Luna walked down the hall of Canterlot Castle, humming to herself as she smiled. Things had been going great with Astra in her head. The other mind helped her greatly in all things and more often than not was more organized than she was.

“Ah, there you are Luna.” A low voice spoke as Luna passed an intersection. From her left came Baron Jafar Macaw, one of the many leaders of the land collectively called Saddle Arabia. He, along with the other kings, barons, and dictators were here discussing peace with Celestia as a moderator for the discussion.

Astra had taken no pleasure in dealing with them during the first meeting today, declaring them all to be “selfish, arrogant bastards with no care for the ponies they ruled.” Luna rather agreed, though not as strongly. She decided it would be quicker to just deal with the stallion and whatever he sought to gain before heading to sleep for the night.

“What is it Baron?”

He chuckled. “Now now, I thought we were beyond simple titles. Please just call me Jafar.”

“This stallion is just asking for a hoof to his manhood.” Astra hissed within Luna’s mind.

“I will keep to calling you Baron for now. I prefer to be professional with foreign diplomats.”

“Well I’m not here to be ‘professional’. I believe the only ones who make what I am suggesting a profession are whores.”

Luna took a step back in shock as Astra practically boiled over in rage. “HE DARES?!?!”

“I… er, I must decline your offer.” Luna awkwardly spoke. Jafar quickly went from suave to creepy as a ring dropped down on Luna’s horn. She gasped as she felt her magic being cut off.

“I wasn’t offering.” He spoke, his magic wrapping around her ankles as she was forced to the ground. He walked around Luna, his eyes taking in her body. Luna felt him lean on her back, something pressing against her nethers.

Than… she snapped, along with the ring as Astra fueled their combined actions with rage and fury. The shadows that filled the halls at this time of night writhed and twisted, wrapping around Jafar’s neck and slamming him against the wall. Luna’s fur seemed to darken as her eyes became sapphire slits. She turned to glare at the stallion, his suave, dominant personality now in shambles as he looked into the eyes of a nightmare.

“You dared to try to take what isn’t yours?” Luna and Astra both spoke in tandem, their minds synced by their hatred for the Baron. “How weak did you believe I was?”

“I… can’t…” He gasped, the tendrils tightening around his neck.

“Aww, can’t breathe?” She chuckled darkly. “Perhaps we should show you just what punishment your crimes deserve!” Four more tendrils wrapped around each of his legs before he began to be pulled in all directions. The combined mares just watched with a sharp toothed grin as his limbs and head were torn off, blood coating the floors and walls.

Luna suddenly seemed to realize what had just happened and froze, agape at the bloodshed she had just committed. “I… w-we…” Luna ran off, more afraid of what else she might do than getting caught.

* * *

The remainder of fall and on into winter turned out to be a sort of hibernation for me. Only time I really stepped out was when that Dr. Animo called from Jason’s world. Jason had escaped (of course) but apparently had brutally murdered someone. That meant he had a weakness, one that I could exploit when the time came. Of course, first I needed to deal with the princesses. After all, I should have everything secure back home before I look out to other places.

With no news on the remaining nests and nothing better to do, I spent all my time in the nether world. During that time, Flim and Flam’s “rebirth” was done. I headed down to meet them as they were just pulling themselves shakily from the vats of ooze I had left them in.

Flim and Flam continued to look rather similar, their coat and mane colors darkening a few shades. Their cutie marks were replaced as well. Instead of two parts of a whole apple they each had a picture of half a diseased heart, the other half replaced by some sort of machinery. Each of their cutie marks were opposite in that Flim’s left half was the actual heart, while Flam’s right half was the same.

“Ah good. Neither of you died due to the rebirth.” They all noticed me standing there and did a quick bow before continuing to clean themselves off. “Any complaints?”

“Of course not sire.” Flim shmoozed as his brother added, “Any gift of yours would be perfect in every aspect.”

I rolled my eyes before continuing. “I’ve given you a space to live in and have already had all of your machines moved there. Your first job,” I pulled out a shard of metal armor I had found while in Jason’s world on some corpse“is to figure out what kind of metal this is and how to replicate it.” The shard left my hand as it was picked up in a sickly green aura that was Flim’s magic.

“We’ll get right on it sire.” He bowed.

“Good. Also, if you feel a renaming of yourself is in order then go ahead. The other two lieutenants have done so, feeling that a new life and body demanded it.”

The brothers murmured to each other before looking back. Flim put a hoof to his chest. “Arzu.”

Flam did the same. “And Azizos.”

“At your service, milord.” They both bowed.

“Well at least their names are actually creative.” Nightmare spoke.

“Very well. Arzu, Azizos, get to work in your lab on the bottom floor.” The brothers gave me a bow before hurrying off.

“We’ve gathered quite the group of misfits, haven’t we?”

Indeed. Let’s hope that doesn’t cause any sort of problems.

“With the way you have… oh, what’s the word you used… programmed! The way you programmed their minds should make it that you can settle any disputes easily.”

True, but that doesn’t exactly solve the problems between the lieutenants. Just gets them to stop acting like spoiled brats.

“Well that’s inevitable with the kind of people you are taking into your ranks.” I just sighed before teleporting to a cave in the stone walls surrounding the fortress. I had made the incredibly warm alcove into a hatchery of sorts for Animo’s gift: changeling eggs modified so that they serve whoever hatches them. They also were asexual, using stingers to implant eggs in their victims. Useful if not a tad disgusting, but a welcome payment for what I left him with nonetheless.

The eggs had already hatched, and the changelings that came out completely loyal to me. At the moment they were nothing more than foals but they were growing quickly. When they saw me, they all came running up, eager to start another “lesson”.

I reached out my hand as I focused on what I wanted transferred into their minds. Combat skills, magical ability, even how to shapeshift thanks to Nightmare’s knowledge of the bug ponies. I had been doing this ever since they hatched and so far it was showing promise. The changelings would often fight each other in their spare time, using the skills I had implanted into them.

Once I was done I pulled my hand away, their eyes opening once again. The only side effect of what I had been doing to them was a change in the coloration of their magic and eyes. They were now a dull red, giving them an obvious distinction from other changelings. I watched as they tested the new knowledge I gave them, shapeshifting into a few forms in a flurry of red fire, before I teleported back to my quarters.

Nightmare and I pulled my armor off and stowed it, a habit we had formed after having spent so long here. Once I had changed into a long sleeve shirt and pants, I transported down to the forge. I let out a relaxing sigh before I began blacksmithing. It had become something of a relaxation hobby for me ever since Gnarl had taught me the basics. It was kind of nice to just forget about the whole “take over Equestria” thing for a few hours and just hammer away at something, slowly crafting what was no more than molten slag into something useful.

Nightmare’s giggling interrupted my train of thought. When no one else was around, I had gotten used to just speaking to her out loud. “And what’s so funny?”

“I just found it humorous that of all the people in Equestria to enjoy a relaxing day at home with a nice hobby, the last person I would imagine it being would be you.”

I shrugged before continuing to work. “Ya, well I guess I’m not your typical Overlord. I’ve known that for awhile.”

“And just what makes you so different, hm?”

“Well, most Overlords, at least according to Gnarl, were the definition of lazy bastards. They let their minions do just about everything for them, themselves learning only basic combat and magic. They were nothing more than a commander and a giant, psychopath of a guy in lots of armor.”

“I see… and they never changed their approach until you?”

“There were differences in armor design, where they held their dark domain, the source of their magical spells, things like that, but it was always some guy in armor throwing minions at all of his problems.”

“I can see why you chose not to take that approach. Celestia would have surely flattened you.”

“You’ve got that right. Where the other Overlord would have murdered and pillaged right off the bat, I knew that adaptation was the key to not dying, or at the very least not becoming a statue in the royal gardens. I made myself more powerful since I couldn’t have a wall of minions blocking my enemies. I chose a different fighting style, one that I could use even if I was caught without my armor. I kept all of my assets here, in the one place the princesses can not reach, allowing them to grow until the time comes to take them down.”

“Wasn’t the other Overlord successful though, despite their lack of subtlety?”

“Ya, but that was because the situation he was in fit his murderous style. Equestria was at a time of peace unlike any other. There was literally no war, no need for armies, and the ones they had were inexperienced and poorly commanded. They couldn’t hold up to his forces.”

Nightmare hummed in thought, the sound of metal clangs being the only thing heard as I continued to work.

* * *

Snowflake Bastion stood in front of the gate to a factory in Manehatten. The doors to said factory were right now covered in police tape, guard ponies milling about as they surveyed the scene. She knew they wouldn’t find anything though. The dark one had proven to be harder to track than originally thought.

She had been tracking the creature and the zebra under his thrall for a few weeks before the trail went cold in a cave system. There was evidence of an attempted portal but otherwise nothing. It was as if the dark one had teleported far beyond what he should have been capable of.

Wasn’t long though before she came across a new rumor: sounds like explosions and battle being heard within the Everfree. She was quick to jump on this possible lead, ignoring the natural fear the forest seemed to cast on all who looked upon it. She found an old castle with signs of new damage, half of the building completely collapsed. Amongst the rubble she had found blood stains and nearby signs of a massive amount of energy being released but nothing to point her to the Overlord.

That is, until she saw the single set of hoof tracks walking away from the rubble.

She followed them over who knows how many miles, tracking the pony’s movements to the far northeast. Eventually Bastion reached Manehatten, and though the trail ran cold once more, it seems the dark one had been busy in the city.

That was why she now stood in front of this disgusting place. A monument to those who would do anything to fulfill their greed. She scowled as she saw the owner of the factory yelling at the guard.

“And I don’t care how long it takes! I want you to find whoever was responsible for this and put them away for the rest of their lives. The artifact they stole has personal value to me and I will see it returned!”

The guard quickly darted off, no doubt to relay what the stallion said. Said pony turned to see Bastion, putting on what she knew was an awful stallion’s ‘sexy face’ as he walked up.

“Well hello there beautiful. You don’t need to worry about the criminals. Wheat Thin’s got the guard on the case. Course, until they find them you are welcome to sleep with me so you feel secure.”

Bastion just stared at him blankly. “Are you aware just what your actions may have done to influence the good ponies of Equestria?”

He rubbed a hoof against his chest. “Oh I know, but when you are a saint like me you gotta spread it around.” Bastion growled, one of her wings flaring out. A set of blades folded out along the leading edge of said wing, which she quickly pressed the tip of against Wheat Thin’s throat.

“Because you hid the artifact that was stolen, you may have doomed all of Equestria to an evil the likes we have not seen in thousands of years. And for what? Money? Was all that money you were making worth the lives of every pony that was lost in the attack on your factory? What about the many more that will surely follow?”

Wheat Thin stood there agape. Whether it was due to the metal pressed against his neck or what Bastion had just told him it didn’t matter to her. “In recompense of such sinful actions, I demand that you allow me to examine the scene for traces of where my prey has gone. And do think carefully. Any sort of disagreement with such terms may cause me such shock as to slip my blade deeper into your neck.”

Wheat Thin gulped, visibly sweating. “S-sure thing sweetheart. Whatever you want.” Bastion humphed in reply, pulling her wing back as the blades slid back in between her feathers. It was as if nothing was there. She walked past the still shaking stallion, heading toward the crime scene with determination in her eyes.

* * *

Spring had just arrived, not that it made much of a difference in the nether world. Here it was always warm since lava was a common thing.

My changelings had grown to the size of full grown ponies in a matter of weeks. They were agile, deadly, and had little thought other than serving me. They were definitely a cut above regular minions as far as skill, though their method of reproduction certainly did not make them a more viable option for an army. I instead settled to make them an elite guard of sorts, their shapeshifting abilities making it that I could even bring them into the field.

So far there had been no word from my lieutenants out in the field. Arzu and Azizos had done little but tinker the entire time, though they had called me down today to show me something. I was now in the brother’s lab as they worked to attach a new version of my leg.

“So what’s so different about this one? All I can tell is the metal is slightly darker.”

“This leg,” Arzu started “Is a new kind of metal we created while studying the shard you gave us. It isn’t a replica, but we managed to create an alloy that matches it in strength and durability. Also, we’ve added something into it we think you’ll like, given your stealthy nature sire.” He took a step back, allowing me to stand back up. I gave the leg an experimental bending, making sure it worked just like the old one.

“The first thing we added are these runes you see here.” Azizos waved a hoof over the inner calf of the leg. “These have a simple enchantment in them that will make your leg appear as a mirror of the other one. We imagine it would be rather difficult to explain to those you know how you lost a leg.” I nodded before sending a small spark of magic to the runes, causing my leg to phase out before looking like flesh again. Another spark and the leg changed back.

“Our second modification is that we’ve placed a spring launcher in the ankle. Here, you can store your dagger and should anytime you need it, just give it a bit of magic and it will launch itself within reach.” I did just that, watching the plates on my outer ankle open up before my dagger shot out, ceasing accent right around my torso. I grabbed it out of the air before looking over the blade for any signs of damage the brother’s mechanism might have caused. Surprisingly, there was none.

“These two have impressed me.” Nightmare complimented. “They have turned what would have been a crippling blow to any normal warrior and made it a huge boon for us.”

I nodded before opening the ankle slot back up and sliding the dagger in, a faint click being heard as it held inside. The plate closed, the small seams being the only indication that there was anything there. I turned to the brothers who seemed to be somewhere between scared and excited.

“Very nice work.” The two seemed ecstatic as such a simple compliment. Thankfully, any more ass kissing was interrupted as Talon flew in.

“Hey boss. We think we’ve figured out where the next nest is. Thing is, you aren’t going to like it.”

Author's Notes:

Back into the swing of things!