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The Shadow of Equestria

by Lady Umbra

Chapter 23: The Living Vs. The Undead Pt. 2

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The Living Vs. The Undead Pt. 2

While her friends were finishing their fights down below, Rainbow Dash was in the skies. Taking out any undead pegasus who ventured too close to the castle.

However, her body was starting to cramp. Her breathing was ragged, and her wings hurt as they flapped. She did her best to hide it, but despite having control over Eric's Iron Body and Shave Technique, she still lacked control for the more precise attacks; like the Crossfire and Firefly attacks.

But, it wasn't all bad. As she arced in a circle, she noticed a lack of zombie pegasi. She wiped the sweat from her forehead.

"Okay..." Rainbow noted. "Looks like they finally saw my awesomeness and are staying away from the castle." She breathed a sigh of relief. "Good thing too. I don't know how much longer I can keep this up."

Glancing down, Rainbow noticed the battles raging on the ground.

"Probably best if I give the guards some ground support then," Rainbow noted tiredly. Despite her muscles pleading she take a break, she ignored their protests and lowered herself to the ground.

"Sand Sword!"

Without warning a straight blast tore through the guards. Rainbow Dash barely managed to avoid getting hit by the sandy projectile.

"Wait," Rainbow stammered. "Was that... actual sand?"

Another blast of sand shot at her in response. She dodged with a flip, Pinkamena's words coming back to her.

"Number Two belongs to a pony calling himself Ronin. He's a Logia Type, which I'm assuming is called the Sand-Sand Fruit."

"Damn." a voice spoke from below. "How did a worthless mare manage to dodge my sand sword, not once..." The figure flew into view. "...But twice?"

The rainbow-maned pegasus was met with a pegasus with singed orange fur and a black 2 tattooed on his left cheek.

"Sand in a place surrounded by snow?" Rainbow mused with a grin. "You must be the rank two general, aren't you?"

The two pegasi landed, facing each other.

"Not that somepony like you has the right to ask that, but yes," The general replied, sand wafting off of him as he bowed mockingly. "I am Ronin of the Sand. You may now bow to me like the lowly mare you are."

Rainbow Dash smirked. Instead of a bow, she offered an Iron Body fueled punch across the zombies face. Ronin's head explodes in a burst of sand. The momentum sent Rainbow tumbling behind him, while Ronin simply reformed his head with a laugh.

"HAHAHA! Face down in the dirt," The General mocked. "Just as it should be with the rest of your pathetic sex."

Rainbow Dash glanced at him with a glare. "Sexist pig," she growled, swinging her arm up in an arc of crimson flames.

Unfortunately, her flames were snuffed out by a wall of sand. Utilizing her speed, Rainbow Dash blasted out of the wall of sand and into the sky. Fire blazed around her as she launched a volley of flames below her. Ronin emerged from the flames unscathed. His smug grin still plastered on his face.

"Just like a mare," Ronin continued to mock, as sand swirled around his body. "Running away from the better stallion."

Seething at the zombie's words, Rainbow charged at Ronin, her entire body covered in her flames. Unfortunately, Ronin dodged to the right and caught Rainbow Dash by the arm.

A shock of pain went through her arm. She shrieked, losing control of her flames and wings as she plummeted to the ground. Barely able to land on her feet, she stared in shock at her arm, which had become grey and shriveled.

"An interesting little part about my Fruit's power," Ronin boasted, landing in front of her... just in time for a Crystal Guard to shove his sword through Ronin's back.

However, the blow did nothing. Ronin's body shifted in sand, allowing him to face the guard. Seizing the hapless soldier by the throat, he turned back to Rainbow Dash with a grin.

"By hitting anypony with my sand," Ronin explained, as his sand covered the writhing, screaming guard, "I can remove any and all moisture from their body."

Indeed, as the guard's struggles came to a stop, the sand fell away to reveal the guard shriveled up like a mummy. The zombie threw aside the guard with a laugh, as Rainbow Dash's anger rose like the sun.

A memory of months prior came to her mind...


Eric kicked the Pegasus down to the ground for the fiftieth time. With a roar of anger, Rainbow launched a massive fireball. Eric summoned a wall of shadow that absorbed the fireball and left Rainbow Dash staring at shadows.

"Sorry Dash," Eric said. "But you're not ready." The shadows faded to show him walking away.

"Wait!" Rainbow said flying in front of the Shadow Man blocking his path. "You said you were training us to stop a war. But all you've done is knock me on my flank!"

"You keep losing control of your anger," Eric replied, pushing past the Pegasus. "That's why you can't win."

"So what? Everypony gets angry!" she argued, flying in front of him again. "Don't tell me you've never gotten angry before!"

"Anger," Eric growled, his voice raising and causing her to back up. "Can be a weapon. But only if you can control it. And you, Rainbow Dash?" He once again moved her out of the way. "You clearly cannot."

Rainbow Dash seethed at his words. His retreating back. A fireball formed in her hand. With a bark of frustration, she threw the fireball at Eric. Eric spun and back-handed the projectile into a couple training dummies, his fist covered in Haki. His glare wasn't angry; it was merely assured, like she had proven his point.

"The war ahead is going to be difficult," he said. "And if you can't stop yourself from getting lost in your anger, then you have no business being on the battlefield."

With those final words, the Shadow Man left the pegasus behind.


As Ronin approached Rainbow, the pegasus closed her eyes, focusing on Eric's words and her own shortening temper.

'Anger can be a weapon... but I need to control it,' Rainbow thought. She opened her eyes, seeing Ronin reaching for her. She focused on his smug look. What he had done to the guard. What he was likely going to do to everyone if she couldn't stop him.

And her powers responded to her anger. White flames erupted from Rainbow's body. Ronin jumped back, his smug expression crumbling as the sand around the pegasus turned to glass.

"What in Faust...?" Ronin stammered, flaring his sand in a defensive wall.

"You're an absolute plothole," Rainbow growled, stepping through the glass and fire. "Never in my life have I ever hated somepony more than I hate you."

Rainbow thrust her arms forward. White flames blasted into Ronin's sand wall. Ronin's determined glare cracked with fear as the sand was turned into crystal clear glass.

Briefly, he saw Rainbow Dash glaring through the glass at him, before she shattered the former sand with a brutal punch.

Ronin began to back further up, throwing more blasts of sand at the mare. Unfortunately, her flames turned all of the blasts into harmless glass, and she walked forward unimpeded.

"N-No!" Ronin protested. "It..it's not possible!"

"It's very possible, zombie," Rainbow said, raising a fist covered in flames and increasing in size. "A mare defeated the likes of you. White Fire Fist!"

Rainbow's fist collided with Ronin's right arm. The general screamed as he fell to the ground, clutching an arm now made of glass. He glared up at the pegasus with murderous intent.

"Mark my words, mare," Ronin seethed. "This will not be the last time we meet." He began turning to sand. "You will be sorry for what you have done."

Ronin's body blew away with the Arctic breeze, leaving behind his glass arm, which shattered on contact with the crystal roads. Rainbow Dash watched him go with a glare, her white flames fading as her exhaustion took over.

"Yeah? Well..." Rainbow whispered tiredly. "Eat me... Bucker."

Rainbow collapsed to her knees, her vision fading as she struggled to stay consious. To add insult to injury, a nearby zombie approached the downed pegasus with a laugh.

"Looks like Ronin did all the heavy lifting for me," the zombie said gleefully, pulling out a busted dagger from his belt. "All I have do is slit your throat and take that fruit of your's." The Zombie lifted Rainbow's head by her hair. "Then I can replace Ronin as the 2nd Rank!"

However before the zombie could move, a slender blade pierced his wrist, heart, and brain, all in the span of a second. The zombie collapsed to the ground, as Rainbow's savior swung the blood from her rapier. Once cleaned and sheathed, Rarity helped Rainbow to her feet.

"Rainbow Dash?" Rarity said. "Are you alright, Darling?"

Rainbow looked up at her friend, managing a tired smile.

"Thanks... for the save... Rares," Rainbow got out, before her eyes shut, and she went limp. Rarity felt Rainbow's beating heart, and sighed in relief.

"You're very welcome," Rarity said, covering herself and Rainbow in her magic. "Let's get you fixed up." With a flash Rarity and Rainbow teleport to the castle's medical wing.


At the castle's entrance, Twilight helped the ponies evacuate into the safety of the crystal castle.

"Is that the last of them?" Twilight asked an Equestrian guard ushering a frightened family into the palace.

"I believe so, Miss Sparkle," the guard said, turning and cutting down an approaching zombie.

"That's good..." Twilight stopped as a group of zombies approached, shifting into various animals.

"Tiger. Lion. Cheetah," Twilight analyzed as she crossed her arms over her chest. "All Zoan Types, all belonging to the feline family. Different models of the Cat-Cat Fruit."

She concentrated, and multiple purple arms sprouted from the backs of the zombified animals. Clenching her hands, Twilight made the arms twist the zombies. All three collapsed with cries of pain.

"Did... Did you kill them?" the Guard asked, staring at the zombies in shock.

"No," Twilight said, touching her face sheepishly. "All I did was break several vertebrates along their spine. It's easy enough... if you know how to."

"And you know this how?" the guard asked with a raised eyebrow.

"I spent a lot of years learning under Celestia," Twilight replied. "She taught me magic, however during my free time I learned everything else I could." Twilight touched her face again, glaring at her hand like it had done something wrong. The guard grinned.

"Let me guess," he noted. "You used to wear glasses before switching to contacts."

"Old habits die hard," she replied. "A-Anyway, in my free time, I memorized the skeletal structure of every creature known by Equestria." Twilight indicated the downed zombies. "And I know exactly what to break to immobilize them."

The guard grinned at her work. "Well, I'm not gonna lie, Ms. Sparkle. That is severely cool."

"Please. Call me Twilight."

"Then you can call me Flash," the guard said with a smile.

Twilight chuckled... until she and Flash were thrown into the castle walls by a incredible gust of wind. Sliding to the ground, the lavender unicorn looked up to see a bulky zombie walking towards them: a dull gray stallion wearing a pair of ripped pants. Dragon scales covered his forearms, leading up to a black vest lined with white fur, and opened to reveal a '1' tattooed onto his open chest.

"Emerald... Dream?" Twilight groaned.

"In the flesh, little filly," Emerald laughed. "Well... what's left of it anyway."

"Please... don't do this," Twilight begged, lifting her arms and subtly crossing them. "There are innocent ponies in there."

"I know," Emerald replied without empathy, reaching for his back. "Good try, though."

Seizing the arm she had grown out of his back, Emerald Dream snapped the arm like a twig. Twilight shrieked as her own arm broke in response.

Seeing the fear in Twilight's eyes, Flash took up his sword and attacked the zombie. Emerald caught Flash by the wrist, twisting and squeezing until his sword clattered to the ground.

"Valiant effort," Emerald noted, raising his fist. "But pointless nonetheless."

Suddenly, a beam of purple light hit Emerald Dream's face. The zombie general dropped Flash with a scream, covering his steaming face. Flash seized his sword and tried to follow up, only for Emerald to shatter Flash's armor with a punch, flinging him into the palace walls.

"Flash!" Twilight screamed, before Emerald seized her by the throat. Without his hand covering his face, Twilight saw that her spell had melted off his skin on the left side of his face, revealing the skull underneath.

"I'm quite surprised filly," Emerald growled, lifting her off the ground. "That hurt. That hurt quite a bit"

His fist tightened, cutting off Twilight's air.

"I. Hate. Feeling. Pain," Emerald growled out.

Without warning a loud BANG sounded, like someone had broken the sound barrier. A black arrow punched through the zombies' forearm, causing him to release Twilight with a shout.

Backing up, Emerald yanked the arrow from his arm before whirling on the attacker: further away, on top of the buildings, a familiar shadow man stood with a black bow and arrow.

Twilight smiled. "Eric..." she whispered.

Eric fired another arrow, producing another BANG. However, Emerald Dream jumped and avoided the arrow, along with the ones that followed it.

Emerald jumped backward - continuing to dodge Eric's arrows - when suddenly, his back bumped into something.

Something growling.

Emerald Dream slowly looked up, to find himself face to face with Elder Kain. The dragon glowered at the zombie, shifting into his humanoid form as Emerald Dream scrambled back from him.

"You!" Elder Kain growled out in a low but angered voice. "You're the one who murdered my children!"

Elder Kain lunged, his clawed fist seeking the zombie general's flesh. However, Emerald Dream matched him with a punch of his own. Emerald's fist glowed white as cracks formed along the dragons arm, and as the dragon pulled back, Emerald went for another punch.

However Emerald's attack never hit the dragon.

Instead, Emerald's attack caused the air in front of Kain to crack tremendously, creating a massive gust of wind that knocked the dragon off his feet.

"Yes, I have killed many of your kind," Emerald said, regaining his grin. "And I enjoyed killing them!"

"Just as I will enjoy killing YOU!" Kain yelled, shifting to his dragon form and charging the zombie

Emerald merely smiled as he jumped up and slammed his aura covered fist into the dragons arm. Cracks ran up and down Elder Kain's entire arm, and threw him back into the ground.

"Kinda hard to kill me if you're nothing but a massive target for my power fruit," Emerald laughed.

Kain reverted back to his humanoid form, glowering at the zombie with murder in his eyes. Some of the cracked scales on his arm shattered. Without warning, the elder was hit by a beam of magic, which caused the dragons body to change in size. Kain's body shrunk to the size of an average Minotaur, yet he still dwarfed the zombie.

"Hmm..." Elder Kain hummed, clenching and unclenching his hands. "I do not appreciate you altering my body with your magic, pony"

Hearing this Emerald turned. Twilight was holding her unbroken arm in the direction of the Tundra Dragon. She smiled sheepishly.

"But it seems that it hasn't diminished any of my strength!" Elder Kain yelled. With a flex fo his arm, the remaining broken scales scattered like glass, and new scales grew in their place.

"Scale regrowth?" Emerald chuckled. "Something Tundra Dragons can only do once."

Emerald charged at the dragon raising his aura covered fist, but the Tundra Dragon Elder matched his fist with his own. A shockwave forced the two apart, cracks once again adorning the dragons forearm, while Emerald shook his fist from the stinging pain. Nevertheless, Emerald Dream's grin did not fade.

"This will be over in a matter of moments, Dragon," Emerald promised, cracking his knuckles.

"You underestimate the strength of a Dragon Elder," Elder Kain replied. Once again, he shed his broken scales. And once more, new scales formed in their place.

"Then I guess I'll have to take that head of yours," Emerald replied, covering both his hands in the white aura of his Devil Fruit.

"I would love to see you try," Kain replied, charging the zombie again.

A clash of fists rendered the surrounding area covered in powerful shockewaves, with Emerald's devastating power shattering the dragon's scales like glass. However due to his scale regrowth rate, the Dragon Elder armor kept regenerating, allowing him to eventually catch Emerald Dream with a punch that knocked the wind from his lungs.

"That... Hurt!" Emerald said through clenched teeth. He struck the dragon across the face, and a shockwave hurled the dragon across the street.

Kain's broken scales fell from his face... followed by drops of blood.

“No..." Kain whispered, his voice weak and pleading. "Don’t…”

“Don’t what?" Emerald mocked. "Kill the strongest dragon on this island?” He began to approach... only to stop as he heard feral growls come from every direction.

Glancing around, Emerald found himself surrounded by the elders growling children. All of them crouched low in their bipedal forms. Glaring at the zombie with feral rage in their draconian eyes.

“Well... Looks like i won’t need to hunt you all down later,” Emerald laughed, his hands covered by the aura of his Devil Fruit.

“You won’t be hunting a single one of my children!” Elder Kain growled, lifting himself from the ground before looking to his children. “Do not interfere my children. This fight is between me and the Defiler’s puppet!”

Kain stepped up to the zombie, shedding every one of his scales.

“Father, please let us help!” Khan begged, stepping forward from the crowd. “You’ve shed your scales! You’ll die!”

“Be silent, Khan!” Kain yelled, unleashing a powerful wave of Conqueror’s Haki. “I know the risk, my child. But defense will not avenge your mother.”

Kain rushed forward. Before Emerald could comprehend his speed, Kain slammed his fist into the zombie’s face, throwing him into the castle’s walls. Emerald coughed up a small amount of black blood as he dropped to the ground.

“You dare wound me, you giant sack of scales?” Emerald seethed, rising to his feet, “I’ve killed thousands of your kind! Just because you’re the father of all of them doesn’t mean you can take me down!” Emerald clenched his fist and shot off like a rocket. His head covered in a white aura and slammed into Kain. The air cracked, and Kain was sent flying through multiple buildings, shaking the whole Empire.

“Tch, he made me bleed," Emerald growled, wiping the blood off his mouth. "What a bother.”

Without warning the Tundra Dragons pounced on the Zombie all at once. Unfortunately, while they had him in sheer numbers, the Zombie out-powered the entire hoard of reptiles.

Elder Kain pulled himself from the rubble that was on top of him when his hearing became flooded with the death cries of his children.

“NO!” Kain screamed shifting into his dragon form and racing back to the castle. Stopping on the street leading to the castle, the elder’s blood ran colder than the tundra he lived in.

The streets were covered in scales, blood and the dismembered bodies of his children. Anger... rage... no, he realized, fury flooded the elders body and he shifted back into his humanoid form.

His eyes glared at the zombie with cold precision as he walked towards the general. The dragon’s pace increased with each step as the zombie lifted a blooded Khan by his neck.

‘Protect them, my mate.’ Kain heard the last words of his former mate echo in his mind.

The Dragon’s pace increased to a full blown sprint as he jumped to all fours, returning to his dragon form. The noise of his clawed feet hitting the pavement caused the Zombie to drop his son and turn to him. Opening his jaws Kain clamped them down on the Zombie’s arm.

“GAH SON OF A BITCH!!!” Emerald slammed a fist down onto the Elder, but he did not budge. “Let go, you bastard! You’re going to rip my damn arm off!”

And that’s exactly what Kain did. With a hard wrench, he ripped Emerald's arm like a dog with a stick.

Emerald let out a blood curdling scream before clutching at the socket.

Emerald glared at the drake, but Kain glared right back, coldly spitting Emerald's arm out onto the ground.

“I’M GOING TO TEAR YOUR BODY APART YOU DAMN DRAGON!!!” Emerald screamed, charging the Dragon

A scream tore through the air, before Emerald's body convulsed. As Twilight crossed her arms over her chest, her teeth gritted in pain and her eyes fluttering as she struggled to stay awake, multiple arms spawning and holding the zombie in place.

“F-Finish him!” Twilight screamed. "I-I can't hold him forever!"

Understanding the ponies intent, Kain reared his head back and unleashed a burst of frost breath.

Twilight fell to the ground, as Emerald Dream and her arms were frozen solid in seconds. Emerald Dream's face was locked in one last expression of rage and disbelief.

“For my mate,” the elder growled, swinging his tail into the frozen body.

Emerald’s body shattered like glass, and his still intact head rolled in front of the dragon, staring up with a face that wanted to wail in rage and pain.

“And for my children,” the dragon added, stomping the head into bits.

With the fight done, the dragon shifted to his humanoid form. He gazed at his son, thankfully still breathing. He looked to Twilight, still breathing as well. Even the guard still drew breath. Contemplating his choices, the dragon sighed before slinging the ponies over his shoulder and picking up his son. As his scales regrew, he walked into the castle.


Eric and Sombra fought side by side, cutting down every zombe that dared approach them.

However, Eric stopped when he felt a tremor beneath his feet.

"Eric?" Sombra asked, sheathing one of his swords.

"I got a bad feeling," Eric said, jumping to the top of one of the buildings.

Reaching into his body, Eric pulled out a looking glass. Gazing through it at the castle, Eric saw Twilight and an Equestria Guard fall.

"Damnit... I told her to supply support," Eric growled, before seeing the zombie approaching the unicorn mare.

Quickly absorbing the telescope into his body, Eric created a black bow from his shadow. Pulling back the string, he let an arrow of darkness form between his fingers, and let loose.

The arrow broke the sound barrier, driving the zombie back. Eric continued to fire arrow after arrow until the Elder Kain joined the fight.

Grinning at the zombie's look of disbelief, Eric jumped down to join the former king, dispelling his bow as he landed.

However, before Eric could explain, he felt another presence. At the border of the Empire.

"Something is approaching the borders... Fast." Eric grabbed Sombra's shoulder. "Let's go meet them there!"

Pulling himself and his king into the shadows, Eric surfaced at the border to the Empire.

Two familiar dragons were charging, but stopped a full twenty feet from the pair.

Obsidian Fury launched a ice glacier at the pair, only for Sombra to rush forward with one of his sword in his hand.

"One Sword Style" Sombra growled, clashing his blade against the ice. "Great Dragon Shock!" The Glacier split clean down the middle showing a still angered pair of Dragons.

"Cold Scale, I assume," Eric said turning his gaze from the angry ice dragon to the black dragon next to him. "And don't think I've forgotten you, ice boy."

“You’ve ruined everything!” Cold Scale snarled at the pair, shadows swirling in his hands as a cold mist emanated from his brothers body. "Everything!"


Author's Note

The War of Shadows Arc Ch. 13

I would like to thank
The_Chill_Author &
Hell Keeper666

For letting me use their Oc's

Another round of thanks goes to Darth George Washingmachine for helping me with the Emerald vs Kain fight
and finally I want to thank Three Tails for proofreading and editing

Thank you all for your help, cause without your help this chapter would not have been as good

if you want your Oc in this fanfic just put this in the comments or meesage me
Name:
Race:
Description:
Devil Fruit:(optional)
Backstory:(Their backstory will determine whether or not if I can use them)

Don't forget to leave a comment below

Coming up!!
A glorious fight of Shadows vs Shadows, Cold reveals his past which causes Eric to sympathize with the Ice Dragon.

Chapter 24
Shadow Vs. Shadow

Next Chapter: Shade Vs. Shadow Estimated time remaining: 3 Hours, 43 Minutes
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