Spike growled and glared angry, vengeful eyes at the other dragon standing on the opposite side of him. He’s seen dragons like Garble, Bulldoze and Crackle but has never encountered a dragon like this, especially one with three heads and dirty golden scales. Spike would’ve been mind-boggled and confused by the sight if it hadn’t been that his mind was already encased with rage and revenge. This creature, this murderer, attacked his former home and nearly killed all of his friends. He’ll make sure this dragon won’t forget the mistake its made.

“Before I kick your golden ass, who are you? And why did you attack my friends?” Spike asked.

King Ghidorah middle head gazed his murderous eye at the smaller dragon. The two separate head glanced at different parts of the purple dragon then back to his face. He assumed this opposing dragon didn’t seem much of a challenge to his raw power. But for some reason, he felt a surge of recognition towards this dragon. He was slightly confused and questioned himself, but growled in annoyance at this feeling; he should be killing this dragon, not ponder about it. And the fact that this dragon had no clue who he was didn't help. He’ll make quick work of that soon. But for now, he'll have to put his murderous intents aside for he had no desire to kill this dragon; not yet at least. This confusion was agitating him to the point that he too had questions of his own.

“I’m surprised you never heard of me, young dragon,” King Ghidorah responded with a sadistic glare.

Spike flinched and leaned his head back a bit, completely caught off-guard by how this dragon talked. His voice sounded deep and resonant with an underlying growl. As much as he quivered under Chrysalis’s voice when he was younger, this dragon’s voice sounded like it could make anyone’s heart bleed.

“Should I know who you are?” Spike asked, confusingly. “I’ve never seen a dragon like you before. No other dragon has ever mentioned you,” At least that's what he thought. Was he missing something?

King Ghidorah’s heads grinned at the smaller dragon's response, “That’s because they try to forget,” the middle head spoke.

The right head spoke next, “I was known throughout Equestria as a living nightmare, a king of terror, if you will.”

Then the left head, “All dragons want to forget, but they know full well it's hard. Every dragon, young and old, knelt and tremble at my presence,” his twin tails waved from side to side over one another.

Spike stood his ground and cautiously kept his guard up. This dragon, whoever he is, isn’t an ordinary dragon. And just by looking at him, there’s no telling what he could do. A splash of fear almost engulfed his mind, but he immediately brushed it aside. He would not let fear cloud his mind. He had to stop this dragon and find his friends.

“I’ll ask again,” Spike said. “Who are you, and why did you attack my friends?”

King Ghidorah’s grins faded as he gave the smaller dragon a cold glare, “I’m the alpha dragon, puny hatchling. I am… King Ghidorah!”

The moment he heard that name, Spike perked his head as if that name sounded familiar to him, “King Ghidorah?”

King Ghidorah noticed the other dragon’s expression and found it amusing, “Oh did I trigger something?” the alpha dragon chuckled, then the right head spoke “Tell me, purple dragon, who are you? And why do you care for these lesser creatures?”

Spike gave King Ghidorah his own glare, “My name is Spike,” he gazed at the nearly destroyed Ponyville and the dead residents that lay before him; some of which he knew when he was younger. “And some of these ‘lesser creatures’ were my friends.” He looked back at King Ghidorah, more determined to fight and avenge his fallen friends.

“Your friends?” King Ghidorah said, “You are friends with these ponies? How hilarious!” The left head spoke, “these ponies are weak.” Then the right head spoke, “They’re more than a snack to us dragons; not even worth being called ‘friends’.”

Spike growled in frustration from hearing King Ghidorah’s words, “They’re not food, jerk!” he said with a growl. “They’re my friends and I won’t let you harm any more of them.” He stood on his hind legs and spread his wings, displaying a battle stance that King Ghidorah immediately responded to.

“You wish to challenge me? Ha! A mistake you’ll quickly regret,” King Ghidorah flared his teeth and beamed all six red eyes at Spike. “There are reasons why they call me the alpha dragon, hatchling!” he unleashed a menacing roar that echoed throughout Ponyville.

Twilight and her friends widened their eyes in shock, completely surprised and speechless by the sight before them. Twilight sat like a statue, eyeing the giant purple dragon with surprised eyes. She couldn’t believe it. She wanted to believe she was dreaming, but the mistral blowing through felt all too real. She wanted to shout, say his name, but all she could do was watch until the voice of a pink mare erupted into the air.

“Come on Spike!” Pinkie cheered and flailed her arms. “Kick that golden meanie's butt!” Unfortunately, Pinkie’s cheer drew the attention of King Ghidorah’s left head, a sight that the other five didn’t want to happen.

“Pinkie!” Applejack, Rainbow Dash and Fluttershy shouted, causing Pinkie to flinch.

“Oopsie…” Pinkie sheepishly smiled.

Thankfully, King Ghidorah stood his ground, but that didn’t stop him from grazing his murderous glare at both Spike and the ponies.

“Your friends are those tiny pathetic ponies?” the center head spoke while the left head continued its glare at the remaining ponies.

“Yes, is that a problem?” Spike answered with a stern glare and defensive tone.

The left head swung back to look at Spike and joined the other two for a six-eyed death glare, “You call yourself a dragon?” Ghidorah’s middle head growled. “A dragon does not make friends with lesser creatures like ponies. They kill, and consume!” he snarled. “The mere idea of a dragon befriending lesser whelps makes me sick!”

Spike’s glare and snarl intensified. This dragon will learn the hard way. No one talks to his friends like that.

Twilight and her friends didn’t take too kindly to King Ghidorah’s words, yet they remained as they were, because fighting against a dragon like that would be massive suicide-- even if a few wanted to fight. Without magic to aid in a situation like this, all they could do now is watch in anticipation and fear.

“R-Rarity…” a faint, soft voice called out.

Rarity’s left ear twitched as she jerked her head around before turning her full body, “Hello? Sweetie Belle, is that you?” she called out as she approached her burning home. She took a few more steps before hearing the voice, again.

“R-Rarity… big… s-sister…”

Rarity turned her head to the tree that was always near the boutique. It was ripped in half and collapsed an inch away from the boutique. She looked down at the stump and gasped as she noticed a pink and light-purple tail and a portion of a white flank on the right side next to the collapsed tree.

“Sweetie Belle!” Rarity cried out as she quickly galloped to her sister. Her call drew the attention of her friends as they followed after her, only to hear a loud gasp from Rarity. They halted themselves before calmly approaching the shocked Rarity. When they stood by her side, they too gasped in shock and felt heartbreak pierce them like a spear.

“I… I feel… c-cold, R-Rarity,” Sweetie Belle feebly lifted her head to look at her sister. Pressure engulfed Rarity’s chest, her mind raced and her breaths weakened. Her little sister was on the ground, on her side with a broken pole pierced through her midsection. Her skin under her fur was as pale as cotton from losing a lot of blood, making her ghost-like.

Tears formed under Rarity’s eyes as she dashed up to Sweetie Belle. She carefully held and hugged her little sister’s head, “Sweetie Belle, you’re going to be alright. Big sister is here. Just stay with me, please,” her lower lip quivered. “Please, for the love of Equestria, stay with me.”

Sweetie Belle’s breathing became light and quick. She was scared to know what was happening to her. She couldn’t move her legs and tail. She felt pain course through her body, causing her to feel woozy and light-headed, but she still managed to look up at Rarity crying as she held her in her embrace. Though her vision was slowly fading, she could see Twilight and the others were standing behind Rarity. She didn’t see Applebloom and Scootaloo. It didn’t matter in the slightest to her, even though they were her friends, all Sweetie wanted was to have Rarity by her side; and she got her wish. It was probably for the best that Applebloom and Scootaloo should not see her like this, dying in her sister’s arms. Twilight took note of Sweetie Belle’s eyes and understood what the dying filly wanted. She gestured to her friends to back up and give them space, and so they did; letting Rarity comfort her little sister until her time had come—and that’s exactly what Sweetie Belle wanted. She watched as Twilight backs up, standing between Rainbow Dash and Pinkie Pie before narrowing her dying eyes back at her crying older sister.

“R-Rarity…” she softly spoke as she slowly started to drift into slumber.

Rarity hiccupped and sobbed while keeping Sweetie Belle close, calming down as best as she could, “Y-Yes, Sweetie Belle?” She looked at her little sister with teary, red, puffy eyes.

“I… I feel… sleepy. C-can you… s-sing that song, that mom used to sing to us?” Sweetie Belle said. “It… it always helped me sleep.”

Rarity gasped as another tear rolled down her cheek from hearing Sweetie’s request; She wanted to refuse and keep Sweetie Belle alive. She wanted to save her, help her through this; but with no magic in use and the nearest hospital destroyed, she was on the verge of panicking. The soft smile of Sweetie Belle, however, quickly got her to snap out of her near panicked state and dawn a small, weak smile at her sister. It pained her so much to do it, but she had to fulfill Sweetie’s request, “Alright, Sweetie Belle. I’ll sing that song for you.”

Sweetie Belle lightly buried her muzzle into Rarity’s fur, nestled into her gentle, caring arms. Twilight and the four other mares just sat behind them and listened while trying not to succumb to tears and heartbreak; though it was very difficult for them, especially for Applejack and Rainbow Dash since they knew they’ll have to break the news to Applebloom and Scootaloo when they find them. That is, if they find them.

Rarity took a heavy breath to relieve some pressure and to keep her composure intact. She tried to remember the song their mother use to sing to them. Her memory didn’t fail her as she settled her tearful eyes on Sweetie Belle and inhaled softly before singing, “Wondering child of Equestria do you know how much you’re worth? You have walked this path since your birth. You were destined for more.” The environment around Rarity and Sweetie Belle slowly became mute, like they were in their own void. Rarity held Sweetie Belle steady as she continued to sing, “There are those who’ll tell you you’re wrong. They will try to silence your song, but right here is where you belong. So don’t search anymore.”

As Sweetie Belle listened, she felt a tiny nudge on her arm. She weakly glanced at the spot where she was nudged and faintly smiled, “I love you, Rarity,” she whispered as she placed her hoof on Rarity’s belly and slowly closed her eyes.

“You are the dawn of a new day that’s walking a masterpiece still in the making the blue in an ocean of grey,” Rarity closed her eyes and kept singing the lullaby. “You’re right where you need to be poised to inspire and to succeed…” Rarity stopped and looked at Sweetie Belle, hearing no breath exit her lips. Sweetie Belle lied dead in her arms. Rarity’s lips quivered and eyes crushed with mascara stained tears. She bawled, Her lungs constricted as she screamed and cried out into the dark skies.

Having heard Rarity’s song, Fluttershy and Pinkie Pie couldn’t help but succumb to heartbreak and grief over the loss of a friend. Rainbow Dash and Applejack look at each other in unison; they both knew what they had to do once they find Applebloom and Scootaloo.

Twilight just stood still and watched Rarity cry and grieve while holding Sweetie Belle’s corpse. A look of sadness, sorrow and anger filled her eyes. She closed her eyes to mourn, only to open them again, with fire reflecting off her irises. Enough was enough. Twilight turned to the two dragons and gave a vengeful look to Spike. She walked away from friends still focused on mourning with Rarity.

Twilight stopped and watched as both Spike and King Ghidorah face each other, waiting for one to make a move. She may not have her magic, but she can still do the one thing that only alicorns knew; well, in a way, but she could still try it. Twilight inhaled as much air as she could and shouted Spike’s name at the top of her lungs, mimicking the princess’s royal voices, “Spike!”

The false royal voice echoed and succeeded in getting Spike’s attention, but it resulted in getting King Ghidorah’s attention. The mane five heard Twilight’s shout and flinched from the powerful call; all but Rarity.

Spike beamed his eyes down and saw Twilight and the others still alive, “Twilight, you’re alive,” a wave of relief lightly calmed his mind, but he was unaware of what she was doing. He saw Twilight point back to Rarity holding what he assumed was Sweetie Belle, and then he heard Twilight’s voice again as he looked back at her pointing at King Ghidorah.

“Spike, stop that dragon and save Equestria!” Twilight shouted. “Our friends have died trying to escape! All the soldiers who tried to fight back ended up dead!” She glared at King Ghidorah before she looked back at Spike and motioned to Rarity, again.

“Look behind me, Spike,” Spike gazed back to Rarity and Sweetie Belle, hearing a cry of pain and sorrow from Rarity, but saw no movement from Sweetie Belle. Spike was confused, but Twilight spoke again. And the words she said struck him hard, “Sweetie Belle is dead; all because of that dragon’s rampage.”

Spike’s eyes widen in disbelief. He looked to Rarity and Sweetie Belle again and hoped Twilight was wrong, but the way Rarity held Sweetie Belle and how blood was scattered in front of her made realization hit harder than the biggest boulder that could ever hit him.

Twilight was right.

Rage ignited within Spike’s soul as his snout formed an aggressive snarl. He glared vengeful eyes at King Ghidorah just standing there tall and proud as if his actions didn't have consequences.

Spike roared, “You killed Sweetie Belle? You killed Rarity’s sister?!”

King Ghidorah’s right head and middle head looked at Spike nonchalantly. The middle head spoke, “So? It’s just a creature who had no business in this world; not like it was important or anything.”

Twilight snarled at King Ghidorah and stomped the ground hard as she shouted again, “You don’t need my permission to fight this son of a bitch! Hold nothing back!” she may not know if Spike had learned how to fight these past months, but she does know he still had loyalty to Ponyville and everyone who lived in it. Twilight stood tall and continued, “Avenge Ponyville. Avenge our friends --”

“Avenge Sweetie Belle!” Rarity shouted as she looked at Spike with eyes filled with fury and revenge. “Kill that murderer!”

With those words, Spike prepped himself, ready to fight King Ghidorah with more determination than he ever had. No holding back. This dragon will pay for what he has done. Streams of smoke slithered out of his snout and mouth. His normal irises shifted to primal as bright, florescent green flames ignited from the sides of his mouth.

King Ghidorah rolled his six eyes and chuckled as he gazed at Twilight, “How amusing. You think this hatchling can stop me?” He said to Twilight as she only gave him a death glare that only a pony knew how to. If Ghidorah had shoulders, he’d shrug at this attempt of bravery, “So be it, I’ll dispose of him like how I disposed Ponyville— Gah!” King Ghidorah shrieked in surprised pain as a massive ball of green fire collided with his golden hide and caused him to reel back and topple over his own tails, crashing onto recently destroyed foundations and wrecked weaponry.

Spike closed his mouth and straightened himself, “For a dragon with three heads, you’re terrible at watching your back,” he said as the smoke around his snout faded.

“Way to go, Spike!” Rainbow cheered as she stood next to a very proud Twilight. “Kick that dragon’s golden ass!”

Applejack and Pinkie Pie rushed up to Rainbow Dash and cheered with her. Fluttershy remained behind to comfort Rarity while she gently placed Sweetie Belle down on the ground.

A loud, annoyed cackle echoed as King Ghidorah effortlessly pushed himself back on his talon feet and glared his six red eyes down at Spike. He growled, his fury towards him increased and he will make sure this little whelp will feel more than just pain.

Spike kept his confident glare on his opponent, never letting King Ghidorah know of any weaknesses and letting him know he doesn't give a damn if his attack hurts, because he wasn't going to give him the chance to attack.

Spike reared himself back like a panther and was about to go for another assault, but King Ghidorah acted quicker than he thought as the left and right head belched powerful streams of red electricity. Spike flinched and acted quickly, if not quicker, and jumped to his left and out of harm's way as the electrical beams struck parts of Ponyville and caused a decent-sized eruption upon impact.

Spike glanced back at the result of that attack and had to act fast. He did not want to be on the end of that attack. Time was not on his side and he had to think fast before King Ghidorah could use his beams again.

King Ghidorah roared from his triple mouths and charged. Time was up and Spike had one one plan: head-on assault. Back on all fours, Spike lunged and charged at his opponent. King Ghidorah charged up for a triple electric beam, but speed was in Spike’s favor as he swiftly raced around the larger dragon and used his momentum and powerful hind legs to launch himself sideways at King Ghidorah with his front and back claws out. King Ghidorah turned but could not react in time as his smaller opponent slammed against his hide with an audible thud and knocked off balance. King Ghidorah shrieked and felt himself slightly skid across the ground from that full frontal body slam and felt claws dig into his scales; Spike momentarily used King Ghidorah as a land surf board. King Ghidorah stopped thanks to some foundation and gravel build-up under him. He quickly gathered his thoughts and couldn't believe that actually happened. Was he really that rusty? No. To his opponent, he thinks this little attack gave him ground. To him, this was just a warm-up.

The tactic was a success and King Ghidorah was once again on the ground. Spike had no time to feel proud of himself, though he could still hear his friends cheer him on and that was more than enough. He glared down at King Ghidorah's heads and swiped his deadly claws, raking off pieces of scales and causing some damage. The method seemed to work as he was rewarded with pained shrieks from Ghidorah.

Twilight, Rainbow Dash, Applejack and Pinkie Pie cheered as they watched Spike take down Ponyville's murderer and take the win. At last, they can take a breath of relief knowing their friends and family that were killed would be avenged. A sudden burst of smoke erupted in front of them and caught them by surprise, enveloping them and preventing them from seeing the fight. They coughed and wheezed.

“What the heck?!” Rainbow said through her coughs. “Who did that?”

Two shadowy figures in the form of ponies appeared in the smoke cloud. One, a mare's voice, spoke, “Did we make it?”

“I don’t know. This is the first time I’ve done a teleportation spell,” another mare’s voice responded.

Twilight heard the voices and flaps her wings, blowing the smoke away until it cleared up and revealed new faces. Twilight and her friends glanced at the unknown ponies, and asked, “Who are you?”

“Oh, Princess Twilight, there you are,” the mare on the left said with a calm smile.

Spike lashed out with his claws again, swiping at King Ghidorah over and over and hoped he'd draw blood. He got a few scratches on King Ghidorah, he kept attacking until his energy wore off; he will never have his opponent get a chance to fight back, and with him having no arms made it all the more easier. Spike took another swipe across King Ghidorah's midsection and actually drew a bit of blood, much to the golden dragon's dismay

King Ghidorah had all means to fight back, but he wanted to let this dragon have his fun. He expected him to put up at least a decent challenge. What he didn't expect was for this smaller dragon to actually cause him harm. He felt he didn't need to struggle, but now would be as good as any if this was happening. He struggled to get Spike off him but he was constantly bombarded with slashes and swipes from his claws. How is this dragon injuring him so quickly? It didn't make sense. King Ghidorah shrieked and growled. This dragon isn't the only one with surprises. If he thought he just used his teeth and lightning beams, then he is highly mistaken.

King Ghidorah endured Spike's attacks and sneakily slithered his twin-tails behind him, coiled them in a spear-like form and launched them at the unsuspected dragon.

Spike went for another swipe but was caught off-guard when an unexpected attack grazed over his arm and beside his cheek. Spike yelped in surprise and quickly jumped off of King Ghidorah and landed a few feet away from him to gain some distance. He he rubbed his cheek and looked at his palm. That attacked barely scratched him; it wasn't a direct hit, but it was still enough to draw blood. He glanced back at King Ghidorah and saw his tail uncoil.

'So that was it.' Spike thought. He needed to watch out for those tails. This dragon may not have arms but that doesn’t mean he’s going to make it easy for him. Still, that technique he used was enough to bring King Ghidorah down. He nodded and planned to to use it again, and fire to it. He waited for him to get up, until he saw King Ghidorah's tails thrust down and dig into the ground. What was he planning to do?

“Who are you two?” Twilight asked before getting a shock from what she was looking at.

The mare on the left was a tall unicorn, a little taller than Twilight, with white-pink fur and a long dark purple mane and tail. She had a calm approach to her and her friendly smile made it twice as convincing. And her cutie mark was that of a black star with a crescent moon in the middle. And she wore a strange amulet around around her neck. The mare on the right, however, threw off Twilight and her friends, but more so to Twilight. While the one on the left was a tall unicorn, this one was an alicorn.

“W-what in the world?” Twilight kept her eyes on the alicorn, bewildered and confused.

There was dirt flying against the wind, but Twilight managed to see the alicorn. The alicorn had pink fur and faded purple on the tip of her wings. Her mane and tail were just as long as the mare's on the left but the ends were curled with a triple color of yellow, dark red and purple. She's as tall as the unicorn but her figure and frame were more similar to a familiar crystal princess. The only things different were the lack of accessories like a crown, necklace and shoes, her eyes are brown and her cutie mark is a ruby heart, not a crystal heart with facets.

“Hello, Princess Twilight,” she spoke ind a kind, but slight impatient and urgent voice. “We're sorry for this sudden approach, but we need to leave now.”

Twilight took a moment to take this in, but the resemblance was uncanny. This alicorn looked so much like Cadence. Twilight froze in disbelief as she gazed at the alicorn. Her four friends couldn't believe their eyes either.

“C-Cadence?” Twilight said, unintentionally blurting that out.

The alicorn raised a confused brow before she shrugged off Twilight's confusion, “We'll introduce ourselves when we get back to Celestia's castle, but right now we have to leave. It's too dangerous.”

Applejack stood next to Twilight and spoke to the Cadence look-alike almost stubbornly, “Now wait just a doggone minute! We can't leave until we found any survivors.”

“I can assure you, Applejack, we tried to find and escorted as much survivors here. I doubt you'll find anypony else.” the unicorn spoke, prompting Applejack to think and hope her family was out of Ponyville and safe and sound somewhere else.

“Look, I know you girls are confused, but--”

“Confused? More like wondering what's going on!” Rainbow Dash interrupted the alicorn in a fit of anger, confusion and fright. “Who the hell are you two and where did that dragon come from?!” she shouted, demanding to know what's going on.

The alicorn sighed, growing impatient, “We don't have time for this.” with a shake of her head, she turned to her friend, “Mage, use the teleportaion spell.”

The unicorn nodded before a loud shriek echoed behind her. The mares looked back as Spike continued his fight with King Ghidorah.

He had no idea what King Ghidorah was planning, but he wasn't going to give him the time of day. Spike reared back and charged at the downed King Ghidorah to continue his assault. He jumped in the air, claws out and teeth ready. He felt confident and prepared, ready to tear King Ghidorah apart and kill him for his actions against his old home. A golden taloned foot suddenly launched up and crashed into Spike's gut with powerful force, pushing him back and slamming to the ground. Spike never saw it coming. Through the confusion and pain blanketing his body, he felt something grip and dig into his chest and abdomen, applying pressure on his body. The pinching feeling snapped him out of it, though he wished he was unconscious as he gazed up at the belligerent glares of King Ghidorah. He felt the pinch again and looked down to realize what had happened. He was under King Ghidorah's foot and he made sure he was planted.

King Ghidorah retracted his tails from the ground as they resumed their slither motion.

“Your tactic won't work on me a second time, Spike,” King Ghidorah said. “Though I admire your attempts for trying, it's still not gonna stop me,” He would admit he felt a bit of respect towards him for drawing first blood, but he would not let this slide either. Still, it did raise some curiosity as to how this little dragon was able to injure him; any force alive then and now were useless against his durable scales. What made this dragon so special?

Spike grabbed King Ghidorah's foot and tried to pry it off him, but strength was lacking in his favor. He looked up at King Ghidorah and asked angrily and confusingly, “What did you do? I had you pinned!”

King Ghidorah snapped his tails like whips and answered blatantly, “A simple counter attack works wonders when an opponent least expects it.” He used his powerful tails to lift his form and launch him into Spike's direction and plant a heavy kick on him. He laughed internally at how obvious that worked and how Spike fell for it.

“Spike!” Twilight and her friends shouted in fear.

Rarity, to her dismay, caught the act in time and saw her love losing to this monster. She wanted to cheer for Spike, but her mind was spiraling out of control. Her sister died and now she fears she might lose the only one who she cared for the most that was left. She loved her friends, but she gave her heart to Spike.

“Spike, please, don't die.” she whispered as Fluttershy kindly escorted her to her friends, leaving Sweetie Belle behind. Rarity gazed back at what was once her little sister. The pain and sorrow was getting to her, but she needed to stay strong. She said her good-byes and now she needed to focus, try to at least, on another thing most important to her; when Fluttershy wasn't looking, she looked down at her belly and hoped nothing happened.

“Mage, now!” the alicorn barked towards the unicorn like a signal, if any of them were to stay around any longer, then they soon will be joining the ones that have fallen under the golden dragon's wrath.

“Right,” The unicorn concentrated as a pinkish-white aura engulfed her horn. She rose her head and a large aura sphere surrounded all of them, much to the mane six's confusion. They tried to speak and ask them questions but the moment they tried to get a word out, the sphere popped and all the mares disappeared from Ponyville, leaving Spike alone to handle King Ghidorah.

Meant to upload this yesterday on Spike's day, but it turned out longer than expected. lol

I'd like to thank LethalAuroraMage for giving me permission to use her OC in this story.

Side note: The other OC belongs to a good friend of mine. It's an early birthday present for her. :)