When she reached the bottom step, Maleficent was left speechless; she had finally arrived in the Underworld… and it was much grimmer, darker, and more macabre than she thought. But nevertheless, she was entranced. She felt a slight chill up her back as she gazed out at the River of Souls, unable to find the right words.

"Diablo… we're here." She said in awe.

"Excuse me?" A craggily voice asked.

Maleficent turned her head to see the ferryman of the Underworld, Charon, standing in his boat and waiting for his next passenger. Charon was exactly like he did in the book; tall, thin, gray complexion, skin and bones, and a large skull for a head.

"You're not dead. Who are you and what brings you here?" He said.

"Forgive me, but I am Maleficent and I'm here to set the Lord of the Dead free." Maleficent answered.

"Set him free?"

"Yes." She showed him the message. "I've found this inscription earlier this evening and I must see it to the end."

"Hmm, I see." Charon took a good look at Maleficent, unsure of whether to believe her. "…How do I know I can trust you?"

"I may seem untrustworthy and I can understand that, but I give you my word that I truly mean you no harm, Sir Charon. And I never go back on my word."

Diablo nodded his head in agreement. The ferryman scratched his chin in thought for half a minute before making his decision.

"…Very well, Miss Maleficent. I will take you to the Well of Souls. That was where Lord Hades was banished when Hercules defeated him." He said, offering his hand to the dark fairy.

"Thank you." She took his hand and settled into the boat.

"Off we go."

And at that moment, the boat slowly made its way down the river towards the lair of Hades. They even rode past Cerberus, Hades' giant three-headed guard dog, who growled and snarled at the living intruder. Diablo cried out in fear and hid behind his mistress for protection, but Maleficent gave the hound the darkest glare she could muster and that was enough to make Cerberus back off and allow them to go on their way. Meanwhile in the lair, two winged imps, one blue and thin and one pink and round, were sitting on a large stone throne and reading what looked like a Grecian magazine.

"Pain, did you take the body image quiz again?" The blue imp asked.

"Sure did, Panic. Apparently, I'm a pomegranate shape this time." The pink imp replied.

"Yeah, I can believe that."

"And what is that supposed to mean?"

"Nothing! I'm just saying—"

Then they heard a bell ringing, which made them jump.

"What was that?" Pain asked.

"Another new soul?" Panic suggested.

"No idea."

"Here we are." Charon's voice said.

"Thank you, Sir Charon." A new voice replied; it didn't sound familiar to Pain and Panic at all. All they knew was that it was feminine.

"Is that Charon?" Panic asked in a whisper.

"Yeah, it is. But who's he talking to?" Pain quietly asked.

"Beats me."

The imps peeked their heads out of the window to see a dark figure climbing out of Charon's boat. They gasped.

"Who is that?!" Pain asked.

"No clue." Panic answered.

"I hope you succeed. Things down here haven't been the same since Hades was banished all those centuries ago." Charon told Maleficent.

"I understand. And I assure you I won't fail." The dark fairy replied.

"Never make a promise you cannot keep."

"Of course."

"The Well of Souls is just up this way. Just keep going until you reach a deep chasm filled with souls going down."

Maleficent nodded and went up the stairs.

"She's coming this way!" Pain cried.

"Quick, hide!"

Panic grabbed his companion and they quickly hid themselves behind the throne. They slowly peeked their heads out to see the figure of Maleficent enter and walk right past them. It was then that they noticed Diablo perched on her shoulder. They ducked away just as the bird turned his head in their direction. Soon they saw her go through a doorway on the other side of the room; it led straight to the Well of Souls. When she was out of sight, Pain and Panic looked at each other.

"Who is she?! And what does she want?!" Pain asked.

"I don't know! And did you see that bird? That thing gave me the willies." Panic hissed.

"Whoever that lady is, she's probably a thief wanting to steal an Amphora or some water from the Pool of Forgetfulness! Or at least something valuable!"

"But wait! Didn't Charon tell her something about the Well of Souls?"

"Yeah, so?"

"So… what does she want with the Well?"

"I… have no idea. But whatever she wants with it, we'd better see what she's up to. Come on!"

In an instant, the two imps emerged from their hiding place and quietly followed the dark fairy into the antechamber, taking extra care not to be seen or heard. As Maleficent walked closer and closer to where the Well was, she could help but feel a twinge of excitement as well as a hint of fear coursing through her. She was going to do something she had never done before… and it was a little overwhelming. When she arrived at the Well of Souls, she almost couldn't believe her eyes. She gazed down into the pit and true to Charon's word, it was filled with the souls of dead mortals and they were all going in a downward direction. She sighed.

"Are you ready, my pet?" She asked Diablo; he nodded. "Good. Now, hold up the spell while I cast it."

She handed the raven the parchment, which he gladly took in his claws. It unfurled and Maleficent took another look before turning to face the Well. She held her scepter in front of her with both hands and closed her eyes, the orb in her scepter starting to glow a different color. She took a deep breath and began to recite the spell. Pain and Panic watched from the doorway, unable to process what they were actually viewing before their eyes.

"Forces of darkness, hear my cry!

Bring back the one who cannot die!

Let the God held prisoner here!

Come once again and reappear!

Now go with the hex and serve me well!

Free the Lord of the Dead, cast my spell!"

At that moment, a beam of bright blue light shot out of the orb, ricocheted off of the huge cavernous ceiling and shot down straight into the Well. The spell itself was so powerful that it nearly knocked Maleficent off her feet, but she stood her ground and kept a tight grip on her scepter. The beam suddenly stopped, as if it had just caught onto something.

"It must be him." Maleficent said to herself as she started to use her scepter like a fishing pole. She pulled and tugged and tugged and pulled with all her might, but whatever the beam had caught wouldn't budge. "Argh, come on! Come on!" Even though she was using every ounce of her strength, Maleficent realized that it wasn't enough; it was beginning to fail her and she saw that she was slowly being dragged closer to the edge. Diablo cawed in a panic as he tried to help his mistress; he grabbed the scepter with his feet and pulled with her, but it was in vain. Pain and Panic gasped.

"She's trying to free the boss!" They screamed before covering their mouths, realizing their volume.

Maleficent glanced behind her and shouted, "Get over here!"

Pain and Panic nervously ran over to her and looked up at the dark fairy.

"Were you two following me?" She asked.

"Maybe, maybe not." Pain answered. "Forgive me, but you seem to be struggling."

"Need any help?" Panic asked.

"I don't need help. I can do this just fine on my—" Before she could finish, she was pulled even closer to the Well. She tried to dig the heels of her shoes into the ground beneath her, but it didn't help.

"You were saying?" Panic asked.

The dark fairy rolled her eyes and sighed. "Very well. Grab my scepter and help me pull."

The imps did as they were told. They all began to pull as hard as they possibly could, but it still wasn't enough. Maleficent groaned and strained as beads of sweat started to drip from her brow; Pain and Panic were struggling to keep a good grip on the staff.

"Heave, ho! Heave, ho! Heave, ho!" Pain and Panic said; Diablo cawed along with them.

"These… souls are… relentless! Pull harder, you imbeciles! Harder!" Maleficent yelled.

"Put your backs into it!" Panic cried.

"Come on, pull!" Pain shouted.

Then, Diablo got an idea. He let go of the scepter and flew out of the chamber as fast as he could, cawing all the while.

"Hey, where's your bird going?" Panic asked.

"I don't know. He must have an idea." Maleficent said before she heard heavy footsteps.

Before anyone knew what was happening, Cerberus suddenly burst into the chamber. Diablo cawed at him to join the struggle; one of Cerberus's heads bent down and grabbed the end of the scepter with his teeth as the raven returned to his spot.

"Good thinking, my pet." Maleficent said. "Now all of you, when I say so, pull as hard as you can! I don't know how much longer this spell is going to last!" She noticed that the beam was slowly dying down. "On the count of three! One… two… THREE!"

With the help of Cerberus, the group pulled as hard as they could and in a moment, they all fell backward just as something big was flung out of the Well and landed right on top of Maleficent. She cried out in surprise as she was knocked to the ground.

"Agh, get off of me!" She shouted, pushing the thing they caught off of her.

She sat up and looked to see that it was Hades the Lord of the Dead himself lying on the ground next to her. Her eyes widened and she fell silent; she almost couldn't believe it. The spell worked; it really, really worked!

"Boss!" Pain and Panic cried, running over to the figure of Hades. They both started bowing before him. "Your Flamefulness! Your Tenaciousness! Your Combustibleness! Your most Lugubriousness!" They paused.

"Uh, boss?" Pain asked, nervously poking Hades' face.

"You there?" Panic asked, hiding behind Pain.

Diablo perched on Maleficent's shoulder as she got back to her feet; she gazed at the God of the Underworld. Even though his eyes were closed, his flames for hair were out, and his body wasn't moving, she almost thought he was… handsome, in a creepy sort of way.

"Hey, is he okay?" Panic asked, holding Hades' face in his hands.

"Why won't he wake up?" Pain asked, shaking Hades' shoulder.

Maleficent pressed her lips together in thought before coming up with her conclusion. "Eternal slumber."

"Huh?" The imps asked, turning their heads to face her.

"He has been held prisoner in the River Styx for so long, he's now trapped in an everlasting sleep." She said.

"Then… how do we wake him up?" Panic asked.

"Don't worry. I believe I know just the thing. But we need to take him back to the lair."

Maleficent then used her magic to levitate Hades off of the floor and follow her back up to the lair. Pain and Panic quickly followed after her. When they made it back to the lair, Maleficent gently placed Hades onto his throne. Pain and Panic were hovering near his head.

"So, uh… you said you knew what to do?" Pain asked Maleficent.

"Yes." The dark fairy answered.

"Then… what do we do?" Panic asked.

"…We must make an awakening potion. Luckily, I know the recipe by heart."

"Then that's good. But… how do we start?"

"Well I'll need a pestle and mortar, two or more containers, seawater, fresh water, Shallowwart, Fogbane, Cinder Lavender, Blood Turmeric, Fatalwood, and Viper Blossom. Diablo, could you go—"

"Say no more!"

Pain and Panic opened a nearby cabinet and it was filled with any and all potion making needs, including the ingredients Maleficent needed. The two imps took out the right ingredients and tools and placed them on the table in front of the dark fairy. Her eyes widened; she certainly wasn't expecting this. She gave them a surprised look.

"Is this not what you need?" Pain asked.

"I… no, no. This is… just what I need. Thank you." Maleficent said.

"You're welcome." Panic said.

"But let me ask you this… Why exactly does the Lord of the Dead possess potion making supplies?"

"Oh, he only uses them in case of an emergency." Panic answered.

"…Very well, then. Let's get started." Maleficent said, turning back to the supplies.

As Maleficent brewed the potion, Pain and Panic kept a close eye on their sleeping boss; his breathing was slowly growing fainter and fainter and it worried them.

"Uh, excuse me?" Pain asked Maleficent.

"Yes?" Maleficent said, not turning away from her work.

"What would happen if Hades doesn't, uh… um…?" Panic stuttered.

"If the Lord of the Underworld doesn't wake up soon, then… his light would go out." The fairy answered.

The imps gasped.

"Go out? Y-y-you mean…" Panic started.

"…He could DIE?!" Pain finished.

"Yes. And… done!"

Maleficent presented the finished potion to the two imps; they narrowed their eyes, examining the brew very carefully. The potion was in a silver ladle and there were a few tiny bubbles rising up to the surface.

"It looks like water." They said in unison.

"Yes it does, but appearances can be deceiving." She strode over to Hades. "Now, you two keep his mouth open while I dispense the potion. One gulp should do the trick."

Pain and Panic hovered to Hades and they carefully pried his mouth open. Being as slow and as careful as can be, Maleficent poured the potion into his open mouth. When the questionable liquid slid down Hades' throat, Pain and Panic let go of his jaw and closed his mouth. After a long moment of silence, they looked up at her.

"Now what?" Panic asked.

"Now, we wait." Maleficent answered. "Sometimes the potion takes a few minutes to take full effect."

Her thoughts were suddenly interrupted by Diablo's cawing. She whipped around to see her darling pet hovering in front of her, squawking insistently. Pain and Panic covered their ears to block out the noise.

"Agh, make it stop!" Panic shouted.

"That thing won't shut up!" Pain cried.

"What is it, my pet?" Maleficent asked the raven, ignoring the imps' comments.

Diablo gestured to the door leading down to the river, urging his mistress to follow him. Unsure of what else to do, Maleficent followed her raven down the stairs to see what he wanted to show her. Pain and Panic slowly took their hands off their ears, relieved to be free of the never-ending cawing.

"Phew, finally! I thought that mangy black chicken would never shut up." Panic said.

"Me, too." Pain replied before being interrupted by the sound of coughing behind him.

The imps turned around to see Hades moving in his throne, but his eyes were still closed. Something didn't look right to them; they ran over to him and they saw that he was coughing with his mouth closed and before they knew what was happening, Hades violently threw up onto the floor, nearly missing the imps. He coughed haggardly as his blue flaming hair sparked to life; he opened his eyes and groaned, putting a hand to his stomach.

"Boss!" Pain and Panic exclaimed, bowing before him. "Your Flamefulness! Your most Lugubriousness! Your—"

"Enough!" Hades yelled, blasting them with fire. "Ugh, what? What happened?" The dim light of the room gave way to colors, first blurred then crystal clear. As his vision cleared, Hades looked around and saw that he was sitting in his throne… in his lair. His eyes widened. "I… I'm free? I'm free? I'm free! I'M FINALLY FREE!" He stood up and his hair flared up with joy, only to be met with another mild pain in his stomach. He sat back down and gripped his abdomen. "Whoa, whoa. Geez Louise, how long was I out?"

"Uh… we kinda lost track at about eight hundred years." Panic nervously answered.

Hades' eyes widened again. "Eight hundred?! How long have I—" He paused. "Wait… how did I even get out of the river?"

"Oh, that. Uh, well…" Pain started before a scream of exasperation was heard.

"What was that?" Hades asked, standing up and heading towards the door.

Before Pain and Panic could stop him, Hades began to descend the stairs. The imps reluctantly followed after him, but they stopped when they were about halfway down. Hades was staring at the bottom with wide eyes.

"Uh, boss? Hello!" Pain and Panic waved their hands in front of Hades' eyes, but he didn't seem to notice.

"Whoa, whoa, whoa! Who is THAT?!" Hades asked.

Pain and Panic turned to see Maleficent at the bottom of the stairs and she didn't look very happy. Hades had never seen a woman like her before

"You fools!" She screamed in anger; she seemed to be yelling at a small group of her goblin guards. "I have told you not to follow me here! Away with you!" She pointed her scepter at the goblins and they disappeared in a burst of green flames. She sighed and pinched the bridge of her nose, Diablo nuzzled against his mistress. "Simpletons."

"Are you boys seeing what I'm seeing? Wow, what a knock out!" Hades exclaimed. "Who is she anyway?"

"Her? Oh, she's uh, she…" Pain started.

"Yeah, she's good ol', um…" Panic stuttered.

"Uh, hello! Name, gimme a name! Come on, who is she?" Hades demanded.

"…We don't know." They said in unison.

Hades scowled in disappointment, but that scowl quickly turned into a determined smile. "Well I don't know about you two, but I'm gonna go find out. Don't wait up, boys. Daddy's gone a courtin'." He smiled, disappeared in a puff of smoke, and reappeared next to Maleficent. The dark fairy was startled, but she didn't let it show.

"Evening, dark and deadly." Hades said, trying to sound smooth. He leaned up against the nearby wall. "Name's Hades, Lord of the Underworld. How you doin'? Nice face. Maybe you've heard of me?" He smiled and bounced his eyebrows at her.

Maleficent said nothing and bonked Hades in the head with her scepter.

"Ow!" He cried out in pain, rubbing the sore spot on his head.

"Why of course I've heard of you. If I hadn't, I wouldn't be here, now would I?" Maleficent said.

"Oh yeah, I guess that… Wait, what do you mean?"

"If I hadn't read your story, I would not be here to set you free."

Hades raised an eyebrow. "My story? Set me…? You're the one who released me?"

"Indeed I am. Please, allow me to introduce myself. I am Maleficent, the Mistress of All Evil, and it is a pleasure to meet you, my lord." She curtsied before him and Diablo bowed his head; Hades folded his arms as Pain and Panic joined him.

"Pleasure's all mine, I guess. Now not to be rude or anything, but… what are you doing here? The last time I checked, only DEAD souls are allowed down here. And you look pretty alive to me."

"I understand that, and I was dead… until my dearest pet here brought me back."

Pain and Panic tensed up and gave each other nervous looks.

"It was YOU?!" They asked.

"YOU were the one who set off that alarm a few weeks ago?!" Pain cried.

"You were the soul that left, weren't you?!" Panic chimed in.

Hades grabbed the imps by their necks, brought them closer to his face, and glared down at them, his hair turning yellow, orange, and red in anger. But before he could say a word, Maleficent cut him off.

"Yes, I understand. But my pet only brought me back so I could exact revenge on that wretched kingdom of King Stefan." She said.

"Kingdom?" Hades asked, mildly calming down; his grip loosened.

"Yes. I have turned everyone in the land to stone and covered the entire kingdom in thorns… only to be thwarted in the end."

"Wow… something must've gone way wrong, don't you think toots?"

"Oh, indeed. A pathetic little princess named Aurora interfered. Ugh, even just saying her name makes me sick. Do you know what she did? She tricked me into trapping her in an eternal sleep so I would set everyone she loved free, then her prince came along and they both unraveled my plans for revenge, deceit, and conquest!"

Hades paused and a small smile crept onto his lips. "Really? You don't say." He dropped the imps and walked closer to her. "You know… you don't have to leave yet."

"She doesn't?" Pain and Panic asked.

"I don't?" Maleficent asked at the same time.

"No. Listen, I am so sorry for being so rude to you before. You must be exhausted. Why don't you, oh I don't know, stay for the night?"

"Really?"

"Of course. I mean, it's been a LONG time since I've had a real living guest. I could even whip us up a bit of dinner. You must be hungry, too. What do you say?"

Maleficent put a hand to her stomach. "Well… I am a little peckish."

"Thought so! Now follow me, milady. We'll get you settled in." He chuckled, wrapped his arm around her shoulder, and led her back up the stairs. "By the way, do you like ambrosia?"