Noxfero snuggled his nose into his soft pillow, before lazily opening his eyes: he had ended up with his face in Rarity's belly, as the unicorn was grumbling something in her sleep, brushing her cheek on the devil's hair. He yawned and pulled away from the candid mare, who murmured something before rolling to the other side. The devil stretched his arms, yawning again, and looking tiredly at the faint scarlet light filtering in through the window. He turned his head: his bed was empty, except for him, Rarity, and a curled up Fluttershy.

The devil blinked, before jumping on his feet, moving his eyes around and sniffing the air, accidentally pushing over the white unicorn.

"Hey what's happening?" she managed to say, standing up, while Fluttershy was pushed out of the bed too, with an 'eep' of surprise.

"Where are the others?!" asked the archdevil to no one in particular, as he sniffed the air. He could smell them, but it was mostly covered by the stench of the castle.

"I… uh… they woke me up earlier… they were hungry… They decided to go to the kitchen." Muttered Fluttershy, looking at the devil. "Is that… uh… a problem…? "

"Of course it is! What part of 'it's dangerous here' didn't you catch?" hissed the devil. "Well, at least I know where their noses brought them." He ran to the door, while a couple of shadowy hands grabbed the two mares and began to follow the devil.

"They could really be in danger?" asked Fluttershy, scared. The devil didn't answer, almost tripping down the stairs, and slamming a door open.

The kitchen was much more chaotic than usual: Pinkie Pie was running all over the large room, trying to catch a pack of gingerbread men that were running around, likely escaped from the half smashed bow that was laying on the floor. At the table, Applejack and Twilight were at both sides of a really pissed Pumpkinhead, the first mare tapping his stuffed body cautionusly, the second one examining closely every action the scarecrow performed. He gulped angrily his cup full of sawdust, moving his carved eyes toward the devil that was glaring into the room.

"Master, I can understand these creatures are guests… but they are pretty rude." He stated, pushing away the orange hoof that was pressing on his chest. The devil sighed, relaxing and entering the kitchen, followed by the last two mares.

"Morning Noxy!" called Jaco from behind his cauldron, where a grey slime was bubbling. "You are up early."

"Mh… that's true. Usually we never meet at breakfast." Nodded the scarecrow, walking towards the devil. "And those ponies are earlier risers than me."

"Well duh, I'm a baker!" stated Pinkie, stopping in the middle of the kitchen. "I woke up, waited a couple of minutes to not disturb anypony. But then my tummy began grumbling and I was all like 'stop tummy, we can't wake up all the others' and it was like 'but Pinkie, I'm hungry!', so we passed some time arguing. Then Applejack woke up, and she was hungry too, so I proposed that maybe we could go to search for the kitchen, and she was all like…"

"I got the picture, thanks Pinkie." Stated the devil, trying to hold back a little smile. The mare smiled and hopped towards the table, her gingerbread prey in her mouth. "Jac, Jac, make something edible for the girls. If we have something."

"Yup, I was trying, but I don't think they can eat living slime." Answered the little demon, watching as the substance in his cauldron raised some jelly tentacles out. "I'll see if we have some veggies somewhere."

"I assume those… creatures… will be our guests for some time?" asked the scarecrow, looking at his master.

"Until you fix the portal machine in some way."

"What? We are not leaving until we find the princess!" exclaimed Twilight. The devil glared at her.

"It will surely take some time. And I'm not sure it'll work." stated coldly Pumpkinhead. "I'll try to do something then. If it's urgent as I suppose it is…" he added, before turning, pushing away the orange earth pony that was pressing on his leg, and walking out of the room.

"Hey, what's his problem?" asked the cyan pegasus, flying over the table. "He looked at us like if we were some kind of circus freaks, even if he is the talking scarecrow."

"You looked at me in the same manner, when we first met." Said the devil, grinning. "And even for Hell, talking horses are a peculiar thing. And he's also a scientist, so it's normal that he looks at you as some sort of scientific subject."

"Like when you followed me all around Ponyville dressed in bushes, trying to find out about my Pinkie Sense!" exclaimed the pink mare, pointing a hoof towards Twilight.

"Well, it's mighty peculiar anyway, a talking scarecrow. Now, what kinda of magic can do something like that?" asked Applejack curiously, sitting with difficulty on one chair, as Jaco served a big, purple apple in front of her.

"No magic. He's actually a ghost." Explained the devil, impaling one of the gingerbread men with the point of his tail and raising it in front of his mouth, a dense stream of scarlet syrup pouring out of the biscuit's wound. "He's just possessing the scarecrow."

"A…a ghost?" cried Fluttershy softly, lowering her head.

"Kinda. Not the type going around moving chains anyway, so you don't have to worry too much about him. Just don't tempt him to dissect any of you…"

"WHAT?"

"Just joking, just joking…" grinned the devil, biting off the gingerbread man's head.

"Well… anything else we have to know?" asked Rarity, while picking up with her magic grasp a slice of a strangely green cake, sniffing it cautiously. The devil opened his mouth, but before he could say anything, the kitchen door opened, and a gray-heared man entered the room, scratching his naked chest, yawning.

"Morning boss, strange to see you here so early…" he began, before his brown eyes focused on the six little horses that were sitting around the table. His face opened in an enormous smile, full of sharpened teeth. "Oh man, and it's not even my birthday! Look at those!" he cried out, running towards the table, and pinching with a couple of fingers Rarity's flank. "Look at this, just fat enough to be a challenge!"

"Excuse me! Fat? I'm not fat! It's just healty mass!" boasted the unicorn mareglaring indignantly at the man, who stepped away, startled, before smiling again.

"And you also found a way to put human souls in them, to give the impression of a real chase! Thank you master!"

"Don't make me slap you with a rolled up newspaper Esper, these are not food, they are guests." Grunted the devil, glaring at the man, as his smile disappeared.

"Guest? You sure?" he whined, licking his lips and looking in quite a famished way at the mares.

"Yup. I'll explain the situation later, when Sasha and Zira are back too. Girls, this is Esper. He's in charge of the castle's prisons." Stated the devil, pointing at the man. Esper grunted, walking towards the fridge. "He's a werewolf." Added the devil, as the man took out an half frozen human arm, sitting on the table beside Applejack and beginning to bite the cold flesh.

"What? A werewolf? What is that?" asked Twilight, while backing away, her eyes focused on the man ripping off chunks of flesh with his teeth.

"It means that you don't want to stay near me when the moon his full." Esper grinned, gulping down the meat.

"I think I have to puke…" muttered the purple mare, pressing her hoof against her mouth, sliding off the chair and running towards the door before Noxfero could stop her. She opened it with her magic, and slammed into a little creature with a little black raincoat, black hair, a frown on his face and no nose at all.

"Watch out where you are going!" hissed the little devil, pushing back the mare, before noticing that he had actually hit a purple unicorn. His eyes widened, as his angry frown changed to a surprised frown. "And what the heck are you supposed to be?" he asked to the mare, ignoring the sick expression on her face. The mare repressed a barf, breathing heavily.

"He's… eating… he's eating…" she groaned, pressing a hoof to her mouth again and darting outside. The little devil watched as her silhouette disappeared down the dim corridor, before walking calmly inside.

"What's that, a new invention from Pumpkinhead?" he asked coldly, sitting in the now empty seat. Noxfero didn't answer him, jumping to his feet.

"Jac, keep an eye on the girls!" he hissed, before darting out of the kitchen. Junior glared at him for a second, before darting out a forked tongue and grasping half-chewed arm, pulling it into his mouth.

"I was eating that…" grumbled Esper, watching as the little devil gulped down the arm without even chewing, while the were watching in terror as the lifeless arm disappeared into the tiny body.

"Anyway…" hissed Junior, spitting a finger onto the table. "What are these things? Dad's new toys?" asked the little devil, pointing at Applejack, the nearest mare.

"Why you don't have a nose?" asked Pinkie.

-oOo-

Twilight ran down the corridor, her eyes locked on the soft purple carpet under her hooves: she could still see in her mind the image of the sharp teeth ravaging the dead meat, smell the foul breath. The mare leaned against the black wall and stopped, breathing heavily. Then she simply threw up, staining the carpet with the few bites of fruit she had taken in the kitchen.

She felt like shit, quite honestly. She sat down, breathing heavily, her eyes beginning to tear up. She had spent all night thinking about Noxfero's words, and now, after seeing a sentient being tearing apart a chunk of meat that had been a part of another sentient being had just crumbled the few excuses she had created to reassure herself.

The mare began to sob, trying to stand up without stepping in the little pool of vomit she created. She sniffed and turned, just to see a long, dark corridor she had run. She had no idea of how to get back to the kitchen.

"Ok… ok… calm down Twilight. Surely, if it's so dangerous, Nox will come to find you." She murmured, trying to reassure herself, while pressing against the wooden surface behind her. "Or maybe he's not coming. That's the perfect way to get rid of the worst plan-maker …" she thought suddenly. She had dragged all her friends into a potentially-lethal area, and Noxfero had been angry about that. Maybe he leave her alone, as a punishment. The mare pressed even more against the surface, that moved, revealing to be a door, as she stumbled and fell into an enormous, low-lit room.

Twilight rolled onto her belly, standing up and looking around: wherever she moved her eyes, she could only see enormous bookshelves with tons and tons of books. Her mouth opened, as she realized she was looking at an enormous library. She walked a little further towards a bookshelf, looking around with amazement, her fears forgotten.

She lit up her horn, since the room was extremely dark, lightened only by few red candles, that were scattered all over the place. Following the luminescent bulb of light that she had summoned, she slowly passed beside a series of black books, walking towards the center of the room. Where, placed on a soft scarlet carpet with a rose decoration, was laying a glossy and well cared for coffin, opened to reveal the purple inside.

"Now… what the hay is a coffin doing in a library?" she asked to herself, before lowering over it, noticing the series of books scattered inside, failing to notice the pair of scarlet eyes that glared at her from above a shelf, as a shining smile opened in the darkness, revealing a series of shimmering teeth that had the addition of two enormous canines, similar to fangs.

-oOo-

"You don't seem to be really surprised by 'talking horses.' I assumed they were a strange sight for this world." Stated Rarity, while looking with curiosity at the little noseless creature. He looked at her with his frowning eyes for a couple of seconds, before answering.

"I've seen the void and the madness in the chaos between the dimensions. There is really not much that can surprise me." He muttered, before slurping the plate full of slime that Jaco put in front of him. "But apart this fact, I still don't know what you're supposed to be."

"Oh, they are friends of mine and your father's." stated Jaco, while placing a couple of plates full of not-so-healty fruits in front of the ponies. "They are here by accident, and now we have to keep them here 'till Pumpkinhead manages to fix the machine to send them back.""

"Ya're Noxfero's little kid?" asked Applejack, surprised. The little devil ignored her.

"And the purple one was freaking out because…?"

"Oh… Twilight is a city girl. Evwn more than me. I doubt she ever saw a carnivore eating meat." stated Rarity. "Even I have seen some timberwolves hunting down some poor little bunny out of the forest."

"Oh… yes, seeing it is so much different that learning about that in books…." muttered Fluttershy, trying not to look at Esper, who was currently mauling a leg. "But it's just… in the natural order of things… I mean… carnivores eating meat… right?" Esper and Junior shared a glance.

"Yes… natural…." muttered the little devil, darting his tongue out and grasping the finger laying on the table, startling the yellow pegasus.

"Timberwolf? Man, you have seen some weak shit girls. I have to show you a REAL wolf." Grinned Esper. "Then you could say you have seen something…. what did you called it? Ah yes, natural."

"Do it later. If you change in the kitchen, you'll end up scratching all the floor." Hissed the little devil, jumping out of his chair. "Anyway, if it's dad's decision to keep these freaks here, I won't say anything. Just keep them away from my room. Their stench of goodness is suffocating."

" Hey! You're suffocating!" retorted Rainbow Dash. The little devil ignored her, walking towards the door.

"Oh, by the way, I forgot to tell dad that Sasha has returned. Tell him when he's back." Stated Junior, before slamming the door behind him.

"Why, that little…" began Rainbow, being cut off by Pinkie.

"Who's Sasha?"

"Heh, she's a tough one." Grinned Esper, lapping a little bit of blood off his lips. "Freaking vampire. One of the old school, I might add. She's the first servant the boss hired, back in the days."

"Yeah, good times when it was just me and Nox, recruiting all of you. You were the second one." stated Jaco, smiling. "I'd better prepare a glass of blood. She'll be thirsty."

-oOo-

"How can a freaking mare run so much?" growled the devil, running towards the third corridor. "How much I hate the rule of not using major powers of transportation inside our own domain… why the hell did Satan created a rule like that?" he hissed angrily, while turning around a corner. His nose immediately noted an acute smell, and he immediately noticed the little puddle of digestive juices and half digested apple. He darted his eyes around, and noted the half opened door of the library.

"Well… of course she would have ended up here…"

He opened the door, just to see the purple mare laying on the floor, reading happily a book that was in front of her, while a girl with dark red hair, white skin and a purple dress was patting her head.

"Oh… you are back." stated the devil with surprise, walking towards the two. The girl moved her scarlet eyes to the devil, smiling, showing her fangs.

"Hello boss. Yes, returned like half an hour ago, and ended finding this little thing wandering around the library." She said, pointing at the unicorn.

"She let me read her books!" chirped happily Twilight.

"That's nice. I actually thought you would have tried to attack her and her friends. You know… being virgins and all…" whispered the devil. The vampire made an annoyed expression.

"I may have gone to the wedding of my sparkling nephew of my brain-defected side of the family, but I'm not lowering to their level. I don't drink animal's blood." She said grumpily, crossing her arms. The devil nodded, satisfied. At last, one of his servants wasn't a possible threat to the girls.

"Can I read something more? Please?"

"But of course. I think I found someone that actually enjoys my books!" exclaimed happily the girl, jumping towards a bookshelf. "You can stay as much as you like."

"Or untill she gets really, really thirsty." murmured Noxfero, grinning.

Oo-oO

Here, third chapter. Hope you enjoied to meet most of Noxfero's servants, just one left. Drop a review, and see you next time guys.