Twilight's Transmutation

by Epicburst

Rating: teen
Tags: Twilight Sparkle, Main 6, Gore, My Little Pony: Friendship is Magic, Rainbow Dash, Nightmare Moon, Romance, Tragedy, Fluttershy, Crossover
Length: 44388

Upon Twilight's request to expand her knowledge with magic, she requests that Princess Luna teaches her the ancient art of alchemy.

Upon Twilight's request to expand her knowledge with magic, she asks Princess Luna to teach her the ancient art of alchemy, but when Fluttershy gets hurt, is she ready to deal with the consequences of her actions, or would she just end up hurting herself and everypony that she loves?

This is a Fullmetal Alchemist: Brotherhood crossover (only involving the transmutation and Ed and Al's history)and a Flutterdash shipping. Constructive criticism is welcome!

Published 2013-07-26 03:00:02 UTC
Last updated 2013-12-01 03:56:26 UTC

Chapter 1

Twilight's Transmutation
Chapter 1

Study day! Twilight Sparkle beamed as she raced down the stairs. The best way to spend a Saturday afternoon! Twilight skidded to a stop on the hardwood floor of the Ponyville Library. She looked up the stairs to see her number one assistant Spike walk down the stairs holding her brush in his claws.

"Twilight," Spike grumbled wearily as he rubbed the sleep from his eyes, "Must you always get so excited when you get ready to study? You always forget to brush your mane!" Spike jumped on Twilight's back and began brushing her mane as she began to pace across the library.

Twilight always loved the feeling of her mane being brushed, as it always helped her think clearly. Spike didn't understand why she was so excited. Today wasn't just some regular old study session, today she was waiting for a note from Princess Celestia! Just thinking about it made Twilight shake with excitement! She stopped pacing as she felt Spike hop off of her back. "Thanks Spike, you have been such a big help lately with all of my studying."

Spike looked up at Twilight and shrugged. "No problem Twilight. I've gotten used to your study habits by now anyway, so it's not that hard to keep up." Spike began walking over toward the kitchen to get breakfast ready. "Just what have you been studying anyway? You have been reading every book about magic that we have, don't you already know everything about magic?"

Twilight rolled her eyes. "Of course I don't Spike! There are thousands upon thousands of subjects on the study of magic! In order for me to learn all of them I would have to be at least three times the age of Princess Celestia herself!" Twilight sat down at the table as Spike set the table and brought carried their breakfast. Twilight smiled as a big plate of eggs, oatmeal, and prench toast filled the table. "Wow Spike, this looks amazing! Where did you learn to cook all of this?"

Spike smiled as he spooned some scrambled eggs onto his plate. "Pinkie Pie taught me how to make the prench toast, and Fluttershy helped with the eggs!" He passed a plate of eggs, oatmeal, and prench toast to Twilight and gave her a curious look. "So what have you been studying so much anyway? You have been up all night for the last week!"

"I'll explain it to you later Spike, right now we just need to wait for the letter from Princess Celestia." Twilight looked down and began eating the hot breakfast. All of the older books from the archives mentioned a time before the Princesses, even before Discord ruled the land . . . what if-

BLARCH

"Spike!" Twilight yelled as she looked up. "That's impo-" Twilight stopped and stared in wonder as she saw what she has been waiting for for what seemed like years. "Princess Celestia! YES! She finally wrote me back!" Twilight jumped from her chair and grabbed the letter in her magic. She unfolded the letter quickly and began to read it out loud.

"Ahem, Dear Twilight Sparkle, I am pleased to hear that your magic studies are going well." Twilight's voice became eager and she began to pace the room. "I am surprised that you have even the slightest knowledge about the art of ancient alchemy . . . wait what?" Spike looked up from his breakfast as she stopped reading looking quizzically at him. "Well of course I know about alchemy! It's the-"

"Twilight!" Spike interrupted,"You're getting your thoughts in a bunch again, just read what she wrote and then panic over it later." Twilight let out a frustrated sigh and continued reading.

"A-alchemy is not magic in any sense of the word. It was practiced by ancient beings who drove themselves to extinction fighting over its key power. I will not allow you to study this subject any further, and because of the importance of this subject I . . . I will send royal guards to confiscate all books that give reference to this subject . . ." Twilight fell back on her rump, horn glowing in frustration. "Spike, I don't understand . . . why would she do this?" Spike walked over to Twilight and gave her a well needed hug. "T-thanks Spike." she muttered as she took a deep breath and released it slowly. "I need you to do me a favor. . ."

Fluttershy smiled happily as she sniffed the afternoon air, trotting lightly through the meadow. Today was just perfect, the breeze carried the sweet scent of honeycomb, daffodils, and the light scent of sweets from Sugarcube Corner. Fluttershy giggled as butterflies landed on her snout and cutie marks. Why can't I feel this way all the time? The thought passed through her quickly, as she adored the vastly different colors of their wings. She rolled on her back as the butterflies swarmed and tickled her stomach. How long have I even been here? Fluttershy giggled softly as the butterfly wings tickled her nose and made her sneeze softly. The butterflies suddenly parted and left Fluttershy feeling alone, but as she looked up she saw Celestia's royal guard pulling a chariot with a white unicorn inside.

Fluttershy squinted her eyes as she tried to get a better look at the unicorn. The unicorn had a medium sized horn partialy covered by a blue mane with lighter blue highlights. The unicorn also wore a red vest, and he wore a blue crested cutie mark, a symbol of the royal guard. Shining Armor! What's he doing here? Fluttershy took to the air and flapped her wings as hard as she could, desperately trying to close the distance, but failing miserably. By the time Fluttershy made it to the Ponyville library, she was panting hard.

Fluttershy jumped and curled up in a tight ball trying to make herself as small of a target as possible as soon as she heard the yelling. Her ears perked up as she listened to the confrontation. "Twiley please understand that I'm under orders!" She jumped as she heard a loud thump against the ground. When Fluttershy looked up she saw her friends over by the door.

"What's going on Sugarcube?" Applejack asked as she petted her yellow friend on the back for comfort. "Ah was picking up a snack for Applebloom when Ah heard yellin' from inside." Fluttershy looked at Applejack nervously and sent her a silent plea that she didn't feel comfortable in this situation. "We can go in together Sugarcube, Ah think that Twilight may be in some trouble."

Rainbow Dash stretched her hooves preparing for a good fight. "Finally some action!" Rainbow Dash flapped her wings powerfully as she charged at the door only to stop in mid flight, feeling a tug on her flank.

"Hold on there Sugarcube" Applejack mumbled as she spat out Rainbow Dashes prismatic colored tail. "Ah don't think fightin' is gonna make this problem better . . ." She walked towards the source of all the yelling and knocked three times, waiting for someone to answer. A moment later the door slowly opened to show a beady eyed, purple dragon at the door.

"A-Applejack! W-what are you doing here!" The dragon yelled over the noise from inside. Spike opened the door wider to show Twilight arguing with her brother Shining Armor.

"We're here to help ya Sugarcube. What in tarnation is goin' on? They're bein' noisier than Sweetie Belle singin' her lulliby!" Applejack yelled as she stepped inside. She was followed by Fluttershy, Rarity, and Rainbow Dash. The former being pushed inside by the latter. They watched as Twilight's horn glowed and shot a bolt of magic towards Shining Armor which was harmlessly deflected by his famous barrier spell.

"I already told you Shining that I don't have any of the books in here!" Twilight yelled as she took a step towards her brother. "After Celestia scolded me for researching the subject, I had Spike burn them!" Her older brother frowned and turned towards the to pegasi guards.

"Search the area!" Shining grumbled. "We all know that you would neverlet Spike burn a book, and I am under orders to return the books to the Princess! What would Princess Celestia say if she saw you disobeying her Twiley. . . please . . . just give me the books."

Twilight's eyes fell towards the ground. What am I doing? How could I ever disobey Celestia . . .even my own brother . . . She began to slump towards the floor ashamed, tears began to stream from her eyes. "I-i'm so sorry!" Twilight cried between sobs. Shining Armor wrapped her in his hooves in a warm embrace. Twilight's horn glowed and three books materialized in the air, and floated down next to Shining Armor.

"Thank you Twiley." He said as he hugged her one last time, before grabbing the books in a blue hue and leaving with his men.

Twilight looked up and gave him a tired smile before trudging upstairs, exhausted and defeated. Rarity stepped next to Spike and looked down at him. "Now what was that all about darling?" She asked

Spike could hardly believe his eyes. His heart was thundering in his chest as he lost himself into Rarity's eyes. Wow . . . she looks amazing . . . He was overwhelmed by her scent, basking in the warmth of expensive shampoos and perfumes. Spike snapped out of his thoughts when he realized that she was looking at him quizzically. Did he have food on his face? Was he drooling? He quickly snapped his mouth shut and rubbed the back of his head. "Um ... what did you say?"

Rarity rolled her eyes patiently. She should have expected this. The baby dragon has been smitten for her ever since they first arrived in Ponyville. "I asked you what happened, darling." she said, smiling down at them.

"OOH I KNOW! Twilight was studying some ancient form of magic or something and she asked Princess Celestia if she could grant her permission to further her research, and Princess Celestia said no and that what she was studying was really dangerous so she sent over shining armor and a team of pegasi to take the books back but Twilight didn't want to give them back but Shining Armor had to get them back and that she should be ashamed of herself for disobeying him and Princess Celestia and that she should be ashamed of herself and then Twilight cried and went upstairs!"

Everypony stared at Spike stunned at the sudden onslaught of words. Spike just stared back at them just as confused. "W-wasn't me . . ." he shrugged. Everypony turned around and gasped to see none other than Pinkie Pie staring back at them.

"SUPRISE!!" Pinkie Pie yelled. Everypony just stared blankly back at her. "Well don't just stand there silly willies! Let's go comfort Twilight!" Pinkie Pie smiled and bounced right past them and up the stairs.

"Pinkie you are so random!" Rainbow Dash laughed. "When did you even get here?" Pinkie turned and smiled at them from atop the staircase.

"About a minute ago silly! I came in after Shining left!" With the questions answered Pinkie Pie opened the door to Twilight's room and walked inside. Shrugging, Spike, Applejack, and Rarity walked up the stairs after her. Rainbow Dash turned toward Fluttershy and sighed.

"We should talk 'Shy."

Author's Note

Special thanks to JeffCvt for proof reading and for being my second pair of eyes.

Chapter 2

Twilight's Transmutation
Chapter 2

"Run that past me again Twi'," Applejack said, rubbing her hoof across her face. "What the hay made you go crazier than Rainbow Dash durin' Cider Season."

Twilight blushed shyly as she covered herself with her blanket and took a deep breath. "I'm sorry you had to see that girls," she smiled at her friends. "So . . . how much did you guys see?"

Applejack smiled softly at her lavender friend "Well, we saw you roughin' up your brother an' you were yellin' and such, so we decided to come in and check on ya. Shinin' began to yell at ya about some books that the Princess doesn't want you to have and then you gave him the books and ran up here. She gazed back at Spike and Rarity. "We were worried about ya is all," Applejack looked towards Spike and Rarity "Where did Fluttershy and Rainbow run off to?"

Rarity looked back, just realizing the missing duo. "I don't think they came up with us darling," Rarity shrugged."I wonder what those two are up to down there." Rarity blushed as her imagination went crazy thinking about what they could possibly be doing downstairs alone. "N-never mind that now. Twilight are you okay now darling, do you want to talk about what happened?"

Twilight shook her head " I'm fine Rarity, thanks, I think I just need to get some rest. It's been a pretty crazy evening." Twilight got comfy in her bed as Spike walked up to her and gave her a piece of paper. "Thank you Spike." Twilight smirked as her horn glowed, her smile twinged in focus for a second as three books appeared on her lap. "Take that Shining Armor." She smirked as she opened the first book and got to reading.

Princess Celestia was sitting in her throne at Canterlot castle, as one of her guard trotted up to her."Shining Armor has returned Princess." said the guard bowing down on his knees. Nodding, Princess Celestia dismissed him and awaited Shining Armor to enter.

Shining Armor trotted into the Princess's chamber with the three books in his magical grasp. Shining Armor bowed and sat in front of the Princess. "Mission complete Princess." Princess Celestia nodded gratefully and grasped the books. The three books were written by Starswirl the Bearded's great-great-great grandfather himself. Even then he could vaguely remember the history of which it happened. Equines at the time were enslaved at this point in time, just watching as humans drove themselves to extinction.

Princess Celestia opened the book and gasped at what she saw.

"Dear Princess Celestia,
I'm sorry but I can't give up on this yet. Just give me a few more hours with them please.

Your Student,

Twilight Sparkle (^.^)
Princess Celestia looked back up at Shining Armor and sighed. "These aren't the right books."

Shining armor sighed. Buck it Twiley. He bowed and trotted out of the chamber

Twilight set the books down and yawned. I suppose I should go down and ask Spike for something to eat. . . Twilight stretched and thought over what she just read. The books talked a lot about how people in an old country called Amestria and how people used alchemy as a source of power. The books also described the war between them for a rock. Why would these Ancients misuse their power like that? This rock must have been really special if so many Ancients died. . . The Ancients also enslaved equestrian beings into wars and labor. So depressing . . .Twilight's thoughts halted as she splashed some cold water onto her face.

Trotting downstairs, she began to hear noises. What was that? Her mind slowly caught up and she was able to decipher yelling, crying, and hoof stomping. "G-girls, what's going on down there!" she trotted down to see Fluttershy and Rainbow Dash locked in some type of verbal combat. Rainbow Dash yelling and stomping over an nonexistent voice trying to top hers. Fluttershy was half curled in a ball, tears in her eyes, conversing with a nonexistent voice that was trying to have a peaceful conversation. The fact that Fluttershy wasn't cringing now, Twilight knew, that she really had to get something off her chest.

Twilight trotted over to Rarity and Applejack, who were at the furthest distance possible from the confrontation, it was obvious that what was happening now needed to be resolved by Fluttershy and Rainbow only.

"I already triedthat 'Shy! The fact is that I can't do it anymore!" Rainbow Dash's fur bristled along her spine in frustration, waves of anger oozing off of her. " I need to do this and at this point I can't wait any longer! You held me back once and I can't let it happen twice!" Rainbow Dash sighed. "If this is a mistake then I need to make it." Fluttershy just stared as Rainbow Dash turned and flew out of the room.

Fluttershy curled up in a ball and shook, almost as if she was having a seizure and sobbed. Applejack stood stunned, her mind reeling, trying to comprehend what just happened. Rarity trotted up to her and gave her a hug. "N-now darling, what was that about? Surely there must be some explanation to what happened. Now why would Rainbow yell at you like that?"

Fluttershy took a shaky breath and began speaking quietly."W-well R-Rainbow and . . ." her words were drowned out immediately by a harsh knocking on the door.

Twilight nodded at the door and opened it with her magic, only to see a tall stallion wearing purple and black armor trot into the library.

"Urgent summons for a Miss Twilight Sparkle!"

Twilight Sparkle shivered. The night air was cold, especially inside the Canterlot castle. She realized she never spent any time in the castle at night. Her first thoughts of the castle at night was one of shifting shadows, wondering eyes, and hidden secrets. The place definitely felt different under the watch of Princess Luna. Stepping out of the chariot and inside the castle, thoughts of secrets and fears were immediately crushed.

Wow . . . it's . . . beautiful . . .Twilight's eyes gazed around the hallway, the moonlight gently gleaming through the diamond patterned glass, creating spots of light that reminded her of stars. As they trotted into the princess's chamber her eyes shifted to the murals. The pictures glowed in the soft moonlight, drawing her near to bask in there beauty.

"Miss Twilight Sparkle, as you wished Princess." The guard bowed and backed out of the room. Princess Luna gazed down at Twilight curiously, studying her. Twilight shifted underneath her gaze, for what felt like hours Luna just gazed down at her, not a single noise in the room.

"Twilight Sparkle," Luna began, smiling as she noticed Twilight jump at the sudden noise. "Princess Celestia has told me about your most recent studies in a new form of magic.What you fail to understand Twilight Sparkle is that what you request to learn is not magic at all, but an art that is basked in bloodshed, and that if you want to proceed further into these studies it will involve death." Twilight cringed at her intensity. "But do not fret Twilight Sparkle. We can teach you the basics without harming any lives."

Twilight stared up at Princess Luna and gave a slight giggle. "S-surely you must be mistaken Princess. What kind of beings would use such an art which is used for purely death and destruction?" Surely this is just some kind of bad joke right?"Not to mention that in order to advance they had to kill their own kind! Who would do such a thing? Surely the Ancients could not be so cruel!" Twilight found herself trembling at the thought.

Princess Luna looked down at her with sympathy. "I understand your confusion Twilight Sparkle. You spent your entire life learning about friendship, love, and magic. But the Ancient's did not. They are violent, and cruel beings. Tartarus bent on their own morals and goals, but those are only the citizens. Their military is far more violent. Bent on expansion and purification of the surrounding land to be of their wills and theirs alone. They cannot coexist with others." Princess Luna walked off of her throne and to the center of the room.

"I was once a part of this violence. I was one of the Ancients that fought for the key to the art of alchemy." Princess Luna's horn flared and her wings spread wide. Twilight felt all of her warmth leave her body, she shivered and her teeth chattered. Her eyes went wide with fear as she recognized what she was looking at. A huge dark spire, encased Princess Luna. Her eye's and horn glowed much like Princess Celestia's did when she was given her test at the Crystal Kingdom, except this was much more malicious.

A wave of darkness crashed upon Twilight, and she stumbled backwards. When she looked up, she saw none other than Nightmare Moon staring back at her. "We were once a member of the Ancients!" Nightmare Moon stated in her Royal Canterlot Voice "We were not an Equine. Nore were we an Ancient being. We were once a follower of the Light, and I also was not able to use the art of alchemy. Until the final day when things changed. I was not known as Nightmare Moon, or Luna. I had a simple name, along with a simple urge. My name was Envy."

Chapter 3

Rarity was enjoying the enjoying the scenery of Ponyville, as she trotted towards the spa for her weekly spa appointment. Rarity was eager for this day to come so she could have a private talk with Fluttershy. I haven't seen the poor darling since the incident at the library! Was she okay? Rainbow has gotten terribly mad at her two days ago. After that incident, no one has seen Rainbow Dash or Fluttershy at all lately. Fluttershy spent her days locked up in her house by the Everfree Forest.

Rarity's mind was filled with concern for her friends as she walked into the spa. Greeting the two spa ponies, she sat down and waited for her shy friend. Rarity sat for what seemed like hours, when Fluttershy trudged in. At least Rarity thought it was Fluttershy, this pony looked simply exhausted, constantly trembling, her mane was ravished, and her body was thin. Her coat was pale and stained with tears.

The creature in front of Rarity was simply a fashion disaster! Yet it would not move from her side. Surely this could not be Fluttershy, right? What happened in her house was a complete mystery. There was only one way to figure out if it was her missing friend or not."F-Fluttershy darling . . . i-is that you?" Rarity walked up to the mystery mare and stared, trying to deduce if it was her friend. The pony just trudged on into the sauna room. Rarity walked in after her only to walk in to see the mare bawling. Rarity's eyes widened as anypony would recognize those cries anywhere.

"F-Fluttershy!" Rarity's eyes filled with tears. How could such a mare be reduced to . . . thatin two days! "W-what happened Fluttershy! Are you okay? Are you not feeling well? What's wrong? What happened to you? Who did this to you darling?" Rarity began stammering as her mind was flooded with questions. Who would do this to her? What would make Fluttershy this way? Rarity slowly walked up to her being as careful as possible. Each step Rarity took forward, Fluttershy pressed herself into the corner. "P-please darling! Tell me what happened. Darling please, I can't stand to look at you like this!" Rarity's eyes filled with tears.

Fluttershy was trapped. She didn't want to be here at all, she might find her, now that she was outside. She only left the house because Angel asked for a flower from the garden and locked her outside. First Rainbow, now Angel? What did she do to be betrayed like this? But Rarity was always an available confidant, as she knew so much about relationships. Fluttershy took a shaky breath and whispered barely audible "O-okay . . . if you d-don't mind . . ."

Three days earlier

Fluttershy couldn't take it anymore. She knew she was sick and it was time to get help. Why did it have to be her? What did she do? Fluttershy grabbed the thermometer and crawled onto the couch with an ice pack. What where her symptoms again? Fever, chills, hallucinations, irregular heart beats, shaking, mood swings, and of course that voice in her head. Fluttershy couldn't recognize any of these symptoms in any of her books, so hours beforehoof she went to Twilight. Twilight had no idea what it was so she told Fluttershy to go to Zecora's hut. Zecora gave her a book on infamous plagues and diseases, and that's when it became official. Fluttershy had an infamous disease named Everfree Fever. She was going to die in ten days.

Fluttershy wrapped her hooves around her blanket, and petted Angel sadly. This is absolutely ridiculous! Angel thought, as he tried to wriggle his way out of the Yellow One's grasp. Angel knew he had to fix this somehow, she had been like this for hours! Surely she understood what was happening to her. Angel looked at his watch Isn't it time to get to the root of this? Angel looked out the window to see the cause, and answer to his problems. The Rainbow One! This is her fault!

Angel Bunny was ready to put his plan into action. The Super Bunny Cannon was ready! Angel squirmed free of The Yellow One's grasp, and he hopped to the kitchen. Step 1: Get the Yellow One onto the rug! Angel grabbed a pot and started thumping his leg against it, creating a loud ringing noise that could easily be heard from the outside. A moment later the door was crashed open by a clearly overly dramatic limping bear. Is that really necessary Harry! I know your mad that they didn't house sit for you but help me out here! The bear limped over onto the rug and stood on his hind legs. Harry then put his paw over his head and let out the most mellow dramatic moan Angel ever heard, before falling onto the rug and playing dead.

Fluttershy let out a startled gasp "Harry!" Fluttershy yelled almost at a normal speaking voice. She then rushed out of her blanket and checked Harry's pulse. Angel then winked and Harry rolled off of the rug. Angel then pulled his secret lever hidden under the kitchen. Fluttershy tensed as she felt the rug arm itself and launch her through the roof of her hut. YES! I'm free! Step 2: Lock every entrance to the hut so she will have to spend the night with her 'Terminal Disease'. Angel smiled as he could finally sleep in peace.

Fluttershy panicked. She was barreling towards Rainbow Dash's location uncontrollably. She tried to unfurl her wings but they clenched to her body in pure terror. Screaming at almost a normal speaking tone, her mind flashed through its most favorite possession Rainbow Dash. Her mind raced through all her days of flight school, how Rainbow Dash protected her fearlessly and loyally. Her mind also drifted towards Rainbow's other friend. The thought of her made Fluttershy shudder. Even though Rainbow never believed her, Gilda was the cause of her endless torture. Don't worry about it 'Shy, Gilda's cool! She would say that over and over again, and Fluttershy would believe it, only until when Rainbow turned her back and was no longer there to protect her. Gilda would constantly torture her with harmless pranks. From pulling out her feathers at night, to spiking her food with powerful sedatives and hallucination inducing herbs from the griffon lands.

"Fluttershy!" Rainbow Dash's voice pierced through her thoughts as she looked down at her yellow friend. Rainbow landed on a cloud and gave her shuddering friend a hug. "Are you alright 'Shy?" Rainbow looked at her shaking friend with worry. Why was she shooting through the air like that? Rainbow smiled lightly as she looked at her friend She always looked so innocent when she shakes like that. "Here," Rainbow said, picking her friend up and lifting off of the cloud. "Lets get you to my place so you can explain to me what happened."

Rainbow Dash and Fluttershy landed on the former's cloud house. Fluttershy could not help but to loose herself in Rainbow's flanks. She snapped out of it as she felt her illness's symptoms returning. Rainbow opened the door and they both walked inside. "Hey Gilda, I'm back!" Fluttershy winced as she heard her former tormentors name. Gilda walked into the living room and gave Dash a playful look.

"'Bout time Dash, you arn't getting fat on me are you?" Gilda shot a look at Fluttershy that made her cringe. "If we are going to do this you need to be in top condition." Rainbow blushed and rubbed her head softly. "Oh hey, you again, Fluttercry was it?" Gilda smirked as she walked towards Fluttershy.

"Um I-its Fluttershy" Fluttershy looked down at the clouds wishing that she could hide behind her guardian. "I-I was just wondering what you are doing here?" Rainbow perked herself up and walked towards Fluttershy lending her a wing.

"Oh yea Gilda and I are going to take a tour of the Griffon lands!" Rainbow beamed with excitement. "It's going to be awesome! Gilda brushed up against Rainbow Dash and leered back at Fluttershy. "I just think it's about time I try to push my limits don't you think 'Shy?" Rainbow Dash looked down at her pink friend.

W-wait what? Fluttershy looked up at Rainbow Dash and Gilda " A-are you leaving us Rainbow?"

Rainbow Dash looked down at her friend. "It's something I have to try y'know? The Griffon lands are supposed to be the roughest skies ever! It would be great practice! Isn't it great 'Shy!" Fluttershy had no idea what to do. If she let her friend go, then they wouldn't be there for her, especially to help her through this illness that she was dealing with.

"I-i'm happy for you R-Rainbow, I really am, b-but I don't wan't you to go . . . It's dangerous! Y-you could get hurt!" Fluttershy urged her Rainbow friend not to go, but she knew that if she really wanted to she couldn't stop her. Rainbow saw her pet tortoise Tank out of the corner of her eye and left to get her food with a sigh.

Gilda turned towards Fluttershy and glared. "Look Fluttercry!" Gilda roared and pushed herself closer to the yellow mare. "Dash may not have told you this but your holding her back." Fluttershy cringed under the hateful glare of the griffon. "We both had a long talk and we agreed that she should leave with me to test her limits." Fluttershy was attempted to say something but she couldn't get any words to form. "Look I don't think you understand her situation. She thought you were a Pegasus. Not some dumb old earth pony with useless wings. Rainbow tried to stick around but she can't take it anymore! She can't take the fact that a Pegasus is wasting her gift of flight petting animals on the ground, and being afraid of their races natural element. It's driving her crazy!"

At the Spa

Rarity hugged her crying friend, completely forgetting the fact that they have been in the sauna for hours. Rarity had no idea that Fluttershy had been in so much pain. "Fluttershy darling, I think it's time to talk about this illness you have . . ."

Chapter 4

Twilight's Transmutation
Chapter 4
Warning: If you are in progress of watching or reading Fullmetal Alchemist: Brotherhood, there will be minor spoilers to the story. If you wish for the story not to be spoiled, this chapter is just about what happened to the Ancients and Nightmare Moons involvement in the war of Ishval.

At this point, Twilight was annoyed. She was annoyed at Shining Armor for raiding her home while she was away, Annoyed for herself for falling for Nightmare Moon's trick, and annoyed at Nightmare Moon for putting a magic negation cone on her horn because her magic 'disrupted the flow of alchemy from her to the earth'. What the hay does that even mean! For the past two days Nightmare Moon was talking about chemistry. Of course Twilight knew everything she was talking about, but the repetition seemed kind of pointless. Yesterday Twilight couldn't take it anymore, and she lashed out at Nightmare in frustration.

"I already know all of this stuff about chemistry! I already know how to make circles and triangles and all of the other shapes too!" Twilight huffed in Nightmare Moons direction. "Can we just get on to the alchemy part please!" Twilight and Nightmare Moon where currently underneath the royal chambers. In a dusty old training ground with a giant transmutation circle in the middle. Twilight has witnessed Nightmare Moon perform some of her tricks, she used it to make a pillar that she now looks down on Twilight. Princess Luna hasn't been seen for the past two days either. After Twilight's training, Nightmare Moon would release her hold over the Princess of the night, and pass out on the floor.

Nightmare Moon knew Twilight was impatient. She did not like the fact that she could not use her magic, and she also knew that she has begun feeling a new power flowing through her just waiting to be tapped into. Nightmare Moon also knew that if this power is going to be used. It must first be understood. "Twilight Sparkle, I am now going to begin telling you about this powers history, and how it caused so much suffering and bloodshed across the land. I am warning you now. Everything you do must be done precisely and you must remember this: All is one and one is all."

Twilight shifted on her flanks. Was this power really so dangerous? Was it really used for such destruction by the Ancient beings of the country Amestris? Twilight laid on her stomach as she listened to her mentors history lesson.

Nightmare Moon jumped off of her pillar, landing in front of Twilight, and began the lesson. "Twilight Sparkle, you must understand that at this time, Equestrian beings were not as sentient as they are today, and that Equestrian magic interferes with the ancient art of alchemy. Because of this, I will resort to my Ancient form." Nightmare Moon's eyes and horn began to glow, as she began to access her Ancient body. Of course, it has been destroyed a long time ago, but through the use of magic, she has been able to recreate her former form, never knowing when it would come in handy. Twilight's eyes widened as she backed out from the transmutation circle, to see a giant eye open from inside it. Nightmare Moon hardly gave any recognition to it has she continued the human transmutation. "Twilight Sparkle," Nightmare said, drawing her students attention towards her. "This is called a human transmutation. Once considered a taboo among alchemists. This act however, has been made easier, through the use of magic." Nightmare concluded her lecture briefly as shadow tendrils pulled her body through the gate. Nightmare's body began to break apart into small pieces, and a flash of light blinded Twilight. As Twilight looked up she saw another body being made. This one was not an Equine, however it stood on two legs, and its hooves looked soft, with stubs at the end of them. The body looked like soft white leather, and its forehooves where smaller, also with little stubs at the end, but longer then the ones touching the floor. The mane was a weird sight also. It was green in color, and it branched out in every direction, laying across Nightmares small head.

Nightmare took a deep breath and exhaled slowly. Nightmare walked shakily towards Twilight at first, not being used to having legs instead of hooves, but she quickly adjusted. "This, Twilight Sparkle," She said as Twilight stared in aw as the glow from the circle finally faded."Was an ancient being called a Homunculus named Envy." Twilight watched as Nightmare sat on her rump and folded her legs at impossible angles. "We Homunculi were created by Father based off of an ancient term known as the seven deadly sins: Pride, Wrath, Lust, Greed, Envy, Sloth, and Gluttony. Our mission was simple, we needed to create a device that would bypass the greatest law of alchemy known as Equivalent Exchange.

"With this one law broken, we could create something out of nothing. We could rule the world in Fathers image. But in order to do that, we needed humans. Philosophers Stones were created by collecting thousands upon thousands of human souls, and the easiest way to create them was to start a war. Wrath went undercover and became known as Furor Bradly. The king of Amestrus. With an entire army at his disposal, our mission has begun. As a Homunculus, I am able to change my form at will, which allows me to be a highly effective and efficient assassin. My mission was to infiltrate the country of Ishval, a proud country with a hidden enemy, and create chaos. So, to accomplish my mission I shot a little girl." Twilight gasped, not expecting such force being necessary. "The people of Ishval decided that was enough, and decided to fight back. Years of fighting passed, and Wrath decided to speed things up. The Order 3066 was passed which forced state alchemists, alchemists working in the military, to come to the battlefield and wipe the slate clean. With the enemy slaughtered, we had enough bodies to create a Philosophers Stone. It wasn't until the meddling of two brothers Edward and Alphonse Elric, eventually ruined our plans.

"Edward and Alphonse performed the taboo. They tried to do human transmutation, but they discovered that when a person dies, they are dead, and nothing can change that. They performed the transmutation with almost everything that they needed.35 liters of water, 20 kilograms of carbon, 4 liters of ammonia, 1.5 kilograms of caustic lime, 800 grams of phosphorus, 250 grams of salt, 100 grams of saltpeter, 80 grams of sulfur, 7.5 grams of fluorine, 5 grams of iron, 3 grams of silicon, and some blood. But the two children forgot one thing, the human soul. because they didn't have it's value, the Gate of Truth decided it for them. Edward lost his left leg, and Alphonse, he lost his entire body. Edward pleaded with Pride, he would give up anything to save his brother. Using a blood circle, and his right arm. Edward tied his brothers soul to a suit of armor. You must understand Twilight Sparkle. Their quest for their bodies expanded into much more, and if you ever make the same mistake I will be forced to take your life. I no longer have tolerance for disobedience. If you want to begin your Alchemy training their are six rules.

"Law 1: An Alchemist must have a medium for any form of alchemy to succeed.

"Law 2: In order for true alchemy to operate, an Alchemist must fully understand the structure of matter. He/she must possess the “sight” (the ability to not see an object as a whole, but as a structure constructed of trillions upon trillions of atoms).

"Law 3: The Laws of Nature are absolute in the art of alchemy. An Alchemist cannot create a reaction from nothing. He/she must be able to present something that is equal in value to that which he wishes to receive. Likewise, in order to turn an object into something else, an Alchemist must first break the object down to its simplest state and then reconstruct it completely using Celsius.

"Law 4: To prevent the creation of life, (something that is considered a taboo for trying to tread in the realm of the high Celestials) one cannot manipulate carbon cells that are connected to a living thing. Namely, one cannot take carbon cells from a living thing and transfer it to another living or non-living thing; even for the purpose of replacing missing tissue. Alchemy can only be used to replace lost or damaged carbon cells with only dead tissue. An Alchemist must be able to “resurrect” the dead tissue so that it can become living tissue after the necessary process is complete.

"Law 5: Alchemy is a process fueled by an Alchemist and the energy of his environment. A symbol, better known as a seigo, is required to start a reaction and also to draw the Celsis necessary for it to succeed. Some Alchemists can use their Celsis in combination with Ios to create Seia, similar to how Kamora is used with Dragoons. This allows them to cause an effect without any need to draw both a seigo for the reaction they wish to initiate and another for the Ios they require for it to work.

"Law 6: Alchemy is an irreversible process. Once a reaction has been commenced it cannot be stopped until the process is complete.

"Once you can abide to these laws, your training will begin. Go now Twilight Sparkle, get some rest, and come back when you're ready."

Twilight Sparkle got up and stretched her sore body she wandered up the staircase and wandered outside. Twilight hopped on the chariot and fell asleep.

Chapter 5

Twilight's Transmutation
Chapter 5
Warning: First five paragraphs contain vague spoilers towards the FMA:B storyline

Twilight was sprawled across her bed, tossing and turning violently. She's been like this for hours! Spike looked over the bed and held Twilight's hoof in his claws. No matter what I try, I can't wake her! For the past two hours Spike has been trying to wake his friend. At first he found her tossing and turning amusing, something new for him to mess around with, this idea was suddenly crushed as Twilight began to shake, scream, and cry, not knowing that she was locked inside her mind as she relived the terrifying events of Ishval, and afterwords.

No mater what Twilight tried, she could not control her actions. Countless numbers of stallions, mares, and foals, died at her hands. Her mind failed miserably to comprehend her actions as her perspective shifted continuously. First she was a young foal, a colt, crying for his mother, dead on the floor. Then, after what felt like days, she found herself heavier, locked in combat as a young stallion encased in metal, fighting a red eyed stallion that the people called Scar. She felt herself get ripped apart as his hoof touched her rib cage, if she had one. For days she kept this persona before her perspective shifted again to one of an older stallion. Her mind was racing, she just discovered something important. Something involving a country wide transmutation, but her thoughts were interrupted as the door closed behind her. Her body became filled with adrenalin and a mind numbing feeling. She knew immediately that she was dying. She limped outside to some kind of walk in booth, picked up the device and asked to see a type of stallion. A mustang. Her mind numbed as she turned around towards a mare, Twilight said something about a mole and the mare in front of her changed her form slightly. N-nightmare Moon? The world then went black.

Twilight lived in her nightmare for what felt like months, maybe even years, she would stay as a random mare or stallion, and they would kill, or be killed, then she would change again. She was stuck here. She just wanted to die already, get out of this nightmare. The first couple of times, Twilight actually thought she was actually controlling her body, as it would go and then do something that would cause her to lose a lot of blood, and the world to fade, but then she would just wake up and keep killing. The pain was excruciating, she found herself (when she finally tuned back into what was happening) as a handsome stallion that felt much like Spike did on his birthday. Greedy. She was fighting a stallion, a king, in the sewers, and his blade just kept ripping through her body, over and over again. Twilight pleaded to Celestia to just let her die already, her body was chasing immortality, but she no longer cared. If all of this pain was what it meant to be immortal, just turn back now. Her mind blurred again, as it was the only kind of rest she could get, and found herself as a young colt. She smirked as she sneaked towards a group of stallions holding a lantern. The colt sent shadow tendrils towards the unsuspecting stallions, and killed them in the blink of an eye.

Twilight's mind was exhausted. She had been here for years now, and something bad was happening. Being back as a young stallion in armor, she was being surrounded in the glow of a humongous transmutation circle. An eye opened up in the middle and she slipped inside the Gate of Truth. Twilight saw the young stallion from outside the armor, tendrils pulling them apart, two souls floating side by side. Twilight mentally squinted as she was blinded by a bright light, when she saw a purple mare, and a young stallion side by side. Both were withered by time. "My body!" They both exclaimed. Finally! I guess this is what it feels like to go to Tatarus and back. Twilight felt herself breath a sigh of relief, as her years of pain and suffering was over.

Twilight stretched her aching limbs as she rose up from the bed. Her mind was immediately assaulted by random figures. Upon closer observation, she noticed that her mind was immediately deconstructing everything she looked at and showed her their atomic structures. Her mind pulsed with pain. W-what's going on! Twilight tried closing her eyes, but that just made everything cram itself into the dark space of her eyelids. Twilight yelped in pain, as she fell from her bed. She crawled over to the door and opened it and immediately regretted it. Twilight crawled forward and her hoof missed the first step. She rolled down the stairs, her mind racing to fast to let her fall unconscious. Twilight looked up and a worried face looked back. "P-Princess Luna!" Twilight moaned, feeling a mixture of relief, fear, and hatred. "H-help me! Please!" Twilight's mind felt like it was splintering, and shattering like glass, she just wanted the pain to go away. Princess Luna knelt down and lit her horn, and Twilight felt immediate relief. All of those figures stopped pounding at her head, now she could focus on the more important things. Like getting answers.

Twilight immediately shot to her feet and glared at Princess Luna. "Did you do this! Did you trap me in that nightmare?" Twilight felt energy pulse through her hooves, she could hear the floor humming with energy. "You killed all those innocent ponies! Why would you do such a thing!"

Spike looked at Twilight in shock, she knew better than to speak that way to the Princess! Princess Luna took a step forward, not even slightly surprised by Twilight's disrespect. "I have shown you what you needed to see in order to understand the tragedies behind the art of alchemy Twilight Sparkle. Yes, I did trap you in that nightmare, because it is the easiest way to get my point across, you just lived through the worst years of my life as an Ancient, and only six hours have elapsed. To answer for those murders, I find it interesting that you saw those beings as ponies. The dream must have warped itself slightly to make it easier for you to grasp. I did what I had to do to please Father. I could not disobey his command." Princess Luna walked towards the door, and turned her head. "You should get going now Twilight, your friends could use your advise right about now." Princess Luna spread her wings and shot off into the early morning sky.

Twilight grumbled and lifted Spike onto her back with his magic, immediately setting out at a light canter. She decided to go check up on her friends, it felt like years since she last saw them thanks to Princess Luna's bucking nightmare. She chose to go to Sweet Apple Acres first, trying to burn away her frustration with exercise couldn't hurt right? By the time they reached Sweet Apple Acres she could already hear the yelling. Seeing that the door was unlocked, she walked right in. Immediately, she was welcomed by Applejack yelling at Rainbow Dash and Gilda, Pinkie Pie sitting on a chair with her hair down, Rarity sitting next to her, and Fluttershy hiding behind the couch crying. What the hay was going on here?

Two Hours Earlier

Applejack was busy bucking apples, enjoying the nice sunny day, listening to Apple Bloom's story about her latest Cutie Mark Crusader adventure, and how they totally missed the point of discovering your own special talent involved doing something you actually enjoyed doing. Applejack continued her apple bucking, going from one tree to the next, enjoying the feeling of her muscles tingling, and her face sweating. She was immediately brought back to attention, as she heard Fluttershy approaching her. Applejack turned towards her friend and immediately knew something was amiss. "What's wrong sugarcube? Ya looked like ya had a bad day." Fluttershy nodded weakly as Applejack led her inside. Fluttershy sat on the couch looking down and swinging her hooves over the edge of the couch gently, as Applejack sat on the floor, looking at her. "Now," Applejack began, lifting Fluttershy's chin gently in order for her to make eye contact with the small, yellow pegasus. "What's got ya down sugarcube?" Applejack waited patiently for an answer, and just as Applejack was about to speak, she could just make out Fluttershy's soft voice.

"I-I don't think Rainbow likes me anymore . . ." Fluttershy said weakly. Applejack was staring at her so patiently, Fluttershy couldn't keep her waiting forever. "W-well, Rarity and I, we were at the spa yesterday, and I told her why I was so upset. Afterwords she said that I . . ." Fluttershy began to blush furiously at the thought of what Rarity said."That I was in love with Rainbow Dash." Applejack gave a little nod, understanding Fluttershy's reasoning perfectly for why she would be in love with her prismatic maned friend. "B-but when I went to Rainbow's house to tell her how I feel, Gilda was there. S-she said that her and Dash are going to the Griffon Lands for flight practice. I tried talking to Dash about it, but she couldn't say how she really felt about me. Gilda told me that Rainbow is ashamed of me, she said that I was wasting the Pegasus gift of flight, and that I was holding her back. . ." Applejack could see Fluttershy's heart breaking, as she sat trying her best not to cry, but failing miserably. "A-Applejack . . .I-is it true . . . do I hold you guys back?" Fluttershy looked up at Applejack. This was one of the saddest moments of Applejack's life. Do Ah tell her the truth, and break her heart even further? O-or do I lie to her?

Applejack took a deep breath, and exhaled slowly. "Sugarcube, I will tell you this," Applejack made sure Fluttershy was looking directly into her eyes. "You are a burden worth carrying ten times over sugarcube. Everypony has their own problems, and ya must never think badly about yerself because of it. Now, let's go have a chat with Rainbow." Applejack trotted over to the door. "Now Ah'll be right back sugarcube, get some rest while yer here." Fluttershy sighed and rested her head on the pillow Applejack gave her.

Chapter 6

Twilight's Transmutation
Chapter 6
Warning: This chapter contains disembodiment, dismemberment, and blood

Applejack has been out all afternoon gathering up her friends. This took much longer then expected, to Applejack's annoyance, as she had to pry each of her friends from what they were doing. Rarity just came back from a spa treatment, so she didn't want to get anywhere near Sweet Apple Acres in the next twelve hours. Pinkie Pie was on a sugar rush, running around Equestria making deliveries for the Cakes. Twilight was having some type of nightmare, due to Princess Luna trying to teach her something or other. Lastly, Rainbow Dash was busy exercising with Gilda the Griffon. When Gilda came to Ponyville, Applejack didn't care. What she did care about, was the fact that Rainbow was 'too busy' to help a friend that was currently crying in her living room. Applejack explained the situation as patiently as she could, but the fact was that the longer this took, the harder it would be to console Fluttershy.

When Applejack explained the situation to Rainbow Dash, she could tell Rainbow felt bad about what happened, "Look Rainbow, I know you feel bad about all this, so why don't you come over and apologize?" Applejack was surprised when Gilda spoke up for her.

"Dash and I are busy, why don't you come back later. What happened at Dash's house wasn't an accident. She was being honest, something you know a lot about right?" It took all the patience she could muster to resist the temptation of bucking her in her face.

Applejack looked back, and it was just her luck to see no one other than Big Macintosh walking by. Applejack trotted over and whispered the situation in his ear, and got just the reaction she wanted. Big Macintosh always got mad when somepony wasn't treated with respect, and this was no exception either. His eyes went wide and his body flexed. There were only a few rare occasions where her brother got furious.

Big Macintosh trotted over to Rainbow Dash and Gilda trying to contain his temper. "Miss Dash, I hear that you made Miss Fluttershy cry yesterday." His glare bore strait through the both of them as they could only nod. "What I want you to do, is to go talk to her, right now!Big Macintosh stomped his hoof on the paved street, cracking a stone in two. Rainbow Dash and Gilda sped off along the trail leading back to Sweet Apple Acres without a second thought. Applejack smiled at her brother.

"Thanks Big Mac."

"Eeyup."

Applejack, Rarity, Pinkie Pie, Rainbow Dash, and Gilda all walked in to the living room to see Fluttershy crying in her sleep. Applejack turned to Rainbow Dash, "Now I want to know what you said to Fluttershy to make her cry like that." she demanded.

Rainbow Dash looked pained. "I- I told her how I felt about her wanting me to stay. I told her that I couldn't do it again, I couldn't pass up this opportunity to learn, to make myself grow stronger." Applejack could tell she was being sincere with her answer. But, Rainbow took another shaky breath and released it slowly. "She also found out how I feel . . ." Dash's sentence disappeared into the air.

Rarity look concerned about her friend. Of course she knew that Fluttershy was in love with Rainbow Dash from the vary beginning, and then came the signs. Poor Fluttershy that she had fallen ill, and mistook the symptoms with some ancient terminal illness. "Rainbow, darling, do you like Fluttershy?" She was tired of beating around the bush with this.

Gilda sighed in frustration. "Okay look, Fluttershy came over to Dash's house yesterday and wanted her to pass up this awesome opportunity to travel with me through the Griffon Lands. She already got Dash to bail on me once, and she regretted it ever since." Rarity and Applejack nodded. "So, I decided that it was time to put Dash's feelings about her out in the open."

Applejack knew Gilda had something to do with this. She couldn't be trusted after the first time she came to Ponyville, and she didn't buy into her apology either. "What did you say to Fluttershy, Gilda."

Gilda shrugged, and began petting her tail. "I told her how Dash can't stand the fact that Fluttershy isn't using her gift of flight to it's true potential. How she was wasting her wings living on the ground, and how Dash preferred to be with somepony more her speed."

Applejack glared at Rainbow Dash. "Rainbow Dash, that's not fair and you know it!" She took a step forward, and Rainbow stood her ground. "You can't judge someone by what they do with their own abilities! You should be ashamed of yourself!" Applejack's anger grew, Does she even care?

No one noticed how much tension was in the room, and no one noticed Fluttershy wake up. Her eyes wide with fear. She didn't like watching her two friends fight, so she climbed behind the couch and hid.

Applejack and Rainbow Dash were nose to nose as the argument became even more heated. The door burst open and Twilight walked in quizzically. "Girls, what the hay is going on in here!" Twilight studied the scene quickly, and decided to pull Rainbow and Applejack apart. "What's wrong with you two?" Applejack huffed in Dash's direction and looked away. Dash looked down at her hooves.

"A-Applejack," Rainbow mumbled."I-I don't know what it is okay! I know that thinking this way is unfair, but that's just the way I feel." Rainbow turned towards Fluttershy and sighed as she eeped and hid behind the couch even further. "Look, 'Shy, I have to do this okay? It's the only way I can get better at what I love. I've been held back ever since we met, so having this opportunity to get passed that for a while is unbelievable. I have to do this. I will come back for you though. I promise." Rainbow and Gilda turned and walked out of the house, soon becoming two streaks in the sky.

Twilight's mind raced as she tried to comprehend the situation. Rainbow wanted to take the opportunity to get stronger, but she couldn't do that because of Fluttershy. So is the problem is that Fluttershy is too weak of a flier to be with Dash? Twilight's mind began running calculations. If her calculations were correct, Twilight may be able to help Fluttershy with her wing problem. "Fluttershy! I think I may be able to help you with your problem!" Twilight cantered over to Fluttershy, who was climbing out from behind the couch."If you want to become a stronger flier, I think I have just the thing to help you!" Fluttershy's eyes widened with hope."Come over to the library in two hours. I should have everything ready by then." Twilight smiled. How could this possibly fail! Her alchemy was catalyzed by her magic, and was strong enough for the job. All it takes is a simple pony transmutation, and it give Fluttershy's wings new strength. But, first she has to get prepared.

Twilight burst through the front door of the library, and ran into the basement. She had to make room, lots of it in order to fit the array that she calculated. Once she cleared the entire floor of the basement, Twilight used her alchemy to etch the array in stone. Twilight let the energy flow through her hooves, she just told her mind what her goal was, and her body went to work. Before Twiight knew what she was doing, she completed the circle. It looked complex, quietly urging for its power to be used. Inscribed inside the circle were a series of six triangles, attached to the edges of a hexagon. Inside the hexagon, were six triangles with rounded bases, attached to the corners of the hexagon. In the center of the hexagon, lay another, this one having a star like figure inside a circle. Along the outside of the circle, were inscriptions, maybe part of an Ancient language. Twilight's mind clicked immediately as it recognized the array. "Catalyst, Glyph of Fire."

Fluttershy knocked on the door of the library. Could Twilight really help me fix this? Fluttershy was worried that Rainbow had given up on her at this point. The fact that Twilight could help her through this, was such a nice gift. She couldn't wait to surprise Rainbow when she got back from her trip. She would do her best to prove to Rainbow that she wasn't wasting her gift of flight. Of course, she didn't use it nearly to the extent that most Pegasi did, only to make some of her daily tasks easier, and for traversing obstacles.

Fluttershy smiled as she saw Spike at the door. "Hey Fluttershy! Twilight's in the basement." Spike closed the door behind her as she walked downstairs to the basement. Fluttershy gasped as she saw a huge circle with symbols in the middle of the basement.

"Hi Fluttershy! It took me a while, but I completed the array that should, in theory, help you fly better!" Fluttershy nodded nervously as she inched her way towards the circle. "I just need you to stand in the middle of the array and then we can get started." Fluttershy trembled as she dragged herself to the center of the circle. Twilight smiled as she clapped her hooves together, slammed them against the circle, and glowed her horn.

Twilight felt amazing. She could feel energy coursing through her and into her array. Her mind immediately translated the Ancient text and she began the chant.

"From the fires of the salamander life is begun.
The holy fire, it calls to create.
Reactions and matter born of his flame.
With his blood life walks the earth.
Ignite the glyph and release the power"

Twilight felt the circle activate and glow orange. She felt the energy from the transmutation circle serge through Fluttershy. Twilight's eyes glowed bright lavender as she began the transmutation. As Twilight worked, she felt these slight tugs in her energy. She maintained focus though, and continued transmuting her friend. As Twilight brought the circle's energy through Fluttershy, she noticed that it kept going off course. She groaned as she tried to regain control. W-what's happening? I'm getting some type of interference from Fluttershy! Twilight maintained focus, and she let her subconscious hunt for the answer to her problem. As she knew, mana flows through unicorns from the Astral plain. Unicorns then use their horns to gather, and amplify mana in order to perform magic. O-of course! Twilight mentally scolded herself for forgetting that Pegasi use mana as well. Pegasi use mana to help with flight, and cloud manipulation. She also scolded herself that everypony used mana regardless if they were Earth ponies, Pegasi, or Unicorns. Her cutie mark! Twilight was halfway through the transmutation when she lost control.

The energy she was guiding hit some type of flow. This flow stripped the energy from her grasp, and spread it through fluttershy's body. Twilight looked up to see that Fluttershy was screaming in pain. Her cutie mark and wings glowed and hissed. Twilight panicked and lost focus completely, leaving the transmutation circle to work on its own. From the center of the circle, an eye opened up and looked at Fluttershy. Twilight quickly got to her hooves as she noticed Fluttershy being pulled through a Gate of Truth. She blasted a beam of energy at the circle, trying to destroy it, but the Glyph of Fire was too strong for her magic, as her beam hit the circle, it bounced back with more force. Twilight's mind exploded in pain as she felt her own attack burning across the side of her body. In a panic,Twilight tried to levitate her friend out of the gate, Twilight's knees buckled, as her magic energy exploded in her mind like a sonic rainboom.

Fluttershy looked at Twilight, screaming in pain, as all the foreign mana was coursing through her body. Without a catalyst, like a horn, Fluttershy could only lay in agony, as the magical energy pounded through her being, hunting for an exit. "P-please Twilight!" Fluttershy begged in a clearly audible voice. "D-don't let it hurt me!" Fluttershy tried to wriggle and squirm, but to no avail. Twilight could only stare in horror as the tendrils gripped Fluttershy's legs, and one by one twisted and pulled them off. Fluttershy wailed in pain, the loudest she ever was before, writhing in seemingly endless agony. Seeing the vague shape of her lavender friend, she reached a hoof out trying to reach her, only for it to come into view as a bloody stub.

Fluttershy's mind went numb as the whole world went white. She came to in a seemingly endless white room. W-where am I? Fluttershy immediately looked down to her body to see that she was in one piece. I-I have to get out of here! Fluttershy turned, about to take off sprinting, when she saw a gate towering over her. She turned and fled back in the other direction when she saw a white bunny a few feet in front over her. "Angel!" Fluttershy began to gallop towards Angel when she felt tendrils encase her body. "P-please save me Angel!" She was than dragged through the gate.

Fluttershy floated in darkness. She began wondering if this what it was like to be dead, until she saw a light. Fluttershy stared in awe as all of her memories literally flashed before her eyes. Pictures scrolled by right in front of her. Then new pictures came, ones she didn't recognize. She closed her eyes as pain enveloped her mind. She looked up as she saw a white creature, a bunny, wave at her. She wanted to pursue, but before she could, her legs turned to dust.

Rarity yawned. What time was it? Rarity looked out the window to see the moon was up. Did I loose track of time again?Rarity was currently working on her latest rush order for Photo Finish. She was currently working on the jeweled neck line as she was interrupted by Sweetie Belle's door opening. "Rarity, are you still awake?" Rarity sighed as she heard Sweetie Belle's voice echo through the halls. Please Luna, don't let her come in here! Rarity pleaded with the Princess. She was so close to being finished! She had to make twenty hoof-stitched saphire dresses for Photo's party by tomorrow! Sweetie Belle's head poked out from the hallway as she slowly walked in to Rarity's room. "Um . . .Rarity?" Sweetie Belle yawned."I-um . . . I know that you're busy . . . s-so I was just wondering something." Rarity patiently waited for her to stop beating around the bush, enjoying the peace and quite, and wanting to get back to it. "I-if . . .you know, had a bit more to do than you can handle, well . . .I-um . . ." Sweetie Belle's hoof was nudging the edge of her rug.

"Fine," Rarity groaned, knowing that any job that she gave her younger sister that involved doing something upstairs, would force her to remake her entire order. "Could you . . .um . . ." Something easy, something that a little filly like her should be able to do with no fires at all. "Could you turn the sign in the front from 'Open' to 'Closed' for me please?" Rarity turned to see Sweetie Belle's face light up, and she quickly turned and ran down the stairs.

Finally, some piece and quiet. Rarity began humming 'The Art of the Dress' as she worked. Enjoying the silence, she decided to go to her bed and take a little nap. As her mind slowed, and she began to dream, Rarity was launched out of her reverie. What was that? Rarity got out of bed and trotted to the hallway. "Sweetie, are you okay down there?" Rarity cocked her head as she waited for a response. Her heart jumped out of her chest, as she heard an ear piercing howl in response. "Sweetie Bell! Sweetie Bell, darling, answer me!" Rarity shot down the stairs and towards the front door of her shop, to see none other then Sweetie Belle sweeping up broken porcalain.

Sweetie Belle looked up at Rarity, eyes brimming with tears. "I-I'm sorry Rarity!" Sweetie Belle began to sob quietly. "I-it was an accident! I-I was bring you some tea because you looked so tired, and then I was startled by a loud noise and my magic slipped . . ." Sweetie Belle looked up at Rarity with big pleading eyes, waiting for her punishment.

If that scream wasn't Sweetie's then who was it? Rarity looked down at her sister. "It's alright darling, go up to bed, I'm going out for a moment, good night!" Rarity ran out the door before she could hear a response. Where did that terrible noise come from? Rarity trotted groggily through Ponyville, sharing concerned looks from others passing by. Rarity's thought's were shattered as she herd another scream coming from Twilight's library. Twilight! Rarity ran through town speeding towards the library. Along the way Applejack and Rainbow Dash joined up with her.

Dash looked down at the others. "What the hay is going on out here? Can't anypony see that I was asleep!" Applejack sighed and kept running towards the library. As they approached, Applejack gasped as she saw an orange glow through the glass, followed by another blood curdling scream. Turning nimbly on her forehooves, Applejack gave the door a hard buck.

Following the night shattering screams, Rarity, Applejack, and Rainbow Dash crashed into the basement. The trio's eyes widened as they saw the horrifying scene in front of them. The first thing they noticed was the blood, it coated the floor in every direction. Twilight was whimpering at the far side of the room, she had a huge burn mark across the side of her body, and her horn had a crack through it, sizzling. Rainbow's eyes turned towards the epicenter of the destruction, and noticed Fluttershy, blood pouring out of her, screaming, and writhing wildly, in a desperate attempt to pick herself up.

Author's Note

Special thanks to starshine_dash for the advice, and for making this chapter 20% cooler!

Chapter 7

Twilight's Transmutation
Chapter 7
Warning: This chapter contains blood

Dash's mind stopped as she entered the basement. She saw Twilight in the far side of the room, crying and cursing, as she tried to get up. She didn't get very far, as the gash at her side oozed fresh blood. Then Fluttershy came into her view. seeing her fillyhood friend in a pool of her own blood lit Dash's mind ablaze. She was currently dragging herself around with one wing, sobbing uncontrollably. Her once bright yellow mane was no more, as her coat was dull orange, matted with blood.

Dash finally came to, realizing Applejack was trying to get her to move. Rainbow immediately charged towards Twilight. How could she do that to Fluttershy? She immediately got into Twilight's face, just to make sure she could see her. "What did you do to her Twilight!" Dash felt a hoof on her shoulder and she turned to see Applejack, eyes wide with fear.

"RD, you grab Fluttershy! I can take Twi' and we need to get them to the hospital!" Dash trotted towards fluttershy and tried to raise her onto her feet, forcing an immediate cry out of Fluttershy. Awkwardly, Dash got on top of Fluttershy and wrapped her legs around her.

Dash flew out of the basement, Applejack right behind her. As they exited the building, they saw Spike patting Rarity's back as she retched in the grass. Nodding towards Spike, they continued for the hospital.

"Please somepony help them!" Applejack yelled as they entered the hospital. The secretary gasped and pressed a button. Second later Nurse Redheart, Nurse Coldheart, and Nurse Sweetheart entered the lobby with stretchers and picked Twilight off of Applejack’s back.

“This one is going to need a blood transfusion.” Nurse Redheart said, placing Fluttershy on a stretcher. As soon as they came, they were gone, leaving Applejack and Rainbow Dash alone with the horrifying images of what they saw.

Applejack walked over to where Rainbow Dash was currently staring at her hooves. “RD, lets get you cleaned up.”

Rainbow looked up, startled, then looked down, just noticing her stomach and chest were matted with blood. “Y-yea . . .okay.”

Applejack asked for a washcloth from the secretary, and led Rainbow to the bathroom. Applejack turned on the faucet, and wet the washcloth. Dash sat patiently as Applejack then proceeded to wash the blood off of her.

“You don’t have to do that you know,” Dash said, when Applejack got up to rinse off the washcloth.” I can wash myself.”

Applejack continued washing her friend, getting up to rinse the cloth off for the fifth time, she sighed. “ I know that RD, I just want all of your attention on me so I can talk to you.”

Dash sighed, knowing where the conversation was going. “RD, what’s goin’ on with you and Fluttershy?”

“Applejack, I already explained it. I’m just tired of being held back. I want to push myself harder than this, but everytime I try, Fluttershy gets worried about me.” Applejack was finished washing Rainbow off, and they exited the bathroom.

“I just can’t do it anymore AJ! I’m just so confused!” Rainbow laid on her stomach and put her hooves over her eyes.”’Shy is awesome and everything, but she’s slowing me down.

“RD, if you’re blaming this on poor Fluttershy, Ah’ll buck ya so hard you’ll forget yer name.” Applejack watched as Rainbow shifted nervously. “Look sugarcube, remember when we were climbing that mountain to move that sleeping dragon.”

Dash nodded, she remembered the fact that she wanted to just fly off ahead of her friends.”Do you think ah wanted to go around the long way around the mountain?” Rainbow nodded again, looking over at Applejack. “Ah took the long way around because Fluttershy was worth it. You need to realize the give and take involved with this, Sugarcube.”

Applejack wrapped her hooves around Rainbow. ”Everypony requires somethin’ sugarcube. Fluttershy just requires a little patients that’s all,” Applejack released Rainbow from the hug, and looked her in the eye. “and in return you will get her unwavering kindness.”

Spike was laying next to Rarity, comforting her as she sobbed silently. Spike didn't care what he was doing, not as much as the who. Spike could care less how long he has been there, either holding Rarity’s hair back, or petting her wonderfully soft coat. After some amount of time, Spike didn't know whether it was minutes, hours, or days, Rarity picked herself up. “L-lets go to the hospital Spike.” Spike nodded and walked alongside her.

Rarity and Spike walked into the hospital lobby to see Rainbow Dash crying into Applejack’s shoulder. Looking over her shoulder, Applejack motioned for the duo to come closer. Rarity and Spike walked closer to Applejack. “Have you heard anything, darling?” Whispered Rarity, trying not to disturb Rainbow Dash’s well needed discharge of emotion.

Applejack shook her head.”Not yet,” She turned towards Rainbow, who was now sleeping on her shoulder. “This night has been tough on all of us, let’s follow Rainbow’s example and try to get sleep.” Spike nodded, it was way past his bedtime, and he looked like he would collapse any minute.

Applejack looked at Rarity, and realized that she was pale. “Rarity, are you alright?” Rarity looked up at her friend and gave a small smile.

“O-of course darling. W-what would make you think otherwise?”

“It’s alright sugarcube, what we saw down there wasn’t pretty.” Applejack patted her hoof next her, motioning for Rarity to come sit down. “Sugarcube,” She started, as Rarity sat down next to her. “ You can tell me what’s worrying ya. It worked for Rainbow, it can work for you also.”

Rarity smiled, looking at Rainbow laying on Applejack's shoulder, absolutely exhausted. “A-Applejack . . . What if they don’t make it!” Rarity broke down into sobs. “Y-you all blood in the basement!” Applejack wrapped her left hoof around her friend, embracing her, rocking slowly.

“Hush now sugarcube,” Applejack cooed, petting Rarity’s mane slowly. “You know how strong they are. They’ll pull through, Ah’m sure of it.” If I said that they’ll pull through, they will! Nothing can make a liar out of me!

Applejack looked as she heard a noise. Looking around, she spotted Spike curled up in a ball, crying silently. Noticing that she couldn’t come to him, she had to make him come to her. “Psst, Spike! C'mere sugarcube. It’s alright, lay down next me.” She smiled as Spike picked himself up and waddled over to her. She watched as Spike yawned and curled up on a ball on her lap.

“There ya go,” Applejack sighed. ”one big happy bundle on floor of a hospital . . .” Applejack’s thoughts drifted.

All too quickly, Applejack was awoken from her nap by the sound of whispering. How long have I been asleep? Unable to get up with her friends resting up against her, Applejack looked up and saw a brown stallion hovering over her.

“Sorry to bother you miss,” The stallion whispered,”But we have news of your friends.” Applejack’s ears stood up and she nodded for him to continue. “Miss Twilight Sparkle is currently awake. She’s still injured, and we can’t use any magic of her because of some foreign energy of some kind.” Applejack shot him a quizzical look, silently asking for more information. “Don’t worry Miss, she’s fine, it’s just that the unicorn doctors can’t do anything for her to speed up her recovery, so she’ll be here for a couple days.”

Applejack looked around towards her three friends, all of them still sleeping soundly. “What time is it?” She asked.
The doctor looked down at his watch. “3:40 A.M Ma’am.”

Applejack nodded,”So, what about Fluttershy? Is she alright?”

The doctor’s expression darkened and he gave a slow nod. “She has lost a lot of blood before you brought her here. At about 1:26 A.M, she had a hemorrhage through her legs, which we were able to stop. At roughly 1:52 A.M, she went through the first of three seizures. The first of the three was due to a high fever of 108.2. We weren’t expecting her to survive, but minutes later, the drugs we gave her worked, and it went down to 106.5.

“The second seizure was around 2:25 A.M, due to some type of foreign magical reaction. Her body began to fight off the magic in anyway possible, and the only solution that would work was self destruction. In order to prevent the self destruction, we put her into a comma. This essentially slowed the brain down, reducing the amount of energy certain brain areas had to prevent the self-destruction. Unfortunately, other areas in the brain were still active, processing her experience. At around 3 O’clock, she began to panic, we tried to calm her, but to no avail, and the overreaction of her brain was going to cause severe nerve damage. So, we increased the dosage slightly, and sent her deeper into her coma.

“She is currently under observation, and is reacting well with her blood transfusions. If you want, you can visit Miss Twilight Sparkle in the morning.”

Applejack felt her eyes brimming with tears at the thought that Fluttershy was hurt so badly. “W-what are Fluttershy’s chances?”

The doctor looked down at his clipboard before he answered. “It depends, we would say that she’s doing fine, but while she is in her coma, we can’t study the effects that the foreign magic has to her body. So far, under her conditions, she should recover nicely.” The doctor’s face cringed as he looked over his clipboard again. “I-I’m sorry Miss, I missed this note. U-um Miss Fluttershy . . .she . . .she has lost her legs.”

Applejack’s mind had to have skipped something, it was 3:40 in the morning, and she only got ten minutes of sleep. “Wait, I think Ah missed somethin’, ya said she lost her legs?” The doctor nodded. “W-well how many did she loose?”

“S-she lost all four of them Miss. She will never walk again. ” The doctor said apprehensively.

Applejack’s ears splayed out on her head, tears filled her eyes. How could Ah let this happen? “O-okay then . . .” Applejack’s tone made it clear to the doctor that she didn’t want to continue this conversation any further, so he backed out of the lobby as quietly as possible.

Applejack didn't sleep the rest of the night, her mind filled with scenarios of how Fluttershy not being able to recover, or how she didn't make it at all. Then she thought of Twilight. What was she thinking? What was she trying to do to Fluttershy that could go wrong so horribly?

The hours rolled by, and finally her friends were beginning to wake up. Rainbow got off her shoulder, smiling uncomfortably. “Heh heh,” she chuckled slightly, as she straightened her mane with her hoof. “sorry about that AJ, I guess I fell asleep.”

Rarity was the next one to get up, she yawned softly and smiled at the two of her friends. “Goodness, what a night, I better get home and check up on Sweetie Belle.” Rarity rose to leave, but stopped as Applejack’s hoof touched her shoulder.

“Hold on there, sugarcube. I need to tell y'all somethin’.” Applejack nudged Spike awake, and told them all what the doctor said.

As Applejack expected, Rarity and Spike’s eyes shown a hint of worry and relief, but as she turned to look at Rainbow, her eyes showed something different. Anger.

Rainbow Dash was floored as she heard the news. Twilight ruined Fluttershy’s life single hoofed, in only two hours. Why did Twilight do that! Dash’s mind raced thinking of a possible explanation. Wait! It’s within visiting hours, why don’t I just ask her myself! Without any warning, Rainbow Dash sped off through the hospital.

Applejack sighed, only Rainbow would dash off looking for a room without the room number. Applejack trotted over to the front desk. “Um, what room is Fluttershy and Twilight Sparkle in?”

The secretary flipped through her notepad briefly. “Rooms 24 and 25 C respectively, although room 24 is locked to visitors at the moment.” Applejack nodded and trotted off towards Twilight’s room with Spike and Rarity close behind.

Rainbow Dash sped through the hospital, opening one room after the other as she searched for Twilight the Traitor. No. No. No. Dash yelled in her mind as she opened and closed doors to the wrong rooms. Dash tried to push the next door open, but it was locked, so just as swiftly she flew briefly to the next door. When she opened it, she saw a lavender mare, with bandage around her waist and chest. She looked up from her Daring Doo story, and she smiled weakly. How could she smile at a time like this! Dash barely got her hoof in the door, before her suppressed rage exploded inside of her. “You!”

Twilight had a second to react, which half of which were of her thinking of what to do. In the next half second, Twilight tried a simple barrier spell, and regretted it instantly. Her head was impaled with a hot knife of pain, and all she could do is watch as Rainbow Dash closed the gap.

“Why would you do that to her! I thought she was your friend!” Dash yelled, leaning onto the injured mare’s bed.

Twilight’s eyes were wide with concern. “Rainbow I-”

“Just shut your bucking mouth Twilight! Thanks to you, Fluttershy’s in a coma, and to make things better, because of whatever you did to her, she’s pretty much a magical time bomb!” Rainbow Dash was seething with rage, leaving Twilight quivering in her bed.

“R-Rainbow, i-it was an accident!” Twilight’s voice shook as her eyes filled with tears. “I-I didn’t mean for this to happen!” Twilight wiped her eyes with a hoof as a question popped into her brain. Magic time bomb? Is the transmutation still flowing inside Fluttershy?

“I know what you did Twilight! You tried a new kind of magic on her right? Your first test subject just had to be Fluttershy, huh!” Rainbow Dash prodded Twilight in the chest earning a pain filled gasp. “If Fluttershy doesn’t make it, I’ll never forgive you Twilight! Why did it have to be her, anyway, she was just-”

“RAINBOW DASH!” The owner of the name turned just in time to be snout to snout with Applejack. “What in the name of Celestia are you doin’! Can’t you see that Twilight needs her rest?”

Rainbow Dash pushed forward. “No! Not until I get answers! I MUST figure out how to fix this.” Rainbow pushed forward even more until she was leaning over Applejack.”Please, don’t get in my way AJ, you can’t stop me.”

Twilight propped herself up into a sitting position. “Rainbow, for all it’s worth, I really am sorry. I’ll do anything to make it up to you.”

Dash’s eyes widened, anger surging through her body. “You think you can make it up to me? What about poor Fluttershy who’s stuck in that coma thanks to your magic act. Nice job by the way.”

Twilight’s eyes filled with tears. She put Fluttershy in a condition where they needed to put her into a coma for her to survive. This was all her fault.

“Rainbow Dash!” Rarity stepped forward, refusing to listen to the hurtful words being said by Rainbow Dash any longer. “What happened last night was an accident. You shouldn’t blame Twilight on something that was beyond her control.”

“If it weren't for her F-Fluttershy wouldn’t be like this! S-she would still be able to walk! S-” Rainbow Dash collapsed into tears, barely able to speak. “She would still be smiling right now . . .”

Rarity knelt next to Rainbow Dash and wiped her tears off of her face. “Darling, do you think she would be smiling seeing you like this right now?” Rainbow Dash picked herself up and shook her head slowly. “Exactly, now tell us what’s wrong Rainbow.”

Rainbow Dash took a few shaky breaths before she spoke. “I-I’m in love with Fluttershy.”

“Now, don’t you feel better, darling?” Asked Rarity

“I guess so . . .” Dash turned towards Twilight “I’m sorry about that Twi’, it’s just that . . . I don’t want to lose her.”

Twilight leaned over and wrapped her hooves around Rainbow Dash. “No one does, Rainbow, but . . . even if the energy inside her is unstable, I don’t think it will hurt her.”

Twilight tried to get up, just realizing that squeezing feeling she’s been having has been Spike. She decided to settle back down and pet her number one assistant. “I’m so sorry Spike, you must have been so worried.” Spike nodded slightly and continued to snuggle Twilight.

“How’s Fluttershy’s condition right now?”

Applejack took a stepped closer to Twilight’s bed and told her about Fluttershy’s condition. “Well, I guess that makes since . . .” Twilight rubbed her muzzle with her hoof, deep in thought. “It wouldn’t surprise me that she would do that . . .” Twilight looked up at her friends. “The transmutation I attempted was structured on amplification, but I failed to account for magic that everypony has within their cutie marks, and for her Pegasus magic.” She turned her head towards Rainbow Dash. “I think I may be able to solve her coma problem though.”

Rainbow Dash’s smile faded. “You’re planning to do it to her again aren’t you? What if it hurts her even more?”

Twilight nodded. “I understand your worry Rainbow, but listen. This is a sub-form of alchemy, it’s called alkahestry. It’s used for healing. All I need are five of these,” Twilight began to carefully draw an object, complete with its dimensions. “and then we can begin. The blacksmith should be able to help you.”

Rainbow Dash took the folded up paper and tucked it under her wing. Before anyone could say anything else, she was gone. Applejack smiled and turned back towards Twilight. “Twi’, could you tell us what happened? It has everypony riled up and all. When Pinkie found out, she’s been up in her room ever since.”

Twilight sighed. I didn’t mean for any of this to happen! All I wanted was to help Fluttershy so she could go flying with Rainbow. “Princess Celestia didn’t want me to learn transmutation, so I asked Princess Luna. She told me about the history of alchemy and also helped me study it. When I finally got it down, Princess Luna trapped me in a nightmare, to relive the events of the Ancients.

“When I awoke, I realized that I had a close mastery of alchemy, and could control it subconsciously. I thought that I could help Fluttershy with her problem with Rainbow, but I didn’t calculate her magic, and I lost control. Princess Luna said that there were two brothers, one lost his leg, the other lost his entire body. Desperate to help, the brother sacrificed his arm, to transmute his brothers soul to a suit of armor.

“Princess Luna also said that because they went through the gate, they gained hidden knowledge about alchemy, but because we have magic, what we learn would be different.” Twilight looked up to see Applejack nodding off.

“You should go home Applejack,” Applejack began to protest, but Twilight cut her off. “ I’ll be fine, don’t worry, you should go home and get some rest.” Applejack placed Spike onto her back and trotted into the hallway, closing the door behind her.

Chapter 9

Twilight's Transmutation
Chapter 9
Warning: This chapter contains mild blood

The past three weeks were hard on Rainbow Dash. Fluttershy was still in the hospital getting therapy, and everypony else was giving her the worst feeling in the world, pity. Pity meant somepony was so unawesome that everypony felt sorry for them. Why would somepony feel sorry for her? She was the most awesome pony in all of Equestria! The pony they should feel sorry for is Fluttershy.

Sadly, that's not how evrypony thought of the situation. Even her friends began giving Dash those same looks. With that, Dash was finished. She found herself spending most of her time with Fluttershy in the hospital. It was now her turn to watch Fluttershy fly, and for her to be the best cheering section she could be.

It was a slow three weeks, but the doctors felt that her wings were now capable to support her, "not for long of course, but they should do the job." That's how Nurse Redheart put it.

"The doctors said you would be able to come home tomorrow! Isn't that great!" Rainbow Dash tried to build Fluttershy's enthusiasm, but she looked exhausted. It wasn't that tough was it? she just flew in an air current for a bit! Sighing, Rainbow Dash got off of her chair and walked over to Fluttershy. Rainbow Dash grabbed a light blanket and began wrapping Fluttershy in it.

Fluttershy giggled softly as Rainbow Dash finished wrapping her. "Thank you Dashie," Fluttershy looked away from her friend's eyes. "I just wish I could repay you somehow . . ."

Rainbow Dash smiled. Tilting her friend's head toward her, Rainbow kissed her softly. "You can repay me by getting better." Fluttershy nodded shyly and let out a small yawn.

"You should rest now Fluttershy, I'll be back tomorrow to come and get you. First thing in the morning, I Pinkie Pie Promise." Fluttershy giggled as Rainbow kissed her forehead and walked out of the room.

Princess Luna was in her personal chambers fast asleep, just like every afternoon. Everypony knew not to wake the slumbering princess, as her rightful place was in the night, but today was an exception. The young stallion, a member of Luna's personal guard, knocked on her door apprehensively.

Princess Luna, too tired to get up, launched a magic wave towards the door, forcing it open. The young stallion entered, really wishing he didn't have to disturb Luna at such a bad time.

"P-princess Luna, there has been word from Ponyville! Apparently a young pegasus has been injured from a spell of ancient origins."

Princess Luna shot out of bed, eyes wide and slightly bloodshot. "Prepare my chariot, I need to speak with somepony in Ponyville." The guard nodded and ran out of the room. Meanwhile, Princess Luna was trying to get herself composed.

"Is Twilight Sparkle really that naive to ignore a direct warning from us?" She said to herself. "We will get to the bottom of this, and we will make sure that Twilight knows the full consequences of her actions." Luna sighed and walked outside to her chariot.

Twilight and Spike had a big day planed. Today was the one day where reshelving was the least of her worries. Cheerilee was bringing her class in today for a lesson about unicorns. Spike and her have been preparing all morning for their arrival. Spike was busy sorting out books that she would use as references, and Twilight was busy dusting and sweeping the floor.

Spike just finished sorting her reference books when they were interrupted by a knock on the door. Twilight was still busy sweeping, so she looked towards Spike. "Can you get that please?" Spike, placing the last book on the tower that he built, walked to the door.

As soon as Spike opened the door, a purple shadow barged in. As it made it to the middle of the room, it took the form of Princess Luna. Twilight took a step back, releasing the feather duster and broom from her magical grip. Twilight bowed apprehensively towards the princess. "I-it's an honor Princess Luna." Princess Luna disregarded the gesture and shook her head.

"What were you thinking Twilight Sparkle? Did we not tell you about the dangers? Did we not inform you of the possible repercussions?" Twilight sat on the floor, trying to avoid the princess's gaze.

"I-I didn't mean for any of it to happen . . ."

"Of course you didn't mean for any of it to happen. Nopony does." Princess Luna walked over to Twilight, horn glowing softly. "You must understand what happened Twilight Sparkle. You did not just transmute Fluttershy's body, you also transmuted her cutie mark."

Twilight stared up at Princess Luna, trying to comprehend what she meant. "W-what do you mean? How could I change her cutie mark?"

Princess Luna sighed softly. "Transmutation is a strong and dangerous thing Twilight, especially when you attempt a feeble pony transmutation." Twilight looked down at her hooves, unable to face the Princess's gaze any longer. "I do not quite understand the effects of the transmutation, but this is going to be her greatest challenge yet. She may become lost, unable to realize what she is, and when that happens, the Elements of Harmony will fail, and Equestria will be left without its first line of defense."

Twilight looked up at Princess Luna. "What can we do?"

Princess Luna shook her head. "We cannot do anything, this is a journey Fluttershy must take." Looking down at Twilight, she smiled. "Do not worry my little pony, she is not alone, her special somepony will be accompanying her on this challenging road."

Twilight looked up at Princess Luna, Rainbow Dash and Fluttershy just confessed to each other a couple of hours ago, could she really handle a burden that big so soon? This will certainly put the Element of Loyalty to the test.

Twilight nodded towards the Princess as she took her leave. Realizing how exhausting the day was, Twilight trudged slowly up the stairs, barely making it to her bed before she fell asleep.

Fluttershy was asleep in her bed. After the first few moments after Rainbow Dash left, she was able to take a short nap, but afterwords, her mind went into overdrive. She was asleep a half hour ago, and that half hour ago became two hours ago. Fluttershy sighed, grateful that the blanket Rainbow Dash wrapped her in was thin. What was she supposed to do? She couldn't move, because Rainbow made sure that she was wrapped nice and snugly, and her wings were trapped underneath her.

Fluttershy's ears pricked again. For the fifth time that night, she could have sworn that she heard voices. Fluttershy squeaked and wriggled herself deeper in her blanket. Memories of flight school flooded through her mind, the bullies, the embarrassment, but most importantly, Rainbow Dash.

Memories of Rainbow Dash just served to make Fluttershy even more uncomfortable. Grunting softly, Fluttershy rolled herself onto her stomach. This only made herself slightly tangled with her IV, and for her breathing to be shortened. She rolled herself back over and sighed heavily. She couldn't bother the nurses just because she was uncomfortable could she? W-well . . . I guess it is their job . . . She reached over and pulled on a rope with her mouth. She eeped as she heard a ringing in the distance.

Fluttershy's resolved crumbled as she heard the soft hoofsteps approaching her room. The door opened slowly and a light blue mare walked in.

"Yes Fluttershy?" The mare said as her eyes began adjusting to the dim light of her lantern. Seeing Fluttershy wrapped up in her blanket, she understood immediately. The nurse trotted over and disconnected Fluttershy's IV, she then unwrapped Fluttershy's blanket, just settling to put it over her. After reconnecting her IV, the nurse smiled and trotted out of the room.

Fluttershy sighed, deciding to lose herself in thought. What's going to happen to me now? I can't possibly ask Rainbow for help . . . I would just be to much of a burden. Fluttershy's mind began to flood with worst-case scenarios. Her friends leaving her, them deciding that enough was enough, and them being unwilling to drag her along any longer, them just putting her out of her misery and tossing her into the Everfree Forest.

Fluttershy's visions crumbled as she heard a knock on the door. Looking up, Fluttershy realized that it was morning. Remembering that there was somepony at the door, she eeped and whispered for them to come in.

The nurse entered, carrying a tray of oats, sliced apples, and juice. "You have a visitor Fluttershy. I'll just set your breakfast here." The nurse put her breakfast on a small table adjacent from the bed.

As the nurse left, Rainbow Dash entered, trying to be as quite as possible. "Hey Flutters', how are you feeling?" Dash frowned slightly as she looked down at her marefriend. Fluttershy looked exhausted and overall uncomfortable. Putting on her brave face, Fluttershy looked up and smiled weakly. Dash sighed. "Don't worry about it 'Shy, they said that they would release you today, so now I can take you back to your house." Dash smiled as she saw Fluttershy's face light up.

Fluttershy and Rainbow Dash flew slowly towards the little cottage at the end of town. Painfully slowly. Dash's wings began fidgeting, eager for her to put them through their paces. Dash turned towards Fluttershy, surprised that she began to fly even slower, hiding behind her mane as much she could from all the gawks, double takes, stares, and glances that she was receiving, using all of her strength to keep her wings from locking up. Rainbow stopped flapping her wings, landing on the dirt path with a soft thud, and walked back towards Fluttershy.

"Just ignore them 'Shy, we're almost home." Fluttershy nodded and flapped her wings a bit harder, making Rainbow have to trot lightly to keep up with her.

As Fluttershy's house emerged from the distance, Fluttershy let out a chocked sob, her wings locked to her sides, causing her to land hard on her stomach and roll onto her side.

"Fluttershy!"

Fluttershy never expected the gauntlet of staring eyes to follow her out of the hospital. She tried her best to be brave. Rainbow Dash came all this way to walk her home, and she couldn't let her down. Hundreds of eyes just stared at her, mocking her, teasing her, laughing at her. Eventually her resolve crumbled and she decided to seek all the sanctuary that her mane would provide.

The eyes began their whispers, laughing at her, telling jokes about the legless pegasus that can hardly fly. The whispers began growing louder, even after she made it through the gauntlet. The whispers grew into words that she could hardly make out. The hundreds of voices grew into yells, angry voices scolding her. Teasing her.

Fluttershy couldn't take the hurtful words anymore, and fell to the ground, crying.

"Fluttershy!"

Rainbow Dash galloped over to the yellow ball, embracing her marefriend gently, checking for any damage. Rainbow nuzzled Fluttershy and began to soothe her.

"Fluttershy, what's wrong? Are you hurt?" Fluttershy shook her head in between silent sobs. The voices escalated into rude, hurtful words. Fluttershy tried to listen to the nice ones only, but the nicest ones she could find, were the voices telling her to just lay down and die. That she was a nopony, only fit to be food.

Rainbow Dash got on top of Fluttershy, wrapping her legs around her tightly, and took off towards the hospital. Halfway, Fluttershy's sobs stopped, and she began to wriggle in her grip. Taking the hint, Rainbow Dash descended and placed Fluttershy in the grass.

Fluttershy looked up at her, eyes filled with tears. Rainbow kissed her gently on the forehead and sighed softly, sitting next to her.

"If you don't want to talk about it . . ."

Fluttershy sniffled softly and took a shaky breath. "I-i'm sorry Dashie . . ." Fluttershy rolled over and laid her head on Rainbow's lap. "I-it's just . . . all of those mean things they were saying to me . . ." Rainbow drew circles on Fluttershy's belly with her hoof, her face filled with concern.

"Who was saying mean things to you 'Shy?"

Fluttershy looked up at Rainbow, perplexed. "Y-you didn't hear them?" Fluttershy looked down as Rainbow shook her head. After a few moments, Rainbow got up and rolled Fluttershy on her belly.

"Come on 'Shy, we should go talk to Twilight."

"Spike!" Twilight called from downstairs. "Can you get me Supernaturals?"

Spike raced down the stairs and grabbed the book from the appropriate shelf. "Here you go Twilight, did you find anything about Fluttershy?"

Twilight flipped through the book Spike brought her and groaned in defeat. "No Spike I didn't! I tore this library apart and not a single one can give me any answers on what's wrong with her!"

Spike saw Twilight's horn begin to spark in frustration. "Um Twilight?" Spike took a step back as Twilight turned and glared daggers at him. Spike recovered his nerves and decided to comfort Twilight more directly.

Twilight jumped slightly as she felt Spike wrap himself around her in a big hug. Twilight gasped, realizing what she just did was unfair to her dragon friend. "I'm so sorry Spike, I'm guess this search has taken a lot more out of me then I thought."

Spike continued to hold Twilight, feeling her frustration slowly melt away. After a few minutes, Twilight finally calmed down. "Thanks Spike," Twilight said, backing out of their embrace. "No wonder you're my number one assistant." Spike beamed as Twilight levitated a gem from the top of the fridge. "You deserve it."

Before Spike could grab hold of the gem, the door slammed open. Startled, Twilight's focus shifted from the gem and onto the intruder, causing the gem to fall and shatter at Spike's feet.

"Rainbow Dash!" Twilight scolded her friend as she crashed through the room. " You should know better than-"

"No time for the lectures Twi'!" Rainbow Dash yelled as she skidded to a stop in the middle of the library. "Something's wrong with Fluttershy!"

Twilight's gaze shifted from Rainbow Dash to the doorway expecting to see Fluttershy, but instead just seeing a broken door in her library.

Rainbow Dash sighed and trotted back outside. After hearing Rainbow Dash's voice, Twilight saw her friend return with a reluctant Fluttershy hovering just above the ground.

"What's wrong Fluttershy? Are you sore? What you're feeling is something called Skeleton-"

"It's nothing like that Twi'." Rainbow Dash said. "Fluttershy says that she was hearing voices."

Twilight looked at Rainbow Dash skeptically, silently asking if this was some kind of prank. Receiving a head shake in return, Twilight turned towards Owlowiscious. "Can you get me Senses: Magical Amplification please?"

Owlowiscious flew into the air, grabbing a book from one of the top shelves. Placing the book in front of Twilight, Owlowiscious tilted his head. "Who?"

"It's for Fluttershy." Twilight said, flipping through the book.

"Who?"

"You know Fluttershy, she's the yellow mare right behind you."

"Who?"

Twilight sighed and turned around towards Fluttershy, pointing at her. "Her, that's who." Looking up at Fluttershy, Twilight noticed she was trembling.

"Fluttershy what's wrong?"

Fluttershy eeped and extended her wings. Raising into the air slightly, Fluttershy blushed. "Oh . . . um . . . I was just daydreaming."

Fluttershy didn't want to bother Twilight. She could have just been hearing something, or maybe was just dreaming. Rainbow Dash shot down every excuse she made and now she was hovering slowly into the library.

"Can you get me Senses: Magical Amplification please?" Asked Twilight, as she walked over to her study table.

"Of course my dear."

"It's for Fluttershy"

"Why wouldn't it be?"

"You know Fluttershy, she's the yellow mare right behind you."

"Yes, I can see the poor dear from here."

Twilight sighed and turned around towards Fluttershy, pointing at her. "Her, that's who." Looking up at Fluttershy, Twilight noticed she was trembling.

What was going on? Was that Owlowiscious she was hearing? If it is then what about the other voices? Were those voices coming from her cottage? Do her animal friends not like her?

Fluttershy's mind began to race at the idea of the friends that she had for years really hated her. That they thought terrible things about her, and just wanted her to die.

Violent images began racing through her mind. Her returning home and being attacked by her animal friends. Claws, beaks, teeth, and paws all clawing at her flesh. The animals cheering as she would slowly ooze onto the cottage floor, her vision fading slowly. Raising her head slightly to try to see a friendly face, she saw none other then Angel Bunny, his fir and mouth matted with her blood. With a huge smile on his face, he hopped into the kitchen and preheated the oven.

"Fluttershy what's wrong?"

Fluttershy's dream shattered as she was jarred into reality. Looking up, she saw Rainbow and Twilight looking at her closely. Trying to remove the images from her head, her wings unlocked themselves and she was able to take to the air.

"Oh . . . um . . . I was just daydreaming."

Rainbow Dash walked closer to Fluttershy, looking down at her slightly right into her eyes. Fluttershy's wings began to loose rhythm, and she laid on the floor under Rainbow Dash's gaze.

"What's wrong Fluttershy." Dash said slowly, looking deep into her eyes for the answer.

Eventually, Dash got her answer. Focusing on her eyes for five minutes, she her right eye twitch to the right. Turning around, she saw that Fluttershy's eye twitched towards Owlowiscious.

Twilight stared in awe as Rainbow Dash walked back over to her.

"I think she's afraid of the owl." Rainbow informed Twilight, looking back at Fluttershy with concern.

"Now why would you be afraid of me Yellow One?"

"You featherbrain! She's afraid of you!" Rainbow felt anger surge through her body, tired of playing these games with Twilight's pet.

"T-that's not what he said . . ." Twilight and Rainbow turned back towards Fluttershy.

"What do you mean Fluttershy?" Twilight asked.

"H-he's wondering why I would be afraid of him." Fluttershy hid behind her mane at the concerned looks she earned from her friends.

"Did you by chance hear the voices by the Everfree? Don't be afraid Yellow One, you should never listen to those brutes, your friends love you." Owlowiscious hopped towards Fluttershy.

"What did he say Fluttershy?" Twilight asked, grabbing a quill and a scroll.

"He says that I shouldn't listen to those bullies in the Everfree Forest. That my friends would never want to do those things to me."

Twilight looked towards Rainbow Dash. "I think I know what the transmutation did to Fluttershy."

Author's Note

Sorry for the super late chapter everypony. I'll do my best to make the next chapter sooner!

Chapter 10

Twilight's Transmutation
Chapter 10

Rainbow Dash looked over at Twilight, perplexed. She was glad that they finally had some answers, but also afraid of what those answers might be.

"So what's wrong with her then?"

Twilight levitated the book in front of her, engrossed in her current page. "In theory, I don't think that the transmutation failed at all." Seeing Rainbow Dash's eyes widen and taking a step forward, Twilight cut her off. "I think the problem was that I miscalculated for the magic she already has, changing it must have made the cost higher then we expected."

Rainbow Dash ruffled her feathers, clearly annoyed with this discussion. "Well what did you expect Twilight? Did you expect Fluttershy to only lose one leg, or maybe an ear?"

"I-I don't know what I was expecting, it just . . . wasn't this . . ." Twilight sat down, guiltily looking down at her hooves. Rainbow Dash sighed and walked over to her.

"I know you didn't mean it Twi'," Rainbow Dash said, wrapping a wing over her. " I just don't want anymore surprises that's all." Twilight looked up at her friend and nodded.

Twilight trotted over to Fluttershy, who was currently recovering from the argument. "If something else happens, you can come to me okay?" Fluttershy nodded as her and Rainbow Dash began the journey to Fluttershy's cottage.

Rainbow Dash cantered along side Fluttershy, who's wing beats were strong, but kept falling out of sync. Rainbow Dash turned to look at Fluttershy hiding behind her mane, fighting back tears.

Rainbow couldn't imagine how brave Fluttershy was. The things that scared her or made her nervous were simple things, things that Dash went through everyday without a single thought, but looking at her now, braving the gauntlet of pony's sideways glances, whispers, and stares. Dash knew that Fluttershy was the bravest pony in Equestria in her own way.

Walking past the town, Fluttershy's wings beat a little stronger, and Rainbow had to trot to keep up with her. Rainbow watched as the worried pegasus changed before her eyes. She no longer hid behind her mane, and her face glowed with confidence. Eventually, Fluttershy saw her staring and slowed down considerably.

"What's wrong Dashie?" Fluttershy asked with an adorable smile on her face.

Rainbow Dash snapped out of her reverie. "N-nothing 'Shy, just thinking about something." Fluttershy's smile wavered, Rainbow Dash knew that she just made the situation worse. Sighing, she nuzzled Fluttershy gently. "It's alright Fluttershy, I was just wondering what could be happening with you." Fluttershy nodded and flew over the bridge to her cottage.

.Entering the cottage, Rainbow Dash and Fluttershy were greeted by an uproar of animals. Rainbow realized that all noise was directed towards Fluttershy, who was currently hovering in the air, blushing slightly.

"Everypony chipped in to keep this place clean." Rainbow Dash said as Fluttershy looked around her cottage.

Fluttershy's ears perked up as she saw Angel bunny hopping down the stairs. "YELLOW ONE!" He yelled as he jumped into her arms. "Why were you gone so long? Why were there other ponies in here?"

Fluttershy put Angel down and looked at him curiously. His voice reminded her of a cranky filly, lighter then she expected, but it still carried some authority.

"Do you always call me 'Yellow One'?" Fluttershy asked.

Angel sighed at her like the answer was obvious. "Of course, what else would I call you?"

"M-my name's Fluttershy."

Angel stared at her, his paw rubbing his chin as he was pondering his masters name. Finally he came to his decision. "Okay then, that would do. 'Yellow One' made you sound like a puddle of p-"

"Angel Bunny!" Fluttershy gasped, startling the little bunny. Angel shrugged and hopped away.

Rainbow Dash stared at her, head tilted slightly, trying to decipher Fluttershy's and Angel's exchange. Eventually she shrugged and went into the kitchen, preparing her and Fluttershy a lunch of daisy sandwiches. As Rainbow Dash sat down at the table, she noticed Fluttershy looked overall uncomfortable.

"What's wrong 'Shy? Is it that you can hear the animals talking?" Fluttershy shook her head slowly, looking at the ground. Rainbow Dash felt herself getting slightly annoyed. Why can't she just be happy? Rainbow Dash sighed and began wolfing down her sandwich, not noticing that Fluttershy hadn't touched hers. Rainbow Dash sighed as she finished her sandwich, getting up and placing it in the sink.

"I gotta go now 'Shy, weather patrol and stuff." Rainbow Dash turned towards the door and took off into the sky.

Angel hopped down the stairs and greeted by seeing Fluttershy hovering by the table, looking at her sandwich sadly. Taking matters into his own paws, Angel hopped up onto the table and began to feed Fluttershy her sandwich.

Rainbow Dash flew back to her cloud house. Opening the door, she was greeted by Gilda sleeping on her couch. Rainbow Dash stopped in her tracks. What the hay was she doing here! Rainbow Dash attempted to back out of the house, but bumped into the door and closed it loudly.

Gilda yawned, stretching slowly, and rose off the couch. Seeing Dash was home, she smiled.

"Hey Dash, what took you so long?"

"G-Gilda!" Dash took a step back. "W-What are you doing here! I-I thought you left to go back to the Griffon Lands!"

Gilda looked at Dash, her smile growing bigger and slightly more mischievous. "I did, until I got to thinking about something."

"W-what could be so important that you had to break into my house?!" Rainbow Dash glared at Gilda, and to her surprise, that made Gilda look even happier.

Gilda's smile grew even more as she made her decision on what to do next, before Dash could react, Gilda lunged towards her and kissed her.

"You are that important that I had to break into your house." Gilda said as she pulled back. "The dragon migration is coming up in a week, and I was wondering if you would like to do some high stakes flying with me." Gilda laughed as she saw Dash still trying to process the kiss. "Think about it." Gilda walked passed Dash and jumped off the cloud, launching herself into the night sky.

"W-what just happened?" Dash asked Tank as he flew into the living room. "S-she kissed me . . ." Dash looked at her pet, longing for any answers, but the only thing she could find was his unconditional love. Rainbow Dash sighed and rolled on her back. "Can I tell you something Tank?" Dash asked. Seeing her pet nod slightly she let out a big frustrated sigh. "I-I think I'm in love with Gilda."

Fluttershy couldn't sleep. She had no idea what she did to upset Dash and was determined to spend all night to figure it out if that's what it took to get answers. First, we came home. She thought, starting from the very beginning for the eighth time that night. After the conversation I had with Angel, she got upset. Fluttershy gasped at her realization. It was her fault. Rainbow Dash was freaked out that she was talking to Angel, and now she didn't want to be friends anymore!

Fluttershy's eyes filled with tears. I-I thought she loved me . . . that was her final thought on the matter as she sobbed herself to sleep.

Fluttershy jerked awake as her ears were flooded with hungry please. Panicked, Fluttershy's wings locked to her sides, stranding her on her bed. It wasn't until Fluttershy realized what was going on that she calmed down. Sighing, she flew out of bed and went downstairs.

Fluttershy always enjoyed feeding her animal friends, but today was completely different. Throughout the day, Fluttershy held many conversations with her friends, all of which learned her real name. She learned all about her friends quirks and hidden talents, she gave parenting suggestions to a fox, gave flying lessons to birds, and played hide and seek with bear cubs. Overall, it was the perfect way to spend an afternoon. Until she remembered last night.

Fluttershy sighed as she flew into her house. She was about to go take a nice long bath, until she remembered that today was Saturday. "The spa appointment!" Fluttershy gasped suddenly, as she sped through the house and out the door.

The spa was a lot closer to Fluttershy's cottage then she remembered. Of course, she hadn't been to her cottage for a while, so she dismissed the thought. Arriving at the spa, she was greeted by Lotus Blossom.

"Flootershy!" She nearly yelled, hopping out from behind the desk. "Ve vern't expecting you today! Rarity is in ze sauna vight now." Fluttershy nodded as Lotus draped a robe around her and led her inside.

Rarity was currently napping when they entered. Hearing one of her best customers gasp, Lotus quickly apologized. "I am sorry Rarity, your friend has arrived." Lotus quickly backed out of the room and closed the door.

Rarity picked herself up from the bench and looked towards the door. "Fluttershy!" Rarity screamed closing the distance in a second. "What are you doing here? I thought you wouldn't be coming back for a while!" Rarity was about to continue her onslaught of questions, until she saw Fluttershy's face. "Fluttershy darling, what's the matter?"

Fluttershy hovered next to Rarity, trying her best to hold her tears, but only ended up partially silencing her sobs. "I-I think Rainbow Dash is mad at me."

Rarity had no idea what was going on. "Why would she be mad at you darling?"

Fluttershy sighed and began telling Rarity about last night. About how Rainbow Dash seemed distant ever since they came back to her cottage, about how Rainbow Dash made them a quick lunch, and then she bolted. Fluttershy told Rarity how it was her fault, that she was probably too needy and made her uncomfortable.

Rarity could not believe how much pain Fluttershy was in. All she wanted to do was make Rainbow Dash feel loved, and for things to get as normal as possible, but for some reason, Rainbow Dash was just pushing her away. Rarity was jarred from her thoughts, as Fluttershy asked the question Rarity was afraid she would ask.

"D-does she not love me anymore?"

Rarity looked up at her friend, her eyes filling with tears, and sighed softly. "Let's go ask her then." Rarity said, walking out of the sauna and paying the regular amount for their trips.

Rainbow Dash flew aimlessly for what felt like hours. Her wings burned, but she ignored the pain. This was too important. Rainbow Dash raced through the sky. She knew that most ponies looking up at her would think that she was trying to beat some kind of record, but what she was really trying to do was outrace her thoughts.

Rainbow Dash growled at herself as the same pesky thought entered her head for the tenth time. Without stopping, she picked a new direction and sped forward, not caring where she was going. She just wanted to get away.

How could I do that to her? Rainbow Dash growled and thrust herself into a different direction. How could I betray her like that? Rainbow Dash sighed and began clawing upwards with her wings, rapidly gaining altitude, in a desperate attempt to lose her thoughts. After everything she did for me, is this how I repay her?!

Rainbow Dash sobbed, all of the fight she had inside her before vanished, leaving a solemn blue Pegasus. Tears filled her eyes as she tucked in her wings, her climb upwards turned into a plummet downwards, and before she knew it she was tumbling through the air. She doesn't deserve a mare like me. Rainbow Dash thought as she tumbled through the sky.

Suddenly, Rainbow Dash pictured Fluttershy alone in her cottage, crying. Fluttershy would blame herself about what happened to her. Telling everypony that Dash would have never left if it weren't for her being so needy or some other lame excuse like that.

Rainbow Dash opened her eyes. She was much closer to the ground then she expected, so she reopened her wings and did her best to pull herself out of her deadly free fall.

Rainbow Dash hit the dirt hard, tumbling around for what felt like minutes, she began to skid on her side. Rainbow Dash laid on the ground motionless for a couple minutes, regaining the breath that was knocked out of her during the impact. She couldn't say that it was her worst landing, but it sure felt like it. Rainbow Dash groaned as she picked herself up, her head swimming, and began checking herself to see if anything was broken.

When her head cleared, she realized that she heard yelling from over the hill. Where am I anyway? Rainbow Dash thought as she began walking to the top of the hill. When she made it to the top, she saw what was making so much noise. Applejack was urging Big Macintosh up the hill with a big cart. Big Macintosh grunted and pressed forward.

When Applejack and Big Macintosh were almost to the top, Applejack looked forward. She sighed with relief and trotted over to her friend.

"RD are ya alright sugarcube? That was quite a tumble ya took." Applejack said, looking her friend over.

"Yea I'm fine . . ."

Applejack didn't buy it for a second. She walked up to Rainbow Dash and looked her in the eyes. "What happened to ya RD? Ya look like ya lost a fight with a timberwolf."

Rainbow Dash looked herself over once more. She noticed all of the dirt matted to her body and mane. Some of the bigger clumps of dirt were speckled with red. Her tail was no better either, it had multiple twigs and clumps of dirt in it that made it tangle violently.

Rainbow Dash sighed sadly. "A-Applejack," Rainbow Dash took a long pause, hoping that something would miraculously stop her from having this conversation with her to-be-ex-best-friend. "I think i'm in love with Gilda . . ."

Applejack looked back at her stunned. "Yeah that's what I thought you'd do." Rainbow Dash looked down at her hooves, utterly defeated.

Applejack took a deep breath and let it out slowly. "Sugarcube, ya can't blame yerself for this. Yer heart wants what it wants." Rainbow Dash looked up at Applejack, eyes filled with despair.

"I'm supposed to be the most loyal pony in all Equestria!" Rainbow Dash yelled suddenly, stomping her hoof on the ground. "How can I be that if I'm not even loyal to my own marefriend!" Rainbow Dash fell on her side, tears streaming down her face.

Applejack sighed and sat next to Rainbow Dash. "Do ya still love Fluttershy?"

Rainbow Dash looked up at her friend and sighed. "I hope so. I want to love her, I want to make her happy. I just feel different around her for some reason."

Applejack looked down at Rainbow Dash, her eyes glaring through the blue Pegasus. "RD, that's the craziest thing Ah ever heard." Applejack helped her friend up off the grass and continued. "Ya need to figure this out sugarcube, not for yerself but fer Fluttershy. If ya don't like her then ya need to tell her as soon as you can, before things get even worse."

Rainbow Dash sighed. "Alright AJ, I'll tell her." Rainbow Dash turned around, ready to leave, but stopped suddenly. "I can't tell her AJ! I can't break her heart like that!"

Applejack wrapped Rainbow Dash in a hug. She's never seen her friend this upset before, and she sure as hay would do something about it. She would give anything to make her friends happy.

"RD, what do ya think yer going to do? Ya say ya love Gilda and Fluttershy, but you know as well as I do that they Gilda doesn't like Fluttershy, and when they find out, somethin' bad'll happen." Applejack sighed, knowing that they had to start somewhere. "Do ya know when things got all weird between y'all?"

Rainbow Dash nodded. She knew that last night got really weird, but she also knew that she was being unfair to Fluttershy. Of course she would need help now that she didn't have any legs, and in the beginning, Rainbow Dash accepted that. However, something changed. Something deep inside Rainbow Dash told her that it wasn't going to work. To make matters worse, Gilda shows up and tells her that she loves her.

Rainbow Dash always enjoyed hanging out with Gilda. She was the most awesome Griffon she's ever met. She was cool, fast, strong, brave, and an awesome prankster. They had way more in common than she had with Fluttershy. Rainbow never thought of Gilda as attractive, but she was willing to give this a shot. If the coolest pony in all of Equestria wanted a marefriend, shouldn't it be with the coolest Griffon in Equestria?

Rainbow Dash exited her thoughts, her mind finally made up. "I need to break up with Fluttershy."

Rarity and Fluttershy searched everywhere for Rainbow Dash with no luck. They looked for her at her house, Sugar Cube Corner, Twilight's House, Applejack's house, and the planes where she practiced her newest tricks, all with no sign of their friend.

Rarity was panting. It seemed like Fluttershy increased the pace after every destination. "F-Fluttershy darling," Rarity wheezed, laying down in the grass. "P-please slow down dear," Rarity laid as still as possible, levitating a water bottle out from her saddlebag and began gulping it down.

"S-sorry Rarity, I guess I'm just worried." Fluttershy apologized, hovering in the air. Fluttershy began searching for her marefriend in the sky, looking closely trying to make out her marefriend's prismatic mane against the blue sky. Minutes past and Fluttershy began to give up hope, looking over Sweet Apple Acres, she saw a prismatic object falling from the sky.

Fluttershy gasped as she saw Rainbow Dash's unmoving form plummet towards the ground. Fluttershy gasped, they were all the way across town, there was no way they could get there in time, but she had to try.

Fluttershy launched herself towards Rainbow Dash, her eyes locked onto her as she closed the distance. Rainbow Dash's body disappeared behind a hill, yet Fluttershy pushed herself harder, not noticing the cone of air that was forming around her.

Fluttershy slowed as she approached the hill where her marefriend crashed. When she made it to the hill, instead of seeing a crater where Rainbow Dash's body lay crushed against the ground, her marefriend was talking to Applejack and Big Macintosh.

"I need to break up with Fluttershy."

Rainow Dash wants to break up with me? Fluttershy was filled with guilt. What did she do to make Rainbow Dash hate her? Was she really so awful to Rainbow Dash? Did she really ruin her life so much that Rainbow could no longer take it?

Rainbow Dash turned around and stopped in her tracks, suddenly, she was face to face with a tearful Fluttershy.

"F-Fluttershy! I-" Rainbow Dash's words were torn from Fluttershy's ears as she flew away.

Fluttershy didn't care where she was going. She sobbed silently as the wind tore through her mane. I-It's my fault she doesn't like me. Fluttershy sobbed as she slowed down a bit. I was just too needy. I don't deserve a mare like Rainbow, I don't- Fluttershy's thoughts shattered as she heard an ear piercing screech.

Fluttershy's eyes opened, trying to locate the source of the screech. Looking down, she realized she was hovering over the Everfree Forest. H-How did I get here? Fluttershy thought. Once again, Fluttershy heard another ear piercing screech, as she turned around, she felt a searing pain rake across her left wing.

Fluttershy screamed as she tried to face her attacker. Fluttershy turned and saw a flash of a sharp talon, raking across her face. "S-stop it! Please!" Fluttershy wailed, begging her assaulter to show mercy.

Fluttershy heard a familiar voice. "No way Fluttercry! She's mine now, so back off!"

This was the last thing Fluttershy saw as she felt another talon rake across her face. Fluttershy screamed in agony as a violent force knocked her out of the sky, down towards the Everfree Forest.

Chapter 11

Twilight's Transmutation
Chapter 11

"Fluttershy!" Rainbow Dash yelled as loud as her lungs would let her, begging for the yellow Pegasus to return. Before she knew it, all that was left was a small streak of yellow vanishing in the distance.

Rainbow Dash turned towards Applejack. "Is that what you wanted AJ!" Applejack was stunned, the blue Pegasus's anger seethed with anger. "Now what do I do!"

Applejack sighed and walked over to her distressed friend. "Ya need to go find her sugarcube." Rainbow Dash huffed and flew off in the the same direction.

Applejack turned to head back home, just realizing that her brother was still there holding the cart looking overall uncomfortable. Applejack laughed. "Sorry 'bout that Big Mac, guess we didn't need the cart after all."

"Eeyup."

Rainbow Dash spent the next three hours zipping around Ponyville, desperate to find her missing friend. Rainbow Dash got particularly worried when she searched the cottage. The once calm and quite place on the edge of the Everfree was now in an uproar. Animals were running all over the place, tearing up the gardens and the house, all in a desperate attempt to find their food.

Rainbow Dash didn't get finished with the animals until late afternoon. Rainbow Dash groaned. Angel thought that it would be funny to play pranks on her all day, so now her feathers were matted with red paint, and her mane was slightly burned. Rainbow Dash could not understand how Fluttershy was able to deal with all of these creatures.

Frustrated, exhausted, and wet, Rainbow Dash cantered into Ponyville. She knew that if anypony in Ponyville could locate Fluttershy, it would be Twilight.

To Rainbow Dash, it felt like hours to make it from Fluttershy's cottage to the library. Her entire body was aching, her head was throbbing, and along the way she tripped and fell on her face, but finally, after a totally not cool walk, she made it to Golden Oaks Library.

Rainbow Dash pounded her hoof against the door, causing it to splinter slightly. When nopony answered, she just knocked harder. there was no way she was going to miss this chance to find Fluttershy, no way in Tartarus.

Seconds after Rainbow Dash began her furious pounding, Spike answered the door. As soon as he did, he was knocked aside by Rainbow Dash.

"Twilight!" She called as she rushed into the library. "Twilight where are you!"

Rainbow Dash stopped as she heard hoovesteps from the basement.

"Spike? What's going on?" Twilight asked as she appeared from the basement wearing a blindfold and a cone shaped hat.

"Rainbow Dash is here." Spike said, brushing himself off and closing the front door.

Twilight levitated the hat and blindfold off to the side. "Rainbow Dash!" Twilight yelled, jumping back she saw Rainbow Dash's glaring face right up against hers.

"Find her!" Rainbow Dash said coldly, her body trembling with repressed emotion.

"Sorry?"

"Find Fluttershy! She could be anywhere by now! She could be hurt for all we know, she could even be d-"

Twilight magically zipped Rainbow Dash's mouth shut, effectively cutting her off. "Calm down Rainbow Dash." Twilight said as she trotted to her desk. "Spike, can you get me Location: Where are they now?" Spike got up and began completing her request. "Rainbow Dash," Twilight looked at her friend, who was now desperately trying to remove the magical zipper. " I need you to keep calm, when I remove the zipper, tell me what happened."

Rainbow Dash took a deep breath as her zipper was removed. "Twilight it's all my fault! Fluttershy overheard me and Applejack talking and she flew away crying, I looked for hours and nopony knows where she is." Rainbow Dash looked at Twilight desperately. "Please Twilight, you have to find her, she never went back to her house."

Twilight's eyes went wide with concern, Fluttershy would never leave her animal friends alone. "Rainbow Dash, how upset was Fluttershy when she flew away?"

Rainbow Dash cringed. She never wanted to remember her friends like that. The complete heartbreak in her eyes, all she did was watch as she made somepony's life go straight to Tartarus. "She looked terrible . . ." Rainbow Dash fell back on her rump, tears flowing down her cheeks. "S-She looked absolutely heartbroken . . . and it's all my fault."

Twilight got up and nuzzled her friend. "Listen to me Rainbow, Fluttershy needs her friends more then ever right now. That energy she has is really unstable, a sudden abnormal mood shift could cause unknown affects to her. This spell is going to take about an hour to perform, so I need you to gather our friends and bring them back here. You also need a bath." Rainbow Dash nodded and flew off into the sky.

Look at it
Yes I see it
Do you know what this means
Yes, it looks like Celestia cares for us after all
Can we eat it now
No, we need to enjoy our hunt first

Fluttershy moaned, it was hard to follow the expressionless voices. She couldn't tell which direction they were coming from, she hardly even believed they were even there. Despite this, Fluttershy knew it was time to get up, she had to feed the animals. No matter how sad she was, she had to get out of her bed and feed the animals. Fluttershy repeated this to herself over and over again. Building up her resolve to get out of bed.Finally, Fluttershy knew it was now or never, and decided it was time to get up. She yawned quietly and lifted herself off the bed.

Wait. Fluttershy paused. Why can't I get up? Fluttershy was deep in thought when the realization hit her. She didn't have any legs. Fluttershy sighed and rolled on her stomach, readying herself for flight. Fluttershy began flapping her wings, the dull throbbing of morning quickly working out of her muscles. Wait. The dull throbbing quickly grew into searing pain, causing Fluttershy to cry out and open her eyes.

Fluttershy's image of her bedroom crumbled, and what was left over was a dark, scary, evil place. The Everfree Forest. Fluttershy looked around, collecting herself. She was in the deep in the Everfree Forest, alone, on her side, unable to move. Fluttershy looked over herself, her right wing was a mess. Smeared with mud and speckled with small twigs and pebbles. Her left wing was a different story. It was coated in blood, about half of the feathers were gone, and the others either loose or broken.

What happened? Fluttershy thought as she looked around. All she saw was trees. Lucky for her she crashed in a small clearing. Fluttershy realized that her neck strained sooner then usual, indicating that she could no longer turn her head. Fluttershy sighed as her memory returned.

I-I was attacked. M-my wing and my face. Fluttershy wasn't positive, but she was pretty sure that one of her eyes got hurt as well.

Can we play with it now?
Pretty please?
Just remember what happened to your Uncle Nexus, he wanted to do the same thing and now he's stuck in a beaver dam.

Fluttershy's eyes widened. Who was that? If somepony is here with me, maybe they could help! A big grin crept up on Fluttershy's face, she was going to be saved! Rainbow Dash came for her after all!

"Dashie! I-I'm so sorry! Please help me!" Fluttershy began to yell softly, almost at regular talking volume. Rainbow Dash did love her! How could she think any different? Fluttershy's heart began pounding in her chest as branches and twigs began to snap somewhere in front of her. Any moment now Dashie is going to save me! I need to thank her somehow! I can fix her dinner? No, I need hooves for that. I can take her out to eat! Yay she is going to be so-

Fluttershy's hopes and dreams were decimated as her eyes focused on the three forms approaching her. Fluttershy squeaked and closed her eyes, hoping that what she was seeing wasn't real, hoping that it was just her exhausted brain playing tricks on her.

Fluttershy's eyes filled with tears. With her eyes closed, she wracked her panicking brain desperately to remember Pinkie Pie's song that helped her on so many occasions. Remembering the song, she began stammering the words.

"G-giggle at the g-ghostly, g-guffaw at the-" Fluttershy stopped her desperate attempt to calm herself as one of the creatures snarled at her.Fluttershy began to shudder, she remembered the signs, they were all there, the sounds they made, the smell of their breath, the way they stalked, the creaks and groans of their limbs. Fluttershy began to sob silently as she realized that she would be devoured by Timberwolves.

"What do you mean Fluttershy's lost Darling?" Rarity asked in between yawns.

Rarity was exhausted, Rainbow Dash came barging through her bedroom window in the middle of the night and began yelling at her. When she finally calmed down, Rainbow Dash told her to hoof it to the library, that it was some kind of life and death situation. For how much Rainbow Dash was worked up about this, it better be.

"I already told you Rarity!" Rainbow Dash yelled, glaring at her. "Fluttershy's in trouble and we need to help her!"

Applejack stepped in between the two. "Now Rainbow, ya need ta stop yer yellin'. Ya barged into all our homes, begin yellin' something about the library, and Fluttershy, and then ya flew off. So explain to us, what they hay is going on?"

Rainbow Dash began to pace around the library, clearly annoyed about them wasting time. "After Fluttershy flew off earlier, she didn't come back, I asked Twi' about it and she's working on a spell right now."

Applejack noticed Rainbow Dash begin to wobble, and put a hoof on her shoulder to steady her. "Yer clearly exhausted sugarcube, why don't ya-"

"NO!" Rainbow Dash yelled and jumped back out of her comforting hoof. "Fluttershy is alone, feeling absolutely miserable, and it's my fault! I'm not resting until I get the chance to apologize!" Rainbow Dash glared daggers at her friends, clearly daring them to challenge her decision any further.

Twilight chose that time to walk out of the basement with Spike on her back. When she opened the door, she was greeted by Rainbow Dash, Applejack, and Rarity arguing. Rainbow Dash clearly didn't take her suggestion about taking a bath, and still looked like she lost a fight with a dust tornado.

Twilight sighed, Why doesn't she just calm down? With barely a thought, Twilight teleported in between Applejack and Rainbow Dash. "Girls!" Twilight yelled, breaking the tension and causing everypony to flinch. "The spell is all prepared but-"

"If it's prepared then lets go already!" Rainbow Dash said, taking to the air and already halfway to the door.

Twilight grunted in annoyance, and pulled Rainbow Dash back with her magic. "But a proper spell would have taken to long to complete." Getting a roomful of confused looks, Twilight elaborated. "You see, location magic is very difficult, especially if you don't know where you're looking in the first place, and if you don't know what you're looking for. Originally, location spells that are targeted on a pony would be activated by their life essence . . . but because we don't know if she's still alive or not, It was faster to prepare a minor transmutation that would let us see her magic."

Rainbow Dash's mind went blank. We don't know if she's alive or not . . . How could she say that?! Does she really think Fluttershy is dead? Her body lying somewhere outside, her final thoughts before her death being of them together, wrapped in an embrace, huddled in a blanket by the fire. Fluttershy would have usually made her tea, but because she had no hooves, Rainbow Dash would give it her best shot. Rainbow Dash would have put it in a small bowl with a straw for her friend, and she would make a joke about how bad the tea tasted. Fluttershy would try and reassure her that the tea wasn't that bad, and eventually the comfort of the fire would get to them, and they would fall asleep, Rainbow Dash would spread a wing over her, and she would lay on her belly, and they would be happy.

"Rainbow Dash!"

Rainbow Dash jumped, her daydream shattering as the voice pierced her subconscious. Rainbow Dash took a shaky breath and looked around the room. Half expecting Fluttershy to be next to her, them laying by the fire of her cottage, but instead, she saw three concerned mares looking at her.

"Are you alright darling?" Rarity asked.

Rainbow Dash blushed slightly and turned from their concerned gazes. "I-I'm fine, I just got distracted, that's all. So what were you saying about the transmutation Twilight?"

Twilight sighed softly, knowing that something she said struck a cord with Rainbow Dash. "This transmutation is targeted at your magic. It's going to be redirected, and then focused, in order to see magical essences." Twilight noticed her friends began shifting nervously, the last time she tried a transmutation that affected magic ended horribly. "Don't worry girls, I already calculated the cost. Because this is going to be redirecting magic, I also have to pull magic out of certain areas. This is going to render you unable of flight Rainbow Dash, and Rarity and I will be unable to use magic."

Twilight looked around the room, into the eyes of the three flabbergasted ponies.

"What about Applejack Darling?" Rarity asked, giving a concerned glance to the mare in question.

Twilight looked down shyly. She spent hours researching the subject of earth pony magic, but sadly none of her books covered the subject, and there simply wasn't enough time to go to the Canterlot Archives and look for the book herself. With this crucial piece of information missing, she feared that her friends would not allow her to perform the transmutation, in fear that the same thing that happened to Fluttershy would happen to Applejack.

"I'm not exactly sure . . ." Twilight began apprehensively. "There simply isn't enough time to go to the Canterlot Archives and research about earth pony magic. Applejack, I understand if you wouldn't want to come, I would hate it for the something to happen to you."

Applejack put a comforting hoof on her friends shoulder. "Ah wouldn't miss this fer the world Twi' Ah'm going whether ya want me to or not."

Twilight nodded and closed her eyes. She let her subconscious take control, telling it what she wanted, and just waiting for it to get done. Eventually, her mind took control, she took a deep breath and clapped her hooves together, a sharp ringing filled the air. As her hooves came down, the room was filled with a blue light. Twilight focused on breathing and telling her mind what she wanted done. She focused on the energy flowing from her hooves, through her friends, and back. She focused on the rivers of energy that flowed through them and began to move them towards their eyes. She then put a seal on the transmutation, making it so that the process could not be reversed until three hours passed. After that, the energy would then forcibly revert to its natural state.

Completing the process, she carefully released the transmutation circle. Hearing multiple thuds, she opened her eyes to see her friends picking themselves up, groaning softly.

Twilight focused on Rarity, she was surprised that her body began to fade, and that a small blue aura took her place. Blinking, her vision came to normal. The transmutation worked just like she wanted.

"Now all we have to do is look for Fluttershy, the transmutation is going to last for three hours, so we should find her as fast as possible."

Everypony nodded and walked out the door, ready to look for there missing friend.

Fluttershy sobbed quietly as the two Timberwolves stalked closer to her, she lost sight of the third, but she knew it couldn't be that far away. Fluttershy flinched when she heard a voice nearby.

"Is something wrong? You look funny. Did Mother fix you wrong?"

Fluttershy's eyes snapped open, desperately searching for the voice, but only finding two of the smallest Timberwolves she had ever set eyes on.

These wolves only came up to her neck, they didn't howl, or snarl, or snap at her either, they just sniffed her. Regular Timberwolves normally killed on sight, so then why wasn't she dead?

"M-Mother?" Fluttershy stammered softly, wishing to keep them talking enough in order to forget about eating her.

The Timberwolf on her left nodded swiftly. "Yea! When we brake, Mother fixes us! If you are a good Timberwolf and help feed your pack, you always get fixed. You look like a nice Timberwolf, why are you broken?"

Fluttershy caught her breath. Did he just say I was a Timberwolf? Fluttershy wracked her brain for an answer that wouldn't seem suspicious.

"I-um . . . am new here . . . and I . . .didn't meet her yet?" Fluttershy hid behind her mane. She didn't like lying to Timberwolves, the sooner she could run away, the better.

The two Timberwolves looked at her curiously, their eyes skimming across her slowly.

"Okay!" The Timberwolfon the right said. "Follow us and we will take you to our mom. She can get you fixed."

The two Timberwolves ran off deeper into the Everfree forest realizing, moments later, that Fluttershy wasn't following. They returned to a very funny sight. Fluttershy was on her side, Flapping her good wing desperately, trying to get airborne. The two Timberwolves broke down into a rambunctious laughing fit.

Fluttershy stopped her struggling. Great, just like flight camp all over again . . . Tears filled her eyes, but she fought them back. She had to stay calm, she had to stay alive. For Rainbow Dash.

"Could you carry me? I hurt my wing." Fluttershy asked shyly, wondering when the wolves would figure out that she was in fact a pony, and not a Timberwolf.

Eventually, through a process of events that couldn't be explained other then Timberwolf teamwork, Fluttershy found herself laying across the back of both of the wolves. Moving slowly out of the clearing and towards the heart of the Everfree Forest.

Fluttershy must have fallen asleep, because when the snarling started, she flinched and realized that the wolves carrying her were gone.

"Nito! Ignus! Why did you bring this creature here?" A strong voice said.

Fluttershy heard nervous shuffling off to her left. "S-she said that she was a broken Timberwolf Mama! We thought that The Mother could fix her!" The one apparently called Ignus said.

Fluttershy turned towards where the two Timberwolves were looking, only to be greeted by a bigger, stronger, faster looking Timberwolf. One that looked like it didn't have mercy towards lost, injured little ponies.

"Because you are still young, my children, I will forgive your ignorance. But you must understand. If she was a Timberwolf, The Mother would have fixed her as soon as she entered." Fluttershy flinched. Timberwolves can have children?! "Do not be confused children, how this pony speaks our tongue, I do not know, but it is a pony all the same." The mother wolf stepped closer to Fluttershy. "Now who wants to learn how to hunt a pony?"

Fluttershy's heart stopped. This was the end, the Timberwolves were going to eat her. Fluttershy closed her eyes and waited for the wolves to kill her. There was nothing that she could do. She had no legs thanks to Twilight Sparkle, and nothing else to look forward to thanks to Rainbow Dash. The creature that attacked her must have known that, it must have done this to give mercy to poor pathetic Fluttershy.

It's Twilight's fault I can't move. She almost killed me, and what did I get out of it? I can talk to animals! Hooray! That totally makes up for me almost dying three times and for my life being ruined. If Twilight's so great at magic than why can't she help me? Why can't Twilight make my pain go away?

I wasted her life hiding behind a friend that didn't even like me. Rainbow Dash thinks she's so awesome just because she can fly around and do her stupid tricks that anypony with wings can do! Rainbow Dash doesn't even care about her! What kind of friend would want to leave her behind just so they can fight a dragon? What kind of friend always brags about her self? How could I possibly be fooled by somepony like Rainbow Dash? Rainbow Dash never loved me, she never even liked me, she only pitied me. The poor little Pegasus with no friends and can't even fly. Why would she think that Rainbow Dash would ever like me? The ponies at Flight Camp were right! I have no friends, only ponies that pitied me so much they sacrificed their time to grace my life with their presence.

Fluttershy's thoughts quickly became darker and darker, as she began realizing that nopony liked her, and that she would be alone forever. That all of her friends were just big meanies that laughed at her just like evrypony else. Why did Fluttershy cross the road? they would ask. Oh wait, she can't! She has no legs! She would show them, she would show them all. This isn't just New Fluttershy, no, this was NEW new Fluttershy! Not even Timberwolves could stop her!

Fluttershy opened her eyes, she was not going to hide from death, she was going to stare at it in the face. Fluttershy gasped, the three wolves that were going to kill and eat her were now writhing on the ground, burning.

"Serves you right." Fluttershy mumbled. Fluttershy then began focusing on her wing. Closing her eyes, she channeled energy to her wing. It took only a matter of seconds before the energy began to restore her wing. Fluttershy sighed, the energy felt good, sort of like a tingly massage. She felt it getting stronger, new feathers grew, leaving no trace of the jagged scar underneath. Next was her eye, the process was even faster this time, and Fluttershy could now open it again.

Fluttershy began to cough, which broke her concentration. Fluttershy coughed again, harder this time. She kept coughing until it almost turned into convulsions. Fluttershy opened her eyes and looked up, seeing the source of her coughing fit. The Everfree Forest was now ablaze. The creatures inside the Everfree Forest were in a panic, fleeing in every direction, but so did the flames. The fire began taking on different colors, feeding off the energy of the Everfree Forest.

Fluttershy gasped as she realized what she has done. She has burned down the Everfree Forest.

Author's Note

Sorry everypony, school has started so I have even less time to write. If you enjoy the story though, I will continue it.

Chapter 12

Twilight's Transmutation
Chapter 12
Warning: This chapter contains blood

Twilight, Applejack, Rarity, and Rainbow Dash spent the next half-hour tearing Ponyville apart. They searched every alley, every house, and every cloud, but they still could not find the missing Pegasus. Fortunately for them,

"What . . .the hay . . . was that!" Applejack said, panting heavily.

Twilight and Rainbow Dash exchanged worried looks. "Come on AJ, I think that's where Fluttershy is." Applejack nodded and began trotting beside them, her legs trembling with every step.

"What's going on in there Twi'?" Rainbow Dash asked as they approached the burning forest.

The burning Everfree Forest looked a lot worse up close then it did from a distance. Creatures of all shapes and sizes were engulfed by flames. Timberwolves were exploding, huge flocks of birds flew through the air, and all of the other creatures were trying to escape, many of them failing.

Twilight wracked her brain. Was all of this Fluttershy's fault? Twilight sighed and turned towards her friends. "In the time with the Ancients, the creatures could use transmutation differently. One could create explosions, while another could control shadows." Twilight looked wearily into the eyes of her friends, looking for any kind of reassurance or hope, but finding none. "I think in this case, Fluttershy's emotions are being augmented by the energy inside her, and because of what she feels, it activates."

Rainbow Dash shook her head in defiance. "Fluttershy is the kindest mare I've ever met, she would never do something like this Twilight!" Rainbow Dash glared at her friend, daring her to say that she was wrong.

Twilight eventually found the courage to speak under Rainbow's cold, unforgiving gaze. "Her thought's are changing Rainbow, she clearly wanted something like this to happen, or else it wouldn't be happening."

Rainbow Dash sighed and looked towards the Everfree. She began to focus her vision, letting everything else fade to black until she saw what she was looking for. A yellow flame. "I can see her energy inside the forest! She's trapped, she needs help!"

Twilight tried to stop Rainbow, but she galloped into the burning forest, and was gone within seconds. Twilight turned to look at Applejack, who was walking back and forth slowly regaining her breath. At Applejack's nod, they both trotted into the burning forest.

Rainbow Dash was blind, nearly deaf thanks to the cracking of trees and paniking animals, and was choking, tripping, and cursing her way closer towards the yellow flame of energy that was cause of this mass destruction. How could she do this? Why would she do this? Thought's flooded Rainbow Dashes mind, distracting her from the task at hoof. As she staggered through the burning forest, she didn't notice the tree that was about to fall on top of her.

"AAAHH!"

Twilight and Applejack stopped when they heard the blood chilling scream.

"What the hay was that?" Applejack asked in between a violent bout of coughing.

Twilight knew they couldn't last much longer in here. The heat was unbearable, the smoke was suffocating, and she could hardly see. "That sounded like Rainbow Dash!" Twilight and Applejack trudged forward with renewed energy, desperate to find their eager friend. "Let's go!"

Twilight's and Applejack's progress was slow, thanks to the smoke. They decided that it was safer to move carefully then it was to move quickly, but eventually they made it to a clearing.

The clearing was small, cluttered with dead creatures, both big and small. To Twilight's right, there was a small stream, to Twilight's left was Fluttershy. She sat on her rump, using her wings to keep her upright , watching the destruction with her back towards them.

Applejack and Twilight stopped in their tracks, neither wanting to take the next step closer towards the clearly confused mare.

"Hello Twilight Sparkle, it's such a pleasure to see you." Fluttershy said with a surprising amount of venom and sarcasm that made Twilight cringe. "What brings you here?"

Twilight took the biggest breath she could and walked towards the yellow Pegasus. "I'm looking for Rainbow Dash, she was worried about you so she came to rescue you."

Twilight gasped when she saw Fluttershy tremble with rage.The flames grew higher and higher, engulfing everything in sight, including the oxygen. Twilight turned when she heard Applejack begin to choke.

"A-Applejack!" No matter what Twilight did, she knew she couldn't turn her back on Fluttershy in order to help her friend, the transmutation was only going to last a couple more minutes, she would just have to be strong.

"Why are you doing this!" Twilight pleaded, begging her to stop. "We just want to take you home where you belong!" Twilight started to feel dizzy, if she was going to end this, she had to end it quickly.

"That's what I thought at first too Twilight Sparkle," Fluttershy said, turning to face lavender unicorn. "until he helped me find the truth. He helped me to see what I really mean to you girls."

Only a couple more seconds! Twilight thought, formulating a plan to clear the burning forest. "What do you mean?"

Fluttershy just hovered in place, memories flooded her mind.

"What did you do to Rainbow Dash!" Twilight asked, her horn crackling with energy.

Fluttershy turned, her face contorting into one of pure rage.

"Why would you care about her? Don't you have better things to do with your life? I'd absolutely hate it if something happened to you."

Twilight took a step back from the slowly advancing pegasus. Turning towards Applejack, she lent her a hoof and helped her to her feet.

"Take this letter to Spike, tell him it's urgent." Twilight said, handing a scroll to Applejack.

Fluttershy's scowl deepened as she watched Applejack gallop away.

"Fine then, if you want to get Princesses involved, go ahead. This just means I need to kill you."

Twilight gasped as Fluttershy barreled towards her. Powering up her horn, Twilight braced herself to counter attack, until she saw the tendril. A black snake like object branched off of Fluttershy and came at her faster then Rainbow Dash performing a sonic rainboom. Quickly, Twilight managed to teleport herself on the other side of the crazed mare.

Gasping for breath, Twilight turned to face Fluttershy. As she turned, she saw another tendril rush towards her. Dodging to her left, Twilight powered her horn and began launching magic beams at the yellow mare.

Swaying from side to side, Fluttershy dodged the five beams.

"You are so predictable Twilight Sparkle." Twilight watched her as she began to scowl at the flames around her. "Don't you think it's a little bright out here?" Fluttershy hovered into the air and closed her eyes. Reopening them, Fluttershy released a wave of energy, cooling the burning forest. "Much better."

Twilight's mind began to analyze the situation. Isn't she afraid of the dark? What are those tendril things? Did she say that she wanted to kill me?!

Twilight performed a basic light spell, desperate to see the location of her attacker. What she got instead, was a thousand hungry eyes staring back at her, each with sets of black spikes.

Twilight gasped, there was nowhere for her to run, nowhere to hide, and now she was going to die.

"Goodbye Spike."

Rainbow Dash was sleeping soundly in her cloud house with Tank sleeping soundly on top of her. Rainbow Dash sighed softly. What could be better than this? No work, nopony needed her help with anything, and she already caught up with all of the Daring Do books, so now all she needed to do was nap.

Rainbow Dash slept for what felt like hours, her mind quickly racing to recall the dreams that she had as she began to wake up. The only bits she could remember were about racing Twilight and Applejack through the Everfree Forest, Rainbow Dash expertly cleared the bushes and fallen trees, leaving her competitors in her dust. Rainbow Dash smiled as she crossed the finish line, everypony was cheering, and Pinkie Pie was bringing the biggest cake at Sugarcube Corner. Sadly, before she could taste Pinkie Pie's masterpiece, the dream began to fade.

Sighing softly, Rainbow Dash tried to push Tank off of her. "C'mon Tank, time to wake up . . ." She grumbled, clearing the sleep out of her eyes. Rainbow Dash tried to stretch, but Tank was getting heavier and heavier. "Tank," Rainbow Dash grunted, trying to squirm her way out from under her pet. "T-tank you're crushing me!" Rainbow Dash began to panic as she found it getting increasingly difficult to breath. Gasping for breath, Rainbow Dash came to. Looking around, Rainbow Dash collected herself.

Looking around, she realized that the discomfort on her back wasn't Tank, but a burnt tree trunk. Straining, Rainbow Dash tried to pick herself up, but the effort was futile. Groaning, Rainbow Dash tried again and again, but to no avail. Rainbow Dash was prepared to give up until she heard hoofsteps coming towards her.

"H-Hello?" Rainbow Dash called desperately.

The hoofsteps increased their pace, and she saw Applejack come out behind a tree.

"Rainbow Dash!" Applejack said, not dropping the scroll in her mouth.

Together, Rainbow Dash and Applejack managed to push the trunk off of the cyan mare.

"Gee Rainbow, ya look terrible." Applejack said, looking her friend over with concern.

"What happened! Where's Twilight!" Rainbow Dash yelled. Applejack pointed back towards the way she came and Rainbow Dash galloped off.

Giving her wings an experimental flap, her left wing ached with pain, but it wasn't anything that she couldn't handle. Urging herself forward, she fought through the pain and began accelerating towards Twilight.

When Rainbow Dash made it to a huge clearing, she stopped to catch her breath. Urging herself to fly once again, her left wing began screaming in agony. She was about to take off again, until she heard somepony talking.

"- better."

Rainbow Dash gasped as she saw Fluttershy hovering over Twilight, glaring at her maliciously, but it was the sight underneath the crippled Pegasus pony that made her freeze in terror. A black shadow with eyes and mouths were oozing towards Twilight, slowly encasing her in their darkness. Without a second thought, Rainbow Dash flew towards her friend.

Faster! She begged, as she began barreling towards her friend. Faster! Her wings straining to carry her faster and faster. Almost there! Her muscles burned, begging for an end to the pain, but she pushed forward. Soon, a cone of air formed around her, breaking through, Rainbow Dash heard one of her favorite sounds. A Sonic Rainboom. Keeping herself as strait as possible, she braced herself, this did absolutely nothing; however, as she crashed into Twilight, just as a tendril would have pierced her heart.

DO IT! The voice screamed inside her head. Do it! Do it! Do it! Kill her! End her pathetic life! She is the one that did this to you and she must pay!

B-but . . . she's my friend . . . I could never hurt her. Fluttershy tried to picture a face with the voice. It sounded like a little colt, always whining about things, but this one was slightly different. Although it did sound like a whiny colt, it also carried a lot of authority, something Fluttershy couldn't dare challenge.

You can and you will!

Fluttershy stalked closer to Twilight, releasing even more of those dark, scary sheets. Fluttershy felt the shadow change it's shape, she knew what it wanted to do, but was powerless to stop.

Please! Don't do this! This isn't what I asked for!

You wanted strength, I gave you all the strength you could imagine. You wanted those persistent voices to go away, and I took them away. You wanted Twilight to pay for what she did, so I will make her pay. You wanted revenge on the griffon, so she will die. KILL. HER. NOW!

Fluttershy whimpered softly. She could not refuse its will. Focusing on the shadow, she decided to make Twilight's death quick. Closing her eyes, she obeyed. as she thrust five combined tendrils forward, all aiming to go right through Twilight's heart, she heard an explosion. Startled, Fluttershy branched the tendrils out in a desperate attempt to fend off her attacker.

SHLICK

Fluttershy quivered in fear, feeling her targets blood splash on her body. Opening one eye at a time, she sneaked a peak at what she had done. Twilight brutishly skid into a tree, a pained expression on her face.

"Fluttershy . . . why?" Somepony croaked hoarsely .

Thanks to the lack of light, Fluttershy had no idea what the pony was talking about, until her eye's adjusted she saw Rainbow Dash impaled with the five dissipating tendrils at her hip, stomach, wings, and left hind leg.

Fluttershy gasped as Rainbow Dash tried to move closer, but whimpered in pain and collapsed to the ground. Her blood spilling out on the forest floor.

VERY good Fluttershy! You should be proud.

B-but this isn't what I wanted . . .

Now, for the next step. I know how to get your legs back. If you want them, go back to your cottage and wait for my instructions.

But what about Dashie and Twilight?

They are just victims in this game Fluttershy. Go back to your cottage.

Fluttershy's eyes filled with tears, how could she do this? How did this even happen? Deciding she couldn't leave them there, Fluttershy flew over to Rainbow Dash. She was about to try to pick her up, until searing pain entered her wings.

I told you to go back to your cottage!

Fluttershy writhed on the ground, the feeling of hot knives twisting in her wings increasing with each second.

I . . . don't . . . want to! Fluttershy cried in between sobs. The pain violently increasing.

So be it.

The pain Fluttershy felt intensified, and she writhed weakly on the forest floor. The world around her was turning red, as her mind desperately clung to her last thought before she fainted. Was it worth it Fluttershy . . . to kill your friend and the first love?

Princess Luna was sitting in her throne room, admiring the change of scenery. She always liked the castle better at night. The usual red carpet was replaced by a dark purple one, with stars in the middle. The murals that depicted events throughout Equestian history shined in the moon light. For the first time in moons, Princess Luna relaxed.

"Princess Luna!" Yelled one of her guards, galloping into the throne room. "Urgent message from Ponyville."

Princess Luna straitened herself and raised a hoof at the guard, silently telling him to continue.

" The Everfree forest has been destroyed! When we went to investigate, we found three mares, one is in critical condition, and the other two have been checked into the hospital. All three of them are too unstable for transportation. The yellow mare fit your description, and we have put her under constant observation."

Princess Luna stood at her throne. How could this happen? The princess stepped down from her throne and walked towards the entrance of the castle. Noticing the guard was still following her, she bid him to continue.

"I am also supposed to tell you, it has returned."

Princess Luna gasped. "King Sombra is back?"

Realizing his mistake, the guard hastily shook his head and apologized. Waiting impatiently, Luna watched as her guard fumbled for the right scroll. Pulling out a scroll from out of his saddle bag, the guard waited for Luna to get into her chariot.

"A homunculus has been reported by Night Watch."

Princess Luna's expression darkened. None of this would have happen if she never overestimated her sisters protege. She couldn't help being responsible. How did you not see this coming? she mentally scolded herself as her chariot took off to Ponyville. Did I really force myself to believe that I was the only survivor? If Celestia figures out she'll banish me to the moon for twice as long!

Twilight groaned. It was almost unbearable how uncomfortable she was. She was laying on her back, and her hooves seemed as heavy as led. Her horn spiked with pain with every breath, her right hind leg was on fire, the top half of her body felt like it was being hugged by a windigo, while her lower half felt like it was in Tartarus. The worst part of it all was that Twilight kept hearing this terrible snoring sound, leaving Twilight awake the entire night.

Cracking open her eyes, Twilight realized that she was in a different room. Of course it was completely dark so she couldn't be completely sure, so Twilight just called it Pinkie Intuition and moved on. Now that that problem was solved, Twilight started focusing on the snoring. She knew that it was coming from somewhere close by, but she couldn't roll on her side due to the discomfort and lack of energy. Eventually, Twilight just gave up and settled for waking the loud pony up.

Twilight spent the next half hour trying and failing to wake the pony up. She tried asking nicely, yelling, and using her magic to throw things at the mysterious pony, but it just kept sleeping. Sighing in defeat, Twilight tried to cover her ears, but when she raised them, a string was pulled taught, and a bell rang. Moments later nurse Redheart was in the room with a small flashlight.

"Oh, hello Twilight, just let me go get the doctor and he will answer any questions you have."

Five minutes later, nurse Redheart returned with somepony that sounded like a young stallion. "Hello Twilight, my name is Doctor Sky, I bet you have some questions, don't you."

Twilight prickled with annoyance. Why is he talking to me like I am a little filly? "Yes, I do Doctor. What happened to me?"

nurse Redheart exchanged a look with Doctor Sky, and trotted out of the room. The doctor sighed quietly and began recapping what happened. "It appears that you and another pony have been in some kind of altercation. It was because of a brave mare that you're still alive."

The room spun. "How could I almost die? Who saved me? Where's Rainbow Dash? Where's Fluttershy? How did I get here? What time is it? What about my friends?"

Doctor Sky was baffled at the barrage of questions he was receiving, so he decided to answer the easiest two first. "It is currently 3:21 a.m miss Twilight, your friends are currently waiting for you downstairs, and as of two days ago, your pet dragon was the one that found you and dragged you here."

Is that obnoxious noise? Twilight looked around, but she still couldn't see through the darkness. Seeing Twilight look around, the doctor shone a flashlight towards her lap, revealing a curled up baby dragon, hugging a ragged, gray, stuffed toy.

Twilight smiled at the sight of her number one assistant sleeping soundly, he must have been exhausted after dragging her all the way from the Everfree Forest. Twilight's smile faded as she turned towards the doctor and saw shadows creeping in the beam. Startled, Twilight gripped the flashlight in her magic and, ignoring the piercing spike of pain stabbing through her brain, threw it across the room. The flashlight shattered into pieces, and the room plunged back into darkness. Twilight's breath was ragged, most of her energy being used in that simple spell, but she still had questions.

"Where . . . is . . . Rainbow?" She asked wearily, urging herself to stay awake.

The doctor smiled softly and placed a blanket over her. "Not right now, you need your rest miss Twilight, we will talk when you wake up." The doctor watched as within seconds, Twilight fell back asleep.

Fluttershy groaned weakly, her muscles felt like they were melting, and her coat was damp. Where am I? Fluttershy wondered, lifting her head centimeters off the ground before she grunted and gave up. Looking around, all she could see was the damp stone wall. Am I in a prison? Fluttershy sighed and tried her best to get comfortable.

Yes you are Fluttershy. All because you wanted to stay.

The voice in Fluttershy's head caused her to tremble. W-what do you want with me! She asked, tears threatening to flow down her cheek.

I want to save you, let me give you a fraction my power.

Fluttershy wanted to say no, but she wasn't even strong enough to lift her head, what else could she do?

O-Okay

Fluttershy felt energy pulse through her wings, her muscles instantly cooling. Rolling on her stomach, Fluttershy took flight, her wing beats stirring up all the dust in the dungeon.

Thank you.

Fluttershy was snapped out of her mental conversation when she heard the echoing hoofsteps. With every passing moment they grew louder and louder, echoing loudly off of the damp stone. Soon enough, Princess Luna stood on the outside of the dungeon, looking at Fluttershy tentatively.

"Fluttershy," Princess Luna began. "please explain to me what happened three days ago."

Three days?! Was I really out for three days?

" I . . . fell into the Everfree . . . and-"

Stop talking NOW! Yelled the voice inside Fluttershy's head.

Eeping softly, her wings stiffened and she lost altitude.Recovering quickly, Fluttershy rushed to think of an explanation to what happened next.

"What happened next Fluttershy?" Princess Luna asked patiently, sitting down on her rump, outside the cell.

Fluttershy sighed heavily, she couldn't beleave that she was about to lie to a princess, but what else could she do? This thing inside her mind threatened to destroy her for disobedience on numerous occasions.

"Then I . . .hit my head on a rock . . ." Fluttershy's voice quivered, becoming barily audible to the princess. Fluttershy began to back into the corner of her cell, hiding behind her mane.

Princess Luna's eyes bore deep into her, their gaze infinite and unforgiving. "Fluttershy, two of your friends could have died on that day, one of them is lucky to be alive right now. I will search mercilessly for the destroyers of the Elements of Harmony, and I will destroy them twice as fast as it took my sister to banish me to the moon. I will ask you this only one more time. What. Happened."

Princess Luna's mane flowed more violently with each enunciation. Fluttershy was torn, on one hoof, Fluttershy could tell the princess and she could get help, on the other hoof, the voice inside her would most certainly destroy her from the inside out.

"I-I don't remember."

Princess Luna glared at her for what felt like hours, but eventually, her anger ebbed. Huffing, Princess Luna had enough, and she left Fluttershy in the dark dungeons.

The voice inside her head sharpened her hearing. She could here Luna breathing heavily, trying to contain her anger. As Princess Luna climbed the stairs, Princess Celestia stopped her.

"What is going on here sister?" Princess Celestia asked.

Fluttershy could here Princess Luna gasp in suprise, she clearly didn't tell anything to her sister.

"Princess Celestia! Just interrogating a prisoner."

Fluttershy strained her hearing as much as she could, catching the last of the echoing footsteps.

Did you ever here of 'divide and conquer' Fluttershy?

Fluttershy nodded slowly, accepting her new mission.

I understand.

Twilight groaned, the uncomfortable pressure on her legs had subsided, along with the snoring. Her head still had a hot knife in it, and her upper half still felt like it was being hugged by a windigo, but their was something different, was she being watched?

Twilight opened her eyes, the hospital light's blinded her. Groaning softly, she raised a hoof to her eyes. Looking around, she found Spike sleeping with his eyes open, cradling Smarty Pants in his claws. Sighing softly, Twilight turned and rang the bell next to her bed. Hearing Spike jump, she laughed and turned her head to look at him.

"Hey Spike, have you been taking care of things?"

"Twilight!" Spike said, jumping off the chair and replacing it with Smarty Pants. Spike waddled over to Twilight's bedside and rubbed her hoof. "I'm so glad you're okay! You've been out for three days!" Spike continued to grace her with stories of the past three days. "- and Sweetie Belle tried to help me clean up! She set the entire place on fire!" Seeing Twilight's face, Spike elaborated more. "Don't worry, Rarity and I spent the entire day cleaning it up. The entire day!" Twilight smiled as her number one assistant fantasized about his crush. Twilight and Spike stopped talking as they heard hoofsteps running down the hall. Within seconds, Princess Luna barged into the room.

Twilight and Spike both jumped, startled at the intrusion. Princess Luna locked eyes with her, glaring with anger.

"Twilight Sparkle, we have placed your friend Fluttershy in custody." Princess Luna said bluntly, ignoring the gasps of shock, she continued. "Your friend Fluttershy has been possessed by the oldest living homunculus."

Author's Note

Sorry for the super late chapter! Have any suggestions? Put it in the comments!

Chapter 13

Twilight's Transmutation
Chapter 13

"A . . . Homunculus?" Spike looked down at Twilight for an answer.

"They are ancient beings Spike . . . and it's my fault one got to Fluttershy . . ." Twilight hung her head, taking the responsibility for the situation. "Wait," Twilight said suddenly, perplexed. "you said the first Homunculus, is that the child?"

Princess Luna shook her head. "By calling him a child, you only flatter him. He only took the form of a child so he could get close to the weak. Pride himself is hundreds of years old, constructed by a man we called Father." Luna ignored the shocked gasp that Spike made. "The Brothers were eventually able to defeat him . . . but that was with the help with a Philosophers Stone."

"So then why don't we just go hunting for one, and use it to save Fluttershy?" Spike asked a second before Twilight.

"You can't hunt for a Philosopher's Stone, you create one." Raising a hoof to stop their next question, Princess Luna elaborated. "In order to make a Stone, you need thousands of souls; that is a price I'm no longer willing to pay."

Twilight cleared her mind as best she could. "Spike, can you get the others please? They need to know this."

Spike managed to grab Rarity, Pinkie Pie, and Applejack in the middle of the night and brought them to the library without to many sideways glances, objections, or questions.

"What do ya mean she's possessed?" Applejack asked.

"'Shy is being controlled by a Hu-thingy, and now we have to stop her!" Spike said, dragging Applejack to Twilight's room by her tail.

As Princess Luna caught her friends up, Twilight studied their reactions: Pinkie Pie stopped bouncing, Rarity's expression was grim, and Applejack looked like she was on the verge of tears.

"Ah don't understand, what's wrong with her?"

"She is possessed by Pride, the first Homunculus. He has obviously gotten stronger since our last encounter . . . we can't waist any time."

"What do you want us to do?" Twilight asked, getting out of her hospital bed.

"The easiest thing to do is to kill Fluttershy, that would save a countless number of lives. Your other option is to find Pride's first vessel, and encase it in pure darkness. if he has one anymore."

"No!" Pinkie Pie yelled. "We can't kill her! She's our friend?"

Princess Luna sighed. Ponies were definitely easier to command a thousand years ago. "If you don't destroy Pride's vessel, he's going to make Fluttershy destroy you. This is the price you pay for forbidden knowledge Twilight Sparkle, it's time for you to pay the price." Princess Luna turned and walked out the door.

"Twilight," She steeled herself for the question Spike was about to ask, one that nopony wanted to answer. "Are we going to kill Fluttershy?"

Twilight shook her head. "Not unless we have any other option . . ."

Just do what I tell you, and this should be over by dinner.

Fluttershy nodded to the voice inside her head.

A wave of pain washed over Fluttershy, and she fell onto the floor. What first started as small spasms turned into full convulsions. Fluttershy tried everything in her power to escape the pain, but to no avail. Just as she was wondering how to stop this pain, a guard walked passed her cell.

"Miss?" He turned towards Fluttershy's cage. Seeing her writhing in agony, he gasped and opened her cell to perform a healing spell.

Taking the opportunity, Pride launched Fluttershy at the guard. The guard gasped and jumped back, trying to dodge Fluttershy's teeth. Unfortunately, the guard was to slow, and Fluttershy clamped her teeth around his jugular and swiftly dispatched the enemy.

Realizing what she's done, Fluttershy flew off the guard and tried to spit out the blood. w-what did you make me do?

I made you a victor, Fluttershy. In combat, you must do everything you can to win. Now open his mouth.

Fluttershy wobbled on her knew legs. The guard who owned them felt heavy and lopsided,the armor even more so. As she climbed the stairs in her disguise, Fluttershy saw Princess Celestia coming to greet her.

Just stay calm and let me do the talking.

"Swiftwing, nice to see you, I hope the day wasn't to slow for you?" Princess Celestia asked.

Fluttershy felt the stallion nod. "Not too bad, in fact, I almost feel like today will be pretty interesting."

Celestia smiled and continued on her course. "Walk with me to my chambers?"

Fluttershy nodded and walked side by side with the Princess.

As Princess Celestia walked, she couldn't help to feel a foreign presence. Looking around, she realized the castle was getting darker. Celestia sighed, Luna must be in a hurry to raise the moon again. "Can you light a torch for me Swiftwing?"

"What's wrong Princess, are you afraid of the dark?" Pride chose this time to shed the corps Fluttershy was wearing. Each part aging, rotting, and then falling off the yellow Pegasus.

Princess Celestia gasped, staring at what remained of Swiftwing. Lighting her horn in defense, she saw hundreds of eyes encasing the room.

"A shadow demon!" Princess Celestia yelled, lighting her horn to it's maximum potential.

"Goodbye Princess." Fluttershy smirked at the defiant mare. Although most of the tendrils have been burned off by the bright light, she used the other fifteen of them to aim directly at her heart.

Dodging out of the way, Princess Celestia dodged the brunt of the attack. The tendrils raked across the left side of her body, tore her wing to shreds, and finally embedded themselves in her hip.

Groaning in agony, she ignited her horn for one last spell. She had to get away, anywhere but Canterlot. Thinking quickly, she closed her eyes and teleported.

Rainbow Dash slowly woke as she felt something prod her body. Groaning, Rainbow Dash tried to open her eyes. Opening them in small increments, her eyes slowly got adjusted to the lights of the room. Turning towards the source of the prodding, Rainbow Dash saw her pet tortoise Tank bumping into her hip.

Smiling, she turned him around and watched as he flew around the room. Rainbow quickly noticed this wasn't her cloud house and quickly began to panic as she remembered the events of four days ago.

She realized what Fluttershy was going to do, and that one of her friends was the intended target. Without thinking, she put herself in Fluttershy's way. Something warm and gooey slid down her side, that was the last thing she remembered before she collapsed.

The door cracked open, snapping Rainbow Dash out of her thoughts. Nurse Redheart entered the room with a clear bag of liquid in her mouth. Seeing Rainbow Dash staring back at her, she set the bag down and trotted over to her.

"Hello Rainbow, as you know I am Nurse Redheart. Do you have any questions?"

Rainbow Dash nodded slowly, her head still aching. "How . . . did I get here?"

"Spike brought you in along with Twilight Sparkle."

Hearing her friends name, Rainbow Dash's panic intensified. "Twilight! Where is she?! Is she okay?!"

Nurse Redheart took a step back. "Calm down, your friend is alright, she left the hospital last night. We will send for them immediately."

Nodding, Rainbow Dash watched Nurse Redheart replace her IV and trot out of the room.

Turning towards Tank, who was currently bumping into her bed, she began to wonder how he got here.

"Hey buddy," Rainbow Dash said as she corrected his course. "who brought you in here?"

Slowly, Tank extended his head towards the broken window.

Sighing, Rainbow Dash began to think of a way to pay for the damages.

The four ponies and dragon sat glumly in Twilight's room. All thinking of a plan that inevitably ended the same way. Twilight studied her friends. Rarity was on the verge of tears, Applejack pulled her hat off and stared at the floor glumly, Pinkie Pie's hair was flat and she was rocking back and forth slowly, and Spike was running petting Rarity, trying to comfort her.

"Twi', there has to be another way." Applejack said, looking her in the eye. "Can't we just figure out how to wrap her in darkness or somethin'?"

Twilight sighed, no matter how much she wanted a different solution, the death of her friend would be the easiest way. "Sure . . . let's try to find a way to find this homunculus and wrap it in darkness." As she said these words, she was skeptical that this plan would even work, but looking up again, she saw that her friends regained some degree of hope.

As they all composed themselves, they heard a loud thud.

"What was that?" Rarity asked, jumping to her hooves.

The party ran downstairs into the library, only to see Princess Luna standing over somepony. As they approached, Princess Luna stepped aside to allow them a better look. Twilight gasped as she stared at her unconscious mentor. Princess Celestia's coat was dark red, partially hiding the hideous gash on her left side. Her wing was tattered, and blood already started to pool on the floor.

"Princess Celestia!" Twilight yelled, rushing forward.

Thinking quickly, Twilight grabbed bandages with her magic, and proceeded to wrap up her mentor. "Spike, can you bring something for her to lay on?" Nodding, Spike rushed upstairs.

Within moments, Twilight had dressed her wound, cleaned the blood of the floor, and laid Princess Celestia on the spare bed that Spike brought.

Princess Luna watched uncomfortably as her sister slept, the others finding something to keep themselves busy. Sighing, Princess Luna decided to figure out what happened. Closing her eyes, she focused her magic on Princess Celestia's mind, and soon was whisked away into her dream.

Princess Celestia was walking through the castle dungeons. The shadows danced in the candle light, making Celestia strain with caution. She walked with determination, yet her face was filled with worry. Finally, she came to her destination and stood by the cell.

"Fluttershy, are you alright?"

Inside, a little yellow ball in the corner twitched and unraveled, revealing a terrified little Pegasus with no legs.

"P-Princess Celestia!" Fluttershy cried out in relief, flying weakly to the bars of the cell.

"What happened Fluttershy? Why are you here?"

Fluttershy shuddered, the memory of what happened was terrible enough.

"W-well . . . It was Princess Luna . . ."

Princess Celestia strained to here the rest of her words, but Fluttershy spoke softer and softer until her lips were moving, but nothing came out.

"May you repeat that?"

Fluttershy nodded and quickly started over. I- I was walking over to the library and I saw Princess Luna and Twilight talking . . . Princess Luna transformed into a monster!"

Princess Celestia tilted her head and smiled gently. "What do you mean by that my little pony?

Fluttershy looked up desperately. "I heard her saying that she would teach Twilight something that would help make her stronger. Something even stronger then you . . ." Fluttershy gave out an exhausted sigh. "Please be careful!"

Did Princess Luna have something to do with the monster that attacked her? Suddenly, everything clicked. Princess Luna was teaching Twilight a Forbidden Art, and with that power, Luna would overthrow her once and for all.

Princess Luna sprang back, startling everypony inside the library.

"Luna, what's wrong?" Twilight asked, giving her a comforting hoof.

Luna stared at her unconscious sister with trepidation. "I fear that Pride is getting stronger. He has warped Celestia's mind and is making her believe that I was the one who attacked her." She turned towards Twilight, silently telling her that her decision was now final. "She knows that I have been teaching you Twilight Sparkle, and is now convinced that I plot against her to rule Equestria. Enough is enough, we need to end this before anypony else gets hurt. I need you to find Fluttershy and kill her."

A collective gasp filled the room that died just as quickly as it began, as Princess Luna stared down at the ponies before her. "You must listen here my little ponies," Princess Luna growled "what we are facing is beyond friendship, what we are facing is a menace that has been thrust upon us due to somepony's mistake, and now we need to fix it. The only thing that matters now is what we have to lose, and I would much rather loose one pony than thousands trying to recreate a Philosophers Stone."

Hours of silence followed. Twilight was at her workstation, trying to figure out a memory spell, receiving all the books she needed from Spike. Rainbow Dash was watching over Princess Celestia, Pinkie Pie was sitting against the wall drawing circles in the floor, and Applejack and Rarity went back home, busy at work. Nopony inside the library spoke, as they were under the watchful eye of Princess Luna, who's decision of wanting to slay their best friend was final. The silence wasn't broken until they heard a soft moan, it pierced the air like a knife, causing everypony to stop in their tracks. Before they could pass it off as nothing, they heard it again, and saw Princess Celestia regaining consciousness.

"Princess Celestia!" Rainbow Dash whispered softly, trotting closer towards her.

As Princess Celestia became fully conscious, she tried to lift her head. Immediately, she felt a stab of pain in her side. Gasping in discomfort, Princess Celestia laid her head on Spike's pillow.

"T-Twilight" Celestia groaned softly, summoning her student almost instantly.

Celestia watched her student trot swiftly to her bedside. Noticing her look of concern, Princess Celestia sighed and whispered into her ear.

"You do not know how disappointed I am in you Twilight Sparkle," She groaned as coughs wracked her body, making her bandages ooze with fresh blood. "If you want to see power beyond your imagination, you have seen nothing yet."

The lingering silence that followed was shattered as three sharp knocks were heard on the front door. Spike swiftly uprooted himself from Twilight's desk and rushed for the door. Opening the door, he saw Nurse Redheart standing impatiently at the door.

"Oh, sorry to bother you Spike, but your friend Rainbow Dash has just woken up from the hospital, she has requested to see you girls at once."

Twilight's blank stare broke off of Princess Celestia and moved slowly over to Nurse Redheart.

"Let's go girls . . ." Twilight said, swiftly leaving her library.

Fluttershy opened the door to her cottage. Surprised that her animal friends still resided there. It's been a grueling three days since the attack on Canterlot, and an even worse journey home. Because she was now a fugitive, she had to lay low and find her own way home, and for some reason, the voice in her head never reappeared for guidance. Instead, during her journey home, her body seized with aches and pains. Other days, like today, her entire body felt the same pain, but it ebbed and pulsed around her body.

Fluttershy spent the next five hours feeding and listening to her animal friends, but she could never stop thinking about her problems. The last thing I need to do is to find the Blacksmith . . . Fluttershy thought while talking to the Beavers. Fluttershy sighed as she moved around the house feeding and listening to the animals problems. Why doesn't anypony listen to my problems?

After caring for the animal's needs, she sighed and looked around her cottage. She remembered the times before Twilight ruined everything. The times when she was happy, and the time when she had hooves. Fluttershy sighed softly as she flew up to her bedroom. Deciding what she needed was a good night's sleep, she tried to go to bed. After hours of watching the ceiling, she heard a soft voice call her name.

"Fluttershy? Is that you?" Fluttershy's mind raced as she tried to identify the voice of one of her many enemies. Instead, the door to her room opened, and she saw a white bunny staring up at her. "Fluttershy!" Angel cheered as he hopped on the bed and squeezed himself into the covers.

Fluttershy smiled, feeling so much safer with Angel by her side. Exhausted, Fluttershy closed her eyes and fell asleep instantly.

The next morning, Fluttershy's pain was worse. The pain rocketed through her body in waves, and no matter how much she wanted to, Fluttershy couldn't get help. Today was the day she had to find the blacksmith.

Traveling along the Ponyville underground that Fluttershy never realized existed, the bunny/pony duo searched high and low. Eventually, Fluttershy just broadened the search to anypony with a furnace. After hours of searching, she found what looked to be a smithy. The stallion looked tough and calloused, and tried to glare her down as she approached. Sadly for him, she didn't care anymore.

"Are you the blacksmith?" She asked, sighing with relief.

The stallion stared at her, unblinking. "What's it to you?"

Fluttershy hovered in front of the stallion. The only thing scarier then the big, black stallion was his voice. He was a full head taller then Big Macintosh, and looked twice as strong. His voice was a deep, thundering bass.

"I'm looking for somepony who could make a special item for me." Fluttershy felt Angel's encouraging pats on the head driving her forward.

"Look lady, if you want those items, check with some of Rarity's friends. Now, why don't you go back home to wherever you and your slut friends live."

Fluttershy blushed slightly and stared at him. Deciding her next course of action, she chose to just leave him with no option. She was handed two bags of bits by Angel, and she tossed them to the burly stallion. Grabbing the blueprint that she had, she tossed that at him as well.

"I want you to make four of those, one for each hoof, in five hours. Otherwise, you can just take a bath in that furnace of yours."

The stallion's eyes flared with anger, but the big bags of bits made him stop in his tracks. Grabbing the bags, and the blueprint, he nodded to Fluttershy and walked inside.

Taking flight, Fluttershy realized that she was exhausted. Each flap of her wing sent hundreds of aches and pains through her body. Moaning softly, she tried to find the power that the Voice gave her, the fearless attitude that she had summoned just a moment before, but nothing was there. A sharp pain in her stomach made her cry out in agony, and she chose to just give up.

Locking her wings to her sides, she unceremoniously fell the few feet that she desperately tried to gain. Angel cried out, jumping off of his caretaker's back, and stared as she lay in the back of the ally, unconscious. Angel ran over to Fluttershy, desperately trying to wake her, but to no avail. Deciding that he should stay with her, he wiggled inside the fold of her wing for warmth. Looking back at her face, Angel saw two cold eyes glaring back at him. Angel tumbled off of Fluttershy's back and shuttered as she began to spoke in a young colt's voice.

"It's only a matter of time until I am free of this vessel, and when I escape, I will need to personally thank the one who freed me."

Author's Note

Hi everypony! I entered this story in a novel writing challenge, so I will get more time to work on it. If anypony wants to join, go to http://ywp.nanowrimo.org!

Thank you for being so patient with me, and I would love to get everypony's suggestion on how to make this story better!

Chapter 14

Twilight's Transmutation
Chapter 14

Rainbow Dash stared up at her friends in shock, not believing what she missed while she was away.

"You want to kill her!" Rainbow Dash yelled, anger pulsing through her body.

"Rainbow Dash, look at what she did to you! I wouldn't be here if you hadn't saved me, and now she's off doing Celestia knows what, prepairing herself to strike again!"

Rainbow Dash cringed as Twilight reminded her of the injuries she had sustained. Her wing was torn apart, and it would take weeks to heal. "I thought you believed in friendship Twilight." Rainbow Dash's mind filled with rage at the thought of her friends actually concidering the thought of killing Fluttershy. "It's not her fault Twilight, if anything . . . we should kill you!"

Twilight took a step back, giving Rainbow a chance to continue her virble assult. "You were the one that ruined her life, and you were the one that started all of this. Now you just want to take the easy way out and kill your best friend for a mistake you made?" Rainbow turned her head in dissapointment. "Y'know, with being such an egghead and all, I thought you would be able to come up with a better solution then that, it's no wonder Celestia is disapointed in you . . ."

Twilight's eyes filled with tears, with no responce, she sat on her haunches and let them flow down her cheeks. Spike was at her side in an instant, comforting the best he could.

"Rainbow Dash!" Rarity scolded. "Now is not the time for hurting each other, now is the time to help each other come up with a way to fix this!"

The cyan mare stared at Rarity, a hurt look etched apon her face. "How could you even think of doing such a thing Rarity? Are you willing to kill one of your friends so quickly with no second thought?"

Rarity sighed softly and walked over to her bedside. "Now dear, this isn't an easy thing to do, but think about it. Fluttershy is growing stronger and stronger everyday, and just recently she has assulted Princess Celestia, almost killing her. We don't have the Elements of Harmony, and Fluttershy could show up at any moment. What do you suggest we do?

Rainbow sighed. Honestly, she hadn't thought about another idea, she just didn't like the one about killing her best friend . . . There has to be another way . . .

" . . . I'll help you find her," she said glummly, her friends expressions only furthering her saddened mood. "but please . . . can we try to find another way . . . instead of killing her?"

Applejack nodded. " 'Course we can Sugarcube."

Seeing the yellow mare writhing in agony in the middle of the dark alley drew some attention. The older stallions had no thought of helping the young mare however, and instead planned on taking advantage of her. Sadly for them, they failed to realize the small, white ball of rage that flung himself at their heads.

Panting, Angel Bunny hopped away from the seventh victom of the evening, returning to check on his caretaker. Fluttershy looked exhausted, her face was pale, her breathing was shallow, and her stomach appeared bloated. Busy trying to comfort his caretaker, Angel failed to notice the stallion behind him.

"What the hay is goin' on here?"

Turning around, Angel swiftly lashed out at the stallion's head. Blocking the onslought, the stallion held him carefully and moved him aside, returning his focus back to the mare in pain. Cautiously, the stallion nuzzled the mare, withdrawing a yelp of pain immediately. Backing away, he tried a different aproach. Slowly, he approached Fluttershy's ear.

"It's alright Miss Shy, it's just me, Big Mac. Ah'm goin' to take ya to the hospital nice and easy alright? Just tell me if ya want me to slow down." Slowly, Big Mac and Angel raised Fluttershy onto his back.

Slowly, Big Macintosh worked his way through the side streets of Ponyville, how Fluttershy ended up in a place like this he would never know. The evening eventually gave way into night, as Luna's moon lit up the night, showcasing her beautifully crafted constellations for all of Equestria to see. Now that most ponies were entering their homes for sleep, the other ponies came out and skulked the streets. Sadly for him, carrying a half conscious mare that's groaning in pain attracted a bit more attention then he wanted.

One by one, the Skulkers as Applejack called them, filled the alleys of Ponyville. Each one of them more interested in Big Macintosh's cargo then the last. Keeping his eye's glued forward, he tried to pick up the pace, but was immediately denied by a yelp of pain.

"Sorry 'bout that Miss Shy." Big Mac whispered behind him. Settling on just a swift walk, He couldn't help to notice all of the eyes on him. The cold, hungry, glowing red eyes tracked him every step he took, and so did the whispers.

"There they are . . ."

"Look at how strong he is . . ."

"Lots of muscle that one has . . ."

"So pretty . . ."

"He must've bagged that mare himself . . ."

"So hungry . . ."

"So delicious . . ."

Big Macintosh sighed, he should have expected things would not be this easy for him, and now he needed to find a way out of the mess he walked into. Looking around, Big Mac looked for something to hide Fluttershy in. Crates, barrels, alleys, and small holes in walls that some of these ponies called their home passed through his vision, but he chose the hay pile instead. Carefully putting her down amongst the hay, one of the Skulkers came into view.

The first thing that got to Big Mac was how thin she was, so thin you could play her like a xylophone. Her cold blue eyes were fixed on him, and her mouth was watering. She opened it several times, but nothing came out. After several attempts, a scratchy sound could be heard.

"C-can I have some?"

The crimson stallion took a step back only to bump into somepony else. Retreating back towards the hay pile, he searched for Fluttershy, but to no avail. "Miss Shy!" Big Macintosh yelled, looking over the heads of the surrounding ponies.

Big Macintosh jumped back as one of the ponies snapped at him. Turning around, he found his target right in front of him. Fluttershy was hovering above the ground, smirking at him with cold, lifeless eyes. Big Mac gasped as Fluttershy's eyes, and the ground beneath him began to glow. Suddenly, tendrils pierced his body. He growled in pain as his body began to feel like it was on fire, and he collapsed to the ground his warm blood began to pool underneath him. Fluttershy's eyes began to glow once more, and the surrounding ponies began to look around confused.

I'll see you later Big Macintosh. Fluttershy smirked and the glowing eyes of the Skulkers began to fade. Their eyes returning back to their normal colors. Blending into the crowd, Fluttershy flew away, leaving an unnoticed Big Macintosh to bleed out.

Wasn't that so much fun Fluttershy?

Fluttershy was currently flying towards her cottage, her body being wracked with pain every couple of minutes. With her teeth gritted, eyes focused, her breathing coming in ragged gasps, and one of Pinkie's songs in her head, she trudged in the direction of her cottage, doing her best to forget what happened.

"W-what do you . . . want with me?" Fluttershy groaned, barely able to keep herself aloft.

What I want right now is for you to put on those legs.

Fluttershy grimaced. After the scene with Big Macintosh, she was forced to go back to the blacksmith and take the four metal legs he was working on. She had no idea why the Voice wants them, but she figured that she couldn't argue with it. With her wings on fire, Fluttershy opened the door and flew upstairs, instantly, the small house came alive with cheerful greetings and please to help the injured.

"Hello"

"Where have you been?"

"We've been so worried."

"Mr. Mouse broke his leg again!"

"Mrs. Robin laid three eggs!"

"Silence!"

A deep roar echoed through the cottage, instantly stopping the chatter. As Fluttershy lay in her bed, shadow tendrils spread out from the bed, and opened up the saddlebags, grabbing the metal legs.

Don't worry Fluttershy, this will only hurt alot

For the next hour, the cottage was filled with screams of agony and howls of pain. Slowly, Pride managed to equip Fluttershy with the automail she needed to bring him one step closer to his goal.

Rainbow Dash snapped awake. Mumbling softly, she remembered that she spent an hour arguing with the nurse, begging for her to leave. Inevitably, it was a battle Dash could not win, so she went back to her room and fell asleep. Ears perking up, she heard the sound again, a thudding sound. Sighing softly, she got up out of bed, ready to help Tank adjust his course once more. Upon turning on the light, she saw Tank in his shell sleeping peacefully.

Sighing softly, she turned the light back off and trotted back into bed. As she looked up at the ceiling, she saw a twinkle. What is that? Rainobw Dash thought, rubbing her head. Reaching over, she clicked on the light once more and looked upwards, right into the sea blue eyes of Fluttershy.

Rainbow Dash regained full consciousness almost instantly at the sight of her best friend. Sadly, it took her half as long to realize something was wrong.

Fluttershy was pale. Her sweet yellow glow had faded complete and all that was left was a husk of a pony. She didn't look like she was getting a lot of exercise, as she appeared to be chubbier than usual. She also appeared to be walking awkwardly on four metal sticks. Which, upon further investigation, Rainbow noticed that they were intricately designed legs, giving a once legless mare that ability once again.

Rainbow Dash slowly got out of bed.

"Fluttershy? W-what happened to you? Are you alright?"

Dash took a step back as Fluttershy trembled with rage at each question. Rainbow tried to walk slowly over to the door, but Fluttershy's venomous gaze stopped her in her tracks.

"You're first." Fluttershy whispered, the sound almost being drowned out completely by a sharp metallic ring. Slamming her forehooves to the ground, a blue light filled the room.

Immediately, Rainbow Dash's body wracked with pain. Doubling over, she fought her seizing lungs for air. The request was ultimately denied however, as her brain felt as if it were expanding. Groaning in pain, Dash tried to take a step forward, just enough to get into bucking range, but when she tried, she ended up flat on her face.

"Don't try to resist!" Fluttershy hissed, her pink mane flowing in the energy of the active transmutation circle.

Rainbow Dash felt her body weaken, and her consciousness slip. Unable to break free, she stopped resisting completely, and let Fluttershy's transmutation take hold.

"Somepony help!"

The shrill cry pierced the night sky, as ponies in Ponyville settled into a panic. From what the nurse could gather, a red stallion appeared out of nowhere injured and half dead. His hide was soaked in his own life essence, along with a huge gash on his side. It had taken three stallions to carry him safely to the emergency room.

The stallion that was injured was big and strong, one of the toughest in all of Ponyville. If the attacker could take down such a strong pony, what would stop them from coming back and striking again? The nurses of Ponyville hospital spent all night trying to stabilize his condition, finally accomplishing their goal at 8 a.m.

Absolutely exhausted, the nurse ponies wheeled the stallion into an available room, not noticing that in the room next door, its occupant was passed out on the floor.

Eventually, the sound reached the cyan mare. Groaning, Rainbow Dash struggled to her hooves. Seeing her room empty, she knew that Fluttershy had disappeared once more. She knew that finding Fluttershy was important, especially if she didn't want her killed, but Rainbow knew she had to tell Twilight what happened.

Limping out of the room, she dodged out of the way as nurses shoved their way into the room next door. Letting her curiosity beat her, she took a peak inside. Rainbow's eyes widened as she saw Big Macintosh covered with blood, the nurses monitering him constantly, prepared for any change in condition. With new found determination, Dash started towards Twilight's house at full gallop.

Twilight, Rarity, Applejack, and Spike didn't get back to the library until late at night. Rainbow Dash clearly didn't like the idea of having to stay in the hospital for couple more days, but eventually she caved in and called it a night. As Twilight opened the door with her magic, she couldn't believe what she saw.

The library was destroyed. Bookcases were toppled, papers thrown everywhere, years of careful charts, catalogs, and notes were destroyed. In the middle of the room, Princess Celestia lay in the center of a transmutation circle, a two legged figure looming over her.

"Princess Celestia!" Twilight shouted. Reacting quickly, she clapped her hooves together and forced them to the ground. A pillar of wood crashed into the figure, causing it to roll in a flurry of limbs before hitting the wall with a loud thud.

In an instant, everypony ran towards the Princess. Looking up, Twilight saw the figure collect itself and come charging forward. Thinking quickly, Applejack turned and bucked the air, catching the figure just below the jaw, sending it flying through the air. Twilight performed a quick transmutation, causing the wood around the figure to pin it.

"Everypony okay?" Applejack asked, looking towards the struggling figure.

"Turn on the lights Spike." Twilight asked, walking back to her fallen mentor.

Flipping the light switch, Spike turned and saw the mysterious creature, it had a green mane, and two legs.

"What is that?" Spike asked.

Twilight walked closer, not believing her eyes. "P-Princess Luna?"

Before anypony could react, the door was bucked off it's hinges. Turning, Twilight saw an exhausted, bruised, cyan mare. "Rainbow Dash!"

Rainbow Dash gasped for air, her chest heaving in and out. "T-Twilight! Applejack! B-Big Macintosh! Fluttershy!"

Rarity looked at Rainbow Dash in confusion. "Calm down Darling! At this rate you're going to get a pimple! Please, calm down and start from the beginning."

Dash took a deep breath, thinking about where to start. "Alright, well after I had my conversation with the nurse and went back to bed, I eventually fell asleep. I woke up in the middle of the night because I heard a noise, and Fluttershy was in my room."

Rainbow paused and waited until the collective gasp and murmurs settled down. "S-she transmuted me . . ."

Everypony paused as an evil cackle filled the room. Turning to Envy, Rainbow Dash charged at her.

"What's so funny!" She yelled, hovering over her.

"Looks like Pride put his plan into motion," Envy managed to choke out in between her laughter. "now there's nothing you can do!"

Princess Celestia groaned and tried to lift herself up. Running to her aid, Twilight let her mentor lean against her for support.

"Why are you doing this Luna?" Celestia asked tiredly.

Envy smiled. "Princess Luna was just an alias." Envy's smile widened as she noticed the confused looks. "Princess Luna was never real you idiots! It's been me the entire time! Overthrowing Discord, Nightmare Moon! Everything you know about 'Luna' is just a bunch of lies! Now that Pride's plan is taking action there is nothing you can do!"

"Girls?"

In turn, the five ponies turned, each looking at Rainbow Dash.

After shuffling her forehooves for a moment, Dash spoke up. "I-I think something is wrong with Fluttershy . . ."

Twilight's ears perked up immediately. "What do you mean Rainbow, what's wrong with her?"

"Well, when she was inside my room, she looked really pale, she looked absolutely exhausted, and she looked chubbier then usual."

"Spike," Twilight called, turning towards her assistant as he appeared by her side. "Get me Symptoms: Sicknesses and Diseases please."

With a quick nod, Spike ran off to get the book, appearing moments later. Grabbing it in her magic, Twilight began to flip through the book, skimming the information before stopping. After a short pause, Twilight fell back on her haunches. A perplexed look etched her features.

"Umm . . . girls?" Twilight took a moment to go over what she just read. "I . . . I think Fluttershy is dealing with some type of accelerated pregnancy-"

"What!"

Fluttershy's body wracked with pain once more. She was currently pacing around the room, unable to keep still until the pain got even worse. Groaning in pain, the animals in the cottage began to retreat, all except for a small, white bunny.

Angel Bunny hopped towards his caretaker, staying at her side for the entire process. A few seconds later, it was perfectly clear to both of them that Fluttershy was currently giving birth.

Turning her head weakly, Fluttershy stared at Angel. "G-Get Nurse Redheart . . . please." Turning swiftly, Angel hopped swiftly out of the cottage towards the hospital.

The next 16 minutes where the most strenuous of Fluttershy's life. The process was extremely uncomfortable for the small mare. The racks of pain, the awful screams and yells of defiance coming from her head, and the constant attempts from Pride to impede the birthing process. Sadly for him, 16 minutes later, a beige colored foal with a black mane, purple eyes and a red mark on his forehead lay on the floor next to an exhausted Fluttershy. Disoriented, he tried to stand multiple times, crashing on his face after each attempt.

A small chuckle filled the room. Curious, Pride turned towards the source, only to see two blue eyes staring back at him.

"Y-you aren't so scary now that I can see you . . ." Fluttershy adventured. "W-why do you want to hurt everypony?"

Pride focused on his hooves, slowly lifting himself off the ground. "I'm trying to find my friends . . . can you help me?"

Fluttershy smiled softly and squirmed closer to her foal. "Of course I can."

"What!"

Everypony turned towards Envy, who was currently trying to escape the wooden grasp of the floor.

"That's impossible! Pride would never let that happen!"

Enraged, Envy began to thrash around her wooden restraints. Flexing her body, Envy shattered her restraints. Dodging the wooden projectiles, Applejack charged forward, unprepared for Envy's arms to extend and smash against her head. Rarity used her magic to lift the shards of wood and launch them at Envy. Envy smiled as she swatted them out of the air. As Envy turned to Rarity, Rainbow went in to sweep her off of her feet. As she executed her move, she misjudged the weight of her opponent and stopped in her tracks.

Turning, Envy impaled Rainbow in the floorboards. Seeing two ponies standing, Envy extended both her arms out, wrapping up Celestia and Twilight. Smashing them together, she heard a satisfying yelp of pain.

Smashing the door off its hinges, she ran towards Fluttershy's cottage. Pride was becoming soft, too soft. As soon as he is out of the way, all I need to do is wait for Sloth.

As she arrived at the cottage, she peaked inside, she saw a yellow Pegasus curled up around a beige foal. Both of which were fast asleep.

Back over the by the bridge, she saw a bunny leading a white mare towards the house. A perfect way in. Envy thought. Swiftly sneaking up behind the white mare, making sure to get a good look at her, she swiftly thrusted a spiked hand through her throat. Covering Nurse Redheart's strangled cry with a cough, she tossed the corpse aside out of view, and transformed into her most recent victim.

As the pair walked into the cottage, the foals ears perked up. Instantly, shadows surrounded her. Stopping in her tracks, it finally clicked. That Pegasus didn't give birth to a foal, she gave birth to Pride! Envy smirked, her plan was going to be easier than she thought.

"You've got to be kidding me," Envy smirked towards the foal. "How did you slip up so badly, you got trapped in that tiny little body?"

Realizing who it was, the shadows withdrew. Grumbling, Pride turned his head and snuggled back under the Pegasus's wing.

"You're pathetic," Envy spat. "You really weren't kidding when you were being destroyed were you? All of this was just so you could have a family wasn't it!"

Pride did his best to ignore her, snuggling deeper into Fluttershy's stomach. Sensing her foal's discomfort, Fluttershy awoke. Turning her head, she saw Nurse Redheart.

"H-hello Nurse." Fluttershy whispered, trying not to bother Pride.

"Hello Fluttershy," Envy said, forcing herself to remain casual. "I've been informed that you had a foal!" Seeing Fluttershy nod, Envy continued. "Well I'm going to take him upstairs real quick and get him all checked out."

Fluttershy squirmed uncomfortably. "Oh . . . um . . . would it be okay if I come too? I-if you don't mind that is . . ."

Envy turned swiftly. "Well, I do mind. Wait right here, we'll only be a couple minutes."

Taking Pride upstairs, she went in Fluttershy's room and locked the door.

"Alright Pride, what game are you playing?"

"You don't have to worry about her." Pride said. "I have her in my pocket, and when the time is right, I'll kill her."

Envy chose then to shed her persona, returning to human form. "You really are weak aren't you? Don't forget that our mission is to create a Philosophers Stone out of this place."

Pride's ears splayed back. "Don't worry, I remember."

Author's Note

Picture used with permission. Any tips or suggestions? Write them in the comments! :pinkiehappy:

Chapter 15

Twilight's Transmutation
Chapter 15

Applejack groaned. As she picked herself up, the room began to spin. With a grunt, she fell back on her haunches. Rainbow Dash held her own on more than her fair share of botched stunt attempts, so when she came to and picked herself out of the floor, Applejack had to admit she was pretty impressed. Twilight and Rarity were the last to regain conciousness, rubbing her forehead, Twilight groaned softly.

"We have to catch her." Twilight declared, looking for any objections. "She's most likely at Fluttershy's house doing Celestia knows what to her."

Rainbow Dash jumped like she's been electrocuted. "Big Macintosh!"

Applejack turned towards Rainbow, a curious expression etched her features. "What're ya talkin' about RD? What about Macintosh?"

Dash began to prance around the room in anticipation, her wings began flapping strongly. "At the hospital! When I woke up, he was in the hospital!"

Applejack's eyes widened. "What!" Quickly, before Twilight could stop her, she ran towards the hospital.

Ears splaying back, Twilight sighed. "Let's go to Fluttershy's girls, she may need our help."

"Don't fail us Pride, you know that he won't let you live if you do."

The beige foal's eyes lit up and the room went dark. Envy looked around, seeing hungry eyes staring back at her. Successfully reestablishing his place, Pride withdrew his shadows and turned to walk down stairs.

"You should learn your place Envy, we wouldn't want you to have an accident now would we?"

Envy sighed and transformed into her newest persona: A white mare with a red cross on her flank, known to the locals as Nurse Redheart. She walked down the stairs behind Pride, who seemed eager to escape her sight.

As they walked down stairs, they saw Fluttershy pacing in the kitchen, a metalic clink following her as she walked. Seeing Nurse Redheart and Pride, she relaxed with relief and walked towards them.

"Is he alright Nurse Redheart?" Fluttershy asked sheepishly, hoping the nothing was wrong.

"Yes, yes, he's perfectly healthy. I made sure he knew my plan to check up on him every now and again to make sure he's staying healthy."

"Oh, thank you!" Fluttershy cheered, nuzzling her foal eagerly. Looking up, she saw Nurse Redheart staring down at her. "Oh," Fluttershy stammered softly, lifting herself up. "would you like some tea?"

Huffing impatiently, Envy forced herself to stay calm. "No, I'm fine." Turning to leave, her heart began to pound as she heard a noise from outside.

Suddenly, the door flew off it's hinges and an angry Rainbow Dash barged in.

"Get away from her you freak!" She yelled as she charged towards Pride.

Fluttershy screamed as Rainbow tackled her foal and took to the sky, she started to fly towards the Everfree Forest.

"Quickly Rainbow!" Twilight yelled. "We must destroy him!"

"No!" Fluttershy growled as her wings propelled her faster then they ever have before. Within moments she closed the gap between her and Rainbow Dash.

Dash poared on speed, a cone of air slowly surrounding her. Just before she broke through, something exploded behind her. Loosing her focus, she was blasted forward by the shock wave. Entering a free fall, Rainbow Dash pulled upwards, regaining altitude. Looking up, she saw a pink streak turning towards her.

"Fluttershy?!" Rainbow Dash gasped in amazement. "Y-you did a Sonic-" Before she could finish, the yellow mare tackled Dash out of the sky, right into the Everfree Forest.

"Big Mac?"

Big Macintosh's head ached. His only anchor to consciousness was his name. Eventually, his eyes managed to open, only to snap shut to shield himself from the light.Bit by bit, He managed to open his eyes and an orange mare came into view.

"Big Macintosh, can you hear me?"

"E-Eeyup."

Applejack breathed a sigh of relief, finally knowing that her brother was safe. Looking at him curiously, she wondered what kind of beast could get the best of her brother like that, leaving him half dead and bleeding in the middle of the road.

"Big Mac, do you know what happened?"

Putting his hoof on his head, Big Macintosh nodded slowly.

"Ah was walkin' home when Ah saw Miss 'Shy lying on the ground in pain. Ah was taking her back to the hospital when she jumped up and attacked me." Big Mac's eyes snapped upwards as she heard a hoof hit a wall. Right in front of him was his sister, fuming with rage.

"Don't worry Big Mac," Applejack said decisively as she turned out of the room. "Ah'll fix this."

Big Macintosh let out a long sigh. That's mah sister. he thought laying back down in the hospital bed. Suddenly, another strange thought came to his head.

I can fix that for you . . .

Twilight gasped as she saw Fluttershy crash into Rainbow Dash. This wasn't part of the plan! she thought angrily as she jumped over bushes and fallen trees in order to get to their crash landing zone. After a short jog, she entered the clearing where they crashed. Inside there was an enraged Fluttershy, fighting Rainbow with everything she had.

"Where is he!" she asked as she transmuted the ground, causing an earth pillar to thrust itself at Dash.

"Fluttershy!" Dash yelled, flipping over the pillar. "That thing isn't a foal, it's a monster!"

"He was my monster! He might have changed!" Fluttershy said in between choked sobs.

Twilight had seen enough, she had to explain to everything to Fluttershy before this escalated any further. As she ran out into the clearing, Fluttershy's shadow extended and came out of the earth.

"Look out!" Twilight yelled, running towards them.

Turning, Rainbow saw a shadow with an eye looming over Fluttershy. Forcing herself backwards, she got a view of two homunculi: Pride and Envy.

"There Twilight!" Dash yelled, getting Fluttershy a safe distance away.

Twilight clapped her hooves and created a fissure in the ground which was easily avoided by the foal and humanoid. Twilight gasped as she saw Fluttershy walk towards them.

"Pride? Why are you doing this?" She asked as she walked closer.

Pride and Envy smiled. Amazed that they could fool Fluttershy so well. After a moment, Pride spoke up.

"Thank you Fluttershy, my other friends will be here shortly. You are no longer needed." As Pride finished talking, Envy rushed forwards, easily out maneuvering the yellow mare.

Fluttershy gasped as tendrils thrust towards her. Clapping her hooves, an earth pillar stopped them in their tracks. Fluttershy backed herself up next to Twilight and Rainbow Dash.

"We can't fight them here." Twilight said, bracing herself for another attack. "We need to get out of here." Twilight clapped her hooves, creating a thick fog over the Everfree.

As they ran out of the Everfree, they saw Princess Celestia flying towards them. She was currently carrying a sleeping Spike on her back. As she landed, she held out a hoof objecting their bows of respect.

"We need to get to Canterlot, we would be able to hold a defense there." Celestia said urgently.

Twilight nodded. "The noon train will be arriving soon."

With a nod, they all galloped towards the train station. Along the way, they met up with Applejack, who was exiting the hospital. Joining their path, Applejack galloped along side Fluttershy. Within moments they paid for their tickets and sat in an empty train car.

As everypony breathed a sigh of relief, Rainbow Dash fell asleep instantly, sprawling out on the car's floor. Fluttershy couldn't hold in her grief any longer and began to cry softly. Twilight gently nuzzled her, which Fluttershy escalated into a hug. Minutes passed and her crying slowly dispersed leaving her sniffling. As the train began to move, Spike began to twitch in discomfort. Letting out a loud yawn, he woke up and slowly got to his feat. As he got up, he looked at Twilight and smiled.

"Hey, looks like the view isn't so bad after all."

"Spike!" Twilight scolded, blushing slightly.

Spike left to explore the train leaving Fluttershy, Applejack, Twilight, and Princess Celestia alone. Applejack slowly walked over to Fluttershy. She knew that now was the best time to confront her, but there were so many different ways to do it. The easiest way was for her to buck the yellow mare in her face, but she didn't want to hurt her. No matter how she put it, Applejack new she had to do it the hard way: talk about it.

"Fluttershy," Applejack started, not prepared for the name's owner to jump to her hooves in fright. "Ah heard about Macintosh . . ." Applejack shifted her weight uneasily from side to side, her attempt to not make the conversation awkward failed miserably. "C-could you tell me what happened Sugarcube?"

Fluttershy's eyes widened, she wasn't prepared for this! She didn't try to hurt Big Macintosh, she couldn't control herself! Fluttershy looked up, realizing that Applejack was looking at her with concern.

"I-I'm sorry Applejack," Fluttershy whispered, crumpling under her friends steady gaze. "I-I couldn't control myself and then it just happened!"

Applejack stared long and hard at Fluttershy, her eyes piercing through any possible lies. Finally, after a long and uncomfortable silence, Applejack turned back to her seat.

"Alright Fluttershy."

Spike walked out of the train car, he couldn't take much more of the discomfort. For some reason they decided to take a train ride to who knows where, that took who knows how long. Walking through the different cars, he realized that there were not many other ponies on board.

Grinning, Spike walked into another train car and sat down. He didn't know what he was waiting for, or when it would arrive, but he was told that something was coming. After an hour, Spike felt something in his chest, the feeling got bigger and more uncomfortable until it forced itself out. Belching fire, Spike was surprised to see one of Luna's parchments. Catching the paper, Spike opened it up and began to read.

Greed,

You have been resurrected and placed inside a baby dragon, we hope this form will be able to suite your mission well. You are not the only one, currently we have successfully managed to resurrect Wrath, Lust, Envy, Gluttony, and me, Pride. Together, we will create the next age, the one of the Homunculous. Your mission is to provide a distraction for those ponies so we have enough time to transmute all of Canterlot. After we do that, we will then have an army in our command. You must not let the Princess reach the castle.

If you complete your mission, we have found a way to permanently extend the dragons life span. One of the few things we never had at our disposal, magic and transmutations, will make us the ultimate adversary.

Spike took a deep breath and incinerated the paper. A bunch of thoughts began racing through Spikes head. Is this letter meant for me? When did anypony call me Greed? I mean, sure I got super greedy on my birthday and almost destroyed Ponyville, but that only happened once!

Spike groaned as his head pounded in pain. Rubbing his head like he had brain freeze, he groaned again as the pain got even worse. Jumping to his feat, he began to stagger towards the others. Tears stung Spike's eyes as he tried to fight through the pain, but he eventually fell to his knees. Refusing to give up, he began to crawl. Desperately reaching for the door, he was bested by another wave of pain that caused him to black out.

You almost got away from me didn't you? Well we still have a job to do.

Spike's eyes snapped open and he walked out the door. Looking up, he smiled and expertly triangle jumped from the train car and pulled himself on the roof. His smile widened as he spotted the engine. Running towards it, he easily cleared the gaps in the train cars and jumped atop it. Taking a deep breath, he began to harden his body. Greed began to laugh as his body hardened to an unimaginable extent. He wasn't surprised when he found himself unused to his Ultimate Shield v. 2.0, Taking a running leap, Greed jumped in front of the train.

Twilight stared awkwardly at her two friends. Applejack was currently mumbling to herself with her back towards Fluttershy, Rainbow Dash was still asleep, while the yellow mare was curled up in a corner scolding herself, trying to think of a way to make her friend forgive her. With an encouraging nuzzle from Princess Celestia, Twilight made an attempt to break the ice.

"Um . . . girls," Twilight rubbed the back of her head, searching desperately for a topic. "We'll be arriving at Canterlot soon . . ."

"Alright." Applejack huffed, keeping her back towards Fluttershy.

Hearing a quiet squeak, Twilight turned towards the sound's owner. Walking quietly towards Fluttershy, she sat down next to her.

"I-it's all my fault . . . isn't it . . ." Fluttershy mumbled eventually, looking up at her lavender friend desperately.

Twilight nuzzled Fluttershy softly. "No Fluttershy, it's not your fault. It was Pride who did this, he was the one that hurt Big Macintosh Fluttershy, not you." Twilight smiled as she received a soft, thankful nuzzle from Fluttershy.

Turning back to the Celestia, they both smiled.

"I think everything is going to be fine Princess." Twilight said, beaming under her mentor's thankful eyes.

Twilight immediately began to regret those words as the car lurched violently, throwing its occupants forward violently. The quiet mountain air was soon filled with screams of terror and pain.

Towards the front of the wreckage, a purple dragon picked himself up and dusted himself off.

"I love my job" Greed laughed as he made his way up the mountain towards Canterlot.

"Alright everyone, listen up!" Envy said, making all of the royal guards stand at attention. "I'm afraid my faithful student Twilight Sparkle has gone rouge. She has refused my directions about the dangers of forbidden magic, and now she has the intention on overthrowing me and my sister." Envy watched as the royal guards looked at each other in confusion. How could such a devoted student suddenly turn on her mentor?

"All of her friends are in on it, the only exceptions are Big Macintosh, Pinkie Pie, and Rarity." The namesakes stepped next to the princess. "They will assist me in this ponyhunt. If anypony sees any of her accomplices, arrest them." Envy and the others turned back into the castle, leaving the yard in stunned silence.

As they walked inside, Pride stopped. "What are you doing Envy? You told us that we were going to hold them off for now, not start a nation wide manhunt!"

"Listen here, both of you!" Pride and Envy both turned and faced the red stallion. His muscles were pulsing with annoyance. "We don't have time for your childish bickering, Greed has accomplished his mission, so we only have a few moments before the guards disperse."

Pride took an involuntary step back as the red stallion towered over him.

"Wrath, stop being so bossy, can't you see you're terrifying the baby over there?"

"Shut it Envy! Get outside and begin working on the circle, Pride should be baiting them here any moment." Envy nodded and rushed outside.

Twilight's head ached. The last thing she could remember was talking to Fluttershy and Applejack. At the thought of her friends, her mind began to panic. Her eyes snapped open to the tragedy before her. Ponies were everywhere, scattered among the rocks, stuck between train cars, and hanging off ledges.

"F-Fluttershy?" Twilight moaned, her head pounding. "A-Applejack? Rainbow Dash? Spike?" Twilight began to panic as she desperately began to search for her friends.

Minutes dragged on and slowly became hours. Frustrated, Twilight was just about to give up until she saw a piece of metal move. Rushing over, Twilight tossed the metal out of the way with her magic. Underneath the scrap metal, Twilight found her friends battered and bruised.

"Applejack!" Twilight yelled as she saw her friend come to. "Somethings happening in Canterlot and I can't find Spike or Princess Celestia anywhere!"

Applejack rubbed her skull and hoisted an unconscious Fluttershy on her back. Looking towards the train wreck, she gasped.

"What the hay happened? What could have caused so much damage?"

Twilight shook her head, tears started to fill her eyes. "I-I don't know, but I can't find Spike anywhere!" Applejack moved next to her and gave her an encouraging nuzzle. "D-Do you think he's-"

"No Twilight," Applejack interrupted, staring hard at her friend. "Spike's tougher then he looks, he could be chasing after whatever caused this."

Twilight nodded. Looking towards Canterlot, another blue flash erupted from the castle. The flash glowed intensely and was followed by screaming.

Looking towards Applejack, she nodded and they rushed up the mountain.

Pride watched as the transmutation circle around Canterlot began to glow. Standing back with Lust, Envy, Wrath, and Gluttony, he watched as the transmutation began. The final step in their plan has officially begun, but because of his strength, the transmutation needed a lot more souls for the exchange.

As the transmutation activated, the ground within Canterlot began to turn a dark purple. The five ponies smiled as they saw the final stages of their plan come together. Sniffing the air, Gluttony growled and moved towards the cliff edge, spotting four ponies coming closer to the city. Moving next to Gluttony, Lust saw what he was looking at.

"Looks like we've got some company over here!" Lust called, drawing the others closer. "Pride, you stay here and keep the transmutation active." Nodding, the small foal went back to the edge of the transmutation circle and began to fuel it once more.

Running down the hill, the four homunculi prepared themselves for battle. Wrath equipped himself with swords that he found in the armory, still preferring them after such a long time. Once equipped, he was the first one down to the entrance of Canterlot.

Wrath smiled as he saw the four ponies trudge closer, already exhausted and having no idea what to expect. As the four ponies limped closer to the entrance, their faces lit up, happy to see another friendly face.

"Big Macintosh!" Applejack smiled and walked faster towards her big brother, happy to see that he has recovered. "How did ya know we were on our way to Canterlot?" Applejack asked after nuzzling him affectionately.

"Lucky guess." Wrath said coldly, eager to start the battle.

Suddenly, Twilight's ears perked up. "Pinkie? What are you doing here?"

Instead of giving an answer, Pinkie responded with a hungry growl, as she slowly stalked towards Twilight. Moving backwards, Twilight regrouped with Applejack and Rainbow Dash, not taking her eyes off of the two ponies standing side by side.

Fluttershy yawned softly as she came to. Being gently placed down, Applejack looked towards Twilight.

"Somethin' ain't right here Twi', I can feel it."

"I can feel it too Applejack." Twilight gasped as the light emanating from Canterlot intensified, covering everything in a dark purple hue. Suddenly, everything clicked. How could she be so stupid! Twilight's mind raced as she finally realized what was going on, and the only way to fix it.

Clapping her hooves together, Twilight launched herself forward towards Wrath, blasting him with magic bolts as she flew through the air. Expecting this, Wrath easily deflected the bolts with his blades.

"That's not Big Macintosh girls! He's a Homunculus!" Twilight yelled as she dodged a blade. "I need to get in there!"

Rainbow Dash flew towards Wrath at blinding speeds, only to crash to the ground when a white spike pierced her wing. Groaning in pain, she looked towards where the spike came from. Rainbow gasped as Rarity stood above her. Lashing out, Rainbow landed a buck to Rarity's chin.

Twilight and Applejack pressed Wrath back further until they got him by the moat. Twilight and Applejack fought fiercely, lashing out with kicks and magic. All of this was thwarted however, as Wrath easily returned the blows. Twilight and Applejack began to loose steam as Wrath continued to toy with them. Catching one of Applejack's bucks with a forehoof, he tossed her into the moat. Turning towards Twilight, he swiftly closed the gap and began slashing furiously. It took all of Twilight's focus to keep up with the blades flashing past her. Her focus was shattered as she heard a yelp of pain from Rainbow Dash. Blinking hard, Twilight never saw the blade coming as it flashed above her head and cut off her horn.

Rainbow Dash yelled in pain as Rarity stabbed her leg. Crumpling to the floor, Dash tried to pick herself up as another spike pierced her forehoof. She was surprised when a flash of yellow came streaking towards Rarity, forcing her backwards into Wrath.

No matter how good they were in the ancient times, they were not used to their new forms. Twilight transmuted a sword of her own and began pushing Wrath back, taking full advantage of Lust being forced into him. Suddenly, A yellow beam of magic forced its way towards Wrath, being deflected by his blade. Twilight grinned as she saw Princess Celestia land beside her.

"Twilight, this is the last lesson I can teach you." She paused, launching another beam of energy at Gluttony. "This is the sacrifice you must make for knowledge, and this is the sacrifice you must make for friendship."

Princess Celestia led the charge into Canterlot. Moving swiftly, she effectively held back the Homunculi in pursuit. The purple glow of the transmutation grew, and a beam of white shot skyward. Twilight stared horrified as she realized that this circle was meant for a city wide pony transmutation.

As they turned down a main road, Twilight saw Spike greedily collecting money from another pony.

"Spike, what are you doing here?" Twilight asked shocked.

"Excuse me." Spike said, annoyed that he was interrupted. Looking towards the four ponies in front of him, Spike smiled. "Looks like I'm going to need to stop you after all." Without hesitation, Spike rushed towards Twilight. His extended claw meeting hard stone as Twilight transmuted a small wall in between them.

Celestia launched a beam of magic towards Spike, which he made no effort to dodge. Receiving a solid blow to the chest, steam hissed off of his dragon hide. Spike smiled as he surged towards the Princess. Reflexively, Twilight was prepared to launch a beam of her own, but instead receiving searing pain from her broken horn.

Applejack howled in pain as Gluttony landed teeth first on her back. Collapsing to the ground, she tried to free herself, but Gluttony's grip only tightened. Turning, Rainbow Dash tried to buck Gluttony off of her friend, but was intercepted by a sword piercing her stomach.

Twilight's eyes widened as she saw her friends fall at the hooves of the Homunculus. Outnumbered and outmatched, she ran. Twilight's eyes burned with tears as she turned and fled. Her friends were now going to die and it was all her fault. Twilight wiped away the tears when she heard the screaming.

Looking around, ponies all around her were writhing on the ground. Their bodies becoming hideously disfigured, erupting in flames, or disintegrating altogether. All of this pain and suffering was her own fault.

"Twilight, this is the last lesson I can teach you." Princess Celestia's voice rang in Twilight's head. This is the sacrifice you must make for knowledge, and this is the sacrifice you must make for friendship. Twilight gasped as she finally came to a decision. Her final act of friendship.

Twilight closed her eyes in a desperate attempt to stop the tears, but it was futile. Tears began to roll down her cheeks as she stifled a sob. "I'm so sorry."

Clapping her hooves together, she tapped into the human transmutation circle. Finding its energy, she began to reverse it. Please! She begged. I'll give up anything . . . I'll give up everything. Just make the Homunculi's souls go to Tartarus.

The transmutation circle's color changed violently from a dark purple to a bright blue color. Twilight gasped as she began to feel searing pain course through her body. Looking down, she saw her legs beginning to disappear. Choking down her fear, she fed everything she had into her transmutation, desperate to save her friends.

Rainbow Dash lay on the ground, slowly bleeding out, waiting to die. Her eyes slowly closed as the world around her went black. Within moments, she felt energized again. Desperate for an explanation, she steadily got to her hooves. Walking towards the center of the city. She saw Twilight's body turning to dust.

"Twilight!"

Rainbow Dash, Princess Celestia, and Applejack raced towards her rapidly disappearing body.

Celestia covered her eyes as a blinding flash engulfed the city.

Slowly, Pinkie Pie, Rarity, Big Macintosh, and Spike stood. They all groaned in pain, and were all wondering what happened. Princess Celestia told them about Twilight's downfall and their reaction was instantaneous. Pinkie Pie, Spike, and Rarity broke down into tears. Big Macintosh sat on his haunches, wrapped in an embrace with Applejack for what felt like hours.

Fluttershy gasped as she found her foal lying on the ground. Nudging it gently, she began to cry as her foal began to move, she wrapped a wing around him as he nuzzled in her embrace.

"I'll name you . . . Pride."

"And that is how Pride was born."

Fluttershy beamed as Cheerilee's classroom was flooded with the stomps of little foals. Unwillingly, her eyes began to overflow with tears, just like every other time she thought of this story. At the end of the day, Pride walked alongside Fluttershy. Still ecstatic over his awesome day at school. Looking up, Pride noticed Fluttershy was still crying softly.

"Can we visit Aunty Twilight today?" Pride asked enthusiastically.

Fluttershy smiled softly. "Of course we can Pride."

She smiled as she saw her four best friends by Twilight's grave. Silently, she trotted over and stared at the headstone.

Hear lies Twilight Sparkle. Student of Princess Celestia, Bearer of the Element of Magic, and Savior of Equestria

As Fluttershy sat down, the others began to tell Twilight about their day. Never wanting her to miss out on a single part of it. Fluttershy smiled as Pride began to talk about the day he had, and how Fluttershy sometimes got stuck in place in the cold winter snow. Despite everything that happened, Fluttershy couldn't be happier.

Thank you Twilight . . . for Everything.

Author's Note

I was surprised at how this ended, not in the direction I originally planned, but I like this ending more. Leave your thoughts in the comments! :)

Chapter 8

Twilight's Transmutation
Chapter 8
Warning: This chapter contains blood

Applejack trudged through town, utterly exhausted. As she walked, she realized she was receiving sideways glances, and worried expressions. Was there something on her face? Was Spike doing something funny? Applejack didn't know or care, so she decided to pick up the pace.

As they neared Sweet Apple Acres, she could hear something behind her, she turned and saw a figure looming over her. "Cake?" Asked the figure, being particularly persistent on blocking her path. "You want cake?" Applejack tried to continue her trek to the farm, but this creature would not get out of her way.

Spike was hovering over Applejack. "Applejack, are you okay?" Spike saw her head shift slightly and her eyes open slowly. "Applejack, are you okay?" Spike repeated.

"Ah don't want yer stupid cake!" Applejack jumped up and yelled at Spike. Applejack eyes widened as the figure she saw before, turned into Spike."W-what happened?"

"Applejack, you collapsed in the middle of the road! When I came over to check up on you, you started yelling about cake." Spike pet Applejack's neck. "You don't look so good Applejack. . ."

Applejack trudged past Spike, continuing on her way to her home. "A-Ah'm fine Spike. Let's just . . ." Applejack couldn't take three steps until she collapsed on the street.

Spike jumped to her side."Applejack! I . . .um," Spike racked him brain trying to figure out what to do. It was still some ways until they reached Sweet Apple Acres, and he couldn't leave Applejack in the middle of the road. Spike grabbed Applejack's hoof and tried to pull her over to the side of the road. Spike couldn't believe how heavy she was. Well, Twilight did say something about muscle weighing more than fat . . . Five minutes later, Spike was finally able to pull Applejack onto the side of the road. In one final effort, he pulled Applejack into a bush.

Spike ran the rest of the way to Sweet Apple Acres, yelling for help in case somepony was near by to hear him. Three minutes later, he saw Bic Macintosh bucking apples.

"B-Big Mac," Spike stopped to catch his breath, "A-Applejack she's by- by the side of the road!" Before Spike knew what was going on, he felt himself fly in the air, only to fall back onto Big Mac's back.

Big Macintosh sprinted down the dirt road, covering the vast distance in a matter of seconds. Spike pointed to the bush Applejack was currently laying in. Spike and Big Macintosh gently removed Applejack's unconscious body from underneath. "What's wrong with her?" Big Mac asked Spike as he leaned over his sister to check her breathing.

"Well, she looked pretty tired at the hospital, but I don't think she slept. She was the only one of us who end up crying that night." Spike heard Big Mac heave a sigh of relief.

"Help her up, we'll get her to bed." Spike helped Applejack onto Big Mac's back, and they walked back to the farmhouse. Half way home, Big Macintosh stopped. "What were y'all doin' at the hospital? Everythin' alright?"

Spiked rubbed the back of his head tentatively. "Um . . . it's a long story, we better get Applejack in bed first." Big Macintosh nodded and they started for the farmhouse.

"There we go," Granny Smith said, as she tucked Applejack into her bed and put a wet cloth on her forehead. "She should be better in no time at all." Granny Smith smiled at Spike and Big Macintosh. "Now you two better scoot yer caboose! Applejack needs to rest and so do I! I want none of y'all botherin' her while she's asleep understand?

"Eeyup" Said Big Mac quietly, as the trio exited the room. "Ah better go pick up Apple Bloom from school, then you can tell me all about what happened." Big Mac trotted out the front door.

Spike didn't like the aspect of talking about what happened. He just wanted to forget what he saw, and forget about the mess in the basement. Sadly, a part of him knew that he would be helping in the cleanup. Spike sighed and waddled over to the living room, he hopped up onto the couch, and made himself comfortable.

Spike hadn't realized he fell asleep until he was being woken up. As he got up, the first thing he saw made him jump out of his skin. The green, withered remains of Fluttershy's corpse came to haunt him! Spike jumped back and fell off of the couch. As Spike lay on the floor, rubbing his head, he heard somepony laughing.

When he got up, he noticed Granny Smith looking down at him. "Now what's this yer talkin' 'bout youngster? What's got ya yellin' an' such?"

Spike looked back at her. Was he yelling? The only thing he remembered was jumping on the couch, and then what he figured out to be Granny Smith in her face. "I-um . . . I guess I just had a bad dream . . ." Spike mumbled, the vivid sensations of that night rushing back to him. "S-sorry Granny, did I wake you?"

Granny frowned, "This isn't about me, we both know that." Granny patted Spike's head. "You are clearly troubled by what you saw . . ." Spike looked down at the floor, unable to face the truth of Granny Smith's words. "Now looky here," Granny Smith raised Spike's head, so he was forced to look her in the eyes. "If I learned anything in my life, I learned that bottling yer emotions ain't good for ya." Spike nodded as Granny Smith saw Apple Bloom and Big Macintosh walking up the dirt road, Apple Bloom treating him to a tale about her day, and about the crusading her, Sweetie Belle, and Scootaloo had planed for today.

Upon entering, Apple Bloom ran upstairs to collect the necessary gear for today's crusades. Big Macintosh trotted into the living room and sat down, Granny Smith followed his example and sat down in her rocking chair. "Now youngin', tell us what happened."

Spike sighed, there was no way out of this one. No matter how bad he wanted the images to leave his head, they just kept coming back. Spike took a shaky breath and began his tale. "Yesterday, Twilight came into the library telling me that Fluttershy is going to come over, and to keep the place running while she went into the basement. Of course, I had no problem keeping myself busy until Fluttershy came over.

"When she arrived, I told her that Twilight was in the basement, she thanked me and went downstairs. It was getting late so I decided to go to bed. I don't know how long I was asleep, but I knew that something woke me up. I listened, and about ten seconds later I heard Fluttershy and Twilight screaming." Spike's breaths quickened as he remembered the horrifying events.

"I saw flashing lights through the basement door, and that's when Applejack, Rainbow Dash, and Rarity came in. They ran downstairs to see what was happening, soon after, Rarity came back up not looking well, so I walked with her outside. She made me promise never to go into the basement, that someone so sweet should never be exposed to something like that. Rainbow and Applejack came storming out of the library. Dash carrying Fluttershy in all four hooves, blood dripping down onto the floor, and Twilight draped around Applejack. They sped off towards the hospital, and I stayed to comfort Rarity. When she was feeling better, we made our way to the library. When we got there, Rainbow Dash was crying into Applejack's shoulder, and soon after that, all three of us were braced up against Applejack, either crying in our sleep, or just stopped crying after Applejack calmed us down.

"In the morning, I don't think Applejack had slept at all, but I was too worried about Twilight. She told us that she was fine, and then we got the news about Fluttershy, and how she is currently in a coma, missing all four of her legs. That's when Rainbow dashed off, and we walked after her. We talked to Twilight and she was apologized to Rainbow Dash, and how she thought she could fix Fluttershy's coma problem, so she sent Dash to the blacksmith. I fell asleep after that, but I remember Applejack walking slowly back here when she collapsed."

"Eeyup, that sounds about right." They all turned to see Applejack coming down the stairs.

"Applejack, what are you doing out of bed?" Asked Granny Smith.

"Dash is bringing the items over to Twilight right now, Ah'm going to help. You coming Spike?"

Spike nodded and hopped on Applejack's back, waving a goodbye, she trotted off in the direction of the hospital.

"So what are these things again?" Rainbow Dash asked for the millionth time.

Rainbow looked down at the five strange items, all exactly alike. It looked like an arrow head on a stick, except bigger. Twilight leaned forward and sighed. "According to the Ancient scripts, they are called kunai. Did you tell the others that we are getting started?"

Rainbow Dash nodded. "Just got back from AJ's, she looks exhausted, but you know that won't stop her."

Rainbow Dash and Twilight turned when they heard a knock on the door, a second later, Pinkie Pie, Applejack, Rarity, and Spike walked into the room.

"Okay girls, here's the plan," Twilight began. "I can get us through into Fluttershy's room easily, when I do, I'm going to need you Rarity, to lift Fluttershy's bed while I draw the transmutation circle." Rarity nodded, accepting her part in the plan. "When I do, we leave, reseal the wall, and I'll draw the alkahestry circle. There are only three minutes left until they check Fluttershy again, are you girls ready?" Twilight looked around the room seeing everyone nodding.

Twilight's side burned as she got out of bed. Clapping her hooves together, she touched them to the wall and made a door. turning to see her friends in awe, she giggled and went into the next room. Rarity stood next to her, focusing her magic on Fluttershy's bed. Just because Twilight made it look and sound easy, didn't mean that it was. Twilight turned to see the strain on Rarity's face, and settled that this better be done now rather than later. Twilight quickly drew a basic alkahestry circle, a star inscribed in a circle.

Rarity was relieved when Twilight moved from out under the bed, and she put it down as gently as possible. They left Fluttershy's room, and resealed the wall. Looking down, Twilight quickly drew an alkahestry circle and placed the five kunai at the star's points. Clapping her hooves, and tapping the circle, she felt for the Dragon Pulse she learned about. Twilight focused hard, feeling the energy of all the ponies of Equestria, rather than the chi of the earth.

The seconds dragged on until she finally found it. The circle hummed, and glowed. Focusing her energy, Twilight began to guide it towards Fluttershy's brain. Dodging those pesky energy flows that caused so much mayhem last time, she successfully began easing Fluttershy out of her coma.

"It worked!" Twilight yelled, and everypony in the room cheered.

Fluttershy was having a nightmare. It was confusing, but it felt so real. For what felt like years, she has killed, been killed, and transformed into something else, just to restart the cycle. She was absolutely terrified, and to her dismay she couldn't control her actions. Why couldn't she wake up? All she wanted was to go back home and hide under her bed. As she was trotting along, being addressed as Mustang, she was watching her body flick something in his hoof over and over again, burning the person directly in front of her. "I wonder how many times I have to do this until you die!" she felt herself say. Suddenly, Fluttershy saw a light in front of her eyes, no matter how hard she squinted, or tried to turn away, the light wouldn't dim.

The nurse her routine check-up on Fluttershy. She took her flashlight and shined it in Fluttershy's eyes. The nurse was about to turn off the light when she saw something. "Um, Nurse Redheart? I-I think her brow is furrowed." Nurse Redheart was changing Fluttershy's IV. She gasped and stepped towards Fluttershy.

"Call a doctor! I think she's waking up!"

The doctor was inside Fluttershy's room within minutes. He was a tall stallion with a black mane that matched his coat. His coat was studded with white freckles, which is why he was aptly named Night Sky.

Night Sky walked up to Fluttershy, and looked at her with a worried expression. "This shouldn't be happening, her mind should still be under trauma, and we put her in deep enough to keep her for a month! Why in Celestia's name is she waking up?" Night Sky noticed Fluttershy's ear twitch in his direction, and he talked to her in a soothing tone.

"Hello Fluttershy, my name is Night Sky, do you know where you are right now?" Fluttershy shook her head weakly, not having the strength to even open her eyes. "You are currently safe and sound in Ponyville hospital." As Night Sky finished his sentence, Fluttershy's ears splayed back, her head tossed slightly, trying to look at her surroundings.

"Hush now my little pony, you are safe and sound. Your friends are currently waiting for you outside. Would you like me to bring them in?" Night Sky watched her carefully, looking for any type of confirmation or negation to his question. Seeing her nod her head almost imperceptibly, he trotted to the door and let the others in. "Hush my little ponies, Fluttershy is very weak at the moment. Please refrain from loud noises or making her nervous."

Twilight nodded, leading her friends inside, prompting them to be quiet.

Fluttershy weak, she couldn't open her eyes, and she could hardly move her aching head. She couldn't even raise a hoof to scratch her nose. Hearing hoovesteps getting closer, she tried giving her friends a smile. "Darling, how are you feeling?" She turned towards Rarity's voice and gave a weak nod.

"Oh I was so super duper worried about you. I was all sad with my hair down and everything!" Pinkie Pie's nose touched Fluttershy's gently, and smiled. "We are so happy your okay!"

Spike watched Fluttershy carefully, thinking that he saw something wrong. Staring, he saw Fluttershy's chin twitch. He's seen Twilight do this plenty of times when she was engrossed in her studies. Jumping onto her bed, carefully avoiding her, Spike scratched Fluttershy's chin. "There you go 'Shy, that should help that itchy chin of yours." Fluttershy smiled gratefully, and Twilight giggled.

Still, something was wrong, Fluttershy felt a little bit better now, but she still couldn't move her hooves. Fluttershy's eyes opened slowly, the light from Celestia's sun was bright. She looked up at her friends and smiled. "T-thank you everypony." She said weakly. Her forehead crinkled slightly deep in concentration. Why can't I move my hooves? Applejack noticed her confusion, and decided it was better to tell her friend now then later.

Applejack trotted to Fluttershy's bedside. "S-sugarcube, something happened last night. I don't know how it happened, but after Twilight's spell . . ." Applejack looked down, unsure how to break the news to her. "Ya lost yer legs sugarcube."

Fluttershy's face went blank, unsure how to process the information. Seeing her wiggle slightly, Applejack pulled the blanket off her.

Tears filled Fluttershy's eyes, streaming down her face. M-my legs are gone? Fluttershy made no attempt to stop her tear. Oh wait! I can't even if I wanted to! I don't have any legs! How was she going to take care of her animal friends? How was she going to live her life? Uncomfortable silence filled the room, broken only by Fluttershy's quiet sobs.

Rainbow Dash really had to focus on the situation at hoof, instead of thinking how Fluttershy wrapped up like that made the most adorable pony burrito in the wide world of Equestria. The uncomfortable silence didn't even faze her slightly. Rainbow trotted over to Fluttershy and nuzzled her slightly, wiping away her tears. "Everything's going to be alright Fluttershy, I'll take care of you." Fluttershy looked up at Rainbow, her eyes getting that adorable glint they got whenever she was excited, or nervous, or scared or- pretty much anytime Rainbow was gifted with looking into her eyes.

Rarity, with her vast knowledge of relationships, silently scooted everypony out of the room, letting Rainbow and Fluttershy have the privacy that they needed.

Rainbow Dash looked down at her friend, thoughts came rushing back to her. Times when Fluttershy was frightened, scared, or nervous, and she hid behind her. Rainbow taking the subtle opportunity to raise her tail just slightly higher then normal. Rainbow Dash was lost in Fluttershy's eyes. "Don't worry 'Shy, I'll take good care of you."

Fluttershy was lost in Rainbow's eyes as well. She noticed that glint in Rainbow's eyes that she got when she feared for her safety, feelings, or any other time Fluttershy was near Rainbow Dash. She remembered back to Flight School, how the bullies would always pick on her, and she would always find safety behind Dash. Her tail acting as a protective curtain, much like her hair.

Fluttershy was always afraid of her feelings towards Dash, a part of her thought Dash would think she would be weird or disgusting for being a fillyfooler, and another part didn't want the bullies to be right. Somehow, she convinced herself that she had some kind of terminal disease, of course she knew she didn't, but it was easier for her to take. But looking into Rainbow's eyes reminded her of what she would have lost if she was going to die, and how lucky she is to not have. Fluttershy decided to stop fighting her feelings right then and there. She leaned up and kissed Rainbow Dash.

Rainbow's mind began racing. Was this really happening? Was she really kissing her fillyhood friend? How could Fluttershy be more daring then . . . then . . . What was her name? Rainbow's mind cleared, as Fluttershy broke the kiss. Looking down, she noticed Fluttershy looked tired. Rainbow Dash wrapped Fluttershy in her hooves, and kissed her again.

Fluttershy and Rainbow Dash kissed for what felt like an eternity. Rainbow Dash finally broke their embrace. "I love you Fluttershy."

"I love you too."