My Little Pony: Friendship's a B%!@#

by ChocoLoco

Rating: mature
Tags: Adventure, Dark, Alternate Universe
Length: 20406

My Little Pony: Friendship is Magic meets gritty reality.

The story revolves around Twilight Sparkle, a high-level Canterlot mage, and her six friends, Applejack, Fluttershy, Pinkie Pie, Rainbow Dash, Rarity, and Spike, as they all grow together and get a taste of reality.

NOTE: The first few chapters closely mimics episodes 1 and 2. This was written at a time where I knew I had some sort of ability to write, but was afraid of trying to create unique content. So I used this to help me develop my ability to write in general. If you dislike that, you might hate how the story starts out.

Published 1970-01-01 00:00:00 UTC
Last updated 2013-07-17 17:52:59 UTC

Chapter 1: Let's Not Make Any Friends and Say We Did

Once upon a time, in the magical land of Equestria, there were two regal sisters who ruled together, and created harmony for all the land. To do this, the eldest used her unicorn powers to raise the sun at dawn; the younger brought out the moon to begin the night. Thus, the two sisters maintained balance for their kingdom and their subjects, all the different types of ponies.

But as time went on, the younger sister became resentful. The ponies relished and played in the day her elder sister brought forth, but shunned and slept through her beautiful night. One fateful day, the younger unicorn refused to lower the moon to make way for the dawn. The elder sister tried to reason with her, but the bitterness in the young one's heart had transformed her into a wicked mare of darkness: Nightmare Moon. She vowed that she would shroud the land in eternal night.

Reluctantly, the elder sister harnessed the most powerful magic known to ponydom: the Elements of Harmony. Using the magic of the Elements of Harmony, she defeated her younger sister, and banished her permanently in the moon. The elder sister took on responsibility for both...

“...sun and moon, and harmony has been maintained in Equestria for generations since.” Twilight Sparkle laid in the grass, reading the book she had set in front of her. The young unicorn had a long, straight mane of dark indigo colored with purple and pink streaks, her horn poking out through the middle. Both her eyes and her coat were purple, eyes taking on a slightly darker shade than the coat. Like most ponies in the world, her tail was adorned the same color scheme as her mane. The cutie mark on her flank was a large pink star encompassed by a few white stars.

A questioning expression appeared on her face. No, it wasn't because of the content. Twilight Sparkle was a mage, a pony educated by the brightest minds in Equestria; she knew better than to believe something just because she found it in a book. Every leader needs a little propaganda in order to keep their subjects in line. Not even Celestia-grade propaganda would survive her meticulous scrutiny. It would hold her attention for only a moment until a wave of questions disintegrated it. Her attention was focused on a line in the book, about the Elements of Harmony.

“Hmmmm, the Elements of Harmony,” she said to herself, taking a slight breath and holding a hoof to her chin, “I know I've heard of those before, but where?”

The pony closed her book and used her horn to cast a telekinetic spell on the book, levitating it into her book bag. She couldn't just sit there and ponder about it all day. She needed to know more. She needed a book from her personal library and she knew just which one.

She walked down the road that lead to her library. Three ponies suddenly appeared in front of her, disrupting her train of thought.

“There you are, Twilight!” called a friendly voice, much too friendly for Twilight's liking. It came from Twinkleshine, who was accompanied by Minuette and Lemon Hearts. Twinkleshine had a curly pink mane, an ivory coat, and 3 blue stars for a cutie mark. Minuette's mane was dark blue with a white streak, a coat of light blue, and an hourglass on her side. Lemon Hearts, last of the three, sported a teal mane, yellow coat, and her cutie mark consisted of 3 hearts, two of them light blue and one light green. The unicorn trio were acquaintances of Twilight's in Canterlot.

“Moondancer is having a little get-together in the west castle courtyard,” Twinkleshine informed her. “You wanna come?” she asked invitingly, moving closer to Twilight. As if practiced, Lemon and Minuette followed suit, the three unicorns eyeing her with hope.

Twilight, being a bit of a shut-in, naturally had no interest in going. However, she didn't want to disappoint them with a straight-forward refusal.

“Oh, sorry, girls!” she started, the excuse already forming in her head. “I've got a lot of studying to catch up on.”

Twilight was a terrible liar. Even the smile she forced to feign sincerity had surely given it away. Fearing that her excuse wouldn't be enough, she quickly galloped down the road before Twinkleshine could respond. The three watched as she became a figure in the distance.

Twinkleshine let out an annoyed sigh.

“I swear to Celestia!” she said, raising her voice. She turned to Lemon, who had somewhat of a bored but motherly look. “Why do I even bother with her?”

“Maybe she's just not into mares,” Lemon countered. Minuette snorted out a laugh in response. She put a foreleg around her.

“That's the same thing I said about you, and now look at you. You're one of us.”

Lemon seemed to say something, but whatever it was, it was completely muffled out when Minuette reached over to kiss her. Lemon blushed profusely, stomping violently in an attempt to get away from Minuette, only to find herself still caught up in the kiss. Soon, she found herself acting reflexively, participating instead of retreating. The two kissed with wild abandon like a couple of horny teenagers. Twinkleshine's spirits seemed to be lifted by the sight of the two. As they broke away, a line of saliva that connected their lips together had formed.

“Wow!” said Lemon excitedly, a little dazed but quickly regaining her composure. She looked into Minuette's eyes longing in her eyes.

“Minuette,” she spoke softly, “I love you very much, but if you ever do that again while we're in public?” Her voice trailed off. The three shared a hug.

Twinkleshine giggled. “See, this is why I love you girls. You're both fucking crazy.” The trio turned around and continued on their way. “You two will get us hanged someday.”

Twilight gathers her thoughts as she gallops. “I know I've heard of the Elements of Harmony,” she said to herself. She moved right past two other acquaintances, Lyra Heartstrings and Amethyst Star, without noticing them at all. Lyra waves to her as she passes, only to find that she's in too much of a hurry to notice. “Bitch!”

Twilight's home was a tall, luxurious tower, regal and beautiful, made almost entirely of tumbled marble. It was connected to a series of other towers similar, including one that seems to be an observatory. It wasn't special at all by Canterlot standards, but to say that the Canterlot-styled home wasn't a well-designed piece of architecture would have been a lie. Twilight ran up the long flight of stairs, passing shrubbery and a golden fountain she had probably never stopped to look at before.

“SPIKE!” she called out as she finally reached the top floor of her home, bursting through the door.

“Spike? Spike!” she yelled out again.

If it wasn't for his hide, Spike might've seriously been hurt. The baby dragon's body was covered completely in tough scales, light green on his belly and purple everywhere else. From the top of his head down his back and to his arrow-shaped tail, green spikes lined his body, the spikes on his head much larger than the ones on his back. His eyes were as green as his spikes.

Spike was Twilight's assistant, placed in her care from the day of his birth by Princess Celestia. Like with all things concerning Princess Celestia, Twilight suspected that this seemingly innocent gesture was a test in disguise. If there were two things Celestia would never tolerate, the first would have to be when those closest to her displayed any signs of weakness, and the second would have to be atrophy and wastefulness of one's talents. This secret test had to gauge her ability to raise a subject and ensure that they act on her behalf.

He sat on the ground, disoriented from Twilight's sudden entrance. Upon spotting him, she stopped and stared at him for a moment.

“Spike? What are you doing down on the floor?” she asked, her tone simultaneously curious and critical. She shook her head. “Nevermind that, I need your help.”

She went upstairs into her library to take a look around. Compared to a regular library, it was quite small. Considering that this is her own private collection, one could call it massive.

“Quick! Find me that old copy of Predictions and Prophecies,” she said as she started to turn towards his direction. The dragon had a look of disappointment that suggested he'd seen better days as he walked up the stairs, rubbing his head.

“What's that for?” she asked, curiously eyeing the thing caught on his tail. It was a red gift box with a yellow bow on top, but the box had been scrunched up by his earlier fall and pierced by his tail. He apparently hadn't noticed, taking a look at his own tail.

“Well,” he said, pulling the box off of his tail, “it was a gift from Moondancer, but--”

“Spike, you know we don't have time for that sort of thing,” she interrupted, tone stern.

“But we're on a break!” he countered, with a high inflection sounding much like whining, to which Twilight paid no attention. She didn't want to have to explain to Spike that Moondancer was a lesbian that had been trying to obtain Twilight for her harem for years. She focused her attention on finding Predictions and Prophecies. Using her telekinesis, she pulled various books off the shelves at random.

“No, no, no, no, no, no!” she said as she glanced at each title, her frustration building. None of those books had been the right one.

“SPIKE!” she yelled once again, desiring immediate results.

By the time Twilight called for him, Spike had already moved a ladder towards one of the book cases and climbed to the very top. He took one of the books off the shelf.

“It's over here,” he said aloud.

Twilight, as if with the grace of a 1 year old, dropped every single book she held in her magical grasp and immediately took hold of Predictions and Prophecies, pulling it down to her, along with Spike who ended up landing face first on the floor. Again, the tough little creature suffered very little. In fact, he was more pained by the fact that Twilight had dropped so many books on the floor. After all, he was her assistant; he was the one who'd have to pick them up and put them back in place.

Twilight searched through the book, looking for a passage on the Elements of Harmony.

“Ahah!” she proclaimed as she looked down, “The Elements of Harmony.” A quizzical expression soon formed on her face. “See 'Mare On the Moon'?” she said, repeating the book's entry.

“Mare on the Moon?” Spike questioned. “But that's just an old pony's tale.”

Mare on the Moon happened to be one of the books Twilight had dropped earlier. She picked it up and began reading.

“The mare on the moon, a myth from olden pony times. A powerful pony who wanted to rule Equestria, defeated by the Elements of Harmony and imprisoned in the moon. Legend has it that on the longest day of the thousandth year, the stars will aid in her escape and she will bring about night time eternal.”

Twilight gasped.

“Spike, do you know what this means?” she said, disturbed. Spike tried to reply, but then he suddenly fell off a ladder.

“Take a note, please, to the princess,” she said, not missing a beat. Spike had already picked himself up off the floor. Twilight handed to him a parchment and a quill pen using her mouth. “My dearest teacher, my continuing studies of pony magic have lead me to discover that we are on the precipice of disaster.”

“Hold on,” Spike interjected. “How do you spell 'precipice'?” Twilight looked at him blankly.

“Threshold,” she said, hoping the substitute would be adequate. Spike stared back at her, his expression as blank as hers.

She sighed. “Brink?” Spike didn't move. She let out a grunt of frustration.

“Just write that something really bad is about to happen.” Spike's quill pen moved. Twilight continued on with the message, pacing about the room.

“For you see, the mythical mare on the moon is in fact Nightmare Moon, and she's about to return to Equestria and bring with her eternal night! Something must be done to make sure this terrible prophecy does not come true! I await your good response. Your faithful student, Twilight Sparkle.”

“Twi. Light. Spar. Kle! Got it!” said Spike excitedly.

“Great!” said Twilight. Spike was useful to her, but only as long as he remained in good spirits. “Send it.”

“Now?” he asked.

“Of course!” Twilight answered back, wondering why Spike didn't just send the message immediately.

“I don't know, Twilight,” he said doubtfully, “Princess Celestia's a little busy getting ready for the Summer Sun Celebration. And it's like, the day after tomorrow.”

“That's just it, Spike,” Twilight explained with a worried expression, “The day after tomorrow is the thousandth year of the Summer Sun Celebration!” She closed in on Spike, using their size difference to drive home her point.

“It's imperative that the princess is told right away!”

“Okay, okay!” Spike yelled, more intimidated by her yelling than her close proximity.

Twilight went back to pacing around the room. Spike blew a green fire on the document from his mouth, which turned it into a fine powder. The powder flew out of the window, in a fixed pathway. This was the method by which documents were sent to Celestia from Twilight. It would show up in Princess Celestia's royal chambers, restored to its pre-fire condition. Through these magical means, messages would reach her directly and nopony else could intercept the message.

“There, it's on its way,” Spike informed Twilight. “But I wouldn't hold your breath!” he said teasingly.

“Oh, I'm not worried, Spike,” she said coolly, “The princess trusts me completely. In all the years she's been my mentor, she's never once doubted me.”

Spike's cheeks suddenly puffed up. He let out a guttural burp of fire. Powder came from the fire and transmuted into a sealed parchment.

“See?” she said as it fell to the floor. “I knew she would want to take immediate action.”

Spike picked the parchment up and breached its seal. Before clearing his throat, he read what was written:

“My dearest, most faithful student, Twilight. You know that I value your diligence, and that I trust you completely.”

Twilight was feeling really good about herself at this point, having believed she proved herself correct to him.

“But you simply must stop reading those dusty old books!” he continued on with a devilish grin.

“What!” she blurted out, temporarily losing her control. She rushed over to read the document herself, her head next to Spike's.

“My dear Twilight, there is more to a young pony's life than studying. So I'm sending you to supervise the preparations for the Summer Sun Celebration in this year's location: Ponyville,” they read together.

Knocking came on the door. “Twilight Sparkle?” called the voice of a Royal Guard pony. Few stallions had such strength in their voice. “We've arrived to escort you to Ponyville.”

Twilight Sparkle and Spike sat in a chariot, pulled through the air by Royal Guard pegasi. The two ponies had a coat of white and were clad in gold-colored bronze barding, horseshoes, and helm, which was the standard Royal Guard uniform. The chariot was of the same material and coloring. It was the afternoon. From their altitude, all except the trees looked microscopic. She could make out various figures over the land, but mostly she just saw grass, trees, bushes, a river, buildings, and mountains.

She looked down at the vast mountainous region as they traveled, contemplating the princess's letter. She still couldn't believe what she'd read. Nothing annoyed her more than mingling with other ponies. She never knew when she'd be pressured to do something she didn't want to, or if she would make a social blunder. Along the way, the final line of the parchment rang in her head.

“I have an even more essential task for you to complete: make some friends!”

She groaned at the thought, a little bit disheartened. Princess Celestia had doomed the poor unicorn to social interaction. Spike was focused more on putting her at ease rather than teasing her. He stroked her mane, being careful not to damage it with his claws. He learned over the years that this eased her distress.

It was at the moments where she started to calm down that she began to put her situation into perspective. The princess had neither confirmed nor denied the claims of Equestria's impending doom. Normally, such an important detail wouldn't have escaped her notice. Equestria was in grave danger and the princess didn't even bother to make a comment about it? That definitely lent some truth to her claims. Her expression changed to one of pondering.

“Look on the bright side, Twilight,” said Spike, trying to cheer her up. “The princess arranged for you to stay in a library. Doesn't that make you happy?”

Her home in Ponyville would be a large tree house, which was modified to store more books than her Canterlot home. She'd have access to an entirely new set of books and her old ones would be transferred over within the week. Though her home was overall smaller and less luxurious, it was far more suitable for holding books.

At that time, it sank in: Twilight realized that the circumstances hadn't really changed at all. The only thing that had changed at all was how she felt. 'Oh, she's good!' thought Twilight.

“Yes,” she answered enthusiastically. “Yes it does. You know why? Because I'm right!” Her self-confidence had returned. “I'll check on the preparations as fast as I can, then get to the library to learn as much as I can about Nightmare Moon's return and the Elements of Harmony.”

Spike had a concerned expression. “Then, when will you make friends like the princess said?”

“She said to check on preparations,” she corrected. “I am her student, and I'll do my royal duty, but the fate of Equestria does not rest on me making friends.”

The chariot came down for a smooth landing. They had arrived in Ponyville. Canterlot was magnificent in its own ways, but Ponyville was a different wonder altogether. It wasn't a noble town like Canterlot was, and yet it was just as orderly. Though she was surrounded by many different buildings in the town's center, not even one of them was in a state of disrepair. Many were of simple design, built with the lumber of nearby trees. Rooftops were lined with copious amounts of hay. Light colors of brown, pink, and white dominated the stables, but darker colors of pink, brown, and green could be seen as well, especially the pink. Some of the homes were decorated with small shrubbery, and fewer than that had their own balconies. In terms of height however, they were all sorely lacking. The tallest homes she could spot were no higher than five stories. Her home in Canterlot, though nowhere near the tallest there, was over 10 stories tall.

The buildings weren't the only spectacle. The ponies were a sight themselves. Though Twilight obviously didn't pay much attention to the ponies, she had to note that the people themselves were well-cared for. Though mostly young ponies, all were healthy. She couldn't spot a single pony with noticeable injuries or handicaps, nor did she find any that were covered in dirt or grime from living on the streets. No beggars, no thieving foals, no baddies at all. No matter how you slice it, such a town could only be the result of Celestia's might.

“Thank you, sirs,” she said to the Royal Guard pegasi as she and her assistant stepped off of the chariot. They seemed to appreciate her thanks. They took leave by air.

Spike didn't want to give on on trying to get Twilight to be friendly with the other ponies. He had seen them wandering around too, and to him they each seemed as if they could be good friends.

“Maybe the ponies in Ponyville have interesting things to talk about,” he said with enthusiasm.

As if pre-arranged, a light pink earth pony mare silently appeared and stopped right in front of them. Her mane and tail were a darker shade of pink than her coat and very curly. Her eyes were large, blue, and expressive, as if she might burst into laughter any second. Laughing eyes, they were called. She was a bit of a chubby pony, and slightly taller than Twilight. And her cutie mark. Were those balloons?

“Twilight, just try!” said Spike, hoping to coax her into making progress.

Her attention was currently focused down on Spike. What the hay, she decided. She looked to the earth pony. She was standing right in front of her. Might as well give it a shot so Spike can hush up about making friends.

“Uh. Hello?” she said with all the submissive sincerity she could muster. Mentally, she was face hooving; she knew that wasn't the best way to make a good first impression, especially as a member of the royal class. The pink earth pony sat there with her mouth slightly open, her eyes fixed on Twilight.

Suddenly, the pink pony jumped several feet into the air!

Twilight was nowhere near ready for that. If the pony had intended to attack Twilight with that jump, she could have been easily struck on the head. The pink mare's jump was perfectly vertical. She gasped loudly and stayed suspended in the air for at least a full second. Within the same aerial instance, she shot past them like a bolt from a Celestial ballista, as if she could run on air. Upon seeing the pony pull her legs back in mid air, Twilight felt the urge to duck, covering Spike's body with hers. After the moment had passed, the two watched in shock as the pony quickly disappeared off into the distance. Twilight's heart was beating very quickly. Then she uttered words that a mage probably shouldn't.

“What the buck was that?!”

“Twilight! Language!” Spike scolded.

“Oh. Uh, sorry?”

As a mage, it was her duty to know “what the buck” everything was. To be confused is to be lacking in understanding, and to lack understanding is to fall prey to tricks, which is unacceptable for one of her position. From this small encounter alone, there were so many questions she began asking herself. Why did the pony approach in the first place? Was she eavesdropping? How does she move so quietly? What had made her react so freakishly? Had Twilight done something to cause her reaction? Would other Ponyville ponies react similarly? How can “Pinky” alter the trajectory of a perfectly vertical jump, shooting forward like a pegasus despite lacking the obvious equipment? Was this some sort of an assassination attempt ('Not likely,' thought Twilight. 'She didn't use a weapon, and if it was an attempt then it was a lousy one.')? For that matter, was Ponyville a safe place to travel through ('Most likely. Princess Celestia would never send me to an unsafe place unescorted, even if she wanted to harm me. Especially if she wanted to harm me. Which she would never want!')? Her conclusion: this was nothing more than a weird encounter. Though she knew that with in her head, her body wasn't so sure. She was still quite jittery. Her new library probably held answers to some of the rest of those questions.

The first thing Twilight decided to do was check up on the banquet preparations in Sweet Apple Acres. The entranceway to the farm was decorated with shrubbery, apples, and a wood piece with a negative space image of an apple. The main stable was at least three stories tall. The design of the buildings here differed slightly from the ones in Ponyville. The rooves weren't covered in hay. Instead of the typical colors, these buildings were mostly mixed patterns of red, light purple, brown, or orange. The enormous land mass was covered in crops of corn, radishes, peppers, carrots, and squash. Rows of peach, pear, plum, and crabapple trees could also be seen. The most abundant were the apple trees, which were pretty much all over the land, even on the mountains in the far background.

“YEEEHAW!” came a loud voice from behind.

It was from an orange earth pony wearing a cowboy hat atop her blonde mane. Her tail, though it matches her mane, was much greater in length. She was about the same height as Twilight, though somewhat smaller in body size. Her eyes were the same shade of green as Spike's. Her cutie mark was a picture of three apples. She was rushing quickly towards a tree that was surrounded by buckets. Mid-dash, she slowed slightly and turn her body to thrust her back legs into the tree.

WHACK!!

Smaller mare, but with a much heavier kick. The mare's kick shook the tree. Shortly after, as if caused by the blonde mare's kick, apples fell from the tree and landed neatly into the buckets. 'Huh,' thought Twilight, 'She's really strong.' She bent her right foreleg, crossing it over her left; a curtsey, as if she had an audience to curtsey for.

Twilight realized, 'Oh, that must be for us.' She sighed and made her way towards the pony and Spike followed closely. “Let's get this over with.”

“Good afternoon. My name is Twilight Sparkle,” she told the orange mare, attempting royalty in her speech this time in order to make a better first impression (she wanted to avoid making the same mistake as with the last pony), reaching out to her for a hoof shake. The mare reached out and took hold of her hoof with both of her own, shaking it wildly, much to Twilight's discomfort.

“Well howdy-doo, Miss Twilight! A pleasure making your acquaintance!” she said with a strong Southern accent and much enthusiasm as she shook her hoof with all her might. “I'm Applejack. We here at Sweet Apple Acres sure do like making new friends!”

“Fr-rien-nds? Actuall-eeey, I—yuh,” she responded pitifully. So much for getting it right this time. She had completely fallen into Applejack's pace. And how strong she was! Applejack had let go of Twilight's hoof already, and yet it still had shaking sensations.

“So, what can I do ya for?” Applejack asked, winking.

Twilight blinked. 'Was she coming on to me just now?' she considered briefly. If so, that was a bold move. It's common knowledge that any act of homosexuality in Equestria, especially between mares, is punishable by hanging.

She cleared her throat. “Well,” she said, trying to fight the sensual images of Applejack in her head, “I am, in fact, here to supervise preparations for the Summer Sun Celebration. And, you're in charge of the food?”

“We sure as sugar are!” replied Applejack, an air of pride about her. “Wouldja care to sample some?” She moved slightly closer to Twilight, eyes seductively narrowed. Twilight lifted a hoof and blushed a little. Okay, she's not even trying to hide it now. In spite of that, she tried her best to hide embarrassment.

“Uh, as long as it doesn't take--” the cowgirl disappeared before Twilight could finish. She took what seemed to be a metal drumstick to ring a small bell.

A small, but very loud bell.

“SOUP'S ON, EVERYPONY!” she yelled out at the top of her lungs. A second later, Twilight was almost trampled by a horde of ponies, mostly young mares. Some set up a table and seats, some carried Spike and Twilight to their seats, and the rest were standing nearby with apple treats.

“Now, why don't I introduce y'all to the Apple family?” said Applejack. A wave of her hoof, and sure enough, it seemed pretty much like every single pony that worked the farm was present. Twilight was beginning to feel pressured, like she felt when she first read Celestia's letter earlier in the day. She wanted to leave before they took up an even greater chunk of her time.

“Thanks, but I really need to hurry,” she said, turning to leave, only to be an inch away from taking an baked good to the face.

“This here's Apple Fritter,” Applejack announced, completely ignoring the weak attempt to leave, “Apple Bumpkin, Red Gala, Red Delicious, Golden Delicious, Caramel Apple, Apple Strudel, Apple Tart...”

'What?' Twilight thought. Are these the names of the family members or their dishes?! But those mares sure were pretty, every single one of them -- oh. Maybe that's why Applejack is so comfortable with coming on to mares. Treat after treat quickly filled the table until the table had a sloppy mountain of baked goods. Spike seemed to like it, while Twilight seemed apprehensive. A set of 10 Twilights couldn't finish all of that, let alone one.

“So, sugarcube,” said Applejack, smiling as she tossed a Granny Smith green apple and caught it in her hoof, “which one wouldja like to try first?” Applejack and all the other ponies looked at her with curiosity.

She was feeling the pressure. Disappointing ponies just wasn't in her. Not even with the princess had she ever felt so cornered. 'If I appease them, they'll have to let us go,' she reasoned silently. 'That's how things worked.' She indiscriminately took goods into her hooves and shoved them into her face, not caring to sample them individually.

Applejack laughed heartily. “Hooo-doggy! Girl, you sure do like you some apple treats! Want some water with that?” She nodded.

Twilight ended up eating a ridiculous amount, a lot more than she should have. She and Spike ate, and ate, and ate. Ate, until she couldn't eat anymore. And then they said their goodbyes.

Twilight was quite drained already, and she had only just begun. She still had to check on the preparations for the decorations handled by a unicorn named Rarity, the weather handled by a pegasus named Rainbow Dash, and the music which was being handled by a pegasus named Fluttershy. The decorative preparations were next.

“Ugh,” she groaned. “I ate too much pie.” Damn those ponies! Applejack and her family had made her feel more helpless than hoof-to-hoof class in magic high school.

“Now that I think about it, there's supposed to be a pegasus pony named Rainbow Dash clearing the clouds,” Spike noted. Twilight examined the sky all around, to find that the sky was full of clouds. She also spied a cyan pegasus in one of them, lazing about on her back.

“Well, she's not doing a very good job, is she?” she said, being very critical. Was it the apple pies talking?

“Rainbow Dash?” Spike called out.

“Uh-huh?” came a voice from the sky. The cyan pegasus hadn't moved an inch.

Twilight sighed. It was her. Why hadn't she cleared the clouds yet?

“Rainbow Dash, I'm Twilight Sparkle,” she informed Rainbow Dash. “The princess sent me here to check on the weather.”

“Uh-huh,” Rainbow Dash answered dryly. Twilight raised an eyebrow. A pony of few words was her first impression.

“You're in charge of the weather, right?” she asked her.

“Yep!” Rainbow Dash answered cheerfully.

“Well, then do your job!” she ordered. The Applejack fiasco had taught her that she needed to be firm sometimes, or else she'll dig herself into a situation she can't dig herself out of.

“Nope, I'm resting right now,” Rainbow Dash calmly responded, crossing one leg over the other.

Twilight was dumbfounded. The sky was untouched. What could she possibly be tired from doing?

“If you're not going to clear the sky now, then when?” Twilight demanded to know.

Rainbow Dash groaned. She stood up and stared down at her. “Look, Twilight, was it?” Rainbow Dash asked brashly. “You're making it really hard to rest. Get off my back already!” she snapped. “I've got this thing covered.”

“I'll get off your back once you start doing your job!” Twilight snapped back.

The pegasus hopped off the cloud and glided downwards, landed gracefully before them. From high up in the sky, you could tell that her mane and tail were a bit different, but it wasn't easy to see why. A closer look made it plain as day. They were rainbow colored! Not quite Roy G. Biv, though, as she was missing one important color: indigo. That has to be some sort of dye, Twilight decided. They were both very messy and damaged, as if she had stopped caring for them long ago. Her cutie mark was a cloud with a rainbow lightning bolt shooting from the side. Twilight had always made sure to pay special attention to everypony's cutie mark. They always seemed to give her some insight into what a pony could do and what they were like. But as with Applejack, she couldn't make heads or tails of what Rainbow Dash's cutie mark meant. One thing was certain: it didn't mean she was Zeus.

“Okay, maybe you don't understand what I'm saying,” she said as she approached Twilight, a little irritated. “I've been practicing all day to join the Wonderbolts. They're gonna perform at the celebration tomorrow, and I'm gonna show 'em my stuff.”

The Wonderbolts were Equestria's only aerial presence. They were a general support unit trained to for the bulk of the Equestrian Armed Forces. They were also capable of causing great damage to enemy cities through use of weather manipulation. In times of peace however, they perform acrobatic demonstrations during various holidays and handled disastrous weather. Each individual pegasus was very fast, incredibly powerful, and quite tough considering they were unarmored units. Because of the existence of the Wonderbolts, Celestia and Jakken, the gryphon king, had no choice but to form a peace treaty. A war between the two kingdoms would leave both in ruins.

Upon hearing Rainbow Dash's fascination with the Wonderbolts, Twilight smiled sweetly.

“The Wonderbolts?” she asked.

“Yup!” Rainbow Dash answered excitedly.

“The most talented fliers in all of Equestria?” she inquired further.

“Yup! That's them!”

“Pfffft!” she said, skillfully feigning disbelief. “Please. They'd never accept a pegasus who can't even keep the sky clear for one day.”

“Hey,” Rainbow Dash started with a serious tone, “I can clear the sky in 10 seconds flat.”

“Prove it,” said Twilight with a devilish smirk. She knew she'd found her hook. A jock that took pride in their ability wouldn't back down from a challenge.

Rainbow Dash made a strange face, one that indicated dread, but she didn't back down from the challenge. WHOOSH! Her takeoff had such great acceleration that Spike nor Twilight could see her leave the ground. She was practically a blur in the sky from how fast she flew. And what a unique technique! From what Twilight could tell, Rainbow Dash had actually flown to each individual cloud in the sky and used her speed to deliver kicks and headbutts both precise enough and devastating enough to make the cloud disperse completely without losing even a fraction of her speed, simply changing directions as needed and sinking either her back or one of her front hooves into the next cloud. She zoomed across the sky, moving with enough force to create wind that almost knocked them off-balance as it kicked up lots of dust, dirt, mud, and grass. Before even eight seconds had past, the cloudy sky had cleared up nicely.

“Wew! Yeah!” she yelled as she giggled. She was most likely experiencing an adrenal rush.

“Ten. Seconds. Flat!” she bragged happily as she landed. The previous signs dread were completely absent. She wore a very satisfied and happy expression now. “I'd never leave Ponyville hanging.”

Spike and Twilight were left completely speechless and stunned. Twilight especially. She was expecting her to fail, but she did exactly what she said she could. The problem wasn't that she didn't know what happened; she knew full well what took place. She could easily explain what Rainbow Dash did. She just couldn't believe it happened.

Rainbow Dash laughed. “You should see the look on your face!” she said as she calmly glided through the air. “You're a laugh, Twilight Sparkle. We should really hang out some more!” She flew up back to the cloud she was resting in.

“Wow,” Spike remarked as he turned to Twilight. “She's amazing!”

“That she most certainly is,” she said in agreement. Rainbow Dash had given her a whole new set of things to study tonight. Mainly, the limits of a pegasus, but more importantly, world records for fliers. While she knew many things, there was so much she didn't know.

Truly next now were the decorative preparations. The building where it took place was Twilight and Spike's original destination before they ran into Rainbow Dash. They were only a few yards away. The designated building differed greatly from the other Ponyville structures. It looked more like something you might see in Canterlot. The small castle was cylinder-shaped, with 3 sets of verandas, one at the bottom, one in the middle, and one higher up where the roof of the building was. Atop the roof, flags of green, light purple, cyan, and pink had been set. While it wasn't too far from Ponyville, it did seem to be somewhat isolated.

As they stepped into the home, they immediately understood why Rarity was in charge of the decorations. Banners and ribbons of varying colors aligned the ceiling and the balconies. Some of the ribbons were fitted with jewels or flowers. The colors, the placement, everything seemed perfect. The decor seemed to give life to an empty room. Even as they entered, a unicorn could be seen, still trying to improve the room's look.

“Wow. Beautiful,” said Spike dreamily.

“Yes,” Twilight remarked, “The decor is coming along nicely.” She sighed out of relief, under the impression that she could drop her guard now. “This oughtta be quick. I'll be at the library in no time.” She gave the room another once-over. “Beautiful indeed!”

“Not the decor,” he corrected. “Her!” He pointed towards the unicorn doing the decorating.

She had to be Rarity. The white unicorn had a matching mane and tail of deep purple that seemed to be very straight overall yet very curled from the middle towards the ends. She wore just a touch of light turquoise eye shadow and what Twilight detected as false eyelashes to accentuate her blue eyes. Her cutie mark was three blue diamonds. She was almost completely regal in every aspect, even as she did mundane tasks. She used magic to levitate various ribbons closer to her for examination, trying to decide which would be best.

“No. No. No. Oh! Goodness, no!” she said as she looked over the ribbons, her speech as elegant as her appearance.

Spike was sold, hook, line, and sinker. Only now did he stop to check his appearance.

“How are my spines?” he asked Twilight nervously. “Are they straight?”

Twilight blinked, taking a second to understand what was going on. Then she smiled and rolled her eyes as she made her way towards Rarity.

“Good afternoon,” she greeted the fashionista.

“Just a moment, please!” Rarity quickly replied, holding up a hoof, “I'm 'in the zone', as it were.”

She had decided to go with a sparkling red ribbon for the curtain. “Oh, yes!” she said, using it to tie the curtain. “Sparkle always does the trick, does it not? Why, Rarity, you are a talent.”

“Now, um,” she said, turning towards Twilight, “how can I help y-- WHOOAAAAA!” she stopped mid-sentence, suddenly screaming and jumping backwards a little once she got a look at Twilight.

“Oh, my stars, darling!” she said, with great dramatic emphasis, “Whatever happened to your coiffure?!”

Twilight was both expressionless and speechless. She didn't know what Rarity was freaking out about or talking about, nor did she know how to respond. “My what?”

“Your mane!” Rarity hurriedly rushed a mirror to Twilight's view. Much to Twilight's surprise, her mane was terribly split in places and covered in bits of dirt and grass. She didn't know that it happened, but she could easily guess where it happened.

“Well, it's a long story,” said Twilight, trivializing the matter. “I'll take care of it later. I'm just here to check on the decorations and then I'll be out of your hair.”

“Out of my hair?” Rarity asked, a touch of compassion in her voice. “What about your hair?” She had to take action! She moved behind Twilight and started combing her mane, cleaning it up and straightening it out.

“Wait! What are you doing?!” asked Twilight nervously. She wasn't used to this kind of contact.

“I'm combing it. Hold still, please,” said Rarity, as she worked a levitating comb through Twilight's hair. Twilight sighed.

“Now, you were in the middle of introducing yourself?” said Rarity.

“I'm Twilight Sparkle, and I came here to check on the decorations. But it looks like you have everything under control here, so, uh. We'll be on our way.”

“Well, I can't just let you walk around looking like something the cat dragged in. We have to fix your hair first,” said Rarity.

Twilight groaned. Why was everypony so difficult to deal with?! She doesn't have time to waste on fixing her hair! Screaming that out loud would have been a touch rude, so she kept her mouth shut.

“Yes, I know it's bad, but-- ow! Hey, be careful with that!”

“Sorry, sorry!”

Rarity sure was diligent as she ran the comb through Twilight's mane, straightening it out and ridding it of all the foreign filth. For several minutes they sat and talked as Rarity did her best to fix it up. Spike simply stared at Rarity in amazement. As far as he was concerned, everything about her was absolutely divine.

'This isn't so bad,' thought Twilight. 'Actually, this is pretty nice.'

“There!” exclaimed Rarity as she floated the mirror to Twilight's view again. “Now, let's take a look at the new and improved Twilight Sparkle!”

Twilight took a look at herself in the mirror. In it, she could also see Rarity's compassionate smiling face. She couldn't help but feel happy.

“Thank you so much, Rarity,” said Twilight.

“Oh, I'm not finished with you yet,” said Rarity as she looked Twilight over. “Once I'm finished here, we'll go to my boutique and do something about more about your look. Oh! And maybe after that, we can try on some clothes!”

Twilight gulped. Great, she's a clothes freak!

Nudity was the most common fashion statement for ponies. The concept of clothing had come from observing animals called humans, a type of creature that resided in a completely different dimension. They were a type of furless ape, and very intelligent -- in many ways, moreso than ponies are. In ancient times, in order to them to survive in harsh snowy climates, humans had to kill animals that had their own fur coats so that they could wear them, and then they would create a fire and huddle around it with others of their kind to stay warm. The fur coats they wore provided them with limited protection from attacks and great protection from the cold. As they traveled through the lands and harsh climates let up, clothing became less and less of a survival factor and more of a personal statement. To show how they differed from each other, different families of humans would wear different clothes made of different materials. You could even tell a human's social status by their clothes! The human nobility separated themselves from the commoners by wearing clothes others wouldn't be able to obtain easily. This was an effective way of showing other humans who and what they are.

Ponykind had adopted the clothing concept, though they chose to use non-animal materials to make their clothes. Mainly, ponykind uses clothes as armor, to show off their status, or both. Noble ponies often wore clothes, though mostly for gatherings of a formal setting. Many ponies in general preferred the good old birthday suit. But there were many other ponies like Rarity who had a different interest in them. For some, it was even a sexual kink. Whichever it happened to be, they were usually unhealthily obsessed.

Twilight had already learned her lesson about being weak-willed; she didn't want to have to relearn it. If she didn't escape now, she would definitely end up doing things she'd regret. As soon as she heard Rarity mention clothes, her mind was made up. She gently levitated Spike onto her back and then broke into a swift gallop.

Having successfully escaped from Rarity, Twilight and Spike walked along a road. They were on their way to do the next check.

Spike sighed heavily, still smitten with Rarity. “Wasn't she wonderful?”

Twilight cringed. She didn't want to consider that he might've had a fetish, too. “Focus, Casanova! What's next on the list?”

He snapped back to reality, reading over it. “Music. It's the last one.”

He seemed a bit antsy. He hopped off of her back. “I'll be right back,” he told her, and then he disappeared into the nearby bushes. Had to use the little dragon's room? She decided she'd better go, too.

As she finished and waited for Spike, she noticed that she could hear birds chirping, but not as they would in the wild. They chirped together in unison, creating harmony. They were singing. She looked for the source, finding various birds all gathered on a single tree, and it seemed as though they were being instructed by a yellow pegasus.

“Oh my. Um. Stop, please everyone,” she said, in a low, very polite voice. She flew up to one of the birds.

“Um, excuse me, sir. I mean no offense, but your rhythm is just a teeny tiny bit off.” She fell back gracefully, gliding through the air as she went back into her previous spot.

“Now, follow me please.” She raised a hoof to count. “A-one, a-two, a-one, two, three---”

“Hello!” Twilight shouted to get the pegasus's attention. She gasped, shocked by her voice. Immediately, all of the birds she was instructing flew away.

“Oh my! I'm so sorry! I didn't mean to frighten you or the birds!” said Twilight, with great sincerity. “I'm just here to check up on the music.” A smile formed on her face as she spoke. “And it's sounding beautiful.”

The yellow pegasus landed quietly in front of her, a few feet away. Her mane was a light pink. Like Rarity's mane and tail, hers had both the properties of a straight mane and a curly one, though her curls were at the end. Her cutie mark was three pink butterflies. The timid pony had her head turned to the side and said not a word. She acted as if she found it difficult to look directly at Twilight. She had an aura that seemed to say that she was fine with listening, but not with talking.

'Finally! A change of pace today!' She took a few steps closer to the pegasus.

“I'm Twilight Sparkle.” Twilight told her. “What's your name?” The mare was probably Fluttershy, but Twilight wanted to be certain.

Possibly-Fluttershy didn't say a word, only moving her hoof in the dirt a little. She mumbled something out of Twilight's earshot, holding her head down a bit and to the side.

“I'm sorry, what was that?” said Twilight.

It was barely audible, but she said it. “Fluttershy.”

“Fluttershy,” Twilight repeated after her. “That's a really pretty name.”

Fluttershy played with her hoof a little more, blushing. A coy smile formed on her face.

'How adorable!' Twilight thought, squeeing inwardly. 'She's so cute I just wanna kiss her!'

Then she stopped mid-thought. 'Did I really just think that?'

She felt a surge of dread hit her as she imagined Celestia standing over the lifeless bodies of Fluttershy and herself hanging in front of spectators as Celestia told the crowd of their sins. The birds had chosen that moment to regather on the tree.

“Well, umm,” said Twilight nervously, “it looks like your birds are back. So, I guess everything's in order. Keep up the good work!” she said, not sure what else to say to her. She backed away slowly and took her leave to go and find Spike. He showed up out of the bushes.

“Let's go home. Like, right now!” she said urgently.

“What's wrong?” Spike asked as he moved towards her, curious about the urgency in her voice.

Upon seeing Spike, Fluttershy perked up.

“A BABY DRAGON!” she exclaimed loudly and excitedly. She flew over to him immediately, so closely that she was deep within his personal space.

“Oh, I've never seen a baby dragon before!” she remarked casually. “He's soooooo cyuuuute!”

“Well, well, well!” he said, lapping up the attention Fluttershy was giving him.

“Oh my, he talks! I didn't know dragons could talk! That's just so incredibly wonderful, I...” she took flight a few inches above the ground, “I just don't even know what to say!”

Twilight burned hot with jealousy. She levitated Spike onto her back and began walking home.

“Oh, you're leaving? Wait, wait!” Fluttershy called out, following them. “What's his name??” she asked.

“I'm Spike,” he told her.

“Hi, Spike! I'm Fluttershy.” she said, looking downwards a bit out of shyness. Apparently, she wasn't so shy that she couldn't speak when she wanted to. “Are you going home now, Spike?”

“Yeah. We've got nothing else to worry about today,” he answered.

“We have a lot to do today,” said Twilight, correcting Spike. She was hoping to silence Fluttershy.

“Oh, well maybe I could help,” Fluttershy offered. “What do you need help with?”

Twilight sighed. Fluttershy was going to follow them all the way home, wasn't she? How could she get out of this one? She couldn't outrun a pegasus. She couldn't teleport someone else over long distances, nor could she teleport two at once very far. If she tried to teleport Spike and herself somewhere, Fluttershy would be alerted and look for them. Being a pegasus, she would most likely fly up into the sky to extend her field of vision. There would be nothing Twilight could do to keep herself from being spotted in that situation. And Twilight wasn't mean-spirited enough to think any harder than that to escape somepony who had shown herself to be virtually harmless. Upon reaching her conclusion, she sighed again.

They had finally reached their new tree house home. Just as Twilight thought, Fluttershy had followed them home. It was uncanny. She could barely get a word out of the cute pegasus, and now she talked so much that Twilight was beginning to become bored by the sound of her voice. Around Spike, she seemed like a typical party pony, a social caterpillar that had broken free of its cocoon and become a social butterfly. She asked him about all sorts of things, like 'oh, what do dragons like to do?' and 'what do you like to eat?'. Twilight was starting to feel like the third wheel on a date.

They were about to enter when Twilight turned to Fluttershy, who looked as if she was about to step in with them. She blocked her path.

“Your boyfriend will call you later, Fluttershy. Now good night!”

“Wait! He doesn't have my number--”

Twilight had already slammed the door and locked it behind her. Strange. The door was already open. Twilight was a little suspicious, but not too worried.

The inside of the tree house was dark. Despite that, she could easily sense Spike's disapproval, which made her a little uneasy. He hadn't ever disapproved of anything she did before. It was time to do a little damage control.

“Rude much?” he said, very displeased with how she handled Fluttershy. As far as she could tell, she didn't look too hot in Spike's eyes today.

“Sorry, Spike. Everypony today is really getting on my nerves,” she said grumpily.

'And I still need to learn more about Nightmare Moon's coming.' She was still worried, but not as much was she was before Celestia's reply.

“Spike, can you find the light? We shouldn't stand here talking in the dark.”

At that moment, the lights turned on.

“SURPRISE!!!”

Ponies were everywhere!! Were they here the whole time? How? There must've been at least a hundred ponies crammed into the treehouse! Some were ponies she had seen earlier in town, some she knew from Canterlot, but she hadn't seen the majority of them.

The house was decorated in party fashion. It wasn't quite done with Rarity's level of expertise, but it was suitable enough for a party. It almost distracted her from the fact that the place was originally a library. There was a long table off to the side set up with goblets of what seem to be some type of fruit punch. Ponies from upstairs seemed to be setting up large speakers. They seemed to be having a few problems.

“Sur-priiise!”

It was the crazy pink mare from earlier.

“Hi!” she said, with more energy than any pony could ever muster up, “I'm Pinkie Pie, and I threw this party just for you!” she informed Twilight.

“Were you surprised?” She started bouncing as high as she did earlier. “Were you? Were you? Huh? Huh? Huh?”

'Very surprised,' thought Twilight. 'How the hell did you get into my home?'

If Fluttershy was a social butterfly, Pinkie Pie was a magically mutated one with three heads that had been created in some mad scientist pony's laboratory. The sweet smelling mare talked poor Twilight's ears off. She didn't listen to much she said, only moving to one of the tables to pour herself something to drink. The pony was very hard to ignore, constantly changing the inflection of her voice. The way she spoke, it was almost as if she were compelled to pay attention to her.

“...cause I know everypony, and I mean everypony in Ponyville! And if you're new, that meant you haven't met anyone yet, and if you haven't met anyone yet, you must not have any friends, and if you don't have any friends then you must be lonely, and that made me so sad!”

Pinkie Pie prattled on. Twilight didn't even care anymore. She took a sip of her drink, only to spit it out in the most disgusted manner.

“Yuck!!” shouted Twilight, still trying to rid her tongue of the taste, “What IS this stuff?!”

“Tequila!” answered Pinkie Pie loudly. “What, you've never drank Tequila before? It's AWESOME! You should totally have some! Here!” She hurriedly rushed to pour her another goblet, but it was too late by then. Twilight was already heading upstairs to her bedroom.

She just wanted to be completely alone, to get some time to think, some room to breathe, some space to clear her head. And, unbeknownst to her, some much needed sleep. She lay on her bed, atop her astronomically correct bedsheets, staring out at the moon.

“Legend has it that on the longest day of the thousandth year, the stars will aid in her escape, and she will bring about everlasting night,” she said, recalling what she had read earlier.

She wore a melancholy expression now. It finally dawned on her that if Nightmare Moon really did escape from the moon, the last thing she'll have the luxury of worrying about is crazy ponies who wanted to be friends with her. Life as she knew it would come to an end.

She put her head on the pillow, drifting off into sleep after a few minutes.

About 4 hours later, the door opened abruptly. It was Spike. Twilight woke up. She noticed the music wasn't playing any longer and she didn't hear anypony downstairs.

“Come on, Twilight!” Spike exclaimed urgently, “It's time to watch the sunrise!” He dashed out of the room, headed to the designated building. She hopped out of bed and looked at the moon one last time before she decided to head out.

“I hope it really is just an old pony tale.”

Chapter 2: Nightmare Moon's Return

All the ponies of Ponyville were gathered together for the Summer Sun Celebration, inside of the building where it took place. Many were gathered on the balconies but most had settled on the ground. A few pegasi flew up above, hoping flight would provide them with a better view. All was quiet. Everypony awaited Princess Celestia's appearance, to raise the sun. Twilight Sparkle, Spike, and Pinkie Pie were amongst the ponies at the bottom closest to the stage.

“Isn't this exciting?!” said Pinkie Pie, gushing with joy, “Are you excited? Cause I'm excited. I've never been so excited -- well, except for the time that I saw you walking into town and I went--” she stopped to gasp, “But I mean, really, who could top that?”

The introductory music started, trumpets and bird chirps sounding off together. Spotlights were focused on the stage, upon which Mayor Mare, the mayor of Ponyville, had suddenly appeared. She was an older earth pony in her late 40s, though she looked as if she were in her late 20s. She had a tan coat and her mane and tail were grey, though a more vibrant grey than one gained from aging. She wore half-moon spectacles and what seemed to be some kind of mistletoe tie? Her cutie mark was a diploma wrapped with a blue ribbon. She placed her gaze upon the audience.

“Fillies and gentlecolts,” she spoke, with both an excellent speaking voice and excellent pronunciation, “as mayor of Ponyville, it is my great pleasure to announce the beginning of the Summer Sun Celebration!”

Ponies all around cheered loudly for a moment. Mayor Mare spoke once more after the cheering died down.

“In just a few moments, our town will witness the magic of the sunrise, and celebrate this, the longest day of the year! And now, it is my great honor to introduce to you the ruler of our land, the very pony who gives us the sun and the moon each and every day, the good, the wise, the bringer of harmony to all of Equestria: Princess Celestia!”

Rarity, atop the balcony Celestia would appear on, pulled a string to open the curtains and then turned her attention back towards the crowd. As the curtains opened, a spotlight had focused on the area behind the curtain. Nothing was behind them. A few seconds later, Rarity took a look towards her side where the spotlight was, noticing nopony was there. She had expected to see the princess there.

“Huh?!” she shouted, confusion apparent in her voice.

The moment she spoke, the other ponies started to become nervous. They began whispering, speculating about Celestia's tardiness. Twilight was becoming pretty worried herself.

“This can't be good.” She was clearly worried. Her words made everypony within earshot even more nervous. Even Mayor Mare was starting to be affected.

“Remain calm, everypony,” she told the crowd, trying to alleviate the tension, “There must be a reasonable explanation.”

“Maybe she's in the can!” Pinkie Pie yelled.

Twilight face hoofed. That was the kind of thing you think and then quickly shove into the recesses of your mind. Not something you'd actually say out loud!

Regardless, the crowd reacted. One stallion laughed loudly, as if it was the funniest thing he'd ever heard. An irate mare loudly shot back, “Our princess does not poop, you perverted simpleton!” The crowd grew silent for momentarily. Soon afterwards, everypony began having a serious discussion about whether or not the princess made regular bowel movements. “She eats doesn't she? Well, then yeah! It only makes sense.” “Were you there to witness it?” “Why the hay would I just happen to be watching her do that?!” “Oh, come on! Is that something any of us needs to see to know for sure?” “She's much too refined for that!” “She has her own personal bathroom. It's not like there's only a tub and a sink. She'd have the royal standard, which means she'd have a bidet too, so at the very least we know she pees.” “Don't you poop? Why wouldn't she? She's a pony, too! What makes her body work any differently from ours?” “You think that because she's so much better than us mere mortals that she doesn't have to do something that everypony does?” “Have you even heard her flush a toilet before?” “Have you ever seen a toilet flush before you savage?!” “The question is not can she, it's does she, and the answer is NO!”

A bloodcurdling scream came from Rarity.

“She's dead!!” she yelled in horror. “Somepony killed her!”

Everypony was terrified!

Without warning, Pinkie Pie screamed and looked upwards towards a different balcony, which caused everypony else to scream and try to leave the building. The doors slammed shut via magical interaction. Moments later, a sharp chill ran down the spine of everyone. On the same balcony Pinkie Pie had her eyes on, a sparkling aura of darkness slowly settled upon the stage. Only the dead could ignore that aura. You didn't need the magic senses of Twilight Sparkle to feel that it held a very special hatred for everypony there, perhaps everypony that ever lived. And yet as strong as that hatred was, it was very well-controlled, as if chained or caged. The aura mists uncovered to reveal an obsidian alicorn.

“Oh no! Nightmare Moon!” Twilight spoke in a hushed voice, backing away and keeping low to the ground out of fear.

Nightmare Moon wore a light blue helmet similar to the ones the Royal Guard wore, though without its decorative top portion. It was perfectly fitted to her head. Her horn was like a lance, very long and with a very sharp point. She didn't seem to have a mane or a tail. Her eyes were aqua colored and her pupils snake-like, accentuated by purple eyeshadow. She wore a necklace that bore her cutie mark, which was a half moon covered in a purple night sky. She was using a style of magic that Twilight was unfamiliar with, though it seemed similar to Celestia's. Everything about her screamed that she was of royalty, especially her voice and cadence. She stood tall before the audience, almost as if she were the one everypony had been waiting for. She had a very serious expression on her face, one that seemed to say she had little time for games.

“Oh, my beloved subjects!” she addressed the crowd, easily feigning delightedness. “It's been so long since I've seen your precious. Pathetic. SNIVELING little faces.”

She spoke very bitterly, suddenly exploding in bouts of anger as she spoke the last few words. Just about every pegasus that was in the sky had landed by now. Everypony was scared, especially the three fillies that had shown up. They were so scared that they were on the verge of tears.

Rainbow Dash took flight. “What'd you do with our princess?!” she yelled aggressively, addressing Nightmare Moon. Applejack tackled her out of the air and pinned her down with her body.

Nightmare Moon wasn't amused. “Thank you for holding the scruffy one down,” she said to Applejack. “If that rat had flown her little ass up here, I'd have smashed her!”

At that moment, the feeling her aura gave off became too much for most ponies in the room to bear. Rainbow Dash moved frantically, wanting nothing more than to take a shot at her. Applejack made desperately certain she had no room to escape. Spike clutched Twilight's neck tightly, baring his teeth at Nightmare Moon. Everyone else had mixed reactions of terror and hostility. The only one that seemed to be unaffected was Pinkie Pie, who stared at the alicorn more out of wonder more than fear. Three fillies that happened to be there were so scared that they seemed to be regretting that they were ever born at all. They huddled together and cried silently, eyes shut tight, unable to stomach what was taking place. Fluttershy noticed them almost immediately. She flew quickly towards the little ones and enveloped them in her wings. They hugged her with a death grip.

“I am trying my best to remain composed, but I will not restrain myself if you challenge me,” she said flatly. “Behave. Avoid arousing my wrath and you'll not die on this day.”

“Now,” she said, walking closer towards the edge of the balcony, her facial muscles working into a mischievous smile. “Where is your princess?”

Nopony knew how to answer that question. Nopony wanted to. The only one who could answer in this situation was Rarity, and even she didn't want to answer. But she had to.

“Your highness, she's dead already. You were the one that killed her, were you not?”

Nightmare Moon scoffed. She took on an expression that was simultaneously serious, dismissive, and bored. “That one wasn't Celestia. She had the awareness of a squash and the magical prowess of an ant. My sister would not die so easily, not even to me.”

Soon, everypony became as confused as they were scared or angry. Firstly, sister? This alicorn, the one threatening everypony, who had killed somepony, who wanted to kill Celestia, was supposed to be her sister?! Second, she introduced the idea that Celestia had a double. Since when? To most of the ponies there, the very idea that Celestia would send somepony to act in her place was outrageous to even consider, not to mention highly implausible. Considering size alone, Celestia was the largest mare in all of the land and nopony else came close. Others, like many members of the nobility, had suspected it, but there were too many other things to consider, like her trademark flowing mane. Twilight knew it to be fact, having been told and shown by the princess herself. Third, the way she casually bragged about her ability to take life, as if the worth of one's life was solely dependent upon their ability to slaughter others. Just what kind of pony was she?

“Your highness!” Fluttershy yelled with a voice strong enough to travel the room and yet calm enough to suggest that she was showing reverence. Nightmare Moon turned her attention towards the pegasus. She was noticeably scared, but a greater fear drove her to speak out.

“These three fillies are too young to deal with what's taking place here. They will be traumatized for life if they stay here any longer. If you allow me to, I'll escort them out of here.”

Nightmare Moon's expression didn't change, though she walked around the balcony a little as Fluttershy waited to hear her answer. After a few seconds, she spoke up.

“Do as you wish. If you ponies are too stupid to tell that Celestia will use a substitute if necessary, then you're also too stupid to keep her secrets.”

She looked down upon them in disgust, as if wondering how such pathetic creatures were alive at all. Then she walked around a little more, still thinking about something. Fluttershy quietly made her way to the door with the fillies. As soon as she opened the door, a group of Royal Guard unicorns quickly stormed in. Pegasi slipped in through the windows at the top of the building, swooping down on Nightmare Moon. Mayor Mare followed behind the last of them, apparently leading the attack.

“SEIZE HER!” she barked viciously. Twilight was startled; she didn't even notice her exit, nor did she know that Mayor Mare could sound so hostile.

“KNOW YOUR PLACE, FOALS!!” Nightmare Moon bellowed powerfully as the hatred in her aura became absolutely unbearable.

Her aura quickly took on a blob-like shape with multiple tentacles. As the pegasi approached her, the tentacles shot upwards and lightning shot at the pegasi from their tips. Every pegasus in the air dropped. A few of the unicorns casted telekinesis spells to ensure a safe fall for the few living pegasi. Others casted telekinesis on Nightmare Moon's limbs and head. Others still fired light at her balcony. A large majority of them seemed to be focused on working on a single spell for a widespread aural net that scaled along the walls.

Nopony wanted to be caught up in that mess. Everypony was panicked and fled the building en masse. Amongst the crowd were Twilight, Spike, Applejack, and Rainbow Dash. Even from far outside the building, Nightmare Moon could be heard.

“Remember this day, my little ponies, for it was your last! I decree that from this moment forth, the night will last *FOREVER!!*”

Twilight rushed harder than any other pony. She wasn't fleeing for her life; she had a purpose to fulfill. She had to reach her home and learn something -- anything at all – that could help her stop Nightmare Moon. She had to find some answers, and she had to find them fast.

Twilight burst through the door of her home. As quickly as she could, looking for any book that could give her answers on how to locate the Elements of Harmony. The first thing Spike did when they got home was pass out in his bed. Twilight didn't pay too much attention to him. She couldn't blame him; he'd been up for almost a full day. On the other hoof, she had to focus. The entire world was in danger, and as far as she knew, she was the only one who could do anything about it.

She had found her book. The Elements of Harmony, A Reference Guide. Twilight read one of the passages aloud.

“There are six elements of harmony, but only five are known. Kindness, laughter, generosity, honesty, and loyalty. The sixth is a complete mystery. It is said that the last known location of the five elements was in the ancient castle of the royal pony sisters. It is located in what is now known as the Everfree Forest.”

And that's where she was headed. She couldn't ever be absolutely certain, but she read the book a little more to determine whether or not she'd need it or any reference other books on her trip. From a cursory search, it appeared that she had everything she needed. She left a note for Spike to let him know what she was up to. She donned her backpack, dropped a few potions into it, and rushed out of her home. As she was locking up, she spotted Rainbow Dash and Applejack, who were rushing towards her.

“Hey, you! Stop!” Rainbow Dash yelled.

“No time to stop!” Twilight yelled back urgently as they approached. Though she did stop for them. Once the two had caught up with them, Rainbow Dash pointed at Twilight.

“I noticed that out of all the ponies at the gathering, you were the weirdest!” she said, very irate about something. Twilight simply stared at her. How does anyone respond to something like that?

“Uhh. What?”

Applejack smacked Rainbow Dash upside the head.

“OW!” said Rainbow Dash, grimacing.

“Look, I done toldja that ain't how it works! Accusin' ponies 'fore you even know what's goin' on!” said Applejack, scolding Rainbow Dash.

She cleared her throat. “What she means to say is that you seem to be in the know-how,” she clarified. “Ya did seem to know 'bout that evil pony. Can ya fill us in?”

Twilight nodded, though she decided she'd give them a much more simplified explanation. Nopony in the know would take her seriously if she explained to them that sometimes legitimate research came from unexpected sources, like a foals' story books.

“I read all about the prediction of Nightmare Moon. It seems she's been developing her magic non-stop while imprisoned in the moon. Right now, she's too powerful for anyone to beat, even the princess. Some mysterious objects called the Elements of Harmony are the only known things that can stop her. There are six of them. They're in an ancient castle of the royal pony sisters located in the Everfree Forest.”

Rainbow Dash squinted at her. “What?”

“Stop Nightmare Moon with the Elements of Harmony. That means we're goin' with her,” said Applejack.

Before they could move a muscle, they spotted Rarity running towards them.

“Has anypony seen Fluttershy?” she asked, very worried. “My sister Sweetie Belle was one of the fillies she left with.”

“Mine too,” Applejack commented. “Name's Apple Bloom. I'm not too worried though, she can take care of herself.”

“I saw her up ahead earlier,” Rainbow Dash told them. “We're headed that way now.”

“Oh, thank heavens!” exclaimed Rarity.

“We're not headed that way for them,” explained Twilight, “we're going there to put a stop to Nightmare Moon.”

Not having heard the evil pony referred to by that name, it took a short moment of time for Rarity to connect the dots. Afterwards, a look of doubt appeared on her face, as if she hadn't even considered that to be a possibility.

“Stop her? Twilight, even the princess will have her hands full with that murderous mare. What can the three of you do?”

She gave Rarity the same explanation she had just given Rainbow Dash and Applejack. Rarity didn't know what to think. If what Twilight said was accurate, then it was definitely of great importance. On the other hoof, it sounded very dangerous. Besides, finding Sweetie Belle was her top priority.

“Hey! You should come with us. We could use some more hooves!” said Rainbow Dash to Rarity. Applejack and Twilight agreed, both trying to convince her to join.

“After you've made sure your sister is safe, of course,” added Twilight.

Rarity held a dubious look. “I'll go with you up until I find Sweetie Belle.” she stated simply. “I really don't feel like risking my life today.”

Nopony could argue with that. It would most certainly be risky, and there's no point in forcing somepony who didn't want to go. As the four made their way towards the Everfree Forest, they spotted Fluttershy and the three fillies near her cottage. The two ponies loudly called out for their little sisters.

“Sweetie Belle!!” Rarity called out, galloping full speed towards her sister.

“Apple Bloom!” said Applejack, following Rarity's example.

“Rarity!”

“Applejack!”

The two groups converged on the bridge leading to the cottage.

Sweetie Belle was a unicorn filly with a coat the same shade of white as Rarity's. Her mane and tail were curly, colored pink with a purple streak, and her eyes were green. As one would probably expect of Rarity's sister, she was very well-groomed. Apple Bloom was an earth pony. Her coat was yellow, her mane and tail red, and her eyes orange. and she wore a pink ribbon in her hair. For the most part, her appearance was very plain. The last filly was a pegasus with an orange coat and a mane and tail of dark pink. Her coat, mane, and tail were a little rough and she had a few cuts on the back of her neck, though they had long since healed. Her eyes were purple eyes like Twilight's and seemed to scream “I will survive!” even in her worried state. The other two, though obviously shaken up, were starting to get a grip on themselves. Aside from being young, the three fillies had one other thing in common: none had a cutie mark.

Sweetie Belle and Rarity nuzzled closely while Applejack simply smiled lightly and put her hooves around Apple Bloom for a moment.

Tears started to stream down Rarity's face. “I was so worried about you! I'm so glad you're alright!” she said to her sister.

Sweetie Belle cried as well, though she didn't say anything. It was a heart warming scene.

“I'm glad everypony's safe and sound,” said Twilight, trying to hold back tears of her own.

“Hey, who's this one?” Applejack gestured towards the orange filly. “Haven't seen her 'round Ponyville before.” Applejack knew most, if not all of the residents and visitors of Ponyville. The little pegasus didn't seem familiar, nor did she seem similar to anyone she knew.

“Her name is Scootaloo,” Fluttershy answered. “She says her parents were still in the building. We're going to find them once everything settles down.” The orange filly immediately turned her gaze downwards. That didn't escape Applejack's notice.

“Alright,” said Twilight, getting the attention of Applejack and Rainbow Dash. “Is everypony ready to go to the Everfree Forest?” Rainbow Dash showed immediate enthusiasm, while Applejack looked silently towards the entryway to the forest.

“What?” said a shocked Fluttershy. “No, nopony should go in there if they can help it. You should all stay away from there.”

“But I have to go!” Twilight argued, raising her voice. “If we don't, then Nightmare Moon will destroy the world for sure!”

“Twilight,” Applejack started, voice as cool as the night breeze. “I don't think that the three of us can do this on our own.”

“What?!” Twilight responded, obviously angered now. “Are you backing out on this now?”

“Now calm down,” she ordered as she turned to Twilight. She wasn't angry with her but she sure as sugar wasn't about to be talked down to either. “That ain't what I'm sayin'. I'm sayin' it won't be a walk in the park. The three of us will get chewed up 'n spit out if we go in so low in numbers.”

Rainbow Dash seemed to strongly disagree, though nopony seemed to pay much attention to her. “Who's gonna chew who up? I bet we can take on anything in there!”

“I can go by myself if I have to! I don't need anyone's help!” she snapped.

She was quickly becoming annoyed. Applejack obviously knew a bit more about the forest than she did, so she knew Applejack spoke the truth. But she also knew that the Nightmare Moon wouldn't defeat herself. She had originally planned to go alone, despite not knowing much about the forest. With her magic, she would be able to defend herself against any threats in the forest, especially ones that possessed no advanced magical abilities. Applejack was taken aback by Twilight's sudden outburst; she didn't know what to do right away. Which caused Twilight to make a certain misinterpretation.

Twilight sighed. “I'm sorry, I hadn't considered everyone's safety,” she said, her voice in its normal tone. “I'll just do this on my own.” She started to move, but Applejack stood in front of her to block her off.

“Simmer down,” Applejack said again, this time asking more than ordering. “I'm sure not letting any friend of mine go into that creepy place alone.”

Twilight cringed momentarily, hearing her refer to her as a friend.

“'sides,” Applejack continued, “if somethin' happens to you while you're in there, we'd end up losin' the only pony who knows anything about this whole mess. I can't just sit back and let that happen.” She approached Twilight and looked her in the eyes. “If we're gonna do this, we need help. There's no gettin' around it.”

It was strange being on the other side of things. Twilight had spent most of her life convincing others to do the things she wanted them to through persuasion. It was a first for her to be persuaded by somepony else. And unfortunately (or fortunately) for her, she could feel it working on her. She sighed.

“You're right, Applejack.” she said finally. Her anger was still there, but she had nothing to direct it towards. “But we still have to go as soon as possible. The clock is ticking even as we speak.”

It was at this moment that Rainbow Dash had noticed Pinkie Pie in the group. She screamed and flew backwards, causing everyone to look towards her. Pinkie Pie giggled at the pegasi's antics.

“How long were you standing there??” asked Rainbow Dash, completely surprised.

“Silly! I was here the whole time!” she answered back. 'Impossible!' thought Twilight.

“So, are you still headed to the Everfree Forest?” she asked.

Twilight couldn't understand how she could always have her friendly and exuberant attitude.

“Oh! Hey! Can I come with you guys?” It was less of a question and more of a statement.

“Ooh! Ooh! It'll be like an RPG! I'll be the unorthodox rogue, Twilight can be the sorceress, Applejack can be the tank, Rarity can be the assassin, and Fluttershy can be the beastmistress!”

Rarity blinked so many times it seemed like morse code. “Assassin?!”

Everypony looked at Pinkie Pie. Then, to each other. Then towards Twilight, hoping for an answer of some sort.

“Don't look at me!” she said defensively. “I have no idea what she's going on about!”

“What about me?” asked Rainbow Dash out of curiosity.

“Hmmm,” said Pinkie Pie, uncertain at first. “You'd be a dragoon lancer!”

Rainbow Dash was silent for a moment. “Okay, that sounds cool.”

“What about me?” asked Scootaloo. Aside from talking with Fluttershy, it was the first time all night that she had spoken.

“Oh, you'll have to stay behind,” she told her. “You're too young and haven't trained hard enough long enough so you don't have any good abilities or or skills or stats yet!” She patted her on the head. “Maybe once you get older though!”

Once more, everypony focused on Pinkie Pie and then towards Twilight, though this time out of a familiarity with being lost rather than for answers. Twilight still felt the pressure of having to provide an answer.

“I just don't know, okay!” she yelled defensively. “She's crazy!”

“Well, that's four now.” said Applejack, changing the topic completely. “Fluttershy, can I convince you to join us?”

Fluttershy quickly turned her head to the side. “Oh, no, I have to stay here for Scootaloo. But um...” her voice trailed off. But then she spoke up. “Shouldn't you be more focused on getting Apple Bloom home?”

Applejack was starting to wonder if she and Twilight were the only ones capable of seeing the big picture.

“Think of it more like this, hun. If nothing's done about this Nightmare Moon situation, won't none of us have much of a home to come back to.”

She sighed, looking away. Then she focused her attention back on Fluttershy and Rarity, a smile on her face as she gave a grim account of the possible future.

“With Nightmare Moon keepin' the moon up all the time, we won't get any sunlight. Ponyville'll start gettin' cold fast. That'll take bout a few months. All the while, food'll be really hard to grow. Some of us'll die to the cold, the rest of us to each other. The more stubborn of us would go underground where it's warmer, but then they'd end up dyin' too. Can't grow no food without the sun, yanno, and ain't no real good substitute for that.”

Twilight was impressed. While Applejack did give a very convincing argument, that's not what she noticed. Her convincing tone and appeal to their emotions was having far more of an effect than what she actually said, and she sold her point of view masterfully.

It was Twilight's turn to chime in. “Even if survivors somehow manage to make food while underground, they might just end up suffocating. With the absence of the sun, the planet's atmosphere will eventually break down and slowly cause the surface of the planet to reach subzero temperatures. All of the air left will fall to the ground and take a snow-like form. In order to breathe, they'd need to be able to go back to the surface and carry the oxygen back underground and burn it just so they can breathe.”

“Wow. That really blows,” said Rainbow Dash in a depressing tone of voice.

Fluttershy remained silent, but disturbed.

Applejack put her hoof around Rarity. The two locked eyes. “If nopony's gonna try and stop her, I guess it's best to start diggin' real soon.”

Rarity's eyes widened in fear. She realized there wasn't anything they could do to avoid confrontation. This was a threat that spanned the entire globe. They had to confront her, or quickly learn a new way to survive. For the greatest chance of survival, they'd have to fight and win.

'Oh, she's good!' thought Twilight as she eyed Applejack, taking mental notes. 'This mare could be an earth pony princess!'

“Will you two help us see this thing through?”

By this point, Applejack had dissolved all resistance. There was only one thing for them to do: agree. Fluttershy nodded.

Rarity looked towards her sister and the other fillies. “I could never ask Sweetie Belle to live the rest of her life out like that.”

“Alright!” said Rarity, fear still rattling her voice, “I'll go with you. But what about the girls? We can't just leave them by themselves.”

“We can, and we'll have to,” said Applejack. “'sides, they're big girls. They can handle themselves for a while.”

Rarity bit her lip. Her resolve was starting to be affected.

“The girls can stay at my place,” said Fluttershy.

She motioned for the fillies to follow her to the cottage, where she explained to them, in a very loving and motherly tone, “I want you girls to go inside and stay upstairs. Keep the doors and windows locked at all times. Don't open them for anypony, even if it's somepony you know. When we come back, we'll let ourselves in and call for you. If anyone tries to break in, you have to stop what you're doing and immediately leave through the roof window. Okay? Now, repeat all of it back to me.”

The fillies nodded and recited their own version of what Fluttershy had told them.

“Good,” she said, smiling pleasantly. “There's some food in the frige for when you get hungry, and the bathroom is upstairs.”

“Um. Okay,” said Sweetie Belle.

She was hesitant to leave them there by themselves, but she knew Applejack's way was the best way. She escorted them inside and personally checked that all windows were locked and the curtains covered them.

“Stay safe, girls,” she said, before hugging them all one last time.

“We'll miss you, Fluttershy,” said Scootaloo. Tears started to flow from her tiny eyes. Tears started to flow from Fluttershy's eyes as well. She closed the door and locked it behind herself.

Twilight was impressed all over again. Fluttershy had handled that situation perfectly. If she hadn't done what she did just then, they would've surely lost Rarity.

“Wow. You're really good with children,” said Twilight, addressing Fluttershy.

Fluttershy blushed nervously. “I love children and animals.”

“Okay! Is everypony ready to go now?” asked Rainbow Dash.

Everypony else nodded or spoke in agreement.

Chapter 4: The Elements of Harmony

     The six ponies, Twilight Sparkle, Pinkie Pie, Rainbow Dash, Rarity, Applejack, and Fluttershy stood at the entrance to the Everfree Forest. It may be called "forest" but it many parts it seemed more like a swamp. It looked very dark inside, the thickness of the forest blocking out much of the moonlight. Plant life grew as wildly as it wanted here, except along the pathway. The night-time forest seemed to had both a mystical beauty about it and an eerie aura giving off what could only be described as "pure spookiness".

     "Weee!!" Pinkie Pie hollered, "Let's go!"

     Nopony was eager to go except her. The rest entered with reluctance. With the exception of Pinkie Pie making noises at random, they mostly traveled in silence. They were on their way to the ancient castle within Everfree Forest, in hopes of finding the Elements of Harmony. Though Twilight had never been in the Everfree Forest before, she had ways of finding the castle.

     "So," Twilight started with a scared voice, "none of you have been in here before...?"

     Rarity seemed to be experiencing a little fear herself. "No! Heavens, no! Just look at it! It's dreadful!"

     "And it ain't natural," Applejack added. "Folks say it don't work the same as Equestria."

     The fear in Twilight's voice became more apparent. "W-what's that supposed to mean?!"

     Despite the fear in the air, the stroll through the forest was mostly uneventful. There were many animals in the forest, though they were mostly small and uninterested in the group. Twilight almost fell off a cliff due to unsafe footing, but she repeatedly teleported herself towards what was left of the cliff's edge until her hooves could reach it and take hold. Rainbow Dash, Applejack, and Fluttershy helped her up get back up. Twilight bowed her head and thanked the girls for coming to her rescue. The fall seemed to have dispersed the fear they felt. Applejack was surprised by Twilight's resourcefulness but she didn't let it overwhelm her.

     "Damn. I had no idea you could do that, Twilight. That was amazing."

     After the compliment, Twilight had great pride in her stride. She was feeling pretty good about herself. When nopony was looking, Applejack smacked Twilight on the plot. She gasped sharply and hopped forward awkwardly, shocked. The others turned to her, wondering about her odd behavior. She turned her head away from them, immediately blushing bright red; she knew only one pony could've done it.

     "I'm fine! Just lost my balance," she said, laughing nervously.

     They seemed to accept it and continue on. She turned to take a look towards the offender, Applejack, who blew a kiss her way and grinned seductively. She turned to face the front again and held her head down, blushing an even brighter shade of red. She was worried that she wouldn't be able to hide her embarrassment this time. Dammit!, Twilight thought, why is she doing this to me right now?? They still had quite a bit of ways to go.

     "Aaaaahhh!!" Rarity screamed. Everypony became alert.

     "What's wrong, Rarity??" Twilight said with great urgency.

     "I have mud in my mane!" she cried dramatically.

     "Ah, fer fuck's sake..." Applejack said, sighing. "Hun, we thought somethin got you! Don't yell out like that if yall don't sense danger."

     Still, Rarity was very distressed.

     Twilight sighed. "We'll take a break soon, and then we can all do whatever it is we need to do."

     "Random encounter time!" Pinkie Pie yelled out excitedly, keeping low to the ground and bouncing, eyes forward.

     "What?" said everypony else.

     "Preemptive strike," she whispered.

     Up ahead was a monstrous lion. It wasn't quite a lion although it looked like one. It was also much larger than any normal lion could ever be. The not-quite-a-lion had the head of a lion and the body of a lion, but it also had giant bat-like wings and a giant scorpion's stinger tail. Its front paws were ridiculously large compared to the rest of its body. The force they were capable of generating could easily crush a pony's skull just by pressing downwards. It lay in the grass, casually observing its surroundings.

     Aside from Pinkie Pie, who was already low to the ground, and Rarity, who wasn't about to get any dirtier than she already was, everypony dropped and stayed low to the ground, keeping their voices just as low.

     "What the heck's that thing?" Applejack whispered.

     Fluttershy and Twilight spoke simultaneously. "Nothing to worry about", "Don't worry about him". They looked at each other a second.

     "It hasn't spotted us yet," Twilight said, continuing ahead of Fluttershy with her explanation. "We can just fly past it."

     Rainbow Dash didn't like that idea one bit. "Forget that! Just who do you think's gonna have to do all that flying?"

     "Well, then we should try to sneak past it. But if it comes down to it, we can actually fight it. Manticores don't have any defenses against magic. With my magic controlling its head and claws, he won't have much to attack with. It'll be like beating a kicking bag."

     Fluttershy was very disturbed by Twilight's idea of killing the manticore. She spoke up with her own alternative. "Manticores don't normally attack ponies. In fact, they're more likely to run away. He definitely knows we're here. He won't attack unless he thinks we're threatening. If we stay out of his personal space and walk past him like nothing's wrong, he'll probably just watch us carefully. And if he gets nasty--"

     Fluttershy's alternative was thrown out of the window as the manticore was caught barreling as fast as it could towards Rarity, who was trying to pick clumps of mud out of her mane. Twilight was too far away; she wouldn't reach in time for her levitation spell to hold it back.

     "RARITY!! RUN!!!" she shouted at the top of her lungs.

     It leaped and took a swipe at Rarity, who skillfully ducked and quickly countered with a jumping back kick that was as graceful as it was destructive. It hit the manticore square in the face and sent it flying backwards a few feet.

     "Take that, beast!" she taunted. The manticore roared loudly in response.

     Rainbow Dash was in complete shock. Twilight was a little surprised herself. She thought for sure Rarity was a goner. She took hold of the beast immediately following, focusing on its head and claws. By this time, Applejack had run up to the manticore.

     "Alright, Twilight, get it ready!" she yelled as she propped herself up on her front hooves. "Hold the head down!"

     Twilight did as she was asked and brought the manticore's head down so Applejack could give it a kick. WHACK!! The animal screamed bloody murder as her hooves reconstructed his face. The kick was so powerful, it broke Twilight's hold. Upon seeing her hold broken, Rarity screamed. She and Applejack fled. The manticore seemed to give chase to both before stopping randomly.

     "Girls, stop!" Fluttershy yelled, very disturbed by the fighting..

     "Shit! That's not supposed to happen!" she yelled out of panic, realizing that she wouldn't be strong enough to subdue both its head and claws if they attacked it. She opted to take hold of its claws, to stunt its movement and take away its preferred attack. Rainbow Dash on the other hoof was gearing up for an attack of her own. She shot forth towards the manticore as only a pegasi could.

     "BOOYAH!" she exclaimed, as she planted her back hooves into the manticore's face.

     The kick broke Twilight's hold. It was so powerful, the animal was sent tumbling along the ground until its back smashed into a tree, hard enough to make it rumble. It screamed, then rose as quickly as it could and roared loud as ever, though Twilight noticed it was definitely affected by that last kick due to its widened balance.

     "He's feeling it, girls! Keep it up!" Twilight cried out, informing the others.

     As if by some odd twist of luck, Pinkie Pie had already been in the tree the manticore had hit. She jumped off and onto the manticore's back, taking hold of its mane. The manticore didn't like that one bit. It started to shake violently to force her off its back.

     "Weeee!!" she yelled joyfully as it bucked.

     Rainbow Dash pointed and giggled. She cheered her on. "Go, Pinkie Pie! Ride him into a tree or something!"

     The manticore bucked a little longer and then it suddenly stopped and lowered its posture, arching its back. Twilight's heart almost stopped. Before it could do what she suspected, she used her levitation to take hold of its stinger tail and kept it pushed back, to stop the monster from attacking Pinkie Pie with it.

     "We don't have to fight it!" Fluttershy yelled again. She had a different way to end the dispute without fighting, but nopony knew. Nopony cared. She was ignored.

     "Pinkie Pie! You crazy heifer!" Twilight yelled out, very irate, "What the hell are you doing up there! Get off his back before he kills you!"

     Pinkie Pie looked confused. "I thought we were killing him?" she countered loudly.

     But she did as she was told. She hopped off, giving a sharp kick of her own to the side of its head that made it writhe in pain as it took a vicious swing her way. She bounced and twisted her body away, almost as if in complete harmony with the swing, and moved back until she was standing next to Twilight. Twilight let go of its tail. His face was starting to look quite beat up.

     "Don't ever do anything that crazy again!" Twilight snapped at her.

     "Awwww!! But it was fun!" she whined.

     "No buts!" Twilight snapped again, though less aggressively that time.

     Applejack was beside her, dragging a front hoof along the ground, readying herself to charge.

     "Alright, Twilight, get it ready again!" she yelled. "Time ta give it another buckin."

     "Dammit, WAIT!!" Fluttershy screamed irritantly at everypony as she blocked their path towards the manticore. Just as she asked, they all stopped. She turned to the manticore and started to pace around it. Seeing this, the manticore moved as well. They stared each other down, walking slowly in circles. The manticore growled a little. Hearing this, Fluttershy growled too. She sounded and looked believably deranged and vicious. The manticore growled back, trying to drown out Fluttershy, but Fluttershy turned towards him and let out a much louder roar, angrily pacing forward. The manticore tried to retreat but fell, temporarily losing balance. Fluttershy noticed and sped up her walk until it got on its feet. Seeing that, she paused for a moment, continuing to approach slowly. She was inches away from it now. It started to sniff her mane and she sniffed its face. It fell to the ground, placing his paw around her and licking her mane. It was the kind of scene you wouldn't believe unless you saw it for yourself.

     "Go now," Fluttershy commanded. It was very hard to tell if she was actually angry.

     As they left the manticore's space, Rainbow Dash was the first to say something. She laughed as she excitedly recounted the experience.

     "Okay, what was all that back there? Rarity with her awesome hoof-to-hoof moves, Pinkie Pie riding on his back, and Fluttershy with her weird manticore taming thing?"

     Rarity was slightly embarrassed. "A lady has to be able to defend herself..."

     That was a hell of a lot more than defending yourself, Twilight thought. Just the act of dodging an unfamiliar creature's attack so easily meant her hoof-to-hoof ability was probably military-grade. The strong counterattack to the face made it certain.

     Shortly after, Fluttershy returned to the group, her mane slick with manticore saliva and shaped like a lion's, giving her a somewhat lion-like resemblance. She was silent though obviously happy and very satisfied with the outcome. Twilight had stayed behind the group to wait for her. She didn't understand what she did and was interested in knowing. She wanted to understand, but didn't really know where to start.

     "What did you do?" were the words in her head that decided to come out.

     "I understood him," Fluttershy replied. "New animals make him nervous and suspicious. He's constantly attacked by groups of animals he's never seen before and he's getting really sick of it. The poor thing."

     Twilight didn't know what to think. It seems unimaginable that she could've determined all of that with the limited contact she had, but she is an animal specialist.

     "How could you possibly know that?" Twilight asked.

     Fluttershy smiled. "If you really want to understand someone and make peace with them, you have to consider their feelings. Avoid appearing powerless. Fit in; make them get used to you while getting used to them, then take what you need."

     Twilight was impressed. Her method was definitely manipulative, but it didn't exactly sound like a harmful or even very deceitful type of manipulation. It was actually.. pleasant. Twilight had considered manipulation to be anything but. She decided she had much to learn about the art.

     They were very deep into the forest now, not too far from the castle. Twilight knew that they only needed to cross a river and a bridge and they'd be there.

     "Ewww. I need a rest from all this icky muck."  she complained, not liking the path they took.

     "The stuff comes with the territory, girly" Applejack replied. "Don't know if ya noticed it yet, but we're in a swamp." Rarity glared at her.

     Slowly but surely, there was a lot less light. It was probably just the denseness of the forest. The group made their way through the muck, not really having much of a choice.

     "Ugh," Applejack said, holding up a front hoof. "I think I stepped in somethin." she gave it a sniff. Rarity looked incredulously at her. Twilight might have face hoofed but that would mean getting mud in her face. Rainbow Dash, Fluttershy, and Pinkie Pie either didn't see or didn't care.

     "Don't miss the river, girls," Twilight said, informing the group.

     As they moved through the forest, the group eventually came across some much needed light and finally saw the river they needed to cross. As they moved towards it, they heard the sound of someone crying. Someone very large. Quietly, they searched for the source.

     "What, a world, what a world!"

     They spotted the creature. It was a giant purple sea serpent. He was about a hundred feet long. He had a very long orange mane and a long handlebar mustache. Or perhaps that would be the case if the other side weren't missing. He seemed very distressed about something, the way he thrashed around in the water.

     "Okay, that's just weird," said Rainbow Dash.

     Twilight was the first to approach. "Excuse me, sir?" she spoke up, addressing the serpent, "Why are you crying?"

     As he answered, he splashed in the water and used various gestures. He ranted on so quickly about whatever it was that no one could understand him.

     "And now, I look simply horrid!" That was all they could hear him say clearly as he gestured towards his mustache.

     "Oh, for Celestia's sake..." Rainbow Dash said. Applejack agreed with her sentiments.

     "Now, now," Rarity said as she took control of the situation, "don't be so insensitive. I'm sure we can take a few minutes to help the poor fellow out."

     She approached the edge of the river. "Sir, come down here please. Lay your head down and hold still."

     The serpent laid his head down on the river coast. She bit down on one of his loosened scales, pulling off one from his face.

     "OW! What'd you do that for?!"

     She made a ssshhing sound. "I'm going to make you look fabulous."

     She put her hooves down on the cut end of the mustache, using the scale and a swift bodily motion to cut it evenlt and shape it up, muddying herself and his face. She stood back a bit and observed the mustache from afar.

     Rainbow Dash let out a grunt of frustration. "Do we really have time to be doing this?" she asked, completely unsatisfied with this stop.

     Ignoring her, Rarity moved to the other side of the serpent's face, about to cut down that part of the mustache.

     "Whoa! Wait a minute!" the serpent exclaimed dramatically, raising his head up, splashing Rarity in water. Her mane and tail no longer had their unique appearance. "What are you doing?!"

     "I'm going to trim the other end now," she said plainly, trying to ignore the fact that she was splashed with water.

     "...But you can't do that!" he said reflexively.

     Rarity raised an eyebrow. "And why not?"

     "With a short moustache, I'll look even worse!" he whined loudly.

     Rarity was confused. Didn't he know...?

     "Dear, you're in damage control right now," she told him. "You'll not have a long moustache for some time now. You have to let it go."

     The serpent was starting to sniffle now, tears threatening to pour down.

     "Listen," she said, trying to smooth things over for him as she explained the matters to him, "feeling bad about it all day won't help you change how you look, and it certainly won't make you feel any better. If you feel bad about yourself, then so will others. If you loudly declare that your moustache looks horrid, they'll not disagree with you. You simply cannot allow them to think badly of you. How they feel about you starts with how you feel about yourself," she said, beating a hoof against her chest.

     "You have to take action to change your circumstances. Your only recourse right now is salvaging your looks. They may have been damaged, but it's not the end of the world for you yet. It just means you'll have to get used to something different for a while. Tell your friends that short is in this season, and if they make a fuss beyond that, let them know that your fashion designer friend Rarity says otherwise."

     It was quite a mouthful for him to absorb. He seemed to think about it for a moment before silently laying his head back down on the coast. Rarity measured to determine where to cut. Taking the scale into her muzzle and using the same motion as before, she made her cut, discarding the scale after use.

     "There!" she exclaimed eagerly, "You may rise now. Clean out the clumps of mud and then give it a look!"

     Everypony waited quietly as the serpent took a look at his reflection in the river through the moonlight night.

     "Wow," was all that came out of him at first. Moments later, he had plenty to say.

     "I don't even know what to say. Except... what was I thinking, brandishing such a long moustache?! Why, I daresay you've done me a greater service than I'll ever know." he started to glow radiantly -- metaphorically speaking, not physically -- as he quickly began to accept his new look.

     "How wonderful!" he exclaimed positively.

     "You look smashing!" Rarity said with a wink.

     "So... are we gonna..." Rainbow Dash interrupted, trying to hurry the group along. She didn't have a taste for this kind of conversation at all.

     "Oh," Twilight said, snapping out of learning mode. "Yeah, we should really be on our way now. Let's cross the river." With the exception of Rarity, she and the others had started to cross the river.

     "Awwww! So soon? But you just got here!" he said, a bit disappointed but not depressed.

     "Yeah yeah, we have a mission to get back to," Rainbow Dash answered back, clearly irritated.

     "See you around, dearie," said Rarity to the serpent, giving him her farewells. She crossed the river along with the others.

     "Bye! Hope to see you soon!" he yelled back to her.

     They were silent for only a short time after the serpent encounter. About five minutes later after they had gained some distance away from the river, Pinkie Pie was the one who initiated conversation.

     "You know, I've learned something on this trip," she said, her spirits just as high as ever. "I thought I'd want to be friends with everyone I ever met, but now, I just don't know about that anymore. I mean, I never thought I would think about it this way before because I never thought I'd meet anyone who was so annoying, but now I can't stop thinking about it. There are people I soooooo never want to be friends with, like ever! Like that snake guy. What a downer!"

     Rainbow Dash let out an exclamation of disgust. "Don't even mention that guy anymore!"

     Applejack shuddered. "I get yer point, but ya'll still shouldn't talk bad about someone behind their back."

     Twilight giggled quietly to herself. Focusing all of her attention on Rarity, she hadn't noticed Pinkie Pie's unusual silence.

     Rarity stopped walking. She took a look backwards, trying to see how far away they were from the river now. She couldn't see it any longer. She let out an exaggerated grunt of frustration as she dropped to the ground.

     "We're stopping. Right here. Right now. I will not travel another step." Though she tried to say it calmly, it was clear that the forest was driving her up the wall.

     "Applejack, you'll go with Twilight to collect firewood. Rainbow Dash and Fluttershy, you will find a nearby water source while searching overhead. While you're at it, see if you can spot the castle. I will set up the campfire. Pinkie Pie, you will rub my shoulders, my back, my buttocks, and my hooves. And I will not hear any arguments from anyone."

     Rainbow Dash didn't disagree. "On it!" she exclaimed, saluting Rarity before she took off into the sky.

     Fluttershy didn't say anything. She simply took flight high up and looked all around before she disappeared. Twilight on the other hoof didn't know how to react. That is, until Applejack approached her.

     "Let's get it done, sug," she said softly, putting a hoof around her. Twilight suddenly became a nervous ball of mixed emotions.

     Pinkie Pie was very confused. "Umm... what about food?" she asked.

     "What?" and "Huh?" came from Applejack and Rarity simultaneously. Twilight perked up. There was a momentary air of silence. To Twilight, the answer was so obvious that she wondered if she should even mention it.

     "Uh.. Pinkie...? We're surrounded by it. The forest grass is edible."

     Rarity nodded.

     Pinkie Pie was visibly horrified. She laughed nervously."You're joking, right? Please tell me you're joking..."

     "It's good for you," Twilight said, bending down to eat a little herself, though mainly to escape Applejack's hoof. Afterwards, she galloped off into the forest.

     "Twilight!" Applejack yelled, following after her. "Wait fer me!"

     "I'll go find us some berries or something. Be right back!" Pinkie Pie told Rarity, before quickly shooting off into the forest.

     "Pinkie Pie!!" she yelled, rising to her feet quickly and chasing after her.

     Rainbow Dash had flown up high enough to see much of Everfree Forest. Spotting a water source was child's play. She had already found a few without intending to. She was far more interested in the castle. And it was a simple flight away from where they were camping out.

     "Fluttershy!" she called out. The yellow pegasus came swiftly, hovering beside Rainbow Dash.

     "We're gonna go get the Elements of Harmony," she told her.

     "Huh?" Fluttershy responded with surprise. "Shouldn't we go with the others?"

     "The others don't have wings," Rainbow Dash told her. "We're pegasi, we can just fly over there and come back."

     Fluttershy didn't really want to go with her. Rainbow Dash could tell. She took hold of her hoof.

     "C'mon, we'll be back in a jiffy," she said, doing her best to coax her into coming along.

     "Okay..." Fluttershy replied softly, gliding with her.

     On hoof, it would've taken about 30 minutes to reach the castle if they moved with the group. By flight though, they'd need less than five. The castle was set high up on a mountain. It was no longer in good shape, having long since been in ruins. On the outside of the castle ruins, broken up gravel covered in moss lay everywhere. Moss and vines grew along the walls of the inside. Light patches of grass grew on the stairs leading to the part of the castle that was left. Old trees took root around the castle's walls. In the center of the room was some old pedestal structure. Three uniformed pegasi were standing nearby. Sensing danger, Rainbow Dash took hold of Fluttershy's hoof again.

     "We gotta land, get down!" she said whispered urgently. The two landed quickly, not too far off from the castle.

     "Someone's already over there!" she whispered, being careful not to make any noise. "Did you get a look?"

     Fluttershy shook her head.

     Rainbow Dash took Fluttershy's hoof into both of her own. "Look, I'm gonna go see what they're doing. You go back and tell the others what's happening here. Stay under the trees so no one see you."

     "Okay," she said softly before flying off.

     Rainbow Dash hovered off the ground slightly, closing in on the castle. Barring extreme closeness, hovering helped a pegasus move quietly than sneaking and was far easier to do.

     "I'm sick of this!" said somepony with a ridiculous high pitched voice. She was stomping frustratedly.

     Rainbow Dash searched to find a crack to peer through. She laid down, hooves holding her up to eye level of a tiny hole. She couldn't see much, but she could see enough.

     "They're just not here!" the whiny mare continued. "We should just go, we're wasting time!"

     Rainbow Dash heard the sounds of a heavy kick, the high pitched pony's scream, and a small thud. She saw one of the ponies laying on the floor.

     "Let me make this perfectly clear to you," came a modulated female voice.

     From what Rainbow Dash could tell, they seemed to be wearing a flight suit similar to the ones the Wonderbolts wore. They were similar in design, but not in color scheme. Instead of the regular sky blue suit with sun yellow markings and a lightning bolt symbol on their flanks, these were black and purple with minimal markings of yellow. The symbol on their flanks was different too. It seemed to be a cartoony depiction of a winged skull. Nothing much about the three stood out aside from their size differences and the colors of their mane and tail.

     "I run this team. I call the shots. You listen to me," said the standing mare to the fallen one. "Do what I say, as I say it, when I say it, and there won't be any trouble."

     "Myra, she's right. We have to get back and tell the princess what's up," said the stallion, with his own pleasantly masculine voice. He was the largest of the three, though not by much.

     Myra was becoming frustrated. "She's already told us where they could possibly be! If they're not here, that means Celestia has them. Celestia can't have them because the moon is still up. This makes no sense!"

     By now, it was obviously past the time the sun would have risen, yet only the moon and stars were present. Rainbow Dash hadn't considered that at all until Myra mentioned it. The mare on the floor started to pick herself up. When she got up, she started to walk around the pedestal, examining something on it.

     "Could these things be it?" she asked. From Rainbow Dash's point of view, she seemed to be referring to something on it.

     "Do they look like Elements of Harmony to you?" Myra asked the other mare.

     Dread sank into Rainbow Dash's stomach. Though she didn't know who they served, a wild guess told her that they weren't on her side. Even if they were, she'd have to consider anyone who wanted anything to do with the Elements of Harmony to be an enemy. If they did find them here in the castle ruins, she'd have no choice but to fight for them. She knew first hoof how absurdly powerful a professional flier could be. If this squad was anything like the Wonderbolts, fighting them would be akin to suicide.

     "What are we gonna do now?" she squeaked.

     "Look, our role here is to do as the princess says, not think about it," he told them. "We have to go back and tell her that it can't be found."

     She let out an exclamation of frustration. Shortly after, she bolted off into the air. The other followed closely behind. Once she was sure they were gone, Rainbow Dash moved as quickly as she could into the ruins towards the pedestal. Maybe they overlooked something, she thought to herself. Upon closer examination, the structure had sub-pedestals. Five on the outside, and one in the center. There were large stones on each of the pedestals. Like everything else in the castle, the stones had mossed over as well. Each of the stones had inscriptions engraved on them.

     "The truth is both my lance and my shield," she said lightly, reading one of the inscriptions. She grinned; it was a strange message, but she liked it. She moved on to read another. "Laughter is food for the soul." In a completely different way, she enjoyed that one just as much.

     "There's nothing more important to me than those I care about."

     Upon reading that, she felt something: pure distaste. It didn't matter what the other inscriptions said, she'd already made up her mind. That one was the worst of the five.

     She had to wonder though: were the inscribed stones the Elements of Harmony? It seemed highly unlikely. If they were, she had a bit of a dilemma. It wouldn't be possible to bring all the stones back quickly without being noticed. Bringing them back one by one would take too long. And thinking about it all day would take even longer. At the least, she thought that they might help Twilight figure something out. She hovered over the pedestal of one of the stones and took hold of it, flying upwards. It was very heavy but she did her best. The problem was more that she wasn't used to flying with something heavy.

     It would take her a little longer than five minutes to make her way back, being unable to fly as freely as she would. In the sky, she could see smoke rising from the direction where the others in the group would be. Very soon, she'd fly over to find that three of the ponies were very irritated. Everypony was seated around the campfire, except Pinkie Pie, who was standing over Rarity, rubbing her back as she laid stretched out on her stomach.

     "Rainbow Dash!" Twilight was the first to speak, and not in a very pleasing manner. She had originally intended to scold her, but the object in her hooves piqued her curiosity.

     "What's that thing?"

     Rainbow Dash landed and dropped it, placing a hoof on top of it. She was breathing a little heavily than normal. "I'm not sure, but I found it in the castle. I was hoping you would know something about it."

     Twilight walked toward the stone to examine it. Rainbow Dash moved away to give her room. She saw the inscription and noted its very round shape, but nothing really stood out about it.

     "I dunno, it just looks like a rock to me."

     Rainbow Dash was starting to realize that Twilight didn't know what she knew.

     "Okay, let me explain," she started, taking a seat.

     "When Fluttershy and I were going to the castle, there were these three other pegasi there already. They were looking for the Elements of Harmony too. They wore flight suits like the Wonderbolts but theirs were completely different. They couldn't find them so they left. When they left, I flew in and took a closer look. Five of those things were seated on this big platform thing in the middle of the room. Those guys didn't think they were the Elements of Harmony, but I thought they might help you figure something out."

     The gears in Twilight's head started to grind.

     "Did all five have something engraved on them?" she asked Rainbow Dash.

     "Uh... yeah, I think so. I know at least three of them did," Rainbow Dash replied.

     "And you're certain that there were only five?"

     Rainbow Dash nodded. "Uh-huh."

     That seemed to correlate with a peculiarity Twilight noticed when she read about the items earlier that day. There are six elements of harmony, but only five are known. The sixth is a complete mystery, as if the 6th didn't hold any importance at all. The same was the case here. It followed strict rules of magic. She previously thought that they were magical artifacts, which were powerful and unique items that could be created only under very special conditions. Now, however, she suspected that they were talismans... yet that didn't make much sense to her.

     "I'm going to try something," she informed them. "Everypony stand back. I don't know what'll happen."

     As she asked, they all stepped back. Twilight used her magic to give it a tiny electric charge. A tiny amount of sparks flew out. Fearfully, Twilight slowly touched her hoof to the stone.

     "OW!!" she cried as she was shocked.

     Now she knew for certain. Despite a lack of electrically conductive material, it had maintaned an electrical charge. Talismans were very conductive of magical energies.

     "Twilight?" Applejack called out. "You okay?"

     Twilight turned to her and nodded reassuringly.

     "Well, girls, I have some good news, some bad news, and some... weird news."

     Fluttershy and Rarity looked worried. Applejack and Rainbow Dash looked confused. Pinkie Pie was still rubbing Rarity down.

     "The bad news is that these things are definitely the Elements of Harmony, but they're useless now. The weird news is that they're just talismans."

     Nopony knew what to make of that. "Come again?" said Applejack, wanting clarification.

     "Umm... It means we can just make another set of them. That's the good news. What makes it weird is that anypony can make a talisman. We could all make one right now."

     That was an odd answer. It wasn't the one they wanted to hear, but it was a lot better than hearing 'we're screwed'.

     "I have no idea how it was done, but we can learn how. The studies for something like the creation of the Elements of Harmony should be in the Canterlot Archives. We'll go there as soon as we're all rested up."