Sadly, I wasn’t able to tell Celestia my revelation just yet. With a princess' life threatened, the castle went on high alert, trying to find any possible changelings or other infiltrators.

But, on the plus side, Celestia stopped glaring at me like she wanted my head on her wall.

Once Luna woke up from her ordeal, we got a better clue as to what her attacker really was.

“It wasn’t a changeling,” she insisted upon hearing my theory. “It was a Thestral.”

“Thestral?” I asked.

“Bat-Pony,” Rainbow Dash translated.

“Yet… he managed to look and talk just like my sister,” Luna added.

“You’re sure it wasn’t a changeling,” I insisted.

“Changelings can be identified by magic resembling green fire,” Luna said. “This…” she shook her head. “This was something else.”

Judging from the way Rainbow Dash paled, I could tell she came to the same conclusion as I did.

“Please tell me it’s not another one…,” Rainbow Dash pleaded.

“The Clone-Clone Fruit,” I said before she could finish, eliciting a groan from the cyan mare. Ignoring her, I turned to Celestia. “If you leave Luna even once, you’ll have to stay away, on the off-chance this assassin returns in your image.”

Celestia grimaced. “I wish I could say I’d stay by her side for all time,” she said, before lowering her head. “But I still have my duties as a princess.”

“Wait-a-minute!” Pinkie shrieked, bursting into the meeting and pointing at me. “You said that Devil Fruits can’t copy other Devil Fruits. So they can’t copy us!”

I nodded. “She’s right,” I said, turning back to Celestia. “Rainbow Dash, Pinkie Pie and I are the only ones that this assassin won’t be able to replicate.”

Celestia smiled. “Then consider this an order,” she said to the two mares. “Keep Luna under your watchful eyes, and ensure no harm befalls her again.”

“You got it, Princess,” Rainbow Dash declared.

“Cross my heart and hope to fly,” Pinkie added. “Stick a cupcake in my eye.”

“They won’t be the only ones,” I volunteered. “While Rainbow watches in the day, Pinkie can watch in the night… and I’ll be watching from the shadows.”

And that’s exactly what we did. Luna grimaced in annoyance as she was either followed by the excitable Pinkie or the far-too-passionate-about-her-job Rainbow Dash, and I probably didn’t help matters watching her like a demon in the darkness. But our method was working, and the assassin didn’t make a reappearance.

Until one evening…

The evening started innocently enough. Rainbow Dash and I were walking to Luna’s room to summon the Princess and Pinkie Pie for dinner.

"So, when can we get back to training my awesome fire powers?" Rainbow Dash asked. She held up her hand and concentrated, producing a small tiny flame before sparking it out. “That’s… honestly the best I can do without losing control,” she added sheepishly.

“After we capture the assassin,” I promised. “I’ll show you how to let the power flow. Even now, you’re still trying to force it.” I grinned, my hands in my pockets. “Still… it’s impressive that you’re managing even a single flame at this point in time.”

Rainbow Dash stared at me in confusion. “Are you… complimenting me?” she asked.

“No need to act surprised,” I said. “This is the same way I treated my soldiers in the Crystal Empire.” I grinned. “Don’t let the handsome hard-ass front fool you; I can recognize progress and hard work. And you are by far the hardest working soldier I’ve had in years.”

The cyan mare smiled in gratitude, though she rubbed the back of her head.

“Thanks,” she said. “But believe me… I may have a lot of work to do, but I’ll do it and more. I won’t stop until I get as good as you,” she promised with a grin.

I stroked my chin in intrigue. Speed, power, and humility where it counts? I grinned. Rainbow Dash, my dear, once we get that ego of yours under control, you will make a fine soldier one day.

Before I could vocalize my thoughts, we reached Luna’s room. I only had to knock once before Luna’s door opened, revealing a familiar pink mare who squashed her face into a grimace that would’ve been serious had it not been completely ridiculous.

“Who knocks on the door of the moon princess?” Pinkie said in an equally ridiculous accent.

“The ones trying to protect her,” I replied, engulfing my arm in shadow. Rainbow followed suit, conjuring her small flame. The instant we proved ourselves, Pinkie let her face spring back into a still oddly wide smile.

“Eric! Dashie!” she greeted. She almost pulled us into a hug, but I backed away from her.

“We should get moving,” I said, turning my eyes to Luna as she walked up. “I’m hungry, and I can bet you guys are too.”

“Eh…” Pinkie started to say coyly, before her stomach cut her off with a very clear growl. "Yep,” she admitted with a grin.

Luna said nothing. All the way down the dining hall. Her expression was thoughtful, and a little paranoid. I couldn’t blame her, even though she was surrounded by friends and allies: the Mane Six. Sombra. Celestia. And myself, of course.

But then, the chefs and cooks came from the kitchen bringing plates and bowls of food. As they uncovered the food, I felt something… off.

Though the food was making me drool, there was also a faint odor that I couldn’t quite put my finger on. Seizing a spoon, I scooped up some of the soup and sniffed it. Though the delicious aroma of herbs and spices tried to cover it up, there was something else hidden beneath.

A scent I recognized from long ago.

“Don’t eat!” I boomed, causing everyone to jump away from the food they had been seconds away from eating. “The food’s been poisoned!”

“Poisoned?!” Pinkie yelped, and threw her own serving away. “Food, I thought we were friends!” she moped.

“Pinkie, get Luna back to her room,” I ordered.

Pinkie immediately whisked Luna away, while I raced into the kitchen. Though Rainbow Dash tried to follow, she retched and backed away at what we found.

Many of the chefs were on the ground, their throats torn cruelly open. A trail of blood led out of the kitchen and into the castle. As Rainbow Dash tried to recover, I strode through the carnage, following the trail of blood to a maid walking innocently through the hallways.

She shot me a dainty eyed look. “Is something wrong?” she asked in a breezy voice.

"You must think I'm stupid,” I growled, taking pleasure in how the mare froze up. “If you want to look like someone else…” I pointed in the kitchen. Beside the swinging door, we both faintly saw another maid just like her on the ground. “Make sure they aren’t in plain sight.”

The maid began to back away.

"Please…” she started to beg.

But just as I prepared to grab her… I heard a scream.

Pinkie!

Dropping into my shadow, I resurfaced to find Luna’s room in tatters. Pinkie was curled up on the ground, her arm slowly turning purple from a spot on her fist. In the corner, feet away from her, Luna was pressed against the wall, a cloaked figure reaching out to her with an arm the same shade that Pinkie’s arm was turning into.

Just before he could seize Luna by the throat, I sent out an arm of shadow, snatching the assassin away.

“No!” the assassin wailed, whirling on me. “How…?”

“There’s a reason you should fear what hides in the shadows,” I growled, throwing the pony off the balcony and into Canterlot.

“Pinkie Pie,” Luna cried, racing over to the mare, but not daring to touch her. “Eric!”

I strode to the pink mare’s side. She was sweating profusely, her arm squeezing her purple arm like she was trying to break it.

“I don’t like this,” she whimpered. “I really don’t like this. This is the worst game of freeze tag I’ve ever played…”

I put a hand on her forehead, and couldn’t blame her agony. She was burning up! Looking back at her arm, I saw familiar purple veins struggling to spread up to her shoulder.

“The venom-venom fruit,” I growled, picking her up. As I looked to Luna, I noticed her watching where I had thrown the assassin with a knowing light.

“Don’t suppose you recognized the user,” I asked Luna as we sped to the medical wing.

“I did,” she said solemnly. “Toxic Dust. A non-believer in the Magic of Harmony and Friendship, he experimented of ponies to see if there was other ways to harness magic. Just before he could succeed, my sister’s Royal Guard caught and arrested him. Celestia and our niece Princess Cadence saw his work as an abomination. An outrage against friendship and harmony. So they locked him up in Tartarus, where he’d never see the light of day again.”

I groaned, reaching the medical wing. “Just great,” I snarled. “So, first we’ve got a Dr. Frankenstein wannabe, and if that wasn’t bad enough, he somehow got the Venom-Venom Fruit.”

“Dr. who?” Luna asked.

“No time to explain,” I said, wincing as Pinkie gave another cry, the poison reaching her shoulder. I looked to Luna. “Use your medical spells; do whatever you can to slow the poison. I’m going after Toxic Dust.”

Luna nodded. Just as I moved to leave, Pinkie grabbed my hand. Despite the pain in her voice, she tried to keep her tone light and positive.

"Eric," she said, "Be careful.” She grinned. “I'd rather have a victory party than a hero's funeral.”

"Don't worry Pinkie,” I assured her, ruffling her hair. “I’m not dying today.”

“Pinkie Promise?” she asked.

I clasped her hand. “Pinkie Promise.”

Satisfied, she let go of my hand. Turning back to the city, I formed my shadow wings and sped off.

It wasn’t that hard to find Toxic Dust. All I had to do was follow the numerous dead guards on the ground. As I tracked them, I almost missed the glob of poison that shot at my face.

Thankfully, I was able to dodge. Dropping down to the ground, I folded my wings back into my body, my eyes alighting on the venomous pony at the end of an alleyway.

"What the hell are you?" the bat pony demanded.

I smiled, my entire body going dark with shadows. “Eric Von Shadow,” I replied. “The Shadow Man.”

The thestral hummed, his own body turning purple as his cloaked dissolved in his poison.

“Then, if you’re Shadow,” he declared. “I’m Poison.”

He lunged forward, poison dripping from his claws. Every swipe scattered droplets of the dangerous purple liquid. They sizzled and dissolved the stones beneath our feet, but thankfully, none of them found my dodging form.

“What’s the matter, Shadow Man?” Toxic demanded as we fought. “Having trouble?”

He had only just spoken when my shadow claw managed to grab his arm.

“Waiting for an opening,” I growled, before I slammed him into an adjacent building. His poison painted the wall, and revealed he had a well-built body. One that would put Bulk Biceps – wherever he was – to shame.

"Sorry but that's not going to work," Toxic said with a grin. A stream of poison hit my chest, knocking me through the window of a store.

Before I could even land, I felt the effects of the poison; a sickly chill like the dead of winter made into liquid and dripping slowly over my heart. Thinking fast, I summoned my shadow portal, falling right through the floor and reappearing behind the laughing bat pony.

His laughter turned into a scream when one of my shadow spikes impaled his shoulder. As he brought his poison corroded hands around, I plunged back into the shadows.

Reappearing behind him, I clawed his back, only to feel that sickly chill up my leg. I didn’t need to look down to know that his poison had gotten over my entire shin. My shadows shivered and dissipated as I stumbled back, my head starting to feel like the time I had downed a hefty amount of ale. Though instead of ale’s warmness, I only felt that oily chill.

"What's the matter, Von Shadow?" Toxic mocked. "Feeling light-headed?"

Toxic slammed his head into mine, sending me staggering. My vision blurred. My ears rung, blocking out whatever taunts he was throwing at me.

But my light-headedness couldn’t block out his fist. And another blow from him sent me halfway across Canterlot.

With the crash of glass, I found myself in a studio. Photos – their depictions blurry and unfocused to me – shivered and swayed from my impact, almost hiding the walls with their arts.

A face swam into my view. Photo Finish, if I remembered my MLP characters correctly. A few other ponies were with her, but she was the only one that I recognized.

“Hm,” she muttered. “He ees severely poisoned!” She turned to her attendants, ready to bark out orders… only for her orders to turn into a cry of anguish.

The side of her wall melted – taking many of the photos with them – to reveal Toxic Dust.

"Move aside, mare," he ordered. “He’s…”

He didn’t get to finish, as Photo Finish hurled a vase at the bat pony. With a grimace, Toxic blasted through the vase, then sent another glop of poison at her.

I could barely think with the poison in my system, but the instincts of a guard captain are absolute. I threw myself through the pain and the air to protect her with my own body. As we both hit the ground, I called to the shadows that had aided me for so long, begging them to just get him away.

Shadow Dragon

The shadows obeyed; a dragon of the darkness flew from me, biting down on Toxic and carrying him away from the ponies.

My eyes were glossing over. It was hard to focus. But I managed to guide myself to the purple light of the blue mare’s glasses.

“Are you okay?” I asked.

“Do not vorry about me, dark savior,” she declared, lifting her hand. “Vorry about yerself!”

"Photo we need to leave," an attendant insisted, but she shrugged him off.

"If he returns keep yer distance,” she ordered. “And hold him for as long as possible!"

The attendant nodded, and… my eyes widened as his hands formed into giant scissors. Looking to Photo, I saw her fingers become pointed, like needles.

The Horm-Horm and the Snip-Snip, I thought deliriously, but this was no time to worry about the other fruits. I had to worry about myself, and the Devil Fruit user that was actually trying to kill me.

“Whatever you’re gonna do…” I muttered. “Do it fast…”

Without hesitation, Photo Finish plunged her needle fingers into my arm. I felt several different hormones chase the poison away, shot through with a burst of adrenaline. The next thing I knew, I was on my feet.

And not before time too. Just as I regained most of my senses, the poor attendant was smashed through the building.

"Get him out of here,” I ordered, rushing out. “I got this asshat!”

I found him waiting just outside, poison dissolving the ground beneath him.

“Ready for round two, Von Shadow?” Toxic demanded.

[requested by the Author DarkKing2]

In answer, I reached into my body and pulled out my skull mask and my Murakumogiri. Twirling the weapon, I placed the mask on my face.

"Tell me Toxic,” I growled, pointing my weapon at the thestral. “Have you ever heard of The Reaper of the Crystal Empire?” I coated the weapon in shadow. "Cause you're about to get a crash course on why my enemies feared me."

Toxic laughed, but the laughter was tinged with nervousness. He charged, blasting globs of poison, but I slashed them out of the air.

My slashing cost me, as he got close enough to get a cut in on my stomach. I grimaced, already feeling more poison joining the stuff already in my body.

Backing up, I got in a cut of my own, scoring two marks across his arms before twirling the sword-staff and cutting him across the chest.

Toxic screamed in pain, stumbling to the ground. I tried to take the venom pony’s head off, but someone got in my way.

Somehow, Toxic’s scream grew ten times as pained, when a familiar thestral with dark red hair and eyes collapsed before him, my blade through his chest.

"Ashen!!" Toxic wailed, as his brother's eyes went dark before him. It had to be his brother, judging by his tortured look of grief. But his grief was useless on me.

"One Assassin left," I mused with a cruel smile.

"You bastard!" Toxic shrieked, his venomous body taking on a crimson red sheen. Holding his brother with one hand, he tried to take aim with his free hand.

I tried to back up, but he was faster, and his poison blast too the shape of a hydra. But just as the thing moved to swallow me whole… it blasted away in a burst of crimson flames.

Looking to the sky, I smiled beneath my mask. Rainbow Dash was right above us, with flames licking around her body. Yet no panicked expression adorned her face this time. She was completely in control!

"Glad you can join us RD," I said, the shadows exchanging my weapon for a scythe. "What did you do to gain control?"

Rainbow landed behind the thestral, grinning at me.

"I saw you being thrown across Canterlot,” she said. “I won’t stand by and not do anything to help.” Her gaze grew soft. “I never leave a friend hanging.”

"You truly represent your element, don't you?" I praised, before I saw the bat pony getting up. His poison melted the very ground beneat his feet.

Rainbow and I formed battle stances.

"Don't let any of that poison get on you,” I warned. “Even one drop of that stuff will kill you!"

“So… no show-boating?” Rainbow Dash asked, looking a bit too disappointed for my liking.

"No show-boating,” I insisted. “Take him out as fast as possible. Got it?"

"Got it,” she confirmed.

Looks like you know how to act when it counts, I thought gratefully.

"You will pay dearly for what you have done," Toxic said, his voice filled with more venom than the stuff around him. "You and your rainbow whore!"

I just grinned, seeing the look of rage on Rainbow’s face. This mother fucker must have a death wish.

"This bucker’s dead!" Rainbow vowed, her flames turning white-hot.

But before we could attack, Toxic was engulfed in a glob of poison that rose above us, forming a giant, skeletal looking beast of pure venom.

"Venom Demon: Hell's Judgment…" I whispered, fear entering my voice.

“Um… What's that mean?" Rainbow demanded, her voice cracking with equal fear.

"It means use those wings and fly!" I yelled, my own wings forming and taking me to the skies seconds before the beast could crush me.

As the cyan mare and I took to the skies, the poison monster hurled a large ball of red poison. We barely managed to dodge.

"Any Ideas on how to take that thing out?" Rainbow asked.

"One or two…" I growled, clapping my hands together before moving my left hand up and my right hand. My motions produced a bow of shadows, which I quickly stringed and formed an arrow between my fingers.

As I aimed, I noticed Rainbow Dash watching me with confusion.

"This is a little something I call Shadow Rain," I explained, before I released the arrow.

Halfway down, the arrow split into a hundred arrows. Yet when they hit the venom demon, they didn’t seem to do much but annoy it.

"Well that did nothing!" Rainbow Dash deadpanned. "Any other ideas?"

"One now,” I admitted. “But I'll need you to create a wind strong enough to blow away the poison! Can you do that?"

"Can I?" Rainbow Dash laughed, before vanishing from my side.

Yet, as I turned to the Venom Demon, I saw a rainbow and fire enshrouded blur racing for the Venom Demon. Just before she hit it… a sonic boom tinged with a rainbow burst out in a shockwave. She didn’t just blow the poison away… she blasted it miles away from the city. Toxic was left stumbling and clutching his bleeding ears, only able to moan when the pain combined with the beating I had already given him.

Right, I remembered from the show. The Sonic Rain-Boom.

Before the demon could recover from her sonic rain-boom, I took advantage, forming my scythe and embedding the blade in the disoriented thestral’s body.

"Game Over" I growled, as the shadows entered his body. “Shadow Execution.”

He got one moment to grimace in defiant agony at me, before spikes erupted from every inch of his body. Blood leaked down the spikes as he gave a few final twitches… and went still.

Dropping him to the ground, I searched around for the fruits. Soon enough, they appeared – a white swirled clone-clone fruit, and an apple rapidly turning red with the swirls of the venom-venom fruit.

Seizing them up and placing them in my shadows, I dared to finally relax and turn back for the castle.

But then, I noticed a familiar weakness still prevalent in my body. The oily chill of the venom-venom. Looking down, I saw my pants were ripped. A single drop of Toxic’s red poison glistened like blood on my skin.

My eyes widened. “Oh, no.”

Venom Arc Ch. 2

Oc Toxic Dust and Ashen Dust belong to DarkKing2 and I would like to thank him for letting me use them in my fanfictions. Now if you want your Oc featured in The Shadow of Equestria I'll need to know the details

Name:
Race:
Description:
Devil Fruit:(optional)
Backstory:(Their backstory will determine whether or not if I can use them)