Dark Spectrum: Public Enemy

by Bootsy Slickmane

Rating: teen
Tags: Rainbow Dash, Comedy, Tragedy, Violence, My Little Pony: Friendship is Magic, Dark, Alternate Universe
Length: 39662

Everything fell apart for Rainbow Dash after the Mare Do Well incident. Bent on vengeance and driven by her raw emotions, Rainbow Dash becomes a villain that Ponyville won't soon forget.

Her heart was broken. Her reputation in Ponyville was in ruins. A menace, they called her. Said she wasn't a real hero. Blamed her for the sudden disappearance of their real hero, Mare Do Well. She'd even been abandoned by her five best friends. Everything she thought she could count on was destroyed.

Bent on vengeance and driven by her raw emotions, Rainbow Dash becomes a villain that Ponyville won't soon forget. But she soon finds that not everything in Ponyville is quite what it seems.

Special thanks to DragonShadow, who pre-read and helped me revise this story. Thanks also to JofY, who gave suggestions for the second revision.

The comments are full of unmarked spoilers, so watch out.
Obviously, this contains massive spoilers for the season 2 episode "The Mysterious Mare Do Well," and one must have seen it before this story will make much sense.
Rated Teen for violence and some blood.

Published 2013-12-14 22:10:04 UTC
Last updated 2013-12-20 23:24:25 UTC

Chapter 1: A Hero Falls

They'd been her best friends, the closest thing to family that she'd had in Ponyville, and then they turned on her. All of them had conspired against her. Even Applejack, the most honest pony in town. Even Fluttershy, the kindest pony she'd ever heard of. They'd humiliated her in front of the entire town not once, not twice, but four times. And when she confronted them, they'd said they were doing her a favor. How was she supposed to respond to that?

She'd run away. What else could she have done? There was no way she would ever let them see her cry. She'd galloped and flown away from the treacherous ponies she'd once thought of as her best friends, and didn't stop until she was inside her cloud home. That was four hours ago, and she hadn't left her bed since.

"How could they do this to me?" she mumbled into the wet pillow beneath her head. "How could they...."

Twilight and Applejack's words still rang in her mind. "Celebrating your accomplishments is natural but— rubbing them in everypony's face is not."

And yet that was exactly what they'd done to Rainbow. Not only did they show her up, but then they had the audacity to loudly praise their own accomplishments as the masked mare. Then they tried to give her a lesson about how bad pride was? They'd bragged their tails off about what they had done as Mare Do Well, and then they had laughed at her when she expressed her jealous discontent. They didn't even try to stop her from making a fool of herself at the parade.

"What kind of pony does that to a friend?!" Rainbow shouted to nopony, tears slipping from her narrowed eyes and matting the fur on her face. "What kind of friends...." Dash sat up, gritting her teeth. "No. Not anymore. They're not gonna have me to laugh at. They're not my friends anymore."

Rainbow paused a moment as that sank in, the truth of the statement worming its way through her mind. What else could the past actions of those five mean? "They're not my friends anymore," she repeated solemnly, collapsing back onto her bed. She wrapped her forelegs around a pillow and held it tight, desperate for something, anything to hold onto as her world fell apart around her. If only the purple cushion could hold her back.

Her muzzle pressed to the pillow, she slowly slid into darkness.

* * * *

Rainbow's eyelids slid open. She had to blink a few times to clear away the lingering blur that her groggy eyes cast over the world. She groaned, turning over and rubbing at the crust on her eyelids a little. She wasn't sure when she'd fallen asleep, but it seemed to be morning already. It took her a moment to remember why there was a wet pillow pressed to her chest, and she simply sighed when she did.

She rolled onto her back to stare at her ceiling, but didn't get much deep contemplation done before her stomach started protesting its lack of food. Dash slid off the bed with a groan and trotted down to her kitchen. She groaned even louder upon opening her cabinets and finding only a few apples and a box of cookies. She checked her refrigerator, but all it had was a prepackaged salad and a tub of ice cream. It looked like she had some shopping to do.

Rainbow paused at her front doors, trying to remember if today would be a market day for Applejack. Dash wasn't quite ready to see any of her ex-friends just yet, so she hoped that AJ would be kicking her stupid trees or something instead. Her stomach growled again as she walked out, and she growled right back as she hopped off her front porch and spread her wings.

Her mind wandered back to a potential encounter with AJ as she made her way toward Ponyville. What would she do if the farm pony was at the marketplace? Ignore her? That seemed like a good idea. She didn't feel like yelling at her quite as much as she did the previous night. In fact, she felt almost foolish now that she'd calmed down. Perhaps she'd overreacted a bit. After all, her friends said they were trying to help her, and she might have let the whole superhero thing go to her head a bit.

And so what if they'd made fun of her for being jealous while praising themselves? So what if they'd lied to her and made her cry, which is totally not cool and not something that Rainbow ever does. She supposed that it also wasn't entirely their fault that she'd been completely humiliated in front of the whole town so many times and that they were so much better than her at being a hero in almost every way possible. So what if they'd made her miserable?

Dash became aware that she'd been clenching her teeth when her jaw started to ache, and she tried to relax a bit as she touched down in Ponyville's marketplace. She tried to focus on other things, like the drab color of the dirt roads, the absurd amount of carrots for sale, and the fact that nearby ponies fell silent as she trotted past. Anypony she turned toward looked away, all of them refusing to make eye contact with her as the silence turned to murmurs and mutters among the crowd. Dash thought it a bit odd, but Ponyville could be an odd place sometimes. She brushed it off and looked around for a quick snack to munch on as she did her shopping.

After a few seconds of scanning the stalls, she just shrugged and trotted over to a flower stand. She pointed a hoof at an arrangement of lilies, but something tapped her on the shoulder before she could speak. A short turn of her head revealed it to be Flitter, one of her co-workers on the weather team. Rainbow just stared dully as Flitter shuffled a hoof in the dirt.

"Uh, what happened to Mare Do Well?" she asked.

Rainbow just rolled her eyes and turned back to the flower stand.

Flitter glanced back at Cloudchaser, who waved a hoof toward her encouragingly. She tried again. "What happened to Ponyville's hero?"

Rainbow groaned. "Why don't you go ask her yourself?" She pointed at the flowers again.

The pony running the flower stand cut her off this time. "We don't know where she went. Last I saw, you were chasing her away from the parade. So, where'd she go?"

Rainbow looked up at the cream-colored mare with the red mane. What's her name? Rose? Yeah, Rose. "Look, if she went somewhere, I dunno about it, okay? I just want some food, so can I get three—"

"You did something to her, didn't you?"

Rainbow cocked an eyebrow at Rose. "Huh? I didn't do anything to her."

"Oh, of course not," Merry May said, dragging the words out mockingly as she approached her fellow weather pony. "You just chase Mare Do Well away from her own parade and then she never comes back. Must just be a coincidence, huh?"

Rainbow shook her head and tried to speak, but Flitter interrupted her, a worried expression on her face. "You didn't really chase her off, right Rainbow?"

Rainbow scoffed. "Of course I didn't—"

"I'll bet she didn't just chase her away from the parade, she probably ran her right out of town!" Rose huffed, glaring at Rainbow.

"I'll bet she was jealous of Mare Do Well," added another pony, "she just drove her away so she could be the hero instead."

Rainbow stepped back from the flower stand, shaking her head. "What? I didn't drive her away!"

"Well, until you bring Ponyville's hero back, you can forget about getting any flowers from me," Rose spat, slapping down a "CLOSED" sign on her flower stand.

"Hey, wait a minute," Dash started, but other voices spoke up from the marketplace.

"Yeah, you can't have my flowers, either!" said Daisy from her own stand.

"She's a menace, that's what she is!" Cherry Berry chimed in.

"A fiend!"

"A villain!"

Dash stepped back, thoroughly confused by the gathering mob. It was as if ponies were just appearing out of nowhere to jeer at her. Cloudchaser stepped up next to Flitter to add her own accusations. Flitter just backed away from the group, biting her lower lip and glancing around at the cluster of angry ponies. A few others hung back from the crowd as well, looking as perplexed as Rainbow felt. Try as she might, she just couldn't quite make sense of what was happening around her, but it was anything but good.

As if to drive the point home, a hoof was driven into Rainbow's face. Several ponies outside the crowd gasped. "Lyra!" she heard somepony shout from just outside the crowd.

Rainbow turned, slightly dazed, and caught sight of the mint-colored hoof coming at her again. She leaned back to dodge the blow before lunging forward and clocking her assailant across the face, sending the unicorn stumbling sideways. The green unicorn cocked a hoof back again, but a cream-colored mare grabbed onto it before she could strike.

"Lyra, what is wrong with you?" the other mare asked.

Rainbow held a hoof to her bleeding nose for a moment before pointing it at Lyra. She opened her mouth to speak, but stopped as the angry mob started closing in on her. She didn't like where this was going.

Cherry Berry raised a hoof, but Rainbow hopped up and kicked off Cherry's chest before she could swing at her. Dash flew up past the few pegasi nearby, having to push an incensed-looking Derpy and a perplexed-looking Thunderlane out of her way before she rocketed off over the rooftops and away from the marketplace. She flew straight home, completely forgetting why she had left the house in the first place. One thing had been made exceptionally clear by the gathering mass of accusing glares: Rainbow Dash was no longer welcome in Ponyville.

She pushed through her front doors a few minutes later. She stood just inside the doorway, breathing through clenched teeth for a few seconds before bucking the double doors shut. After everything she'd done around Ponyville, after the lives she'd saved, the townsponies had turned on her just like the other five. They wouldn't even sell her food. How was she supposed to eat?

She had assumed that somepony would have made some sort of announcement about Mare Do Well and how she was just a cheap trick to make Rainbow look bad. She then realized that, after what those five had done to her, it was stupid of her to assume that they'd be so kind as to tell the public the truth. No, they just cut the act without a word and let everypony think that Rainbow had run their new favorite hero out of town. Even when Rainbow had told them the truth, nopony had listened. She hadn't realized just how vicious those ponies could be.

What kind of friends would do that? Maybe Rainbow wasn't overreacting last night. If they were willing to just throw her away like an old saddle, maybe they really weren't her friends anymore. It was probably for the best, though. After all, ponies so horrible didn't deserve to be Rainbow's friends.

Dash made her way upstairs, sniffling as blood leaked from her nostrils, and collapsed onto a floor pillow. Forelegs on the edge of her desk, she tried to compose herself and calm the flurry of emotions inside her. She was somewhere in between flying into a rage and breaking down into another crying fit. She'd never felt so broken and alone before. She hated being alone.

Her eyes moved to the splatters of blood on her hooves, and then to the mirror across the room. Her salty tears had mixed with the red liquid leaking from her nose, and the fusion was dripping onto the desk. She grimaced at the pitiful mare she saw in the reflection, and turned away.

Dash jumped a little as she felt something tap against one of her hind legs, but she relaxed again when she realized it was just Tank. She looked down at the tortoise and patted a hoof against his head. At least she wasn't completely alone. It didn't make her feel that much better, though, since she was reminded of her friends every time she saw her pet.

What was up with them? Did the five think that she didn't learn her lesson hard enough, so they piled on even more punishment? At that point, it wouldn't have surprised Dash. Her nice and loyal friends had all changed into jerks, so there really was no telling what they'd do next. She'd normally just ignore them, but now they'd turned half the town against her, so that wasn't really much of an option anymore. At the rate things were going, she'd probably be better off just moving somewhere else. It would seem that Ponyville was no longer her home, after all.

Rainbow just sighed, rubbing a hoof across Tank's tough shell. Her eyes lazily wandered away from the tortoise, moving across the few spots of blood on the floor and up to the dress she'd worn at the Grand Galloping Gala. A dress made by somepony she'd once loved like family, even if she was prissy and melodramatic. She made a mental note to burn it later. She wiped her bloodied nose and let her eyes wander further across the wall until they caught sight of a bit of yellow and black fabric just inside her closet. Rainbow recognized it, but got up to have a closer look anyway in the hope that it might distract her.

She pushed the closet door open fully, and looked over the Shadowbolt costume she'd made for last Nightmare Night. A thought came to her slowly as she ran a hoof across the stretchy fabric. She pulled the outfit from its hangar and quickly slid herself into it, leaving the hood hanging loose around her neck. She looked herself over in the mirror, tugging on the costume in a few places to adjust the less-than-perfect fit. It was a nice outfit, sure, but the colors could be a little better. It could use some accessories, too.

The thought continued to nag at her, and she walked to a nearby window, gazing out at the town beyond the river. It was a terrible thought, an insane thought. Yet, as it pushed through the emotional storm in her mind, it became tainted and stained, battered by the echoes of the insults, accusations, and mean-spirited titles thrown at her by the angry townsponies. By the time the thought reached her lips, it sounded sane. Logical. Righteous, even.

Those five ponies had taken everything from her. They'd smashed her ego, destroyed her pride, ruined her reputation, and now they'd even taken her home from her. They'd already taken her friends away weeks ago, replacing them with back-stabbing monsters, so what was left for her now? A city that thought of her as a nuisance? A fiend? A villain?

"Ponyville thinks I'm a villain, huh?" Rainbow pulled the Shadowbolt hood up and over her face. "They haven't seen anything yet."

Chapter 2: A Villain Rises

Rainbow Dash crept along the edge of the dark street in her Shadowbolt costume. A few minutes in the old outfit had told her two things: the stitches weren't very well-made and she had gained a little weight since last Nightmare Night. She'd have to do something about both issues, which was why she had come to this part of Ponyville. She stopped at a corner, peeked around it, then made her way onto the intersecting street. She stopped about halfway down the block, turning to finally face her destination.

She hesitated a moment, eyes fixed on the stone resting atop her hoof. She was no foal. She knew that once she started, there was no going back. Once she took those first steps along this new path, nothing would ever be the same.

She closed her eyes, thinking about what her five best friends would think if she went through with her plans. Rainbow gritted her teeth at the idea. "No, not my friends. Rainbow Dash doesn't have any friends." Her eyes opened, turning back toward her destination as her anger flared. She cocked her hoof back. "Not anymore."

She swung her leg forward, releasing the stone and letting it shatter the front window of the costume shop. She stepped gingerly through the broken window, glass shards crunching under her hooves. She pushed past the fake walls set up for the display window, and walked into the store proper. She'd been inside once before when she was putting together the very costume she was wearing, but she didn't really remember the layout at all. Luckily, finding what she needed wasn't very hard.

Dash made her way around the store, gathering up various sewing supplies, bits of cloth, and a few different bottles of dye. She stuffed them all into her saddlebags before poking her head out through the front window. She checked left, right, and even up at the dark sky, but nopony was in sight. Feeling fortunate that nopony had come to investigate the sound of breaking glass, Rainbow hopped out and trotted down the dark street. She peeked around the same corner again, but she paused as a familiar sight came into view further down the road.

Rather than taking her turn, she trotted straight ahead and into the marketplace, moving past the unattended stalls and shops. The street was empty aside from Rainbow, and looked almost abandoned. She didn't often wander at night, and the contrast in the town's apparent population between day and night struck her. If she were to make a guess based on what she saw now, Ponyville must be a ghost town.

No wonder Princess Luna was so upset all those years ago, Rainbow thought, gazing around at the desolate marketplace. Nopony ever does anything at night around here. She was starting to feel like she and the Princess of the Night had something in common as she looked up at the moon. Both of them knew the feeling of being unappreciated for their deeds.

Hmph. I just compared myself to an alicorn princess. I wonder what those two-faced ponies would say about my ego now. Rainbow shook her head lightly and kept walking. As if I care. It took her a few minutes to find what she had been looking for as she weaved through the market stalls. All of them were closed for business and lacked any products at the moment, but she knew there were a few whole buildings nestled along the street that would have items stored inside.

She only paused for a second before bucking the shop's front door off its hinges. She'd already broken into one store, so why not another? A few minutes later, Dash was back on the road, a sack of stolen carrots in her saddlebags. If nopony would sell to her, she'd just have to take what she needed. Plain and simple.

It still didn't feel very good, though.

Dash made it home without much fuss. She'd ducked into an alley to avoid a young couple taking a walk, and had spent the rest of the trip buried in a cloud that she carried with her to avoid being seen. Once inside her house again, she took off the costume, emptied her saddlebags, and started organizing her loot. She laid out the sewing needles, thread, scissors, and other tools on her desk. Then she laid out the various fabrics on her dining table, which she had brought upstairs for more workspace.

The fabric was a little rumpled, and Dash absentmindedly smoothed it out before pulling some paper from her desk. She sat down with a bag of carrots and started drawing, glancing at the Shadowbolt costume every few minutes for reference. Once she finished drawing a picture of herself in the costume, she set about making alterations to the design.

While it was a nice costume, it wasn't really her style. Her dress for the Grand Galloping Gala wasn't the right style, either. It was flashy and cool. She wanted sinister and cool. Something dark. The Shadowbolt costume was close, but not quite right. Maybe change some of the colors. And the faux cutie mark would have to change. She'd want to recolor her mane and tail, too.

"Hmm...." Dash leaned back from her drawing, thinking. She'd need a name. Rainbow Dash was the hero they had turned on, but it was somepony else who would make them suffer for it. A new pony, born from the blood and tears of the mare they'd condemned. She knew there was no going back, so why not cement it with a new name for this new persona?

But what?

Rainbow pondered over the paper before her, writing and then crossing out various ideas. Rain Shadow? Pretty awesome. Shadow Dash? Definitely radical. But she was looking for something cool and sinister, not radical or awesome.

She turned to the mirror nearby. The candle on the desk illuminated only her front half, leaving her tail in darkness. She stared at her own reflection for a few minutes, her mind formulating an idea. She turned back to the sheet of paper and recolored the mane and tail to almost match her own, each color being darker than her natural coloration.

She then wrote two words on the page. She repeatedly looked from the words to the revised costume design. A smile came to her slowly. A devious smile. A wicked smile. She picked up her newly-acquired sewing equipment.

She worked through most of the day, only sleeping for a few hours when she found her concentration slipping too much and taking a brief break to dye her hair. She kept the same colors, but made her mane and tail several shades darker. The costume was finished up shortly after the sun had slipped beyond the horizon and Equestria was in darkness.

She slowly slid her head up through the grayish-blue belly of the modified suit, then slipped her hooves through to the black-colored end of each leg. She stretched her legs out, making sure the suit was tight against her hooves and that the blood red lightning bolts held the two different fabrics together properly. She zipped up the belly of the suit, then pulled the black mask on over her face and made sure it fit snugly. She turned her head briefly, getting a look at the winged skull and crossed, multicolored lightning bolts on the suit's flank.

Lastly, she reached a hoof out behind her. Tank leaned forward, dropping her new goggles onto her hoof. She gazed down at them for just a moment, then strapped them to her head, covering her eyes with the blood-red lenses.

She turned around to face the only other creature in the room, and Tank made a raspy gasp at the sight of her. She smiled wickedly, exposing the set of costume fangs she'd glued to her teeth, and Tank pulled himself into his shell. Satisfied, she headed for the door and toward her new career. By the end of the week, the ponies of Ponyville would have a new name to fear: Dark Spectrum.

* * * *

A pale-purple unicorn trotted along a dark road, quietly humming a little tune to herself as she made her way through town. Her eyes were shut, seemingly oblivious to the danger lurking just out of her sight. She stopped suddenly at the sound of rustling leaves nearby, her contented smile fading as she looked toward the shrub. Seeing nothing there, she resumed her trotting, only to stop again as an odd tapping noise reached her ears. Again she looked, and again she saw nothing. An ear twitched as she heard galloping behind her, rapidly getting louder. But as she turned to see who was approaching, the sound stopped and the street was empty.

"Is anypony there?" she called out, but there was no answer.

Sea Swirl whipped back around as the roar of thunder washed over her. Just ahead of her on the road floated a dark cloud that certainly hadn't been there a moment ago. It flashed and rumbled again as a dark shape emerged slowly, walking out of the swirling mass of black toward her. Sea Swirl's breath caught in her throat as she backed away from the costumed pony.

After several steps backward, Sea Swirl managed to speak. "Wh-who are you? What do you want?"

The costumed pony flared her cerulean wings out, replying with a growl, "I want you, Sea Swirl."

A sudden flash of lightning and thunder shot out of the cloud, and Sea Swirl turned to gallop away as fast as her hooves could carry her while Dark Spectrum cackled in her best impression of Nightmare Moon. Once Sea Swirl was out of sight, Spectrum picked up her cloud and headed back into the sky.

Not bad, she thought to herself as she pushed her cloud over some rooftops and scanned the streets for her next target. Could be cooler, though. Suit's ended up kinda loose, too. I should probably take it over to Carousel Boutique and have Rari— No! Shut up! She stopped flying, shaking her head as if it might fling the thoughts away.

She tried to focus on her first outing as Dark Spectrum. So far, it had been good. She could see the fear in that little pony's eyes from the moment she showed herself. She was rather proud of her idea to use a storm cloud to add to the theatrics and drama, even though it was a recycled trick from last Nightmare Night. The cloud seemed a little cumbersome, though, and she felt there might be a better way to carry around something she could conceal herself in. The costume was holding up rather well, though, even if the stitching was still a bit rough.

Spectrum stopped her flight and climbed up onto the cloud to survey the area below, thinking about where she should go next. Her new goggles made it a little harder to see detail at a distance and cut into her peripheral vision, but it wasn't too bad. They were still better than the cheap fabric eye wear the old costume had.

There wasn't much in this part of town. Just a few houses, some trees, and a familiar-looking stone well. The sight of the watering hole brought back some memories in her mind. The whole hero business had begun with a filly trapped in that very well. Any pegasus or unicorn could have saved her, but it had been Rainbow who stepped up and did it. Was that such a bad thing?

At the time, she had thought it was meant to be, really. She wasn't even supposed to be there that day; she was supposed to be in Canterlot with her friends, getting a tour of the city with Twilight and Spike as their guides.

It was actually kinda lucky that their trip had been canceled, since Rainbow had overslept by about three hours and missed the train entirely. If they hadn't decided not to go, they might have left without her. Her five friends waking her up at her house and telling her that they weren't going to Canterlot was the last time she'd talked to them before the whole hero thing had started up. After that it was just the five complementing themselves for their heroics (and costume) and then telling Dash not to be such a braggart. They didn't even hang out much during those two weeks.

Rainbow shook her head, turning from the old well and trying to dispel the thoughts of her former friends. No... not Rainbow. Rainbow wasn't the one flying over Ponyville in the middle of the night. Dark Spectrum was here now, and it was time to get to work. So, where to begin?

She could use some more food to stock her pantry. All she had left was a half-eaten salad, two bags of carrots, a few apples, a box of cookies, and a tub of ice cream. Time to go shopping? Nah, she did that yesterday. Besides, stealing things wasn't really fun. She kept finding herself thinking about how the ponies she robbed must feel, and how it might cut into their income. She tried to banish the thoughts when they came, figuring she spent too much time around Fluttershy and that it had made her weak.

She'd have to get some food at some point, but she decided to do that later. Maybe she should see how other ponies react to her new costume? Yeah, that was more like it.

Spectrum tried a few different ponies around town, varying her entrance slightly with each one and experimenting a little. She tried leaping out of her cloud, zipping around a bit before stopping right in somepony's face, and making her presence known first with an evil laugh. Her favorite one, though, was when she popped some thunder above a couple taking a walk and then dropped down out of the cloud in front of them baring her costume fangs. That one had gotten her the loudest screams.

Spectrum lounged on the cloud for a bit, thinking of more ways to introduce herself to the ponies around town. She wanted to hone her skills in striking fear into ungrateful pony hearts, and felt it was good to be thorough when it came to trying out different methods. Twilight always said it was important to test out a variety of—

Shut up, Twilight! Rainbow shouted at her own mind. She sat up and took a last look around the city as the moon reached its peak in the dark sky above, but the streets were clear. After scanning the streets twice more, she finally just shrugged.

"Meh, that's probably enough introductions for tonight. Don't want to overdose Ponyville on my awesomeness, after all." She felt better about her new persona as she casually bucked down a door to a candy store. All the reactions she'd gotten were those of terror, and she filled up a few bags of various candies as a reward for her coolness before heading back to her cloudy home.

As she approached, however, it suddenly occurred to her that she might want to relocate her house to someplace a little harder to find. The police were probably going to be looking for her sooner or later, so she shouldn't be where they would think to look. Her house was built on clouds, so it couldn't be that hard to move, right?

So, where should an awesome villain like Dark Spectrum hide out?

The Everfree Forest might be a good spot, but it was pretty creepy in there. Not that Rainbow was scared, of course, but there were a lot of weird noises and it might be hard to sleep in someplace so annoying. It was also kind obvious, being so sinister and all. She'd have to conceal her house, too, and that meant having it buried beneath the treetops, which would be a total cramp in her style. A dangerous place like that would deter ponies from coming in after her, though.

Her wicked smile returned as she moved up onto her porch, dumping her saddlebags onto the solid flooring. She then zipped around to the back of the house. She rubbed her hooves together briefly, planted them against one of the outer walls, and gave a mighty shove that did absolutely nothing. Rainbow hovered back a little ways, only to shoot forward and slam into the house. It moved about half an inch. Maybe.

Dash groaned, pulling her goggles down to a spot around her neck. This was a bit harder than she'd thought it would be. Maybe she should try pulling instead of pushing. Zooming around to the other side of the house, she wrapped her hooves around a pillar and pumped her wings, straining to pull the mighty structure. She gave up after a few minutes, collapsing onto her porch for a little break.

She reached out and tugged a stolen candy bar from her saddlebags, awkwardly munching on it with her fake fangs as she contemplated her situation. She would probably be able to do it if she had the whole weather team with her, but she was all on her own now. Besides, even if they'd wanted to lend her a hoof, she wouldn't want the help of those jerks. She was just going to have to find a way to move it alone.

She plucked up her saddlebags, trotting upstairs before dumping them on her bed. She made an instinctive check around the room to be sure she was alone before delving into her bedroom closet, shoving aside the few outfits she owned until she found the cardboard box she'd been looking for. Dash emerged from the closet a few seconds later, a sizable length of rope in her mouth, and headed outside. She'd been wanting to use the rope for a long time, although she had never suspected that she'd be using it to tow her house.

She swiftly tied a clumsy knot around one of her house's exterior columns, which, despite its looks, wasn't actually made from clouds. Most non-pegasi seemed to assume that pegasus architecture was all cloud-based, but Dash always thought that was kinda silly. If it were all made of clouds, everything would just fall through. Drop an orange, and you could kiss it goodbye, because it'd go all the way down to the ground. Unfortunately, having solid sections made pegasus houses a lot heavier.

Rainbow took the other end of the rope in her mouth, stretched it taught, and flapped her wings as hard as she could. It took a lot of effort, but the house began to slide through the air behind her. Slowly but surely, she moved her house, headed south. Minutes turned to hours as she dragged it along, the only sound coming from her furious feather flapping and her own labored breathing.

The sun had risen before she'd managed to tow her home past Everfree, and it was nearing noon by the time she finally got it settled into Ghastly Gorge. She dragged herself to her bed, utterly exhausted by the whole ordeal, and tiredly took out her costume fangs. Rainbow rolled onto her bed, dampening her pillow with her sweat-soaked mane. It had been a lot of work, yeah, but now nopony would find her.

Hopefully. She really wasn't sure what she'd do if somepony discovered her home. Should she... capture them? That's what a villain would do, right? She didn't really have any place to stuff hostages aside from inside her house, though. She guessed that it would have to do.

She lounged on her bed, reaching over to her new bag of candy. It hadn't been from Pinkie's store, as Rainbow was still trying to avoid her ex-friends for the moment. She popped a ball of chocolate into her mouth, biting it open to release the creamy filling, and pondered her new career plans.

Rainbow wasn't really upset that ponies had recognized her. She wasn't exactly going for a disguise, otherwise she would have changed her hair completely and maybe even dyed her coat. No, it wasn't about hiding, it was about making those ungrateful ponies pay for running her out of Ponyville, and knowing that nopony pushes Rainbow Dash around. More than that, she wanted to make Mare Do Well pay for humiliating her and ruining her reputation.

Vandalism and theft weren't really her thing, but they'd become necessary for her survival as of late. Terrorizing the ingrates around town felt better, though she didn't want to hurt anypony... except for Mare Do Well.

Ah, of course, she thought as an idea came to her. If Mare Do Well and the ponies who played her thought they were so heroic, then surely they would come to rescue Ponyville from its latest threat. And when those treacherous ponies came out, Dark Spectrum would show the townsponies what the five really were, and she would make them all pay for betraying her. All she had to do was stir up enough trouble around town and the masked mare would return.

She wasn't completely comfortable with the idea of beating the stuffing out of the five mares who had been her best friends, but she quickly steeled her own resolve with thoughts of the humiliation she'd been through. Thoughts of the bonds of trust they'd broken. Thoughts of their shocking display of disloyalty.

Too much resolve; her fury was rising at an alarming rate. Rainbow took her head in her hooves, gritting her teeth, slowing her breathing, and trying to calm down. Save it, she thought, rolling over to face the window. Save it for Mare Do Well.

Chapter 4: Upgrades

Rainbow Dash awoke after about ten hours of sleep. Her recent schedule had been a bit unusual for her, what with her spending most nights out terrorizing Ponyville. Sometimes she had to do things during the day, though, and she'd often end up sleeping whenever she had nothing to do for a few hours. Of course, she often did that anyway.

She lazily slid out of bed and checked the clock. It was just a little after ten-thirty PM. Yawning, she trotted downstairs to find Spike asleep on her sofa with a box of cookies in his lap. She prodded him with a hoof, asking, "Hey, you finish with my costume yet?"

"Huh?" Spike sat up a little, rubbing at his eyes. "Oh, uh, no."

"Why not?" She said, looking down at him with disapproval.

"Well, there really aren't any tools or anything here."

"Oh, right, that." She put a hoof to her chin, thinking about where she might be able to get some equipment. It wasn't like she was a construction worker or anything, so she didn't exactly know where one might find a hardware store in Ponyville. It didn't take long for an idea to hit her, though, and she smirked as it fermented in her mind. "Hang on, Spike, I'll go get us some tools." The dragon shrugged and reclined on the sofa again as Dash got back into her costume and went for the door.

A few minutes later, a quartet of costumed hooves landed softly on a wooden balcony. Dark Spectrum stepped forward, pushing aside a few leaves and reaching out toward the wide window built into the side of the old tree. She gave a gentle tug, checking to see if the window was locked before pulling it open wide and slipping silently into the Golden Oaks Library.

Apparently, she wasn't infamous enough to warrant the locking of windows just yet, and she felt a little disappointed as she scanned the interior, momentarily lifting her goggles to get a better view in the darkness. Aside from the soft light of the moon and stars drifting in from the windows, the room was without illumination. She leaned forward a bit, straining to hear any sounds, but none reached her. She was about to hop up and glide down the stairs, the library's basement laboratory in mind, when a thought popped into her head.

I'm right here in her house, and Twilight's fast asleep. She turned away from the staircase, her gaze drifting up toward the little loft that held the purple unicorn's bed. She was right there, completely unaware and vulnerable. What better time to take her revenge than now?

Spectrum hovered up to the loft as doubt clouded her mind. Attacking somepony in their sleep wasn't exactly fair, but neither was what those five did to her. Besides, since when did Dash ever care about the rules? She was a mare who made her own way and ignored anypony who told her otherwise. Although, she thought as she flapped her wings, holding steady next to the bed, it wouldn't make much of a statement to the townsponies if Twilight just went missing one night. Maybe I should wait....

Rainbow reached a hoof out, carefully peeling back a little bit of the sheet. To her surprise, however, the bed was empty. There were only a trio of pillows under the sheets.

"Huh?" she whispered, staring at the cushions. "Why would Twilight put pillows under...."

Rainbow whipped around, hooves up and ready to strike. She waited there, eyes narrowed and staring around at the silent walls of books, but nothing happened. No beams of magic came shooting out, no net fell down on her, no trap activated to ensnare her. After a few minutes, she finally shrugged and took off, headed to the library's main floor. Twilight always was a little weird. Maybe she was keeping pillows in her bed as an experiment or something. Dash didn't know, and didn't care so long as it wasn't a trap.

She made her way into the basement without any fuss, finding the rest of the building to be devoid of life as well. Pulling several sacks from her saddlebags, she swept a foreleg across a table, collecting most of the equipment present. She didn't really know what Spike would need, so she just filled her sacks with nearly everything in sight. She purposely avoided a few of the things there, like the bottles with skulls on them any anything labeled "volatile," but she took all of the tools she could find.

It didn't take too long to gather everything, since she had decided that being quiet wasn't an issue anymore. She was confronted with a different problem, though, when she realized that the five bags of miscellaneous tools and junk were pretty heavy. She could probably haul them all, sure, but it wouldn't be easy. Hauling her floating house had taken a long time, and she wasn't keen on repeating such an experience. She found herself pacing back and forth across the library's main floor, reminding herself of the house's occupant as she racked her brain for an idea.

After what felt like (and was approximately) five minutes, she came to a stop in the middle of the floor. Maybe she wasn't coming up with anything because she was pacing in the wrong pattern. Maybe she should be pacing in a circle instead of back and forth. She trotted to the edge of the room and started making her rounds, but she didn't get far before her hoof slid out from under her.

Lifting her aching chin from the floor, Dash reached out to see just what she'd stepped on. It was a letter, still sealed in a white envelope with a little stamp of wax. In fact, there was a sizable stack of such unread letters in one corner of the room. Rainbow tossed the letter aside, pulling her goggles back over her eyes and heading for the door. She had an idea.

It only took her about an hour of cloud hopping, staring down at buildings, and lamenting the fact that she didn't know anypony who delivered the mail before she figured out where the Ponyville Post Office was. It was the row of delivery carts that gave it away, which was precisely what she'd been looking for. Snatching one was a cake walk, since they weren't even secured to anything. All she had to do was slip into the harness, secure it around her body, and lift off. The enchanted mail cart lifted up behind her as though weightless, and she made a swift return to the library to load it with her loot bags.

Five bag-loadings later and she was off again, following the nearby river's secondary path through Everfree. She didn't see anyone, but she hoped that going through the dark forest would scare off anypony who might be following her. Of course, it didn't scare her.

After a few turns along the winding river and saying hello to that flamboyant river serpent, Ghastly Gorge came into view. Her cloudy home remained out of sight until she'd gone about halfway to the end of the gorge, and even then it hovered so low to the ground that one had to be right at the edge or flying above the gorge to see the house.

She couldn't fit the cart through her front door, but the front porch was made with a solid floor, so she just dumped the contents there. She stuck the stolen cart into the woods near the edge of the gorge before dragging the bags inside.

"There ya go, Spike," she said, tossing the sacks up and onto the dining table.

Spike slid off the couch like a dried-out slug and walked over to the table. His tired eyes took in the sight of the tools, and he blinked slowly. He stared at them, tilting his head and furrowing his brow for a few seconds. Then he just shrugged and turned to face Rainbow as she stared at him expectantly.

"This good enough?" she asked. Spike nodded, and she grinned. "Then let's get started."

Spike shrugged again and sat down in the chair she brought over for him, yawning as he did. Rainbow joined him after a few minutes spent in her kitchen, settling down on a floor pillow with a bowl of hard candies. To her surprise, Spike was already stripping away the handles from her kitchen knives. "Uh, shouldn't you be more careful with those?"

"Nah, I'll be fine," was his reply as he gripped the knives by their blades. "Dragon scales are pretty tough."

"Oh, cool. Sooooo, what're you gonna do?"

Spike took a moment to yawn before answering. "Well, you said you wanted them to be retractable, right? I think I can do that if I cut slots into the knives so that they can travel along a set of tracks that keep them straight. Then we'll need a way to keep them in place." He reached his claws into the bowl of candies. "Why exactly do you need these?"

"To cut my way out of nets and stuff. I need to be able to do it fast, too, so don't make them too hard to get out." She pulled her costume over, holding it up and pointing. "Also, I want them to be hidden inside the sleeves so nopony knows I have them. Can you do that?"

"Uh, I think so. I help Twilight in her lab all the time, so I think I can do it."

"Great!" Dash patted Spike on the head with a grin. "I think you're going to make an awesome little sidekick, Spike."

It took a lot of filing, drilling, and fiddling, but after an hour, Rainbow stepped away from the table with a metallic contraption lashed to her foreleg by fabric straps. It didn't look very cool, but most of it wasn't going to be seen anyway. The blade slid out into the open as she flicked her hoof, stopping with a click. She held it up, looking over the shiny steel blade before swinging it around a few times. She smirked, unlatching the little rubber nub that served as blade's lock and letting gravity slide it back into its base. When she put her hoof back to the floor, however, it slid right back out against the floor with a thunk.

Spike had a claw to his chin as Rainbow gave the contraption a dirty look. "Hmm.... I guess we need two locks, then," he commented.

Rainbow nodded in agreement. In their present state, they were likely to accidentally stab somepony. "Yeah, but don't make it too hard to get out. I need to be able to get 'em out fast, remember." Spike nodded and helped her remove the device strapped to her foreleg with his dexterous little claws.

The day dragged on as two continued working and testing their ever-improving invention, developing a retention system to keep it in as well as out. Rainbow quickly found herself getting bored, however, and trotted off to find something more fun to do. She would have liked to go out and cause more trouble around Ponyville, but she wouldn't feel very safe until she had an anti-net system in place on her suit. Plus, she figured she deserved a little break. She'd been pretty awesome for the last few days, after all.

Rainbow spent the next few hours napping, doing laps around the outside of her house, and practicing her evil laugh in front of her bathroom mirror, coming in to check on Spike's progress every once in a while. Finally, after asking seven times, Spike had something to say that wasn't a simple "nope."

"Finished!" Spike announced, holding up his creations with pride. They looked pretty far from cool, especially since they weren't totally identical.

Rainbow regarded them with a slightly-suspicious look. "Do they work?"

"See for yourself." Spike jogged over to Rainbow, fastening the devices to Rainbow's forelegs, just behind her fetlocks. He stepped back, and Rainbow stared down at her own hooves. She reached a foreleg up and waved it around, but nothing happened. She opened her mouth, but Spike cut her off. "There's a secondary latch that holds them in for safety. Do you see that little rubber thingy at the back? Push that up."

Rainbow reached across herself with each hoof, doing as Spike instructed. She could feel something disengage, and she reared up onto her hind hooves. She swung both forelegs through the air, blades sliding out and clicking into place. She glanced from one to the other, holding them up in front of her face with a wide grin. "Radical," she remarked. She unlocked the blades with her muzzle and retracted them using the little rubber nubs. "Awesome work, Spike. Now we just need to put them into my suit."

"Aww, it was nothing. And putting them in your suit will be easy." Spike yawned a little, leaning against the work table and propping his head up on one hand. "So, now what're you gonna do?"

Rainbow turned her eyes to a window. The sun was just starting to come up. "I'm gonna take a nap, actually. I do my work at night, after all."

Spike nodded. "Yeah, like Batmare."

"Yeah." Dash held a hoof to her chin for a moment, eyes moving to the ceiling. "Sorta. Anyway, I'm gonna hit the hay for the day. Try to get my suit done by sundown, okay?"

"You got it," Spike replied, giving her a salute.

Rainbow trotted for her bedroom, but stopped at the foot of the staircase. She turned back around. "And thanks, Spike."

"No problem, Rainbow."

Dash smiled and headed on upstairs, sliding into her bed for the day.

Rainbow slept throughout the day, only waking for a few minutes and then going back to sleep after checking the clock. She finally got up a few hours before the sun set, stretching herself out against her sheets and popping her spine a few times. With a yawn, she trotted back downstairs, finding Spike passed out on the sofa again and her suit laid on their work table.

She plucked up the suit, excitement clear in her eyes, and slid her body into it. The fit still wasn't perfect, and it felt weird having a lump pressing against each of her forelegs, but it wasn't bad. She stood in her dining room for a few minutes, extending and retracting her new blades with a smile. She reached back toward her flanks, wincing as she poked at the sensitive spot where her wings met her body, and practiced the motions for cutting herself free from a net. It probably would have been better with an actual net, though.

Rainbow flew outside briefly, cutting loose and retrieving the rope she'd forgotten she'd left attached to her house. She landed back in her dining room and went about the difficult process of tying up her own wings. The thought of asking Spike to tie her up entered her mind, but she decided against it. He was still asleep, after all.

Once she got her own wings tied up nicely, she popped out a knife. With a practiced reach backward, she slid the blade under the ropes and slashed herself free with ease. She didn't even cut herself this time, either.

Proud of her idea and her new skills, she ate breakfast with gusto and trotted for the front door a few minutes after darkness fell over Ponyville. She stopped before she could get there, however, turning as she heard her name being called. "Yeah, Spike?"

The dragon was peeking out from the living room, his eyes bright. "Can I come with you?" he asked.

Rainbow paused, thinking to herself. Her occupation was getting more dangerous, by the look of things, and she worried that he might get hurt if he came along. She also worried he might get in her way.

Rainbow was shaking her head and starting to speak when Spike cut her off. "Oh! Duh!" he said, slapping a clawed hand to his face. "I can't go out until my costume is finished! Well, be careful out there!" He waved her off as she sighed in relief and flew off toward Everfree.

* * * *

Rainbow pushed her hooves against the air compressing in front of her as she smashed through the sound barrier, giving Ponyville its fourth sonic boom of the night. Lights went on in the houses below, and she occasionally caught fragments of complaining ponies as she blasted past them, but there still hadn't been any attempt to stop her that night. She reached the south end of the city, slowing to a hover, and huffed in annoyance. Maybe she was being too subtle.

She backflipped into a dive and pulled up just a few feet from the ground. She aligned herself with 4th Street as she approached the city once again, this time much closer to the ground. She rocketed down the residential road, screams of panic and shattered glass in her wake as the shock wave rocked the houses on either side of her.

She turned, slowing down and sliding over the ground past the last few houses. She hovered there for a few minutes, waiting and listening. No sign of Mare Do Well or the police. She finally let out a groan and flapped her wings a bit harder, heading back into the sky. She thought for sure that the cops would—

"There she is!" Lights shone up from the ground at Spectrum, who picked up her pace as a grin found its way onto her face. About time. Alright, let's get—

The snare hit her before she could finish the thought, and soon she was headed for the street again. The police ponies were a bit faster this time around, it seemed. Spectrum rolled in the air, made a few quick slashes, shed the now-destroyed ropes around her, and recovered before she hit the ground. She didn't give the police ponies a chance to get a good look at her new gear before she took off again.

She rolled over, dropping down to swoop through an alley with a wicked smile. Her new equipment was working perfectly. Now the police had nothing they could stop her with.

She was corrected by Thunderlane diving down and tackling her to the ground. She growled as she kicked him off and against a wall. Perhaps she wasn't quite unstoppable. Yet.

Thunderlane lunged at her, and she instinctively struck out with a hoof. The stallion shouted out in pain and jumped back, blood seeping out of the hole in his shoulder. Rainbow glanced from the stallion to the blade still sticking out of her sleeve, and her blood turned to ice as she realized what she'd just done.

"Oh, crap, I didn't mean to... I forgot that—" Thunderlane cut off her sputtering with a sweeping kick to the ribs that sent Spectrum cartwheeling out of the alley.

Gotta remember to put these away after I use 'em, she thought as she quickly toggled the locks on her weapons. She punched her forehooves into the ground as she stood up, pushing the blades back in and locking them into place. Thunderlane was hovering out of the alley, one hoof pressed to his shoulder, and three more police pegasi were coming in over the rooftops.

Spectrum turned and took flight. She knew her new gear worked, so why stick around?

Wait, no, this wasn't about being a sinister supervillain with cool stuff, it was about drawing Mare Do Well out. What better way to do that than to best the police ponies and show the town that they really did need a hero to save them?

She stopped and turned back around, only to be blasted in the side with a stunbolt. She hadn't even seen the unicorn down there. She found her body assaulted with straw as she fell through a rooftop, found her ears assaulted with screaming as she landed in somepony's bed, and found her face assaulted with a pillow as the resident defended her bedroom from the invader. Spectrum tried to avoid the fluffy attacks, but her tinted goggles were making it difficult to see much in the unlit room.

A few seconds later, Spectrum shot up out of the hole she'd made in the thatched roof, spitting out pillow feathers. She barely had time to look around before she had to duck as another stunbolt shot past her. Three unicorns were galloping down a street, all of them sending bolts of yellow and blue magic her way. Light fell on her from above as the police pegasi closed in.

Spectrum dropped back into the bedroom below, hovering quietly above the wooden floor. The resident had run off after her brief pillow assault, and Spectrum flew out the bedroom door, trying to be as quiet as she could. She hovered through the dark house until she found her way to the back door. She braced herself momentarily, then sprang through the door to make a high speed escape. It had worked last time, so why not this time?

Spectrum slammed right into two police ponies, knocking all three of them down onto the well-trimmed backyard. She stood up and flared her wings, but another stunbolt sent her rolling back across the grass. She shook it off quickly, having gotten used to spinning out and crashing back in flight school, but the two Earth ponies piled on top of her. Spectrum grunted, standing up with both ponies clinging to her, and managed to buck one off before two pegasi joined the pile.

Spectrum was struggling to move as a police unicorn approached with a set of shackles. He was saying something to her, but she wasn't paying attention. If she could just get her wings free...

Dark Spectrum crouched low and then reared up, climbing up the unicorn with her forelegs until the pile of ponies tipped over and started to crumble. As soon as her wings were uncovered, she shot up into the sky. The city got one last sonic boom as she made her escape.

* * * *

Spectrum skipped the door and flew straight through a window to her bed. She pulled off her goggles and mask before lying down to take a rest. She was fairly certain she had collected a few bruises that night during her less-than-great field test of her blades, and she was ready for a little break.

This really wasn't working. Mare Do Well would never come out to stop her if the police could handle things. The cops were pushing her, so she would just have to push back harder. She was awesome, no doubt, but she needed something to overcome the numbers advantage the police had. A pair of knives wasn't going to do the trick, apparently.

She glanced down at her left hoof, flipping the lock off and sliding the blade out of her sleeve. There was still a bit of red stuck on the shiny metal, and Rainbow grimaced at the sight of it. She'd have to be a lot more careful with those things in the future.

At that moment of reflection, Spike came walking up the stairs. "Hey, Rainbow. How'd it go tonight?"

Dash quickly wiped the blood off her knife and onto her bed. She shook her head as she put the blade away, responding, "Not that great, really. I need to upgrade my suit some more, I think." She pulled her goggles from her neck and over her head. "Can you make my goggles better? Like, so I can see better?"

Spike hopped up onto the bed and picked up the red-tinted eye wear. "Ooh, you mean like night vision?"

"Uh, I meant they cut into my, uhh, peripheral vision and it's hard to see. But night vision would be awesome, too. Yeah, do that."

"Per... perifuh..."

Rainbow rolled her eyes, clarifying, "I can't see to the sides very well."

"Oh, right. Yeah, I'll see what I can do." Spike slid off the purple sheets and headed for the bedroom door. Rainbow followed after a moment.

Ten minutes later, Spike presented Rainbow with his new design for her suit. She responded with disgust, pointing a hoof at the bug-like goggles he'd drawn. "What the heck is that?"

"That's my new design for your goggles. They're bigger so you can see more," Spike explained cheerily.

"But they make me look like a bug monster!"

"Well," Spike said slowly, twiddling his claws, "the goggles have to be bigger if you want to see more."

Rainbow groaned, "Forget it. Just do the night vision thing so I can see in the dark and stuff."

Spike continued to twiddle his claws. "Um, I actually can't do that. I'll have to get Twilight to enchant them for you. I should probably be getting back home, actually. Twilight's probably wondering where I am right now. She usually re-shelves the books about this time of the month, and she'll want my help."

Rainbow was about to make a remark about where Twilight could shove her precious books, but she was suddenly struck with an idea. "Yes. Yes, go home to Twilight. Go home and help her with her books. Then, when you're done, you can come back here and work on my suit."

Rainbow pulled her mask back on. "I'm gonna have to drop you off just outside of Ponyville, though, okay?"

Spike nodded with a shrug. "Yeah, sure, I know the way home."

An hour later and Rainbow was back home. She elected not to have Spike ask Twilight to enchant her goggles. Twilight might recognize who the goggles belonged to and curse them or something. Rainbow felt it was best not to chance it.

She pulled a bit of dark fluff from one of the clouds she'd grabbed on the way back, stuffing the cloud matter into a little glass bottle. Even with her extensive knowledge of weather and clouds, it had taken her a little while to get the cloud's consistency just right. She had to struggle a bit to cork the bottle, but then she secured it in the shoddy little pouch she'd sewn to her suit and was out the door.

She stood at the bottom of the gorge she'd come to call her home, ready to test her invention. She was rather proud of the idea, though she still needed to make sure it worked properly. With a kick of her rear leg, she popped the bottle out of its pouch and caught in on a forehoof. She jumped back onto her hind legs, holding the bottle up. She took in a breath before announcing, "Today's forecast: a one-hundred percent chance of fog!" She threw the glass container down against the rocky ground, shattering it.

The heavily-compressed cloud matter spewed out, surrounding her with a dense fog. She held up her hoof, waving it right in front of her face, but she couldn't see more than a few inches. Rainbow trotted in the cloud for a little while, testing to make sure she'd mixed it well-enough for her to move freely enough. She smiled, pleased at how well her deployable concealment worked, and started gathering up the fog and compressing it once again.

The rest of her day was spent sewing some fabric padding into the body of her suit. Her costume was cool, but it didn't really provide any protection. Maybe she should ask Spike to see if he could armor it when he got back. Hopefully, he'd also have information about what Twilight and the others were doing in her absence.

She paused a moment, thinking about Spike and how quickly he had agreed to help her. He never struck her as being the type who would want to be a supervillain's sidekick. He had always been so nice.

He was a dragon, though, and she hadn't ever heard that dragons were very nice. Maybe there was a monster buried inside Spike, just waiting to come out. Maybe one day he'd snap and wreak havoc on Ponyville.

Nah, that probably wasn't gonna happen.

Chapter 5: Fall Out

It was only after Rainbow awoke sometime near sundown that she realized that she didn't know when to go and pick up Spike so he could work on her suit. She couldn't just wait around at the library until he came out again, but they hadn't scheduled anything.

Fortunately, and much to Rainbow's surprise, her breakfast of dry cereal was interrupted by a flash of green fire and a scroll landing in her bowl. It took her a moment to realize where it must have come from. "Huh, I didn't know Spike could send these things anywhere," she said as she laid out the scroll on her table and unrolled it.

Hey, Rainbow. I'm all done organizing the library, so you can come get me now. I don't want to go through Everfree, so could you pick me up at the bush you dropped me at?

I mean, I'm not afraid of the Everfree Forest, it's just getting dark and ~~it's creepy when it's dark~~ ~~there are more monsters at night~~ I don't know how to find your house.

Well, that solves that issue. Rainbow quickly finished her cereal and got into her suit, finding the padding she'd added had tightened it up nicely. She paused to look over her goggles. They looked pretty cool, and those bug goggles Spike had drawn looked pretty lame. Oh well, she could deal with a little tunnel vision. She strapped them on and was out the front door.

Spike had been waiting next to the same shrub she'd dropped him off by earlier, and struck up a conversation as she carried him over the river that wound through Everfree.

"So, I've been thinking about my costume. I was thinking black with red stripes and spikes. And I want some cool blades like your suit has, and smoke bombs, and a grappling hook...." Spike trailed off for a few seconds before commenting, "I'm not sure what I want my cutie mark to be yet, though."

Rainbow almost fell out of the air, but corrected her course quickly. "You... want a cutie mark on your suit?"

"Well, yeah. I mean, your suit has one, so, you know...."

Spike hesitated a moment before explaining further. "I kinda always thought it would be cool to have a cutie mark. Every pony gets one when they find their special talent, and I'm pretty sure it's my destiny to be Twilight's Number One Assistant. I know I'm a dragon, and dragons don't have cutie marks, but I thought it might be cool to have one anyway."

Rainbow didn't know what to say to that. She'd never really considered the possibility that Spike might want to be more like his pony friends... at least not like that. And did he really think his destiny was assisting some egghead librarian? Eventually, she just shrugged to herself and said, "Yeah, sure, we'll figure out a cutie mark for your costume."

Spike smiled at that, and held onto Rainbow as the two soared past the tree line and over the gorge. Rainbow struck up a different conversation as they landed on her porch.

"Sooo... what's Twilight been up to?"

"I dunno. I actually haven't seen her very much for the last few weeks. She said she's been doing some kind of special project for Princess Celestia. She said it's something she doesn't need my help for, so I've had a lot of time to myself lately." Spike sighed, adding, "If this keeps up, I'd better find some more hobbies."

"Why don't you just go help Rarity make her stupid dresses?" Rainbow asked with a little more venom than she intended.

"Hey, Rarity's dresses aren't stupid, they're great! They're almost as beautiful as she is." Spike's eyes glazed over, and it took Rainbow a few taps on Spike's head to bring his focus back.

"Come on, we've got stuff to do," she said, walking back over to their work table.

Spike jogged along next to her. "And I would go help Rarity, but she's been busy helping Twilight. So's Pinkie, actually. And Fluttershy, and Applejack." Spike stopped for a moment, a hand on his chin. "Huh, I didn't notice that before. Must be something really important about friendship or something," he said with a shrug.

Rainbow slowed a little bit, but it wasn't just because she was getting close to their work table. She was fairly certain that the "special project" had nothing to do with friendship. Maybe those five thought it was, but Rainbow was convinced that they didn't even know what friendship was.

Spike hopped up onto the chair, continuing, "But if it's a project about friendship, shouldn't you be there too, Rainbow?"

Rainbow hesitated only half a second before answering, "I'm sure they'll involve me when they're ready. And when that happens, I'll be ready, too."

"Uh, ooookay then," Spike said with one eyebrow up. Both eyebrows dropped low suddenly. "Oh, and I know where you got all this lab equipment. I thought it all looked familiar, and I realized where I'd seen it when I went down to the library's basement and saw it was empty."

"It wasn't totally empty; I left a few things."

Spike shook his head. "Rainbow, why didn't you just tell me you needed to borrow Twilight's equipment? I could have helped you bring it back with us when we first came to your hideout."

"I couldn't.... Wait, what?" Rainbow stared at Spike in confusion as he grabbed a cookie out of the little box that sat on the table.

"I could have just told Twilight I needed it to help the Cutie Mark Crusaders find their special talents and she probably wouldn't have minded," Spike said through his cookie, crumbs tumbling from his mouth. "Speaking of cutie marks, I think I want mine to have some green fire on it somewhere."

Spike suddenly gasped, then spent a few seconds coughing out crumbs before he could speak again. "I've got it! Our new cutie marks should fit together, you know, like puzzle pieces! That way, when the city needs our help, the mayor can shine our combined marks up on a cloud to alert us! Then we come swooping in and save Ponyville! Aw, this is gonna be so awesome!"

It was the second time in the last half hour that Rainbow found herself at a loss for words. She bit her lower lip, eyes staring down at the table of tools while the little dragon shuddered with what she assumed was excitement. "Uh, Spike?"

"Yeah, Rainbow?"

She hated to burst his bubble if she was right, but she was starting to feel bad about what she might be doing. "You do know that I'm not a superhero, right?"

"Wh-what?! You... but... the costume...." Spike pointed at the suit she was still wearing.

"Every supervillain needs a cool and sinister outfit. Duh."

Spike dropped his quill, eyes wide. "You're a supervillain?!"

Rainbow slapped a hoof to her face. "I'm Dark Spectrum. You know, the one who's been going around making mayhem in Ponyville? Don't you read the papers?"

"I... no, I didn't know. I thought you were still a superhero, like when you saved that filly in the well and saved that grass from weeds. I thought the pony that was causing so much trouble was, like, your nemesis or something."

"Oh." That's all Rainbow could say. It certainly explained why Spike was so eager to be her sidekick. Knowing why he had been helping her didn't make her feel very good, though. It made her feel kinda mean, actually, like she was taking advantage of him. "Uh, sorry?"

Spike shook his head, eyes on the work table. "I don't understand. Why are you doing this? Why are you a supervillain now?"

Rainbow sighed, helping herself to a cookie from the box. She still wasn't quite sure what to tell him. She didn't want him to know that she was seeking revenge against his best friends, but she didn't want to lie to the only friend she had left in Ponyville. Finding out that those five had plotted against her had devastated Rainbow's feelings, but she really, really, really didn't want to admit it.

Spike looked up from the table. "Did... did something happen?"

"Yeah," Rainbow finally said, "Mare Do Well happened."

"Are you still upset about that? C'mon, it's not that big a deal."

Rainbow scrunched up her muzzle. "'Not that big a deal?' Mare Do Well ruined my reputation and made me look like a total lame-wad. I can't go around Ponyville anymore without everypony yelling at me. Nopony will even sell me food. They all think I drove their favorite hero away."

"Uh, you kinda did," Spike said. Rainbow glared at the dragon, and he elaborated. "Well, when you confronted them they stopped being Mare Do Well, right?"

Rainbow put a hoof to her chin. She hadn't really thought of it like that before. Technically, Rainbow really was the reason for Mare Do Well's disappearance. But she was also the reason Mare Do Well existed in the first place.

"And they were only doing it to help you, remember? I already wrote a letter to Princess Celestia for you about the lesson you learned." Spike hopped down off the chair. "Do you want me to go get it?"

"The only lesson I learned is that my so-called friends are hippie... uh, hippo.... Crud, what's that word?" Rainbow looked to Spike, who just shrugged. "Well, you know what I mean. They told me not to brag and rub my accomplishments in everypony's face, and then they go and do what they told me not to do. The Mayor even threw a parade for them! I never got a parade!"

"You did get a pretty cool fan club, though."

"Heh heh, yeah, that was pretty awesome." Rainbow paused to look at her ceiling, remembering the Rainbow Dash wigs, hats, shirts, and that creepy balloon doll somepony had made to look like her. "Hey, do they still hold meetings?"

"Uh, I haven't heard of any since Mare Do Well showed up."

The grin that Rainbow had attained faded quickly, and there was silence for a time between the two. Dash straightened some of the tools on the table and took a bite of her cookie.

"Rainbow, why don't you come back to Ponyville? I'm sure if you explain what happened and just apologize it'll be okay," Spike insisted.

Dash scoffed at the idea. "Let me guess: my friends all miss me and say they're sorry and want me to come home, right?"

"Um, actually, they haven't talked about you at all lately."

Rainbow was more than a little taken aback by that bit of information. "What?! Don't they read the paper? Don't they know what I've been doing? How am I supposed to draw them out if they ignore me?"

"What do you mean, 'draw them out?'"

Rainbow paused, considering her options one last time and chewing her cookie. Should she lie to him? She wasn't mad at him, and still considered him a friend, but by now she was sure he wouldn't like her plans. She didn't like lying to her friends, though. Maybe if she just told him part of the plan.

"Mare Do Well humiliated me, so I'm going to do the same to them. I'm gonna show Ponyville what hypocrites they— that's it! Hypocrites, yeah! Uh, anyway, I'm gonna unmask them and make them admit that they were pretending to be heroes just to make me look bad."

"But they really were heroes!" Spike asserted with arms spread wide. "They saved that pony in the balloon, and at the construction site, and..." Spike trailed off under Rainbow's level stare. "So, um, what're you gonna do once you unmask Mare Do Well?"

It was something she had been thinking about since she'd picked up the old Shadowbolt costume, but she'd come no closer to making a decision. "I don't know yet, Spike, but I was thinking about putting them all in a cage in the town square for a few weeks."

"Wh-what?! I meant, like, would you come back to Ponyville!" Oops. "You can't put all our friends in a cage!"

"They stopped being my friends when they started wearing that stupid mask! They're the ones who changed, not me!"

"Uh, I didn't say you—"

Rainbow cut him off. "They're all a bunch of... uh... what's a word for somepony that changes into somepony else?" Spike just stared at her as she put a hoof to her face, trying to concentrate. "Uh, flip-floppers! Yeah. They flip-flopped me. I mean on me." Spike raised an eyebrow at Rainbow's apparent flustration.

Rainbow steadied her breathing, head held in her hooves. No more games. No more beating around the bush. Spike was a good friend, and he deserved the truth. She brought her glare back to Spike. "They took everything from me, Spike. My career, my reputation, my friends.... What they did to me was awful, so I'm going to do something awful right back. This is how it's gonna be, so either help me or get out of the way."

"No!" Spike shouted. Rainbow flinched at the outburst, leaning back a little from the dragon. Spike was standing in front of her, his fists clenched, leaning slightly forward and glaring at her. "I'm not going to let you hurt Twilight, or Rarity, or anypony else!" His loyalty was admirable; she had to give him that. But he was in her way now, and there was only one thing to do about it.

Spike yelped, covering his head in surprise. The box of cookies bounced off his arms and landed at his feet. When he saw what she had tossed at him, he looked up at her with a sheepish chuckle. She just rolled her eyes and picked him up by the tail.

A short while later and she was dropping the little dragon into the same shrub just outside of Ponyville. She dropped the box of cookies into the bush with him. "You're a good dragon, okay? And I've always thought you were pretty cool.... But I can't forgive the others just like that. This is something I have to do so... so just keep your head down, okay?" She started to fly away, but paused to add, "And don't tell anypony where I am. Remember: you Pinkie Promised."

Rainbow flew back through the trees, her face blank. Now she had no one left in Ponyville she could count on. No one except herself.

And even that relationship was becoming strained.

Author's Note

Yes, I'm about 86% sure that "flustration" is really a word, albeit a potentially obscure one.

Chapter 6: Escalation

Rainbow lounged on her bed for most of the day, sleeping a few hours, lying awake a few more, and then repeating. The preceding night had been spent the same way, mostly. Her falling out with Spike last night had been bothering her, but not as much as her less-than-successful campaign to bring Mare Do Well out of hiding.

Why hadn't Mare Do Well come out to stop her yet? Was she not trying hard enough? Was she not villainous enough? Was she... a lame villain? The police hadn't had too much trouble keeping her down, after all.

Rainbow punched her purple pillow in frustration. She wasn't lame, she was just new to being this kind of awesome, that was all. Perhaps, though, she hadn't been trying quite hard enough. Perhaps it was time for something bigger.

But what?

She rolled over, analyzing her goals as a villain. She wanted the townsponies and Mare Do Well to be as miserable as they'd made her. She wanted to rain down misery on the whole town, and show them that nopony pushes Dark Spectrum around.

Or humiliates Rainbow Dash.

Rainbow sat up slowly, an idea forming in her mind. Perhaps rain was exactly what Ponyville needed. Yes, a nice shower. A nice big shower. A smile came to her slowly, and she flung the covers off. She had some evil planning to do.

* * * *

Rainbow held up the laminated piece of paper that served as her ID, and the guards didn't give her a second glance as she trotted past them. She'd worried at first that she would have to sneak into the building, like some sort of spy, but it hadn't been an issue. Apparently, Dark Spectrum hadn't become infamous enough to be known in Cloudsdale. Even after dark, the guards treated her like they always had. It was slightly disappointing, but not really a bad thing in this case.

She made her way through the weather factory casually, not wanting to raise suspicion. Friendly smiles and waves greeted her as she trotted down the halls and past the rooms where different types of weather were made. Rainbow didn't bother to return the gestures. Somehow, it didn't feel right to act friendly to anypony. She knew that these ponies hadn't been the ones to betray her, but she couldn't shake off the "I hate everypony" attitude.

She knew the way through the factory like she knew the back of her hoof, and it didn't take long for her to reach her destination. Purple vats spewed steam as pegasi poured in water and worked the bellows beneath. She'd made it to the cloud room without a problem, but what came next would be a little trickier.

"Ponyville needs a big thunderstorm? Well, alright then. I'll have the weather teams get right on it." At least, she thought it would be tricky. They didn't even ask for a note from the mayor, even though she'd forged one ahead of time. Apparently, she still had quite a bit of authority and respect in Cloudsdale. It was probably because she was so awesome.

Rainbow walked off with a smirk. Everything was going according to plan. Now all she had to do was wait until the storm was ready and then soak Ponyville.

Heh, bet Rarity's stupid mane will get totally soaked. And Applejack's stupid trees. And Fluttershy's stupid animals. And Pinkie's stupid parties. And Twilight's stupid books. Of course, Scootaloo will probably get soaked, too. She was an alright kid. Not too bright, and kinda clingy, but not bad. Rainbow shook her head, her smirk now absent. Collateral damage. It happens.

Rainbow stopped at the edge of one of the city's cloud streets, glancing back at the city that had been her hometown. For a moment, she considered just moving back into her old house and forgetting that Ponyville ever existed. Just go home to her parents, go back to making clouds, and make new friends who wouldn't stab her in the back.

She turned back around two heartbeats later, spread her wings, and headed back to Ponyville. She'd come a long way as a villain, but she wasn't done yet. Maybe once she'd had her revenge. Maybe once she felt like herself again, she could go back to a normal life in a different town.

If she ever could feel like herself again.

* * * *

"Has anypony seen Merry May?" Flitter asked, addressing the room full of pegasi. It was the second time in two days that the sour pegasus hadn't shown up for work, and Flitter was starting to get worried. Not worried about the weather so much as worried for Merry's health. Had something happened to her?

Merry hadn't been the only one, either. There were quite a few weather ponies that had been missing work lately. Most suspected Rainbow Dash had something to do with it, since she seemed to fancy herself as a villain in recent times. Even Cloudchaser, a punctual pony and Flitter's best friend, hadn't been seen in days.

Her attention was brought away from the rash of absences by the sight of something dark on the horizon that was rapidly growing larger. She plucked up the binoculars that were kept next to the window and brought them to her eyes. It certainly looked like a massive load of storm clouds coming their way, but a quick check of their equipment told her that the wind was blowing to the east, not to the south.

"Hey, are we scheduled for a big storm today?" Flitter asked, lowering the binoculars.

Blossomforth was the one to answer, "I don't think so."

"Are you sure? What about Appleloosa?"

Blossomforth took a moment to shuffle through some papers before shaking her head.

"Well, then, what the heck is one coming in for?" Nopony gave her a satisfactory answer. Flitter took another look at the cloud, confirming that there was indeed a team of pegasi moving it along. She headed for the door, intent on going out to ask the incoming weather team what was up, but the door burst open before she could reach it. Everypony gasped.

The villain that they had come to know as Dark Spectrum stood in the doorway, a toothy smile plastered on her face. Flitter opened her mouth to scream, but her world went black before she could get a word out as Spectrum shot forward and slammed into her.

* * * *

Rainbow turned away from the weather station's front doors and lifted off with a flap of her wings. It had taken her a little longer than expected to subdue the local weather team, and the storm was already blocking out the sky above Ponyville. The team from Cloudsdale would be expecting some sort of reception, and she wanted to be sure that she would be the one to greet them.

The weather team's leader was clearly marked by the vest he wore, and Rainbow flew quickly to him. "You're early," she said.

The stallion looked her over and smiled. "Hey, Rainbow. Here's your storm. This good here?"

"Yeah, that's good right there," Rainbow said, pointing a hoof at the clouds below them. "Don't start it up yet, though. Like I said, you're a little early. The storm isn't supposed to be for another hour yet. I'm captain of the weather team here in Ponyville, so I'll handle it from here. See you guys later."

The team leader and the other out-of-towners gave her a friendly wave as they headed back for their home in the clouds. Rainbow waved back at them, unable to suppress the growing smile on her face.

Rainbow burrowed down into the cloud layer, sticking her head out through the underside so she could see the city. She turned her rose-colored eyes to the west, watching the big orange ball slowly slip further out of sight.

Everything was working. The Ponyville weather team had been locked up in their station, the storm was in place, and the sun had nearly set. It was almost time. She set off towards the weather station again to retrieve her suit.

An hour later, Dark Spectrum stood atop the town hall, looking out over the city. The sun was finally gone. Night was upon Ponyville. It was time.

She lifted off slowly, rising up until her mane almost touched the blanket of dark clouds that hovered above the city. She'd done a quick check of the cloud cover, and was satisfied at its cohesiveness. Everything was set. All she had to do was flip the switch.

She didn't even bother with a second thought, turning and slamming her back hooves into the clouds. Waves of lightning rippled out from the point of impact, spreading all over the city. Rain followed quickly behind it, and soon the whole town was being drenched. It was a storm big enough for two full cities, just like she'd ordered, and it was all coming down on the small town of Ponyville.

Spectrum dropped down onto the town hall and laughed from her perch. It was maniacal yet refined, the result of hours in front of a mirror practicing. It started slow, but soon grew in volume and speed until she was cackling like a madmare.

Her laugh died down after a little while as her eyes took in the fact that nopony was coming out to stop her. Nopony to the east, west, north, or to the south. "Aww, come on!" she whined, stomping a hoof down.

Then something moved near a building. Something pink. A toothy grin flashed across her face and fell just as fast. It wasn't Pinkie, it was that other pink Earth pony, Lily. Oh well, at least somepony had taken notice of her cool storm.

Spectrum cleared her throat. "Behold, peasant, the storm of the century! Don't like rain? Too bad, because this is my city now! Ponyville is my playground! What'cha gonna do about it, huh? Yeah, that's right, noth—"

A streak of blue zipped past her and a section of the town hall's roof exploded behind her. She had to turn her head to see the source. Stupid goggles— holy horse apples! She'd never seen so many cops in one place before. She didn't even know Ponyville had such a big police force. She didn't have time to count them, though, as the legion of unicorns launched a barrage of spells and the swarm of pegasi closed in.

Well, it was what she had wanted... sort of. If she could beat all these cops, that would show Mare Do Well that the city really did need her.

If.

Spectrum launched herself upward to meet the closest pegasus. The stallion's eyes went wide just before Spectrum kicked him aside and sent him to the ground. She cartwheeled sideways, grabbed another one, and hurled them down toward the unicorns. But it wasn't enough.

She shot through the air, kicking off various pegasi within the swarm and bouncing around like a pinball. Pegasi tumbled down from the sky left and right, some getting right back up and others not. But it wasn't enough.

Spectrum went into a dive, holding her forelegs out and sweeping the legs out from under the unicorns along her path. Their spells went wide, some hitting their fellow officers and leaving nasty burn wounds. But it still wasn't enough.

It was too much. Too many. Even with her awesome moves the swarm was too massive. Where did Ponyville even get so many cops? She had to have an edge. She had to find something to break them up. She banked hard, turning around a corner and heading for a lot of dirt not too far away, wind and rain pelting her body. Pretty soon, the construction site came into view.

Streaks of magic flew past her as she slalomed between the wooden beams holding the unfinished building together. She pulled up hard, flared her wings, peaked, and went right back down to fly through the building again.

Just as she had hoped, the pursuing pegasi didn't expect her to come right back at them. They didn't have time to get out of her way as she plowed through them like they were bowling pins, scattering them among the construction equipment littering the building's first floor.

A support beam burst apart next to her, knocking her off course and into another wooden beam. The building groaned in protest as she quickly righted herself. These unicorns weren't messing around anymore, that much was clear. She needed a break from their stupid spells.

Spectrum headed up to the upper levels, where she would only have to deal with pegasi until the flightless ponies could make it. To her pleasant surprise, she found that the stairs to the fifth floor weren't even finished. She could take her time with the others, but the police pegasi were already catching up.

She kicked out one of her cloud bottles, catching it on a hoof and then hurling it toward the center of the floor. She ducked to avoid a pegasus she didn't know as the fog burst out of the bottle and spread across the fifth floor. She dove into the cloud, landing softly and holding her wings up to avoid disturbing the fog too much. She couldn't see anything inside the fog, which meant nopony could see her inside the thin cloud of dark gray.

She crouched low, lurking within the fog with her wings spread and her ears alert, waiting. It didn't take long for the gentle sensation of wind to reach the feathers on her left wing, and she whipped around with her right-rear leg out. Her aim was true, and she struck the invading pegasus right in the neck, knocking him back out of her cloud. She fell back into her crouch, waiting, listening, and feeling for anypony else that disturbed the cloudy mass.

A light breeze against her tail sent her hopping back a step and then kicking out with both back legs. She felt something soft, heard a groan and a thump, and was satisfied. It was actually kinda fun.

She heard the fluttering of wings, and a felt significant gust from her right side. She jumped up to deliver a flying kick, and saw what her target was a moment too late. Her hoof slammed into the steel drum of a miniature concrete mixer. She cried out in pain as the hardened construction equipment didn't give in to her assault, and hovered back, clutching her aching leg. Why was a concrete mixer even up there?

Something heavy hit the floor, and two pegasi launched into the cloud and latched onto Spectrum. They swung her up and around, throwing her back-first into a wooden beam. It broke in two against her, and she skidded across the wooden floor. The building moaned a little more.

That had hurt, but she'd taken worse. She got up quickly, shaking off the pain in her back, and picked up one of the broken chunks of wood. She flung it at the pegasi, followed by her own body. They avoided the piece of wood, but not Spectrum's hooves as she clotheslined both of them straight through the cloud. She stopped hard, sending both of them rolling down the unfinished staircase.

She turned, narrowly avoiding a spell she hadn't seen coming. There were police unicorns firing at her from the level above her. How did they get up there? No time to figure it out, though. Spectrum shot forward, stopped short, and flew straight up, uppercutting one of the unicorns clean off his white hooves. With a bounce off the ceiling, she tackled the other unicorn, rolling a short distance, and then flung him into a pile of unused wooden beams.

A few minutes of awesomeness later, and the police presence in the unfinished building seemed to be dwindling. A trio of uniformed pegasi even flew away from her as she approached them. Were they giving up?

"Hah! Am I too awesome for you? That's what I thought! Yep, nopony can... stand... up to...." Something about the quiet at the construction site struck her as unsettling. They'd tried so hard before, so why would they just walk away like that?

Suddenly, Spectrum couldn't hear anything beyond the deafening roar of the concussive blasts that surrounded her. Splinters pelted her body as beams of magic assaulted the building, blasting holes in everything they hit. Rainbow had never cared that much about collateral damage, but she had assumed that the Ponyville Police Department would.

She flew past the exploding beams, trying to reach an open side of the building before the inevitable collapse came. A powerful blast rocked the unfinished structure from somewhere below, and Spectrum could see the floor beneath her wings start to give way. She dodged left, right, smashed straight through a collapsing floorboard, and blasted free of the building as it fell apart behind her.

She'd had enough. No more games. No more playing around. She streaked up through the sky, arcing gently, and sped back toward the ground. She twitched a little, moving her wing out of the way as a few spells shot past her. The police were all gathered together for their assault on the construction site. Perfect.

She pulled up hard, her vision going dim for a moment, and released the two remaining cloud bottles on her belt. The legion of police ponies were soon shrouded in fog and Spectrum turned back around to begin her assault.

Into the cloud, out of the cloud, circle around, repeat. Spectrum didn't always hit something when she went it, but when she did, she sent it flying. She pounded through the fog again and again, smirking at the confused shouts from the police ponies. The fog slowly dispersed as she cut through it over and over. The remaining unicorns took a few shots at her, but she was going too fast. She didn't stop tearing through the fog until nopony was left but her.

Spectrum slowed to a hover, checking around the lot to make sure there was nopony else in her way, but she was alone. Spectrum smiled, panting from the exertion and stress. She was completely soaked and her body was sore, but it didn't matter. She'd won. Ponyville was hers. Mare Do Well was the only pony who could stop her now. At least, that's what she wanted the townsponies to think. She knew in her own mind that not even the four masked mares and their seamstress could actually stop her.

Dark Spectrum landed on the town hall and turned to address the crowd that had gathered before the mayor, presumably to ask why there was a storm. Spectrum shouted down at the crowd, "Where's your hero now, Ponyville? Where's that coward Mare Do Well?"

She paused for dramatic effect, and then shouted, "She's at home, washing her tights!" Spectrum cackled as a bolt of lightning struck somewhere nearby with almost perfect timing. "So run! Run and hide, Ponyville, because nopony's gonna stop me!" She continued to laugh as the soaked townsponies ran back to their homes. Spectrum sat down to rest a little, and waited.

She waited five minutes.

She waited ten minutes.

She waited thirty minutes.

She waited two whole hours, but Mare Do Well wouldn't come out.

Chapter 7: A Night of Wonders

Rainbow just didn't get it. She'd stolen, broken into businesses and homes, terrorized the populace, and beaten every police pony in town, yet it still wasn't enough to draw out her treacherous friends. It may have been showing Ponyville that Mare Do Well wasn't the hero they'd thought she was, but that wasn't all that Dash was after. She wanted the five. She wanted to make them pay, but she couldn't do that if she couldn't find them. She was sure if she'd caused enough of a ruckus that they would come out to stop her, but so far she'd met with no success.

What am I going to have to do, blow something up? The thought lingered in her mind, and an idea began to form around it. Maybe she should blow something up. She'd done it before, so she knew she could. But what to destroy? Something big. Something important. Something Ponyville would be sure to miss. When Rainbow thought about it, she immediately knew which building to choose.

She sat down at her desk and began to write on a fresh sheet of paper. She didn't like math, but she'd studied it a few times. She had to know a few things if she wanted to be a Wonderbolt. The best flyers know at least a thing or two about physics and geometry. Being able to judge distance, speed, and angle at a glance were essential when performing high-risk maneuvers. Some quick mental math to guide your flight path could mean the difference between making a sharp turn and spinning out of control and crashing. For what she was about to attempt, she would need some preparation.

* * * *

Dark Spectrum kicked open the double doors, shouting into the building, but found that it was already empty. Pleased to catch a break, she headed back into the sky. She assumed that somepony freed the weather team sometime during the previous day, since the sky was clear when she got to town.

After gaining a lot of altitude, Spectrum looked down and judged the distance to her target. The doors stood open, just as she had left them a minute ago, but she thought she was a bit too close. She backed up a little and hovered higher, taking a deep breath and letting it out slowly. "Alright, here we go."

She tucked her wings close and dove, going almost straight down toward the ground. She flared her wings and gradually changed her angle, curving slowly toward the center of town, her speed increasing steadily. She kept her front hooves forward and her back legs straight behind her to cut down on drag, but something wasn't quite right and she could feel it. She wasn't going quite as fast as she needed to be going. What was the problem?

It was her costume. She hadn't factored in her costume when doing the calculations for this stunt. It created more drag than her naked body and it was slowing her down. She'd have to adjust her angle of attack and get more speed. At least she had thought to leave behind her cloud bottles, which would have made her even slower.

She flapped her wings and adjusted her curve. This was going to be trickier than she thought, now. If she made even one tiny mistake she would either hit the ground or slam through a wall, neither of which would be good.

Focus, she thought. You're the best in Equestria. You can maneuver into and out of a well barely wider than your wingspan while carrying a filly. You can slalom through obstacles a foot apart at the speed of sound. You pulled a sonic rainboom before you were old enough to have a job. You've got this.

Her belly was almost touching the wooden floor by the time she streaked through the front doors. And then it happened. As soon as she felt it kick in, she pulled up hard and shot straight up through the roof of the town hall, the magic pouring out of her body protecting her from the impact. A glance over her shoulder brought a smirk to her face.

The town hall exploded behind her as a rainbow-colored blast ripped through it, tearing the walls to mere splinters and leveling the entire building.

That's not all it did. As Spectrum turned to watch and let her speed decrease, the planar shock wave of the sonic rainboom shredded the market stalls around the town square and flattened the shops and houses close by. It was the most destructive thing she'd ever witnessed. It was a thing of wonder, both terrifying and beautiful. It was Dark Spectrum's finest work, and it was sure to be remembered.

It was also highly visible, possibly even from space. Spectrum looked up to the moon. I wonder if Luna can see this. She waved to the Lunar Princess in case she could. "Hey, Princess. Pretty cool, huh? Betcha wish you could'a done this back when you were Nightmare—"

Spectrum stopped waving, suddenly struck by something. She'd had it before, but it had only been a passing thought. She and Princess Luna really weren't that different, were they? Both were once respected, revered even, and both turned to villainy due to the way the populace had treated them. Of course, Nightmare Moon had wanted all of Equestria, while Spectrum just wanted Mare Do Well. Although, now that she really thought about it, what would Dark Spectrum do if she ever really got her revenge? There was no way she could ever go back to being Rainbow, not after the things she'd done. Luna had been forgiven, sure, and was now respected once again. But that had taken a thousand years and a set of magical trinkets to fix things. Somewhere in her mind, Rainbow doubted that she'd get the same chance.

She didn't have much time to process any more of this little revelation, however, as something slammed into her back while she was having it. The two tumbled briefly before Spectrum kicked away from the offending object and got a look at it.

It was a pegasus. Not just any pegasus, either. She'd met this pegasus at the Grand Galloping Gala. She'd even saved his pie. "Soarin! Hey, what's u—" Rainbow stopped herself, pushing hard to suppress her inner fangirl. She was Dark Spectrum now, not a squeeing filly with a celebrity crush. "What're you doing here?"

"You've gone too far, Spectrum." The voice came from behind her, and she whipped around to see Spitfire hovering not too far away. "We're here to put an end to your crime spree. Now get down on the ground and keep your hooves spread." Misty Fly hovered into view nearby. Three Wonderbolts, all in Ponyville just for Spectrum. If they hadn't been there to arrest her, she would have been downright ecstatic.

She turned back to Spitfire, captain of the Wonderbolts, the blades attached to her wings glinting ever so slightly in the moonlight. Her hero was hovering less than 20 feet away, armed for combat and ready to place her under arrest. Soarin had already attacked her. Rainbow would have been quite upset. Rainbow would have been conflicted and torn that her personal heroes were out to get her. But Rainbow wasn't in charge. Dark Spectrum was, and she saw this as just another betrayal in a long line of ponies who had let her down.

At least, that's what Rainbow kept telling herself.

It happened fast. Too fast to think about, but slow enough for the quickest pegasus in Equestria to react to Misty as she shot through the air. Spectrum flapped her wings forward to dodge the mare's attack, and the fight began.

Spectrum leaned back to dodge Spitfire's dive, barely missing the pegasus's strike, and brought a hoof up to redirect Soarin's kick away from her face. She kicked off Soarin's chest, whipped around to smack him with a roundhouse kick and then rolled into the fetal position to duck under Misty's swinging hooves before turning and bucking her away.

Spectrum was good, but this was too much at once. Any mistake she made would end the fight with her on the ground. The police ponies had been more numerous, but these three were far better fighters. Spectrum shot upward suddenly, cartwheeled through the air as she stalled, and blasted back down with a flap of her wings, shooting past her three opponents as they moved up to catch her.

She swooped low over the wreckage of the town square, weaving around the beams and boards that stuck out of the rubble. Just like Ghastly Gorge, she thought. Just like when I held that contest to find a pet. She smiled inwardly. That dumb turtle just wouldn't give up. A real tough turtle, that Tank.

"Tortoise," she heard Fluttershy say in her mind, and almost slammed into the only remaining wall of a novelty shop. She silently cursed herself for losing focus and checked behind her, only to drop to the ground as Spitfire just barely missed her target.

The Wonderbolt landed with three hooves against the wall and looked down at Spectrum below. "Give it up, Dash. It doesn't have to be like this. Just get—" Spectrum cut her off with an uppercut, but her ascension was short-lived as Soarin swung in and grabbed her out of the air. That didn't last long either once Spectrum flipped the two around and slammed Soarin through the wall of somepony's house. She kicked the stallion away and flew back outside.

Spitfire was hovering over the ruined novelty shop, her jaw hanging askew. She punched her jaw with a hoof, causing it to make a disconcertingly-loud cracking sound and straighten out. "I know what you're thinking, Rainbow: you're too far gone, right? You've gone past the point of no return and there's no hope of going back, right?"

Spitfire pushed her goggles up onto her forehead, directly exposing her orange eyes to the moonlight. "Well, it's not too late, Dash. It's never too late to make things right."

Spectrum turned, splitting her attention between Spitfire and Soarin as he hovered back into sight inside the house. A pale pink Earth pony fled from the home, screaming something about horror.

"The only one in that hole you're digging is you, Dash." Spitfire's words brought Spectrum's gaze back to her. "Don't make it six feet deep."

Spectrum wanted to tell her to shut her trap, but it was exactly what she had been thinking. Instead, she was silent. Was Spitfire right? She had gone so far and still hadn't drawn out Mare Do Well. Was it time to give up?

If it weren't for those darned goggles, she might have seen it coming. The sound of three pairs of wings close by drowned out the light fluttering sound of Misty's approach, and Spectrum was tackled by the Wonderbolt before she knew what was happening. Instinct kicked in, and she tumbled just enough to land on top of Misty, both sliding through the dirt road and leaving a shallow trench behind.

Misty was out cold from the impact, having taken most of the force and softening the blow for Spectrum, who quickly got to a standing position. Soarin swooped in, but Spectrum saw it coming well in advance. She slid sideways just out of his path, biting onto Soarin's tail and twisting around in a circle to send him spinning over the road and into a pile of rubble. Soarin started to pull himself out, but Spectrum was already there, smashing a broken support beam over his head. Soarin fell limp, though he was still breathing (Dash checked).

Spitfire walked slowly down the road toward Spectrum, stopping just outside of her reach as the villain stepped away from Soarin. The two pegasi eyed one another and slowly began to orbit a point halfway between the two.

"I know you're not a bad pony, Rainbow Dash. You saved the lives of four ponies during the Best Young Flyer Competition, including myself and my two fellow Wonderbolts here. You helped defeat both Nightmare Moon and Discord when they returned — yeah, I know about that. You were a hero once, and it's not too late to fix the damage you've caused."

"You're right about one thing, Spitfire: I was a hero once. Being a hero is how I got into this mess in the first place. Me being a hero was the reason that Mare Do Well was created."

Spitfire raised an eyebrow. "What's Mare Do Well?"

Spectrum shook her head. "Five ponies who destroyed my life. That's all that really matters right now. They created Mare Do Well to show Ponyville that I wasn't good enough to be their hero, and I'm going to make them pay for it. I'm not after you, or Soarin, or Misty, or anypony else right now. So, just... stay outta my way."

Spitfire's voice softened slightly. "I can't let you go, Dash, not after what you've done. You know that."

"Yeah... yeah, I guess not." Spectrum made her decision. She had come too far to give up now. She shifted on her hooves, cracking the joints in her legs, wings, and neck.

"So, that's how it's gonna be." It was more of a statement than a question. Spitfire stretched her wings out, the attached wingblades catching the moonlight again. She shifted her goggles back over her eyes.

Spectrum nodded. Both stood still a few seconds longer, watching the other. Maybe, under different circumstances, they could have flown alongside one another as friends. Perhaps in some alternate universe where things played out differently. Rainbow had a lot of respect for Spitfire, and got the feeling it was mutual. She didn't want to fight her hero, but she couldn't back down, not after everything she'd been through. If she didn't take Spitfire down, Spitfire would take her down.

Somepony had to fall that night.

Spitfire struck first, giving Spectrum a simple right hook. It was deflected, as expected, and Spitfire continued the spin to follow up with a roundhouse kick. That one struck home, knocking Spectrum's goggles askew and sending her back a few steps. Spectrum flapped her wings once, rearing up and striking out with both forelegs to push Spitfire back as she went in for another attack.

Spectrum kept her wings pumping, staying on her hind legs and holding her forehooves up defensively. Spitfire assumed a similar pose, though it was one with much greater refinement, certainly the result of years of combat training. The two regarded one another briefly as Spectrum adjusted her goggles, then both hopped forward to strike the other.

Spectrum jumped up to avoid Spitfire's leg sweep and countered with a hoof to the face. Spitfire ducked to avoid Spectrum's follow-up swing and dove forward, sending her opponent tumbling hooves-over-head. Spectrum wasted no time in her recovery, twisting around and bucking Spitfire up into the air.

Spitfire flapped her wings and managed to stop just in time for Spectrum to slam into her. The two arced through the air briefly before hitting the side of a house with Spitfire pinned.

Spectrum jabbed once, then twice, and then flew into a flurry of lightning-fast strikes. Spitfire kept up at first, matching hoof-strike for hoof-strike, but Spectrum was faster than her. First one strike slipped through her defenses. Then another. Soon she was barely blocking any of the blows.

Spitfire kicked one of her back legs upward into Spectrum's crotch. She let out squeak of pain, stopping her assault, and Spitfire flung herself forward against Spectrum's chest, sending both rolling across the road. As soon as they separated, Spectrum stumbled slightly as she stood up, and Spitfire coughed as she got to her hooves. Spectrum glanced at her opponent and then shot up into the air, knowing she wasn't at her best on the ground. Spitfire coughed again, but launched herself after the costumed pegasus all the same.

Spectrum checked over her shoulder and then banked hard to her left. She was fairly certain she could out-fly Spitfire if she wanted to, but that would mean losing her chance at Mare Do Well. If anything was going to bring the masked mare out of retirement, it was the damage she'd done to the town square. She just had to hold out until the false hero showed herself.

Spectrum flared her wings and came to a sudden halt, turning and swinging out a leg to catch Spitfire off guard. The Wonderbolt rolled around the blow and latched onto the front of Spectrum's jumpsuit, flipping both of them end-over-end through the air.

"Get off me," Spectrum said as she punched at the pony attached to her costume, but Spitfire held fast. The two tumbled through the sky, a flailing mess of hooves and feathers, exchanging strikes as Spectrum tried to free herself. Spectrum couldn't pull them out of their fall if Spitfire was still fighting with wing beats of her own. "Let me go or we'll both crash!" Spectrum shouted, pausing her assault on the hitchhiker.

"Whatever it takes," Spitfire growled through the fabric between her teeth. Spectrum paused, struck by the look on her opponent's face. The ground was coming up fast, and there was no fear in Spitfire's eyes.

Spectrum relented, pulling her wings in and letting Spitfire take control. As soon as they weren't falling, Spectrum tried to take back control of their course, but the ensuing struggle ended up with both tumbling down a dirt road, accumulating numerous bruises and scrapes.

By sheer bad luck, Spectrum was the one who hit the wall of the costume shop, the air being knocked from her lungs. Spitfire put a hoof against Spectrum's chest, leaning on her for a moment and breathing heavily before she cocked the other one back. "Don't make me do this, Dash!"

Spectrum replied by swinging a hoof at Spitfire, who leaned her face back to avoid the blow, but not far enough to avoid the blade that had popped out when Spectrum had hit the wall. Spitfire gasped, and Spectrum kicked her away, splattering blood across the dirt road.

Rainbow stepped away from the wall, tripping over her own hooves, and couldn't help but grimace when she saw the damage she'd done. The left half of Spitfire's face was split open, extending her mouth to a point just below her eye, and Rainbow could see all of her teeth on her left side.

Rainbow's gaze fell to the bloodied blade that extended past her hoof, a little shocked at herself. It had been a reflex. An instinct. She had forgotten that they were even there, since she hadn't had reason to cut herself free for a few days.

She just barely looked back up in time to lean out of the way of Spitfire's wingblade as it slashed at her throat, missing by mere inches. Spitfire followed up with a leg-sweep that sent Dash off her hooves. Then she sent Rainbow rolling across the dirt as she spun in place and slammed her back hooves into Rainbow's chest before she'd hit the ground. The Wonderbolt didn't even seem to care about the blood pouring from her face as she rushed across the ground and tried to stomp Spectrum into the dust.

Dash rolled out of the way, twisting and getting back on her hooves just in time to deflect another wingblade slash with a sharp edge of her own. She hopped back up on her hind legs and slid the other blade out of its hiding place.

Spitfire growled as she wiped some of the blood from her face, which was contorted into a sneer. Whether the expression was from pain or rage, Rainbow couldn't tell. Spitfire took a few steps closer, paused a second to pant through her bloody, gritted teeth, and then lunged for her opponent with a growl.

Steel met steel again and again as the brawl turned into a knife fight, but both pegasi were slowing down as their duel dragged on. Rainbow hopped back with a yelp as a steel blade slid across her chest, cutting through her padded suit and drawing blood. Spitfire sucked in a sharp breath as one of the modified kitchen knives sliced into her foreleg. Soon, both mares were leaking blood from at least five places each.

Rainbow had to flip over backward and spring off her forehooves as Spitfire spun across the dirt, swinging one wing after the other. As soon as her back hooves dug into the ground, Dash sprang forward with both blades out. Spitfire twisted and rolled over, letting her opponent sail over her.

Spitfire landed before Rainbow, and she was already rushing toward Dash as she did. Spitfire leapt up into a backflip, her left-rear hoof catching her opponent in the chin and knocking her goggles right off her face. Rainbow didn't even have time to spit the blood out of her mouth before the Wonderbolt jumped up and punched her face down into the dirt.

Rainbow spat out her mouthful of blood and her costume fangs as her opponent placed a hoof down on her neck. Spitfire was panting, and Rainbow could feel the Wonderbolt's hoof trembling against her. Dash slid her hooves under her torso to get up, and felt Spitfire's hoof press down harder against her neck. Had Spitfire been holding back before? There wasn't time to think about it.

Rainbow pushed off the ground with half her hooves and one wing, rolling over and knocking Spitfire off balance as her hoof slipped out from under her. Dash stopped in mid-air with a flap of her wings and spun around the other way, landing her left-rear hoof on the top of Spitfire's head and smashing her chin against the ground.

Spitfire's goggles were cracked, and it took her a moment to get her shaking hooves under her again. She slid backwards across the dirt a short distance, raising herself up on her shuddering legs as they tripped over themselves.

Dash barely touched down to whip a rear hoof across Spitfire's bloody face in a roundhouse kick, almost pushing her goggles completely off. Rainbow dropped down, her blades digging into the dirt, and slammed both her rear hooves in the side of the Wonderbolt's head.

Spitfire stumbled sideways a few feet, collapsed to the dusty ground in a heap, and the fight was over.

Rainbow Dash picked up her goggles and fell into a sitting position, panting hard as she looked down at the bloodied and unconscious Spitfire. The golden mare was breathing, but not doing much else. The captain of the Wonderbolts, her personal hero, was lying bleeding on the ground. This wasn't what Rainbow had wanted at all.

A shuffling sound caught her attention, and a look around told her that ponies were coming out of their homes now that the ruckus had ceased. They were gathering near the victorious Dark Spectrum and the fallen Wonderbolts, though none of the spectators got very close.

Rainbow turned her head slowly, taking in the crowd. As her eyes fell upon each pony in the gathering group, they grew visibly nervous and stepped away, the fear plain on their faces and in their eyes. Some of them were even bowing, though their shaking bodies told Rainbow that it wasn't out of love and respect.

Her eyes turned back to Spitfire. She'd always dreamed of joining the Wonderbolts and flying alongside that mare. Rainbow never would have expected that she would one day see Spitfire defeated by her own hooves. How had things gone so horribly wrong for her?

"Mare Do Well," she breathed, the name filling her bones with hatred and her eyes with fire. It was Mare Do Well who had caused all of this. It was Mare Do Well's actions that had started her on this path, and it was then Mare Do Well's inaction that had led her to wreak more and more havoc on the city. It was Mare Do Well who had made her battle her greatest heroes.

And now it was Mare Do Well who would answer for all of these things.

Dark Spectrum pulled her goggles back down, covering her eyes with the blood-red lenses, and turned to the terrified townsponies. "Where's Twilight Sparkle? Where's Applejack? Pinkie Pie, Rarity, Fluttershy." She paused for two seconds, only to snap, "Answer me!"

One of the ponies spoke up. "I... I think I saw Pinkie—" but the blue unicorn stopped suddenly as Spectrum whipped around to look at her. It took her a moment to resume under the villain's glare. "I saw her on 8th Street, heading that way." She pointed a hoof to the north and Spectrum shot into the air.

She paused near a chimney, calling back to the crowd, "Get Spitfire and the others to the hospital." The grouped ponies just stared at her. "Do it!" she shouted, causing a few to jump. Five of the ponies split from the pack and started to pick up the fallen Wonderbolts.

Spectrum turned from the crowd, rising higher and scanning the streets below. She didn't care about unmasking the five anymore. She'd lost too much already, and it seemed that the five cowards would never come out to face her.

She'd thought long and hard about what she would do to the five ponies who had ruined her life. It was a difficult decision for the longest time, but suddenly it was an easy one to make. They'd taken everything from her, and tonight they would pay for it; Spectrum would make darn sure of that. By the end of the night, vengeance would be hers.

By the end of the night, she would be the only Element of Harmony left breathing.

Chapter 8: Vengeance

Dark Spectrum scanned the streets, hovering some distance above Ponyville. Tonight was the night. She was going to find those five ponies and she was going to crush them like they'd crushed her ego, her reputation, and even her dreams of becoming a Wonderbolt. If they were too afraid to come to her, then she'd just have to come to them. Earlier, she'd wanted to humiliate them like they had done to her, but now there was only one thought on her mind: destroying them. Completely, and utterly destroying them.

It didn't take long for her to spot them as they traveled north along 10th street. They were right on the edge of the city and looked to be headed for the train station. Trying to run away? They were even bigger cowards than Spectrum had thought.

She moved closer to the station, slowing to a hover directly above the platform. The five's timing was fairly good, as there was a train coming in not too far away. There wasn't much time, then. No time for pithy one-liners or grand speeches. No time to truly make them suffer.

Spectrum thought for a moment as she watched the five below her, who hadn't brought any luggage. It was five-to-one and she knew that most of them could hold their own in a fight. But it wasn't going to be a fight. She wasn't going to give them half a chance to fight. She was the fastest pony in Equestria, and tonight she would prove it to all five of them. She had held back with Spitfire, but these five would receive no such mercy.

Dark Spectrum flapped her wings once and then pulled them close as she pitched forward and fell into a dive. It was a move she'd pulled countless times before, though there was one difference this time. As she approached the ground, she spread her wings and brought her hooves into position. This was it. There wouldn't be any time for hesitation once she hit. It was now or never. Time for Dark Spectrum to do what Rainbow never could have: take revenge on her former friends.

Time for Mare Do Well to die, once and for all.

Spectrum landed right on Applejack's back, smashing the orange pony down into the wooden platform with a sickening crunch. She didn't even have time to scream, nor did Twilight have time to finish her gasp of surprise before Spectrum reared up, spreading her forelegs out and swinging at the two unicorns. Spectrum only gave a brief wince as her blades slashed through the pair of throats, and she twisted around to follow up with a quick buck to Twilight's jaw. The purple unicorn's head snapped back with a crack and her limp body went tumbling end-over-end through the window of the ticket office.

With a white hoof to her slashed neck, Rarity was turning away as Spectrum's back hooves reached the platform again. She reached out, bit down on Rarity's tail, twisted around in a half-spin, and hurled Rarity over the platform with a growl. Pinkie was already galloping for the ticket office when Rarity's body wrapped around one of the nearby pillars with a cracking sound. Spectrum leapt after the pink pony, spreading her wings and holding her hooves out. Her blades dug into the back of Pinkie's neck, and the Earth pony collapsed, sliding limply across the platform.

Dark Spectrum turned to the last remaining of the traitors as Pinkie's body slid to a stop beneath her. It was the last pony she ever would have expected to betray her, and one of Rainbow's oldest friends. To her great surprise, Fluttershy wasn't cowering in fear or running away. Instead, the yellow pegasus was diving across the platform at her. On instinct, Spectrum flipped backward and performed a hoof-spring, kicking out with her hind legs and knocking Fluttershy into the air. Spectrum hit the platform with her back hooves and launched upward, grabbing the other pegasus and dropping back toward the ground. She slammed Fluttershy into the platform floor, shattering the wooden boards with one final crash.

All was still at the train station as Spectrum stared down at her last victim, panting slightly from the exertion of taking down five ponies in ten seconds. A cursory glance around the platform told her that nopony else was moving. Six ponies and only one of them left standing. She'd done it. It was over. She'd killed her friends. Vengeance was hers. She smiled as she stepped away from Fluttershy's body, stumbling slightly as she walked on her trembling hooves.

She stopped at the edge of the platform, still panting through her clenched teeth as she stared out toward Canterlot. It had been a long and hard journey, but now it was over. What she'd expected to be easy had been hard, and what she'd expected to be hard had been easy. It had taken a lot longer than she'd thought it would, proving just how cowardly her five ex-friends had been, but now it was done. Dark Spectrum's goal was complete, and her purpose fulfilled... but then why did she feel hollow instead of awesome?

No, no. Dark Spectrum was just a costume, a fictional character designed to shift the responsibility onto somepony else so Rainbow didn't have to think about the terrible things she did. It wasn't Dark Spectrum that felt hollow, it was Rainbow Dash.

She slid her goggles down onto her neck, followed by her mask. Her victorious smile was as dead as her dreams, her career, and her best friends. This was what she had wanted, wasn't it? To destroy the five ponies who had ruined her only a week prior? It had become her all-consuming goal in what was left of her life. And yet, now that it was done, she didn't feel satisfied. She didn't feel happy, or fulfilled, or even angry anymore. So what did she feel? Could it be...?

It was.

Regret. They may have ruined her reputation and crushed her very soul, but they'd still been her friends at one time. They'd stood by her even when she had been a jerk to them. They'd forgiven her whenever she'd accidentally broken their stuff after screwing up a stunt. They'd supported her, they'd laughed with her, they'd loved her. Now they were nothing. Any chance at reconciliation was dead, just like them.

What had possessed them to go and smash her life to pieces like that? Why couldn't they just talk to her about her ego? Looking back on things, she really had been out of control. Heck, she had let a pony plummet in a ruptured hot air balloon just so she could spend a few more seconds signing autographs. Why couldn't they just go, "Hey Rainbow, could you tone it down a bit? You're kinda letting this whole hero thing go to your head." Rainbow was sure she would have listened to them. They were her best friends.... Were.

But, hey, Dark Spectrum had proven she was better than Mare Do Well, right? She'd beaten all the other Elements of Harmony without breaking a sweat. That had to be a first, right? She was the most awesome villain in Ponyville, and maybe even all of Equestria. She sure was awesome, alright.

"So... awesome...." Dash's voice cracked, her vision starting to blur from the liquid building in her eyes as it hit her: it was really over; she'd killed her friends. Her quivering legs gave out beneath her, and she fell onto her rump, shoulders sagging and muzzle pointed at the wooden boards of the platform. She grit her teeth, fighting herself for control as she heaved a few times, just as she had done countless times over the last week. This time, however, she was unable to win, and the tears poured from her eyes and onto the station platform, accompanied by the tiny squeaks and whimpers of a broken mare. She cried for her friends, who'd lost their lives. She cried for Spike, who'd just lost everypony close to him. But most of all, she cried for Rainbow Dash, who'd lost everything that was ever special to her, most of all herself.

"I... I'm sorry...." They were words she rarely uttered, and it was much too late, but she didn't know what else to say. Nothing she could ever do could make up for what she'd done. The damage she'd caused, the ponies she'd hurt, the lives she brought to an untimely end. "I'm sorry," she sobbed, turning toward Fluttershy's lifeless body. "I'm so... wha... what the heck?"

Her sorrow was pushed aside by confusion as she stared at the black, pony-shaped creature lying among the broken boards of the station platform. Rainbow stood up, drawing closer to the thing as tears continued to mat the fur on her face. The creature looked like some unholy mix between a pony and a bug monster. It had both a stubby little horn and a pair of insectoid wings, like some twisted, nightmarish version of a little alicorn.

She'd never seen anything like it before, but one thing was for certain: it was most definitely not Fluttershy.

The sound of screeching metal brought Rainbow's attention away from the creature. The train she'd spotted earlier had finally arrived. Rainbow figured she should run, but her hooves preferred to keep her rooted to the spot as the train's doors opened.

"Ah, it's good to be back in Ponyville, isn't it girls?" Rainbow knew that voice, and turned to the source. It sounded just like....

"Rainbow Dash, is that you? How did you get onto the platform so fast? And what're you wearing?" Twilight Sparkle stepped onto the platform, looking slightly confused. She didn't look anywhere near as confused as Dash herself, who was staring in raw shock at the five ponies she'd just murdered a matter of minutes ago, all five of them looking perfectly normal.

Chapter 9: Confessions

Rainbow felt like she'd been sucker punched, and was sputtering nonsense, completely lost for words. Rarity wasn't though. "Ooh. I must say that outfit is positively dashing, my dear," the unicorn said with a wink. "Is that why you disappeared yesterday afternoon? To pick it up?"

As Twilight stepped forward off the train, her hoof struck the black creature that had been Fluttershy only a moment before. She stared at it for a second, blinking a few times. "What in Equestria is that?"

Rainbow Dash shook her head, trying to clear her mind as Twilight knelt down to examine the black creature in the crater. "What the heck is this thing? Twilight asked. "I don't think I've ever seen anything like it. Fluttershy, have you ever seen one of these before?"

The yellow pegasus shook her head. "No, Twilight, I haven't."

Rarity looked down at the black thing only then, recoiling at the sight of it. "Oh, my heavens! What a dreadful-looking beast. Is it alive?"

Twilight shook her head, replying, "I'm not sure. It looks like somepony smashed it into the floor here."

"Look, there are more of them," Fluttershy added, pointing a hoof at the other creatures scattered across the station. "Do you think they came from the Everfree Forest?"

"What in the hay is going on?!" Rainbow suddenly screamed, snapping everypony's eyes to her.

"Rainbow, are you feelin' alright?" Applejack asked. "You seem a little distressed."

Rainbow's mind reeled as she tried to make sense of what she was seeing. She reached out and poked at Rarity with a hoof, finding that she was indeed solid to the touch. She shut her eyes. There were so many questions buzzing around in her head, like a swarm of flies, and she was desperately trying to focus so she could ask one of them.

Pinkie gasped suddenly, bringing Rainbow's eyes back upward. "Dashie!" she whined, "You never told me you could make copies of yourself! We could've been having twice as much fun all this time! No, wait, one-point-five times as much fun. No, wait...."

Everypony turned in the direction Pinkie had been looking before she'd digressed, and Rainbow's confusion doubled. There, walking across the platform and looking as though she were desperately trying not to be seen, was another Rainbow Dash.

Now, Rainbow Dash knew who she was. She also knew that the pony on the other end of the station platform was certainly not her. Something clicked in her mind, and she sprang forward, wings spreading. The other Rainbow Dash saw it coming and tried to fly away, but the Rainbow in the Dark Spectrum costume was having none of it. She latched onto the impostor, looped around, and landed back on the platform with the other Dash under her hooves.

The other five cantered over to the two as one struggled to get out from under the other. "Who are you?" Dash asked the impostor, putting a hoof down against her face.

"I'm Rainbow Dash, duh. Who're you?"

"I'm Rainbow Dash."

"No, I'm Rainbow Dash. Girls, help—" Dash smacked a hoof across the impostor's face, stopping her mid-sentence.

"Shut up and talk!" The Rainbow on top paused for a moment. "I mean tell me who you really are!"

The Rainbow on bottom looked over at the five ponies gathered nearby. All of them looked utterly bewildered by the scene before them.

The costumed Rainbow extended one of the blades from her leg and cocked back her hoof. "Spill the beans, you phony pony, before I spill them for you!"

"Well, that one doesn't look like the Rainbow I know," Twilight said, grabbing the costumed Rainbow Dash and lifting her off the ground. The other Rainbow started to get up, but she wrapped that one in her magic, too. "But we can't know for sure without performing some kind of test. Girls, I have a feeling that those black creatures are somehow connected with all of this. Gather them up and meet me at the lab. It's time for science."

* * * *

Both Rainbows were strapped down in Twilight's basement laboratory. They'd left the Dark Spectrum costume on one of them, though they'd taken the liberty of removing the attached leg blades. It had been a surprisingly-quiet journey from the station to the library, as nopony seemed to be out and about. It was probably for the best, since they were carrying dead monsters with them.

Upon first entering the basement, Twilight had wondered aloud where all her tools had gone. Rainbow had just kept her mouth shut, as she had since they'd left the train station.

Twilight watched as Applejack deposited the last of the black creatures on the floor. "Thanks, girls. Now, we have to find out which Rainbow Dash is the real one."

Dash knew which one was real, but both of them would say the same thing, so it was pointless to tell them. Besides, she was still too busy trying to puzzle out what was going on. She remained silent.

Twilight picked up a book and continued, "I've prepared a number of spells that I think should do the trick, but I've never performed any of them before, so I can't be sure how well they may work. Everypony stand back." Her horn visibly glowed as Twilight poured her magic out, creating a stream of light that struck the naked Rainbow Dash in the chest.

The cerulean pegasus shut her eyes and seemed to be straining as the magic flowed through her. Then she appeared to relax as the spell faded. Twilight's expression didn't change as she turned and cast the spell at the costumed Rainbow Dash with the darker mane. This Dash shut her eyes as well, but was surprised to find that she only felt a slight warming sensation spreading throughout her body, and relaxed immediately.

Once the spell was finished, Twilight hummed thoughtfully and made a note on some parchment. She then repeated the same process a second time with a different spell. And then a third time. By the time she'd finished the fourth round of spells, she was panting and leaning against a table.

"Okay, I think I've got an idea of which one's real, but I have to be sure. There's one spell left I can try, but it's dangerous."

"Do her first!" both Rainbows shouted in unison, both then turning to glare at the other.

"Hmm.... Does anypony have any bits on them?" Rarity was the only one who did. "Can I borrow one? Thanks." Twilight held the little coin in her magic and then tossed it into the air, letting it bounce and come to rest on the floor. She looked down at the coin for a few seconds, and then turned to the naked Rainbow Dash across the room.

Twilight powered up for a moment and then hit the pegasus with a blast of purple, breaking the straps and sending an insectoid monster tumbling across the room. Everypony gasped as it came to rest against a wall, clearly dazed by the spell. The creature tried to stand, but collapsed after a second.

Twilight turned to the other Rainbow. "Wait!" she said, but Twilight hit her with the spell anyway. Dash was blasted out of her restraints and sent flying, sliding up next to the black creature who'd been pretending to be her only moments before. The room was spinning, but Dash stood up without trouble, having gotten used to spinning out and crashing into things back in flight school.

The other five approached the two subjects of their experiment cautiously. "I can't believe it," Twilight said, shaking her head. "The whole time in Canterlot, we thought you were there with us." She turned to the other five creatures in the room. "Were they pretending to be us while we were gone? Rainbow?"

Suddenly it all made sense. "You mean you girls really went to Canterlot? I had thought that you canceled." Rainbow looked long and hard at the pile of black creatures, deep in thought as the other five passed around speculations. She didn't care very much about why these creatures had pretended to be her friends, not at that moment. What mattered to her was that her friends hadn't been in Ponyville for four weeks. They really weren't my friends at all....

Rainbow was about to speak again when the basement door opened. Everypony turned as Spike's voice called out from above. "Twilight? Are you down here? Please be down here." The little dragon came into view, and he wasn't the only one. Scootaloo was by his side.

Scootaloo gasped as she caught sight of the five ponies gathered around Rainbow. "No! Wait!" she called out, going down the stairs as fast as she could. "Don't hurt her!"

Spike came down a little more slowly, followed by Apple Bloom and Sweetie Belle. All three stopped next to Scootaloo as she continued, "Please don't hurt Rainbow! She's not evil, she's just a little out of her mind! It happens! I go nuts sometimes, too!" She dove across the room, latching onto Rainbow's leg as the mare stared in bewilderment and ever-increasing anxiety. Scootaloo's eyes were watering as she pleaded, "She's not a bad pony. She's not bad, she's not bad, I know she's not. She can't be."

The five mares looked down at Scootaloo, then slowly pitched up to look at Dash. Applejack raised an eyebrow. "Uh, is somethin' goin' on that we should know about, Rainbow?"

Rainbow Dash looked pained, and let out a sigh. "I guess I should tell you what's been going on in Ponyville while you were gone."

Rainbow Dash laid it all out to her friends. Her real friends. The filly in the well, the Rainbow Dash Fan Club, her egomania. Mare Do Well's rise, the ceremony in the new hero's honor, the reveal to Dash of the hero's identities. Her fall as a hero, her rise as a villain. Everything that had happened since she'd woken up and missed the trip to Canterlot all the way up to her assault on the five impostors and the arrival of the train.

Everypony stared at Rainbow, their jaws dropping further and further as she continued her story. They asked a question now and then, but they'd mostly stayed quiet. The only one who said much was Scootaloo, and it usually just consisted of whispered words of denial.

Spike was the first to say anything meaningful once the story was finished. "Wow. If they were really these... monster things, then that explains why Twilight was acting kinda funny all last week," the dragon said as he scratched his head. "I thought it was a little weird, but well...."

Scootaloo was sitting on the floor in tears. "I... I didn't believe it. I couldn't." Rainbow reached down to comfort the filly, but Scootaloo backed away from her costumed hoof.

"Rainbow, I..." Twilight started, but Rainbow didn't let her finish. She knew how awful it all was, and didn't feel like being scolded.

Rainbow shook her head, sighing. "Alright, I told you my story, now it's his turn." Rainbow turned to the black creature that Twilight had tied back up. Everypony converged on the creature as Rainbow put her hooves on its chest, shaking it awake.

It's solid blue eyes opened slowly, and its head twitched from side-to-side. "Not good," the creature stated as it took in its situation. It's voice was raspy and scratchy, but clear enough to be understood.

Rainbow prodded the creature. "Alright, you freak, tell us what's going on."

It shook its head. "That's not going to happen," it said flatly, as if it were simply stating a well-known fact.

Rainbow glared at the beast and pointed a hoof at the pile of dead creatures like it. "Do you see your friends over there? I did that, and I thought they were my friends. What do you think I'll do to a monster like you?"

The creature didn't blink. "You're a lot more unstable than we initially thought, Rainbow Dash. You're much more emotional than you typically let on, it seems."

Dash wasn't sure how to respond, but she knew she was angry. She slapped a hoof across the creature's plated face. Scootaloo winced.

It spoke in a monotone and its face remained expressionless. "Your furious violence only furthers the point."

Rainbow cocked her hoof back, but found it wrapped it Twilight's magic. "Rainbow, stop it! There's a better way." Rainbow put down her hoof and stepped back from the creature.

Twilight stepped forward and began casting a spell on the creature. It shuddered for a moment, shutting its eyes. Then it sat still. "Alright," Twilight said, "what are you?"

"A changeling," it said, its tone as flat as before.

"What's a changeling?" Sweetie Belle asked, crinkling up her muzzle.

Twilight turned around to answer, "It's a crea—"

The changeling cut her off with an answer of its own. "A being which can disguise itself as ponies of all types and feeds on love. That's the simple answer. Would you like the complex answer as well?"

Twilight shook her head. "I'd heard of changelings in books, but I never knew what they looked like. Most changelings remain in their disguises and nopony gets to see what they really look like."

"That's not entirely accurate," the changeling corrected. "When we are on infiltration and espionage missions, yes, but not when we are going into combat or amongst our own kind at home."

"Enough about changelings!" Rainbow suddenly shouted. "I don't give a flying feather what you are, I wanna know what's been going on for the last three weeks!"

The changeling shook its head, replying, "I don't know all the details; I wasn't here." It turned to point its muzzle at the pile of changeling bodies nearby. "My remaining team member knows, however. If you want the answers, I suggest you ask it. You should restrain it before waking it, however, as it will resist if it can."

"One of them survived?" Rainbow asked, and the changeling nodded.

Pinkie was poking at the pile of creatures. "I can't tell them apart, and I'm great at remembering who's who. Which one is it?" The changeling turned and shot a little green spark at one of the creatures.

Applejack pulled the indicated creature away from the rest and held her ear down in front of its muzzle. After a few seconds, she stood up. "Yeah, he's breathin'. Barely." She turned back to the creature, her eyes narrow. "Yer bein' mighty helpful," Applejack said, her voice heavy with suspicion.

"I can't help it; Twilight Sparkle's magic is powerful, and I'm bound to be truthful and helpful to all of you."

Rarity's mouth opened in a silent gasp. "Twilight! I had no idea you could cast mind control spells."

"I did," Fluttershy said quietly to the floor.

Twilight hung her head a little, her ears falling flat. "I'm sorry, but I was worried what you might think if you knew I could...."

The changeling finished her sentence for her. "If they knew you could control them like puppets. Your worry is not irrational, as most ponies are indeed afraid of beings that can control their thoughts and actions."

Twilight glared at the changeling. "Thanks a lot," she spat.

"Sorry. You seemed to be having trouble explaining yourself and I was trying to help."

Twilight shook her head. "I don't know all that many mind control spells. It's not that bad, really. And I would never use them on any of you without your permission, I swear!"

"Twilight, I'm surprised at you," Rarity said as she stepped closer to her friend and put a foreleg around her. "We're your best friends. We know you'd never do something like that to us. Well, there was that one incident with Discord, but you cast those memory spells on us for our benefit and to save Equestria, so it's quite alright."

Four of the other five mares crowded in and gave Twilight a hug. Spike joined in, too. Rainbow, however, hung back with her ears flattened. Rarity's eyes turned to the outcast pegasus and she stepped away from the hug.

"And Rainbow Dash, how could you ever think that we would conspire to humiliate you like that?" Rainbow looked at the floor and Rarity paused before continuing, "I didn't mean for that to sound so scolding. What I mean to say is that we're your best friends, and we won't ever betray your trust like that." Rarity pulled Dash into the hug, and the focus shifted from Twilight to Rainbow.

"Yeah, Dashie," Pinkie chimed in.

"We all love you, don't we girls?" Fluttershy said. Everypony hummed in agreement, nuzzling in against the blue pegasus.

Rainbow felt a little better and even worse at the same time. Rarity was right, Rainbow should have noticed that something strange was going on. Those five hadn't been the friends she'd known and loved, and she had just accepted it like it was nothing. Some friend she was.

The changeling stared at them, its expression still blank. "My remaining team member is likely to wake up soon, so I suggest you stop hugging and restrain it quickly." Everypony in the room (and Spike) paused to glare at the changeling. It shrugged. "Just trying to be helpful."

After a few more moments of hugging, the six ponies went about tying up the other changeling. Even though the changeling claimed there was only one other alive, they checked to see if any more were breathing. They weren't. Once the second changeling was securely strapped down, Twilight cast a quick spell to wake it. As soon as its eyes opened, she cast another spell.

It looked around the room, holding its gaze on the other of its kind for several seconds before turning to the ponies. "You want to know what's been going on for the last three weeks, yes? I suggest you find comfortable seating, because this is going to take a while."

Chapter 10: The Plan

Rainbow plopped down on the floor pillow Fluttershy had brought in from the library's main floor. She was still confused and felt pretty awful, but maybe the changeling's story would help put an end to both problems. The others had gathered around as well, with the Cutie Mark Crusaders in their own little cluster nearby. Scootaloo hadn't spoken since Rainbow had finished her story, and she seemed to be avoiding the mare's gaze.

"First question," Twilight started, "how did you know what we wanted you to tell us without us asking?"

The second changeling spoke in a monotone, just like the first. "Changelings share a mental link with other changelings when they are close. Thoughts and ideas flow freely between us. The changeling next to me informed me of what you wanted."

Spike interjected, "I don't like the sound of that. Can you shut off the flow? Like, keep secrets?"

"It's possible, but none of us have anything to hide. Only rogue changelings who abandon the hive would shut their minds."

Twilight raised an eyebrow. "There are rogue changelings?"

"We are not mindless slaves to our queen's will. We are connected together, but not bound. Not all of us want to serve the hive."

"Come on already," Rainbow groaned.

"Yeah," Pinkie agreed, "get on with the story."

The changeling did as it was told. "We quietly entered Ponyville disguised as six foreign ponies five weeks ago. We studied each of you for the week preceding your trip to Canterlot. One of us disabled Rainbow Dash's alarm clock and this one," the changeling nodded at the one next to it, "went to the train station in her place. The rest of us stayed behind and disguised ourselves as the rest of you. We told everypony that the trip had been canceled, and our mission officially began.

"Our plan was simply to disarm the Elements of Harmony by breaking up the friendships that the bearers had with one another. We couldn't just kill one or more of you because that would raise too much attention and our forces might be discovered. Our goal in this particular mission was to alienate Rainbow Dash and drive her out of Ponyville. It was our job to figure out just how to do that once we got into Ponyville and then execute that plan. We developed the specifics of our plan on the fourth day of our mission. We saw how much Rainbow enjoyed being hailed as a hero after saving a foal from rolling off a cliff, and wanted to use that against her. We started by planting one of our spies in the Ponyville Retirement Village."

"Whoa, whoa, wait a minute," Applejack interrupted, "There are other changelings here in Ponyville besides you?"

"There are currently thirty-six of us operating in this city, not including the ones Rainbow Dash killed."

Everypony's jaw dropped. Rainbow was having a hard time believing any of this, and kept expecting to wake up at any moment.

Spike had a claw to his chin. "You know, this explains why Twilight and everypony else were acting so weird. What were you guys doing, anyway?"

The changeling tilted its head to one side, inquiring, "You mean when our Twilight double claimed to be working on a secret project for Celestia?" Spike nodded, and the changeling clarified, "We were meeting with our other changeling agents throughout the city to decide what to do about Rainbow."

"How did you survive her attack, anyway?" Spike asked. "It sounded pretty vicious." Rainbow's ears went flat, and she found an interesting spot on the wall to look at.

"She didn't hit me hard enough, to put it bluntly. It would seem that, despite the fact that I attacked her, she was not completely ruthless in exacting her revenge, at least when it came to putting down Fluttershy, the pony I was disguised as. We currently assume it has something to do with her being one of Rainbow's oldest friends. It really doesn't matter to us, though.

"Where was I? Right, Ponyville Retirement. One of our spies severely weakened a balcony attached to the clubhouse, and broke it off when Rainbow Dash was nearby on the sixth day of our mission. She saved the old ponies, and our spies in the crowd praised her heroism and influenced the ponies present to do the same."

"Influenced them? How so?" Twilight asked.

"Changeling infiltrators are trained to influence the minds of ponies. Only the most powerful of our kind can completely control a pony's body and mind, but the gift is present to lesser degrees in all of us. We are and were some of the best changeling infiltrators alive and we are and were quite good at influencing pony minds.

"On the ninth day, one of our spies burst its own hot air balloon to pretend they were in need of rescue. The timing was tricky, as we had to initiate the event while Rainbow was busy but still out in the open. Our opportunity came, and we introduced the city to Mare Do Well, which our spies proclaimed to be Ponyville's newest hero."

Something clicked in Rainbow's mind. "Wait, did you guys name Mare Do Well yourself?"

"Of course. What did you think the big 'M' on the costume stood for? Mighty, perhaps?" Rainbow couldn't tell whether or not it was trying to insult her, due to its lack of any real tone, but she didn't care either way.

"Holy applesauce," Rainbow exclaimed as the realization hit her, "that means you replaced the mayor!"

The changeling nodded, but then shook its head. "That isn't not correct."

"So Dashie's right then?" Pinkie asked. The changeling was shifting in its seat as if uncomfortable.

"Oh crap. Hang on a second." Twilight charged up her magic and blasted the changeling. It shrieked and struggled against its restraints for a second, but then settled down. "Sorry, everypony, but my spell was starting to slip for a second there."

The changeling seemed calm again. "Yes, I was almost free of it. I don't want to tell you any of this, and I'm trying very hard to resist her magic. I'm not doing very well, it seems. To be perfectly clear, we have indeed replaced the mayor."

"Spike, write a letter to Celestia. We have to tell her about this right away."

"I'm already on it, Twilight." Spike's quill was scratching away on a piece of paper, and he said to himself as he finished, "I'll tell you more when we have the whole story. Watch out. Done." He rolled up the paper and sent it out of sight in a flash of green flame.

"May I continue now?" Everypony nodded, and the changeling went on with its story. "Over the next five days, we created more disasters around the city. Each time, Mare Do Well was there to save the day instead of Rainbow Dash."

"How did you stop the busload of tourists?" Rainbow interrupted to ask. "Are you all that much stronger than me?"

"The changeling riding on the bus used weight-altering magic. First, we made it heavier so you couldn't stop it. Then, we made it lighter so Mare Do Well could. After that, we sabotaged a crane at a construction site. Then we blew apart the dam west of the city. We were honestly a little surprised that nopony questioned the fact that Mare Do Well was apparently an alicorn. Not all of us were sure it would be a good idea to outclass Rainbow in every way possible, but it didn't become an issue."

"Am I the only one getting more than a little creeped out by all this?" Spike asked worriedly.

"This explains something, actually," Rainbow commented. "I always wondered how Mare Do Well was able to be right there whenever there was a disaster. I thought she must be faster than me or something."

The changeling turned to Rainbow. "Frankly, I'm not sure anything is faster than you, Dash. Even our queen is impressed by your sonic rainboom. And Mare Do Well was already at each location, waiting for the others to signal her. Or it, rather, as there weren't actually any mares in that costume."

Twilight actually looked a little excited as she asked. "You keep referring to yourselves as 'it,' and 'they.' Do you not have genders?"

"Not as you ponies know them. The kings and queens are males and females, respectively. The workers, infiltrators, soldiers, and every other type of changeling, however, are unable to mate and effectively have no gender."

"Kinda like bees?" Fluttershy asked, finally saying something.

The changeling nodded, and was about to continue when Rainbow posed another question. "Wait, does this mean that you can copy Pinkie Pie's Pinkie Sense?"

The changeling shook its head. "We don't have an explanation for Pinkie Sense, and cannot recreate it without using time spells, which are very difficult to perform and usually end up causing more trouble than they solve."

"Time spells?" Twilight asked, leaning forward with a hungry look in her eyes.

"Precognition spells, to be exact, as in looking forward through time. Very few changelings throughout history have been able to perform them, and none of them met with much success when they did. But those are other stories entirely. As I was saying, we can't emulate Pinkie Sense. We simply had a changeling watching and telling our Mare Do Well agent what was happening around them at the construction site via our mental links."

"Hmm... You know, that makes a lot more sense than Pinkie Sense does," Twilight said as she turned to look at her pink friend. Everypony slowly turned toward Pinkie Pie.

Pinkie slouched a little, eyes darting around at her friends. "Hey, wait, I'm not a changeling!"

"That's what a changeling would say!" Rainbow pointed out. Finally, Rainbow had an explanation for why Pinkie was so weird.

"She's not a changeling," said one of the bound creatures.

"See? What'd I just say?" Rainbow said, pointing at the changeling.

Twilight leaned back from Pinkie a little and put her hoof in front of Rainbow. "Rainbow, my truth spells are still active; they can't lie right now."

"How can you be so sure they're working right?"

The cluster of ponies argued for a few minutes, but they settled down and finally decided that Pinkie was really a pony. She was a weird and random pony, but a pony nonetheless. Rainbow was both a little disappointed and a little proud that she knew somepony so unique.

After things calmed down, the changeling that had been Fluttershy continued. "We could tell that Rainbow was nearing her breaking point on the fifteenth day of our mission, when we all mocked her for being unable to keep up with Mare Do Well. We had hoped she would create a disaster herself in her desperation for attention, but she only started doing that recently and apparently for different reasons.

"We decided to make one last push to drive Rainbow over the edge and get her to do something that would make Ponyville hate her. We threw a parade in Mare Do Well's honor. We hoped she would be so enraged by the fact that she only got fan club meetings in a tree house and one meet-and-greet that she would crash the parade and wreck the event entirely. We would have had Mare Do Well run Rainbow out of town for being a menace, but that didn't happen.

"Instead, she attempted to unmask Mare Do Well at the parade. We did our best to rattle her nerves by giving her four Mare Do Wells to chase. It worked, but not in the way we expected. We had to improvise at that point, and came up with an idea. We allowed a Pinkie copy to be unmasked, and then revealed the others to Rainbow Dash. We claimed that all her friends had conspired against her to show Ponyville what a real hero is like. At that point, it didn't take much more to send Rainbow over the edge, and she ran away from us.

"We wanted to be sure she stayed out of Ponyville, so we began spreading rumors that Rainbow had caused several of the disasters around Ponyville. When she came back the next day, several of our agents rallied a mob at the marketplace and drove her out of the city. Unfortunately for us and our plans, she wasn't moving away, and returned the next night as a costumed villain.

"Over the next week, it became clear that Rainbow had snapped, but not in the way we intended. We attempted to stop her ourselves and have her hauled away to the dungeons in Canterlot, but even supplementing the police presence in Ponyville with changeling agents wasn't enough. Not even the Wonderbolts we contacted were able to stop her, nor did they have the psychological effect we intended. We attempted to escape the city, abandoning our mission. The only hope we had left was that the real ponies, you five, would be so shocked by what Rainbow had become that you would reject her as a friend. Whether or not that worked isn't entirely clear, but it would appear to have failed." The changeling fell quiet, apparently done with its story.

Rainbow didn't know how to react. Her mind had been slowly blown more and more over the course of the changeling's story, and now she didn't even know what to think about Ponyville at all. Even though it explained so much, she still felt like she didn't know what was going on.

"This is big," Twilight said, breaking the silence. "Really big. Spike, we have to do something. We have to tell somepony about this crazy conspiracy."

Spike was already writing another letter as the changeling spoke up again. "Going to the police in Ponyville would be a bad idea, for you. Our changeling agents control the Ponyville Police Department."

"You know," Rainbow started, "I wondered how Ponyville got so many police officers earlier. Just who have you all been pretending to be?"

"Would you like a list?" the changeling asked. Twilight nodded, and the bug-like creature started rattling off names and their associated occupations for a few minutes. Merry May, Cherry Berry, Daisy, Mayor Mare, Rose, Cloudchaser.... The list went on and on.

So many of the ponies around town had been monsters in disguise and Rainbow had no idea. She'd really blown the lid off a big conspiracy, and she hadn't even been suspicious until she'd seen the creatures right in front of her.

"Hey, there's something that's been bugging me," Rainbow started after the creature finished its list.

Pinkie burst out laughing. "Hee hee hee, bugging you, ha ha ha!"

Rainbow rolled her eyes and continued, "Why did you uh... how do I say this? When I beat you guys up, your disguises went away. Why?"

The changeling responded, "Significant trauma, like being killed or knocked unconscious, often causes a changeling's disguise spell to break. It takes some concentration to maintain the spell, even during sleep, and interrupting that focus can cause the spell to falter or even stop entirely."

"Oh." Rainbow looked over at the others. Twilight was dictating something to Spike. The others were talking amongst themselves. Scootaloo was just staring down at the floor as her two friends talked. Rainbow walked over to the filly.

She knew how much Scootaloo looked up to her. In fact, it was kind of annoying at times. But she was a good filly, and she was pretty awesome in her own way. "Hey, Scootaloo?" The filly looked up as Rainbow said her name, but immediately turned back to the floor. "Are you okay, kid?"

Scootaloo shook her head. "When I first heard about Dark Spectrum, I thought it was just Diamond Tiara making stuff up to mess with me. But then I saw a newspaper with your picture in it, and I heard things from the other school ponies. I..." She swallowed hard. "I didn't want to believe it. How could Rainbow Dash, the most awesome pony ever, become... become a...."

A monster, Rainbow finished the sentence in her head. She reached down for the filly again, hoping to stroke her mane and tell her that everything was gonna be okay now, but Scootaloo leaned away from her. Rainbow backed away, unsure of what to say or do. She was spared further thoughts of the filly when something tapped her on the back.

She turned around to find Fluttershy scratching at the floor, looking up at her from behind her mane. "Um, thank you for not trying to kill me as hard as the others," the yellow mare said barely above a whisper.

Rainbow didn't know whether to laugh or cry at that. She settled for, "Um, no problem." She felt she ought to find another topic, leaning to the side a little and asking, "So, what's gonna happen now?"

Twilight held up a hoof for a few seconds, then turned around as Spike sent a letter up in flames. "We're gonna head out and start unraveling this mess the changelings have made," she said. "If what we've heard tonight is true, the changelings practically own Ponyville. We've got to spread the word and warn everypony. Celestia has already informed me that she's sending a group of her most trusted royal guards to help us out."

Had Spike burped out a letter earlier? Rainbow hadn't noticed.

Twilight continued, "We're going to take one of them with us as proof, and so the guards will know what changelings look like. Once the royal guard starts their occupation, I guess we'll all meet back here."

The changeling that had been Fluttershy spoke up again as Twilight lifted it up in her magic, restraining chair and all. "I suggest you render me unconscious before transporting me, as I will resist with lethal force if your spells lose control of me."

Spike shook his head. "You know, it's kinda creepy when you say things like that."

"It's not very nice on my end, either. It's extremely uncomfortable, in fact. Every word I speak is forced out against my will. I would kill all of you right now if I could, and it wouldn't be inaccurate to describe my actions as vengeful. We changelings don't feel emotion quite like you ponies do, but this is an almost unbearable experience and I would be pleased to see Twilight Sparkle's mangled corpse at my hooves."

Twilight stared at the creature, ears flat, eyes wide, and mouth slightly open. Rainbow simply stepped in front of Twilight and punched the changeling across the face. Its head wobbled a little, then the creature fell limp.

"Um, thanks?" Twilight said as she put the creature across Applejack's back.

"No problem," Rainbow replied as the others moved toward the stairs with the creature in tow. "So, what do I do?"

Twilight paused for a while, looking at her hooves. Then she looked back up at Dash, determination plain on her face. "We'll tell everypony that this Dark Spectrum character was a changeling. We'll say it was part of their plot to break us up. Until we get everything sorted out, though, I think you should stay here."

Rainbow nodded. "Yeah, you're probably right. Ponyville probably hates my guts right now. You go on and save the town. See you when you get back."

Everypony else exchanged glances as Rainbow put on a weak smile and waved at them. They all said a brief farewell and then disappeared up the stairs. Rainbow turned from the stairs and let out a sigh. It would all be over soon, and then she could go back to her old life. All she had to do was wait. Just wait for her friends to save her rump. Just wait to be saved by the friends she'd tried to kill only hours before.

Rainbow sat down on the pillow, eyes on the floor, and waited.

Chapter 11: Reflection

The five ponies (and Spike) made their way along the dirt road, taking in the damage throughout the city. They'd already seen some of it on their way to the library from the train station, but that was at night. Now that the sun was rising, everything could be seen in more detail. Long shadows were cast by the ruins that filled the town square, and the heavy contrast somehow made it seem even worse.

Twilight was at the front of the group, trotting along at a respectable pace. The others were all chatting behind her, but she wasn't paying much attention to them. She was focused on her mission: saving Ponyville from the changeling conspiracy. She was to deliver evidence to the troops that were coming into town, and aid them in any way she could.

She would have to reach the edge of town where they were going to land, first, but she was almost there. In fact, she could see the guards already. Unicorns in armor, pegasi in armor, and there was their captain. He'd be the one to-

Twilight gasped, a massive smile spreading across her face. "Shining Armor?!"

The guards all turned at the sound of her voice, bringing their spears up to point at the five ponies (and Spike). Their captain stepped out from the group, looking over at the unicorn that had called his name. "Twily?" he said in response, but he didn't move any closer.

"Uh, you two know each other?" Applejack asked with a furrowed brow.

"Maybe," one of the guards said. "We should scan her and the others to make sure, first."

"Noted," Shining said, and turned to Twilight. "I'm sorry, but we have to make sure it's really you. Please, stay where you are. This will just be a simple bio-scan spell."

Twilight nodded. She knew they had to be sure, just like she had back at her basement when she blasted both Rainbows with that last spell. Shining charged up and hit her with the spell. She closed her eyes as the gentle warmth washed over her. She knew all about bio-scan spells, though she hadn't practiced them much.

The spell ceased a moment later, and Shining said, "She's clean. Alright, now the rest of you." He fired the spell at each one of them, even Spike, before he signaled his guards to relax. "It's okay, they're not changelings."

"Honestly, darling, would we walk right up to a squad of royal guards if we were?" Rarity inquired with a frown.

"If you thought you could get away with it," Shining answered a moment before Twilight wrapped her forelegs around his neck.

"I've missed you so much," Twilight said into his fur as he hugged her back.

"I've missed you too, Twily. Are you going to introduce me to your friends?"

Twilight disconnected from Shining with a sheepish grin. "Oh, right." She turned to her friends. "This is Shining Armor, a captain of the Royal Guard and my big brother!"

"Your brother?!" the others collectively gasped.

"I, uh, never mentioned him before, did I?" The others shook their heads, and Twilight chuckled a little. "Well, um, here he is!"

"We've known you for months, and you didn't see fit to mention him even once?" Rarity chided.

"Well, he lives in Canterlot, like my parents... and he's been really busy with his job...." Twilight trailed off.

"We were just in Canterlot for four whole weeks, dear. And the night of the Gala before that. And now that you mention it, we've never met your parents, either."

"Listen, it's great to meet all of you, but we have a crisis on our hooves, girls," Shining interrupted. "My unit is surrounding the city as I speak, and we've already shut down the train station. Pretty soon, the city will be quarantined so that we can properly deal with this changeling problem."

"You're right," Twilight said with a nod. "What do we need to do?"

Shining pointed back toward the city. "You need to get back home and stay out of harm's way. Don't let anypony in, no matter how much you think they can be trusted, and stay safe."

Applejack scoffed. "You mean to tell me that we came all the way out here, haulin' this thing"—she dumped the unconscious changeling off her back and onto the grass—"just to get sent right back?" Shining Armor nodded. "Consarn it...."

Shining pointed at the changeling, and one of his guards began dragging it away.

Pinkie was vibrating in place, and looked fit to burst. Fluttershy asked softly, "Um, is something wrong?"

"No," Pinkie said, shuddering, "something's right! This means I get to throw Rainbow's Sorry-You-Missed-the-Train-and-Got-Humiliated-by-Monsters-and-Became-a-Supervillain Party even earlier!"

"Um, what did she just say?" Shining asked.

"Nothing!" Twilight quickly said. "But there is something we have to talk about before we go back into town. You see, it all started when we all went to Canterlot four weeks ago."

* * * *

Rainbow was sitting on her pillow quietly, waiting for the others to return, but she wasn't bored. She was too busy thinking to be bored. In her mind, she went over everything the changelings had said, reviewing the facts and how it all fit together with what she'd known before. Or what she'd thought she'd known.

Eventually, Rainbow glanced around the room and noticed that the remaining changeling was staring at her. It had been so quiet that she'd forgotten it was even there. She looked away, commenting, "You seem awfully calm for a captured monster."

"As my teammate said, we don't feel emotions like ponies do. I've also always had exceptional self-control, even for a changeling. My teammate was more... what's the word?" The changeling paused to consider before continuing, "Passionate, I suppose. It was more passionate about our mission than I was. I suppose that's why it broke character to attack you at the train station. All five of my teammates had been frustrated by your actions over the last week."

"How can you be sure they- oh, right, the mind linking thingy."

The changeling nodded. "It is a very useful ability. It worked quite well in coordinating the runaround they gave you when you chased after Mare Do Well."

Something suddenly occurred to Rainbow, prompting her to ask, "Is Twilight's truth spell still active?"

"No. It left when she did."

"Then how do I know you're not lying?"

"How could I lie about it being active if it still is?" The creature asked.

Rainbow put a hoof to her chin, thinking about that for a few seconds. Then she shrugged and let it go. Neither of them spoke for what felt like a long time.

Eventually, the changeling broke the silence. "You're lucky, you know."

"Huh?" Rainbow turned to the creature again.

"Your friends," it said, gesturing with its head toward the stairs. "You're lucky to have them. They really love you, you know. We changelings feed on love, and I can tell they've got a whole lot of it for you. Even after everything you did, they're still sticking to you. That's pretty amazing, in my book. We changelings don't really make friends, but we understand the idea. We have to understand a lot about you ponies, the reason for which should be obvious by now."

Rainbow just nodded. The things it was saying weren't making her feel any better. The creature was silent for another few minutes before suddenly saying, "So, what happens now?"

"We stop you monsters from taking over Ponyville, like Twilight said."

The changeling kept staring at her. "I meant what happens to me, specifically. It's strange, but I've found that I don't care quite as much about our queen's plans when I'm away from the hive and away from her."

Rainbow ignored the comment, even though she also found it a little strange. "Well, you'll probably be arrested and taken to the dungeons in Canterlot."

"Hmm.... Not what I would do, but I'm no pony."

Rainbow huffed. "Let me guess: if you had me captured you would show me mercy and let me go, right? Well, that's not gonna happen, buddy."

The changeling shook its head. "No, we'd drain you of your love and then kill you." Rainbow didn't have a comeback for that one, and the changeling continued, "In fact, they'll probably kill me and my remaining teammate if we go back to the hive, as we'll be considered responsible for our plan failing since we told you all about it."

"Hey, wait, that's not what I meant earlier!" Rainbow suddenly exclaimed. "I meant if you were lying about the other stuff, not the truth spell."

"You finally caught that, huh? That took about as long as I expected. You can believe whatever you want to believe, I suppose, but everything I've said tonight has been the truth. Except for me initially claiming that I wasn't going to tell you anything, obviously." The creature suddenly switched topics. "So, we know what's going to happen to us changelings, but what about you?"

Rainbow looked at the floor, responding, "Well, they said they were going to tell everypony that Dark Spectrum was a changeling, so I guess I'll be okay. Celestia really trusts Twilight, so I don't see why she wouldn't believe her."

The changeling gazed at Rainbow with its blue, seemingly-soulless eyes. "Like I said, you really have some amazing friends, Rainbow Dash."

The creature didn't say it, but Rainbow finished the thought in her own mind. Even after I tried to kill them, they're trying to cover it up to save me. That's when it really hit her. She really did have the best friends anypony could ask for. And she really did try to kill them. They hadn't really been her friends, but she hadn't known that. How could she have really believed that they would turn on her like that? They'd been wonderful to her for as long as she'd known them. Had the changelings....

"Did... did you guys do your mind thingy on me? Did you influence me to become a villain?"

The changeling waited a moment before responding. "Not exactly. We worked to destabilize your sanity during the Mare Do Well period, particularly at the parade, but we left your mind alone after that. Some of us wanted to try to calm you down, while others wanted to try to make you completely lose your mind. We ended up doing nothing, since you were doing a good enough job becoming a public enemy by yourself. Of course, I wasn't actually here for any of that."

So it really was her fault. Her actions had been her own. She'd really wanted to kill her friends. She slid all the way down to the floor, her mind a mess. She'd become a monster, ruined Ponyville, and tried to murder her best friends, all on her own.

For a time, there was silence in the basement yet again as Rainbow lost herself in her thoughts and her guilt.

"It's not too late." Rainbow turned back to the creature, who was still staring at her. It reiterated, "It's never too late to make things right." Then it finally turned away from her.

It had been the same as what Spitfire had said, but was it really true, or had it just been a member of the Equestrian military trying to talk down a madmare? It took her a few minutes of reflection, but then Rainbow made her decision. She picked up her goggles and flew up the stairs without another word.

Rainbow looked down at the streets below her. The sun had risen, and she could see guards throughout the city. Some were going into homes, some were talking to ponies in the street, some looked like they were just milling around. Unsatisfied, she kept scanning the city until she had spotted the guard that looked different. If one out of the thirty-something guards looked different, he must be special. She swooped down towards him.

What she assumed was the captain was standing in front of a house with two regular-looking guards on either side of him. Rainbow landed softly behind the guards, watching as two more came out of the building. They were carrying Merry May, one of Rainbow's fellow weather ponies. Rainbow scowled a little before she remembered that Merry's name had been on that changeling's list of spies.

The unicorn she assumed was the captain blasted Merry with a purple beam of magic for a few seconds, and then turned to the other guards. "She's clean," he said, then turned back to the green pegasus. "Are you okay, ma'am?"

"I've been locked in my own basement for weeks while somepony pretended to be me. How do you think I feel?"

Rainbow smirked as she approached the guards. Merry seemed pretty normal, so she must have been okay. Rainbow spoke up, "Hey, you the captain?"

The unicorns on either side whipped around to point their spears at her. The one she'd addressed turned around as he replied, "Captain Shining Armor, Canterlot Royal Guard." Without warning, he blasted Rainbow with a spell that made her feel all warm inside. It felt just like the first spell Twilight hit her with back in the basement.

Shining Armor stopped the spell and nodded to his guards. They pulled their spears away from Rainbow. "Sorry, Rainbow Dash, but I had to be sure it was really you. I'm actually surprised that we haven't found more, yet. We keep finding their victims, but not the changelings themselves. I'm guessing they made a mad dash out of the city when they heard we were coming. Still, you should return to your friends at the library and stay there until we get this changeling problem cleared up. Stay inside and don't let anypony in, understand?"

Rainbow looked at him with a bored expression. "Yeah, I understand, Shining, but you.... Wait, how did you know my name?"

"Twilight and the others told me all about you," Shining chuckled a little, "and it's not exactly common to see a pony with such a colorful mane. Did you need assistance?"

He wasn't arresting her. They'd already told him their story, then. Rainbow took a breath. "Listen, I..." Rainbow tried, but the words got stuck in her throat.

Shining looked her over. "Sorry, it's been a rough day. Of course you need assistance, you're hurt."

Rainbow quirked an eyebrow, then looked down at her slashed and bloodied costume. She'd been so distracted by the previous night of revelations that she had forgotten all about her numerous injuries. She touched the cut on her chest, and felt the sting she hadn't paid much attention to before. She would probably be sore in the morning.

Rainbow shook her head, clarifying, "No, that's not it. I mean, yeah, I've been hurt, but I'll be fine. The truth is that...." Once again the words wouldn't leave her mouth. She took a deep breath to steady herself and then blurted out, "I'm Dark Spectrum."

Shining stared at her. "Um, you are? But you're... you're not a... changeling?"

Rainbow shook her head. "No, I'm not. My friends lied to protect me. Dark Spectrum was never a changeling." She hung her head, finishing, "It was me. It was all me."

There was silence for what felt like a long time. Rainbow's gaze slowly pitched up to look at Shining. His expression could have frozen Tartarus in summer. "Are you aware of what you're saying?" he asked.

Rainbow nodded.

"You admit to destroying half of Ponyville and assaulting three Wonderbolts?"

Rainbow nodded, but added, "That's not all I did. I... I killed them."

The guards on either side of Shining Armor slowly brought their spears back down to point at Rainbow. Shining leaned forward slightly, his expression stern. "Killed who?"

* * * *

The five ponies (and Spike) arrived back at the library, and Twilight pushed open the front door with her magic. She stepped inside, glancing around at the library's main room. She didn't see Rainbow, but she wasn't really surprised, figuring she was probably staying in the basement to keep out of sight. She quickly checked the upstairs bedroom to make sure that Apple Bloom, Sweetie Belle, and Scootaloo were still there before trotting to the basement.

"Rainbow, are you down here?" Twilight said as she descended the stairs, but there was no reply. That seemed odd. Did Rainbow fall asleep? She'd always been fond of naps, after all. "Rainbow, it's okay, you can come out now."

Twilight stopped halfway down the stairs. Rainbow Dash was gone, and she wasn't the only one.

The changeling was gone, too.

Chapter 12: Judgement

A chocolate-brown stallion walked along the edge of the Everfree Forest, eyes on the nearby cottage as the sun hovered high in the sky. The stallion turned toward the forest, stopping just before reaching the tree line. The stallion's eyes closed, and it reached out with its mind past the trees. It wasn't long before it found the other changeling it was looking for. Establish the relay; the hive must be warned, the disguised changeling thought.

It took a few seconds, but a reply reached its mind. Relay established. Go ahead, Infiltrator.

The changeling sent out a stream of images, concepts, and a message through the network of hidden changelings that lead back to the main hive. The mission in Ponyville is officially deemed a failure, but our goal may yet be reached. I managed to get Rainbow Dash arrested and sent to Canterlot, where she likely awaits judgement in the dungeons. If she is kept away from the other Elements of Harmony, the mission may ultimately be successful. The cost has been heavy, however. Four members of the team are dead, and one has been captured. I am the only one left, at the moment.

In addition to the casualties, our plans have been revealed to the ponies. The element of magic interrogated us and forced us to tell our secrets. I have no doubt that word is being spread throughout Equestria that changelings are among the ponies. I humbly suggest the immediate evacuation of all non-essential infiltrators and lurkers to avoid capture and further exposure of sensitive information.

The changeling suddenly felt magic flowing through them, probing at its body. A bio-scan spell, and more refined than the one Twilight had first used. The changeling let loose with its own magic to trick the spell, as it had done in Twilight's basement, but the probing soon stopped.

The disguised changeling turned to see the source, and found a guard advancing on it. "Sir, I'm going to have to ask you to come with me for questioning," said the armored unicorn.

The changeling sent out one final thought as the guard produced a set of shackles, seemingly from thin air. I will send further updates if possible. Infiltrator Vespil, out.

* * * *

Rainbow Dash sat silently on the straw bed, staring at the stone wall in front of her. Even though she'd had plenty of time to think on the trip to Canterlot, her mind was still very much occupied. She'd wondered if she'd made the right decision when she turned herself in. She knew the things she'd done as Dark Spectrum had been bad, of course, but she wasn't looking forward to finding out what happened to villains who got caught. Perhaps it was the ethically-sound thing to do, but sitting in the Canterlot Dungeons sure didn't make her feel any better.

She also thought about her friends in Ponyville. They all loved her, and she had just taken herself away from them. She knew how terrible it felt to have friends ripped away from her, and she'd just done it to the five who were willing to cover up the fact that she'd wanted to kill them. They were the best friends anypony could have ever asked for, and she owed them better than this.

But right was right, right? She'd done bad things, and now she was... she was going to pay for them. Just like she'd wanted to make Mare Do Well pay.

Rainbow shuddered a little at the thought of what might be waiting for her in the coming days. She kinda didn't want to know what was in store for her, but waiting in a cell with nothing but her own thoughts to keep her company felt pretty awful, and she wished they would just do whatever and get it over with. But what exactly would they do to a fiend like her?

The sound of a door opening brought her gaze away from the wall. Was it lunch time already? She didn't have a clock, but it didn't seem like it'd been very long since she'd finished the last bowl of dry oats they'd given her. She didn't have a calendar, either, but she figured it had been at least two days since she'd arrived, assuming they gave her three meals a day.

She heard the sound of metal clicking against stone, and the guard standing in the hallway turned and opened the cell door. They didn't open her door to deliver food, so it must not be her lunch. A tall visitor stepped into view instead, nodding to the guard before moving through the doorway and into Rainbow's cell. The guard bowed to the visitor before trotting out of sight.

"Good morning, Rainbow Dash." Princess Celestia's voice was not the friendly tone Rainbow had heard most of the time, but it wasn't the harsh tone she'd heard during the incident with Discord, either. Rainbow looked up at her, unable to read the alicorn's expression.

"Good morning, Princess Celestia," Rainbow replied. Somehow, Celestia seemed even taller than usual. Rainbow moved her gaze to the floor.

"I would assume that you know why I am here," Celestia said, her mane billowing in a light breeze that wasn't there.

"Yeah, I got a pretty good idea." Rainbow sighed as her eyes turned back toward the alicorn, and she cut right to the point. "So what's the verdict, huh?"

"Your fate has not yet been determined. I have come here to talk with you, first." Celestia's eyes were locked on Rainbow. "Then we will decide what happens to you."

"We?" Rainbow asked.

"My sister and I, of course."

"Oh, yeah, of course." Rainbow's ears flattened. She was still getting used to the whole "two princesses" thing. Rainbow watched the princess for a few seconds before looking over at her bed, shrugging. "What did you wanna talk about? I already told the guards the whole story."

"And they told me. I am not here to talk about your crimes, Rainbow, I am here to talk about you."

Rainbow snorted. "What's to talk about? I got pranked by some bug monsters and flipped out. Now I'm in a dungeon because of it."

"Shining Armor informed me that he initially heard a different story about you. A story which you say is untrue. Surely you realized that your friends were attempting to protect you. Why did you turn yourself in when you could have easily evaded punishment?" Celestia was still watching Rainbow, who found it a little unnerving.

Rainbow shrugged. "I just... I felt really bad about it, you know? Like, I'd tried to kill them when they'd really been changelings, and the real ones were willing to forgive me and try to cover it up for me. I dunno, I just kinda felt like I didn't deserve such good friends when I'd done such bad things." Rainbow shook her head, turning back to Celestia. "But now I feel like I'm abandoning them. I feel like the worst friend ever. And... And Spitfire...." Rainbow shuddered slightly at the memory of the Wonderbolt's bloody, split-open face.

Celestia quickly asked, "And you feel regret for the things you've done?"

Rainbow nodded. Regret was what she'd been feeling the most of for the last few days. "Anything else you wanna know?"

Celestia nodded. "Yes, but first, there is something that I think you may like to know. Your five friends did not seem to think of you as a bad friend when they visited me in the palace yesterday."

Rainbow's face brightened a little. "They don't?"

Celestia nodded. "They all begged me not to lock you away forever or banish you from Equestria. Perhaps I am mistaken, but I got the distinct impression that all cared about you deeply. I sense that you still care about them as well."

A smile came to Rainbow slowly. It was a sad smile just the same. She nodded.

Celestia hummed thoughtfully. "I have one more question. If you knew that somepony else had done the things that you have done over the last four weeks, what do you think should happen to them?"

Rainbow locked eyes with Celestia. A few days ago, she might have suggested execution or maybe exile, but that anger had been replaced by guilt over the last few days.

After a few minutes of silence, Rainbow finally gave her answer. "I'd make sure that they never hurt anypony again."

Princess Celestia nodded slowly. "I see. I will discuss the matter with Princess Luna, though I see no reason why she would disagree with me. I will return shortly to inform you of our decision, Rainbow Dash." Celestia walked away without another word.

Rainbow slid down onto her bed. Now came the waiting. Waiting to find out just how long she'd be locked up or where she'd be banished to, if they let her live at all. Waiting to find out if she'd ever see her friends again.

* * * *

Twilight paced the library's main room, circling endlessly. Scattered around the room were Pinkie Pie, Applejack, Rarity, Fluttershy, and Spike. Almost all her friends were there, and the one that was missing was the reason for their gathering. Princess Celestia hadn't said why she wanted to see them all, but Twilight knew. She was sure the others knew, too.

Celestia and Luna still hadn't delivered their verdict on Rainbow's punishment, and Celestia's attitude didn't seem to change at all during the six's attempt to sway her decision. They'd told of all the good things Rainbow had done, even during the last four weeks, and pointed out that she had been the reason that the changeling plot had been exposed. Celestia had just nodded and agreed with them, but still hadn't told them what she had planned for Rainbow.

At last, the silence in the library was broken by the sound of something heavy landing outside, pulled by pegasi, if Twilight's ears were working properly. She stopped, turning to the door, and waited. She could hear a lot of moving around outside before the door opened.

All eyes turned to Princess Celestia as she stepped through the doorway. Twilight was afraid to speak, and instead just stared pleadingly at the princess. Celestia was still for what felt like an eternity, but finally nodded slowly. Twilight gasped, a hoof going to her mouth, but then looked to the ceiling with a puzzled expression. Wait, what does that mean?

Celestia stepped aside, and the pony they'd been waiting to see stepped inside. "Um, hey, girls," Rainbow said with a tiny smile.

The five friends all pounced on Rainbow, hugging her harder than they'd ever hugged anything before. Rainbow coughed a little, and they loosened their grip just a bit.

Twilight turned toward Celestia. "Please tell me this isn't a hug goodbye."

Princess Celestia held her head high, pausing a moment before delivering her verdict. "I will allow Rainbow Dash to remain in Ponyville with her friends."

The cheering that erupted from the library would have given the Royal Canterlot Voice a run for its money, and Rainbow was enveloped by the ponies yet again.

The alicorn waited a moment until they were quiet before continuing, "Rainbow will be kept under strict watch at all times, however, and will not be allowed to leave Ponyville without all five of you and a team of armed guards present. This will remain in effect for the next twenty-six moons, or until we decide that she will no longer be a threat to anypony. She will also be required to log at least 50 hours per week helping to rebuild Ponyville and fix the damage that she has caused."

"Wow," Twilight said, "thats... uh... good, I guess."

"Better than being banished to the Everfree Forest, though, right?" came a familiar voice. Twilight's eyes lit up.

Celestia stepped away from the door. "Twilight, you may be pleased to know that your brother Shining Armor will be in charge of keeping an eye on Rainbow."

Shining Armor stepped into the library, and Twilight latched onto him in another hug. He chuckled a bit, rubbing a hoof through her mane. "Hey, Twily. Looks like we'll be seeing a lot of each other for a while."

"Seems that way, huh?" Twilight let go of her brother and turned back to the others.

"Um," Spike started, "Shouldn't Rainbow be guarded by a pegasus instead of a unicorn? You know, 'cause she can fly?" The six friends all turned to Spike. "What? It's a reasonable question."

Celestia explained, "The team will be made up of both pegasi and unicorns. The unicorns will be lead by Shining Armor, as will the pegasi until Spitfire has recovered and is ready to return to duty."

Rainbow's ears went flat and her eyes turned to the floor. Twilight put a hoof on Rainbow's shoulder, but suddenly noticed that Pinkie was positively quivering with anticipation, but what for? "Pinkie, are you okay?"

"No," Pinkie started, "I'm not okay. I'm spectabulous!" And with that, Pinkie pulled a big blue cannon from seemingly nowhere and blasted the room with party supplies, decorating it in a matter of seconds. "Dashie's back! That means it's party time!"

Even Rainbow was laughing at that, as Twilight took notice. Even if the world were falling apart, Pinkie would be there to make everypony feel like it wasn't that bad.

Pretty soon, Rainbow was talking and laughing some more as the party got underway. Twilight couldn't help but notice that Rainbow kept looking over at one of the guards that lingered in the library, all of whom were watching her right back.

Celestia excused herself early, citing royal duties as her reason for leaving. Twilight excused herself as well, trotting after the princess and calling out to her.

Celestia stopped, one hoof in the chariot that had pulled up outside. "Yes, Twilight? Did you need something?"

"I just.... Thank you, really, for letting us have our friend back."

Celestia smiled softly, glancing at the door behind Twilight before replying. "Rainbow's actions were far from right, but she was manipulated by creatures with a terrible agenda. I do not believe that she is truly a bad pony, but you understand that she must be kept under watch, for her own sake as well as the sake of others. And just between you and I, it would have been unsafe to keep her away from you. If you six were to be split up and kept apart, the Elements of Harmony could not be used, and Equestria would be left without one of its most important means of defense." Her smile faded as she continued, "If we had kept her in the dungeons, the changeling plot would have succeeded. I fear that this changeling problem may be larger than we know, and that Equestria may need the Elements more than ever now that their conspiracy has been brought into the open."

Celestia stepped up into the chariot, her soft smile returning. "But for now, go and have fun with your friends. Keep the bonds of your friendships strong. They may be the key to saving all of Equestria yet again. Farewell." And with that, the carriage lifted off and headed back for Canterlot.

Twilight stood for a moment, waving at the departing carriage, before turning and heading back inside.

* * * *

The party within the library slowly wound down as everypony grew tired, though Rainbow was wishing it would just keep going forever. When the music finally stopped and the others were headed for the door, Rainbow tapped Twilight on the shoulder. "Yeah, Rainbow?" Twilight asked.

Rainbow scratched at the back of her neck. "Hey, uh, would you mind if I stayed here for the night? I mean, it's a long way to my house, and I'm pretty tired. And Ghastly Gorge is pretty cold at night, too."

"Of course you can stay, Rainbow." Twilight said with a smile and a wink. "In fact, why don't we all stay here tonight?"

The rest of the girls nodded and Rainbow shrugged with a sheepish grin. "Yeah, that sounds good. I mean, it doesn't really matter to me, but if you all want to, then why not?" The five latched onto Rainbow before she knew what was happening. She groaned, but couldn't fight the smile on her face. She hugged them back, whispering, "Thanks, girls."

A little while later, all six were climbing into Twilight's bed. It had taken a little while for her to get the enlargement spell just right, but she assured them that it wouldn't shrink for at least twelve hours.

Rainbow slid under the covers as the lights went out, and she caught sight of the guards standing at the door again. It had been a little disconcerting having them watch her during the party, and even more so now that she was trying to sleep. She'd better get used to it, though, as it would be this way for a long time. She sighed, thinking about what was ahead of her in the coming months. She knew it was going to be a long hard road, especially when it came to making amends, but she had an idea of where to start.

* * * *

"Are you sure you wanna do this?" Twilight asked, one hoof resting on Rainbow's back.

Rainbow shook her head. "No, but it's something I gotta do. Might as well get started now." Rainbow slid out from under her hoof and away from her five best friends, but found her own hoof stopped short of the door handle. Rainbow stood there, locked in battle with her own mind, until her eyes turned to the five friends that had accompanied her there. Even after all the madness, they were still there for her. She took a breath and opened up the door.

Spitfire's orange eyes briefly flitted to point at the door, then went back to looking at the window. Rainbow stepped over to the bed, greeting the Wonderbolt. "Hey, Spitfire."

Spitfire kept looking at the window silently. There were bandages scattered across her body, the most noticeable of which covered the left half of her face.

"I guess we're gonna be seeing each other a lot from now on, huh?"

Spitfire remained silent.

"So, listen, I'm... I-I...." She didn't know how to say it. She took another deep breath, and just said the words she needed to get out. "I'm sorry, Spitfire."

Spitfire didn't respond.

Rainbow pressed on, rubbing a hoof against the back of her neck. "I feel really horrible about everything, especially what happened... especially what I did to you."

Not a muscle on Spitfire so much as twitched.

"So, um, are we cool?"

No response.

"Can we, like, put it behind us and stuff?"

No answer.

"Spitfire, I'm so sorry. I don't know what else to do. Please, just say something so that I know we're cool."

Not a sound came from the mare.

"Tell me what I can do to fix this. Tell me how I can make it up to you. Tell me something, anything, please."

Nothing.

"Listen, if I could go back in time—"

Spitfire whirled around, wrapping a foreleg around Dash's neck and jerking her forward. "Can you?" For the second time, Rainbow was struck by the look in Spitfire's eyes. Dash shook her head, unable to bring any words to her mouth.

Spitfire held her there a few seconds more, glaring into her eyes. Then she just let go and turned back to the window.

Rainbow pulled away, suddenly feeling like a scared little filly again. She stepped back from the bed, unsure of what to do. Spitfire didn't say or do anything after that. She didn't seem to be paying any attention to Rainbow's apologies or pleas for forgiveness. Eventually, Rainbow turned and walked out of the hospital, her five friends and several guards following alongside.

"How'd it go?" Twilight asked once they were a fair distance from the building.

"Not good," Rainbow said with a sigh, "I think she... I think she hates me."

"These things take time, Rainbow," Applejack commented. "I'm sure she'll come around eventually. Some wounds just take longer ta heal than others."

Rainbow nodded. Even though she knew that Applejack didn't mean it literally, she couldn't help but find her hoof going up to her left cheek. She was pretty sure that Spitfire would bear that scar for the rest of her life. After what happened with Spitfire, she didn't feel quite up to trying to apologize to everypony at the weather station just yet.

Rainbow was snapped back to the present at the sound of her name being called. She looked up to see Comet Tail standing next to a pile of rubble. "What're you still doing here? Shouldn't you be rotting in a dungeon somewhere, or munching on pine cones in Everfree?"

Pine cones? Gross! Does Everfree even have those? Rainbow opened her mouth to speak, but another voice cut her off.

"I think she should've been sent off to live with those griffons. Doesn't she know one already?" That voice belonged to Golden Harvest, a major source of carrots for Rainbow as of late.

"Griffons? Please. She should be shipped off to the frozen north and made to live in a cave," Silver Spoon said as other ponies started to gather around.

Diamond Tiara giggled. "Not bad, Silver Spoon, but I think Celestia should have turned her into a frog and made her live in a bog."

"Oooh," Silver giggled, "bonus points for rhyming!" The two hoof-bumped before turning back to sneer at Rainbow.

Rainbow was finding the whole situation creepily familiar. She hoped that it wouldn't turn out as violent as the marketplace had become that day. She was worried what the guards might do if she tried to defend herself. None of them were saying anything, even when she looked at them worriedly.

"How dare you!" Fluttershy suddenly exclaimed, her voice barely louder than usual. "You don't know what she's been through, or what it's like to think you've lost everypony you care about." The other five turned their surprised expressions to Fluttershy as she berated the angry townsponies with her barely-audible voice.

"I know what I've been through," Golden Harvest retorted, "Do you know how much money I lost because she stole my carrots?"

"And she broke all the windows in my house," Comet Tail added.

"Are you all blind," Silver chipped in again, "or did you not notice that we don't have a town hall anymore?"

"Well, umm...." The burst of courage Fluttershy had appeared to be waning.

"Now I'll have y'all know that Rainbow here came back to Ponyville to fix the damage she caused," Applejack cut in.

"And are you blind, little filly, or have you not noticed just how awful Rainbow already feels about everything?" Rarity scolded, putting a hoof on Dash's shoulder.

"Well, good." Diamond spat. "She's a bad pony and she should feel like a bad pony!"

"Not according to Princess Celestia," Twilight said with a crooked smirk. "Are you saying our Princess of the Sun is wrong?"

The others just exchanged looks, seemingly unsure of how to respond, and Pinkie added her own two bits. "Yeah! Dashie's a good pony, she just made a bad decision. Right, Fluttershy?"

The yellow pegasus nodded, her confidence seeming to return. "That's right. Rainbow got tricked by changelings, just like everypony else in town. And if she hadn't done what she did, then the whole city might've been taken over by them."

Rainbow stared around at the five ponies defending her. Even though she still felt terrible, a smile found its way onto her face. She placed a hoof on Fluttershy's back, causing her to let out a little squeak. "It's okay, Fluttershy. Let's just go, everypony."

Fluttershy looked up at her oldest friend, asking, "A-are you sure you're alright?"

Rainbow nodded and kept on walking, the others following around her. Everywhere they turned, she was greeted by angry stares. But whenever she looked at her friends, they just gave her a reassuring smile that made everything else seem unimportant. Rainbow knew it would be a long time before she got her awesome reputation back, if it even happened at all. She knew it would be a lot of work helping rebuild the town hall and half the city. She knew most everypony in town would probably hate her for years to come.

But Rainbow didn't care just then, because she knew that she had the best friends in the world to help her through it all. And she always would.

The End

Author's Note

Special thanks goes out to DragonShadow, who pre-read and helped me improve this story. If you haven't already, I highly recommend checking out this guy's work.
Thanks also to Matthais Unidostres for suggesting the addition of Scootaloo to this story, and to JofY, who gave me quite a few suggestions when I was revising this.

I kinda feel like I should say something about this story, namely the reveal in chapter 8. I just want to make it clear that the changeling plot was the point of the story. I originally set out to make sense of the original episode and to provide a different ending for it. I thought to myself, "Everypony is acting really weird, almost like they aren't themselves. What if they really weren't? What if they were actually changelings? That could explain everything."

So, I went in with two ideas: Rainbow reacts poorly to the reveal at the end of the episode and decides to get revenge, and the other five were actually changelings. After that, it was just a matter of figuring out a motivation for the changelings (which was pretty easy) and then characterizing Rainbow's descent into darkness (which was a bit harder).

I suppose you could say I pulled a bait-and-switch, ripping the rug out from under readers who thought they were getting a straight supervillain story, and I would find it hard to deny such an accusation. I did slip in a few hints here and there, but I know that it was still a sucker punch. Sorry if you were disappointed by the reveal, but really, without changelings, none of the stuff in this story would have happened. As always, thanks for reading and I hope you enjoyed it.

Chapter 3: Somepony's Got to Do Something

LOCAL HERO-TURNED-VILLAIN TRASHES MARKET

The headline of the Ponyville Express rested above a pair of photographs of Rainbow Dash: one of the mare posing with a member of the Rainbow Dash Fan Club, looking smug; and one of the mare in her Dark Spectrum costume, standing atop the town hall. It was the third article about the new villain in as many days. The first was simply about the strange "attacks" on ponies during the night, and the second was about the surge of petty thefts throughout Ponyville.

"She's a menace," said the yellow-coated Comet Tail as he put down the newspaper. The other ponies scattered through Sugarcube Corner's dining area nodded in agreement. "First she chases off Mare Do Well and now this? And who does she think she's fooling with that costume? Who else has a mane like that? And that nickname: Dark Spectrum? That is so cheesy!"

"Speaking of food, I've lost twenty pounds of carrots in just the last few days," said the orange-maned Earth pony known as Golden Harvest. "How can I stay in business if all my food gets stolen before I can sell it?

"And somepony broke into my sweet shop two nights ago," said Bon Bon from her seat. "They left a trail of candy all over the floor."

"And my market stall is in—" Rose was cut off by a thunderous booming that shook the entire building, sending a tray of cookies onto the floor. As the noise subsided, the sound of two foals crying drifted in from the kitchen, and Mrs. Cake hurried to calm the twins. The two overworked parents had just gotten the two quiet after Dark Spectrum's last hypersonic flyby. "Why doesn't anypony stop her?"

"You try catching the fastest pegasus in Equestria," was the sour reply from Merry May as she read her newspaper. "I'm a weather pony, not a Wonderbolt."

Comet huffed. "Well, somepony's got to do something! Ponyville is even crazier than it was with all those disasters in the last few weeks."

Rose cut in again. "I heard that Rainbow was the one who caused the dam to break, and that she sabotaged that construction equipment. I heard that she went so crazy for fame and attention that she started making disasters happen just so she could look good when she came to the rescue."

Merry put down her paper. "Well, that plan certainly went swimmingly, didn't it? She couldn't even save half the ponies at the construction site."

Bon Bon nodded. "I know. It's a good thing Mare Do Well came when she did. Where did she go, anyway? We need her more than ever, now."

"Some hero she is," Merry commented, picking her paper up again. "Can't even be bothered to show up when Rainbow goes rogue."

Rose gasped suddenly. "What if... what if Rainbow didn't just chase Mare Do Well away? What if she did something terrible to her?"

Comet shook his head, answering, "Come on, now. This is Rainbow Dash we're talking about. She's a hothead, sure, but I don't know if she would do something like that."

Merry didn't bother moving her paper to reply, "I've worked with her for years, and I wouldn't put it past her."

Comet Tail scoffed, and there was silence in the room for a few minutes before he spoke again. "Hey, Bon Bon, where's Lyra? I thought she would be here today."

Bon Bon shook her head. "I don't know where she is. I woke up yesterday morning and she was gone. She runs off like that sometimes, but she always comes back by the next morning. I'm starting to get worried about her."

"Do you think Rainbow might have anything to do with it? Do you think she might have kidnapped her?" Rose asked.

Comet gave Rose a stern look. "Wait a minute, now; we can't go jumping to conclusions. Rainbow's a vandal and a thief, but has she actually hurt anypony? I'd expect such pessimism from Merry, but not from you girls. What, is it contagious?"

The green pegasus in the corner put her newspaper down again. "In case you haven't noticed," Merry paused as another sonic boom hit the shop, "these aren't exactly the most pleasant of times."

Golden finally spoke up again. "I'm finding it hard to be very cheerful when my carrots keep going missing, and I know that Rainbow Dash is responsible for that. She painted that creepy fake cutie mark that she has on her costume all over one wall of my shop. Besides, Rainbow might've wanted to go after Lyra for starting that fight in the marketplace the other day." The Earth pony turned away from the stallion and toward Bon Bon. "What happened back there, anyway? Bonnie?"

Bon Bon shook her head, putting down her coffee. "I don't know. I've never seen Lyra hit anypony before."

Comet cut back in defensively, "I didn't say that Rainbow wasn't a criminal, I just said we shouldn't assume she's responsible for every bad thing that happens in Ponyville. As I said before: somepony needs to stop her."

* * * *

A bolt of electricity tore through one of the dining tables, splitting it in half as the patrons ran for cover. Dark Spectrum laughed at them as they screamed and fled the restaurant, rain soaking into their coats.

It was her fourth night of causing trouble around Ponyville, and Mare Do Well still hadn't come to stop her. Time to step things up a notch, she had thought, which was why she found herself bouncing up and down on a cloud that night, raining down water and lightning on a café.

A voice called out suddenly from somewhere behind her, "Stop right there!" Spectrum grinned for half a second as she turned to face the source of the command. Her smile dropped as she realized that it sounded like a stallion, and her eyes confirmed that it was not, in fact, Mare Do Well. Nor was it any of her former friends. It was a squad of police ponies with flashlights and shackles at the ready.

Spectrum's frown turned into a smirk. It was four Earth ponies and one unicorn. It wasn't even going to be a challenge. In fact, it could be fun.

"Took you long enough. Well, come and get me," she taunted, leaping up into the air and hovering above the dining tables with her forelegs spread. The lone unicorn fired off a bolt of blue, but Spectrum easily moved out of the way. She laughed, stuck her tongue out at the police, and took off over the rooftops. She rolled to the left, then to the right as another bolt of magic flew past her. Is that all they've got? No wonder everypony loved having a real hero in town.

A bright light suddenly hit her eyes from above. She brought a hoof up to block the blinding glow and tried to see the source. She couldn't see much other than a light-colored mohawk on a black body, barely visible in the dark night sky.

Thunderlane, Spectrum thought. One more of her friends who had turned against her. The dark pegasus twirled a hoof in the air and swung it down toward Spectrum, but he wasn't even close to being within striking distance. She caught just a glimpse of the spinning length of rope before it hit her, the weights on either end wrapping it around her body.

Spectrum tumbled out of the air and crashed to the dirt, her wings tangled and bound painfully against her ribs by the bolas snare. She got to her hooves, struggling to free her wings, but it became clear that she didn't have time as the uniformed police ponies closed in. She turned and galloped down the road, trying to ignore the pain that shot through her wings with each step. She skidded around a corner, leaving four little trenches behind her, and sprang into an alleyway.

She knew she was fast even without her wings. After all, she'd totally won that race through White Tail Woods, even though Applejack totally cheated. Spectrum gritted her teeth at the memory and pushed herself harder as the light of the police pegasi shone down on her again. She had to get out of sight, and fast.

She held her forelegs up to protect her face as she dove through the front window of somepony's house. She rolled across a carpeted living room and got up quickly, lights shining on the house already. Thinking fast, she moved into the kitchen and scanned the counters. It didn't take her long to find what she needed, and she quickly grabbed up the bread knife in her teeth. She curled around sideways, slid the blade under one wing, and started sawing away at the ropes that dug into her feathers.

She could hear a police pony calling to her from outside. "Dark Spectrum, we know you're in there! Come out slowly with your hooves and wings where we can see them! This is your first and last warning!" How cliché. Rainbow sawed at her ropes faster.

Soon, the serrated knife made it through the rope, but her wings remained stuck to her sides. "Come on," she hissed, sawing at another line in the tangled mess of rope and feathers on her body.

Her ears perked up as the sound of a mare gasping reached them. She only caught a glimpse of the blue unicorn as she streaked out of the kitchen. Spectrum heard a door open somewhere, followed by the words, "She's got a knife!"

"Pony feathers," Spectrum said around the wooden handle of the bread knife. She backed away from the doorway leading to the living from as the snare finally fell apart, freeing her wings. She spat the knife out, turned, and headed toward the back of the house. She skidded to a halt as light shined in through a window, and she caught sight of Thunderlane hovering over the backyard before she scampered back to the kitchen.

She paused as the sound of crunching glass came from the living room. She just couldn't catch a break that night.

Thinking fast, Spectrum slapped down the lever on a toaster and slipped into the pantry. She couldn't quite shut the door, as her body was in the way, but she pulled it in as close as it could go.

Soon, light reached her eye through the thin gap between the pantry door and its frame. She could see the Earth pony, dressed in his police uniform, looking down at the scattered bits of severed rope she'd left behind. His eyes moved across the floor to the pantry, and for a moment he just stood there. Then he slowly began to approach her hiding spot.

Spectrum was silent inside, not even breathing as the police pony stopped in front of the door. C'mon, c'mon, hurry up, she thought, the stallion's hoof slowly reaching toward her hiding place.

The police pony whipped around as the toaster unlatched its little bread elevators and sprang up to signal that it was done cooking. It was less than half a second of surprise, and more than Spectrum needed. She flung herself forward, blasting into the stallion's legs and sweeping him off his hooves. She landed against a tiled wall, kicked off, and flew back out through the ruined front window as the downed officer was calling to the others.

Something heavy attached itself to Spectrum's back legs, and a glance over her shoulder informed her that it was Thunderlane. He spat out his flashlight, presumably to say something, but Spectrum didn't give him a chance. She braked hard, flipped both herself and the hitchhiker forward, and bucked Thunderlane straight down. Spectrum was already a block away by the time he hit the dirt road.

* * * *

Rainbow landed inside her cloud house and pulled off her goggles. "That wasn't nearly as fun as I thought it would be," she remarked, flexing her wings and looking over her ruffled feathers. She hadn't anticipated the police trying to stop her. After all, where had they been during all the disasters the week before? She also hadn't anticipated getting snared like that. The law enforcement in Ponyville was craftier than she'd thought. She would just have to be craftier, then. Perhaps it was time to upgrade her equipment.

She undressed and laid her costume out on her dining table, examining its condition. There were a few cuts from the glass window she'd gone through, but it was otherwise fine. She reached a leg up to her face as she noticed a cut in the mask. Her foreleg came back from her face with blood on it. This new career was turning out to be a bit more dangerous than she'd expected, but she wasn't about to give up just yet. She just needed an edge against anypony who would try to stop her. Or maybe two edges.

She rummaged through her kitchen for a while, and at last was able to find a pair of knives that matched one another. She first tried taping them to her forelegs, but that made it very difficult to walk normally. She could have them sheathed somewhere, but she wanted to keep her mouth free to grab other things. How could she attach them without them being in the way?

Something tapped on one of Rainbow's back hooves, and she whipped around in surprise, unintentionally slashing the blades taped to her legs through the air. Tank, startled by the sudden movement and not wanting to be shredded, tucked himself into his shell. Rainbow looked around the room, then to the blades she'd forgotten she was wearing, and finally to the tortoise huddled at her hooves. Upon realizing it was just her pet, she leaned down and tapped on him.

"Take it easy, Tank, it's okay. You just caught me by surprise, that's all. And I definitely need to find some way to keep these things out of the way," she said, giving her makeshift weapons a worried look. Slowly, the tortoise slid his head out and looked up at her. "Hey, that's it!" Rainbow shouted and leapt away suddenly, sending Tank back into his shell. "I can make the knives retractable, yeah! Hmm, what's something that retracts like that? Desk drawers?" She jiggled one of the drawers in her desk. "Nah, not tight enough. Sliding doors? Wait, I don't have any of those. Hmm..."

As Rainbow went around her house in search of something that slid in and out properly, she came to the realization that she didn't really know what she would do with such an object if she found one. She wasn't an engineer, and didn't have any tools other than tape. If only I had a sidekick that could make me cool gadgets and stuff. But I don't have anypony left who would help me. Hmm.... Maybe it's not a pony I need....

* * * *

It was the first time she'd gone out as Dark Spectrum during the day. She felt exposed, even though she was hidden inside the branches of a mighty tree. It had taken her over an hour to reach the Golden Oaks Library, mostly because she hid in a cloud and tried not to move the fluffy mass around too fast so nopony would notice her. She'd also spent about as much time sitting in the tree, waiting for her target to show up.

At last, she heard the front door open and stuck her face out through the leaves. There he was, walking away from the building, completely oblivious. She still wasn't sure how he would react to the idea of being her sidekick, but she figured he was the best choice. After all, Spike was great at being Twilight's assistant, so why wouldn't he be good at being Spectrum's sidekick? Only one problem: how to approach him?

She'd thought about it for a while, and still wasn't quite sure what to do or say. What was she supposed to do, pull him into an alley and go, "Hey, Spike, long time no see. Wanna be my awesome sidekick?"

"Sidekick? For what?" Spike said a few minutes later, looking her up and down. "Oh, I get it! Neato costume. Would I get a cool costume, too?"

Spectrum put a hoof to her chin in thought and then nodded.

Spike looked ecstatic. "Awesome! Yeah, sure, I'll be your sidekick. Twilight hasn't had much for me to do lately, anyway. Do you still want me to be your ghost writer, too?"

Spectrum shrugged, replying, "Sure, why not?"

"Great, lemme just go tell Twilight."

Spectrum stepped on Spike's tail as he turned to leave the alley, though not too hard. "No, Spike, you can't tell her about this. In fact, you can't tell anypony."

"Huh? Why not?" he asked, holding his little claws out. A look of dawning comprehension took over his face a second later. "Oh yeah, of course. Secret identity, right? Don't worry, you can count on me. So, when do we start?"

"Right now," she said, sweeping him up and into the cloud she'd brought with her into the alley. He fell right out, of course. "Oh, right, forgot about that." She tossed him up onto her back instead, burrowed into the cloud, and slowly headed home. Spike fell asleep on the way there, and she really couldn't blame him, since it was such a slow trip.

She still didn't know how he would feel about her plans for Mare Do Well, but she figured he wouldn't like them. Though she wasn't sure exactly what she would do to make them pay for what they'd done to her, she knew it wasn't going to be nice. She tried not to think about the subject as she made her way back home.

Once back at her house, she pulled Spike from her back, rousing him from his nap. He blinked a few times, taking in where he was, and suddenly waved his little arms and legs in a panic as she placed him down. He calmed as soon as he hit the floor, though he did reach out and tap at it a little. Rainbow just rolled her eyes, trotting away briefly and returning to hoof over a cookie to the little dragon. He was the only friend she had left in Ponyville, it seemed, and she wanted to keep him around as long as she could. After all, he hadn't been involved with the whole Mare Do Well thing... right?

"Nope. I was as surprised as you that day. So, what do we do first? I say we get started on my costume. I was thinking purple with green highlights, maybe with some spines along the back."

Rainbow ignored the fact that Spike had effectively described himself. "One more thing before we get started. Promise you won't tell anypony where my house is, or what we're doing." Spike nodded, but Rainbow wanted to be sure. "Pinkie Promise?"

Spike shrugged and went through the motions associated with the promise, reciting, "Cross my heart and hope to fly, stick a cupcake in my eye."

"Good. Now, the first thing I need you to do is figure out how to put these," she pointed to the pair of straight-edged kitchen knives on a table, "into the sleeves of my costume. They need to be retractable, like Tank's head."

"Umm, how do I do that?"

She pointed a hoof at his chest. "That's what you need to figure out."

"Huh. Well, I do help Twilight a lot with her lab experiments and stuff, though it's been a while since she did any. I guess we should start by taking an inventory and then making lists of the goals of the project, figure out what we need to meet those goals..." He kept listing off things to do, counting them on his claws.

Rainbow rolled her eyes. "Whatever, just get it done." She slipped out of her costume and laid it out on the dining table. "I need to get some sleep. There's food in the kitchen, blah blah blah. See ya later." She cantered away and up to her bedroom to get some rest, particularly for her sore wings. She had another big day of being an awesome supervillain tomorrow, and she needed to be ready. Not to be awesome; she was always ready to be awesome. She wanted to be nice and rested before her next night of villainy. She might want to step things up a notch again if she wanted to bring Mare Do Well out, though.