A Dark Rememberance in Equestria

by Riddle the pony

Rating: teen
Tags: Gore, My Little Pony: Friendship is Magic, Dark, Other, Rainbow Dash, Tragedy, Scootaloo, Twilight Sparkle
Length: 11574

One curious pony brings back a long forgotten horror.

Scootaloo made a bad mistake, she was only so curious to see what the book Twilight hid from her had in it. Now Scootaloo is lost in the Everfree Forest, hoping her hero Rainbow Dash will save her when she walks into the wrong place at the worst time.

I created this idea from playing the game The Story of Blanks. It's starts a bit slow but it gets much better.

Published 2013-07-07 21:10:01 UTC
Last updated 2013-12-15 04:11:07 UTC

A Strange Alliance

A Strange Alliance

Scootaloo carefully moves along the dark and twisted path laid out in Clover’s book, looking over her shoulder more than once for any creepy monster who would want her for a midnight snack. Scootaloo struggled more than once to read the writings of Clover the Clever, which started to irritate her since the age of the book made the ink difficult enough to read, especially since it was in cursive. She hardly noticed her surroundings as she steps on a large black stone and walks on, not seeing what the large stone was connected to.

Scootaloo couldn't keep from thinking about the possible punishments for breaking into Twilight's house and stealing a book, along with going against her hero Rainbow Dash by going deeper into the forest. Needless to say, it wouldn't be pleasant when she returned to Ponyvile.

The Everfree was as scary as she was lead to believe, it was pretty hard to keep in mind that a town formed in the dreaded forest. Scootaloo wonder why anypony in their right mind would even consider the thought that this horrid place was worthy to call home, but she simply ignored the troubling thoughts. She knew delays would only make it easier for Rainbow Dash to find her... or any passing monster.

"Heh, maybe I can ask the Everlight ponies if I could stay a while." Scootaloo mused thoughtfully as she continued her plight on the old path. Scootaloo hardly noticed that a certain form was slowly following her at a distance, intrigued and licking it's lips at the small pegasus.

Scootaloo then flipped a page and saw a small poem written very clearly, even with the age of the book. "Cool, Clover was a bit of a poet. Let's see here..." Scootaloo trails off as she reads the poem, not noticing the form of a creature rush up behind her.

Suddenly Scootaloo feels something ... big... and furry behind her. Scootaloo slowly turns around and sees a rather big Ursa Minor, looking straight into her small eyes with it's large piercing red eyes. Scootaloo looks down and sees it's rather large and sharp claws on it's paws and also smells blood and rotten meat on the creature's breath.

"Um…hi… there big guy…" Scootaloo starts in a very small voice, trying to control the overwhelming fear that was causing her to tremble like crazy while she slowly backed up. "Uh...did... did I wake you?"

"RRRRRROOOOOOOOAAAAAARRRRRRR!!" The Ursa responds howling directly into Scootaloo's face, showering her in the stink of it's foul breath and little bits of rotten meat.

"YIKES!!" Scootaloo screams as she runs away as fast as she can away from the Ursa Minor. "I'll take that as a yes!" Scootaloo yells before she slams into a wide furry tree with long claws. Scootaloo rubs her head and suddenly realizes that there couldn't be a furry tree with long claws, and slowly looks up and gasps in the beauty and horror of the real life Ursa Major right in front of her.

"Heh...I'm so screwed..." Scootaloo laughs nervously as she looks at both the Ursa Minor and Ursa Major cover all of her exits and both roar, now causing the ground to tremor under Scootaloo's hoofs. "At least I died seeing a real life... Ursa Major..." Scootaloo gulps and curls up in a ball, closing her eyes for what will come.

The Ursa Minor and Ursa Major pick up Scootaloo and start to growl at each other to who would get first dibs when a random branch files like a boomerang and whacks both the Ursa Minor and the Ursa Major before flying back to an earth pony standing on a high tree's branch.

"Oy! Ye bloody buggers started the party without me?! Shame on ya!" The apparently crazy earth pony grins and yells before he jumps from the branch and lands on the Ursa Major's fur before he grasps the branch in his mouth and stabs it into the Ursa Major's fur.

Ursa Major howls horribly before it runs away, with the Ursa Minor following it dropping Scootaloo as it runs. The crazed pony grabs Scootaloo in midair and laughs wickedly as they fall before he grabs a vine and swings them down to the forest floor. They land and roll in the dirt before they slam into a tree.

"Hahaha! I sure showed those buggers what's what!" The crazy earth pony laughs crazily as Scootaloo manages to get up, somehow unharmed by the fall "By the by... what's a silly filly doing in the forest? Enjoy playing with Mama and Baby Nebula? Ye should've waited for me!"

"W-what... who.. who are you?" Scootaloo asks as she moves away from the crazy pony who frightened off two Ursa's.

"Me? Me?!" The pony yells crazily in Scootaloo's face, suddenly stops and rubs his head confused while he sits on the ground. " Ye know... I forgot.."

"Seriously...? You forgot your name?" Scootaloo looks at the bemused pony, unsure how to react to his mood swings.

"Yea... no bugger ask me for such a while.." The bemused pony stares into space before jumping up with a crazy smile, scaring Scootaloo who backed away. "Whatever! It don't matter!" He yells and suddenly starts whistling a broken tune.

"Oh dear... just what I need..." Scootaloo sighs. "Some crazy pony who can't even remember his name." Scootaloo reaches in her pouch for the brown book so she can leave the pony to his madness, only to find it gone.

"WWWAAAHHH??!! THE BOOK!! IT"S GONE!!" Scootaloo screams before she searches around her and the pony, who suddenly started to help her.

"Oooo! Are ye playing hide and seek? I love hide and seek! Almost as much as beans or meat! What we finding silly filly?" The pony crazily laughs happily unaware of the situation and looks around.

Scootaloo hesitantly replies, worried what would happen if he got her more lost. "Uh... it's a book. It's brown and looks old, I think I dropped it when the Ursa Minor found me."

"Ooooo! Ye mean by Baby Nebula? Yea! I saw it!"

"Really?! Where?!"

"...That way..." The pony points both fore hooves in opposite directions.

Scootaloo face hoofs and sighs. "Seriously? Tell me something I don't know."

"Did I ever tell ye the one about the mice who outsmarted a book? Ye see-"

"NO! I mean be more specific! I don't care about a stupid mouse!" Scootaloo screams at the pony.

The pony looks at Scootaloo with fear and covers her mouth. "It be mice not mouse, there be a difference. And ye be too loud, ye wake za buggers with a loud mouth like zat. "

"Well maybe I should!" Scootaloo yells annoyed after pushing away his hoof. "At least they would make fucking sense you crazy bat winged idiot!" Scootaloo covers her mouth in shock of what she just said to the crazy pony.

The pony looks at Scootaloo incredulously before he looks himself over. "... But I'm not a bat... nor an idiot... I just see more than ye. If ye be so upset, maybe it be me time to go." The pony gets up and starts to walk away. "Perhaps find Nebula and child for another game of fun."

Scootaloo gets in front of him and sighs. "L-look.. I'm sorry, don't go!... That was horrible to say to you... I... I'm just scared. I'm lost without that book, it was my way out of here."

The pony suddenly smiles before he reaches behind him picks up a object with his teeth and shows it to her. "Tis be it?

Scootaloo's mouth drops as she sees Cover's book in his mouth. "You had it..."

The pony lays it in front of her hooves and smiles crazily while his tail wags. "Yep."

"...You had it the whole time..."

"I thought some bugger lost it so I held it close. No fool should lose there way here!" The pony replies happily as his tongue hangs out his mouth.

"Seriously...?" Scootaloo rubs her temples hard while the pony sat and waited for her. " How can you say that when your the one with no clue?"

"Simple silly filly, I be special, know me way around this forest."

"You do?"

"Sure! Been around for a long while! You got a place, I know the pace!

Scootaloo gets excited. "Do you know a town named Everlight in this forest?"

"Sure, be about a half mile that way." The pony points towards a part of the forest. "I'll show ye, if ye want."

"Cool! But we can't just walk around without something to call you...I think I have a name for you."

"Really?! What is it little lass?!"

"I'll call you No-bark until you get you dogs... I mean head sorted." Scootaloo says weakly.

"No-bark...?"

"Yeah... by the way, my name's Scootaloo, but most ponies call me Scoot's" She replies as she starts to continue on the path where he pointed.

The pony looks at Scootaloo for a minute before he suddenly appears in front of her and scares her half to death. "I LIKE IT!!" The pony proclaims loudly. "NO-BARK! MY NAME IS NO-BARK BAT-WING!!" He laughs crazily again, happy with his new name.

Scootaloo looks away from the crazy pony and sighs.

"Oh brother... this is going to be interesting... I'll I needed was another Pinkie Pie but now this one has mental issues."

"What was that little lass? Need a tissue?"

"What? No I... never mind, just thinking aloud. You remind me of a friend, sort a lot like you."

No-Bark laughs happily. "Perhaps I can meet this friend?"

"Uh... maybe that's not such a good idea... She drives everyone else crazy, you'll make it worse."

"Huh.. if you say so lassy."
***

About half way to the town, Scootaloo wished she could spend more time with No-Bark. She heard more than half a dozen off pitch whistles and songs, brought into random dances for no reason at all, and for some reason he treated her like long lost buddies. She didn't mind the buddy part, he was definitely interesting company, but he treated her too much like a rough tough stallion than a filly with fears.

"So ye just like a quick glimpse at the town?" No-Bark brings up after a lecture about how ravens hate cats, surprisingly calm after such a heated talk.

"Well maybe a bit more." Scootaloo starts, still unsure. "I'm sort of dodging someponies, so if somepony in the town offers me a place, I may take them on it."

"Sure, sure. I understand the feeling... but could I stay with ye a while? Keep ye company?"

Scootaloo stops. "Huh? Why?"

No-Bark helps Scootaloo keep moving. "I met a mare who traveled to the town, fine lass, cared for me. She carried dreams with her and such proud knowledge! Anything ye wanted to know, she could answer with ease." No-Bark grows serious. "Never saw her again, shame, lass like that made me happy. Don't want you to leave No-Bark... alone...he don't like to be alone."

Scootaloo follows with interest and changes the topic back, knowing she probably couldn't bring him back to Ponyvile. "Was she your special somepony?"

"... Yea... she was. Nothing improper mind ya, but being around her... took me breath away. Besides, I don't expect you to treat me like that. I'll be fine with whatever you like as long as you want me around, I'll follow."

"Why didn't you go after her? Try to find her again?" Scootaloo asks, again changing the focus to learn more about No-Bark.

No-Bark looks away and frowns. "...Come, nearly there. Make haste, I'll race ya." No-Bark smiles sadly before he runs up ahead.

Scootaloo frowns and follows, both knowing the conversation wasn't close to being done. She climbs up one last hill and pushes past some dangling vines, to see something truly spectacular.

There it was... Everlight.

The town looked amazing, completely untouched by the Everfree Forest. The place shined in real sunlight, unheard of anywhere in the dark and gloomy forest. The town was real! It was real! Even Scootaloo could make out ponies from the sun's blinding glare. Little fillies and foals and also their parents were proudly shown all over the small town, barely smaller than Ponyvile.

"There ya are lassy, town o' Everlight. 'Always burning brightest in the gloom.'" No-Bark states with crazy smile

"That was beautiful No-Bark." Scootaloo replies with a smile.

"Thank ye, but the credit goes to za sign." No-Bark points to the tell tale sign to her left.

"Heh, right..." Scootaloo laughs. It was real, Rainbow Dash and Twilight would definitely forgive her if she told them about this place!

"Hey look!" No-Bark points towards the town. "Looks like we got ourselves a welcoming party!"

Scootaloo looks through the glare and sees two ponies walking toward them. After a bit, the two ponies turned into five ponies. Three little ones and two adults, all looking rather well despite their surroundings. The stallion in the group walks up and warmly states.

"Welcome to the Everlight, ranked the best place in all of Equestria!"

Author's Note

Yeah I know, crazy pony in the forest, seems a bit weird but the plot thickens, trust me. Let me know how the chapter went, I always like feedback on hard work. Also, for those who got the 2 Fallout references, well done, I love that series.

"A place a pony should call Home."

Scootaloo and No-Bark sat in a very comfortable home, on a very cozy sofa, while the adult couple and the young fillies and foal looked back at them. Somehow the parents managed to invite the two of them into their house in a very homey way that just lured them in.. The two fillies and one foal looked at every movement Scootaloo made just made things seem a bit... off putting.

The stallion and his wife introduced each other Chi and Jasmine, in which were married for over 25 years. The young ones introduced themselves as Dare, Tricks, and Sneaks; were were play names that managed to become permanent after a few years of bugging their parents and everypony else in town to use them.

No-Bark broke the silence after the introductions first. "May I ask for a bit of tea?"

"Oh of course! I'm sorry, I forgot to put on the kettle. Pardon me, I'll go make something good." Jasmine bows before going to make tea.

"Isn't it a bit late for tea? It's past midnight and we're being rude asking them for anything when they must be exhausted." Scootaloo scolds No-Bark.

"What? Did ye see the tea plants when ya came in? They have more than enough and it's only five." No-Bark scoffs and points to a nearby clock.

"Huh? How can that be...? It was midnight when I left for here... how is that possible?" Scootaloo stares at the clock, hoping it would explain.

"Must be a time zone..." Dare starts.

"Ponies who come here say the same..." Tricks continues.

"It doesn't matter, your here now." Sneaks finishes with a smile.

"So where are you both from?" Chi asks as Jasmine comes in with tea and serves everyone before he takes a big sip.

"Ponyvile." Scootaloo tells them as she tries the tea which was a bit too strong.

Sneaks suddenly smiles. "Wow! I've heard of that place, so cool!"

Dare looks over at Sneaks. "Hey, I never heard of it and we both stick with you!"

"Yeah! What gives?" Tricks replies with a pout. Sneaks shrugs and frowns with his sisters.

"Nowhere special." No-Bark sips his drink and smacks his lips, unaware of the tension in front of him. "Wonderful tea ma'am, reminds me of a potter of Canterlot, he made excellent tea and grew good herbs.

"Really? Sounds like a nice pony. But I'm sure you live somewhere nice, right?" Jasmine asks with a small smile.

"Nope, ye probably wouldn't even know where it tis." No-Bark shakes his head.

" ...So uh what are your names, if you don't mind me asking? Chi asks, draining his tea after a short silence.

"Scootaloo, but you could call me Scoot's."

"No-Bark Bat-wing, but please call me whatever you like." No-Bark sips his tea with a somewhat puzzled look at the family.

"No-Bark huh? Sounds cool..." Dare smiles.

"It sounds lame, is he crazy?" Sneaks asks with worry.

"Who cares? He a new guest, we should take care of him." Tricks smile slyly. "It is after all a place a pony should call home."

"No-Bark was a name given to me by a good friend... and for me being crazy..." No-Bark grins a mischievous insane smile. "I am VERY crazy!" He suddenly howls a loud and powerful howl that scares the kids away before he bursts into crazed laughing.

Jasmine shakes her head and holds her chest. "Good grief! You nearly gave me a heart attack!

Chi laughs along with him. "Good one, Wolverine?

"Nah, too boring, that's a Werewolf. I prefer them to a Wolverine."

"Huh... why's that?"

No-Bark smiles crazily. "Ye can trick 'em much easier, a little blood on a trap and their gone."

"Huh, no kidding?" Chi pours another cup for him and No-Bark while Jasmine checks on the kids.

Scootaloo shakes her head. " No just that though, he likes them for another reason."

"Shhh!" No-Bark interrupts Scootaloo. " I also like them because I would love to be a wolf!"

Chi looks strangely at No-Bark. "Why? You would be separated by family and friends, maybe even a mare you like."

No-Bark flinches and looks angrily at Chi. "What would ye know about my mare?! Huh?! Nothing!" No-Bark scowls and leaves, knocking his tea over as he walks by. He turns around and looks upset at the spilled tea before he leaves. "Pity, what a waste of good tea."

Scootaloo and Chi sits quietly before Chi uses his magic to clean up the tea. "Uhhh... so who last visited town?" Scootaloo asks, hoping to change the subject.

Chi puts a hood up to his chin in thought. "Hmm, a young mare visited... wow, a long time ago. She seemed to have so many talents, so smart and understanding." Chi suddenly gets up. "She left a while ago, shame, good mare. You should meet the town, they like visitors."

Scootaloo shakes her head. "Isn't it a bit early? Aren't they sleeping?"

"Nah, we're normally up earlier. Like the kids said, time is different here than from your hometown." Chi smiles. "Besides, the miss is probably going to ask you to do errands, which you have better things to do I bet."

Scootaloo lazily gets up from the comfy sofa and sighs. "Yeah, I should go. Thanks again for inviting us in... sorry No-Bark yelled at you."

Chi smiles. "It's alright, he always had a short temper. Bye."

Scootaloo walked out before she realized what he said. "Wait...do you know No-Bark?" She thinks but before she could speak the door closed and locked.

***

No-Bark paced by the town well, still trying to regain his original high spirits. He could shake a foreboding sense that something was wrong here in Everlight... that he was here before. He felt this the second he introduced himself to the family, that something was clearly not right.

No-Bark did wonder how the ponies knew they were arriving, or if they were always so prepared for surprise visitors. He looks up and sees the other ponies in the town market watch him with interest, all doing something else but looking at him when they think he doesn't notice. No-Bark frowns and wanders away from the well and town market, only to bump into Scootaloo.

"Hey! What was the big idea yelling at Chi?" Scootaloo demands, unable to control her voice from alerting passing ponies.

"Something is wrong here, ye need to trust me." No-Bark seriously stares at Scootaloo. "We need to head back into the Everfree Forest."

Scootaloo blinks in surprise. "Why? Everything is fine here, the ponies aren't going to hurt us, the monsters out there will."

No-Bark grabs Scootaloo and brings her into an alley, away from prying eyes. "Listen filly, I know this place, from before me lost my memory. Something is wrong here, we need to leave now or we may never come out!"

Scootaloo knocks away his grip and frowns. "You've lost it, you really don't have any clue what's real do you? We're safe here, the ponies are friendly and no one is trying to kill us. I call that pretty nice."

No-Bark growls in annoyance. "Why the hell do ye think it's safe here?! What's a bloody town doing in the worst place to live?! Ye need to think this out, how could these ponies live here for so long and no ponies ever heard of them?! Ye have that book, go figure out these answers and find me. I'll be out in the forest, don't find me until you know." No-Bark then marches away leaving poor Scootaloo in a confused daze.

Scootaloo couldn't believe No-Bark was so serious and yelled at her. She slowly walk out of the alley before she pulls out Clover's brown book and opens it. Scootaloo finds her place and walks towards a building that looked like a temple to find whatever Clover did before her.

Before she gets far, Dare, Sneaks and Tricks come up in front of her. "Whatcha doing Scoot's? Where ya going?" Tricks asks as Scootaloo quickly hides her book.

"Oh... just a quick walk around. I've never been here so... uh I thought I'd see the sights." Scootaloo smiles a fake warm smile, wondering how the trio managed to creep up on her so quietly and quickly.

"Well you won't find anything in that temple.." Dare starts.

"Just bad critters who could bite you, you'd rather see our flower field over there." Sneaks points in the opposite direction of the temple. "The temple is off limits to little fillies and foals until somepony invites them there."

"Couldn't one of you invite me there?" Scootaloo asks, confused at the rule.

All three ponies shake their heads at once. "Nu uh, we'll get in trouble! You need to find some other adult pony to let you in, otherwise you can't get in. The elders lock the doors well, there's no way in."

"Huh...ok I guess... I'll head to the flower field now. Thanks for telling me about the rule." Scootaloo smiles honestly.

The trio look at each other and walk away, unaware Scootaloo headed straight fro the temple without any hesitation .

"Good thing young fillies and foals are very trusting." Scootaloo giggles as she goes to the temple.

***

Scootaloo climbs through a broken window and cuts her knee when she drops onto the cold ground. The front door was locked so she had to climb through the second broken window that week. Scootaloo steps around glass shards that somepony forgot to clean up.

Scootaloo had to admit, the temple was less homey. The temple was old and worn down, weeds growing wild around the structure with no sign anypony's been there in years. Clover's book told her that Clover herself walked through the doors of a temple but didn't say it was in bad shape at all, she couldn't tell if it was modesty or the temple was fine before she arrived.

Scootaloo walks down the tattered main hall rug that span the entire hall one in it's life. The temple gave her the creeps but knowing what happened with Clover meant more than any fear she held. Somehow she felt drained, but it could've been from staying awake since yesterday.

Finally after a long and creepy walk, Scootaloo opens a big pair of twin doors to find a large chamber where a throne sat at the end of the tattered rug. She looks up and sees tattered and burned banners of swords and some kind of shield. Scootaloo walks up to the throne and sees a burnt pony's skeleton sitting on the cushion, locked in a pose of pure pain and torment.

Scootaloo couldn't control herself from vomiting at the foot of the throne. She saw a skeleton in school but this was much more life-like and smelled like burned fur and flesh.

Scootaloo weakly wipes her mouth and steps away from the throne. "Rainbow was right, I wasn't ready to see a skeleton. What the hell happened here?! Have the ponies in Everlight seen this?!" Scootaloo notices Clover's book glow and opens it to a page that seemed to glow that held only a few words.

Only crystal light may I reveal my secrets..

Scootaloo looks around in surprise, finding a broken crystal near the skeleton. She picks up the crystal bits, while avoiding her puke, and presses it lightly against the paper. Suddenly the book lights up and blinds her of her surroundings before she falls into open air.

***

"WOAHHH!!" Scootaloo screams as she falls flat on her face at the bottom of the stairs in the throne room. Scootaloo groans and rubs her face before she realized her surroundings. The once dead room held beautiful lights and colors across the hall, everything in perfect condition.

"The book... it must've literately held the story of what happened here." Scootaloo thinks.

Scootaloo looks around before she spots the throne and sees the dead stallion, who was alive and in full armor with real swords. He sat in the throne, overlooking what Scootaloo assumed were his subjects who stood in the room as well, the pony seemed to be... waiting for something or... somepony. Scootaloo noticed one subject held a brown book that resembled the book Scootaloo held.

Suddenly the doors open and two large guard ponies drag a small mare into the hall and hold the smaller pony in front of the throne. The pony at the throne smiles and motions the guard to let her stand. The guards let her stand but keep the chains on her legs.

"Lord Twin-blade, we have brought the outsider, the one called Clover the Clever." A guard bows to the stallion while the stallion smiles brighter.

Scootaloo's eyes widen as she looks as she realizes that the poor pony in chains was none other than Clover the Clever, writer of the book that lead Scootaloo to Everlight. Scootaloo screams but no sound comes out as she watches in horror as Twin-blade smiles evilly.

"Oh crud..." Scootaloo whimpers in fear. "I just really screwed up."

Author's Note

Another good chapter, same as before let me know how it went. As you see, things just got a whole lot worse, poor Clover became a prisoner and Scootaloo is reliving her story first hand.

A long forgotten horror...

Scootaloo shakes in terror as she looks out on the scene in front of her. Clover the Clever, prisoner to some tyrant named Twin-Blade, now in front of her own eyes. Scootaloo couldn't move an inch or even make a sound, clearly Clover wanted the pony who found her book to listen intently.

"So this is the troublesome mare who broke our cover?" Twin-Blade smirks, clearly enjoying his power over Clover.

"Yes sir, we caught her outside Everlight limits, screaming for the Marked to save her." The guard next to Clover replies, holding tightly on the chains around Clover's collar.

Twin-Blade frowns. "Why is it wearing a cap?" He points to the magician's cap on Clover's head. "That's very disrespectful to somepony of my statue."

"Blow it out of your ass, you pompous id-git! I demand you release me this instant or you will suffer the consequences!" Clover the Clever yells in a very powerful and authoritative voice, that only make Twin-Blade laugh.

"Tough words from a small pony, I highly encourage you to try but be warned, my guards strike to kill." Twin-Blade chuckles. "You really thought you had a chance? After that stunt in town with that colt-friend of yours, we knew it was only time before you tried to escape us."

Scootaloo turns towards Twin-Blade and gasps when she sees a bloody No-Bark laying belly up beside him. Scootaloo tries to move to help No-Bark but her hooves prevent her from helping. Scootaloo sees a guard walk up to No-Bark with a long spear, it's pointed end aimed right at No-Bark's head.

"Leave him out of this!" Clover the Clever yells, pulling on her collar and chains.

"Why should I? This annoying colt nearly killed me. He seems rather affectionate for you, perhaps I should make him an example?" The guard with the spear raises the spear up to strike.

But before he can, Clover screams echo in the room. "NO! LEAVE HIM ALONE! TAKE ME INSTEAD! TAKE ME INSTEAD!"

Twin-Blade smiles cruelly and nods to the guard. The guard plunges the spear down, piercing through No-Bark's head, effectively killing him. Scootaloo couldn't close her eyes at the horror in front of her as Clover the Clever breaks out in tears.

"Why?! Why would you do this?!" Clover yells, crying her heart out and struggling against her chains as the guards start to pull No-Bark's body from the throne. "We never hurt you or you stupid stallion guards!"

"Ah, my dear pony, in fact you did hurt us." Twin-Blade frowns. "If you both were to leave, we would hunger."

"What are you talking about you fucked up wingnut?! I don't understand! You have more food than Canterlot, why would you be hungry?! Why would you kill my love?!"

Twin-Blade stands, casting all other ponies in his shadow. "Very well, since you seem so interested with our plight, I will show you." Twin-Blade's face and mane drip from his body like candle wax as his skin seem to turn to red blood. Behind the dripping blood held a resemblance to darken black changeling, which blood curdling scream brought all other guards to attention as they too become horrid darkened changelings.

Scootaloo screams in terror, unable to keep her fear from the scene in front of her. Never had she seen a real life changeling in her life, and never so close to her. The smell of the changelings in front of her made her stomach churn, blood and flesh dripped onto the floor, making Scootaloo's nose overcome by the smell of dead and rotten flesh.

"Now you see! My changelings and I have been changed!" The former Twin-Blade howled in misery. "The forest has consumed our souls! Consumed our lives but kept our eternal power! We can no longer consume emotions you pathetic mare whore, only blood and flesh!"

"If you left, my changelings would starve for countless more ages! I can not allow that when you walked into our home so easily, tempting my children to hunger for the fresh blood you hold. Shame about the colt, he would've feed us for many years but no matter. Your flesh will satisfy us for many years to come, provided you live that long."

Clover the Clever screams out in pain as a changeling guard bites deep into her side, drawing large amounts of blood. "Halt Guard Windfelt!" Twin-Blade exclaims, rather annoyed. "Don't be greedy,save your brothers and sisters some flesh and blood!" Windfelt growls but stops for two more changelings to eat from Clover the Clever.

Scootaloo cowers in fear for the book writing magician who was being eaten be the cursed changelings. Scootaloo tries to fight free but only feels her body constrict her more in place.

Scootaloo winces when she hears Clover scream but is shocked to see something rather remarkable. After the two changelings filled their bellies, they lick Clover's wounds, which some how restores the flesh and keeps Clover alive. Alive, but much less muscle than she had before.

Clover gasps for breath as Scootaloo looks over to the dead body of No-Bark. Scootaloo felt so confused and horrified, knowing this all happened. "How did Clover get away? How did No-Bark managed to live?" Scootaloo wondered as she faced the scene in front of her.

That's when Clover the Clever made her strike.

Suddenly Clover's cap comes off, revealing her horn, and hits Twin-Blade head on with a fireball spell. Twin-Blade screams in pain as his bones burn before Clover sends an energy surge through the throne room, blowing each changeling and Scootaloo against the walls.

"Now you know my true power, you barbarian." Clover the Clever clutches her side where she was bit while Twin-Blade's screams die out as he falls back into his throne. Clover grabs her brown book from the ground and runs right over to No-Bark's dead bloody corpse.

Clover frowns. "The chance that his mind will crumble when I do this is strong, but I rather he live than die to that illiterate murderer." Clover the Clever takes a breath and pumps every bit of magic she has into a powerful healing spell. Much to Clover's luck, the wound barely heals and No-Bark's breathes come back but very raspy and shallow.

"Your not dying on me yet, my love." Clover tears up and kisses No-Bark before she puts him on her back and runs like all of Tartarus was after them, which was pretty close considering. The second Clover runs, every darken changeling snaps out of their confusion and charge after her, leaving Scootaloo alone with the still burning Twin-Blade bones.

Scootaloo gets up and feels her limits gone, so she goes to chase after the changelings to try and help Clover the Clever..Scootaloo feels a familiar powerful falling sensation before her eyes are flooded with white light and she falls into air.

*****

Scootaloo gasps as she comes back to the world around her, all of her senses dulled by the spell of Clover's book, and shakes off the sleep she fell into for the spell to work. Scootaloo looks toward Twin-Blade's bones and see his followers made a small shrine of... pony bones and flesh... ugh. Scootaloo takes a breath of courage before she walks over to the shrine and knocks it over before she kicks Twin-Blade's skull off his aged weakened spine.

"That was for trying to kill No-Bark you horrible, horrible pony."

Scootaloo shudders, still shocked from the gore of seeing No-Bark die.She wanted to leave this place, leave with No-Bark and never ever forever come back. She gave up on the idea of showing Twilight, but Rainbow Dash was a harder sell to get rid of.This could finally show Rainbow Dash what she is made of, no longer the scared little filly but a hero in the coming.

"You dare desecrate the shrine of Twin-Blade!" A scream rings out in the temple before multiple ponies from Everlight appear, each struck in horror at what Scootaloo did to the dead Twin-Blade.

"You have no idea what happened here!" Scootaloo answers back, slowly coming to her senses. "This pony is no hero, he have been corrupted by the Everfree Forrest! He is a changeling!"

Instead of being shocked, each pony lowers their head and sighs. "You couldn't have just be an innocent little filly, played in the flowers and never cared a second where you are." Chi appears from the crowd and walks forward, Scootaloo gasps as she see him as Windfelt, one of Twin-Blade's.guards from the book.

"Your not Chi... your Windfelt!" Scootaloo shrieks moving away from the advancing mob of ponies.

Chi looks confused before his face turns from kindness to harsh and cold control. "How did you know that my curious little filly? No pony has ever heard my name and lived for ages, not since Twin-Blade died at the hooves of a very troublesome mare." Windfelt's eyes lower to see Clover's book in front of him. "Ah... that's how, that cursed mare left little breadcrumbs for you to follow. Time to be rid of this eyesore, once and for all."

"Leave that alone!" Scootaloo yells as she grabs the book before Windfelt could take it and puts it back in her bag. "That belongs to the greatest mare magician in all of Equestria! Something like you should never ever soil such an important artifact!"

Windfelt laughs along with all the other Everlight ponies as they each changed to their true forms, now forming a circle around Scootaloo, trapping her effectively. "Such bold words, you can be very amusing little filly, shame you must die now."

Scootaloo growls and tries to keep the circle from closing in, unfortunately, her growl sounded little more that a cat's meow, causing the changelings to laugh as they close in. Scootaloo's fiery attitude dissipates as the crowd closes in, her tail and ears droop in fear as she curls into a ball, knowing this will be her end.

"HOLD ON LITTLE FILLY!" No-Bark laughs manically as he charges in, ramming down all changelings in his path like a bull before he bites down on Scootaloo's bag and launches Scootaloo in the air. No-Bark neighs and charges again cutting through the changeling defensive line like a knife through hot butter, making it to the entrance and escaping with Scootaloo who lands hard on his back.

Windfelt stands up and walks to the entrance, his changelings following him, waiting for his command while he watches Bo-Bark and Scootaloo escape.

"Get them, but don't kill them, yet. Use fascination, glamor or fear." The Changelings howl and set off to search for the duo while Windfelt walks to the spot the two would need to go through. He was more than a little surprised by the fact No-Bark was alive and well, along with helping the nosy filly pegasus, but it not matter in the slightest. Both will be feeding the hive by night fall.

*****

No-Bark was panting and exhausted when they hid behind Chi's house, not used to the effort it was to knock over fully grown changelings and run away from them. He was honestly surprised, it felt almost natural to go and save the girl, which sparked some sort of memory in his mind.

"Thank you No-Bark." Scootaloo hugs No-Bark as she slips off his back and shakes off some leafs that got into her mane. "If you didn't come... I would've been a goner if you didn't save me."

"Think nothing of it lassy." No-Bark answers, trying to hold onto the spark. "I be more careful around here, something seems off."

Scootaloo shakes her head. "Tell me about it, I-"

"Well for starts the whole town disappeared like smoke and mirrors, the food here turned rotted, and the birds all ran away." No-Bark responds, pointing out the lack of life around the town.

"No-Bark... why did you just interrupt me?"

"Ye said tell ya about it, so I did." No-Bark answers, unsure what she was implying.

"No, No-Bark," Scootaloo sighs, not in the mood for his crazy reasons. "I was just agreeing with you, see I have this informa-"

"Then why did ye, say tell me about it, if ye were agreeing with me?"

"It's a form of speech." Scootaloo replies, now losing her patience. "Enough No-Bark! I have important info on your past!"

"What?! Well out with it lassy! No more stalling!" No-Bark's eyes widen as he sits down, all ears.

"You were the one...!" Scootaloo starts and sighs. "Never mind..." Scootaloo then tells No-Bark about her adventure in the book's memory and how he died but was brought back. No-Bark absorbs everything Scootaloo tells him and remains quiet to avoid missing a single detail.

After Scootaloo tells No-Bark everything, she takes a breath unaware that she told the entire story without taking in a breath. No-Bark sits quietly, going over everything over and over to get the full effect.

"Well...?" Scootaloo asks, hoping it was enough to wake up the memories locked up in No-Bark's head. "Anything... change?"

No Bark remains where he sat, too deep in his thoughts to hear Scootaloo's question. Scootaloo sighs and looks around for any changelings that could jump in and attack them, noticing that the sun was starting to go down and flower colors started to grow brighter.

"Wow..." Scootaloo mumbles as she walks towards a rather exquisite red rose. "I've never seen such a pretty rose before." Scootaloo stops in front of the rose and inhales it's smell, her eyes suddenly feel very tired and happy as she lays down in front of the rose.

No-Bark comes out of his thoughts to find Scootaloo walking towards a red rose. No-Bark's mind suddenly gives off alarms as he runs towards Scootaloo. "NO! DON"T SMELL THAT!" He screams as he grabs a blade from his pack and cuts the flower's stem.

Scootaloo immediately snaps out of her happy trance and stares incredulously at No-Bark. "What was that for?! That was the prettiest rose I ever saw!" Scootaloo screams as she holds the dead flower, shocked when it turns into a razor sharp toothed plant with a red tint. "Wait... what...?! I don't understand!"

No-Bark grabs the flower and cuts it in four with the blade. "Carnivorous plants, they hide behind a spell of glamor to trick prey into a trap, before they eat the prey whole. Need to cut the stem and pedals in four to make sure it's dead or it still can hurt ye." No-Bark blinks, now very confused. "How did I know that?"

Author's Note

So sorry about the wait, it's finally here. I smell a ending coming in the next chapter, which saddens me since I loved working on this story, it was a lot of fun.

A shocking surprise ending

Scootaloo couldn't be happier. No-Bark was gaining back his memory from hearing his story. Scootaloo walked over to No-Bark and hugged him. No-Bark smiles and hugs Scootaloo back, glad the filly was alright.

"Your memories seem to come back if you see something from your past." Scootaloo remarks as she kicked a part of the red carnivorous plant No-Bark cut up. "Maybe if we get you out of the forest, you can remember more."

No-Bark put away his blade and drinks from a canteen in Scootaloo's pack. "Maybe lassie, but we should focus on escaping those buggers before they go and make us inta dinner." No-Bark points to the main entrance they came in from. "We should head ta the exit, anywhere else ain't safe since we ain't sure what's where."

Scootaloo nods, hoping No-Bark knew what he was doing. She then goes into her pack and pulls out a switchblade she 'borrowed' from Big Macintosh on her last visit to Sweet Apple Acres, knowing she would need it against the homicidal changelings that were after them. The blade was a bit large for the small filly and made her off balance when she held the hilt in her mouth, but it was much better than nothing.

No-Bark then picked up Scootaloo and started to sneak over to the entrance as quietly as possible, considering he had a small pony on his back, but couldn't let her fall for another trap. Very stealthy, No-Bark and Scootaloo make it past half of the changelings who were search for them with only one time that No-Bark knocked out a changeling before it could alert it's kin.

Scootaloo didn't know where No-Bark learned his skills but made a mental note to ask him as soon as they got out of danger. Scootaloo wasn't very stable on No-bark's back, her pack made her lean in the wrong direction if No-Bark made a quick turn, but she trusted No-Bark to keep her safe so she just held on as much as she could.

Unfortunately, the canteen from Scootaloo's pack slips from Scootaloo's grip and bounces off the ground before tumbling into a bush, making a loud thud as it hit the ground. Three of the larger changelings, who were close by, heard the thud and went to investigate the noise as No-Bark tip-toed around them, hoping they didn't look up from the canteen.

Scootaloo really wished somepony would give them a break from all of this nonsense, it was really dragging her down and she had a small limp in her leg which she landed on when she broke into Twilight's and the Everlight Temple. Scootaloo however knew she could complain later, now was a time of movement and courage, two things she had less of each minute they stayed.

No-Bark noticed Scootaloo struggling to stay on his back and started to slow down so it was easier to stay on. No-Bark was also starting to feel a bit weak, his mind however pushed him to keep moving as stopping would mean instantaneous death. As No-Bark stepped closer to the gate, he noticed forms waiting right where they needed to go, which were changelings who blocked off the exit and held them in.

"Is there any way we can avoid them and go another way?" Scootaloo asks as they hide behind a large tree that No-Bark checked to be safe. Scootaloo got off No-Bark's back and stretches her legs in preparation for a possible fight, hoping her short lesson on butt kicking from Rainbow Dash would be enough.

No-Bark shakes his head quietly, his mind racing with the stress of his memories. "Nah, that exit is packed with changelings. The only way through is to charge them head-on, lass, I need cover while we charge. Use that there knife on anypony trying ta get close to us and make sure ya stay on my back. The buggers will strike ta kill, can ya defend yaself?"

Scootaloo couldn't believe that they were about to fight changelings, the things Rainbow Dash and the others fought off in the palace. Part of her was terrified, the other part was shaking with excitement for her first chance to be in real danger. "Yessir!" Scootaloo nods and grins.

"Alrighty then," No-Bark gruffly remarks as he puts Scootaloo on his back and lets her get ready. "Now listen here lass, if anything happens to ya, like fall off, ya need ta hide and run. Ya need ta get out of here more than me, do you understand?"

Scootaloo gives No-Bark a worried look. "No-Bark...?"

No-Bark growls and turns so he faces Scootaloo so he can stare into her eyes. "Promise me, if something happens, ya will run and won't look back no matter what. Promise me!" He hisses quietly.

Scootaloo looks at the changelings and back at No-Bark multiple times, his hardened look of seriousness burned into her mind, so unlike the No-Bark she first met. She hangs her head and looks away from No-Bark, unwilling to look him in the eyes.

"I promise."

*****

Windfelt checked the time, almost midnight, and glanced around at Everlight. He loved his home, to the point he would kill the brat and No-Bark and let his changelings starve in order to let them live another day. Those two would lead an army in and get them all killed the second they get out of the forest. Windfelt however was very surprised to find No-Bark was still alive after so long, that girlfriend's spell must've gave him a bonus on years in order to live this long. He felt very tempted to spike his tea back at his house but then the filly would've ran away and no one would know where she went.

Windfelt's thoughts were interrupted by a loud crazy laugh into the night, getting all changelings ready and looking for their prey. Suddenly from the far right, No-Bark charges with a scared stiff Scootaloo on his back charges at the exit.

"Keep together!" Windfelt yells as each changeling stands between No-Bark and freedom. All were nervous from the earlier charge and hoped they could hold them in despite the increasing speed No-Bark was gaining. No-Bark runs harder and faster before howling into the wind as he rams into the wall of changelings.

CRACK!

No-Bark gasps and coughs blood as he gets out of Everlight. He felt like he just snapped a couple of his ribs and cracked his skull, only adrenaline keeping him moving as they run. Unfortunately for No-Bark, the changelings changed into a brick wall at the last second. Not saying it stopped him, No-Bark smiles bloodily, but it seriously hurt him bad. At the most, he mused, he could make it half way to the forest exit before he dies from blood loss.

Scootaloo however wasn't allowed a moment to think, just after No-Bark charged the changelings and won, all the changelings from Everlight were right after them, most very shaken up by the muscled pony ramming them. She takes the switchblade and swipes at changelings trying to catch up to them.

The forest rushed by them as they kept running for what seemed like hours of torture for both ponies against the odds of death. No-Bark makes it around a large tree out of the changeling's sight before he gets a hoof snagged on the roots of a tree and launches them both into a nearby river. Scootaloo makes it to the surface watches the changelings go off in a different direction.

Scootaloo grins and quietly giggles in excitement. "Their gone No-Bark!... No-Bark?" Scootaloo looks around for her trusted friend but can't seem to find him. "NO-BARK!" Scootaloo screams as she spots him further down the river, slowly dragging himself out of the water. To her horror, his leg was bent in a way no pony's should.

Scootaloo swims to No-Bark's aid and helps drag him out of the water. "No-Bark...!" Scootaloo checks him over with teary eyes. "Come on! We need to go!" She nudges No-Bark with fear and worry.

No-Bark coughs up water and blood before he opens his eyes slowly. "Scootaloo...? Why are ya here? Ya promised..."

"Come on! I'll carry you, please stay with me!" Scootaloo begs as she tries to drag No-Bark to the exit.

"Scootaloo..." No-Bark says as he coughs up more blood.

Scootaloo sobs as she keeps dragging No-Bark. "Please don't do this, we have ponies who can treat you, you don't need to die here!" Scootaloo cries as she keeps dragging him, not willing to let her friend die.

"Scootaloo...! Please... stop..." No-Bark whispered as he smacks away her grip, shocking Scootaloo. "Run... please... leave...me. Live... and let an old pony... submit. Ya have yer own life to live... mine's done ever since Twin-Blade had me killed."

"You remember...?" Scootaloo holds No-Bark close, not letting go for a second as tears run down her cheeks.

"Yes... I even know my real name now..." No-Bark chuckles and forcefully coughs. " I remember... wanting so much for Clover... knowing she'd do great things." No-Bark looks over to Scootaloo and pats her head with an unbroken hoof. "Ya are a good pony... Scootaloo... one day yer gonna be known everywhere for ya deeds... I promise..."

Scootaloo then stands and rests next to No-Bark, weary from all that happened. "No-Bark...?"

"Yes... Scoots?" No-Bark replies with cough, now feeling his body go numb.

"What... what was you name? From before this?" Scootaloo asks with half drooped eyes, struggling to stay awake to be there for her friend.

"Heh...ya gonna laugh..."

"No... I won't..."

"Well... it's..." No-Bark coughs more, struggling to breath.

"It's what...? Tell me... please..." Scootaloo begs as she feels her body go limp.

"Des...tiny..."

Scootaloo cries after No-Bark goes limp and slowly closes her eyes just as changelings appear in front of them.

*****

Scootaloo gasps and snaps awake, looking around at her surroundings. She finds herself in front of the entrance, Clover's book right in front of her, opened at the first blank page. Scootaloo tries to figure out what happened and is hit by the loss of Destiny, making her break into tears over her lost friend.

"Ha, I finally found you." A familiar voice came from behind Scootaloo.

"R-rainbow Dash...?!" Scootaloo exclaims as Rainbow Dash lands beside her and is embraced in a hug by Scootaloo.

"Whoa, I guess you really regret taking the book huh?" Rainbow Dash pats Scootaloo's head.

"Oh Rainbow Dash! I missed you SO much after you left me in the forest!" Scootaloo cries into Rainbow Dash's mane.

"Left you in the forest? What are you talking about? I only just found you for the first time." Rainbow Dash looks at Scootaloo with confusion. "Spike got worried and sent me to find you before you did something really silly."

"What...?! But... but you stopped me in the forest... scolded me to leave." Scootaloo looks at Rainbow Dash with the same confusion.

"No I didn't." Rainbow Dash gives Scootaloo a weird look and glances over at the book. "You must've fallen asleep reading that thing."

"No... No I didn't!" Scootaloo nearly shouts, now angrily confused. "No! I went to Everlight... and... and fought off changelings! I did not make it up!"

"Fought off Changelings? What the hell is Everlight?" Rainbow Dash asks now completely puzzled.

So Scootaloo sat down and went through the whole thing, not pausing for a breath as she rants how she first went in, how she found Destiny as No-Bark to how she escaped Twin-Blade's temple and how she got out of Everlight. She even told Rainbow Dash Clover the Clever's story and how her and Destiny fell into Everlight's trap. With tears stinging her eyes she told Rainbow Dash about Destiny's death and his lasts moments with her.

Rainbow Dash was quiet the entire story and listened intently to every bit with mixed looks at each segment. Finally when Scootaloo finished with another set of tears, Rainbow moves next to Scootaloo and pats her back.

"Scootaloo..."

Scootaloo looks up to the gentle eyes of Rainbow Dash. "Y-yes...?"

Rainbow Dash hugs Scootaloo tightly. "Sweetheart... it was just a dream. I'm sorry but it was just a nightmare, although a vivid one at that."

Scootaloo looked down and remained silent, wanting Rainbow Dash to support her but knowing it was far-fetched.

"Look, why don't we head back to Twilight's? She's been worried sick about you, maybe after you can get some rest there, you'll feel better."

After a few moments, Scootaloo sighs and nods, picking up Cover's book and walking with Rainbow Dash back to Ponyvile. But in her heart she still remembered Destiny and refused to let him go.

Should we kill her? She knows too much, she could get us all killed...

Not yet, but if she returns, do it with no hesitation. Our Mother need her blood, craves it, we will give her relief. Some day... soon... Destiny's voice carried on the wind along with a cackle of laughter.

THE END?

Author's Note

So ends this tale, but what of Windfelt and his changelings?! What happened truly happened to Destiny?! Is Ponyvile safe?! Who is this 'Mother'?! We'll never know...

Or will we?

"I only wanted to see"

The dark and forbidding Everfree forest is silent. No birds singing or critters moving around, the entire forest is dead silent, which only scares poor Scootaloo more. Scootaloo crawls up into a ball under the base of a tall wide tree, scared to even breath in such a terrible place. She knew that coming to the Everfree was a bad idea but, at the time, it was a pretty brave. Beside Scootaloo, a thick worn brown book laid open, showing a few images of shadows and dark monsters with descriptions.

"I-I'm so s-screwed!" Scootaloo trembles as a figure approaches.

***

Earlier that day...

"Pleeeaaasse?" Scootaloo begged Twilight while holding firmly on Twilight's hoof.

"I'm sorry Scootaloo, but no means no." Twilight said while avoiding Scootaloo's eyes, knowing all too well she would break if she stared into the cute filly's eyes.

"Aw come on! I only want to see a little bit! Please? I promise I won't break iiiiit..." Scootaloo wines in a high pitched voice, keeping her big teary eyes locked on Twilight as she has done for the last five minutes over a thick worn brown book Twilight held out of her reach with magic.

"No, it's not something a filly like you should read. Besides you'd show it to Applebloom and Sweetie Belle before I could stop you which I'd rather not cause another town incident." Twilight shook her head, hoping the filly would stop.

" I'm not going to enchant anypony! I just want to show how brave I am to Rainbow Dash! I'm not scared!" Scootaloo pouted.

"I'm sure you could find something else to impress her. Now run along Scootaloo. I have to write a letter to Celestia and it cannot wait." Twilight patted Scootaloo's head and went to find her trusty dragon Spike.

"Aww..." Scootaloo whined as she lets go of Twilight's hoof and leaves the library. She pouted a bit longer as she walked pointlessly while Twilight closes the front door for Scootaloo. Scootaloo sighed at losing her chance to read the interesting sounding book. "My journey in the Everfree, by Clover the Clever. Now that sounds sooo awesome! Rainbow Dash would be so jealous if I could go into the Everfree with knowledge. " Scootaloo frowns as she walks.

She wasn't really sure what to do since Rainbow Dash was off with Tank on a "Super awesome Tank tag team exploring!" which was Rainbow Dash for "Taking Tank for a walk." She couldn't hang out with Appebloom because of the Apple rush, and Sweetie Belle was off working with Rarity on the 50 designer dresses she managed to get plopped with. In fact, that was the only real reason she went to the library to see Twilight and managed to find that brown book.

"It ain't fair!" Scootaloo thinks angrily as she heads out of Ponyvile to the Cutie Marker club house. "The one time I'm actually bored, and everyone else is off doing something else or too busy! I bet I could do so much if I had that book Twilight has..." Scootaloo then stops on the side of the trail and sits down, already forming a plan to get the book all for herself...

***

Twilight didn't hear the loud crash of broken glass late that night as her bedroom window was smashed open by a rock. Scootaloo hops in, now wearing a black mask on her face to attempt to hide her identity if not for her obvious body to give her away. Scootaloo looked around for Spike, who she knew would stop her from her task, but found no sign of him in his bed. "Huh..." She thought looking at Spike's bed. "Must've stayed with Rarity or something..."

Scootaloo looks around and frowns at the mess. Everything was covered in glass shards from the shattered window entrance she made for herself. Scootaloo looks over at Twilight and wonders how the seemingly oblivious unicorn was still asleep after such a loud crash. She checks the bed and sees an open spell book in front of Twilight, which showed the tell tale answer being a "Rejuvenating deep slumber" spell.

"Sweet dreams Twilight, don't worry, I'll bring the book back soon." Scootaloo checks the clock to see it was midnight. "Good, more than enough time for a quick walk around Everfree before the sun rises." Scootaloo pats Twilight's head, barely keeping in an excited giggle as she heads downstairs. Scootaloo was actually proud of her confidence, she felt really to storm the Everfree forest and show it who's boss.

Unfortunately, when Scootaloo made her entrance, she didn't know that Spike was in the kitchen eating a midnight snack of jet. Spike was happily chewing on the delicious black gems when he heard the loud smash of glass upstairs. He worried that some bad pony was going to rob them so he shakily grabs a broom and hopes the pony was small. Spike stands on the side of the stairs with the broom raised up and eyes closed, scared of the hoof steps going down the stairs.

WHAM!

Spike hears something fall down the stairs and crumple on the ground in front of him after he swung the broom hard at it target. He opens his eyes one at a time and sees none other than Twilight, with a red bump on her head next to her horn and her eyes spinning.

"Oops..." Spike thinks as he quietly puts down the broom and tip toes away from Twilight. "She is going to hate me in the morning, I better hide her Nasty spells for nasty ponies before she wakes up from that spell." Spike heads upstairs and sees the broken glass around him. "Wait... how did Twilight break the window? Even more, how did she manage to wake up to go downstairs?" Spike looks at his feet and picks up a rock and looks around worried after hearing the front door slam shut. "Uh oh... maybe even Dreadful curses should disappear for a while..."

Scootaloo was running for her life out of Ponyvile, amazingly, Scootaloo managed to escape after she saw Spike's blankie on the stairs and quickly hid above the stairs when Twilight slowly walked down to find her. Scootaloo was happy she swiped the right book on her quick way out of the house but scared since she was nearly caught red hoofed (yeah, I typed it).

Each of the pony homes around her lit up with light as her loud galloping woke the entire town when she ran to the Everfree Forest. Thankfully, most of the ponies who woke up went back to sleep, so Scootaloo easily managed to get away. Scootaloo made it halfway to the Everfree Forest before she started to slow down.

"... Wow... that was... that was pretty awesome!" Scootaloo giggled happily as she takes off the mask. "I guess this is how Rainbow Dash felt when she broke into the hospital for that book, totally cool." Scootaloo then stopped under a tree to read a bit of the book. The book was rather old so the pages were a bit scratchy but Scootaloo could still make out the cursive writing.

"Table of contents... where to start...? Maybe the index?" Scootaloo thought aloud as she carefully flipped the book over and checked the back.

"Huh?!" Scootaloo exclaims.

The back the the book was full of blank pages, only about half of the book was filled in. Blank page after blank page Scootaloo gets angrier and angrier.

"You got to be kidding??! Clover the Clever didn't even finish the stupid book! What a waste of time!" Scootaloo whacks the book with her hoof, closing it before she knocks it away in distaste. Scootaloo calms down after a bit and sighs.

"Well... I got this far... might as well keep on going.." Scootaloo goes over to the book and finds that it was open to the picture of a town.

"What the...? A town... in the Everfree Forest?" Scootaloo couldn't believe her eyes, there was actually a town full of ponies in the Everfree Forest?! This discover filled her back full of confidence as she picked up the book and put it in the small pouch she brought with her, along with her black mask.

Scootaloo marches to the entrance of the Everfree Forest, where her fear returns strongly as she stands in front of the dreaded forest, but she swallows her fear and slowly steps into the dark and sinister woods.

***

Now it seemed irony had given Scootaloo a very strong lesson. Scootaloo shakily looks at the book, already scared by the pictures it showed her and the random noises around her. "S-stupid book... scaring me s-so bad... Rainbow Dash would never talk to me again if she saw me like this..."

Scootaloo jumps at the sound of bushes rustling and scream a very high pitched scream from the shadow that appeared, cowering and closed her eyes shut.

" Scootaloo?...Just what do you think your doing here?"

Scootaloo stops screaming at the very familiar voice and blushes embarrassed that the pony hear her scream.

"R...Rainbow Dash?" She says as she slowly eyes to find the quizzical blue pegasus looking back at her.

"Well duh! Who did you think it was?" Rainbow Dash giggles in amusement from Scootaloo's confusion .

"I... I don't know..."

"Well you should've seen who it was before you screamed, it nearly gave me a heart attack. Also if you didn't hear me... just what are you doing here? You know it's not safe at night in the forest!" Rainbow Dash's face turns from mirth to concern.

"Well... I found this book... and it showed me this cool place in the Everfree." Scootaloo starts, careful to look around for any monsters. "A town... completely untouched by the Everfree Forest!"

"A town? I never saw anything like that in here, what book did you read?" Rainbow Dash looks at Scootaloo with interest, but still kept her concern apparent on her face.

"My journey in the Everfree by Clover the Clever." Scootaloo states as she pulls the book out and shows Rainbow Dash. "By the way... what were you doing here?"

"Oh I was exploring, I started to explore in the Everfree Forrest at night after me and the other girls went to first find The Elements of Harmony and stop Nightmare Moon." Rainbow Dash brags proudly.

"Wow! That's so awesome! But... why didn't you tell me? We could've gone together and made more progress!" Scootaloo adds with a sad frown.

Rainbow Dash sighs and hugs Scootaloo. "Look... without a doubt, this place is dangerous. I didn't want you to get in trouble here. Now I'm doing this because I can easily fly away if things go wrong, I have a plan, did you come up with a plan to escape if something happened to you?"

"Uh... well... not exactly..." Scootaloo start sheepishly. "I was sort of hoping not to find trouble."

Rainbow Dash shakes her head and sighs again. "You can only avoid trouble for so long, sooner or later it will find you, you just need a plan." Rainbow Dash smiles until she pats off glass shards from Scootaloo's mane. "What's this?!"

"Um... glass?" Scootaloo blushes.

"How did you get glass all over you? Hey! Your bleeding!" Scootaloo stares surprised when Rainbow Dash holds up a hoof to show blood that she got from Scootaloo's mane. "What gives? Did you hit a window or something?"

"Um... not exactly..." Scootaloo blushed deeper, trying to look normal.

"Scootaloo... what did you do?..." Rainbow Dash stares down her, easily seeing pass her lie.

"I...um... I may have 'borrowed' a... uh a book from Twilight.." Scootaloo admits while looking down, not being able to lie to her hero.

"You stole a book from Twilight's?! Why? You know she'll just give you a book if you asked, right?" Rainbow Dash asks, shocked at Scootaloo's behavior.

"Well that the thing... she wouldn't let me take it... said it wasn't something I should read."

"Maybe she had a good reason? Like not having you wander around the Everfree and getting attacked by a monster?"

"...Yeah... I guess so..." Scootaloo admits, ashamed that she made Rainbow Dash so upset.

Rainbow Dash rubs her head twice with her hoof and sighs for the third time that night. "OK... now let's head back to Twilight's and return the book."

"But Rainbow!" Scootaloo whines.

"No buts, and before we get there, I want you to promise me. You won't ever go into the Everfree Forrest at night again, alright?" Rainbow stares at Scootaloo.

"But what about the town?! And you did the same thing before!"

Rainbow Dash blushes embarrassed " Well yeah but that shouldn't be an example! That was a mistake I regret even now. And I doubt the town survived in here, the last thing you need to see is pony bones, now what about the promise?"

"I...I swear..." Scootaloo sighs.

"You have to Pinkie Pie promise."

"What?! But why?"

Rainbow Dash smiles. "That way I know Pinkie will make you regret breaking the promise if you do."

Scootaloo sighs. "Cross my heart... and hope to fly... stick a cupcake in my eye.." Scootaloo winces as she actually hits her eye during the promise and rubs it.

Rainbow Dash grins. "Good, now turn around and head back, I'll meet you at Twilight's house. And remember Scootaloo, Pinkie Pie never forgives broken promises." Rainbow Dash soars off into the air and heads back the way Scootaloo came.

Scootaloo watches Rainbow Dash fly away and sighs before slowly heading back. "Stupid promise... wait a minute..." Scootaloo stops and suddenly grins as a thought dawns on her. "I promised not to go in the forest again... nothing about going a bit farther... Ha! I can still keep my promise and head back, I just need to hurry before Rainbow finds me!"

Scootaloo opens her pouch and finds her small hoofheld clock, it's hands still at midnight. "Huh, that can't be right... it must've broke... I'll just go a bit farther." Scootaloo picks up the trusty worn brown book and follows the trail Clover put in the book back into the forest, already starting to giggle in satisfaction to go and see the town.

End of First Chapter

Author's Note

A lot of work but one of my best writings yet. If you see an error, let me know, but read for content. Grammar Nazis are not alowed.