The Madness of a Kind Mare

by Lunafan1k

Rating: mature
Tags: Gore, My Little Pony: Friendship is Magic, Dark, Fluttershy, Tragedy, Adventure, Crossover
Length: 9342

Can fluttershy control the demonic powers within herself, or will they control her? Delve into a backstory never told before!

Fluttershy's family is descended from the king of the earth ponies from long before the rule of Celestia and Luna, and the King's bloodline holds a great power that is never to be wielded, lest madness consume them. Fluttershy is faced with a choice, a choice that could spell doom for Equestria or will she be able to withstand the great madness within?

This is a slight crossover of WoW, as it uses some elements.

Cover image used without permission, by Last Child of Gallifrey:

http://fc05.deviantart.net/fs42/i/2009/142/9/4/Frostmourne_Wallpaper_by_LastChildofGallifrey.jpg

Published 2013-09-27 20:00:03 UTC
Last updated 2014-08-15 19:14:26 UTC

Prologue

Many millennia ago, long before the rule of the twin alicorn sisters, the whole of Equestria was at war with itself. Vast armies of pegasi, unicorns, and earth ponies battled against each other, each fighting over the dwindling resources needed to survive the harsh winters. It was a time of war and famine, much worse than the Hearth's Warming Eve stories would have ponies think.

The truth, as often happens to history, becomes a legend and legends become a myth. But this is a much darker tale. In these times of war, no efforts at compromise were made, the leaders refused to leave their lands, and there were no evil winter spirits feeding on the strife.

So how then, was peace finally established? It was not. Dragons, fierce and mighty in strength and size, along with their breath of fire, flocked into what is now Equestria. Within a week, all three armies were destroyed. The last remaining king of the earth ponies laid upon the blood soaked land. His mighty castles were plundered, dominions were in ruin, and many servants were eradicated. All was the work of the dragon-hellfire of which he sought to fight against. The dragons led a bloody conquest that consumed hundreds of thousands. Countless villages were razed to the ground and over twenty thousand were impaled and prostrated by the dragons to strike horror into the hearts of mortal ponies.

The king, mortally wounded, called out to the moonless night sky to ask with his dying breath for the power to avenge his kingdom and all the innocents and warriors lost to the fury of the dragons. With his last gasp the moon appeared on the horizon, pulsating with an eerie blue light as it granted the king’s dying wish.

The pulse of blue light filled the king's body, lifted the body from the ground, and condensed around it to form a pale blue armor. The armor began to mold into terrifying forms of skulls and bones, representing the death and decay of all the races in Equestria. From the ground protruded the blue hilt of a sword, which the king grasped with his undead hoof and pulled free a mighty blade, which whispered the name Frostmourne.

He looked around himself, surveying the aftermath of the slaughter of his army. As far as his eyes could see, the remains of his and his enemies’ armies blanketed the ground, their blood saturating the earth. In the darkness, even with the glow of the moon, the remains of the dragon fire lit up the battleground as bright as day; the flames reflected vividly in the pools of blood. With his glowing eyes he was able to see the souls of the soldiers, all of which were wandering aimlessly or dying over and over again.

Frostmourne hungers... The blade whispered, sensing the abundance of souls nearby. The fallen king raised his blade above his head, Frostmourne glowed a pale blue, and it feasted upon the souls of the damned, sucking them in as though it were a black hole. They created a swirling vortex around the king, the blade absorbing the souls with a savage hunger as it increased in power, and in turn, became thirsty for more. With all the souls absorbed, only then did the king lower the blade to his side.

More... Frostmourne whispered to his mind, Raise your armies once more... Reclaim victory from your foes... Slaughter all who stand in your way... Rule this world...

The new Lich King, his mind already weakened, was no match for the controlling whispers of the cursed blade. So he did as commanded, forcing the same power flowing through him into the empty bodies of his fallen kin. Soon the silence of the battle field was replaced by the rasping screams of the undead; unicorns, pegasi, and earth ponies alike were now under his direct command.

With his armies replenished, he marched south towards the mountains in which the dragons made their homes. In each village and graveyard he passed were more dead to fuel his growing army, and by the end of the third day he had arrived at the base of the first mountain. His army now consisted of over seven hundred thousand bloodthirsty undead.

Two mighty dragons that were guarding their borders landed before the army with a mighty rumble, shaking the very foundations of the mountains themselves. They spared a moment to look over the opposition on their doorstep and seemed to chuckle to each other, then they roared with the fury of a thousand suns, shaking the very clouds from the sky as dragon fire consumed the opposing army.

The dragons grunted in satisfaction before turning away towards another section of the army, however, a deep chilling cackle forced them to face the fires once more. There in the flames stood the Lich King, untouched by the wrath of the fire by the chilling aura radiating from his body.

He then reared back and pointed Frostmourne at the dragons. "FEED!" He commanded, and his entire army rushed forward, immediately overwhelming the two dragons. The minions stripped the flesh from the bone, their teeth crushed the hard scales with ease. Soon nothing but bones and discarded scales laid upon the blood soaked ground, their souls fed to Frostmourne, and once again the king sent forth his magic to corrupt the skeletons, reanimating them into powerful allies.

With inconceivable power, the king leaped from the ground and mounted one of the undead dragons, and once more commanded his armies to attack. Like a flood, the horde surged forward into the mountains. So bloodthirsty and blinded by endless rage they plowed headlong into sheer cliffs, using each other as stepping stones to pile themselves up the side of the cliff to where the dragons roosted.

By the time the dragons knew what was happening, over half of their forces were consumed by the army and brought back to fight their kin. Eggs were smashed, blood flowed, and fires raged as the dragons fought to their last. Some managed to take to the skies but their undead brothers and sisters hunted them down and slaughtered them, allowing the new Lich King to bring them back to life just as quickly.

However, even with the skies in his control he allowed one dragon, smaller than the others, to flee back across the ocean to its homeland so word of his armies would spread to the entire world.

With victory finally at hand, the Lich King marched across the plains toward the remote settlements that housed all those that evacuated the main kingdom. There he found a village of all three races working together in order to simply survive. The earth ponies tended the land, while the pegasi monitored the weather to allow the crops to grow, and the unicorns set about providing heat and warmth through their spells.

As he neared the village, he ordered his army to halt a moderate distance away. He set off toward the settlement, but as he entered the village the ponies began screaming and running in a panic. Undeterred, he raised his voice above the chaos and announced his plan to rid the world of all the non-pony races so that they may never see the likes of the destruction brought by the dragons ever again.

He was met with intense opposition; none of the villagers saw his grand plan as he did and called him a monster. Consumed quickly by rage, he hunted down and began to slaughter the residents of the small village. He burst through the doors of a random home and without a second thought reamed his sword through a mare's neck. As she fell to the ground, her body revealed the form of a tiny yellow earth pony that looked up at him with fear in her bright blue eyes. He reached back with his sword in order to finish the job, but something about the filly stopped him in his tracks.

Finish it... Frostmourne hungers... the blade whispered, demanding its bidding be done. Once more he raised his blade, but the filly said something that made him hesitate once more.

"D-daddy?" she asked with a horrified whimper.

The Lich King dropped his blade to the floor, clutching his head as he reeled back. Memories that had been suppressed and locked away flooded his mind. He looked toward the mare he had slain and was able to recognize her. He had lived with her, married her, made love to her, supported her when his daughter was born, his beautiful wife River and adorable filly Melody.

Realization hit him as he recalled sending Melody and River away before the final battle, knowing then he would never see them again, yet here he was kneeling in his wife's blood while his daughter looked on in terror.

"M...Melody..." He tried, but the influence of Frostmourne was quickly overtaking him once more. "R-River… I... I'm so sorry..." With the last of his free will he grasped Frostmourne once again, flipped the blade around, and plunged it straight through his heart.

Frostmourne screamed out in rage as its vassal was stripped of the moon's power, the cold blue aura fading as his armor and body was reduced to ash, his vast army fading along with him. With no other choice, the blade and the power of the moon fused itself within the blood of the king that flowed through the small filly.

And so it came to pass, from generation to generation the power of the blade dwindled to barely a fraction of its former glory, as none of the ponies inheriting its power chose to wield it. And in time, it too, became a legend which fadded into a myth, and was soon forgotten.

"...But not by us, right mommy?" A small pegasus filly asked.

"Nope! And do you know why?" the older mare asked, to which her daughter shook her head, "We remember so that we don't become consumed as the earth pony king did all those years ago. That same power flows through our veins, and if we really needed it to, it will answer our pleas the same way it did for the king, but at the same terrible price. So you must remember, never EVER try to use this power, or you will be lost to it forever. Understood?"

"Yes mommy." The filly said, nodding her head rapidly.

"Alright sweetie," the older mare said, tucking her daughter into her bed, "Don't forget, you have to get up early tomorrow for your first day at flight camp." The filly nodded again as she snuggled into her pillow. "Goodnight, my sweet Fluttershy."

Chapter 1: Dragons

It was the morning of another perfect day in Ponyville, and like every day in Ponyville events began to unfold that would make this day quite exciting for one particular Pegasus, Fluttershy. She woke up in her soft bed curled around her pet bunny, Angel, just like every other normal day. As she pulled herself from her red and pink butterfly sheets, she heard a soft knocking at her door. Confused, she offered a quick glance out the window to see the sun barely peeking above the horizon.

“Oh my, it’s so early. I wonder who that could be.” She said to nopony in particular. She stood off to the side of the bed and arched her back for a moment. Once she was finished stretching she found her way to the vanity mirror and quickly took a brush to her bed mane. After a few brushes she was certain that it would be presentable enough for her early guest. She perked her ears up as the knocking resounded once more.

“I’m coming!” she called out softly, hoping whomever was trying to break down her door would be able to hear. She quickly made her way down the stairs, sidestepping various early morning critters along the way. Soon she was at the door and opened it before the stranger could knock once again.

“Sorry, I don’t mean to be rude but it is really early and…” Fluttershy began. She paused in shock at the pony in front of her, an older mare with a faded yellow mane with streaks of grey and a coat that was once a light blue like the sky itself on a clear day and a cutie mark of a trio of flowers.

“Mama Velvet!” Fluttershy cried as she threw herself onto her mother in a fierce hug. Despite her advancing age, Velvet was able to withstand the crushing pressure and return it just as fiercely.

“Oh my little ‘Shy, it’s so wonderful to see you again!” She said as they released their hold on each other. “It has been far too long. I’m sorry I came by so early but I just came into Ponyville late last night and simply couldn’t sleep…”

Fluttershy gave her mother a sad look, she hasn’t been able to sleep well for the last few years since her husband was taken from her. Fluttershy could still remember the day like it was yesterday. Her father, a simple earth pony that preferred to be called Hoedown was complaining of a terrible migraine one day. So they went to the hospital to see what was wrong. The doctor and Mama thought she was still waiting in the waiting room, but she had gotten impatient and wanted to see how her papa was doing.

Unfortunately, what was meant to only be told to Velvet was overheard by Fluttershy. She didn’t know what a ‘brain tumor’ was or the word ‘inoperable’, but she was able to figure out what ‘not much time’ meant. Suddenly fearing the worst she rushed in and demanded that the doctor fix her papa. Velvet was forced to drag her away kicking and screaming while her own eyes shed streams of tears.

After Fluttershy was able to calm down enough as she could, they spent the next day and a half at his side until the very end.

During the funeral her Mama wrapped a comforting hoof around her, “Stay strong, my sweet Fluttershy…” She tried to be strong for her papa like her Mama told her to, but she couldn’t hold back the pain and the tears.

For the next few years, everything seemed to remind them of his missing presence. For her Mama it was the empty half of the bed, and for Fluttershy it seemed to be everything else. Eventually it got too much and she forced herself to move to Ponyville with her friend Rainbow Dash.

Fluttershy shook her head to clear away the old memories, yes they still hurt but as time goes on the pain will lessen. “Come on Mama, let’s get some tea and we can catch up.”

“Oh, thank you sweetie, do you have any green tea? It was your Papa’s favorite.” Velvet asked. Fluttershy nodded her head, patiently leading the elderly mare to the table. As she made for the cupboards to prepare the tea, she mentally prepared herself for what was to come. While she couldn’t blame her Mama, she was just never able to move on and find peace, making every visit an emotional dagger to Fluttershy’s heart.

“Did I ever tell you the story of how we met?” Velvet asked as Fluttershy put the kettle on.

“Yes you did, Mama, but I would love to hear it again.” Fluttershy said as she sat down at the table next to Velvet.

“Oh well it wasn’t that interesting of a story I suppose,” she said, leaning into Fluttershy, “I was just a young filly at the time, but I was trying to learn to fly. My poor Ma and Pa had no idea how to help me, being earth ponies and all. Sometimes I would wish my great, great grandmother never married a pegusus, but I never meant it. Being one of the few pegasus ponies born in our old line of earth ponies seemed to me to be more of a curse than a blessing.

“Oh listen to me ramble on, anyway one day I thought if I had a running start off the roof of an old barn I would have a better chance at flying. Well to put it simply it was a terrible idea and I would have broken a few bones as I fell to the ground. Lucky for me, this little earth pony colt had just exited the barn and I landed right on top of him!” Velvet gave a hearty laugh with Fluttershy giggling along. At that time the kettle decided the water was hot enough and gave a shrill shriek.

“And that’s how I met your Papa.” She finished as Fluttershy got up to mix the leaves into two cups. “I remember him being upset about it for the longest time, but there was nothing he could do about it. My father had hired him as an extra hoof for around the farm, so I would spend my time that I wasn’t trying to fly pestering him all day. Eventually he opened up to me and we began to have real conversations. Oh thank you sweetie.” She said as Fluttershy returned, placing the cups of hot tea in front of them.

Velvet spent a moment in silence as she stared into her cup. Fluttershy sat quietly next to her, waiting patiently. “You know, I never really liked tea until he got me to drink it with him a few times. I still don’t care much for it but it seems like it’s something I need to keep doing, otherwise I might lose him forever.”

“Mama…” Fluttershy began.

“Sometimes it’s almost like he’s still here, like he’s going to walk through that front door and take me into his hooves.”

“Mama.”

“I know when he comes in he’s going to look around at what you’ve done and accomplished and just be so proud of his little filly…”

“Mama!” Fluttershy raised her voice as she shook velvet for a moment, snapping her back to reality. “Mama you can’t keep doing this to yourself, it’s not healthy! I know you don’t sleep at night because you can’t stop thinking about him but it’s time to move on! He’s dead! He’s not coming back!”

“How… How could you say that?! We loved you, he loved you so much and you just up and throw it away in my face! I can’t let him go if it means betraying his love and devotion, and I lie awake every night KNOWING I could have saved him, if I wasn’t so weak I could have used the power in our bloodline to save his life!” Velvet yelled, moving out of her chair to glare at Fluttershy.

“No Mama you can’t think of things like that! You could have done more bad than good!” Fluttershy yelled back, turning to face her angry mother.

“But I could have saved him! I could have saved him and that just makes you angry that it wasn’t you who thought of it!”

Fluttershy was about to retort, but the sound of the door slamming open caused her to look upon the third pony in the room, Rainbow Dash.

“I-I’m sorry, I heard the yelling and… well…” Rainbow stuttered awkwardly.

“No, that’s okay, I was just leaving.” Velvet said in a stern, even voice. She stiffly walked passed Rainbow, glaring at her as though everything were her fault. Rainbow watched her leave in stunned silence, up to when Velvet violently slammed the door behind her.

“Fluttershy, I’m sorry, I didn’t know it was Velvet…” Rainbow apologized. She looked around anxiously, unable to make eye contact with her old friend.

“It’s alright, Rainbow. I’m actually kind of glad you barged in when you did. Seeing Mama like that is really hard, and I can’t do a thing to help her…” Fluttershy sobbed, nuzzling deep into Rainbow’s neck as she returned the embrace.

“Fluttershy, I think the only thing you can do is be there for her, even if she is delusional most of the time.”

Fluttershy jabbed her in the ribs a bit, “Now that’s not nice, Rainbow.” She said sternly and glared at her.

“Aw come on Flutters, she seriously needs a wakeup call.”

Fluttershy pondered for a moment, “Well, maybe if we both sit her down and try to talk to her, she might just come around.”

“Now that’s more like it. I think I’ll head out and look for her, she couldn’t have gotten far.” Dash said as she headed towards the door.

“Okay, I have some things that need to get done out in the garden. Just let me know when you’re back.”

“Alright, see you in a bit ‘Shy!” Rainbow called as she shot off into the open air.

Rainbow Dash flew all around Ponyville looking for Velvet for over an hour, much to the mare’s irritation. Eventually she let out an aggravated sigh and decided to enlist the help of her friends, beginning with Twilight. The library, being a giant tree, was quite easy to spot on most days. But today the large crowd of ponies and the giant shield encasing the library took the cake.

Wanting a closer look to see what everypony was gathered up for she swooped down and flew right over the center of the clearing of ponies. What she saw unhinged her jaw. A pair of teen dragons, specifically the ones that Spike hung out with during his short time being a part of the great dragon migration, were yelling toward the Library.

"Come on out little Spikey-Wikey, we just want to talk!" The leader of the group of teenage dragons, Garble, yelled through the door to the library.

"Heh, yeah! With our fists!" the tall lanky purple dragon, Ash, called out.

"Hey shut up Ash, he'll puss out if he knows we're going to kick his pony ass for ruining our raid." Garble whispered, unknowingly loud enough for the ponies around him to hear.

"Oh right, sorry." Ash said.

"Hey!" Garble and Ash looked up over their heads to see Rainbow and a number of other pegasi glaring down at them. "You better get the hay out of here or else!"

"Or else what? You'll whine to your namby-pamby princess? Ha!" Garble taunted.

"Yeah she can’t do anything to us dragons!" Ash put in.

"No, she won’t have to, We can take you on ourselves! Let's go Ponyville! Let's teach 'em nopony messes with us!" Rainbow Dash yelled out, receiving a battle-cry from the riled up ponies.

"GARBLE!!!" The entirety of the assembled ponies nearly jumped out of their skin at the yell that shook the very air. As they looked around for the source, more than a few gasps of terror and screams of horror could be heard. "Look what I found." The largest of the teen dragons but by far the least intelligent, Crush, held up his prize for all to see.

Not five minutes earlier

Crush, being the largest and strongest of the teen dragons, was actually a poor flyer. He, Ash and Garble had departed the dragon lands in search of revenge against Spike for the debacle that befell their raid on the nest of Phoenix eggs. Soon after taking off, he found himself falling quite far behind until his companions appeared to be just a speck on the horizon. It wasn't until mid-morning he was able to spot the town of Ponyville far to his right; he had drifted left in his flight several miles without the guidance of Garble.

He quickly corrected his course, soon flying over a large field of apple trees. He considered setting the field ablaze, but acting without orders from Garble would have been cause for punishment. Instead he continued on his flight. Soon he noticed a small cottage near the Everfree, and a single yellow pony tending to some flowers. Thinking Garble would enjoy tormenting such weak creatures, he looped around and dove from the sky.

Fluttershy never saw him coming. In one fell swoop she had been taken into the air, firmly grasped within Crush’s claws. Once realization hit her that she had been nabbed, by a dragon no less, she went into hysterics screaming and kicking with all her might.

Crush tightened his grip so she would be unable to squirm away, the increased pressure making her breathing difficult but still she resisted. Fed up, Crush demonstrated his namesake and doubled the pressure. Fluttershy felt her breath being stolen away, the immense pain accompanying the snap of her left wing, then nothing as the world faded away.

“Fluttershy!” Rainbow cried out, her words having no effect on her unconscious form.

In a rage, Rainbow tried to fly up and free her lifetime friend, but was blocked off by Ash. “Whoa there little pony, we don’t need you spoiling our fun too.” He said. Dash tried to fly around him, but he managed to reach out and grab ahold of her tail, yanking her back. Ash grabbed both of her wings and twisted them, shattering them completely.

Rainbow screamed out in pain she never knew existed and swiftly passed out, much to the amusement of the dragons. Ash released her, allowing her to plummet to the ground. He frowned, however, when he saw an older mare swoop in and catch her. She quickly passed Rainbow’s unconscious and broken from to other nearby flyers who took off for the hospital. The mare landed then approached the Dragons.

“You three have caused enough damage here today, release my daughter and leave us at once!” Velvet demanded.

The teen dragons looked to each other for a moment before erupting in laughter. “So this is your daughter?” Garble asked, nodding to Fluttershy passed out in Crush’s claws, “How about this instead: You bring Spike out here so we can teach him a lesson, the longer you take the more Crush here will squeeze her.” Velvet’s jaw dropped in shock, along with a few others in the crowd.

“Crush?” Garble asked, signaling to begin the torture. Crush began to apply pressure, then there was another loud snap, this time Fluttershy’s right wing breaking. The sudden pain rocked her back to consciousness with a screech of agony.

“No…” Velvet whispered to herself in horror. “NO! Fluttershy! Let her go NOW!” She screamed.

“Oh yeah? What are you gonna do about it?” Garble taunted. Velvet didn’t respond, instead she had clenched her eyes closed, lowered her head, and began to chant. She spoke an ancient and forbidden prayer for power to fight against her foes, for the protection of her daughter, and was answered.

Everypony looked up in fear, the sun had been blocked of its light by the moon shooting up over the horizon and, for the first time in thousands of years, pulsated an eerie blue as it eclipsed the sun. Velvet opened her eyes, revealing a freezing aura within as she glared at the dragons. She held out her right hoof, and the air seemed to cool around it, freezing the water particles in the air to form a thin rapier of ice.

“Umm…” Ash stuttered.

Fluttershy fought to stay awake through the pain, the sight of Velvet’s transformation chilling her with fear. “Mama! No you shouldn’t, there has to be another-!” She chocked, her pleas cut off by another squeeze from Crush.

Velvet twitched for a moment, forcing herself to make eye contact with Fluttershy. “Y-you have to stop me…” Another shudder ran through her body for a moment, and then she looked around with cold indifference.

When her gaze fell on the dragons, her eyes narrowed and wings spread outward, taking on an aggressive stance. Her glare flicked between all three of them, studying each of them carefully. A crack of a rib breaking caught her attention. Her eyes took in Fluttershy as she cried out, some part of Velvet fought to the fore front of her mind, the need to protect her daughter from the dragons.

“Uh, guys, that pony is doing something…” Ash said, slightly concerned.

“Ah shut up Ash, it’s just a puny pony. It can’t do anything to us-” Garble was suddenly cut off by a high pitched scream, not from the captive pony, but from Crush. He and Ash whirled around to see what had happened, and what they saw was something out of a nightmare.

Crush was rolling around on the ground, clutching the bleeding stumps of his arms to his chest. No matter what Crush did, the blood continued to flow from the double amputation. Velvet was standing protectively over Fluttershy off to the side, rapier in hoof with blood trailing its length and dripping into a puddle beneath it.

Garble took the scene in, using his cunning mind to figure out what to do next. If that pony truly was a danger to them, it needed to be dealt with right away. Crush was bleeding profusely; if nothing was done he would bleed out before he could return to the mountains for medical aid. “Ash, roast that pony, we need to get Crush out of here.” Garble commanded.

Ash nodded and advanced on Velvet while Garble went to attend Crush. Garble leapt on top of Crush and grabbed his arms tightly. “Crush, this is going to hurt a lot.” He warned. He took a deep breath and exhaled a concentrated stream of fire onto the wound, cauterizing both stumps while Crush howled out in pain.

Ash cringed at the sounds Crush was able to produce, but he remained focused on the shifty mare in front of him. “You’re going to regret that.” He said coldly. He took in a deep breath then unleashed an emerald inferno that enveloped Velvet.

Unseen through the flames, she held up her blade defensively at the last moment and routed the flames around her body leaving her unscathed. After a moment the flames died out, revealing her to the horrified crowed and speechless dragon. Once more she brought the blade to her side aggressively, then surged forward on her wings.

The sudden action caused Ash to panic and he quickly breathed another blast of fire. Velvet slashed through it, causing it to dissipate harmlessly. Ash swung out his left fist to knock her from the air, but she twisted her body with the swipe of her blade and bucked out with her hind legs. She made contact, the power of the moon fueling her strength snapped Ash’s arm at the elbow.

Ash reeled back with a grunt of pain, then leveled an enraged glare at Velvet. He took a steadying breath and swung out wildly in a berserker rage. Velvet was forced to fall back for a moment to avoid the wild strikes as she calmly waited for him to tire out. He over swung his right punch, over extending his body. Velvet quickly rushed forward, but she didn’t see his tail fly down from above. His tail smashed into her head, cracking her skull as it was slammed into the ground and sent her sword flying from her grasp.

Ash stood there panting for a moment, waiting for Velvet to make any movement. He had truly feared for his life for a moment, the adrenalin-fueled panic for his life had really taken it out of him. A twinge of pain in his arm made him wince, but before he could tend to his injury he heard something that re-ignited his terror. He slowly brought his head back to focus on Velvet.

She was slowly making her way to her hooves and breathing heavily, a thick trail of blood ran from her mane, over her left eye, and dripped from her chin. She once more summoned her blade to her side and took to the air. Ash tried to follow her movements, but his exhaustion was slowing him greatly. He tried once more to swipe her with his tail, but she had been waiting for just that. In one swift motion she dove under the swing, bringing her sword up in an arc. It met with a slight resistance before slicing through the tail like butter.

As Ash roared out in pain, Velvet flapped her wings to spin her around and gain momentum to drive the sword into his back, piercing his heart and exploding out of his chest. Ash stood there for a moment, stunned and in shock at what had just occurred. He reached up to try to grab the ice rapier, but his arm grew heavy, as did the rest of his body. He quickly collapsed onto the ground, dead within moments.

Velvet jumped from the body, materializing another sword in her hoof as she advanced on Garble and Crush, both in shock at what had just happened. Neither could recall when the last time one of their kin were slain, and until that moment had considered themselves immune to such things.

She spread her wings and launched herself forward, bringing the sword down in a great arc to split Garble in half. However, Crush being forever faithful, pushed Garble out of the way. Velvet didn’t care, he was just another dragon to put down. She followed through with her mighty swing, the sharp edge of her sword piercing deep into his chest, ripping through bone and organ on its way from left shoulder to right hip.

There was a moment of silence as she stood on the ground, sword still held out. That silence was replaced with a bloody cough, and a spray of bloody chunks of flesh from the mortal wound. Crush fell in a heap, blood pouring out around his body in a grotesque puddle.

Velvet turned to Garble. He froze in terror, a light splattering on the ground indicating that he just pissed himself. Unseen by either, Fluttershy managed to get herself up off the ground and rush toward them as fast as her legs could carry her.

Velvet once more brought up her sword to finish the job, but Fluttershy was able to get inside her swing and grab her arm.

“Mama that’s enough! It doesn't have to be this way, please!” Fluttershy pleaded. She stared into the cold eyes of her mother, searching for a glimmer of her former self, but none was to be found. She was too late, she had lost her mother to the curse of her bloodline.

She held back her tears as Velvet tried to squirm from her grasp. Instead she closed her eyes, hoping to do the impossible, to do the unthinkable. Velvet finally broke free and dashed towards Garble, but her swing was parried. Garble looked down towards the sword held in his claw, the one that Ash knocked out of Velvet’s hoof, with a glimmer in his eyes. He might just be able to fend off the mad mare and live through this.

Unfortunately for him, Velvet simply undid the enchantment and returned his blade to nothing more than mist. Now disarmed and vulnerable, He backed away as quickly as he could. Velvet once more surged forward with her sword posed to strike. Garble tripped and fell onto his back. He screamed in terror and held his arms defensively in front of himself and waited for the end. But instead of searing pain, he heard the sound of the sword being parried once more.

Confused, he lowered his arms to see the pony they had taken hostage with a frozen sword of her own pushing back against Velvet’s. However, there was a subtle difference between the two, where Velvet’s eyes had appeared to have been frozen over, Fluttershy’s had remained their cheery blue. Instead a frosty mist seeped from her injuries as it mended the fractures in her wings and ribs.

Immediately she was beset with visions of war as all the sound in the world faded away, leaving naught but a whispering voice begging for power, offering power, overwhelming her mind with greed and endless hatred. But amidst all this, the thought of her friends and family managed to push back the darkness just as it did long ago on that fateful day. Fluttershy opened her eyes wide with a gasp, finding herself blade against blade with her mother.

“Mama, you have to stop this! I know the whispers are overwhelming, but if you focus you can overcome them!” Fluttershy yelled as she pushed harder against Velvet. She pressed her advance and forced Velvet onto the defensive. She swung downward quickly hoping to catch Velvet off guard, but her attack was parried.

Velvet feigned to one side, making Fluttershy crouch low where Velvet thrust a hoof forward and punched Fluttershy several feet away. She advanced upon the downed mare quickly, but the ground beneath her hooves shifted and caused her to stumble.

“No Mama! Don't do this! Please... don't make me do this...” Fluttershy cried, hoping against hope that her mother was still somewhere deep inside the monster that stood before her, but the glimmer of her mother's kind, old eyes was no more. Velvet lunged forward with another attack as the ground under her erupted in a spray of dirt, obscuring them from view.

As the dust settled, it revealed Velvet being restrained by the dead, decaying limbs of fallen ponies long forgotten by time. It was here that Fluttershy stood, casting a shadow over her fallen mother. And for the first time, Velvet locked her icy glare upon Fluttershy, and spoke.

“You will become my first retribution. Where you tread, doom will follow.” Fluttershy could only stare back silently, tears flowing from the edges of her eyes. She positioned her blade, and as she thrust forward into her Mother’s heart, she heard a voice whispered upon the wind. “Stay strong, my sweet…”

Chapter 2: Flight Camp

Author's Note

Was going to have this as a flashback taking place after Fluttershy killed her mother, but I thought having its own chapter would be better in the end.

Chapter 2: Flight Camp

12 years ago

It was the first day of flight camp, and one butterscotch little filly couldn’t be more excited. She looked every which way with a large smile on her face, this was going to be the best day ever!

“I’ll pick you up after school, ok sweetie?” Her mother, Velvet, said with a gentle nuzzle.

“Ok mommy!” Fluttershy responded in kind. She gave her mother one last nuzzle before strutting forward with confidence.

Velvet watched her little filly trot away with pride as she ventured ahead. Unbeknownst to her, today will change her daughter’s life far more than she would ever know.

Fluttershy made her way around the campus, the rowdy foals around her quickly dashing her earlier confidence. As she toured around she did her best to avoid those groups, but while she was avoiding one group she accidently bumped into another and fell back onto her haunches.

“Hey, watch where you’re going!” Fluttershy looked up to the much larger colt and his two friends behind him. They each wore unfriendly scowls as they glared down at her. “Well? Got anything to say?” Their leader asked.

“I-I-I’m…” Fluttershy tried to force out.

“Huh? What was that Stutters?” he asked, the mean name eliciting a bout of laughter from the colts behind him.

“I’m Fluttershy!” She managed to squeal out. The bullies laughed at the display.

“Aw, what’s the matter Stuttershy? You gonna cry?” The bullies once more erupted in laughter.

Unbeknownst to the bullies, Fluttershy was fuming with rage. Her body was wracked with shivers, not of fear, but barely holding back something much darker. If the stories were true, she would never be able to live with herself. But time was against her. As the bullies continued their assault, she heard a mental ‘snap!’ as her rather weak will was overpowered by the blood of the lich in her veins. Her features hardened, her shivers subsided, and her eyes became like ice as an unnatural strength rushed through her.

“Hey!” The bullies ceased in their laughter to glare at the one who would dare interrupt their mirth, while Fluttershy was shocked to her senses, leaving her as she was before the bullies made fun of her. “Leave her alone!”

Fluttershy glanced up to see the biggest mess of a filly she ever laid eyes on. Her light blue coat was slightly shaggy and matted in more than a few places while her rainbow colored mane and tail were unkempt at best. Her wings, however, were absolutely pristine with care, not a single feather was out of place and they reflected the light with a clean sheen, that alone speaking of the great care she puts into her wings.

The bullies quickly smiled at the new prey before them. “Well what are you gonna do about it, Rainbow Crash!”

“Keep making fun of her and find out!” Rainbow yelled back at them.

“You think you’re such a big shot?! Why don’t you prove it?!” the lead bully said, stomping closer intimidatingly.

Rainbow kept up her confident smirk and she glared back at him, “What do you have in mind?!”

“A race! We’ll settle this once and for all!” He declared triumphantly.

“Ha! You’re going down!” Dash declared.

“We’ll be at the track in five! You had better be there if you know what’s good for ya!” The bullies called out with another peal of laughter.

Rainbow watched them fly off before she turned to Fluttershy, “You okay?” Rainbow asked, “I’m Rainbow Dash, what’s your name?”

“Oh, um, I’m Fluttershy.” She said. She was only partially listening to Rainbow as as they made their way toward the track, deep in thought the entire time. ‘Did the seal really break? If it didn’t then were did that anger and power come from? But if it did… How am I not consumed by the power, let alone calm once more? Should I even tell Mama about this? Or even the princess?’

She glanced ahead, noticing they were nearing the race track as Rainbow continued to gloat about how great of a flyer she was. ‘No, I can’t be too hasty. I’ll just have to be careful and make sure nothing else happens.’

“Hey you in there Fluttershy?”

“Huh?” She blinked rapidly, bringing herself from her thoughts. She saw Rainbow standing in front of her waving a hoof in front of her face. “Oh, I’m sorry, I was just thinking about some things.”

“Oh ok. Anyway I asked if you wanted to be the Flag Filly.”

“The Flag… what?” she asked in confusion.

“You know, the filly who waves the flag at the start of the race. I think it would be cool if my new friend started the race where I beat those bullies with my awesome skills!” Rainbow declared in excitement.

“Oh, well, um… I would love to be your friend, and I would be honored to be the Flag Filly.” She said with a smile. Rainbow grinned back in excitement.

“Whoo hoo! Yeah! I’ll go grab you a flag, and all you need to do is stand on that cloud-“ she pointed to a lone cloud in the middle of the track, “-and give it a good wave to start the race, okay?”

Fluttershy looked to the cloud, then back to Rainbow before giving a firm nod, “Okay.” With that, Rainbow flew off to the storage area for a flag and Fluttershy gently glided to the cloud, making it just in time to get the flag from Rainbow.

“Don’t worry ‘Shy, you’ll do fine!” she encouraged once Fluttershy gripped the small wooden pole in her mouth.

Fluttershy grinned around the flag pole and nodded, wishing her new friend the best of luck in her race. She tried her best to ignore the growing crowed around them as they chattered about the impromptu race, instead she watched as Rainbow readied herself at the start line alongside the three bullies from earlier with few words being exchanged before their eyes set upon herself.

A shiver of cold rage slowly crept up her spine at the sight of their stares. She forced her eyes closed to break eye contact and force the feeling down. That done, she reared up as high as she could and swung the flag down, marking the start of the race.

Time slowed down as the three racers rushed toward her with a speed she had never heard of before. Rainbow fell slightly behind the first bully as they both pulled up above the cloud Fluttershy stood upon. However, the two slower bullies saw this as an opportunity to inflict further pain.

Instead of pulling up and over the cloud, they streaked right above the surface and shoved Fluttershy off the cloud with a strong gust from their wings. Fluttershy was too focused on watching Rainbow Dash in amazement that the gust of wind caught her off guard as she was flung into the open air.

Panic flooded her senses, her wings flailing wildly as the ground below rushed up to meet her. She saw a flock of butterflies directly in her path and hoped in vain that they would be able to save her, but she fell straight through the swarm and impacted the ground with a sickening crunch.

The clearing around her prone form was silent for several moments, her chest sporadically rising and falling the only indication that she survived the fall. Consciousness slowly returned to her, as well as the rush of pain. The clearing was quickly filled with screams as Fluttershy tried to pull herself up.

She had landed on her back, both wings broken and stabbing into her sides, her writhing worsening the wounds and letting the blood flow freely as the bones were forced in deeper as her shattered ribs forced their way out her sides and into her lungs. Despite her screams she couldn’t hear them, her ears a bloody mess from her imploded ear drums. Her sight was nothing but a curtain of red as they cried tears of blood. She tried to reach up to her face but her leg past the elbow was missing, instead managing to dig the exposed raw stump against herself. Her other limbs fared no better, twisted and shattered in grotesque ways. Her spine was much worse, cracked and shattered throughout its length, forever paralyzing her from the upper chest down.

She was dying, slowly and painfully. Her screams turned to whimpers as darkness enclosed her vision. But before death could take her, she felt it. The rage from before, stronger and more pronounced. The blood on the grass and dirt around her quickly cooled and froze as a ring of frost crept from her body into the meadow.

Her body slowly changed from yellow to a cold blue as wafts of cold froze the air around her. Ice slowly encased her body, sealing her inside and blocking her from view. The ice slowly stretched higher into the air to the height of Princess Cellestia for a brief moment before cracks shot across the surface, revealing a bright light from within.

All at once the ice shattered in a freezing explosion punctuated by a challenging feral roar towards the heavens, revealing Fluttershy whole once more with wings of frost and eyes of an icy glare. As she roared at the sky, the sky roared back. A rainbow colored explosion rocked the meadow and crashed into Fluttershy, blasting her into a nearby tree.

As quickly as it had come, the force of the blast relented. Fluttershy opened her eyes, once again soft blue as she looked around in confusion. Confusion turned to realization and fear, she had died and become a monster, and a rainbow had saved her, bringing her back to her senses. She shook her head and ruffled her wings, shards of melting ice breaking away from her as she does.

She cautiously began to look around the meadow, steering clear of the still bloodied ground near the edge. She soon spotted several critters peering fearfully at her from the bushes. Taking pity on them for witnessing what she knows as something truly horrible, she attempts to reach out to them to comfort them and in turn, find comfort from them.

At first she is unsuccessful, resulting in her breaking down into hopeless tears as despair fuels the curse of her bloodline once again, but before she could stoop too far she feels a soft nuzzle against her withers. She looked up with teary bloodshot eyes at a small doe, which leaned forward and licked up a stray tear.

Fluttershy let out a small laugh, full of relief as she wrapped her hooves around the doe. This simple act of kindness encouraged the other woodland critters to cautiously approach her. She soon spent the better part of an hour comforting and being comforted by her new critter friends, never before had she felt such happiness even as her flanks warmed up with a surge of magic, revealing a cutie mark: a tri of butterflies.

“Fluttershy! Oh my gosh there you are!” The voice pierced through the meadow, startling the critters back into their hiding spots. Fluttershy was saddened for a moment before she realized who had called out to her. She smiled as she looked up to Rainbow Dash as she descended towards her, then gasped as she saw her new friend had earned her cutie mark too!

“You had me scar- er, I mean, I thought you might have lost your way or something. I couldn’t find you after the race and somepony told me those bullies blasted you off the cloud and they kind of figured you would just fly back up ya-know? So I thought I’d go look for you.” She rattled off quickly. Fluttershy smiled gently, a feeling of warmth and calm flowing through her at the thought of such a loyal friend.

“Oh, thanks for looking for me. I was busy with my new critter friends.” She said, motioning toward the bushes, several heads poking out at them curiously. Unfortunately, the critters didn’t hold her attention too long as her eyes started to wander the meadow. Fluttershy panicked, how would she react if she sees blood spattered all over the ground?!

Rainbow’s eyes fell on some red on the far side of the clearing and felt a chill down her spine for a moment before Fluttershy jumped in front of her, blocking it from sight. “Oh! Rainbow Dash, you got your cutie mark!” she said in forced excitement.

Rainbow decided to ignore the strange sight as she focused on telling Fluttershy about her cutie mark, and in turn hearing about how Fluttershy’s interaction with the critters earned hers. All the while, Rainbow Dash had a nagging feeling about what she saw and decided she would investigate later after everyone went home for the day.

The rest of the day was uneventful for Fluttershy, hanging out with Rainbow Dash really helped to hold the demon inside her at bay, and when she really thought about it, maybe friendship was the answer to her control. But even then she had to be careful, making her overly shy and self-conscious that would follow her the rest of her life.

That evening she and Rainbow parted ways, Velvet had come as she promised and brought Fluttershy back home after a quick introduction to Rainbow Dash. As Rainbow waved them off, she let her smile drop as she flew into the air, circling back down towards the woods below.

She soon found the clearing as the sun began its decent into night, and it didn’t take long for her to find what she was looking for. She followed a path straight down from the race track and landed next to a patch of maroon colored grass and dirt. She hesitantly leaned down and gave it a sniff. The meadow was filled with the sound of a retching filly, the smell of old blood flooding her nostrils.

“What… What the…” she muttered. She forced her stomach to settle down long enough to get a closer look, she had to be sure. Squinting her eyes in the dying light, she managed to find several feathers covered in the blood. Hoping against hope, she reached forward unsteadily and pulled it closer.

She dry heaved for a moment before managing to spit on the feather and clean some of the blood off. As she did, she quickly reeled back in horror, “No! it.. it can’t…” tears fell from her eyes as she cleaned off more of the feather, revealing a familiar butter yellow color.

Fluttershy was sleeping soundly, dreams of the new friends she’s made that day drifting through her head. She was startled out of her nice dreams by something banging against her window, nearly causing her to fall out of her bed in panic.

She lay still for a moment before the noise came again from her window, forcing her to go see what was making all the racket. She opened the window and looked over the ledge, there below her was Rainbow Dash with several pebbles surrounding her and one held in her hoof ready to be thrown.

She smiled down at her friend, but Rainbow didn’t return it. Worried, Fluttershy flew down to greet her. As she landed Rainbow cautiously backed away a few steps. “Rainbow, what’s wrong…?” Fluttershy asked, the hurt in her voice making Rainbow wince.

“Fluttershy… Are you okay? I mean really?” She hesitantly asked.

“Huh? What are you talking about? Of course I am, see?” Fluttershy stood and slowly spun around, “I’m perfectly fine.”

Rainbow looked unsure for a moment, “Okay, but I want to ask you something and I want to hear the truth, okay?” Fluttershy didn’t really know where this was going, but hesitantly nodded. “I went back to the clearing a little while ago.”

Fluttershy gasped in surprise, “Rainbow I can explain-“

Rainbow held up a hoof to silence her. “Explain this to me.” She tossed a blood covered yellow feather to Fluttershy’s hooves. “I found that, right below the starting line in a huge pool of blood. Explain how your feathers were there. Where did all that blood come from? “

Fluttershy had tears streaming down her face as she carefully picked up the bloodied feather. “Please…” Rainbow begged, drawing Fluttershy’s attention to the tears streaming down her face as well. “Please, tell me what happened, tell me you’re really okay…”

Fluttershy took a deep steadying breath, “Okay… I’ll tell you. You deserve to know if you’re going to be my friend… It’s a bit of a long story, but…” she motioned for Rainbow to follow her up to her bedroom, Rainbow flew in and settled on the bed as Fluttershy closed her window and deposited the feather in the trash.

She joined Rainbow on the bed and began her tale, “I guess I should start out with the Earth Pony King, back in the war against the dragons.”

And so she spoke of her ancestry and the events of that first day in flight camp, of the troubles and fears she now faced. And through it all, Rainbow Dash stayed calm and silent, listening intently to Fluttershy’;s words.

“… and then you found me in the clearing.” Fluttershy finished, unable to make eye contact with the pony she thought at one point as a friend, because who would want to be friends with a freak like her? She felt the tears begin to well up in despair as a familiar chill ran over her body, but they were quickly dashed away as a set of strong hooves wrapped around her in a tight hug.

“I… I believe you. I’m not gonna leave you, friends need to stick together, right?”

Fluttershy was speechless, instead returning the embrace and nodding into her friend’s shoulder, streaking tears of happiness through her fur. “Th-thank you…”

Chapter 3: Agony

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