Lorcan jumps on one of the towers, away from his enemies' ranges. Big Macintosh glares as he demand, "Get down from there, right now!"

"Right, I rather fight you from way up here...my own way!" Lorcan laughs sinisterly and insanely as he then uses his dark art to control the clouds. The trio dodges as the clouds themselves charge at them, trying to hit them with lightning.

Ben Mare flies upward quickly and charges at Lorcan but the villain blocks with a force field with slash at him, sending the stallion to the ground. The heroic pony landed in time.

"Perhaps if you haven't bother coming, you all wouldn't suffer a quick death by now." Lorcan taunts the stallions from where he's at evilly. "And now...you all will pay!"

"No, you are the one who will pay. Sooner or later, you will regret what you did to everypony, including my family!" Shining snaps in determination. The stallion can only hope that Golden Heart's rescue team can get the Mane Six, the CMC and the Elements out sooner. He doesn't know how long that he himself, Ben and Big Macintosh can keep fighting Lorcan.

And Lorcan isn't even showing any signs of slowing down!

---------------------------------

Soarin' and Spitfire speeds around the Dragons in the castle, knocking them down. Lyra quickly uses her magic to trip some of them up while calling out, "All right, we are really sticking it to them!"

"Yeah, but are we really winning here?" Caramel asks frantically as he runs from one of the dragons. "No matter how much we keep fighting, they always come after us!"

"We must keep on fighting." Time Turner mumbles as he uses a weapon-made blaster to fight back the dragons. "But I gotta admit, our weapons are no match here."

"Hey, dragons," A familiar voice spoke up. The dragons turn and saw...the Mane Six! But it isn't them but the lookalikes Firecracker (the one who spoke), Roseluck, Feathermay, Cherry Pie, Plumsweet and Flitterheart down a hallway. "You're missing us!"

"How did they get out," One dragon exclaims furiously as he and his pals chases after them. But when the bad guys turn around a corner, a huge magazine is there, waiting. "What the...?!"

"Take 'dis!" Tough Apple's voice is heard as he uses the Garoozis's weapon to knock the dragons right out.

The ponies came onto the scene, Bon-Bon exclaims, "Oh my!"

"Very interesting device," Zecora said in amusement, "To who is doing the stuff?"

"Us, Zecora," The familiar voice of Dinky giggles out from inside the Garoozis.

"Dinky," Cheerilee ask in surprise upon hearing the voice.

"Yep," Derpy exclaims as she, Golden Heart and Sir Spell Nexus arrives on the scene. "My baby filly is in there with her friends and Tough!"

"Does this mean that you found Twilight and her friends as well?" Time Turner asks Golden Heart hopefully.

"Yes, they are already heading to get the Elements now." Golden Heart explains to the rescue team. "Once they get to them, our goal will be successful."

"Not so successful, if lower chance of fighting, we can get." Zecora said seriously meaning that, while the ponies in the rescue party got the heart, they are still outmatched by their enemies.

"If only we can get better weapons." Lyra said with a groan.

"Wait, we know where to get some!" Pipsqueak's voice said from inside the Garoozis excitedly. "It's where we got this thing!"

"Really? Cool!" Spitfire exclaims with a smile. "Any chance we can get a hand on that technology?"

"We will show you the way!"

"Good, let's go. Our enemy's technology will help us all." Golden Heart said with a smile as the rescue party follows the Garoozis to where the rest of the Flim-Flam brothers' weapons are stored. "I hope Twilight and her friends don't run into any trouble..."

---------

"Ugh! How big is this dump?!" Rainbow exclaims in annoyance as the ponies kept n getting lost looking for the Elements in the West Wing. "Twilight, I thought you know this place better than we do!"

"I didn't get the chance to explore the place fully when we were here last!" Twilight protests to her friends as they head to a door of a room in the West Tower. "This is the best place to look."

"I hope so because my hooves are killing me here!" Rarity whines while groaning at how her hooves are hurting.

"Awww, cut it out, lady." Phobos mumbles a bit. "At least you got hooves, I got claws."

"Ugh, I got a pony and a baby dragon complaining." Twilight mumbles to herself then looks down sadly as she and her pals enter the room. "I missed Spike..."

The ponies and Phobos soon found them: the Elements of Harmony on display on a podium right in the center of the tower. It's amazing that Lorcan didn't bother to put up any guards here.

"Wow..." Fluttershy said as the group enters the tower, followed by, unknown to them, the four invisible main CMC fillies. "There they are."

"Yay! We found them, we found the!" Pinkie cheers while bouncing up and down. "Come on, let's us take them and use them!"

"Hang on, Pinkie Pie. There's still 'de problem o' Lorcan's essence still in them." Applejack points out to Applejack in concern. "If we want 'ta use them safely, we got 'ta get 'dat there essence out o' there."

"Right," Twilight said as she trots over to the Elements. "And maybe we can use our friendship to do so. Let's take them."

"That sounds like a fun idea! Let me take them off your hooves!" A familiar voice laughs madly as the Elements suddenly flew away from Twilight. The ponies gasp as they saw their items floating near Boris & his goons.

"You," Rainbow gasps in shock and anger.

"Well, well, it's my favorite group of Earth Filth and other mares." Boris remarks evilly to the Mane Six then notices the dragon. "Oh, look. They even brought the dragon traitor with them too."

"Hey, hey, come over here and say that to my face, Devil Jerk!" Phobos growls furiously at Boris for the insult.

"Give us the Elements, Boris!" Twilight demands furiously to Boris.

"Ha! You want them, come and get them!" Dum-Dum laughs stupidly to the Mane Six and Phobos, the fillies kept on being invisible as they watch on.

"Right, follow us!" Boxco remarks as he, Dum-Dum and Boris jumps into into a flaming portal nearby.

"Come back!" Twilight exclaims upset as she rush through the portal after them.

"Wait, Twilight, wait for us!" Rarity exclaims as she, the other Mane Six members and Phobos follows, along with the invisible CMC members.

-----------

In a faraway place somewhere in Nightmare Canyon, Boris waits as the Mane Six came out of the portal followed by Phobos and the invisible fillies, whose stood off to the side waiting to help in some way.

"Welcome!" Boris booms evilly as he motions to the Mane Six. "It's an honor to meet you all. What a romantic setting, don't you agree Twilight? You will be here with me...away from the action and peril."

"Ugh, you are even more disgusting!" Rainbow exclaims to Boris in disgust and annoyance.

"Yeah, that's what we thought!" Boxco jokes a bit as he and Dum-Dum laughs a bit but Boris hits them, shutting the two goons up.

"You're crazy! You tried to kill Ben and Nyx and even hurt me!" Twilight protests to Boris in anger at the jerk still wanting her as a prize.

"But I'm saving you from death, Twilight! Lorcan has killed the brotherhood and intends to do the same to me and you." Boris explains to Twilight seriously.

"What," The ponies ask in shock and alarm upon hearing what Boris just said.

"He killed his brotherhood?" Pinkie asks in confusion and shock.

"Wow, shorty has no sense of loyalty." Phobos said with a sigh.

"Dang, never wished death on them Film-Flam brothers." Applejack remarks while looking down in disbelief.

"Gilda's dead? Okay, I admit, she's a jerk but at least when the griffin's alive...I never wanted her dead!" Rainbow said in shock of hearing the death of Gilda.

"You see? Even your friends know where I'm coming from!" Boris exclaims to Twilight eagerly. "Come with me, Lorcan will never harm you or us ever again. He can have Equestria, we can rebuild elsewhere."

"I believe Twilight has made her answer clear before." Rarity said sternly as she and the other ponies stood in front of their friend.

"Right, we ain't letting you have her!" Fluttershy exclaims to Boris in defiance.

Boris snorts angrily as he snaps, "I will KILL all who get in my way, even mares."

"What makes you think I would be with you when you turned Ben into that monster, tried to kill him, and even HIT me to get to Nyx?!" Twilight demands to Boris furiously.

"Honestly, you are hanging around your pals and the Earth filth for too long."

"Ugh, enough wit' 'de Earth filth insults!" Applejack snaps at Boris furiously. "It's getting done offensive fer too long!"

"Right and you smell bad!" Phobos exclaims while pointing at Boris, "Smelly pony!"

"Hey, shut up!" Boxco exclaims, defending Boris ever best way he can. "Don't insult him like that."

"Fine, looks like I will have to fight against to get what I want. I was going to exchange the Elements for her...but it looks like I will have to use force." Boris remarks angrily and sternly, knowing that he will have to fight once more to get what he wants.

"Yew an' whose army?" Applejack demands to the villain.

Rainbow remark, "Yeah, you and these two goof heads that got bested by fillies, a baby dragon, and two grownups.

Suddenly Boris summons his Lava Stallions. Twilight remarks, "You just had to ask for that?"

Soon another battle fight begins. The Mane Six quickly do their best to fight off the Lava Stallions like trying to trick them, blast the fiends with magic or diamonds & nun-chuck gun blasts as well as Pinkie Pie setting her cannon's dial to 'Freeze Shots' which freezes and shatters the Lava Stallions.

Some of the Lava Stallion trips due to the invisible fillies' presence. They giggle a bit but made sure not to get caught big time.

"Cowabunga," Phobos laughs as he uses his slice to take down a few Lava Stallions. "My tail ain't for slicing!"

"Yeah, and so is my nun-chuck gun!" Rainbow laughs as she continues her attack on the villains. "At least this time, we got a fair chance."

Twilight blasts a few of the Lava Stallions with her magic, turning to Boris while snapping, "Boris, rest assures that when this is over, you will wish that you yourself remain in the Void!"

"I think not!" Boris exclaims as he charges up for a huge attack. "This will make sure that this fight will end nice and neat."

"Boss, what 'bout us?" Dum-Dum asks Boris, worried that he and Boxco could get caught in the blast itself.

"Leave, boys. Come if anything goes wrong, understand?"

"Yep," Boxco remarks with a stupid nod.

When Boris is about to charge a magic attack before Twilight Sparkle can, something hits him in his upper front left hoof. It was a sharpen dagger which was thrown at high speed to get him and was the one that send that note to the ponies and that threatening note at Lorcan.

This gives Twilight a chance to use her magic that sends him flying and knocks him out. By this time, the Lava Stallions were defeated, being send back to the Earth from where they came back.

"Well, looks like victory is ours!" Rarity exclaims with a smile on her face. The two minions look worried; those mares are giving them nasty looks.

"Forget those two, girls." Twilight said as she heads over to the Elements, all of them landed on a rock nearby. "We got what we came for anyway..."

Suddenly without warning, Boris's mane came alive, like it once did when the Mane Six fought him before. Then it shot forth at such a speed that the mane's strands tangled against the one target in question....Twilight Sparkle! As the unicorn soon found her legs and neck wrapped by mane-strands that work together to be as strong as actual rope, the Devil Pony woke up, he was playing possum the whole time!

"Uagh...let me go, Boris!" Twilight yelped from something strange trying to tie her, what was going on, what was Boris even trying to do her?

"Not a chance, and this time, you WILL be mine!" Boris declared out towards Twilight that he'll never let her go for she will be his. "Thanks to a little trick I've learned. The Devil's Grip Spell," Boris announced that he had a new spell to try, which from it will make him soon have what he has long for...

"Trsisivhmm...." Then Boris's eyes flashed their eerie white glow followed by a glowing magical horn that made his body glow in the same manner. "Wruuaarrughhh…" Then an evilly red misty aura was slipping out from the Devil-Pony's body and began to take form like a beast roaring out from awakening. Soon the unnatural creature made by the Devil Red himself, started to send it's aura essence traveling through Boris's mane-strands directly towards a target; Twilight Sparkle.

"Huuagh...." Twilight yelped from suddenly feeling strange, it's like she could feel her mind slipping away. What in the world was this spell and what is this terrible magic Boris is infecting her with?

"In a matter of moments, this aura will sink deep inside and then you'll lose what you once were to resist me!" Boris smirked wickedly in declaring what he's doing to poor Twilight, a spell that will take away the Mare's will of freedom. "You'll be mine, mind, body and HEART!" The wicked Devil-Pony smirked menacingly in seeing how soon, he'll have what he's always wanted even if the Twilight Sparkle that was made from her free will of choice is robbed from her and she'll be obeyed to Boris for all time.

"Noooh...." Twilight Sparkle protest from trying to fight off this evil will, even summoned her own magic to coat her in a magical protector aura armor. "Uuuagh...." But even with this move to keep Boris's evil essence from trying to corrupt her, this Devil-Pony's dark will was trying to eat away whatever little force of her will that rejects him.

"Twilight's in danger y'all, come on!" Applejack called out to her friends in seeing their smart unicorn was in danger and from Boris the Red Devil no less.

But just then, Boxco & Dum Dum held up some weird spears that casted a spell that created a neon red wall which, when Rainbow Dash and Applejack tried to charge through, the mares got zapped suddenly that knocked them back into their started group.

"Hey! Move, stooges," Rainbow Dash snapped at Boxco and Dum Dum for blocking their way to get to their friend.

"Not a chance, little ponies! The boss doesn't wanna be disturbed!" Boxco declared out with an authority tone of not letting these mares in on a private matter.

"Yeah, and we're not Stooges, there's only two of us, we need a third act!" Dum Dum protested out in stating another statement, much to those confusion.

"Oh, can I be added to make a total three then!" Pinkie Pie raised her hoof up in actually wanting to take that position.

"Pinkie Pie, now's really not the time." Rarity shook her head sternly that her pink friend was forgetting that these two minions of Boris were vile. The invisible CMC look scared. They should do something but how? The four are no match against the bad guy this time!

"Twilight, stay strong!" Fluttershy called out to her friend in wanting Twilight to hang in there and to be strong.

"Ugh...aaaugh...I'm trying...but...I can't!" Twilight Sparkle was struggling to pull herself free of Boris's living mane and trying to keep her magical aura shield up to keep this wicked corruption spell off her…but even one of Celestia's bright and best students can't keep this up forever. "Someone, anypony....help ME!" Twilight's mind cried out while she continues to struggle against the odds, but in truth, she could use someone's help. "BEEEEEEENN…" Twilight's mind echoed out a cry for help from the one pony she loves as she needs Ben Mare now more than ever before she is lost by Boris's evil bewitchment.

-----------

At this moment in back at the battle, Shining Armor was going over a plan of attack on Lorcan, trying to figure out how to hit him when the dragon is out of range. The ones that will be in on this plan were Big Macintosh and Ben Mare as these three will have to take the dragon leader himself. With Shining Armor's swordsmanship, Big Macintosh's muscle work and add in Ben Mare's magic force of the Triforce, there lies a good chance that they can defeat Lorcan, or at least weaken him enough for Golden Heart's rescue party to finish their mission. They were going to start this next attack as soon as Lorcan was distracted when…

"UUUUAGH," Suddenly without any warning, Ben Mare felt a zap bolt zip across his head, and he kneeled to the ground in pain, much to the others' worried expressions. "I can feel it!" Ben ushered out under his voice as he struggled to move himself upwards.

"Feel what?" Big Macintosh asked in not following what this pony was going on about.

"Twilight's in mortal danger!" Ben Mare exclaimed with a serious face as he soon stood up on his hooves. "She isn't in the castle anymore but somewhere in Nightmare Canyon! I have to get to her!" He declared out with a motion of determine and serious feelings guiding him to stand up for Twilight's sake.

"Twily! If she's at Nightmare Canyon somewhere and outside Nightmare Moon's Former Castle..." Shinning Armor yelped out in shock, his sister is no longer in the castle where Lorcan is temporally staying at and where the trio is fighting him now. "You don't know where she is!" The captain exclaimed that even he and many others know that Nightmare Canyon is big and huge. It would be like finding a needle in a hay stack!

"No, but I can tell where Twilight is…from my heart!" Ben Mare explained with a serious devious as he tapped the spot where his heart is, saying it's a feeling. "That's more than enough to help guide me to her!" The stallion declared with a determine statement that he'll go to wherever Twilight is, be it far or close, he won't rest till he's there and she's safe!

"Brsisisifivhmm…" Then suddenly, the Triforce Mark on Ben's flank was glowing a bright golden color that covered over him. "Qrsusufruvhmm…." Then Ben Mare vanished through a great gust of wind while leaving behind those that were surprised by that form of exit.

"Wooh; that was so fast," Private Kenny responded a bit surprised in seeing Ben Mare leave. "Sir, are you still going to attack the next time?" The private pony discussed with his captain of their next plan of assault on Lorcan, even though with Ben Mare gone, the chances seem to have slim a bit.

"Ye-yes, so continue to keep an eye out and report anything you or the others find, Private Kenny." Captain Shining Armor responded in straightening himself before his troops, knowing that no matter the case, they won't faultier back from any little setbacks, not this time.

"Yes sir, Captain!" Private Kenny responded with a salute before quickly turning and leaving the captain and the big farmer muscle stallion behind and alone to discuss another matter at hand.

"Think he'll be okay?" Big Macintosh asked in cautiously wondering if Ben Mare will be alright going at this alone without any backup.

"Knowing he's Celestia's son and wielding the power of the Triforce Mark, he'll manage." Shining Armor exclaimed off with a little concerning face, but shook it off in just going to have belief in what will happen, Ben Mare will try to do what he can. "Good luck saving Twilight, Ben Mare." Shining Armor whispered off with a silent voice, hoping that if his sister was endangered, then only the love that she has for Ben Mare could be the one pony she wishes to be with that can save her from any peril.

"It appears your friend Ben Mare has abandoned you." Lorcan said as he saw what happened but didn't hear enough to know what's going on. "I knew that he's like his adopted mother: a coward!"

"Never underestimate Ben Mare, Lorcan! He will be back and we will finish this off!"

Nyx, the real one, kept on hiding, wondering where her father has left. Could it be that her mother is in danger?

"Daddy, save her...and my clone too." Nyx said quietly. If anything were to happen to her clone, she will be at half strength big time...

--------------------

"Fruusssvhhmmm….." Soon there was a charging bullet gust of wind bursting across the rocks at such rapid speed, it zipped pass them while leaving an after trail. Inside this very charging wind force was none other than Ben Mare himself and his Cutie Mark glowing extensively brighter to give him that extra charging speed. "Hang in there Twilight, whatever trouble you're in, I won't let it take you!" Ben was speaking to himself while he was running, trying to motivate himself in the task he's doing. "You always protected me, from when I was a filly, even when I was the Demon Pony, you saw me for who I was. Now it's time I return the favor and keep on doing so from now till the end!" With all that said and going to be done with, Ben Mare's charge zipped across until he continue racing within the Nightmare Canyon, he's got to make it in time.

--------------------------

Back with the Mane Six VS. Boris the Red Devil scene in the works; the other ponies couldn't get near Twilight who was in the clutches of Boris's creepy little mane gently wrapping her tightly to keep her bound. The smart unicorn still tried to resist his evil magic in trying to overwhelm her sense of will with his dark magic to make her his. But this new spell of the Red Devil Pony, it's like the very dark essence of the devil is trying to corrupt the pure maiden pony itself. Boris could only smirk in seeing who much little magical resistance Twilight struggled to keep the crimson red glow of magic out of her but even her magic could not surpass that of the devil's work.

"It's almost time, your will is weakening!" Boris smirked in a sinister manner in seeing that in mere moments, Twilight will give out and he'll take control of her will.

"Don't give in Twilight!" Applejack shouted to her friend from the other side while trying to break down the minions' barrier work.

"Right, you gotta fight this!" Rainbow Dash snapped out to her friend, she even unveiled her nun-chucks in gun mode to blast their magical force against the barrier wall keeping them out of this devil's private discussion display.

"Don't let meanie Earth-Pony Hating Jerky-Mick-Devil-Face make you a two timer!" Pinkie Pie shouted off to tell her unicorn friend this while using her party cannon to blast through, but set low this time to not overdue it like any other time.

"I highly doubt Twilight would even think that." Rarity stated out with a forceful stern expression before trying to have her diamond gems try to bash against the barrier, only managing to crack tinniest of portions off.

"Hey-Hey-Hey; Back off, you ponies! You're almost breaking our barrier work here!" Boxco yelped in seeing that the minions barrier is almost done for, these mares are seriously trying to save their pal.

"Yeah, you make the wrong move and your boot is cooked!" Dum Dum tried to also make off with the threatening demand of what will happen.

"No, no, it's goose is cooked!" Boxco correctly told his pal of what should actually be said.

"Oh right, that too!" Dum Dum nods off with a silly face in getting that, but just a little.

"Please Twilight, remember your friends, remember Ceelstia, remember Nyx, remember Spike!" Fluttershy tried to reach deep for Twilight's spirit to remember that she can't give up on those counting on her. "Remember your love for…" The shy egasus pony was almost about to get to the next part of Ben Mare, only for a certain Devil-Pony to cut her off in seeing what was being hatched here.

"SILENCE," Boris snapped in fury in looking at Twilight's ego friends trying to ruin things for him again! "Trzizizitrzizivhpmm…/poowwfruvhmmm…" Soon the Devil-Pony shot a bolt from his horn that exploded off close to the middle of the remaining Mane Six & his own minions.

"Aaaaugh…" The five remaining Mane Six were blasted backwards and skidded across the field, weaken a bit. And as for Boris's minions, they sat up and saw their barrier was destroyed along with their spears, they were lucky that they lasted this long.

"Wooh, the boss almost got us during his anger issues!" Boxco yelped in surprise to see the damage almost done by Boris.

"He wouldn't do that with us in the line of fire, right?" Dum Dum asked off that the two wouldn't have been wasted, or would they?

Suddenly these two were starting to think maybe Boris would do that, but being as clueless morons as they themselves are, they're not ones to actually think that far ahead.

"You ponies shall not mention that 'name' in front of my soon to be prize!" Boris snapped off at the weaken mares that would mention the one pony that he can't stand to take Twilight from him. "Now…" Then he turned his direction with a smirking grin towards what he was doing now.

"Uagh…aaguh…" Twilight was trying to resist but the aura of the devil coming off from Boris was reaching closer to her…she was almost about to lose.

"Frsiisisfrivhhmm…" Then nearby, the same gusting wind was charging through.

"Aaaugh…aaaahh…" Twilight tries to resist, she tried to back away, but was almost going to lose Boris took notice of this mare's strong will and magic, even his devil's aura grinned wickedly while letting off a fiendish laughter that would frighten any pony's mind.

"At last…At long last, what should have been mine long ago shall be corrected now!" Boris declared out in slowly approaching Twilight with his living mane dragging the unwilling pony towards him. "Only you, Twilight Sparkle, were meant to be with the stallion that is perfect for you in every way!" The devil-pony exclaimed with his wicked smile never fading, Twilight tries to look away but her magical shield aura was fading faster then she could keep at this fight of her will. "The only thing that kept us apart was your heart for the useless Earth Ponies in being kind to them, but no more!" Boris snapped off in declaring that such useless feelings for such creatures are a worthless addition for the prize such as Twilight to keep hold of. "You'll be perfect when this spell is finished, perfect in how I see it!" The Devil's Aura was soon reaching to form hands to nearly choke the mare trying to resist, but her magic will was almost about to fad. "Mind…Body…Even your HEART, until FINALLY…." Boris spoke with an even more fiendish expression as even the Devil's Aura was glowing more, and soon…Twilight's defense suddenly fell, giving the monster the win… "YOUR…SOUL…IS MIIIIINE…." Boris whispered this messing to her in a horsing voice mixed with that of the horrifying voice…of the Devil's very being himself!

"Huagh...aaaugh…" Twilight Sparkle was starting to feel herself begin to drift, a loose tear came from her right eye, looking up at the fiendish Devil's Aura about to steal…her soul's will that makes her who she is.

"Yesssisisiss…" Boris spoke with a slight slithering snake voice as Twilight's very soul was starting to drift from her body by the Devil's Aura, he has finally won! Nyx and the fillies looks horified and were about to step in when...

"Frsususisivhmm…/Powwwvhhmmm….." Just then, something of such mach-speed gusted through in a blaze of win and soon broke through the Devil's Aura and…made contact with Boris's left cheek side.

"Nnnnnnn-ooorrruuuaaghh….." The sudden picture was slowly playing how Boris was getting a slow reaction to something that was giving him the left hove shot. "Wruuaagh…AAAAAHHH…" Slowly, but steadily, his body was beginning to react on the spot until it went up to a much faster pace of his screaming in pain. "Claspfrvuhhmmmm…" Just then, when the speed went back to normal, Boris was shoot off and crashed into a nearby wall while even the spell of the Devil's Aura faded, releasing Twilight and freeing her soul to return to her body.

"Boss," Boxco and Dum Dum yelped in turning around in seeing this unbelievable outcome, what just happened before their eyes?

"Whipgrivhmm…" Suddenly, the two stooges yelped in being hogtied by Applejack's rope as the Mane Six were back up again.

"Uh-oh," Boxco and Dum Dum yelped in knowing this won't end well after what they put them through.

"One…Two…THREE," Suddenly, the Mane Six used their strength in helping Applejack with these two jerks by swinging them around until… "Whipfruvhmm…" Then shot the two stooges of Boris' group off the tied end rope's part towards another distance.

"Waaaughh…Gaaulpvhmm…" Then while the two evil minions screamed, they yelped from crashing against another wall and left apparently dazed.

"Wow." Apple Bloom whispers to her friend.

"Mommy's safe, but how?" The Nyx clone asks quietly and amazed. How did this happen?

"So who just saved Twilight and her soul just now?" Phobos asks astounded until he gasps upon seeing someone, "You!"

Now returning to the picture shows that as Boris was standing up, he glared at what stopped him. Standing before Twilight, who slowly started to reawaken after that horrifying ordeal, saw the one pony she wished for, standing in front of her like a heroic knight of her dreams was Ben Mare, his Cutie Mark glowing with a brightly force of power unlike any other and the expression on this stallion was of sheer courage and determination that were gazing at the fiend before him.

"Boris, I'm going to tell you this only once!" Ben Mare spoke with a look and tough attitude that really showed off his angry side of his usually calm side. "KEEP YOUR HOOVES OFF OF TWILIGHT!" He snapped loudly at this Devil-Pony creep trying to make Twilight his when she doesn't want to and wants to be with Ben instead because she picked him freely out of anyone.

"Oh really, this coming from the same colt that was too much a wimp to do anything," Boris remarked off in glaring at his rival for Twilight, even bringing up the past.

"At least I was no bully in school!" Ben snapped off at Boris' insult of who he was while reminding this guy of his deeds.

"Well I was more popular than you, you were an outcast!" Boris snapped off in telling Ben on what roles they played in school.

"Yeah, because you abuse your popularity to turn ponies against me," Ben snapped off with an upset tone in recalling what this guy went and did with his hold over their school as colts.

"Well excuse me, if you said your mother was Celestia then you wouldn't have been that way!" Boris remotely remarked off in sarcasm to say things could been different if folks knew who Ben Mare really was.

"I didn't need to become famous to earn friends, unlike someone that smoothes himself in fillies' and mares' heart!" Ben snarled off in telling Boris this message off, including what this guy has also done.

"At least I had decency to get them attractive to me and you barely even had much dating experience!" Boris snapped off with an annoyed tone in saying what he managed to do and what this guy never had the courage for.

"At least if I did, it'll be with one, not be a Filly or Mare Batcher like you!" Ben snapped off to say that Boris was too much of someone's ego going for many fillies' and mares' hearts from his colt years to his stallion years of age.

"You wanna make something of it, momma's little Earth-Pony Chicken!" Boris snapped off in now challenging Ben along with calling him names.

"I'll be glad to make something of it here and now, School-House Bully!" Ben snapped off to tell this guy off while almost insulting Boris in the same manner.

"Sourpuss," Boris snapped off with another insult name.

"Cunning-Snake," Ben Mare snapped off his next insult towards this guy.

"Outcast," Boris snared off with raging eyes at this guy here.

"Mare-Hogger," Ben offended Boris in what he is now.

"Demon Pony Beast," Boris angrily shouted with fury in what this guy is and always be.

"Gun-Blaster Hornet," Ben shouted off with fury in knowing how much this guy would shot first and ask questions later.

Many of the others were seeing these guys were really getting into the whole insult thing. One couldn't help but feel that this was turning into something in where two colts from school were dishing out their own remarks towards the other and going off to insult the other. It was almost silly to watch this stuff go on and some even wondered if they should interfere in this matter to remind any of their task still at hand here. Though the invisible CMC couldn't help but giggle at this.

"Twilight, ye ever wonder if Ben would act 'dis way later in his colt years?" Applejack asked her friend if this action was some surprised feelings Ben wanted to lash out at Boris all these years.

"Honestly, I didn't think Ben could hold that much grudge, but from what Boris did, I wouldn't be that much surprised." Twilight answered off to her friend in a puzzled but honest opinion about what was happening here now.

"Golly, who knew that they would act this way?" Fluttershy spoke a bit surprised in never guessing Boris and Ben would behavior like they were colts again.

"Like two colts that are fighting over a filly, huuugh, I've seen this action before." Rarity declared off with her noble statement and sighed in understanding how such a simple action would make some ponies go loopy over such things.

"Yeah, well I'm liking to see how this turns out!" Rainbow Dash exclaimed with a wide smirk in liking to see how this turns out to end.

"Oh-oh, I'm hoping Ben wins in the argument's end!" Pinkie Pie jumped up and down in stating who she thinks will win but in the argument and not the actual fight.

"No-Talent Earth-Pony Scalawag," Boris snapped off back at Ben with the same argument and insults that went on while the others chatted.

"I HAVE A TALENT! Devil-Saint," Ben snapped off once again in countering Boris's cruel insults with his own remarking attitude personality.

"Alright, THAT'S IT!" Boris snapped off in having enough of this petty games and useless chatters. "Words will get us nowhere! ACTION WILL!" The Devil-Pony snared off in declaring that if the two wanna get something done, they should be acting, not using words to debate the matter.

"My thoughts exactly, Boris," Ben responded in agreement with his old hated enemy and bully of the past. "And this time, I won't be caught off guard!" The stallion declared in recalling what happened in the pass, he let Boris off once, but this time, he won't be taken out behind a second time by this guy or his sneaky tricks.

"Hah!" Boris laughed off that claim like it was some joke to him. "Even if you were lucky to be saved to return to your normal Earth-Filth Pony life, you stood a better chance as the Demon Pony!" Boris remarked off towards Ben Mare in the chances he 'once' had as the Demon Pony long ago. "And what can you, a former Demon Pony, possibly have to challenge a Devil Pony of my newly acquired talent!" The ego Devil-Pony declared in seeing that he has the upper hand, or hoof in this case, against the normal Earth Pony before him.

"It's true; I may not have the same abilities when I was the Demon Pony. But I soon gain a power that chose me!" Ben Mare declared with a determine face as he showed the Triforce Mark on his flank as it shined a bit. "I'm now the keeper of the Triforce Mark, and as my Cutie Mark, I serve to use it to beat the living day lights out of you!" Ben Mare exclaimed in how he has been chosen to be wielder to the great power and shall use it for good reasons…which is beating Boris for all those bully times as colts.

"Please, you were nothing as a Earth-Filth colt, even more less yourself as the Demon Pony, and even normal, that's precisely who you'll be…" Boris was remotely and dryly stating that even now, there is only one thing that Ben Mare is to him and always will be, "NOTHING! Triforce Mark or NOT," The Devil-Pony snared off with a loud tone before positioning himself, "And when I'm done, the only good thing besides making Twilight mine is killing you and taking that mark's power for my own!" Boris declared out with a fiendish smirk, killing his rival will be good for his pride and besides having Twilight Sparkle to himself, he'll have the great power of the Triforce, he'll be unstoppable!

Then Boris jumped into the air with the aid of his wings to be hovering over the group below him. Ben glared at Boris, thinking that this guy was up to something, and whatever it is, it would not be a good thing to underestimate this Devil Pony.

"Prepare to meet your end; I've learned this spell to bring a sense of déjà vu into the picture!" Boris shouted off towards his hated rival as he has the perfect spell to end things and when it's done…it'll seem familiar to many. "Frsisisifirvhmm…" Soon, a tiny spark was made from the tip of this guy's horn which grew increased in size and transformed into a black-red ball the size of the moon.

Many that saw this had nearly gasped in horror but there was something even more familiar about that move, it looked almost like…

"The Devil's Red Sun," Ben Mare yelped out in shock and terror, the hero can't believe that he's seeing something that once could have been the end for him as the Demon Pony.

"Yes, only this time…it's made that when it makes contact, it's suppose to break!" Boris made a wicked grin expression in stating what he had here is something that is supposed to be destroyed, unlike the original Talent Swap Spell. "And soon, it'll take out not only you, but everyone else here!" The Devil-Pony exclaimed out with a maddening grin in how he'll finally end all those who oppose him with this.

"Wha…you're willing to destroy all of us here? Even your own minions to kill me?" Ben Mare yelped in horror and shock, has Boris lost all senses? He's willing to kill the Mane Six, his own men of Boxco and Dum Dum, just to get to him…two words: HE'S INSANE!

"Don't threat, before the final end, I'll safely teleport Twilight away!" Boris exclaimed off with a remark expression that he'll save Twilight before such an act even happens. "The only ones that cannot escape from this shall perish under its wrath!" As the Devil-Pony grinned more sinisterly, he soon wielded his mightiest magical spell attack above him before… "Now DIE...DEVIL'S SUN OBLIVION!" Boris roared out loud in declaring the end for all as he shouted his spell's name for all to know and fear…for their lasting moments in being alive.

"Prufruvhmmm…" Soon Boris unleashed a devastating through from his horn and sent forth his mighty Devil's Sun Oblivion off to eradicate all before him!

The Mane Six began to worry in seeing this, this spell looks really powerful and destructive, one hit and it's all over!

"EEEEEEK; IT'S HEADING FOR US!" Fluttershy shrieked out in horror in seeing that destructive force on the way to them.

"'Dat thing will burn us like burned marshmallows!" Applejack exclaimed out the grim thought of what was going to happen to them.

"I'm too young to PERISH in a ball of flames!" Rarity cried out to hold her face, picturing the demented ideas of what would become of her looks.

"WHAT'LL WE DO NOW, TWILIGHT!" Rainbow Dash grabbed Twilight to shake her up in quickly needing an answer out of this and really fast too!

"I..I..ugh…" Twilight couldn't come up with an answer with one, she didn't know a spell to stop Boris's attack, and two, Rainbow's shaking was making it hard for the smart pony to get her sentences and thoughts straight.

"RUN FOR COVER!" Pinkie Pie jumped up to scream out the only thing to do now…IS PANIC!

"You're crazy as ever Boris; luckily, I have one spell to turn the tables!" Ben Mare exclaimed with a stern expression, seeing Boris's evil was never ending, time he turn the tables here. "Trissisifirvhmm…" Suddenly, Ben's Triforce Mark glowed and in front of the stallion was a golden line in the shape of a triangle pyramid with the point facing against the attacker. "Wsisisivhmmm…." Suddenly, in a strange plot-twist, the attack Boris unleashed was slowly starting to shrink and its power being…contained by Ben's spell.

"Wha…IMPOSSIBLE," Boris roared out in shock, this cannot be happening here, "My attack! How," The Devil-Pony shouted in demanding to know, how Ben Mare's little stunt stopped that coliseum spell to end things.

"This spell is something unique I came across with the Triforce's Wisdom." Ben explained out as his spell was cutting Boris's attack to almost half its threatening size. "With enough Power to it, I can trap my enemy's own most powerful attacks." True to those words, the monster watched as his strongest spell was soon contain in that golden magical line form of a triangle with the glowing red sphere which was once the devil-pony's own magic. "And now with Courage, I'll now redirect it back at its user!" Once Ben stated those very words, his spell was changing the destructive and evil of Boris's red sphere of negative magical flow to a bright yellow sphere that held positive force to it. "Triforce: Tri-Reversal!" Ben Mare announced the name of his new spell attack, as his Cutie Mark glowed in activating his spell. "Prrsuusvhhmmm…" And with a bright golden ray of light was fired directly towards Boris's direction within the skies, almost awe-inspiring sight to see.

"Noooohh…Nooooohh…NOOOHHHH!" Boris yelped in fear in witnessing this unbelievable force heading straight for him as he summoned his Devil's Aura to shield him. "Powwwfruvhmmm…" But as that may have protected him, the attack was piercing through, with the Devil's Aura letting off a moony cry from fading away from the powerful positive spell. "THIS…CAN'T BE…losing to you not once as the Demon Pony but TWICE and as a filthy-Earth-Pony!" Boris shouted out in utter disbelief, he was going to lose to Ben Mare AGAIN and he cannot keep the spell at bay any longer…. "KURPOWWWFRUVHMMM…" Suddenly, the attack exploded soon afterwards in shrouding the Devil-Pony in it's mist. "Arrruuuuuaaaghhh…" Boris screamed from within the explosion, his entire image almost look like in a state of shock as that said image was blown away soon afterwards. Soon, it wasn't long before Ben Mare cease his spell after it completed its task and the beam that was fired vanished afterwards, there in the skies, looked like nothing could have survived that attack especially from the Triforce Elements times three!

"Whoa..." The CMC exclaims in quiet amazement and eagerness.

"Do it again, do it again!" Phobos exclaims eagerly, making the ponies shake their heads at the dragon's request.

"And it looks like the Devil Pony got his tail whooped!" Rainbow exclaims excitedly while crossing her upper fore legs.

"Ben...Ben!" Twilight exclaims, hugging her true love happily. "You're here...I missed you..."

"I missed you too." Ben said gently as the two lovers kiss.

"Awww...." The invisible CMC said...a bit too loudly, they just got heard.

"Eeeek; what was that?" Fluttershy yelps as she looks around for the source of the 'awww'.

"What? Who's there?" Applejack demands puzzled.

Ben, after removing his lips, chuckles while saying, "Okay, girls, come out of hiding. I know you are there."

Soon the Nyx clone removes her camouflage spell, bringing her and the CMC out of hiding. She pouts, "How did you know that we were here?"

"Come on, my Triforce Mark alerted me to your presence. Plus, your 'aww' sounds too familiar."

"Nyx; what are you and your friends doing here?" Twilight ask in bewilderment upon seeing what she thinks is Nyx and her CMC friends. "I thought you were with Golden Heart's group in the Garoozis!

"Oh, Ah know but we thought we decided 'ta come an' help." Apple Bloom said awkwardly while the fillies look down. "Guess yew didn't need our help."

"Just be glad 'dat Boris didn't kill yew...or yew would be in big trouble, little filly." Applejack said to her sister sternly but she smiles. "But it's good 'ta see yew anyhow."

"Phobos? May I ask why you were here?" Ben asks Phobos puzzled. "You are supposed to watch Nyx."

"Oh, I was part of Golden Heart's rescue party. He got me to stick with the girls." Phobos admits to Ben with a shrug.

"Wait, 'watch Nyx'?" Pinkie Pie asks a bit confused. "Uh, what do you mean? Nyx was grabbed by Boris and his meanie pals...and she was supposed to be with you to bring Spikey...ARGH; HEAD HURTS!"

The fillies look down awkwardly. Scootaloo admits, "We got a confession to make, though I think Ben Mare knows already. The Nyx with us isn't the real deal. It's a clone."

"What?" Some of the Mane Six ask in shock and alarm.

"Yeeeeah, Nyx left a clone to watch over things while she left with her daddy." Sweetie admits meekly. "We kinda kept it a secret and wait to see how events are."

"Wow, looks like your daughter is real talented to make a clone spell!" Rainbow exclaims to Twilight excitedly.

"Ugh, I am going to have a talk with her when this is over." Twilight groans a bit, shocked that her daughter did a clone spell without telling her. "Where is Nyx?"

"Oh, she is back at the castle, ready to put the jump on Lorcan when the time comes for Golden Heart's signal." Phobos answers, much to Twilight and Ben's shock.

"What; is she out of her hay picking mind?!"

"Well, Golden Heart wanted her to use the Stare that she picked up from Fluttershy to freeze Lorcan so that Shining and his troops can escape once we saved you and get the Elements back."

"Great, I just hope that Lorcan doesn't kill her." Ben groans a bit as Twilight then takes the Elements, putting them in her bag. "Why didn't I saw this before?"

"At least we got the Elemets back." Twilight said with a sigh. "We just now just to get back to Golden Heart or let him know that we're out of the castle so that..."

"Crusspfruvhmm….." Then soon afterwards, something fatly fell from the skies and crashed right near the ground. The gang decided that it would be best to inspect this oddly unknown event, just to play it safe. After leaving the spot with the Elements of Harmony now reclaimed in their hooves, they'll have to find time to remove the spell that Lorcan placed on them so they don't repeat their 'last' mistake. Now when the gang reached the explosive crash site, they saw something in which they needed worry, it was only the lying defeat of an enemy; the Red Devil, Boris.

"Aaaand, he's out!" Pinkie exclaims with a giggle. "For good, I hope."

Finally, the Mane Six took a sign of relief when they saw they managed to defeat Boris, the Red Devil. There he lied, the enemy they have fought so hard to take down was now down and appearing unable to move.

"Jeez, you think after the last time we fought Boris, he at least make it easier for us," Rainbow remarked off in seeing that the damage all around them and themselves was proof that facing Boris the Red Devil was no easy picnic especially when the gang once fought Boris during the Demon Pony case and that guy was truly unstoppable while under the light of the Devil's Red Sun.

"If it was easy, then we wouldn't be outta breath." Applejack rolled her eyes at Rainbow complaining for what they've handled would have been difficult from the start.

"Oh, I'm just glad that fiasco is over with!" Rarity sighed in relief to seeing that the ponies can at least managed to get out of the state in one piece, but they may need to clean themselves up from taking up such filth.

"Then we should celebrate with a party for beating that Meany-Jerk-Devil-Pony-Boris for the second time in a row!" Pinkie Pie exclaimed with a cheery smile in knowing just what to do, throw a party, what else.

"My only concern is possibly getting him back to Canterlot to give us some answers for our questions." Twilight Sparkle stated with a serious expression on her face that she only what's to take Boris in for interrogations.

"What do you mean, Twilight?" Fluttershy asked from being puzzled, why do such a thing for Boris when the Devil Pony is banished by exile.

"Boris maybe a jerk for plotting things, making himself be the big, important stallion, and for going so far as wanting everything that is the best for him. But for a while, I think something is up with him during the time with the Demon Pony case!" Twilight Sparkle exclaimed out in stating some pointed out facts about Boris, some more puzzling than the usual. "Since Lorcan freed Ben while he was still the Demon Pony and Boris worked with him, the latter could give us information on how to stop that villain, or at least find a way to keep Lorcan still long enough to use the Elements once we get his essence out! The smart pony exclaimed out an idea of forcing Boris into helping them defeat Lorcan in some way.

"But mommy, how can we defeat someone who have such a power to release Boris from the Void?" Nyx asked her mommy with a cautiously concern face in seeing Twilight say something that sounds impossible to perform.

"We thought anypony trapped in 'dat place ain't never return," Apple Bloom shook her head in believing that once trapped in the Void, there's no coming back.

"At least, that's what Celestia and Luna stated." Sweetie Belle spoke from thinking over in remembering what the Royal Pony Sisters stated to the group before.

"Man, that place may as well be changed to 'almost' inescapable imprisonment!" Scootaloo shrug off to rhetorically say that the Void's known reputation maybe changed a bit.

"But Twilight is right." Ben Mare spoke with a serious face to step near his love in siding with her solid facts. "Lorcan must be stopped. If anything, Boris might be able to lead us to understanding on how to defeat him." Ben's words made the others nod in feeling such thoughts will have to be agreed upon. Boris is a key in the war against Lorcan.

"Well what we wait for, let's grab him!" Phobos shrugs off to say in feeling that the gang may as well take the evil devil pony in for question.

Suddenly without much noticed, Boxco and Dum-Dum had entered the scene. Dum Dum flew on his wings while Boxco used his horn's magic to make himself fly.

"Oh no, what have they done to the boss?" Dum Dum yelped in seeing that the goody-two-shoe ponies managed to beat Boris the Red Devil, not good.

"We gotta help him and this here's the ticket!" Boxco exclaimed from using his horn to levitate up a strange potion of black elixir inside that seemed 'spooky' from the right light angle, "Here Boris!" The unicorn shouted below his boss in what he and Dum Dum got that can help their leader out against the ones here.

No sooner did the troublesome duo flew backwards before rushing forwards which they let some portion powder drop from the sky to land on the beaten Boris. The ponies saw something strange, his body was radiating with colors from the spell that was poured onto him. Then Boxco and Dum Dum made another round trip pass where Boris lay with a second dosage of the mysterious potion they were giving to the Devil Pony.

"Nrrugh…" Boris suddenly moved up from his grounded spot to get the feeling in his legs while still glowing.

"What are them two blockheads up 'ta now?" Applejack asked from a raised eyebrow in seeing something was happening and Boxco and Dum Dum are doing a weird set up.

"Whatever it is, it isn't good!" Rarity sternly stated in seeing how those two minions of Boris are trying something that maybe equally dangerous.

"Then I know just how to end it, everybody behind me!" Pinkie Pie stated with a serious face as she came up front of everypony and reached behind her back to reveal her Party Cannon. "This is the job for the Party Cannon!" The pink pony declared out in what she's gonna do to change the outcome before it happens.

"Um, what are you going to do here, Pinkie?" Fluttershy asked shyly in being unsure what her friend was going to be trying here.

"Silly, it's simple!" Pinkie Pie had a silly face at her friend before facing Boris's state with a seriously determined one. "I shoot Boris with my cannon's dial setting it to 'blow them miles away' mark so that whatever happens, he'll be miles away!" The pink pony explained which soon afterwards, she set her cannon's dials to 'Blow Them Miles Away' on the mark and the cannon were charging up.

"Then why are we behind you then?" Twilight Sparkle asked with a little hesitates to ask why the others need to take cover behind their friend.

"To hang on and watch the show?" Pinkie Pie smiled from what she said to her friend just as she put on her crazy face and pulled the trigger rope to activate her cannon to 'lock-on' and fire away.

"Uh Pinkie, I think one of the 'other' dials you've put in says differently of what you wanted." Rainbow Dash points with a nervous face in seeing over her friend's shoulder, something on the cannon that was not right by her eyes.

Then from looking over at her cannon, the pink pony did noticed underneath her cannon's normal dial setting was something label 'Forward/Reverse' on it. And from seeing that the red arrow dial is facing the 'Reverse' setting, it can only mean one thing…a problem.

"Uh-oh," Pinkie Pie yelped in realizing a big mistake was made without her paying any attention to it.

"Oh boy; something tells me, this'll blow up in our faces! And my senses are usual right on that account!" Phobos stated in feeling that this may get a little bad for him and his friends.

"BAM…" Then the Party Cannon fired off a big shot from where above the scene, we see smoke clouds covering the spot…with one tiny detail unprepared for, "WAAUGH-AAAAUGH." Soon the ponies were seen screaming from being shot off in the air as they were heading directly towards the back end side of Nightmare Canyon. It would seem that Pinkie Pie forgot the setting on her cannon's function which instead of blasting her enemy away, it blasted her and her friends away from the spot they were in that are miles apart by a good day's worth of travel.

Suddenly, there was a little musical theme being heard in the background (Big-Boss, First Opening Only) just as Boris seemed strange.

"Something's…Urghmm…OFF. I feel…STRANGE. GRUUAARRRUGH…" Boris was holding his sides as his colorful appearance by the potion faded to replace a dark mist color over his body. He even let out a roaring cry from feeling something was affecting him real bad.

"Um, boss?" Boxco spoke in feeling kinda nervous at what's happening to Boris.

"What's going on?" Dum Dum asked in finding this was something neither were expecting to see.

"My MIND….GOING…BLANK…" Boris gruffly his voices that sounded like a mixture of water gobbles and a deepening tone. "I FEEL LIKE…like…RAMPAGING! GRAAUURRGHHH…" As the devil-pony roared out this statement in near pain, his body was growing darker, shaping itself, and looked to be…growing.

"YIKES!" Both Dum Dum and Boxco yelped in seeing something really was going on with Boris, so that left one thing to do. "LET'S GET OUTTA HERE!" Both minions stated before they each tried to go their own direction, "Gulp!" Of course since the two paid no attention, they smacked into the other that wanted to go left and the other right. But after shaking off that feeling, they immediately had to act and flew out far away with Boxco's horn glowing to magically make the two teleport out of this spot.
Once the troublesome duo flew and vanished by teleportation magic, the next event took place. With that little bit of background music ceases out, Boris's body was growing at a rapid rate. The grounds and all surrounding structures were collapsing from his growth and strange shape-changing events affecting his body. But the shadowy mass still prevent from seeing much else as all we can do is wait and see…what events shall happen with Boris, The Red Devil now.

Author's Notes:

Looks like Boris isn't down just yet; Things are getting more intense as he returns in a new form. In the next chapter, the Mane Six, Ben, Phobos, the Nyx Clone and the CMC fights the new version of Boris. How will they beat him? And will Shining and Big Macintosh escape with the real Nyx? Read, review and suggest!

Boris's new spell was an idea that VISION-KING got from Frieza and his Death Ball, it really does seem like the Devil's Red Sun, but differently. And Ben Mare's attack kinda was inspired from a Super Smash Bros. Super Move of Link, only this time, he's using the triangle form in which it really shows off a powerful side for villains to watch out for, you know. Plus, VISION-KING ENVISIONED the whole Boris trying to corrupt Twilight & take her soul's free will as an inspired idea from Mortal Kombat from Shang Tsung. Because that character, from the movie live-action version, according to my pal, was so good in saying 'Your Soul Is Mine!' in such a demented way, it sends chills down one's spine, you know?