Tirek put down a razor as he reviewed himself in a mirror. While he was still in his withered hermit form, the centaur had scrubbed off the layer of filth he had accumulated over his journey. The finishing touch was trimming his beard into something more presentable.

"More wise wizard, less crazed vagabond." The warlock muttered approvingly as he washed off his face with a damp towel.

Upon entering the Woeful City and witnessing Corona's grand speech, his group had been found by a cohort of the Hierarch's guards. They had been escorted into the floating tower of Dis via a hellevator of infernal magic. From there, the four of them were taken to rather luxurious visitors quarters and told to wait for summons. Tirek could only assume their host was waiting for more of the so-called Banished to trickle in before she revealed her plan to them. Until then, the centaur had made good use of this rare moment of downtime.

"She even provided a change of clothes." He said with a smirk as he donned a sleeveless tunic and silver accouterments. "Hmm, I miss having meat on these scrawny arms. Maybe if I get close enough to Corona..."

*Thud-thud-thud*

"Ixionian? You still in there?" The rough voice of a demon derailed his train of thought.

"I am." Tirek responded. "Just freshening up."

"Her Majesty has ordered your presence in the council chambers." The brute informed him. "Just follow the signs when you finish. Don't wait up."

"Finally." The centaur muttered as he checked over himself in the mirror one last time before exiting his room. "Time to see if the hothead has a plan to back all that talk."

The warlock trotted out into the hall to find it empty, the summoning demon having already departed. As it had said, a sign on the far wall pointed the way to the council chambers. Tirek followed the plain directions while taking in the sights. Compared to the raw decadence of the Carnal Tower or the mechanical monstrosity of the Soul Forge, Dis possessed a rather brutalist design. Simple stone and marble walls held together by iron and brass made up most of the structure with open-air windows offering an impressive view of Pandemonium below. There was little decoration beyond small shrines for demons to pay homage to their ancients and statues dedicated to Corona's ego.

"I can almost feel the rage that went into building this thing." Tirek mused to himself. "Appropriate given which Circle we're in."

"Yo! T!" A familiar voice called out. "Looking sharp."

The crimson centaur checked over his shoulder to see Zeb trotting toward him. Like him, the zebra had time to clean himself up and acquire a set of clothes in the form of a red jacket and a wide-collared salmon shirt. That combined with a simple gold chain around his neck and a pair of sunglasses gave the centaur pause.

"Admiring my new threads?" The striped bard grinned as he adjusted the jacket. "What? Did you think I would be all grass skirts and tribal markings?"

"Yes?" Tirek saw no reason to deny his presumptions. "I honestly haven't met that many zebras and Zebrica being what it is..."

"Hey, it's cool." Zeb waved off his companion's ignorance. "True, we got hit pretty hard when that dragon and his goons rolled up on us but not every Zebrican city got knocked back the tribal stage."

"So you actually haven't been down here that long." The centaur realized as he continued down the hall. "Compared to some of us at any rate."

"About two decades or so I think." The zebra guessed. "Oh! Check out what I found."

The bard angled himself to reveal a somewhat worn guitar slung across his back. Tirek arched an eyebrow at the unusual sight. Music was a rarity in Tartarus and he could not help but wonder where their host had found the instrument or how she got it to him on short notice.

"I'm almost finished with our ballad." The bard continued proudly. "I had to work to get Gordon to fit in but I think it will work out."

"Speaking of..." Tirek trailed off as the distinctive accent of the griffon came within earshot along with the light tingling of bells.

"...mockery kept to an appropriate minimum." The Griffish tiger-hawk had just finished telling a war story to Grogar who looked like he was trying not to laugh. "Ah, there you two are. I must say we clean up well."

"And that's coming from a bird in uniform." The ram added, indicating the freshly groomed griffon's khaki service dress. "Corona makes for a generous hostess."

"Okay, I might be able to accept Zeb getting modern clothes but a period uniform for Gordon?" Tirek voiced his observations. "Either she prepares for everything or she knew we were coming in advance."

"Er, maybe her position affords her some form of...clairvoyance?" Grogar suggested guardedly.

"Does it really matter, old bean?" The Major-general asked critically. "Don't look a gift horse in the mouth, as the proverb goes."

"The fuck's a gift horse?" Zeb asked aside but did not receive an answer.

"I suppose you're right, griffon." The centaur decided to drop but not outright dismiss his suspicions. "I'm just hesitant to accept generosity down here; there are usually strings attached."

"Ain't that the truth." The bell ringer muttered. "Well, now that we are all here, we have a meeting to attend."

The reunited group continued onward to the council chambers. They did not have far to go as they came to an ornate set of double doors flanked by a pair of hulking demons. The brutes regarded the eclectic group with curt nods and opened the doors for them. Inside they were greeted by a moderately sized gathering of the Banished seated around a large table. This mob of the damned included scarred minotaurs, more of Gordon's fellow griffons and several equines among other species. What caught Tirek's attention, however, was the deep blue and gold dragon whose scales were covered in strange runes that dominated the room. Its serpentine eyes fell on the newcomers and focused on the centaur.

"Well, well, well, if it is not the infamous Tirek." The dragon's lips peeled back in a toothy smile. "Why am I not surprised that the promise of egress would draw you here like a moth to a flame?"

"Good to see you too, Rubric." The warlock deadpanned as he and his companions found unoccupied seats. "Still sore about our last meeting, I see."

"If you are referring to the incident in which you jeopardized centuries of painstaking research to abscond with a tome of forbidden rituals, I may yet harbor some malignant thoughts." The wordy wyrm said as sparks flickered out between his teeth. "I may be willing to forgive your transgression should you return what you stole from the Heretical Bibliotheca but I suspect it is no longer in your possession."

"I gave it to that fool Sombra." Tirek said casually. "It is probably ashes along with him and his city. Sorry."

"Hmph." The clearly displeased Rubric blew smoke out his nostrils.

"If it is any consolation, that book probably set things in motion that has led to where we are today." Grogar played peacemaker between the two unique Banished.

"Perhaps..." The dragon drummed his claws against the table in thought.

With the ice broken between the would-be-escapees, the chamber was filled with the murmur of conversations. The Major-general immediately went to the griffons only to be dismayed when he learned they were 'continentals'. A few of the minotaurs gravitated toward Grogar as the progenitor of the pact between the goats and bulls. Zeb, for his part, put his long wasted talents to use by providing some background music.

"You're not a half bad." An earth pony mare complimented as she bobbed her head to his beat. "You take requests?"

"If I know it, I can play it." The bard flashed his audience a roguish smile. "If you want, I could show you one of my... private compositions."

"Not here five minutes and he's already hitting on the arsonist." A unicorn whispered to Tirek. "She has to be, what, half his age?"

"We did pick him up in Lust." The centaur commented dryly. "So what are you in for?"

"Me? Oh, I'm innocent." The horned stallion said defiantly. "The public defender fucked me over and Princess Platinum banished me here."

"Good answer." Tirek could not help but smirk. "I'm the same just substitute Celestia for Platinum."

"Yeah, right." The unicorn rolled his eyes in clear disbelief. "Still, from what I've heard of her, Celestia is little better than the monarchs of old; self-righteous, utterly convinced they're in the right and so on. "

"Then I will be doing the world a favor when I squeeze the life from her." The warlock growled as he throttled the air.

“I’m afraid you’ll have to make do with one of the other Alicorns.” A wicked voice echoed about the room. “Celestia is mine.”

A spark winked into existence high above the group’s heads. The tiny glint grew into a burning flare and then a raging inferno as Corona appeared in full regal splendor. The hellfire coalesced into her flaming mane and tail as she touched down at the head of the table alongside her burly bodyguards and voluptuous secretary.

"Hello there." Grogar perked up as he caught sight of the succubus.

"Good eye, G." Zeb noticed his gaze and nodded approvingly. "I'm a bit wary of succubi but you go for it."

“Before we begin, I would like to thank you all for making the journey here.” The Infernal Alicorn said plainly. “I understand it was not an easy trip especially for those who came up from below.”

“No shit.” A battered and scorched denizen on the Seventh Circle muttered.

“But you may take solace in knowing that for your efforts, you are now each assured a place at my side when we march on the surface.” Corona continued after shooting the impudent warrior a death glare.

“So why exactly are we here?” A burly minotaur asked. “You already have an army the likes of which I’ve never seen outside.”

“There are many foes that stand before us and not all of them can be overcome with numbers alone.” The Hierarch of Hell answered. “One, in particular, stands to stop us before we even see sunlight. Rubric, if you please?”

The dragon nodded and stood before the assembled council. His glyphs shined as he breathed a silvery fire into the air in front of them. The flames formed a large rectangle like a theater screen before the graven image of a dour figure clad in dark vestments and grim accouterments appeared on them. Arrayed before the imposing entity where thousands of terrified shades and sepulchral beings kneeling in supplication.

“Behold, our warden and oppressor.” Rubric said with a tint of fear in his voice as he cycled through several images each showing a variation of the dreaded overlord. “He is known as Geist the Void Dragon to my kind, Nagash to the Zebras, Darzalas to the Griffons and the Silent King to the Equines among many others that I dare not name here.”

“Good lord!” A gobsmacked Gordon gasped at the revelation of what they were up against.

“Dark Lord actually.” The blue and gold drake corrected before he continued on. “The Barons and Baronesses of the Nine Circles both fear and revere this entity as well as the Undying Knights he commands, as seen here.”

Rubric changed the image to show legions of mounted knights in blackest armor on equally dark steeds armed with an assortment of weapons falling upon a hapless force of mortals. A few of the more warlike Banished muttered their approval of the way the Undying bested their opponents in a lethal combination of overwhelming numbers and tactics.

“The elder demons claim that such a force dwarfs even the mightiest of living nations in terms of numbers and they are as effective as their master is unyielding.” The scholarly salamander continued. “The only caveat I could find is that their strength has diminished over the millennia from inaction so they might not be as formidable as their lord would like us to believe.”

“So, who exactly is this dark overlord?” The unicorn beside Tirek asked. “Another one of Celestia’s jilted siblings or something?”

“What little evidence I have found suggests no existing relationship between them, familial or otherwise.” Rubric answered. “He may have been allied with her sire before she was conceived on one occasion but that is just speculation on my part.”

“Huh. I never thought Alicorns had parents.” Grogar whispered to his partner. “I always thought they were raised up from common equines.”

“I think it’s both.” Tirek whispered back. “Some are born while others are made.”

“I don't care if he's Celestia's uncle!" A griffon spoke up. "If Darzalas hasn't shown his face even after the centaur here blew up the Gates, how do we know he's coming here at all?"

“A few of the barons and demons are under the impression he’s coming down here soon.” Tirek answered to which his companions backed him up. “It’s just a rumor but it’s enough to get them to double down on their allegiance to him.”

“Ha! Let him come, I say!” The muscle-bound minotaur said boisterously. “I do not fear this Dread Lord, mighty though he may be!”

“If you knew even half as much about him as I do, you would.” Rubric countered with an annoyed glare. “Your bravery is crossing into foolishness.”

“Oh really?” The brute stood up to meet the dragon’s eye. “What about him has forced a dragon to lose his spine?”

“Because god-tier necromancy you fucking potato!” The normally eloquent drake growled.

This sparked a cacophony of arguments from the Banished. A few took the minotaur’s stance and welcomed a chance to challenge their unseen oppressor and his minions while others teetered on the edge of despair and wanted to flee back to their cells rather than face the wrath of the stygian deity. Only Tirek, Grogar and Corona remained composed as the others bickered. Eventually, the Infernal Queen stamped a gold-shod hoof against the table, silencing the din with a crack of thunder.

“Thank you for your presentation, Rubric. You may be seated.” She said firmly. “Clearly, we face a powerful foe even if he has faded into speculation and rumors.”

“So how do you plan on taking the Underworld from his nether-ridden clutches?” Tirek asked, throwing parts of her own speech back at her.

The flaming Alicorn answered by waving her assistant forward. Xi'vili approached the table and placed a cube as black as pitch on it. All eyes fell on it as strange symbols shimmered across its surface and a piercing cold filled the room. Tirek felt a strange sense of want scratch at the back of his mind.

“Ooh, you can keep whatever's inside." Gordon eyed the cube greedily. "I'll take that box."

“This box holds the key to our egress.” Corona said evilly as she fed a bit of her magic into the runic container. “And the damnation of our enemies.”

The room seemed to dim as hidden mechanisms within the black box whirled and clicked like its mechanical creator. The top of the cube opened like a pair of jaws and a tenebrous miasma billowed out of the opening. With exceptional care, the Infernal Alicorn reached in with her magic and withdrew a simple leather satchel that pulsated like a sickly heartbeat. Every soul in the room stared enraptured at fiendish creation of the Soulsmith. Rubric was the first to shake off the sensation and name this dark creation.

“The Rainbow of Darkness: Evil given form and function.” He whispered in disbelief. “I thought it was destroyed by Saint Megan long ago.”

“It was.” Corona said coyly as she felt the unholy power of the artifact permeate the room. “But that which has been destroyed can be remade with the right ingredients which Luna has so, heh, thoughtfully provided.”

“So that’s what happened to those crystal pony souls.” Grogar realized. “They seemed cursed to fuel cardiac artifacts.”

“With this eldritch power, we will eclipse not only the wretched Silent King, but also that of the Sun, Moon, Love, and Magic itself.” Corona decreed as she replaced the beating bag in its box. “All that is needed is a will of iron to command it.”

“As the only one with military training here, I would be honored if-” The Major-general stood up boldly.

“You?!” The brutish minotaur interrupted with a snort. “You lost to a gold idol! I should be the one to use it!”

“The Archfiend said it takes an iron will to use it, not muscles.” Rubric argued. “As the only dragon present, I think it’s prudent that- OW!“

“Shut up, nerd!” The bard yelled as he decked the drake with his chair.

Yet again, a heated argument broke out between the Banished. Boasts were met with insults and a full-on brawl seemed imminent. All the while, the black box containing the Rainbow of Darkness hummed in malevolent delight. Corona put a stop to her would-be general’s fighting by enveloping each of them in her hellish magic.

“ENOUGH!” She shouted loud enough to shake the walls. “There is only one here that can properly use the Rainbow. One who has managed to escape this prison and lay Equestria low, however briefly.”

All eyes immediately turned on Tirek as Corona released them from her magical grip. The centaur shifted uneasily as he was met with expectant and more than a few jealous looks.

“What say you, son of Ixion?” Corona asked as if she already knew the answer.

The warlock did not respond right away. This all seemed too good to be true. Not only was escape from Tartarus a distinct possibility but so was long overdue revenge against the Alicorns. The means to do so was right in front of him in the clutches of the High Queen of Hell but he was no fool. He knew that agreeing would mean supplicating himself before her. However, once he was free of the Pits and at the height of his power, he could easily cast off her shackles. He had overpowered Alicorns before and Corona was nothing special, just evil and on fire. Tirek slowly got up from his seat and looked the fiery hellion in the eye.

“You have my allegiance.” He said with a small smile. “So long as you let me have the Princess of Magic to myself.”

“Of course, my champion.” The Infernal Queen returned the smile with a wide one of her own. “Now, as for the rest of you, my army will need generals to lead them when we march on the nations that turned their back on you.”

"Jolly good." Gordon chirped happily.

"Uh, I feel like the odd zebra out." Zeb raised a hoof sheepishly. "More lover than a fighter and all that jazz."

"Worry not, bard." Corona dismissed his concerns with a wave of her hoof. "I'll have use for you off the field of battle."

While the High Council of Hell schemed and plotted, none of them noticed a certain blue ram quietly slip out the door into the hall. All save for the lithe succubus who politely excused herself and followed after the bell ringer.

"Ugh!” Trixie covered her nose with a hoof as something foul assaulted her senses. “Grey, did you do that?”

“That is natural gas but it is not coming from me.” The hooded stallion answered as they made their way through the dark wasteland outside Hollow Shades. “We must be getting close.”

The smell was not the only thing that signaled their approach to Avernus. Wildlife was next to nonexistent and the ground was littered with the skeletons of birds, rodents, and other small unfortunate creatures. The sickly flora consisted of gnarled trees and thorny shrubs that threaten to catch on their cloak and cape. The unicorn noticed that the ground suddenly became broken and rocky.

“Something does not feel right about this place.” She voiced her concerns. “Like it doesn’t belong to the Everfree. Do you know what Trixie means?”

“What if I told you that this used to be an island?” Grey ventured. “Likely plucked from the sea and dropped here during the Reign of Discord because he felt like it.”

“The Unsure and Skeptical Trixie would call you crazy.” The hedge mage answered. “But then again, she has heard of stranger things.”

“Stick with me and you will see stranger.” The Lord of Shades thought.

Onward the pair trotted through the increasingly desolate land. The withered vegetation gave way completely to the crumbling ruins of an ancient settlement. The air became heavy and muggy with noxious fumes that seeped from fissures in the ground, forcing Trixie to cast a spell on her muzzle just to keep from choking. Unseen by her mortal eyes, faded shades drifted in and out of the miasma, signaling to their incognito Lord that they were now on familiar and dangerous ground. Ahead of them, the once level ground rose in an incline as a large crater dominated the landscape.

“Mind your step, Miss Lulamoon.” Grey warned as they began the relatively easy climb. “This area is covered in steam vents.”

As if on cue, a dull rumble shook the ground beneath them like a slumbering dragon. With a sharp hiss, jets of superheated steam erupted around them. The two travelers waited for the geothermal event to pass before continuing on.

“Not Trixie’s idea of a day spa.” Trixie jested as she picked her way through the uneven terrain. “She takes it that you don’t entertain visitors much if this is what they have to go through.”

“More than you would expect.” The Hidden One mused.

After a few moments of stop and go with the steam vents, Grey and Trixie finally reached the rim of the massive crater and beheld the lake within. Brackish water bubbled and broiled as geysers of toxic gas broke the surface and shot into the acrid air. All along the sulfurous crater wall, they could see the decayed ruins of a township along with bits of rubble from an ill-conceived pier.

“Welcome to Avernus.” The cloaked stallion said as he carefully made his way down the reverse side of the crater. “The outermost point of my kingdom.”

“Is this it?” The mage asked incredulously. “It’s not what Trixie was expecting.”

“Well, there was no way of hiding this part.” Grey realized. “Might as well be honest.”

“This was just a border settlement.” The hooded horse explained. “My realm lies further down…underground.”

“Underground? Seriously, Grey, do you take Trixie for a foal?” Trixie’s eyes widened when she realized her companion was not joking. “Wait, it is!? How? Why?”

“Same reason it is protected by those runes I showed you yesterday: To safeguard it and those that dwell within from harm.” The shadowy stallion answered. “As to how: very carefully with thousands of skilled masons and miners. It helped there was already a cavern system to work in.”

“No wonder no pony knows it exists.” The former performer adjusted her hat. “Now Trixie has to see it.”

“That was easy.” The animus thought. “She may be more readily accepting of my domain than I gave her credit for.”

Once they had reached more level ground within the crater, Grey led them on the safest route around the edge of the boiling lake to the far shore. Here, a grotto had formed from a fissure in the crater wall, leading down into the darkness of the underground. As they got closer both equines noticed tracks leading in and out of the fissure along the ground and walls. Given the number of hoofprints and their size, it did not take long for them to deduce whom they belonged to.

“I believe we found where that changeling came from.” Grey confirmed much to his displeasure. “They most likely have a hive in there.”

“The Great and Powerful Trixie knows of two ways to clear an infestation such as this.” The unicorn said with a vengeful sneer. “Burn the nest or slay the queen.”

“It may come to that but there may be an alternative.” The gears in the ancient Lord’s mind began to turn as he scanned around the opening of the grotto. “An army of shapeshifters would make very effective spies.”

“What are you looking for?” Trixie asked when she noticed her partner start poking around the entrance.

“A sentry, tripwire, or some other thing that might alert the bugs to our presence.” Grey answered as he shifted a rock and found a glyph of a watchful eye against the Equestrian seal etched into the stone.

“Or one of Equestria’s demon wards.” The Hidden One recalled. “Luna told me about these.”

The living shadow waved a black hoof in front of the ward to no effect. He deduced it was made to detect demonic presences specifically and thus nothing else, be they changelings, unicorns, or voidian escapees would trigger it.

“Good to know my minions and I will be able to use this route undetected.” The Dark Lord thought. “There may be hundreds of points of entry into my realm scattered across the world but Avernus is the most direct and efficient.”

“We’re clear.” Grey announced to the hedge mage. “But best to keep your guard up. Don’t want to end up charmed like last night.”

“Charmed? Trixie wasn't- uh, yes. Of course.” The unicorn stammered before recovering with a cough. “Ahem. Let’s get moving.”

Side-by-side, the two travelers delved into the grim grotto with Trixie illuminating their path with a conjured magelight. The natural cave did not go too deep before it opened up into a sunken chamber. Benches had been expertly carved out of the walls and a shallow pit blackened by ash sat in the center. At the back of this subterranean room stood a pair of weathered statues. Both of them pointed down a tunnel into the depths with their faces averted. Above the tunnel was a simple phrase etched into the stone in one of the old mortal tongues.

"To the Gods and Goddesses." The khthonic king read mentally. "Rarely did they refer to us by name."

“What is this place?” The magician asked as she peered into the pit. “Some sort of shrine?”

“In a sense.” Grey answered knowingly. “This is a ploutonion where certain animals were sacrificed and burned as offerings.”

“To who?” A somewhat paler Trixie backed away from the sacrificial pit. “Discord?”

“Me, usually, but my friends got a supplicant every now and then.” The animus thought. “Hmm, now may be an excellent time to introduce her to them.”

“Tell me, Trixie.” The shadowed horse said calmly. “Are you familiar with the Theoi and the Primordials?”

"No." The azure unicorn shook her head.

"In that case, have a seat and open up that meal Flim and Flam gave you." Grey suggested as he took a seat opposite her. "Let me start at the beginning."

As all great epics begin with a blank page so did the universe begin in the Void. In this primal air, all was Khaos and Khaos was all. Then, like the bang of a starter gun, reality tore its way into existence and Time began his endless pursuit of Eternity. As to what caused this, one could only speculate: planeswalkers? the death spasms of the previous cycle? greater beings needing a setting for their toy line? Only Khaos truly knows and s/he is not talking. All that aside, once reality was free of the Void it coalesced into the endless multitude of universes. However, it was not a clean break from Khaos and some of its primal essence remained in these infantile worlds. It was out of this void ooze that the Primordials emerged.

These mythic beings became the manifestations of the fundamental elements of the cosmos: High Heavens and Infernal Pits, Shifting Darkness and Night Sky, Radiant Light and Glorious Dawn, Mother Earth and Deepest Oceans. There may have been a few lesser entities but they proved inconsequential in the long run. Theirs was not a unified rule, however, as the disharmonious nature of their sire ran deep and opposing elements clashed. War for total control of this burgeoning world was inevitable and even the most placid of their number knew it. None remember who struck first only that it sounded the end of any hope for peace. Their blows shaped the very makeup of the planet, creating mountains and seas and splitting continents. The spilled vital ichor created new life where there was once barren wastes; the predecessors of all things alive today.

It was only after eons of conflict that the victors of this ‘Cosmomachy’ emerged. They would become known as the pantheon of the Theoi Protogenoi; the First Born Gods. The spoils of their victory were the stewardship of a brave new world and all the mewling souls that now called it home. A harsh order was imposed on the planet for the first time as the Theoi fine-tuned the nature of their domain and quelled any challenge to their rule. This Age of Order lasted for some time before the cycle of dynasties began to turn once more. While the Protogenoi had many enemies, it would be their children that would ultimately depose them: the Theoi Titanides. They were forewarned of the threat and attempted to stop it by imprisoning these 'Endeavoring Gods' but this only served to feed the younger deities' resentment and eventual loathing.

Inevitably, another war was fought between Theoi that spelled the end of the Protogenoi. In contrast to the Cosmomachy before it, the 'Titanomachy' sundered continents and brought forth monstrous creatures from the divine ichor that was spilled. Nevertheless, the world entered a Golden Age under the rule of the Titans but without an enemy to unify them, they strained and struggled against each other. History would repeat itself when the King of the Titans was warned that his offspring would rise against him as he had against his father. Just as before, the younger Theoi were imprisoned and thus the seeds of the Titan's downfall were sown.

It would be the youngest of the new Theoi that would liberate his siblings from their confinement. Gathering allies among the oppressed and disillusioned, the young deities launched their war against the tyrannical Titans and their servants. After a horrific decade of rage and ruin, the 'Theomachy' ended and the next generation of Theoi came into power. Rather than be grouped under one grand pantheon like their predecessors, the numerous Lords and Ladies were categorized in accordance with their common functions such as the Georgikoi, Polemikoi or Thesmioi; agriculture, warfare or law respectively. While this made the domains easier to recognize, it did not prevent internal struggles and rivalries from forming. Only the absolute authority of the Theoi Anax, the God Kings, held this house of troubles together but not even they could prevent the pantheons' Downfall.

Such was the fate of the Protogenoi and their descendants but what of their kin who lost the Cosmomachy? After their defeat, they were cast down from the heavens to the earth below. The crater Avernus was believed to be where they landed and subsequently broke through into the stygian depths. Now deep beneath the surface, these fallen deities filled the infinite hollows of the planet with their dark but no less divine essence. Shadows and darkness took form, mighty rivers carved their way through the bedrock and deathly flora sprang up amongst the dust. The fallen Primordials intermingled and from their unions produced all manner of fiends, monstrosities and daemons. Thus the Underworld came into being with the dark pantheon of the Theoi Khthonoi, the Gods Below, as its masters.

“...and that was how Equestria was made or so the old myths go.” Grey finished. “Are you alright, Miss Lulamoon? You seem at a loss for words.”

“Trixie is both Amazed and Terrified.” The unicorn said in awe. “Such awesome power, even if mythical…it makes her feel very Small and Insignificant in comparison.”

“I felt the same way during my first few centuries with Khaos.” The Dark Lord thought. “Kind of put things in perspective.”

“I sure those who built this place felt the same.” He said with an indicative wave.

“Uh, Grey, you don’t worship these ‘thee-oy kuth-on’ whatever, do you?” The unicorn asked as she fixed the hooded pony with a critical eye. “You almost seem to speak from experience.”

“Of course not.” The incognito Lord of Shades answered truthfully. “I just have a vested interest in history and the lessons I could learn from it.”

“Heh, you almost sound like Twilight.” The azure unicorn said with a short laugh. “So, professor, if the pit was for sacrifices, what purpose does this tunnel serve?”

“That, my dear pupil, is our way into my domain.” The hooded horse played along. “Shall we?”

After disposing of their trash with a quick incendiary spell from Lulamoon, the pair entered the dark tunnel and trotted down into the depths of the earth. The rhythmic clip-clop of hooves on stone was slowly replaced with wet squishing of organic matter and the steady dripping of water from stalactites hanging overhead like the slavering fangs of a hungry beast. The tunnel eventually leveled out and opened up into a large cavern wriggling and pulsating with the invasive growth of a changeling hive. Ravenous chittering and the buzzing of wings echoed throughout the nest as its residents skittered about. The two travelers slowed their pace as predatory eyes peered out at them from the many cracks and crevices.

“So, two little flies enter my web.” A sultry voice dripping with both honey and poison cooed from all around them. “Good. My children and I were getting… hungry.”

“I know I’ve heard that voice before.” Grey raked his mind to place exactly where. “Was it at the Crystal Empire or…”

“If she’s the spider, then Trixie is the shoe.” The hedge-mage derailed his train of thought with a whisper. “That has to be the queen.”

“Stick close to me.” The hooded advised as they crept through the nest. “I have a feeling that she will let us know when we get close.”

Onward they moved through the cavern, the eyes in the darkness tailing them the whole way. The deeper they went, the more concentrated the changeling growth became. In time, the walls gained glowing green veins that pulsated with the energy stolen from unsuspecting ponies and thestrals.

“That’s it, my sweet and savory morsels.” The disembodied voice chittered gleefully. “A little closer~”

“You know this is a trap, right?” Lulamoon said nonplussed as she dosed her now redundant light. “The Great and Powerful Trixie hopes you have a plan.”

“Indeed.” The Hidden One nodded. “But if it fails, be prepared to fight.”

“Trixie will bring down this whole cave before she lets them take her!” The magician declared.

After passing through a membranous curtain, much to the unicorn’s disgust, the two equines entered a domed chamber followed soon after by about two score of their scuttling stalkers. The pulsing veins that ran throughout the hive originated from glowing cocoons embedded in the wall and hanging from the ceiling. Inside these chitinous coffins, they could just barely make out the emaciated remains of those captured by the parasites and drained dry of their energy.

“They must be running low if they have to send out drones to feed on a place like Hollow Shades.” The Dark Lord mused. “I imagine love is now harder to come by after what happened to the Crystal Empire.”

In the center of the room, draped over a throne-like growth like an oversized house cat, was a considerably larger changeling. The green glow from the cocoons just barely illuminated her lithe frame and perforated limbs. Slitted emerald green eyes filled with predatory hunger gazed out from beneath a dark cerulean mane at the two ponies. The travelers paused a short distance away from the heart of the hive while the drones knelt obediently before her.

“Mmm, quite the pair we have here.” The queen hummed as she ran a long, forked tongue over her fangs. “A mage and a rogue. All that’s missing is a warrior and we’ll have the basic adventuring party.”

“I’ve been in that threesome before.” Grey deadpanned. “It did not end well.”

“Aw, pity.” The changeling matron pouted playfully. “Perhaps your partner and I could show you how to do it properly.”

“Ha! You couldn’t handle us!” Lulamoon sided up to the stallion in a manner he found oddly possessive. “Besides, Trixie would rather squash you than sleep with you!”

“Huh. Wasn’t that the same thing that Armor said about-!” It finally clicked in the cloaked stallion’s mind. "Of course!"

While he had never met the sultry seductress before, one of his hosts had. During his adventures in the Frozen North, the animus had learned from Cadenza that Shining Armor had fallen under the thrall of the changelings on the eve of their ill-fated invasion of Canterlot, before their wedding no less. This ploy had, understandably, earned the eternal enmity of the royal couple. However, there was one seductive specimen that fascinated the late prince-regent.

“The one he had called by name to Cadenza’s face.” The stygian stallion recalled. “Chrysalis.”

“You would be surprised by what I can handle.” The infamous Hive Queen grinned. “More than you, I’m sure.”

At a silent command from their matron, the drones encircled the pair of ponies. Bared fangs and buzzing wings surrounded them, pale blue eyes glazed over in anticipation for the meal to come. The magician ignited her horn, willing to bury them all under tons of rubble while Grey subtly shifted into a less tangible form.

“Do what you wish with the mare but the stallion is mine.” Chrysalis commanded as she slid easily from her throne. “I suspect there is a feast fit for a queen beneath that cloak of-“

“MOM!” A juvenile voice cut through the air and tension like a knife.

“What’s this?” The stygian stalker wondered as everyone turned their attention to the back of the chamber.

Out of one of the further tunnels flew a changeling youth with sapphire eyes and a mane to match. Queen Chrysalis grimaced and sucked air between her teeth. With an almost apologetic look to the surrounded ponies, she turned to the lighter shaded nymph.

“Mommy’s busy, Elytra.” The once imposing insectoid switched to a motherly tone as she confronted her daughter. “Can it wait?”

“I’m hungry.” The Hive Princess complained with a pout.

“I know, sweetie. We all are.” The matron tried to shoo her child away from the scene in front of her. “But we just caught two ponies and-“

“You did?” Elytra zipped beneath her parent’s long legs and over to the equines. “Let me see! Let me see!”

Compelled by the wishes of their Princess, the drones parted to allow the nymph through. She stopped just shy of Lulamoon and locked inquisitive eyes with the magician. The azure unicorn stood her ground and tried to stare down the changeling, resulting in a rather intense staring contest between the two.

“So, the monster is a mother.” The magician sneered. “Who in their right mind would bed a bug like you?”

“From this angle, she looks a little like…” The Hidden One’s eyes widened once he pieced together who the sire of this child was. “…Shining Armor. She even has his mane style.”

While the Dark Lord processed the cruel irony in this development, Elytra’s horn flashed as she was enveloped in sickly green fire. When it cleared, a mirror perfect duplicate of Trixie stood in her place, hat and all. The two unicorns’ mimicked each other’s movements in fascinated awe until Chrysalis pulled her daughter away by her tail.

“Stop playing with your food.” The Hive Queen scolded. “They have to be prepared first.”

“Eww, this one loves herself too much.” Faux-Lulamoon complained in the magician’s voice. “We can’t eat that, it’s gross.”

“Skinny little brat.” The original muttered venomously. “So what if Trixie has a high opinion of herself?”

“We can’t be picky, Elytra, even if narcissism tastes like the water outside.” Chrysalis said as her child transformed back into her true self.

"They're starving." The hooded horse mused as he reconsidered evicting the interlopers. "That makes them desperate and thus pliable."

The changeling queen fixed her eyes back on Grey and smiled again.

“So tall, dark, and quiet…” She said coyly. “…is there a real stallion beneath all that stoicism or am I wasting my time?”

“Try me and find out.” The cloaked horse said coolly.

Chrysalis’ jagged horn glowed as she took a peek into his mind. In contrast to the method employed by the foolhardy drone he had encountered in Hollow Shades, this intrusion was as subtle and gentle as a caress from a lover. Nonetheless, he was not about to let another changeling run roughshod through his psyche. The Queen scowled as she found that her prospective meal’s ordered mind did not allow easy access to his more intimate feelings.

“It’s like a fortress in here.” She shook her head in exasperation. “What kind of mental disciplining have you gone through?”

“You don’t want to know.” Grey thought. “But you can know this. Behold.”

The shadow stallion conjured up something for his mental guest. The Hive Queen's eyes widened as she looked upon a paradisaical realm filled with more loving and joyful beings than she could have ever imagined, even if the owner of the memory did not share their elated state. A quick taste of the love radiating off them sent a jolt of euphoria through her body, causing her membranous wings to twitch. The amassed changelings buzzed with excitement as their matron shared this bounty with her brood.

“This is...perfect.” Chrysalis gasped in near ecstasy. “Where is this place? Tell me!”

“There’s the carrot.” The host of the memory mused. “Now here’s the stick.”

Just as the invasive insect was about to pry deeper, the tranquil plains were replaced with blasted wastelands complete with raging monstrosities and horrendous fiends. Chrysalis faltered as a screaming skull wreathed in the flames of hate charged her, forcing her to quickly back out of Grey’s mind before the loathsome emotions poisoned her. Back in reality, the matron staggered as her connection with the dark horse shattered.

“Aw, too much for you?” Lulamoon asked condescendingly.

“What was that?” Chrysalis asked as Elytra helped steady her.

“Your fate if you plug me into your hive.” Grey warned with an indicative wave at the cocoons along the walls. “But I suspect you are more interested in what you saw first.”

“I haven’t seen such a concentration of love in a long time.” Chrysalis said in a mix of awe and resentment. “Where is it?! Tell me and I'll let you two go!”

“Like the rest of my abode, it is hidden from prying eyes, such as yours.” The Hidden One said calmly as the swarm aimed their horns at him. “Only a blessed few may enter.”

The Hive Queen narrowed her eyes at the enigmatic horse. She could tell by his tone that he would not willingly surrender this all-you-can-eat paradise without receiving something in return. The thought of making a deal with what should have been food made her gorge rise. Normally, she would just extract what she needed from his mind but after seeing such perfect hatred ready to be called forth in the blink of an eye, it was not a risk she was willing to take.

“What do you want?” Chrysalis asked past bared fangs.

“That’s more like it.” The Dark Lord thought.

“I believe we can help each other.” He said evenly. “I could make use of you and your kind’s particular set of abilities and in return, I can provide you with a limitless source of love and joy in addition to sheltering you from those that would see you exterminated.”

“That sounds too good to be true.” The changeling matron frowned.

“Well, you will more or less become my vassals but you could always go back to picking on thestrals.” Grey admitted. “I’ll give you a moment to think it over with your children.”

Chrysalis grumbled insectoid curses as she mulled over her best course of action along with her daughter and drones. Lulamoon looked from the insects to Grey with a raised eyebrow as he stood beside her a short distance away from the shape-shifting parasites. She had expected a bug hunt, not bargaining.

“Was this your plan all along?” The azure magician asked. “To get them to join you?”

“Initially, no.” The stygian stallion answered. “But I saw an opportunity and decided to capitalize on it. Time will tell if it pays dividends.”

“Trixie doesn’t trust them but if you think they can be of use, then she will tolerate their presence.” She said with a huff. “But if she finds another sex pest in her bed, you can consider their species extinct!”

“Note to self: Quarter Lulamoon and Chrysalis on opposite sides of Barathrum.” The Lord of Shades thought.

While the two equines conversed, Chrysalis was beginning to realize that she only had one choice. Disposing of the inedible stallion and feeding on the unicorn would only produce enough energy for another week or two. With the thestrals of Hollow Shades slowly but surely catching on to their schemes, it was possible that the bat-ponies would find the hive in that time. Unlike Canterlot where they were merely expelled, the Hive Queen feared that the blood-sucking denizens would be more lethal in their approach. She looked down at her blue-eyed daughter and the small group of drones that made up the last hive in Equestria with concern. The continuation of their species hung by a thread and she did not know if these strange ponies held the needle or the scissors.

“We think we should go with them, mom.” Elytra spoke on behalf of her siblings once she saw her mother’s attention was on her. “It has to be better than starving to death in this cave.”

“Are you sure, little princess?” Chrysalis asked cautiously. “They’re Equestrians and we know very little about them. This could all be an elaborate trap.”

“I looked into the blue one’s mind while I copied her.” The queen-to-be added confidently. “They are not with Equestria. They are actually leaving it for the black one’s country.”

“Clever nymph.” Her mother gave her a congratulatory pat on the head.

This eased the Hive Queen’s trepidation somewhat. Evidently, she was not about to get involved in some Canterlot noble’s power play but that just raised questions as to the hooded horse’s intent. Was planning an invasion of his own or was he just looking to swell his nation’s numbers with skilled citizens? It occurred to her that there was only one way to find out, no matter how much of her own pride she had to swallow.

“Grey and Trixie, was it?” Chrysalis turned her attention back to the two equines. “We’ve decided to accompany you but, and I want to make this clear, we will not agree to anything until we see this land of love for ourselves.”

“Fair enough.” Grey nodded in agreement. “Do you need a moment to prepare?”

“Just one.” The changeling matron said as she ignited her horn. "Elytra, dear, can you get the nymphs?"

"Be right back." The blue-eyed Princess took off down a side tunnel with a few drones in tow.

A pulse of emerald magic washed over the drones and soaked into the hive walls. In unison, the drones snapped to attention and hovered in the air. The glowing cocoons dimmed as the queen drained what energy remained and dispersed it amongst her hive-turned-swarm. Her daughter returned not long after with the drones carrying tiny changeling hatchlings swaddled in spider silk. Chrysalis looked over her temporary home one last time before she took to the air herself.

“Just so you know they will obey only me.” She said as she hovered just above the two travelers. “We’ll be right behind you.”

“Most excellent.” Grey trotted toward the back of the cave. “Shall we?”

“The exit is that way.” Chrysalis pointed to where they had entered from with a disapproving frown.

“I know.” The hooded horse replied without missing a beat. “Miss Lulamoon, would you kindly bring her up to speed?”

While the unicorn informed their new companions of all that transpired since Grey had found her, the Hidden One followed the wisp-like souls on their way to the Sunless Lands. The shades of the departed were growing more and more corporal as they approached his realm proper. In time, even his mortal companions will be able to see them. The Dark Lord looked back over his shoulder at the conversing mare and parasite.

“One unicorn, a queen and princess changeling, and forty-odd drones.” He reviewed in his mind. “I’m sure they will prove to be steadfast minions, as the Lightkeeper prophesied, but I will need more if I am to secure my domain.”