me." Said Fluttershy. "They killed you and took her away from you."

The werewolf stands up and said...

"I won't lie, I regret what i have done to you. I let my rage and my own hatred control me." Said the werewolf. "But why do you take pity on me? I'm a monster to you ponies, a beast who only hunts for meat...the meat of animals...and ponies. Could any of you ponies ever forgive such a savage beast? No, they don't, and they never will. Would you willing to do the same after what i did to you?

Fluttershy placed her hoof on the werewolf's shoulder.

"No...I forgive you." Said Fluttershy. "You carry those years of burden for so long, i want to help you...help you release the pain. But tell me, what really happened?"

The werewolf turns around and gazes at Fluttershy, after a moment he speaks...

"Her friends, that angry mob...they tried to kill her." Said the werewolf. He sees a vision of himself rushing to save Bon Bon who is tied to a stake, about to be burned.
"Starlight stood in my path, i tried to kill her but she...Sweetheart took her place."

He sees a vision of Sweetheart impaled by the werewolf's claw. She sacrificed her life to save her friend. We then see a vision of the werewolf freeing Bon Bon from the stake, then a vision of Teddy impaling the werewolf in the heart from behind with a silver spear, then finally we see a vision of Bon Bon carrying her dead werewolf lover into the forest while Teddy hold Sweetheart's body, he was crying that she is dead.

The werewolf shows Fluttershy the Lunar Life Gem.

"This gem brought me back to life. After that, i returned back to my home." Said the werewolf.

"Why did you return to Equestria?" Asked Fluttershy.

"Revenge." Said the werewolf as his face turned to anger. We see a vision of a banner that has a pony's face in the middle of a shield with a sword and spear doing a crossbone position at the center.

Fluttershy said nothing. She touches the werewolf's face with her hoove. The two gazed at each other for a brief moment before they kiss.

The next morning, Twilight Sparkle and the other ponies checked on Fluttershy before they leave, they were pleased to see that she is feeling better. As soon as they were gone, Fluttershy went to her bedroom to write on her diary. After writing down what has happened, she wrote this...

"I couldn't stop thinking about that big wolf last night. I thought it would come back to kill me this time, but when i watched that movie about The Ponyville Butcheress, my fear was replaced by sympathy for the beast. It brought tears to my eyes, seeing true love destroyed by those who don't understand the true nature of their existence. I know in my heart that losing a loved one is the worst tragedy in all of Equestria. My mind told me to do something dangerous... I went to it's home while everyone is asleep. I never wanted to do it, but i have to learn the truth...from it's own words. I returned home after spending all night easing his tortured mind, I told my friends nothing about what i did or what i learned, i'm afraid they would never forgive me for doing such a thing that puts my life or their lives in danger, instead i will keep this forever a secret."

Fluttershy has soon gone back to work caring for the animals, as she is feeding them, Angel jumps up and hugs Fluttershy, it brought a smile to Fluttershy. Angel's smile soon faded when he sees a glowing white bite mark on her neck, he then sees her cyan eyes glowing.

Everything was peaceful for the next three days, In Ponyville, Twilight Sparkle sees Fluttershy happy as she goes on her business, Twilight feels confident that everything is back to normal. But as Fluttershy flies home carrying a bag full of food, she grows hungry. She tries to ignore it, but her hunger begins to control her, she hears beastly growls in her stomach, she eats an apple she bought in an attempt to regain control, but she feels a sharp pain in her body, the growls in her stomach turned into roars, the apple fail to satisfy the hunger, the pain in her body grew worse, her cyan eyes begins to glow, then she begins to grow small fangs. Her hunger commands Fluttershy to eat something she would never eat in her life...meat.

We see a bird resting on the branch of a tree, the beautiful day has it singing with joy. The bird did not see Fluttershy behind it, soon it's singing was cut short. Angel was enjoying a salad back at Fluttershy's cottage, he didn't see Fluttershy as she returned home still carrying the bag of food. Angel stopped eating and looked at Fluttershy, to his horror, he sees her mouth covered in a tiny amount of blood, a few feathers were sticking on to her cheeks. Fluttershy was at a loss for words as she washes the mess on her face in the kitchen sink, she was terrified of what she has done, she killed an animal and eaten it. As soon as she turned off the water in the sink, she feels the terrible hunger again, beastly growls filled her stomach, telling her the bird was not enough. She begged to the hunger...

"No, please, no! I don't want to eat those poor animals! I'm not a monster!" Said Fluttershy. But it was no use, the beast inside Fluttershy has been awakened, and is ready to feed.

Fluttershy approaches Angel from behind as he finishes his meal.

"Angel...Angel, come give mommy a hug." Said Fluttershy.

Angel turned around and gets scared at Fluttershy, she smiles at Angel, exposing the small fangs in her teeth, her cyan eyes were glowing. Angel takes a few steps away from Fluttershy, but as she approaches him, Angel runs away in terror, Fluttershy gives chase. Fluttershy chases Angel all over the cottage, while chasing him she said...

"Stop running, sweetie. All i want to do is eat you." Said Fluttershy. She stops, her own words shocked her, she sees Angel running into a closet to hide. "No, what am i saying? I am not a monster!"

Fluttershy walks to the closet to talk to Angel.

"I'm sorry, Angel. I don't know what's becoming of me." Said Fluttershy. Her stomach growls again. "Please come out, honey. Don't be afraid. I only want to..." She opens the closet door, Angel squeals in fear. "Eat you!"

Angel jumps over Fluttershy and races out of the cottage and into the forest. As soon as Fluttershy is outside, her hunger grows greater, the pain in her body returns, she screams in agony as the pain grows intense, until Fluttershy unleashed a loud roar, and then it happens...she begins to transform. Her height has increased to three inches, her coat, mane and tail suddenly grows long and thick, her wings began to become covered in fur, her hooves transformed into paws that has small claws poking out, lastly, her face has turned into an resemblance of a wolf, her small fangs has grown a few more inches. The transformation was complete, Fluttershy has become...The Were-Pegasus. Fluttershy howls into the sky before beginning her hunt into the forest, killing and eating the many animal friends she loved: rabbits, squirrels, birds, etc. No animal was safe from Fluttershy's newest carnivorous hunger, The animals that survived were forced to flee the forest.

It was soon nighttime. Two female earth ponies were at a lake for a night swim, one pony was yellow with blue eyes and a red mane, the other was blue with grey eyes and a black mane. Both of them were swimming and splashing each other with joy until they hear the werewolf's howl. The two ponies look around, suddenly they hear wolves growling nearby. The two ponies get nervous, they leave the lake, picked up their towels and walked home as they dry off. As they tried to make it home, they hear the howling of wolves in the distance, the growling they heard suddenly grew louder, until they bumped into the werewolf himself. His terrifying presence sends fear into their souls, His wolves surrounded the ponies. They soon approach the ponies and their screams echo in the night sky.

The next morning, the werewolf was on one the rooftops in Ponyville, watching a familiar scene unfold in the distance. The inhabitants of Ponyville and perhaps Equestria is unaware of the many horrors they will soon face.

To Be Continued...