S4E07: Evil

And thou mourn at the last, when thy flesh and thy body are consumed.

Plot Synopsis
The episode began with a cold open depicting the Hell Factory's assault on Canterlot. It turned its weapons downward and began to slaughter the denizens en masse, with each kill feeding the Factory's already large mass. The slain became a cloud of dust that was absorbed into the Factory's exterior, expanding the fleshy portions of the outer walls.

After the opening sequence, ERAC arrived and tried to engage the Hell Factory, with A Unit and G Squadron in tow. The Hell Factory repaid their efforts in kind, firing back with very powerful weaponry. Damage to the Hell Factory's surface was minimal at best, and it was able to maintain air dominance while at the same time continuing to slaughter the panicking Canterlot citizens down below. Terminos attempted to search for a weak point, and could only find one: the power core, harboring Rainbow Dash on the inside. O-Lynna attempted to ignore the Hell Factory and go right for the castle trying to save the Princesses, but found she could not teleport to it. Instead she assisted the rest of ERAC as they turned their attention to the Hell Factory's weaponry, which proved to be more vulnerable than the rest of the fortress.

As the Hell Factory lost its guns, it began to change shape. In an instant all the flesh covering it vanished, being replaced with Nihility clouds that filled in the gaps. The Factory increased in length as it narrowed down its width. More weapons became visible, along with new ones that were much more powerful. Massive wings made entirely out of bone emerged from the sides and the very front became a mockery of Executor's face, most likely as an attempt to scare the populace and enrage the Anathemites. Once its transformation was complete, "seeds" appeared in the air, with over half of them dropping to the ground. Out of these seeds came the hollow, animated corpses of all the ponies the Hell Factory slaughtered. These zombie ponies were nigh-unkillable, with all non-Nihiliy based attacks only temporarily removing them from battle; they would regenerate only a few moments later. Using Nihility did not fare better, as the separated parts would start to act indeendently of each other.

The zombified ponies began to move in through the city, trying to hunt down what remainined of the city's population. Any pony the zombies killed would likewise join in the undead crusade for their new master. Paladin of G Squadron attempted to summon a wall of crows to block off an entry point, but with the zombies regenerating, it would not have been long before they removed the wall. Up above, the Hell Factory began to move inward, dropping more seeds that landed further in the city, past the defensive lines. The lines were abandoned and everyone tried to stop the zombies that got past them. G Squadron's surface detachment also got struck from behind, and they began to crawl all over their Mimics.

Wolfgang contacted G Squadron and A Unit, saying a group of survivors had boarded themselves up in a mall at the edge of the city, but that it wouldn't be long before the zombies got in. Already when they arrived, they found the building surrounded on all sides by an ocean of corpses, trying to break through any door or window they could, and climbing all over the building trying to find a way in. On Wolfgang's suggestion, Oneiros and Terminos went inside just as the zombies broke in. He suggested that they use two portals. One to send the refugeees to ERAC HQ, and anotther to send the zombies to Nihility.

Back in the air, the Hell Factory had continued to endure attacks against its weapons when they all suddenly shut down. The bone wings retracted, being replaced with two massive cannon barrels fused to the side of the Factory. Arachnos knew what it was before it even charged: a Spiral Hadron. He urged everyone to scatter before it was unleashed. The Hell Factory unleashed its twin black Hadron beams, which then spiralled around each other and became a force so large that it covered the entire Canterlot cityscape. A Unit and G Squadron just barely escaped, along with a few ERAC cruisers. However, anything caught in the blast twas utterly annihiliated.

From where they were at this point, both A Unit and G Squadron had the perfect view of the carnage. The Hell FActory resumed its previous shape, and continued its assault on the city. The zombies swarmed all over the streets, breaking into houses and homes, and coming out with new zombified allies. The Hell factory's spiral hadron cleared the airways, allowing this to continue unabated. ERAC attempted to re-engage, but morale was beginning to sink. Ketsueki even commented on the destruction, utterly shocked that someone could be as monstrous as The General.

An explosion from the castle captured their attention right away. Fearing for the Princesses, A Unit and G Squadron rushed for the castle. The anti-teleport field was still in place, so they had to rush for it while the Hell Factory blasted them from above. One of G Squadron's pilots unleashed a very strong attacked that managed to lessen some of the pressure on them, helping to clear the way. Terminos remained behind, his rage having overtaken him. He attempted to go mono-a-mono with the Hell Factory, but without support he could hardly scratch it.

Meanwhile, inside the castle, the rest of A Unit and G Squadron arrived in time to see Hellgate pick up the wounded and weakened Princesses from a swarm of zombies, and absorb them into his arms, dumping them into his body. He turned to face the arrivals, telling them they were "too early." He also revealed that the entire assault had been a distraction so that he could get at the Princesses. He also acknowledged that they were not divine; this was but another step in their grand plan. Hellgate had hoped that they would have met in the air without them knowing about what he carried, but they did have a contigency plan should such a thing happened. Hellgate shouted a command to the Hell Factory where O-Hellgate's soul still resided, and negative rainbow beams rained down from above, reducing the castle to rubble. The two Hellgates had repaired and re-activated the Friendship Cannon, turning it into the Hatred Cannon.

The battle then began, with A Unit and G Squadron attempting to stop Hellgate from delivering his prisoners to the Hell Factory. In the air, they also found themselves subject to the blasts from the Hatred Cannon, which fired down at them periodically. Hellgate was noted to be less powerful than he had been previously, which turned out to be because Hellgate was using only one god aura. The other three were in the Factory's posession. Hellgate failed to make it to the Hell Factory, being forced to overshoot his entry point. The Hell Factory shot a black string laser at Hellgate, which did not seem to hurt him, but still caught him by surprise.

At this point, the Hell Factory began to move toward the castle while Hellgate lead the two groups out of the city. The Factory began to take on its original box-like shape and dock with the ruins of Canterlot, while Hellgate kept fighitng A Unit and G Squadron. Eventually Hellgate mustered all the power he had and unleashed a devastating series of quick strikes, causing serious damage. Wolfgang contacted them again, bearing more mad news: another strong Nihility signal had appeared, and it appeared to be another bomb. Hellgate revealed that he no longer held the Princesses; the Factory took them with the string laser. Those that still could rushed the Factory, trying to break in and get them out before the bomb could go off. Hellgate lazily trailed behind him, taking potshots.

At the Factory they found a lifeforce barrier around it, and getting inside meant killing the Princesses. The bomb was abnout to go off, and they were forced to sacrifice the city. Terminos tried to stay behind, and was mercilessly berated by Hellgate before Oneiros pulled him away at the last moment. The "bomb" went off, and it covered all of Cloudsdale. When the dust settled, they learned that Hellgate duped them a third time. It was not a bomb at all, but an expansion of the lifeforce barrier, now covering the entire city.

Hellgate hijacked ERAC's radio again and issued a threat: Give him the remaining Bearers of the Elements of Harmony, or he would kill the Princesses and unleash his army of zombies on the world. Knowing that Hellgate could very easily make good on his threats, it was decided to give him what he asked for and try to find an opening to attack. Wolfgang began to prepare a mission to take out the Hatred Cannon once and for all before it could be used against them again, and in the meantime he would send to gather the three Bearers they had. Rarity, however, was still missing since Ponyville was destroyed by the Vocus Remnant. She would need to be found.

Soundtrack

 * 1) The Siege of Canterlot - Shawn's Got The Shotgun (Doom II)
 * 2) Opening Theme - Main Theme (Sonic: Time Attacked)
 * 3) Assault on the Hell Factory - Onslaught (Rockman ZX Tunes)
 * 4) Changing the Game - Urban Jungle (Duke Nukem 3D)
 * 5) And the Dead Shall Rise - Robot Carnival (Sonic Heroes)
 * 6) Carnage - Invader (Duke Nukem 3D)
 * 7) Rush for the Castle - Neo Arcadia (Remastered Tracks Rockman Zero)
 * 8) Hellgate - Mithos Yggdrasill (Tales of Symphonia)
 * 9) Throneroom Coinfrontation - Doomsday Device (Rockman ZX Tunes)
 * 10) Royal Blood - Soul Ablaze (Rockman ZX Advent Tunes)
 * 11) The Second Bomb - Rainbow Factory (backwards)
 * 12) Desperate Push - Soul Ablaze (ZXBR)
 * 13) Detonation Sequence - Final Catastrophe (Code Geass)
 * 14) The Canterlot Barrier - Doomsday Device (Rockman ZX Tunes)
 * 15) Sundown - For Endless fight (Remastered Tracks Rockman Zero)
 * 16) Ending Theme - Main Theme (Sonic: Time Attacked)

Trivia

 * The header for this episode is a quote taken from the King James version of the Bible (Proverbs 5:11).
 * Its usage here has a double meaning. The passage itself refers to dying with regret, something Hellgate instills very easily. It also can be taken at face value, referring to the way the Hell Factory absorbs and "consumes" those it kills.
 * The passage is also yet another reference to Doom, where it was used as the basis for the name of the game's foruth episode, "Thy Flesh Consumed."
 * While the Hell Factory's general appearance is inspired by Doom, the second form it takes with large wings off the side and a face at the front makes it very reminescent of the Halberd from the Kirby series.
 * This episode was nearly entirely written by the music, hence its near constant use. Normally this would result in the opening theme becoming "Dream a Dream," however due to the darker nature of the opening it was swapped for the Main Theme of Time Attacked.
 * This makes it the second episode in a row to share the same opening and ending theme.
 * During the confrontation with Hellgate in the throne room, he makes a remark that he had hoped to avoid meeting the heroes to spare him a rant on justice and saving the princesses. He then adds that all they needed then were some turtles and the stage would be complete. This is a reference to the Mario series.