Epic Unicorn History: The Beards of Harmony

by PresentPerfect

Rating: teen
Tags: My Little Pony: Friendship is Magic, Dark, Original Character, Comedy, Starswirl the Bearded, Adventure
Length: 60237

Barely three years old, the fledgling nation of Equestria is threatened by chaos foretold in a dream. It's up to Star Swirl and five erstwhile, beardy stallions to brave the Forest Ever Free in search of their only salvation.

Equestria is barely three years old, and already danger threatens the fragile peace forged between the pony tribes. Monsters stream out of the Forest Ever Free on a daily basis, and now a prophetic dream foretells of even greater chaos that will befall the land.

It's up to Star Swirl the Bearded and his team of manly, heroic, eminently bearded (and strangely familiar!) stallions to brave the dark and murky Forest Ever Free in search of their one hope for salvation. Along the way, they'll learn more about the history of the land they've claimed as their own, not to mention each other. But as their unintended friendships grow, the forest will try its best to drive them apart.

Can they withstand the epic trials before them? Can they save Equestria? Will Star Swirl be known forevermore as the creator of Equestria's first beard-restoring spell? Journey a thousand years into the past and discover Equestria's epicest, beardiest history lesson ever!

Story tagged Dark for increasingly epic violence. Cover art by M. D. Quill! Accepted by The Royal Guard!

Published 2013-09-09 22:00:02 UTC
Last updated 2018-12-16 17:04:28 UTC

Epic Introduction

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Introduction

"Moon and stars, not the wasps again."

Star Swirl the Bearded, hero of the Battle of Cobalt Valley, slayer of the demon horse Tirek, author of over two hundred spells and magical treatises, and mentor to Clover the Clever, could think of no better way to react to the swarm of large insects invading his lawn than with a well-placed hoof to the forehead.

"'Tis the third time this week!"

Despite the normalcy of the situation, the paper wasps still presented a danger. Star Swirl's horned owl companion sported numerous cuts and swelling welts, and was having difficulty staying aloft. Privately, Star Swirl blamed advancing age and a steady diet of slow, fat mice for this, but the wounds certainly weren't helping.

"Behind me, Owlysses!" he commanded, the owl flapping slowly to cover. The bells sewn into the hem of Star Swirl's star-spangled robe and hat jingled as he twitched his head to the side, narrowly avoiding a salvo of paper stingers from the angular wasps. His eyes narrowed. When the next salvo came, it flattened against a force field erected in a heartbeat: a minor feat for the greatest unicorn mage Equestria had ever known.

That Equestria was a scant three years old did not lessen the weight of this title.

"I tire of these constant interruptions to my day."

Star Swirl's horn flared with yellow light that erupted into bright orange flame that shot forward through the invisible shield. All the paper wasps near enough to the attack instantly turned to ash. A second swarm drew in close, filling the gaps left by their fallen sisters, but Star Swirl was ready. Again and again he charred the papyral insects with his fire spell while maintaining the shield, until finally nothing was left but a small pile of cinders to be borne away by a morning breeze.

"We really ought to see the king about these monster attacks." Star Swirl huffed and stamped his wide hoof, the ground shaking slightly. Despite his own advancing age, his thews and sinews held great power that yearned for release, and the simple action had left a hoofprint indelibly etched in the dirt. "They grow ever in frequency, and he can doubtless marshal some sort of force to--"

His powerful nostrils noted something peculiar in the midmorning air. "I say, Owlysses, dost thou smell something burning?"

A quick glance downward gave him an excellent view of hungry flames feasting upon his impressive white beard, that glorious namesake of his which he valued above all else. At first, he considered the ethereal vectors which had caused his fireball spell to ignite a spot so far down his wide, muscular chest. That thought was quickly replaced, however, by a second, to which he gave voice.

"Owlysses! I'm on fire again!"

A croaked hoot reminded Star Swirl that his familiar was at present too concerned with his own ailments to be of any use in an emergency. As Star Swirl's hooves pounded the dirt below him into powder, his keen eyes cast vigilantly left and right in search of a remedy to the conflagration that swept up his robe toward his handsome and well-lined face.

"Blast it all!" His horn flared, and a tiny black cloud appeared overhead. With a miniscule crackle of thunder, it released a pony-sized deluge over Star Swirl, soaking him to the core, to say nothing of his magnificent wizard's ensemble. It was, however, sufficient to quench the marauding flames, which popped, hissed and fizzled.

Letting out a triumphant sigh of disgust, Star Swirl viewed the charred ruins of his beard. His chiseled jaw jutted forward and to either side as he surveyed the full extent of the damage. The thundercloud vanished with a final diminutive lightning bolt, and Star Swirl readied his arcane powers for one final spell.

This time, the yellow light suffused his beard. Threads of mystical energy sought out that which had been and rekindled its existence, turning char into brand new hair and growing it back out to its full, lush potential. When the spell had finished its work, Star Swirl allowed himself a relieved smile.

"Star Swirl's Beard Restorer: best spell I ever made," he declared with a hearty chuckle. "The history books will remember me for that one! Now, to--" Owlysses hooted again to get his attention. Clutched in his red, swollen claw was a scroll, tied in royal purple ribbon and bearing the seal of the unicorn king. It levitated upward, gripped in Star Swirl's magic. Owlysses then righted himself and flapped slowly into the house to search for healing ointments.

"What manner of missive is this?"

Divested of ribbon, the scroll fluttered open, and glinting eyes scanned it.

"A summons from the King?" He lifted one bushy white eyebrow. "What does the old buffoon want now? I've not received a summons since they gave his power over to the Council. Likely it's a dinner party or some other frivolity." He scanned the scroll fully, intending to burn it shortly thereafter, when his keen eye caught the word "urgent" near the word "portent".

"Intriguing..."

A tired hoot from inside his home drew Star Swirl's considerable attention back to the matters at hoof.

"Thou great lump of owlmeat, what mess hast thou gotten thyself into now?" He scowled mightily and lifted Owlysses up in a magical field, till the bird was level with his eye, which widened. "Zounds! Thy feathers have seen better days." With a huff, Star Swirl released the owl, who flapped in a manner not dissimilar to a recently landed fish before alighting softly on the ground. "Very well, Owlysses! I shall forgo breaking my fast and take thee to the healer's. Hm, and afterward I shall seek a clothier and the King."

Dedicated as he was to the art and science of wizardry, Star Swirl fancied himself a connoisseur of privacy. Separation from all possible distractions often meant the difference between success on the one hoof, and fiery, explosive failure on the other. It was with this in mind that Star Swirl had constructed his cottage in the foothills of the eastern mountain range overlooking Canterlot Valley. Seclusion came easily at this location, without keeping him overly distant from the amenities of civilized life.

The healer made his residence in an equally secluded spot, and it was Star Swirl's respect for his fellow hermit that led him to seek the stallion's aid only, and never his company. That, and he was the only pony in Equestria with veterinary skill. The hollow tree in which he lived stood in a forested section of foothills slightly to the south, one not yet targeted for felling. Getting there from Star Swirl's home required either a circuitous path around the town proper, or a short jaunt in followed by an equally short jaunt out.

Driven by his companion's complaints, Star Swirl took the path of least resistance, heading down the rocky hillside and through the light woods to the healer's domicile. The branches of the livable tree spread out overhead, creating a small clearing all to itself and a warning to any who might wish to enter. It was not a tree to be trifled with. Star Swirl, heedful of the grandeur and majesty of this singular domicile, approached the door and gave two firm but respectful knocks. After a moment, the door opened, revealing the tree's sole occupant, and a looming silence spread into the forest. Star Swirl cleared his throat and smiled.

"Fair morn to thee, good fellow. My companion here has come upon a bit of an accident and--"

He was cut off by a grunt. Owlysses hooted softly before flapping up and alighting atop the healer's head. The other stallion turned, receding into the dim interior of his hovel and taking with him the calm foreboding. Star Swirl put a hoof on the stoop, then hesitated, heedful of the grandeur.

"It was another paper wasp attack," he said, his eyes adjusting swiftly to the darkness. "I suspect he shall need poultices."

"Hm." The pony turned to him, so that Star Swirl could see the herbs and leaves being ground between his hooves.

"Ah, yes, well." Star Swirl laughed shakily, clearing his throat once more. "I should neither tell thee how to perform thy task, nor stall thee any further. I've something to see to in the town. Shall we discuss payment upon my return?"

"Mm." The healer returned to his task, and Star Swirl's keen senses picked up the unspoken: this conversation was over.

With a "Good day", he left the healer's hut, the door booming shut behind him, and set off on the winding path down the remainder of the hillside into Canterlot proper.

"Quite the charming pony!"

The streets of Canterlot in the morning were calm and bright. Happily for the spirit of friendship and camaraderie which was the fledgling Equestrian society's foundation, commerce had been revealed to be a useful tool for unification. With but a single, standardized currency in place, the three races had joined together as one consumer body, and haggled to their hearts' content.

The town center was marked by the first of many stalls lining the streets, and as Star Swirl drew nearer, the air filled with the cries of merchants hawking their wares. Voices eager and confident, polished and emotional, competed for just a moment of any potential customer's attention in the hopes that that moment might be enough for a sale. Luckily Canterlot, despite its youth, teemed with ponies enough that any decent craftspony or farmer could make a respectable living through market sales.

A pony with an eye as keen as Star Swirl's could keep track of his progress by noting the species of the salesponies as he walked. In the outer reaches, the earth pony farmers offered foodstuffs aplenty, both baked and grown. Next came the pegasi, mostly couriers offering ever faster delivery services, though there was a notable pair of competing cloud merchants who promised rain or shade on demand. Lastly, in the central market area were unicorns galore, selling more magically-produced wares than the average pony could even begin to conceive of.

Star Swirl gave no merchant the privilege of his gaze, driven forward by the intensity of his purpose. Shouts of "Hay and oats!" and "Fine earthenware, hoof-crafted!" fell upon his keen ears and slid off. He turned a corner onto the main street, and from afar spotted his destination, marked by the sign of a cape and suit of armor. Grinning with renewed determination, he strode forth, even as other market-goers recognized him and sought his ear.

"Hie! 'Tis Star Swirl the Bearded!"

"Good day to thee, Lord Star Swirl!"

"Aye, a good day and many happy wishes on the summer season!"

Star Swirl nodded at the kind words, but said nothing in reply. Idle chatter was for lesser ponies, and he was content simply to acknowledge them and be on his way.

The sign he had noticed hung from the outer wall of a stout hovel, encompassing a large smithy that belched forth waves of heat into the early morning air. Before this was set a modest merchant's stall, manned by a gangly teenage unicorn, which bore three partial suits of armor as well as a number of helmets, epaulettes, chain vests and sabatons. Even half a glance revealed that each was finely wrought, with form in no way compromised for function, and the various planes, links and etched designs shimmered like tiny mirrors in the morning sunlight.

"Browse our fine metalwork, good sir?" asked the unicorn through the gaps in his smile.

Star Swirl shook his head. "Not this day." He raised the front of his robe with a hoof so the shop merchant could get a good look at the burn damage. "I have need for clothing of somewhat greater durability. Is thy master about?"

"Aye, sir!" The youth grinned hopefully. "Prithee wait but a moment."

The unicorn dashed into the smithy proper, vanishing under the darkness and continual sounds of clinking. No doubt the armorer was hard at work linking chain, Star Swirl thought. A vision came to him of what the smith might look like. Adept with the might of hammer and anvil, he ought to be large and burly. Yet, if he were possessed of the magical dexterity required for fine chain mail and the detailing on the display pieces, not to mention actual cloth, he would doubtless be a unicorn of no small magical talent.

The two visions began to blend together in his mind, burly and graceful clashing with one another until they melded into something rather resembling himself. When the true master of the shop finally emerged, Star Swirl found himself at a loss for words.

"Waifish" was the first to rejoin him. The lanky unicorn stallion before him seemed hardly fit to lift a hammer, let alone pound sheets of iron and steel into armor ready to repel dragon's teeth. That his coat was so pristinely white beneath his great leather smith's apron did not suggest slaving away hour after hour before a sooty forge. Neither did the primly-coiffed purple mane and tail, nor the devilishly pointed goatee that was, indeed, nearly as long as Star Swirl's own beard, though a mere fraction of the width. To keep such a construct so perfectly curled had to require not only skill, but patience. His beard wax, thought Star Swirl, must not only be heat-resistant, but copiously applied.

"Greetings and good day to thee, sir," the stallion said, his tones rich and fluted, and his accent suggesting an upbringing far higher up the social ladder than that of a simple smith. Star Swirl found himself intrigued by the contradictions implicit in this pony. "I am Prancebeard the Dashing, owner of this establishment. Young Natter tells me thou requirest seaming work?"

Star Swirl, still somewhat dazed by the finely crafted goatee, was attempting to gather all of his thoughts together into an affirmative answer when Prancebeard's eyes ran down the front of his robe.

"Ah, but say nothing!" He cried, and clucked his tongue. "I can see already the damage done to thy robe. Oh my word!" He bent in close, and Star Swirl took a half-step backward. "I do believe I possess a bolt of cloth just this shade of purple. The starred embroidery -- may I take a moment to compliment the pony who stitched this? 'Tis a truly singular piece of craftsponyship! -- the embroidery should be simple enough to recreate from what remaineth of the existing pattern. I daresay I shall have this repaired for thee before midday!"

Star Swirl recovered at last, his mind grasping at Prancebeard's rapid-fire pronouncements. "Err... But the price...?"

Prancebeard waved a hoof. "Tut! But a single bit for cloth and thread shall suffice. To work upon garment so fine shall be its own reward!" One of his stylishly pointed purple eyebrows rose as Star Swirl took another step backward. "Come now, good sir! Surely thou canst not shun such a generous offer! I have pitiful little in the way of projects to occupy me at the moment, and as such shall have thy raiment restored to shining perfection in the span of but an hour! I shall abide no nay-saying!"

With that, the robe lifted from Star Swirl's shoulders, and the other unicorn trotted back inside his smithy, humming happily while folding the cloth neatly in the air before him.

The shop keeper, Natter, turned to Star Swirl then and with a grin that bespoke his payment on commission said, "Please do excuse my master Prancebeard. He can become quite... taken with his projects."

"Consider the matter excused." Star Swirl cleared his throat. "I suppose if he is this enthusiastic about sewing, then I shan't regret taking up his business."

There was a lengthy pause.

"Er, about payment..."

"Take these," Star Swirl said, quickly bringing out two coins and placing them on the counter. "Gold thread is doubtless difficult to come by." With a smirk, he added, "I shall abide no nay-saying."

Natter grinned, scooping up the coins into a small purse as an orange blur streaked past the stall and into the smithy without so much as a by-thy-leave.

"My master will be most grateful, sir, I promise!" Natter's eyes closed, then opened, then blinked three more times in rapid succession. "Sun and moon, that wasn't..." In a flash, he was rounding the counter once more, ducking inside the smithy with a shout of, "It was!"

Star Swirl noted that, though the stall had been left once more unattended, the young unicorn had kept the coin purse safely with him. His keen powers of observation then reminded him about the blur. Said powers had resolved it into the form of an earth pony stallion wearing a plaid tartan and a tam-o-shanter to match. Somewhere in there was information about a large and shaggy, ruddy beard.

Star Swirl hesitated a moment, only to be blasted with a sudden barrage of shouting from within, led by a rough and earthy voice with an unfortunate northern accent.

"Five days me fields've lay a-waitin' fer thee, Prancebeard!" The heat from the stallion's fury was as palpable as that from the forge. "Five days! Thou saidst 'twould be mended in three!"

"I made no such promise!" Prancebeard's retort was as a vast glacier against the other pony's anger. "Thy rusty old plow is not fit to grace my forge! Thou shalt have it repaired once I have finished with tasks more rewarding!"

"I'll pay thee double if thou canst finish by this eve!"

"Please, save thy dirt-encrusted coins! Thou insultest me to assume my motives so low!"

Star Swirl began to feel ever so slightly, if unintentionally, responsible for the plight of this farmer's plow. He wondered then at the reliability of this smith, if his fancy was so fickle as to flit away from a project at a moment's distraction. It was a shame he had already paid.

"Ach, thou bleedin' lyin' unicorn, thy horn hath poked through intae thy brains! Thou cannae stand there and tell me right t'me beard it weren't three days thou hadst promised! Three days, I heard it wi' me own ears! So help me I dinnae gi' ye a skelpit lug..."

Getting mixed up in the affairs of townsponies was not on Star Swirl's agenda that day. He would simply have to visit the King ungarbed apart from his hat. He left the shouting behind gladly, making his way through the throng of passersby drawn by the commotion and toward the castle.

Canterlot Castle, like many traditional unicorn nobles' homes, had been built against the side of a mountain, which also bore the name Canterlot. Its sweeping spires rose with majesty despite its slim construction budget, stretching from clouds to earth and linking all. Though the most opulent of abodes in the bustling new village of Canterlot, it was nevertheless modest by regal standards, especially when compared to the Unicorn King's previous residence. Still, its architects had been clever, enacting a modular design scheme that would allow additions to be placed with ease, so that the castle could grow with Equestria.

Unfortunately this plan, in practice, gave Canterlot Castle an air of being perpetually unfinished. In fact, since Star Swirl's last visit, Canterlot seemed to have grown another parapet, this one on the north wall, its stained glass windows facing the rising sun. Scaffolding lined its upper reaches, and Star Swirl could just make out a pair of pegasi working with what looked like roofing tiles. Having been greatly involved in the castle's planning and the early stages of its construction, Star Swirl knew its august halls well, including those that extended into the mountain itself. Though he would now never know it fully as it continued to sprout treelike from the mountain, the new addition made Star Swirl feel relieved, for it gave him a shorter stick with which to measure his absence from the royal court.

Even as the focus of life in Unicornia proper, the royal palace had been to him a home of needless stuffiness, false airs, sycophants, and dunderheads, not the least of which was the King himself. Star Swirl, of course, knew better than to let this particular opinion escape his lips, and called His Royal Highness "friend" to his face. For all his apprehension, Star Swirl dearly hoped that this visit was going to be worth the impending headache.

A wide white brick path, its stones flecked with gems and chips of mica that scintillated under the morning sun, marked the approach to the palace entrance. As he trod it, Star Swirl's eyebrows shot up at the sight of a full squad of eight guards at the entrance, four times the usual contingent. Yet it was not their number that was the most surprising thing about them.

Pegasi, guarding the unicorn castle?

In times before these, it would have been the first sign of an invasion. Now, it was only a curiosity. The guard, after all, stood more symbolic than effective now, and why shouldn't it be used as one more method of bringing the tribes together? He fought back the old fears -- hadn't he just seen pegasi constructing that tower? -- as he made his way toward the marble stairs leading up to the grand vaulted doors. Before he could mount the lowest step, however, a very angry-looking pegasus clad in full armor stepped into his path.

"Name and business!"
The deep, raspy voice issued from amidst a girthy beard, divided at its ends into three braids. The hairs bore the most intense pattern of rainbow hues Star Swirl had ever seen at once on a single pony, and matched the mane and tail that emerged from the guard's armor, both of which were far less well kept than his extraordinary chin wag. These were complemented by the stallion's natural coloring, a vibrant sky blue set off by the lighter blue of the real sky reflected in his polished silver armor.

The guardspony scowled. "I said, state yer name, or be off with you!"

Star Swirl cleared his throat, embarrassed to have been so mesmerized by the beard before him. Embarrassment quickly turned to irritation as he realized he was being challenged on the steps of the very castle, or at least the very household, in which he had once served, and by a complete stranger, no less.

"Thou must be new here," Star Swirl said. "My name is Star Swirl the Bearded, and I have been summoned to meet the King on this very day. Kindly stand aside so that I may pass."

The pegasus guard squinted one eye and leaned in, curling his upper lip as he studied Star Swirl with a steady gaze like lightning.

"Star Swirl? A likely story. How do I know yer who you claim to be, knave? I was told Star Swirl the Bearded wears both wizard's hat and robe." He slapped the brim of Star Swirl's hat, setting the bells jingling. "You've got the bells right, but where's your robe, eh?" The guard crossed his arms, smirking.

Star Swirl snorted, settling the bells with his magic. "'Tis being mended, though I see not how that is of thy concern. I should ask thee what a pegasus is doing guarding the doors of the Unicorn King, or what simple guardspony dares call Star Swirl a knave!"

The pegasus harrumphed. "I'm Rainbowbeard the Swift, Captain of the Royal Palace Guards!"

Star Swirl's eyebrow raised. "Captain of the Guards?"

"Are you deaf as well as a liar?" The guard pushed his face into Star Swirl's. "Let me spell it out for you: we've sworn oaths to protect the King and serve this castle, and by doing so promote peace and harmony amongst the tribes. Which brings me back to my first question: what are you doing here?"

"I will not stand for this!" Star Swirl puffed out his chest, pressing back against Rainbowbeard. "I am a personal friend of the King, on business to see him, and I demand that thou letst me pass, interloper!"

"I'll interlope you right onto yer blue backside, you daft old--"

"Captain Rainbowbeard," called a melodic voice from the castle entrance, "prithee, be still! This is truly my mentor Star Swirl, as sure as I stand breathing!"

Star Swirl lifted his head. The upstart pegasus summarily lost his footing and nearly topple down the steps, saved only by natural reflexes and his impressive wings. By the time he'd regained his footing, Star Swirl had trotted around him and up the stairs, past the other guards and into the waiting embrace of the petite green unicorn mare who had identified him.

"It does me good to see you, Clover." Closing his eyes and smiling, Star Swirl lowered his head.

"And I you, Master." She mirrored his movements, until their foreheads and horns touched.

"What have I told you about calling me Master now?" Star Swirl's eyes opened, and he chuckled. "Equestria gains naught for one of its leaders to act so subservient to a simple mage."

Yellow eyes twinkling, Clover the Clever smiled up at her former mentor. "The day Star Swirl the Bearded can truly be called 'a simple mage' is the day Equestria needs no such leaders. You shall ever be my treasured Master."

Her smile increased in excitement as she asked, "How fares your work, Master? The new spell you are researching, the... ammonia...?"

"Amniomorphic spell." Star Swirl allowed himself a small smile as they turned towards the doors, feeling a thrill at his former student's enthusiasm for his research. "Not just a new spell, but a new type of magic. Sadly, 'tis but theory still. Nor does my work benefit from continual interrup--"

A throat clearing behind them caused both unicorns to turn. Rainbowbeard was studiously looking both at and away from them.

"If thy introductions are well underway, Lady Clover, shall I escort you both to the throne room?"

"Yes, Captain," Clover said, nodding and stepping to the side. "Please, lead the way."

Rainbowbeard had just moved forward to join them when a unicorn clad in slightly different armor clattered up and tried to speak in between gasps for air.

"Captain... Marketplace... Scuffle... Help!"

Rainbowbeard gave Star Swirl another dire scowl, then turned to his guards. With a single nod, he sent three of them airborne and followed immediately after, stopping only a moment to address them.

"Forgive me, but it seems my services are required elsewhere. I trust thou knowest the way, Lady Clover!"

With speed that Star Swirl found unfathomable, Rainbowbeard vanished in the direction of the marketplace, leaving behind nothing but a multi-hued contrail. Clover frowned, gave a small grunt, and then with an apologetic look to her former mentor turned to lead him inside.

The doors led to a long series of hallways, their alabaster sparkling and pristine like virgin snow. High stained glass windows let light flood the corridors at all times of day, casting colorful shadows against marble walls that depicted, in bent relief, the banishment of the windigoes and the foundation of Equestria. Clover notably avoided paying her glassy likenesses any heed.

"You were saying, Master? About your research?"

"Hmm? Oh, yes, well... There is little to say, really." Star Swirl cleared his throat. "A spell woven so that anything can be borne from it -- matter, life, energy, other magics, even other worlds -- is possible, of that I am sure. But to prove that it can be done? To craft equations and rituals to form it?" He shook his head. "It eludes me, Clover. It haunts my sleep more nights than not. I am so close, I can feel the solution upon the tip of my nose."

"I understand what it is like for one's sleep to be haunted," Clover said softly.

Star Swirl started at this. "You've had a dream?"

She nodded.

"Dire?"

Another nod.

Star Swirl's bushy eyebrows cinched together. When he had first met Clover, she told him that she had dreamt his likeness the night previous. Prophecy was typically not desirable as a talent to those who possessed it, but the more time Star Swirl spent with Clover, the more it became clear that her visions operated with such frequency and clarity as to be boons rather than burdens.

Fires. Floods. Caramel shortages. Star Swirl had kept the awe he felt for his student close to his chest, yet he held it nevertheless. In one dream, her mother's passing was foretold by a scene of looking upon a bell from the bottom of a pit. Another dream about singing songs with other ponies in a cave had proven to foretell her time with Private Pansy and Smart Cookie in the mountains of Canterlot, despite never having once shown her a windigo or a piece of ice.

"I believe that grave danger threatens Equestria, Master," Clover said, gaze falling to the floor. "I cannot put into words what it was I saw. Some images were too horrible for me to describe..." She let out a breath. "The rest, far too chaotic for me to know what was occurring from one moment to the next."

She gazed up at him, eyes reflecting the colored lights of the walls behind them. "The one point of clarity that came from this vision involved a means to counteract or destroy whatever evil threatens our new home. I have no doubt that the answer must be found within the darkness of the Forest Ever Free."

He took a moment to let her words sink in. "I assume you have a course of action planned?"

"I may, but..." She gave a half-nod, looking away. "It presumes much. And I desire your input, as always."

Star Swirl waited for further explanation, but received none as they approached the high throne room doors, carved with a relief depicting unicorns raising the sun and moon. A waiting unicorn attendant, one of but three attendants they had seen on the journey here, stood a little straighter as they approached. Star Swirl inclined his head toward the servant, who pushed one door open.

Wider than it was deep, the throne room spread out before them with easy splendor. Tiles of alabaster and amber gave it a soft inner glow that increased from the light let in by the bay windows set upon either of its short ends. As a meeting room it could easily hold three hundred ponies, spread out between the doors and the thrones around the shallow theater-in-the-round in the room's center. The vaulted ceiling put to shame the nearby forests, and all through its crenellations and false columns there flitted more carvings like the ones upon the door: pegasi in flight, moving marble clouds and loosing arrows at airborne monsters; unicorns leading armies, their horns lit as beacons; and earth ponies standing triumphantly atop mountain peaks overlooking vast fields of grain.

Placed at the focal point opposite the doors were two plush thrones, one in silver and a slightly taller one in royal purple. The sharp angles of the latter swooped forward over its occupant, while its companion was wrapped in metal vines and leaves, soft and painstakingly detailed.

Dwarfed by his throne in stature as well as grandeur was a dark grey unicorn clad in a frilly pink-striped outfit and a royal purple cape. A golden crown, its spikes gemmed lavishly, sat atop a bald pate partially ringed by a halo of short grey mane. A face piggish with luxury collapsed in on itself like a fallen quiche thanks to the gales of laughter spewing forth from it.

Normally, the King's voice was high-pitched yet earthy, rising on odd syllables and giving one the sense that the King was always on the verge of bursting into laughter. Add to that his slight yet unmistakable lisp, and it was often hard for an undisciplined listener to avoid laughter themselves. Those acquainted with the king were well aware of the threat of the dungeon, and straight faces and frequent bathroom breaks were a hallmark of courtly life in the Unicorn King's castle. That the King was currently engaged in laughter did little to mitigate that particular effect. Star Swirl was, of course, used to the singular and unforgettable intonations of his liege, and stepped through the door into them as one stepping into a waterfall on a cool morning.

The Unicorn King pounded the arm of his throne with one hoof, ripples moving up and down his body with such intensity that one might be forgiven for thinking him composed of gelatin. Tears swarmed down his copious cheeks, glistening greasily in the morning light and making him appear all the more liquid. During a brief pause in his uproar, he sucked in air, making a hooting sound and lolling to one side before wobbling back upright and laughing anew.

"I sing tra-la, tra-lee, tra-lie, tra-laaaaay! The flowers open in the month of Maaaaaay!"

In the center of the room, singing while playing a lute and standing on his head, was an earth pony dressed in a checkered motley jester's outfit. Every bit of him not so covered was inexorably, unbearably pink. His coat was a pale shade of salmon. His fuchsia mane, which whirled and poofed around his head like a cloud, seemed to fall down his face, or rather up it, to pool around the underside of his jaw in a brash and bushy beard. His hind legs kicked in the air and he spun gaily about on his three-pointed jester's cap, its bells clinking wildly.

"Aha, my liege," he cried, "I see they have arrived!" Plucking at his lute, he finished in song. "And do our guests not look themselves contrived?"

Star Swirl and Clover gave tense smiles as the King exclaimed, "Well, there you are! I've been waiting an hour -- one whole hour, I tell you! -- for you to arrive! I say it's about time, Star Swirl the Bearded!"

They bowed, though not deeply. Star Swirl was to muster some genuine sympathy in his tone as he addressed the King.

"Your Highness, thou art looking fit as ever, and it does me great joy to see thee again."

"Hoohoo! Do you hear that, dear?" The King clapped his hooves together, giggling to his Queen. "Star Swirl said I look fit! Remember that the next time you scold me for having a second helping of pie!"

On the throne beside him, his wife, decorative as ever, clicked a pair of knitting needles from which hung a long scarf, the same shade of purple as the King's cape. If the continual scratching of the King's posterior caught one's eye, one might even see that most of the King's current outfit was in fact knitted entirely of yarn.

"Star Swirl is only humoring you, dear," she said flatly. "You should know better. Lord Star Swirl, it is a pleasure to see you again." It was difficult to imagine how studiously observing her knitting counted as 'seeing' Star Swirl, but he did not question her, instead smiling again, more easily.

"Your Majesty, Queen Petunia, the pleasure is all mine."

"Hello again, Clover." The icy voice came from the bay window, where a young silver unicorn mare clad in flowing robes was idly sewing nothing in particular. Like her mother, she did not look up from her work.

"Hello again, Princess," Clover responded, meeting her non-glance.

The jester flipped suddenly onto his hooves and tossed a small ball into the air, which unfurled into a streamer comprised of numerous colorful silks tied together at their ends.

"And now with greetings over, bonds renewed, 'tis time for all to join me in a dance!" The jester rose up on tiptoe and twirled about gracefully, but the King waved a hoof at him.

"Pinkbeard, these two have come here to discuss important things! Very important! The time for fooling is over, come and sit."

Pinkbeard turned his twirl into a graceful bow to Star Swirl, then backflipped onto a cushion between the thrones and sat with his lute perched jauntily upon his cap.

"And where," the King continued, "is Captain Rainbowbeard? I thought I told that lazy good for nothing to bring you both here personally!"

"He was called away to the city, my liege," said Clover. "I believe there was some sort of trouble. Nothing to worry Your Majesty over, certainly."

The King frowned. "What sort of city trouble requires my Captain of the Guard, I'd like to know?"

"On that subject," Star Swirl interjected before the King could continue, "may I ask Your Majesty just why there are pegasi guarding the castle of the Unicorn King?"

The King chuckled. "Star Swirl, my old friend, times are changing, and quickly." He waved his hoof like a parent scolding a naughty foal. "It would serve you to keep abreast of those changes!"

Star Swirl cleared his throat. "That does not answer my question, Highness."

"Oh? Oh, yes! Captain Rainbowbeard and his retinue are part of an exchange program, meant to..." He turned to the Queen. "How did they put it again, dear?"

Queen Petunia's knitting needles paused for but a moment. "A program of exchange for employed and serviceponies, meant to foster harmony between the tribes, dear."

"Yes, what she said!" The King waved his hooves excitedly. "Such a wonderful idea, don't you think?"

Pinkbeard piped up, "Yet Rainbowbeard and all his pegasi have filled the castle nighttime with their snores!"

The King kicked him in the side and he grinned.

"Quite, Your Majesty," Star Swirl said, clearing his throat. "With that matter attended to, might I ask to what I owe the... pleasure of this summons?"

"Oh, yes, yes, of course!" The King's brow furrowed and he harrumphed twice, adjusting slightly and scratching beneath his arm. "Clover the Clever has been telling me all the horrible, just horrible things that she's been dreaming about." He lowered his voice to a whisper. "And you know how she is about dreams."

"Indeed, Highness." Star Swirl dutifully ignored the wry glance Clover shot him. "She had been informing me of her dream on the way here, but I confess I have yet to hear the entire story."

The King sputtered and blinked twice, looking back and forth from Star Swirl to Clover. "You didn't tell him the whole story? Why didn't you tell him? Dear girl, I may no longer be the highest regent in the land, but please consider my meaning when I say you really should have told him!"

Clover gritted her teeth and stepped forward. "Your Highness, I was about to do so when we came upon the throne room. If it please thee, I shall continue from where I left off."

With a gleeful smile, the King slumped backward on his throne, letting his rounded gut protrude above and before him. "Oh yes, yes, that would please me very much, thank you! Pray, continue!"

The King waved to Clover, who nodded and strode into the center of the room, her horn flaring. The lights dimmed and the floor lit with a small panorama depicting a lush green valley.

"Ooh!" exclaimed the King, sitting up slightly and pointing. "I know that valley! Canterlot Castle sits upon yon mountain!"

"Yes, Your Highness," Clover said slowly, and Star Swirl resisted the urge to roll his eyes. "When we stumbled upon it, the valley looked thus." The green image gradually turned icy and white. "When the windigoes came, this was the end result. I point this out only so you will understand that the images I am about to show you, the images from my dream, are like nothing ponykind has ever seen."

"Methinks," said Pinkbeard, "a glance within this dream upon thy paramour would be not well beheld!"

This time the Queen kicked Pinkbeard, who grinned anew but clammed up.

The whiteness faded and houses popped up along the valley. Princess Platinum looked up from her sewing, concentrating studiously on the images. Even Star Swirl found himself entranced by the magical display, leaning forward to get a better look. Perspiration beaded along Clover's forehead as the scene suddenly darkened. Shadows lengthened as light from the unseen sun dimmed. The sky turned red and then was covered by unnatural clouds. It began to rain, hail really, but to Star Swirl's amazement, it was not hailstones that began pounding Canterlot, but...

"Candy?" King Obsidian frowned, screwing his face up in confusion. "Clover the Clever, are you saying confections will rain from the sky?"

"Confections and more, Your Majesty." She took a deep breath and pushed even more magic through her horn, the glows of the spells overlapping.

The mountainsides turned glassy. The grass became a mat of purple with long trails of yellow curling through it. Houses floated into the air, turned upside down in the ground, or sprouted paisley and motley patterns. The image zoomed in and they could see ponies being attacked by their own clothing or running in fear from animated marionettes. Animals that were normally peaceful dashed about with oversized horns or breathed gouts of fire that turned wood into soap.

"This is perhaps the strangest dream I have ever seen!" the King said. "Though there was that one time, after eating a month-old custard, when I--"

"Not now, Father," said the Princess, and her mother smiled approvingly.

"Yet I must say," the King continued, "this is also rather fanciful! With all the colors and swirls and such, I dare say it looks... festive!"

"Huzzah and fly the colors of the realm!" Pinkbeard declared, earning a silencing kick from the King.

Clover cleared her throat. "Believe me, Your Highness, this is not even the worst of what I saw."

"Look more closely, my liege," said Star Swirl. "Clover, would you draw the vision back to the valley full?" When she had zoomed back out, his horn glowed, and he focused a beam of light into a pinpoint that traced an outline across the valley. "Note you all this shadow, which doth loom over all."

The shape his light traced was long and serpentine. One end appeared to be a horned head, with a pair of burning eyes visible in the silhouette.

"Oh my goodness!" the King cried, scrambling against his throne away from the eyes. "Those terrible eyes. Whatever could that thing be?"

"That," Clover said resolutely, relaxing her magic and letting the image dissipate, leaving behind only Star Swirl's outline of the shadow, "is a great evil which I believe shall threaten our young nation, and soon."

The King frowned, narrowing his eyes. "Are you sure?"

"Sire," Star Swirl said quickly, "Clover's visions have never proven wrong in the past. Dost thou remember the Great Harvest Flood?"

"Or the caramel shortage of aught-five?" Princess Platinum added. Clover's cheeks reddened, and the Princess smirked at her.

"Stars and moon above, you're right!" The King pressed a hoof to his chest, stricken. "Oh my goodness! Oh, this is serious! Whatever shall we do against this monster, this fiend?"

"To arms, and all, within our very lands," Pinkbeard cried, rising to his hooves and brandishing his lute with a menacing scowl. "Against our soldiers, evil shall not stand!"

He pointed his lute at the throne room doors, which burst open, a tangled mass of ponies heaping into the throne room. In the lead was Captain Rainbowbeard, pulling by the ear a white and purple unicorn, whom Star Swirl thought seemed rather familiar. Next came three of the pegasus guardsponies, struggling to drag a bucking and cursing orange stallion along with them. The sheer number of black eyes, armor dents and extraneous guards nursing their wounds in the rear of the tumult suggested why a Captain of the Royal Guard had been needed to calm the marketplace altercation.

"Ye great lot o' insolent blaggarts!" The stallion was quite nearly snorting flame. "Ah vow 'pon me honor Ah'll gi' ye what for 'til him what wronged me's brought tae reckon!"

Star Swirl dove at Clover and pushed her out of the way as the guards finally released their hold on the captive, who would have gone crashing into her otherwise. A brief glow of magic later, and the stallion was set on his hooves, though he looked none too happy. Rainbowbeard likewise released his prisoner with a dismissive shove, though the unicorn remained quiescent, only nursing his ear and glaring at the earth pony now and then. Princess Platinum rolled to her hooves and trotted behind her mother's throne while the King rose in his seat, trying -- and failing -- to look intimidating.

"What in the world is going on here? I demand somepony give me an explanation!"

So everypony did. All at the same time.

Rainbowbeard surged forward. "Your Majesty, these ruffians were disturbing the peace in the marketplace--"

The orange stallion pushed Rainbowbeard aside, speaking with a distinct lack of indoor voice as he jabbed his hoof toward the unicorn. "Yer 'Ighness, 'twas that'n what started this whole mess, or me name's nae Applebeard!"

"Still thy tongue, thou bekilted barbarian!" The unicorn stepped forward, scowling. "It wast thee who began this fiasco--"

"How dare you assault a captain of the royal guard, blaggart! I should lock you in chains for--"

"Shut yer geggie, you! 'E's nae touched a hair on me plow since I--"

"Oh, thy plow would be hairy, given the way thou livest in thy hovel--"

Pinkbeard stood and brandished his lute. "An alarum within, my liege! What ho! I'll swat these bugs and save thee from their buzz!" He made to dive into the center of the room and the ponies there, but was yanked back by a magical grip on his tunic. The King added a kick to his flank for good measure.

"Would you two be silent for a moment so that I may--"

"Ah'll nae be silent while me grievance is unaired--"

"Thou wilt get nowhere, thou blustering guard, with such an attitude--"

"Oh, wouldst thou give the other side a whack?" Pinkbeard turned his backside to the left and the King obliged him. "I thank thee very much, Your Majesty!"

"SILENCE!"

Manifesting the voice amplification spell had taken but a moment's thought, but the effect was immediate. The room fell deadly quiet, and all eyes turned to Star Swirl. He returned the gazes steadily, and even the King began to wilt under his stare.

"Now then," he said, his voice growing steadily harsher, "would Captain Rainbowbeard like to explain why he felt it necessary to interrupt a discussion over what might very well be the fate of the land with this... this falderal?"

Rainbowbeard took a step forward, clearing his throat. "Fate of the land, you say?"

"Yes!" the King cried. "Why, I'd almost forgotten in all the commotion! Our land is in terrible danger, terrible I tell you! Why are you bothering me with this fiddle-faddle at such a time?"

"Sire," Prancebeard said, stepping forward, "if my impertinence may be forgiven, our quarrel can hardly be termed fiddle-faddle or nonsense."

"Aye, me laird," Applebeard added. "'Tis a dereliction o' justice most grievous!"

"And what," Star Swirl said sternly, causing them both to shrink back from the sound of his voice, "did either of you not understand about 'fate of Equestria'?"

The King nodded gravely. "With such dire events unfolding as these, I simply cannot have distractions, don't you know?"

Star Swirl stepped forward and gestured with his hoof. "Thus, my liege, if I may be so bold, I suggest having these distractions removed from the throne room so that we may get on with our planning."

"An excellent idea!" Standing, the King cleared his throat. "Save that I have already solved both problems at once!"

"Very good, Your Highness, I--" Star Swirl nearly fell onto his face as the King's words sank in. "What?"

The King ignored him. "My friends! Equestria, though in its infancy, stands at the brink of destruction!" He began to pace back and forth in front of his throne. "I believe that our only salvation lieth in the hooves of a group of brave and dedicated ponies who can delve the mysteries of the Forest Ever Free. Thus, I shall send you all upon an epic quest, the like of which has not been seen in our lands since I was a foal, to ensure the safety of our country, don't you know?"

Nary a jaw remained undropped.

"What? Ye cannae just--"

"That's preposterous!"

"I really don't think I'm prepared for epic quests--"

The ponies protested as one, but only Star Swirl was audible above the tumult. "Your Majesty, surely thou canst not be serious! Sending these colts on a mission of such importance, when we hardly know--"

The King smiled. "Star Swirl, I did not say 'you' without including every 'you' in this room!"

Star Swirl thought his beard would fall off. He couldn't even produce more than a stammer in response.

"Think of it, Star Swirl! A quest that will be sung of by the bards for generations to come!" The King giggled and clopped his hooves together. "If you aren't all horribly mangled or killed by the beasts of the Ever Free, of course."

Prancebeard went pale despite his normally pallid complexion. Applebeard removed his cap and began gnawing the edge. Even Rainbowbeard had grown quiet and seemed to be rethinking any display of bravado.

"M-My King," Rainbowbeard said timorously, "perhaps sending a band of untrained ruffians, no offense to thee, Lord Star Swirl, into dangerous and, er, deadly circumstances is not the best way to ensure the safety of Equestria. No doubt a full regiment of--"

"Not the best?" King Obsidian glared with a combination of outrage and wounded pride. "Why, my dear Captain, it is the only way to ensure Equestria's safety! I have read many a penned epic detailing the exploits of ragtag bands of ne'er-do-wells achieving tremendous feats as far back as history is recorded!"

"He does little aside from read, these days," the Queen remarked softly. The King spared her but a small glare before continuing.

"Look, you, I... You there, what's your name again?"

"P-Prancebeard the Dashing, Your Majesty."

The King nodded. "Very well, Prancebeard the Dashing. What is it that you do again?"

Prancebeard looked stricken, but could find no help on the faces of the other gathered ponies. "I... I am an armorer by trade, my liege. Though I have also been known to repair clothing on occasion."

"You see?" The King smiled, as if everything had been explained. He then pointed to the assembled stallions one by one.

"A mighty warrior. A valiant defender. A brazen barbarian. A powerful wizard."

"Ah'm no' a barbarian!" Applebeard's powerful sinews quivered with rage.

"Aha, my King, an thou forget me not!" Pinkbeard piped up, waving a piece of parchment he had produced from nowhere in particular. "For I possess a map of Ever Free!"

"Splendid!" The King stomped his hooves, then hopped back onto his throne, catching his breath. "A fool to lift your spirits in the darkest of times! Hmm, but let me think..." Tapping on his crown, the King's face scrunched up until his features were all but consumed by his cheeks. "Only five? No, that won't do at all. There must be an even number, the Legend of Sharphorn made it quite clear that six ponies would..."

"What of me, Your Majesty?" Clover stepped forward shakily. "You did say all within this room."

"Oh yes," Princess Platinum purred. "Surely Clover the Clever would find questing more pleasing to her sensibilities than idle government work."

"What?" The King blinked at Clover, momentarily perplexed. "Oh. My apologies, lady Clover, I didn't seen you there. No, no, Equestria needs you here in Canterlot. Platinum, go and fetch your brother. It is high time he proved himself!"

The Princess sighed, shaking her head, and trotted out of the throne room. Star Swirl looked to the others, of whom only Pinkbeard seemed to have cause to smile at the moment. He himself felt he had recently swallowed a live slug. Rainbowbeard returned his look with a nod.

"My liege," came Prancebeard's voice once more after a minute of awkward silence had passed, "I must entreat thee again: surely there is some better solution to this supposed problem than throwing a group of untrained strangers into a dangerous situation together!"

"Nonsense!" the King huffed. "This will work out splendidly. I can see it now! There will be parades in your honor, and epic poems penned of your legacies!"

"But Your Majesty, what of our lives? Our livelihoods?"

The King gave Prancebeard a patronizing hoof wave. "I shall ensure the security of your homes while you are all away. And you will of course be well compensated for your travails. Assuming you make it back, of course. If not, recompense shall be given to your families!"

Applebeard sat down hard upon his haunches, staring at something a few hooflengths away on the marble. He mumbled something that Star Swirl couldn't make out.

"Can't you do something?" Rainbowbeard asked, zipping over and whispering in Star Swirl's ear. "You're the King's advisor, aren't you?"

Star Swirl took a step back. "Former advisor..."

"Well, you know him then! Talk some sense into him, for pony's sake, before we all end up on this mad quest!"

"You know," Clover said suddenly, drawing all their attentions. "The dangers of the Forest Ever Free are real, but ill known. There is a possibility that a small band would fare better against them than a large one. By virtue of stealth, I mean."

"This is not helping, Clover," Star Swirl muttered.

She ignored him and chewed on her lower lip, eyes wandering for a moment, before asking, "Wherever didst thou get that map?"

Pinkbeard grinned. "A gift it was, and from mine father dear, my only worldly possession now!" He strummed his lute once, as if to add credence to the statement.

Princess Platinum entered the throne room and retook her earlier position by the window. "He comes anon, father."

"Oh goody!" The King clapped his hooves and wiggled on his throne. Waving at the attending stallions, he murmured, "He's been looking for just this sort of chance, you see!"

From the doorway came a thin, reedy voice, accompanied by the soft clip-clop of unsteady hooves and the occasional wheezy cough.

"I'm here, Father... I'm h-here... You s-sent for me?

"Ah, Asbestos my lad!" The King tried and failed to leap from his throne, instead opting to slide out somewhat ungracefully onto his rump. "Come forward, son, and take your place among these ponies! The time has come for you to prove yourself a stallion!"

A markless colt shuffled out from the doorway. His oversized hooves dangled at the end of long, stringy legs, and the paleness of his tan coat suggested he had not seen the sun in many years. Nor did it seem that he had ever touched food, for his skin hung over his thin frame like an oversized tunic. His face bore wild and patchy stubble, and atop his head was a stumpy horn. His eyes, red-rimmed and bloodshot, scanned the room as though searching for predators, and his knees shook with each tremulous step.

"P-prove myself, Father?"

The King clomped over to the Prince and began to push him gently into the room. "Yes, yes! Come, come now! An epic quest is at hoof, my lad, and you shall be part of it!"

The stallions' jaws gaped anew. Rainbowbeard gave Star Swirl a pained look. If this foal comes anywhere near an epic quest, it said, the strain alone will fell him.

"I shall t-try my best, Father," Prince Asbestos wheezed. A fit of coughing took him and he would have collapsed then and there, had the King not held him upright. He gave the assembled ponies a disingenuous grin.

"He's been rather bedridden these past few years, poor lad. But fear not!" The King's grin became more authentic. "All he needs is a healthy dose of sunshine and frolic in the great outdoors, and he'll be right as a summer's day!"

"B-but Father," the Prince protested weakly, "sunshine makes me break out in spots..."

"Then it's all settled!" The King dashed forward, not seeming to notice his son topple over behind him. "On the morrow, you six shall depart for the Forest Ever Free with my blessing and whatever provisions you can pack!" His non-offer to provision them himself hung in the air. "So take the afternoon to prepare with your loved ones or..." He waved a hoof. "Whatever it may be that you require doing. This court is adjourned!"

After standing around, staring at one another blankly for a few moments, Rainbowbeard cleared his throat and gestured toward the door.

"After you, err, fine gentlestallions."

Pinkbeard was the only one who didn't grumble as they slowly filed out of the throne room along with Clover, and the Captain closed the door behind them.

"This cannae be happenin'," Applebeard muttered, eyes focused on something in the distance. "He cannae make us do this, can he?"

"Well I, for one, find this entire situation thoroughly ridiculous," Prancebeard said, waving his hoof. "He may be the Unicorn King, but he no longer truly possesses a King's might. What is the worst that could possibly happen, should we refuse?"

"As Magistrate of Canterlot," Clover began, "he can levy fines upon you, harangue you with guards, audit your taxes, foreclose on your homes, and condemn your businesses." Humming, she tapped a hoof against her chin. "Perhaps I ought to consider a motion come next Council meeting to limit magistrate power..."

"Well, this is just fine!" Rainbowbeard threw his hooves up.

Applebeard dashed forward, grasping his armor and all but throwing himself at Rainbowbeard's hooves. "He cannae do this t'me! Find somepony else, one o' yer guards! I cannae go!"

Rainbowbeard snorted, slapping Applebeard's hooves away. "Stallion up, lest you start in to crying! You're stuck as much as we are on this silly quest, with the..." His eyes turned to Asbestos, and he promptly quieted, though he discreetly jabbed a hoof at the Prince for good measure.

"But don't you see?" Clover's enthusiasm caught them all off guard. "This truly is the best way to counter whatever evil threatens us! A small band of ponies, as I have said, stands a far better chance of sneaking into and out of the forest unseen. Furthermore..." She paused a moment, smiling. "You've Star Swirl the Bearded with you. He's been saving Equestria since before there was even an Equestria to save!" Her voice positively glowed with praise, and Star Swirl found himself needing to clear his throat several times before he could speak.

"Well, I... Have perhaps vanquished an evil or two in my time..."

Prancebeard stepped forward. "Thou art that Star Swirl? I wish thou hadst said something sooner; I'd have given thee a discount on thy mending!"

He produced Star Swirl's cloak upon this pronouncement, handing it over. The robe was restored and, Star Swirl thought, perhaps better than new. He donned it, and the other stallions gasped.

"No wonder I didn't recognize him," Rainbowbeard mumbled.

"Why, I would wager that our bearded friend," Pinkbeard said, "could vanquish evil hordes all on his own!" He slapped Star Swirl on the back with enough force to dislodge his hat.

"Now, now, gentlestallions, I'm not, er--" Star Swirl straightened himself up, replacing his hat on his head. "I'm not as young as I used to be. Questing and adventures are well and good for strapping young lads like yourselves, but the fact is I've been rather retired and living the life of a scholar for quite some time now. I recommend... restraint in placing your faith in me."

"Hm." Prancebeard stroked his beard, the tip snapping back up smartly every time he released it. "It does seem as though we have already begun considering this journey a viable proposition. Am I wrong?"

Clover's eyes sparkled as the stallions looked at one another, considering the question. All save Asbestos, that is, who was busy propping himself up against the doorframe, wheezing thoughtfully.

"I suppose," Star Swirl said after a few moments had passed, "that we should all then tend to our needs before setting out on the morrow. Yes?"

Heads nodded. Beards wagged.

Then somepony screamed.

The scream's source was distant, but it was clear as day to those in the hall. The five haler stallions raced toward the sound, eyes ablaze, while Clover assisted Asbestos in following after. They burst through the palace doors onto a scene of ponies running for their lives. Behind them, in the marketplace where Star Swirl, Prancebeard, Applebeard and Rainbowbeard had been not long before, was an enormous cat made of stone.

"A mountain lion!" Applebeard's voice quaked. "I thought 'em myth!"

"'Tis no myth," Star Swirl said, striding forward resolutely. "I've just the spell that can deal with that beast, but it requires close range to cast."

"Worry not!" Rainbowbeard declared. "I'll have you there in no time at all!"

Star Swirl stepped back as the overenthusiastic Captain nearly swept him up.

"Hold thy wings, Captain! A plan of action is necessary!" He furrowed his brows, his boundless intellect instantly considering myriad routes of attack.

"We've no time for thought!" Rainbowbeard made a noise of disgust and made another lunge at Star Swirl, who dodged once more.

"Hush! Pinkbeard, how good art thou at distraction?"

"I'll sing to charm its rocky nosie off!" Pinkbeard strummed his lute once, the single chord a perfectly striking complement to their situation despite his apparent lack of planning in its selection.

"Good. Applebeard, canst thou ensure the safety of any ponies nearby?"

The tam o'shanter bobbed and Applebeard thrust his chest forward. "Surely as I'm me dam's son!" The air around him shimmered slightly.

"Good! Rainbowbeard, thou and I shall commence the attack from the air. And Prancebeard..."

"What about me?" said a frail voice. A series of weak coughs punctuated the question.

Star Swirl grimaced, making sure to turn so the sickly Prince could not see it. He shook his head, cleared his throat, and after a second's pause, spoke with a voice that thundered across the palace courtyard.

"Prancebeard, thy task is to protect the Prince."

Prancebeard gave the Prince a stricken look. "Surely thou art not serious about taking him into a battle!"

Star Swirl grinned. "Faith, sir. I've a plan in mind. For now, our task is to protect these ponies! With me!"

Prancebeard gave a swift nod, which the others mirrored, and Rainbowbeard lifted Star Swirl into the air, soaring toward the marketplace. Pinkbeard and Applebeard dashed ahead, the cobblestones rattling under their hooves, while Prancebeard lagged behind with Asbestos.

Ahead of them, the immense stony cat, easily ten times the size of a pony, tossed its head back and roared. Glass windows in the district shattered, and the houses it was closest to buckled under the strength of its voice. The earth shook when it pawed the ground. Its tail lashed and an entire section of market stalls were rent to splinters.

The ponies left in the market district mostly ran away from the creature, but a few, evidently confused by the chaos, turned around and began running straight into the jaws of danger. It was toward these ponies Applebeard charged. Pinkbeard moved with him, bringing his lute to bear and grinning jauntily.

"Behold, thou rugged beast! I've notes for thee!" He plucked a discordant note, catching the mountain lion's attention. Its mammoth head turned and it lifted a paw directly into the path of the hapless family running toward it.

Applebeard juked left and rammed into the stallion, bumping him into the rest of his family. It moved them just out of the way just as the paw fell to earth and nearly knocked them off their hooves. Applebeard kept his pace, guiding them beneath the lion's back legs and to a path out of danger.

A series of twangs announced Pinkbeard launching a set of silverware at the mountain lion, using his lute's strings as an improvised bow. Unsurprisingly, the utensils clanked off its hide, falling to the cobblestones and bending slightly. With a cry of, "Oh no! My dearest grandma's silver set!" Pinkbeard rushed forth and scooped them up.

Another ear-splitting roar drew his attention to his proximity to the mountain lion and Pinkbeard found himself in need of a rescue. Applebeard sensed this and was there in a flash, headbutting him out of the way of a gargantuan paw swipe. Pinkbeard let out a whoop and dashed off in the opposite direction, circling around the lion on the other side.

"A save most timely! Shall I thank thee now?"

Applebeard snorted. "Dinnae waste yer breath! They did'nae name me 'the Stalwart' fer naught!"

"Have at you!"

The cry drew their attention, and that of the mountain lion, upward, to Rainbowbeard and Star Swirl swooping in from the side.

"Drop me upon it!" Star Swirl called out.

Rainbowbeard seemed taken aback, but did not hesitate. "Whatever you say!"

Star Swirl landed on the lion's face, hooves scrabbling for purchase on the curved surface. With a flick of his horn, his back legs stabilized upon a lifting spell. Smaller thudding noises came from below as Rainbowbeard assaulted the lion's muzzle with a flurry of kicks and punches.

"Have that! And another! Again, I say!"

Though the attacks did little to damage the creature, they drew its attention slightly away from the pony perched upon its nose. Star Swirl's horn encased in a second glow as he summoned up a set of brilliant light daggers and cast them upon the mountain lion's face. They merely vanished into the hard stone covering.

"This isn't working, Star Swirl!" Rainbowbeard barely escaped being swallowed in one bite, flying nimbly between sharp teeth the size of a pony's foreleg.

"We need but a moment!" Star Swirl called. His horn flared again and a deluge of water washed over the lion's mane before freezing in place. "Keep attacking it! Where is Prancebeard?"

He chanced a look over his shoulder as Pinkbeard and Applebeard bucked and punched at the lion's paws. There, in the street, the white unicorn had finally managed to bring the young Prince into the fray, via careful application of telekinesis. Asbestos turned his face skyward, eyes wide and fearful as he tried to track the battle.

"Star Swirl!" Prancebeard called. "We've rejoined thee! What now?"

Star Swirl lowered his head, shifting slightly as the lion thrashed beneath him. "We must make a chink in its hide! Then my spell will have full effect!"

"Oh, is that all?" Prancebeard huffed. "Allow me!"

His horn lit up and an arrow of light formed above him, tapering to a wickedly sharp point. It surged forward and Star Swirl's eyes widened.

"Attend the Prince!" he shouted, leaping away from the attack. Rainbowbeard noticed this and caught him halfway, depositing him neatly upon the ground. Pinkbeard and Applebeard formed ranks around Asbestos as the mountain lion turned rage-filled eyes toward them.

At that moment, the spear of light impacted the lion in the center of its forehead. It threw its head back and loosed a roar that nearly bowled the six of them off their hooves. Indeed, Asbestos was blown back against Prancebeard, who steadied the young Prince with a hoof and smiled grimly.

When the mountain lion regained its composure, soft pink flesh was visible within a large, irregularlyshaped crack in the middle of its forehead.

"I know a thing or two about punching through tough hides," Prancebeard said, his voice tinged with pride. "Good enough?"

"Well done!" Star Swirl grinned, his horn lighting. "Now, for the final act!"

As the lion charged, Star Swirl cast his spell. The other five stallions watched in confusion as the beam of magical light flew behind him, impacting with Asbestos and collecting on his horn.

"Now, Your Highness!" Star Swirl cried. "Finish it off!"

Asbestos gave Star Swirl a frightful, bewildered look.

"H-how?"

"Just release the spell, boy!" Star Swirl gritted his teeth. "Surely thou hadst magic lessons, yes?"

"I..." Asbestos swallowed. "M-my tutor always gets angry... I can never do a-anything right..."

"Now is the time to show him he's wrong!" Rainbowbeard shouted. "And bloody well hurry it up, the damn thing's nearly on us!"

Asbestos squeezed his eyes shut, a tear rolling down his cheek as he loosed the spell. The swirling ribbons of blue and green magic flew of their own accord up to the crack in the lion's armored skin.

The spell energy suffused the mountain lion and it cried out in pain as more cracks appeared over it, intense light spilling out through them. Its cry was subsumed in the sound of breaking rocks and the thrum of magic. With a tremendous boom, the lion split, showering the market district with rubble. A quick shield spell from Star Swirl saved his companions from the worst of it.

Asbestos opened his eyes. Five faces smiled at him.

"I... I killed it?"

"Oh no, Your Highness," Pinkbeard said jovially, "look! But it's a change!"

Where the mountain lion had stood were two things: a large pile of rubble that stretched from one side of the street to the other, and a small kitten, completely hairless and shivering in the late morning air.

Star Swirl nodded slightly. "And just wait 'til your father hears."

Asbestos's face lit up with joy.

"And that is how the young Prince here became a stallion, earned the name 'The Lionhearted' and gained this little fellow as a companion."

The healer grunted, turning back to the mountain lion kitten. Star Swirl had to wonder just how he was able to do his work in so dimly lit a room, but he seemed unfazed by the light quality. Owlysses, atop his head, hooted softly.

"Quite the story that is," the earth stallion muttered, his sonorous basso voice causing the tightly packed porcelain jars on the upper shelves rattle. It was, like much of his form, quite imposing. Despite his oddly pastel yellow coat and equally soft pink mane, he was easily twice the size of any regular pony, Star Swirl included. His beard was likewise imposing, bushy and wild, and the same color as his mane. Covering him was a thick green and brown tunic that only served to increase his bulk. Despite this, when he gave Prince Asbestos a brief smile, the lad returned it.

"No doubt the King was pleased with thee, Highness."

"Y-yes, sir," Asbestos said. "He said I've b-become a strong young stallion. A-and I actually do feel stronger and braver than I ever have before in my wh-whole life!"

Privately, Star Swirl thought that might be giving the Prince a bit too much credit, but he had remained standing for the past fifteen minutes, and had even mustered the courage to explore some of the healer's shelves.

"Well," said the healer, standing, "young master Burtroar seems well enough. His fur should grow back, given time. I've little experience tending to mountain lions, however, so should he prove difficult to rear, bring him back here and I shall see what assistance I can provide."

Asbestos gratefully collected the tiny feline and placed him on his back. Star Swirl produced a small pouch and floated it over.

"Coins from the royal coffers for the lion's care, plus a few of mine for thy ministrations to Owlysses."

The healer took the satchel in his mouth, placed it into a pocket of his tunic, and grunted.

"Thou wilt do well, Star Swirl the Bearded," the large pony said warningly, "to keep Owlysses grounded for a time. His healing shall be aided best by inactivity."

"Inactivity he shall have, good Master Hushbeard."

Owlysses nestled into Star Swirl's hat and hooted approvingly.

"Oh?" One of Hushbeard's massive eyebrows rose. "Thou generally pushest thy owl friend as hard as thou canst. What brings the change?"

"I am about to embark upon a quest, and poor Owlysses shall have plenty of quiet time in which he may recuperate." Star Swirl cleared his throat. "And with the noble Prince's proving of himself in his father's eyes, our little party has an opening. I was, with some small effort, able to convince the King that a healer, one with a rather memorable beard, would be just the member we would need. That is, if thou art interested."

Hushbeard cocked his head, regarding Star Swirl with confusion. "A quest? What be this?"

Star Swirl gave him the quick version.

Hushbeard frowned. "It sounds dangerous. And... who would care for the animals here in Canterlot while I am away?"

"I have hope," Star Swirl said, "that we shall be able to investigate the recent upswing in attacks by monstrous creatures upon our city as we infiltrate the forest. Think of how many more animals might be harmed if monsters continue to assault our town."

"I-I could tend thy animals, sir," Asbestos said. He shrank back as their eyes turned to him. "I-if that is all right with thee, of course. P-perhaps I could find my cutie mark now, if my help be well taken."

"Hmm." Hushbeard began to pace, unshorn fetlocks fluttering over his enormous hooves as he stomped through an area of floor cleared specifically for pacing. He trod as though afraid he might step upon something and squish it. Unlike his voice, his hoofsteps did not cause the jars upon his shelves to shake. "Your arguments compel, but not entirely."

Star Swirl nodded. "Then heed this as well, good healer. We have yet to leave Canterlot and already we are beset by a great beast. Though the mountain lion fell with ease and injured none, I fear that luck will not hold forever as we make our way into the Ever Free. So I ask thee again, as a sometimes companion and fellow hermit, to consider my offer."

Hushbeard nodded slowly. "Have I long to think on it?"

"We leave upon the morn. Meet us at the palace should you wish to join our band."

He nodded to Hushbeard, who returned it, and ushered the Prince out of the tree cottage, closing the door behind himself. Rainbowbeard, who had been sent to guard the Prince, accosted them immediately.

"Well? Did he say yea?"

"Attend to thy charge, and I shall attend to mine." Star Swirl poked Owlysses to see if he'd fallen asleep yet. An irritable hoot was his answer. Smiling enigmatically, he said, "I think the healer will come 'round."

Star Swirl, his saddlebag packed with provisions and a stout staff strapped to his side, made his way to the throne room of Canterlot Palace shortly after joining Equestria's unicorns in raising the sun. Despite his misgivings the day prior, he was feeling hale and well-rested, and opened the doors with his head held high.

Star Swirl's jaw dropped as he saw his newfound traveling companions, Hushbeard included, standing about, staring at him expectantly. His eye twitched and he knocked a hoof against the side of his head.

"Did I misset the sun this morn?"

As he entered the throne room, each of the ponies greeted him in turn.

"May the fates guide you, Master," Clover said, giving him a quick embrace.

"Are you certain you couldn't find a different healer?" Rainbowbeard hissed.

"I assure you, he's quite skilled," Star Swirl murmured.

Rainbowbeard scowled, crossing his hooves. "Had I but seen him last eve, I'd have--"

"I still say this is mad," Applebeard whispered. Star Swirl, thankful for the interruption, continued on.

"Aye, but our hooves are tied."

"I only wish I'd had more time to make us all armor," Prancebeard said.

Star Swirl smirked. "I prefer light travel, myself."

"Huzzah I say to thee upon this morn!" Pinkbeard exclaimed, loosing a set of colorful streamers from nowhere in particular.

Hushbeard merely nodded to him and grunted.

"Ah, there you are, Star Swirl!" the King said, rising from his throne. "We've been waiting forever, don't you know?"

Star Swirl bowed. "It seems I overslept, Your Majesty."

"No matter." The King waved a hoof. "Thy healer friend hath been given the details and introductions. I must say, he is quite the excellent choice. I knew leaving that detail to you was a good idea!" He laughed.

Star Swirl cleared his throat. "I thank thee, Majesty. I assume that we are all prepared to leave, then?"

"Only once you have received my blessing!" The King stood on his hind legs, gut wobbling, and waved his hooves enigmatically. "That's the most important part, don't you know?"

Star Swirl took his place in the lineup, noting that Clover had moved over to Princess Platinum and now spoke quietly with her. Even Prince Asbestos was in attendance, sitting up straight, if somewhat wobbly, beside his father's throne, a curled kitten snoozing at his hooves. As one, they turned to watch the proceedings.

"Spirits of the air and earth, attend me! Moon, sun and stars, heed my call!" The King intoned held his hooves aloft as he perched somewhat precariously on his throne. "On this day, these six brave adventurers set out to rid this land of mysterious blight! Applebeard the Stalwart! Rainbowbeard the Swift! Prancebeard the Dashing! Hushbeard the Gentle! Pinkbeard the Pink! And Star Swirl the Bearded!"

The King paused, frowning. "You know, I sensed a pattern therein, but something tells me it was broken." He shook his head, his jowls continuing the motion long after it had ceased. "Nevermind that. See them safely on their way, O spirits! Protect them from the rigors of weather! Safeguard them from trials of happenstance! Vanquish the--"

"Och, get on wi' it!"

The King spluttered, nearly fell over, and then glared at Applebeard, who whistled and looked pointedly away from him.

"With the powers so invested in me, et cetera, I hereby declare this quest begun! Good speed on your travels, my friends!"

"Finally!"

"Be well, Star Swirl," Queen Petunia said, smiling into her knitting.

"Could we help you more, we would," Platinum added, moving over to her brother and putting a hoof around his shoulders. Somehow, he withstood it, and offered a meager wave to them.

"Safe r-returns to you, masters!"

The six ponies bowed before shuffling out of the throne room, feeling bewildered but optimistic. Star Swirl lagged behind as he noticed Clover out of the corner of his eye, running up to him.

"Master Star Swirl, may I speak to you a moment?"

He stopped, turning, and she smiled at him. He nodded.

"What is it, child?"

"I would have approach you sooner, but I..." Her eyes tracked over his face, then away. "I've a problem, for which I dearly require advice. I am not certain it is the sort of problem you are best suited to solve, but I would fain speak with anypony else on the subject."

Star Swirl nodded. "Speak, then. You know I shall at least listen."

"Thank you, Master." Clover smiled, then glanced over Star Swirl's shoulder at the departing stallions. After a moment's pause, she closed her eyes and took a deep breath.

"I have over these past years become quite close to my fellow Council members, Pansy and Smart Cookie." With a hint of mirth, she added, "Despite our attempts to disband our group."

"Ponies have faith in your leadership."

Clover shook her head. "In times of upheaval, ponies prefer constancy. Plus, none have ever deigned to run against our positions. I am not certain the citizens of Equestria, so used to monarchy, understand the purpose of voting."

"But that is not your problem." Star Swirl's eyes twinkled.

"No." Clover swallowed, her voice lowering. "My problem is... Well... I have grown quite close to one Council member in particular." Her cheeks reddened, and she squeaked. "Master, I know not what to do." Her eyes shut tight and her body tensed.

Star Swirl mulled the words. "Pansy?"

She shook her head.

"Ahh. Have you told him, then?"

"Master, our feelings are mutual, we just..." Clover's eyes snapped open, panic written in her gaze. Hyperventilating, she blurted, "He's an earth pony!"

The bells on Star Swirl's hat jingled as he nodded ponderously. "So he is."

Clover's muzzle scrunched up, fury building behind it. "Master Star Swirl, do you not see my predicament? Such would not have happened before our meeting!"

"I do, Clover, do not mistake me." He gazed placidly at her. "To speak honestly, perhaps as recently as a day ago, I might have suggested that you quell those feelings and seek company elsewhere. Yet, as I stand before you, I realize that as I am engaged along a path through the unknown and into change, so too are you are engaged on a path most fortuitous, should you choose to set hoof down it."

"I do not understand, Master." She gave him a weak smile. "I feel once again the silly student before the scholar's looming, eminent monolith."

Star Swirl gave a short laugh. "Clover, you are clever, but not equally in all things. Heed my words:

"The three pony tribes have united, set aside their differences, and saved themselves from annihilation. Yet, as I walk the streets of Canterlot, I see a people joined together by little more than base tolerance, uneasy proximity, and worst of all, money. If Equestria is to survive as a nation, the tribes must unite, not just in friendship, but in every way."

Clover's blush deepened and he cleared his throat. "I apologize if I am being forward. The truth is, I had not thought about it until you brought the subject to light, but I suspect..."

He turned his gaze to the palace gates, where the five stallions stood, looking back at him expectantly.

"Are you coming, Star Swirl?" Rainbowbeard called.

Star Swirl turned back to his student. "I suspect it behooves us to keep abreast of change." Raising a hoof, he pulled Clover into a hug, which she returned. "Let love guide you, my child. It will never lead the true heart astray."

He released her, and she smiled up at him. "Thank you, Master," she whispered, her eyes watery, but her face lit with joy.

Star Swirl hefted his saddlebags once more and turned to join his companions. Giving her a single backward glance, he murmured,

"And may it bring us all into a new era."

Author's Note

Far be it from me to interrupt the story just as it's begun, but some thanks are in order:

To MoronSonOfBoron, for suggesting the paper wasps as a monster.

To Saddlesoap Opera, who conceived the mountain lion, which I lovingly stole from him. Hope he doesn't mind.

And to Twilight Snarkle and Chris for their monumental work editing this chapter.

Epic Laughter

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Laughter

"A-riddle-dee de-diddle die-de-doh! The sun is up! Me nose has ceased to grow!"

Most days, the farmsteads on the outskirts of Canterlot were blessed with peace, but on this day, that peace quailed beneath the boisterous, if melodious, antics of a pink stallion in motley and his favorite lute.

"A-riddle-dee de-diddle die-de-day! Then raise the moon, and thou'lt be right as day!"

Shuffling along behind him, their faces bearing various degrees of irritation, embarrassment, disdain and, in one surprising case, actual amusement, were a quintet of stallions of various colors, bedecked with travel gear suitable for a lengthy journey. Pinkbeard gyrated and cavorted in front of them as they pressed on through the farmlands, drawing stares both curious and consternated from the numerous hardy-looking earth ponies in the fields.

"What manner of ponies be these?" Rainbowbeard asked as they passed through, heedless of who might overhear.

Applebeard rolled his eyes. "Farmers." He nodded to a mare with a wicker basket perched on her head, and she returned the gesture, somehow without losing a single one of the potatoes in her basket. "There's guid cropland outside Canterlot."

"Oh?" Prancebeard kept his eyes forward. "No doubt thy hovel slants hereabouts."

Applebeard growled. "Och, if'n y'er oot tae malign me, at least be stallion eno' tae haver at me face!"

"Now now, me gents," Pinkbeard sang, prancing in between the two, "let's not begin in hate! I'll march thee back before the magistrate!"

Prancebeard cleared his throat, looking as if he'd swallowed a snail. Applebeard turned his attention back to the fields.

"As I were sayin'," he continued, "farms ring the city an' grow what we eat. My farmstead, since ye asked sae kindly, sair, be north o' toun. 'Tis hillier there, but better fer late-year crops like apples."

"I am somehow not surprised that that be thy trade," Prancebeard muttered.

"A farm!" Pinkbeard gasped. "I'll quickly stock provisions for our trek! Just wait a tick..."

He dashed off across a field as the rest of them turned to each other with confused looks.

"He's quite the odd one," Hushbeard rumbled.

"Aye," Star Swirl said, nodding. "Thou'lt not find a more accomplished jester in all the land, for he truly liveth the part of the consummate fool."

"'Tis enough to make one wonder," said Rainbowbeard, drawing out his words, "just why the King saw fit to saddle us with him."

"He possesseth a map of the forest, if thou hast forgotten," Prancebeard said, earning a glare.

"Hmm."

Star Swirl drew his eyebrows together, following Pinkbeard's progress through the field. First he spoke to a pair of farmhooves, who took him to the house nearby. Another farmer emerged, and Pinkbeard began cavorting and leaping while speaking animatedly, though out of earshot from them. At length, the farmer nodded and disappeared back into his home.

"I should like to see this map, I think," Star Swirl said. The ponies around him nodded in silent agreement, and they waited.

They were still watching the farmhouse a few minutes later when Pinkbeard walked up the path the way they had come and announced, "Potatoes, lads!"

Five ponies had never jumped higher at once. The display was made even more remarkable as one of them was not even on the ground at the time. They turned as one, absolutely not frightened out of their collective wits, and regarded Pinkbeard with a mixture of fury and confusion. Not only had he appeared from a seemingly impossible direction, he was just barely balancing a rather large pile of potatoes on his back.

"The farmer haggles well, yet I prevailed!"

Whatever protest any of the other stallions might have offered died at that, and the potatoes were divvied evenly among them. Somehow, Pinkbeard had managed to procure just enough to fill the remaining space in all their saddlebags, without overly encumbering any of them. As they picked up the journey once again, Star Swirl broke the silence as Pinkbeard reached for his lute.

"Friend Pinkbeard, might we see that map thou spokest of earlier?"

With a sharp intake of breath, as though he had forgotten about the map in question, Pinkbeard dove back into his saddlebags and, after a moment's rummaging, produced it. Star Swirl lifted it and held it out for all to see.

It was a fairly large and ragged scroll of tan parchment, with brown, weathered ink that traced out the forest's major details: an outline of the western and northern edges, which they were approaching, and a number of major landmarks, but no trails or paths.

"Dark Falls," Star Swirl read aloud, squinting at the page, "Misery Marsh, Grundle Gorge, Valley of No Return..." He looked up. "From whence didst thou obtain this map, Pinkbeard?"

Pinkbeard hop-skipped in a circle around them. "A gift it was! My father gave it me, when from a witch he did it soft abscond!"

"Hmm." Star Swirl nodded gravely. "I must admit, it giveth precious little to go upon. Where even would we look for a cure to the ailment threatening our land?"

They closed ranks around the map, creating a five-pony pileup in the middle of the road. With much grunting and complaining, the stallions untangled themselves and Star Swirl scooped the map back up, holding it aloft once again. Engrossed as they were with the map, they did not notice the approach of a band of dour-looking ponies from the opposite direction.

Rainbowbeard, hovering above the map, tapped it with his hoof. "Perhaps here?"

The dour ponies, accustomed to cries of terror from travelers on the road, or at least a little bit of fleeing at their very sight, gave each other quizzical looks. Their leader stepped forward and cleared his throat.

"The Castle of the Ancients? Why would that spot be likely?"

The ponies on the other side of map frowned, shuffling their hooves and checking to make sure their daggers were sharp enough and their barding dirty enough to strike fear into the hearts of common ponies. Their leader put serious effort into clearing his throat again.

Prancebeard frowned. "For that matter, why would any spot marked on this map be likelier than any other? We may as well delve Misery Marsh or the Glade of a Thousand Thorns."

Star Swirl held the map aloft, grunting and squinting at it as though his gaze alone could bore through its mysteries and into the truth behind them. "True that may be. It stands to reason that any location containing a great power would be worthy of note on such a map. We need but choose one to explore."

The leader of the dour ponies scowled, glaring back at his band. He received only shrugs and shaken heads in response.

Rainbowbeard scratched under his beard. "It makes sense to me."

Heads nodded as Star Swirl's magic traced a path from the bottom of the map through some of the landmarks, stopping on the castle. "Look you here: a path suggests itself. We can visit these spots in turn. Surely one will posses that which we seek."

"A-hem!"

There was a loud tearing sound as a blade split the map cleanly in two. In the gap between the halves stood a short, stocky, scraggly earth pony, who looked fit to glare a hole through a barn. Behind him were nearly a half dozen more earth ponies of various sizes and shapes, and with varying levels of intimidating countenance, snapping themselves to attention.

Star Swirl blinked at the ponies. His companions did likewise.

"May we help thee?" he asked at length.

"Aye!" the pony spat. "Ye can help us empty yer coin purses!"

There was a brief exchange of glances before the six stallions burst into raucous laughter. The bandit leader took a step back.

"I-I'm serious, ye blaggarts! 'Oof yer money over or we'll gut ye!"

One of his burlier compatriots spoke up. "Yeah, we've got ye outnumbered, six to... Err... By 'alf!"

"Heed this instead, you shrimp of a toad," Rainbowbeard said, swooping forward and glaring down at the bandit. "You lot lay down your weapons and we'll not divest you of your heads." He grinned at the stallion, to show he was being more than gracious.

Pinkbeard spoke up. "Good Rainbowbeard, methinks it not advised to speak in such a manner, like a churl!"

Rainbowbeard lifted an eyebrow at him.

"I'll play a tune, and then we'll all be friends!" Pinkbeard strummed his lute and danced forward. Twirling upon one hoof, he broke into a sprightly reel. The bandits watched him closely, and one of the larger stallions in the back began tapping his rear hoof against the ground in time with the song. He stopped as his companions turned to glare at him, withering under their gazes.

"Enough o' this," said their leader. "Ye'll soon see we're not ponies to be trifled with!" He thrust his knife at Star Swirl, who jumped back, eyes wide.

The lute fell silent. All eyes turned to Star Swirl. He vibrated for a second, and then a neatly trimmed portion of his beard fell to the ground. One of the bandits let out a strangled yelp as Star Swirl's face transmogrified from a palette of shock and disbelief to a shadowed mask of rage.

"My beard!"

The next sound anypony heard was a prolonged scream as the bandit leader sailed through the crisp morning air, disappearing with a twinkle over the horizon.

There was a loud gulp from the remaining bandits, and then a long pause as Star Swirl panted, sides heaving.

"H-hey," said one bandit, who was perhaps not as bright as he looked, "we've still got 'em outnumbered, lads!"

"Aye," said another, "and we'll split the take fewer ways now!"

"Let's get 'em!"

With a half-hearted war cry, the mass of ponies surged forward, splitting around Star Swirl, who fumed as he stared down at his shorn beard. Four of the five stallions in Star Swirl's company met the charge head-on.

Applebeard knocked a pair senseless with two well-timed kicks. Rainbowbeard grabbed one and lifted him skyward in a sleeper hold. Hushbeard glared silently down at the two who had approached him until they crept away, tails between their legs, to rethink their life choices. Prancebeard enveloped one in his magic and held him aloft. (In truth, he was trying to recreate Star Swirl's rather impressive feat of telekinesis, but found the brigand in his grasp just a bit too heavy for tossing, and also it was rather warm out, wasn't it, and perhaps it might be better to just brain him against the ground instead.)

That left two more bandits matched against Pinkbeard. They flanked him, sneering and snarling as they circled. Pinkbeard returned their scowls with a grin and an extended tongue. Hoof-waggling and silly faces sadly had no positive effect on their demeanor.

"How now, my fellows two, let's have a tune! I saw you tapping hooves when last I played!"

"Unstring that lute and ye'll be eatin' it," growled one of the bandits. The other drew his dirk and licked the edge. Then he winced and gave a choked cry of pain.

Pinkbeard frowned. "I'll have no bloodshed, mine nor even yours," he said, and clicked his tongue. He strummed his lute, heedless of their warnings. "Let's dance and sing as all are wont to do!"

Standing upright, he jigged his right hoof and twirled in place. The bandits did not in fact take the opening he provided, and he only grinned wider.

"What trials would put a stallion on this path? No pony vies for ill when he could laugh!" The sounds of battle died away as Pinkbeard's voice rose in song. "So harken, friends, and sing along with me! The day is young, and merry we should be!"

The bells on his hat jingled as he stepped and bounced in time with the song. The bandit who'd seemed enraptured by it earlier began tapping his hoof loudly, and soon he was joined by others. The ponies on the ground, though they were wounded, fought through the pain with rhythmic groans. Those who hadn't begun fighting started to dance. And the pony that Rainbowbeard had lifted skyward craned his head around and said, "What say, mate, put me down?"

Rainbowbeard shrugged and let him drop. The bandit didn't let landing on his head stop him, however, and was right back on his hooves, staggering around with his comrades in the best semblance of dance they could muster in their somewhat beaten states.

Star Swirl watched the cavorting and merrymaking with a lopsided smile, finding that he too was tapping his hoof along with the beat. He was joined by Rainbowbeard, and then the others, none of them any more immune to the jollity than their former opponents.

Rainbowbeard's face was a picture of incredulity. "'Tisn't possible to make bad ponies into friends just by dancin' and laughin' with 'em, is it?"

Star Swirl sucked in a breath through his teeth. "Mayhaps it is."

There was no debate with Hushbeard when he insisted on binding the worst of the wounds that had been inflicted upon the former bandits. Now, those that were able stood before them, heads held low and hooves shuffling in the dirt.

"Y'see, Master Pinkbeard," the largest one was saying, "we never wanted to hurt no ponies, it's only we don't rightly agree wid' earth ponies 'n unicorns 'n pegasuses--"

"Pegasi." Rainbowbeard's voice cut through the other pony's like a sword.

"Er, pegasi..." The pony swallowed. "We don't think all of them livin' an' carryin' on together is right proper, y'see."

"We done learned our lesson, though," said a second. "It was mostly Crookneck what told us that was wrong."

"Master Pinkbeard's song taught us lots about friendship and get-alongin'," added a third from the back of the group. "A-and you lot as well, sirs."

"Aye, we see the error of our ways."

"Right good 'n proper it is fer pony harmony, I says." The first pony stood up straight, not smiling, but meeting Star Swirl's gaze. He turned to Pinkbeard. "Many thanks to ya, Master Pinkbeard."

"A dance with friends is thanks enough indeed," Pinkbeard said, waving his hoof and bowing.

There was a pause before the first pony spoke again. "O-only, we've talked, the fellows and me, and now we've no idea what to do with ourselves."

Applebeard sniffed. "Seems t'me there's lots o' farmsteads 'ere whit need strong backs an' willin' 'ooves fer plantin'."

"The city has plenty of work for ponies such as yourselves," Star Swirl said with a nod. "Your activities here in the borderlands need not become general knowledge."

There was much nodding and mumbling of agreements from the former bandits. Rainbowbeard scoffed and waved his forelegs at them.

"Wait, you can't tell me you're just going to let these ruffians go without punishment for their crimes!"

"We can and we will," Star Swirl said in a tone that brooked no argument.

Prancebeard strode forward. "And for the troubles we've caused you all, a small token." He sent a potato out of his stores to each of the reformed bandits, whose faces lit with smiles.

Rainbowbeard's jaw dropped. "Trouble we caused them?"

"Thou didst drop one on his head," Prancebeard said with a sniff.

"That's our food, you daft idiot!" He flew up between the two groups, looking from one side to the other. "Does nopony here care for law and justice?"

"We care about harmony, friend Rainbowbeard," Star Swirl said slowly. "That, after all, is the foundation of this new society in which we all live."

"I'll see no pony hurt while yet I breathe," Pinkbeard declared, brandishing his lute at Rainbowbeard, who was taken aback at his companion's sudden vehemence.

Pinkbeard closed his eyes. "An orphan like my father 'fore me was, I swore to make all ponies family. If bandits, bakers, thieves or princes be, I'll name them all as kinsfolk to myself." Inhaling deeply, he drew a hoof upward, clenching his teeth. "And so all Puddingland I did adopt, and thus my kinfolk's numbers teemed and grew."

Star Swirl cast a look at Applebeard. "'Puddingland'?"

The farmer shrugged. "Us earthers ain't too creative."

Pinkbeard opened his eyes, grinning. "Just one of many names the place has had. But in Equestria we now do live, and so anew I cultivate my kin."

Eyes skyward, Rainbowbeard let out a long and forceful sigh.

"So you think all ponies are your family. A lovely notion." He glared at the bandits. "All right then, you lot! You heard Master Star Swirl the Bearded, so you'd get a move on before I have second thoughts about letting you live. And remember his name well, for he's the pony that granted mercy on your ungrateful hides!"

One by one, the bandits shuffled down the road, bowing their heads and murmuring thanks to each pony in turn. As they passed the party, potatoes were consumed amidst discussion of what they might do with their lives.

Rainbowbeard hovered, watching them go with a scowl across his face. Once they'd gone a few hundred feet, Star Swirl's horn glowed. The others watched as his beard did likewise, and the cut portion grew back out to its original length.

"A trick that is quite useful, I should say!" Pinkbeard exclaimed.

Star Swirl grinned slightly and rubbed his hoof on his robe. "Star Swirl's Beard Restorer. Believe me when I say, 'tis a spell whose name you shall hear spoken of in the history books."

"I insist thou teachest me it," Prancebeard said. "With such a spell, I could my beard grow long and never worry of charring it again!"

Star Swirl opened his mouth, but before he could respond, Rainbowbeard flew into the center of their gathering. "If any of you had sense in yer heads, you'd be off into the forest instead of gadding about! I could finish this quest by nightfall and you'd still be here jawin'!"

Then he flew off, leaving a rainbow streak headed west.

The five remaining stallions gave each other a look.

"We'd best be off after 'im," Applebeard said.

They took a collective step and stopped as the rainbow streak reappeared, Rainbowbeard at its head.

"Remind me again," he said, without a hint of chagrin, "which way the forest lies."

Star Swirl brought a hoof up to his face. "South, I should think."

Thick grass swallowed the path as the forest's entrance came into view, as though the road knew better than to come much closer. Dark trees loomed up into a hazy and undifferentiated blanket of green. Here at the outskirts of the Forest Ever Free, the trunks were imposing, but not unwelcoming, sure enough in their own ability to intimidate that they needed neither black bark nor sharp thorns to scare away potential intruders.

It was not a happy place.

"Gentlestallions, we've arrived," Star Swirl said, as though announcing the final stop of a funeral procession. Several gulps were audible behind him.

"Perhaps the native life will welcome yet?" Pinkbeard offered, clutching his lute tightly.

"Better prepare yourself, fool," Rainbowbeard hissed, swooping next to the earth pony's ear. "'Twill no doubt be all manner of monster and ghost within this forest!" He made a grand sweep of his hoof. "Creatures with pointed teeth to spear yer hide, great bat wings that you'll not hear comin' in the night, and deadly stingers full o' poison!"

Pinkbeard's teeth began to chatter loudly.

"C-come now," said Prancebeard, "y-you're scaring the lad."

"We've nothing to fear if we stick together," Star Swirl said. "Just remember how we took down the mountain lion. Naught within this forest will stand against we six, eh?"

He turned to view his companions, none of whom could quite meet his gaze, their expressions ranging from concerned to outright frightened. Then, as one, their eyes widened, and Rainbowbeard pointed to a spot behind Star Swirl.

"Ah, Star Swirl..."

Wheeling about, Star Swirl's heart skipped a beat. Before him were six ponies that had made not a sound on their appearance. None of them were of any particular description, nor did they wear clothing, yet neither were they possessed of the same dilapidation as the bandits from before. They held their heads high, gazes steady and serious, and neither moved nor spoke.

The silence was broken by the strum of a lute.

"Aha, my kin! I'll charm you with a song!"

"Hold, Pinkbeard, something's amiss..."

The protestation was lost as Pinkbeard cavorted up to the forest entrance, lute humming and bells jingling. He caught the strange ponies' attention, but they only watched him, their stances and expressions unchanging.

"I sing to thee, hello and harmony, as all within these lands so fair and strong do seek, promote and find upon the day! I bid thee welcome with this lovely soooong!"

There was a lengthy pause.

"I dinnae think they're bitin' the bit," Applebeard murmured, and two or three heads nodded.

Pinkbeard remained unaware of the lack of effect his antics were having. He performed a hoofstand, launching a soft ball into the air. It split at the apex of its flight into colorful streamers that fluttered to earth, drawing precisely no reaction from the strange ponies.

He cartwheeled and capered, made faces, stuck his hooves in his mouth and waggled his tongue: nothing. Stone-faced, the ponies kept their positions, not even moving when he leapt upon one's head and did a jig.

Finally, chest heaving, Pinkbeard alighted on the ground and pushed his face up into that of the lead pony.

"Just what, I ask, would make thee crack a smile?"

The pony blinked, unnaturally slowly. He betrayed no hint of emotion, but in a voice like a winter morning, said, "Stay. Out."

Pinkbeard's eyes went wide. He reeled back, grabbing the neck of his lute in both hooves, and with a cry of fury drove it into the side of the lead pony's face. It made a sound not dissimilar to that of a piano falling from a ship's rigging onto the deck. The pony staggered, glaring at him, and its companions withdrew into the forest, disappearing into the gloom. The pony put a hoof to his face, winced, spat on the ground, and then followed them. Moments later, it was as if nopony had been there at all.

Pinkbeard huffed and puffed as his companions rushed up to him, shock reading on all their faces.

"I thought thou wishedest no ponies come to harm," Hushbeard said slowly. He took a step back as Pinkbeard drew his gaze up to meet him. It was filled with a fiery determination that none of them had heretofore thought possible from the jester, and he spoke in a voice like a stretched violin string.

"Those were no ponies, as I live and breathe."

The others moved to join him. Rainbowbeard scratched the back of his head. "They looked enough like ponies to me."

"If not ponies," Prancebeard asked, "then what manner of creature were they?"

"Hmm."

The others looked to Star Swirl, who was focused on a patch of ground. He held up a hoof coated in something that shone green in the shadow of the trees.

"I know not what they were, but I agree with friend Pinkbeard. Those were no ponies."

"Oh, disgusting," Prancebeard said, wavering a little on his hooves. "Monster spittle!"

"Aye," Star Swirl said, wiping the mess back onto the grass. "But just what sort of monster...?"

Pinkbeard staggered forward a step as Rainbowbeard punched him in the shoulder.

"Well done, me lad!" he bellowed. "Taking on six monsters single-hoofedly! Truly a feat worthy of myself! Why, if only we'd thought to bring ale, I'd call a toast to thy valor!"

Brightening, Pinkbeard doffed his saddlebags and rummaged in them. "Good Rainbowbeard, thou be not too far off!" He emerged holding a full tankard of ale, complete with a thick head of foam. "I brought good ale, and plenty here for all!"

Five jaws dropped.

"How did he do that?" Star Swirl looked around helplessly at the others. "How is he doing that?"

"I'd call it a facet of our friend's charm," Hushbeard murmured.

Pinkbeard merely grinned and waggled his head.

Releasing Prancebeard, Star Swirl sniffed and dusted him off. "Well, charming as thy trick may be, 'twould be wise we not partake until the danger is past."

The tankard of ale disappeared back into the saddlebag, which remained surprisingly dry.

Rainbowbeard frowned. "What, not even a little drink? To, ah, gird ourselves before enterting the forest?"

Prancebeard clucked his tongue and rolled his eyes. "Not even an hour into our journey, and all thou canst think of is ale?"

Rainbowbeard scowled at him, but Applebeard held up a hoof.

"Courage," he said. "'Tis but a wee stand o' trees. Like Star Swirl said, if we stick togither, we'll be safe as rocks in th' rain."

"Aye," said Hushbeard.

"Aye!" the others chorused.

"Then it's settled," Star Swirl said, stepping ahead of the group. "Into the forest we go."

Star Swirl remained at the fore. The others remained in the rear. The wind rustled the tops of the trees, and the birds and insects grew still.

"Into the forest," Star Swirl said, turning to look at his compatriots. "We go."

Prancebeard was looking off to the side. Applebeard stroked his beard while chewing the inside of his lip. Rainbowbeard stuck out his hoof, as though he were offering something to Star Swirl.

"After you, I should think," he said. His grin was somewhat too wide.

Star Swirl shook his head and led them into the forest.

Past the threshold, the light reduced to nearly nothing. What light came through the treetops looked like worms, sickly and wan, creeping slowly toward the forest floor. The ponies were all too aware of it being just before noon, the sun high in the sky, which only made them keep their guards up.

From the moment they entered, every stallion felt eyes upon him. Sounds of twigs snapping and animals murmuring in the underbrush caused them to twitch and cast their gazes about, doing nothing to diminish the sensation of being watched. But as they began to make steady if slow progress and nothing jumped out at them, their courage grew.

Thus they were quite prepared and not the least bit frightened when they came upon a clearing filled with snarling monsters locked in mortal combat. Star Swirl held up a hoof and they took shelter within a bush. Heads poked out one by one as they took in the battle.

Four canine creatures made of sticks and leaves had surrounded a much larger beast seemingly composed of a lion, a bat and a scorpion. Its roars were weak and its movements sluggish. The numerous scratches and weals on its hide attested to the duration of the attack, as well as its own durability. Any strength it had was rapidly waning, however, and the pack held fast around it.

"Timberwolves," Star Swirl whispered, "and a manticore."

"A stinger, wings and teeth aplenty, eh?" Pinkbeard elbowed Rainbowbeard, who cleared his throat and rubbed his chest.

"I'll have you know, I was making that up. I've never heard of such a--"

"Quiet!" Star Swirl hissed. He watched the timberwolves intently as they ducked and weaved around the manticore's clumsy claw swipes. Across the clearing from them lay a brook. Star Swirl took out the pieces of the map once again, checking and confirming his suspicion that the water would be their surest path to follow.

"Whichever party wins will be our next opponent," he said, "so you will do well to study their movements. A full-grown manticore may look fearsome, but I shudder to think of our odds against that pack."

The manticore gave a horrid screech and lashed out at one of its assaulters. The timberwolf misjudged its position and was reduced to splinters. Unfortunately for the manticore, this left it open to the other three, who pounced on it. With a howl, the manticore went down beneath the timberwolf pack, its tail thrashing and stiffening before going still. The sounds of a messy feast soon filled the clearing.

Rainbowbeard sucked in a breath through his teeth. Prancebeard turned green. Applebeard shrank back into the bush. Pinkbeard stuck out his tongue.

"Methinks he'll never play the flute again."

Star Swirl wiped a bead of sweat from his forehead. "Courage, now."

"We might be able to sneak past," Hushbeard said, "while they feed."

Prancebeard dove back into the bush, clutching his stomach.

"Aye." Star Swirl nodded, and waited for the rest to pull themselves together. "On three."

After a silent count, they crept one by one out of the bush and into the clearing. Keeping to the edge, they tiptoed around, counting on the gloom to keep them hidden. The timberwolves were distinctly wrapped up in consuming their kill, which only served to remind the ponies what might happen should their stealth fail them.

Fail it did as Prancebeard stepped upon an errant twig, a remnant of the defeated timberwolf. It was not the snapping of their kin's bones that brought the attention of the timberwolves, however, but the collective groan of anguish and recrimination from the rest of the group. This fact was lost on the ponies as the result was the same: a trio of menacing growls and the scent of fetid plant matter on the wind.

Though the river was in sight, breaking for it would result only in their slowest members being picked off. Star Swirl turned to face the beasts, the others taking his cue. There was a moment's pause, then the timberwolves split and struck.

That the ponies outnumbered them two to one proved to be no advantage. The timberwolves were agile enough to deal with two opponents at once, and divided them up accordingly. Prancebeard met the first one with a glow of his horn, but his attempt to lift the beast failed, only dislodging a few twigs here and there.

"Hold!"

Star Swirl stepped in front of Prancebeard just before the timberwolf struck. It collided with a shimmering field of magical energy, making a loud crunch as it scrabbled to find purchase.

"I've no talent for heavy lifting," Prancebeard said, frowning and taking a step back as well. "One would think, given my time spent with hammer and anvil, that my magic would fare better against large objects."

Star Swirl gritted his teeth, pushing his shield against the timberwolf. "Magic does not grow like a muscle, lad." The timberwolf, overwhelmed, sprawled onto its stomach. Star Swirl collapsed the shield into a cylindrical ram and drove it into the timberwolf's head.

Grinning, he turned to Prancebeard. "So be aware of thy talents."

Prancebeard frowned. "Such as...?"

Star Swirl snorted. "Thou art not a heavy lifter." The ram slammed into the timberwolf again and it snarled. "Instead, thou mayst be adept with smaller objects, perhaps many at one time."

"Well, I suppose..." Prancebeard started, making a strangled noise as the timberwolf behind Star Swirl shook itself off and lunged for him.

"Then 'tis simple!" Star Swirl grabbed the timberwolf in his magic without turning around. It growled and snapped its jaws as he drew it over himself and in front of Prancebeard, who cringed.

"This beast is made of many small parts. I suggest divesting it of a few."

Prancebeard stared at Star Swirl's smile, until understanding dawned on his own face.

Pinkbeard was not faring as well. A timberwolf snapped at his heels as he made a mad dash around the clearing perimeter. Above them, Rainbowbeard followed, his expression growing more irritated as it drove off his every attack. It was so quick in fending him off that Pinkbeard had no time to muster his own assault, and could only keep running.

"Confound this creature!" Rainbowbeard dove again, stopping short as wooden teeth snapped at his hooves. "Confound it!"

"It likes me not, this wolf of leaf and twig!" Pinkbeard said in between puffs. "Or else it thinks of me a tasty treat!"

The timberwolf fended off another attack, this time with enough speed to leave a scratch along Rainbowbeard's rear pastern.

"Ragh, confound it all!"

He grabbed his leg and hung back, rubbing it and trying to formulate a better plan. As he watched Pinkbeard, however, his jaw slowly dropped. The jester had gathered enough speed that he was running along the trees, still circling the clearing but now doing so rather sideways. A plume of leaves and dust kicked up behind him. As he continued to gain speed, the timberwolf fell behind, until eventually it stopped, opting to wait and lunge at Pinkbeard he passed by.

"How..." Rainbowbeard shook his head and blinked a few times. He threw his hooves up and shouted, "How're you doin' that?"

"Well, don't ask me!" Pinkbeard huffed. "It works! Now hit the thing!"

With one more shake of his head, Rainbowbeard pressed his hind legs together and dove hooves first into the timberwolf's back. It howled in pain and he smiled.

Applebeard and Hushbeard, meanwhile, were dealing with the largest of the pack. Applebeard bucked at its side but found his blows glancing off the beast's hide as it focused its attention on Hushbeard. He was retreating step by step, throwing up his forelegs as the timberwolf attacked. Every time it bit down into his hoof, he grunted, then twisted his hoof to loose its grip. Though he was not much worse for wear, neither did he return the attacks.

"Come now," he said, "you've a great fat manticore to eat. You needn't bother with tiny stringy ponies like us." He dodged to the side, still moving at a snail's pace. "Go on, we've done you no harm. Once we've made the river, we'll leave you be."

Applebeard grunted. "I dinnae think sweet talkin'll work, Hushbeard!" The timberwolf lashed out with a hind leg, kicking him back a dozen paces. He hit the ground hard and rolled, groaning. "Augh, me best spleen... Curse ye, gi' it a whack!"

Hushbeard shook his head, throwing up his right fore as the timberwolf lashed out with its claws. The attack once again slid off his hoof. "As Pinkbeard has sworn never to hurt another pony, so too have I sworn to hurt no living thing, so long as I draw breath."

"Now ain't th' time fer stickin' by convictions, mate..." Applebeard wheezed and pulled his rear legs up to his chest, rolling onto his side. "Och, Ah'm fair 'urt, wot about me?"

The timberwolf in Star Swirl's magical grip had become much easier to contain since Prancebeard had succeeded in pulling its front legs apart. It still thrashed and snarled, but by ones, twos and dozens, Prancebeard was quickly peeling sticks from its outer layers.

"It grows more difficult," he said, straining at a particularly tough, thorny branch near the tail.

"The closer to its core, the greater its cohesion," Star Swirl shouted over the timberwolf's growls. "They're magical beasts, constructs of the forest. They gain power simply by being here."

In between blows, Hushbeard glanced at his fallen comrade, but with the timberwolf in the way, he was at a loss for options. That's why the first attack the timberwolf landed on him was due to his being distracted by Star Swirl's shouting. The powerful claw strike did nothing but force him to take a step back and left a gash in Hushbeard's hide garb.

"Didst thou say these beasts are magical?"

"Aye!" Star Swirl called as the head of the timberwolf he was holding finally plopped onto the ground amidst a heap of twigs, leaves, branches and bark.

Hushbeard's eyes narrowed. "So be it then."

He took a step to the side, and the timberwolf mirrored his move, watching him closely. Hushbeard eyed its shoulder. Thus far, it had led attacks with its right side, and when it moved its right leg, the leaf atop it twitched.

The leaf twitched.

Hushbeard reared back as the timberwolf cleared the space between them in two bounds. Its jaws opened, stake-like teeth glistening. Just as it was upon him, his head rocketed forward and collided with the timberwolf's nose. Immense bulk met agile inertia, and the timberwolf's head cracked and splintered as Hushbeard cleaved a hole clean through to its shoulders. As the rest fell to pieces before him, he rushed to Applebeard's side.

"Och, et's aboot time, ye braw galoot."

The final timberwolf had turned its attentions from Pinkbeard to Rainbowbeard, who was doing his best to harry it from above. He laughed and growled as it snapped at his heels, while Pinkbeard continued running on the trees.

"Pinkbeard, I'm sure you're having fun, but a bit of help would be appreciated!"

"On three then, Rainbowbeard!" The words were something of a blur, spoken intermittently as he passed Rainbowbeard's position.

Good to his word, though, after three more revolutions, Pinkbeard sprang off the nearest tree. He tucked his knees up under his chin and with a shout of "Huzzah!" impacted rear-first into the timberwolf's back. Rainbowbeard shielded his face as twigs and branches flew everywhere. When he uncovered his eyes, Pinkbeard gave him a half-hearted wave and a smile.

"I'm pooped," he said, panting.

"Art thou injured?" Hushbeard asked as he helped Applebeard to his hooves.

"Been haler." Applebeard grunted as Hushbeard began prodding his side. "Och, I caught me breath, I'll live, quit wi' yer fussin'." Hushbeard frowned, but said nothing.

They gathered around Pinkbeard, who was still catching his breath.

"That was quite the display," Rainbowbeard said, pulling him up to standing. "Had I no use for wings, I'd ask for a lesson."

Pinkbeard grinned at him.

"Well, that was certainly invigorating." Star Swirl looked to each of the others and blew out a breath. "Are we all sound to continue traveling?"

They all looked to Applebeard, who nodded stoically. "Aye."

"Pinkbeard, the map again if thou wouldst."

A flash of pink dove into their bags and Pinkbeard emerged with the map pieces. Star Swirl began humming and grunting as he studied it, nose brushing the parchment.

"We've only just entered, so we can't be very far in..."

"Er, Star Swirl?" Prancebeard said.

"Curse this thing and its lack of trails!"

Rainbowbeard cleared his throat. "Star Swirl, should that be happening?"

"Not now. Canst thou not see I am busy cursing this map for giving hope where there is none?"

"But Star Swirl..." Applebeard hesitated.

"What?" Star Swirl's head shot out of the map and he glared a hole through Applebeard's head. "Can I not have five seconds to--"

Pinkbeard grabbed Star Swirl's head and turned it to the side. From that angle, he had an excellent view of the remains of the timberwolves, including those of the one dispatched by the manticore. They glowed and shivered, as though blown by some ethereal wind. And as the six stallions watched, the assorted sticks, leaves, branches, and even some rocks swirled together.

"What are we to do about that?" Hushbeard asked.

A vortex of green energy gathered the detritus into a pillar that towered into the treetops. The clearing expanded as entire trees uprooted to join with it. Legs the size of tree trunks, a cavernous mouth of sharp teeth as long as each pony was tall, and blazing eyes filled with hatred and hunger emerged from the swirling maelstrom.

"What cruel joke is this?" Star Swirl snorted and dropped the map. "Nevermind, you lot. The mountain lion was larger and made of sterner stuff. We'll dispatch this monster in no time."

The timberwolf king roared at them. On its breath came the stench of centuries of death and decay, as well as enough force to blow them backward. Prancebeard turned green and was unable to stop his breakfast from rejoining the earth. Rainbowbeard and Star Swirl recovered quickest, forming a rank.

"Stand fast! We'll show this foul forest titan what we're made of!"

A tremendous wooden paw loomed over them and it was only by the grace of Rainbowbeard's swiftness that Star Swirl was not flattened into a pony pancake. He lifted Star Swirl and set him atop the timberwolf's back, where the unicorn began pummeling it with hammers made of pure magic. Prancebeard attacked its underbelly, tearing at the pieces that held it together, while Rainbowbeard swooped at its head, Pinkbeard assailed it with his lute, and Hushbeard and Applebeard bucked at its legs.

The battle was quickly not going the ponies' way.

Though Rainbowbeard was able to keep its attention, the timberwolf king's size meant that it merely needed to move in place to keep the land-bound ponies on their hooves. Prancebeard found the pieces of wood harder to dislodge than ever. Neither Applebeard nor Hushbeard was able to dent the thick hide.

"Is anypony else having luck?" Star Swirl shouted, clinging to the timberwolf's back as it turned beneath him. "I may as well beat a mountain with sticks for all the good I'm doing!" He dismissed the constructs and conjured a fire spell, but the timberwolf's timbers were so damp that it did little more than release a puff of steam.

"The going is slow," Prancebeard called, wiping sweat from his brow, "but I've nearly removed two whole branches!"

"My lute is stuck!" Pinkbeard shouted, for indeed his lute had become embedded in the timberwolf's thigh, branches and twigs twining out to incorporate with the instrument. "These vines won't let it go!"

"We're doin' nae guid here!" Applebeard ducked to the side as a monstrous paw came down in front of him.

"I can think of no better tactic," Rainbowbeard said. He was breathing heavily, still keeping up the acrobatics but wearing from constant directional changes. "If we cannot come up with another and soon, I'm not sure what will become of us!"

As luck would have it, their decision was made for them. The timberwolf king lunged forward and feinted, nabbing Rainbowbeard by the leg. He yelled in pain as the timberwolf whipped its head around and tossed him out of the clearing, off into the treeline.

Applebeard stopped and looked up. "Rainbowbeard!" He was kicked into the undergrowth by a massive leg.

Hushbeard renewed his attack on the leg, but faltered when Prancebeard was swept from beneath the timberwolf by powerful jaws. He screamed as he hurled over the treetops, and Hushbeard soon joined him, thanks to another powerful kick.

"No!" Star Swirl shouted, forming a lance of magical energy and driving it into the back of the timberwolf's neck. Wood cracked and splintered, but left little more than a large dent.

The world heaved. Star Swirl lost his grip and the timberwolf king bucked him out through the treetops. As he tumbled and span, unable to concentrate long enough to cast a spell, all Star Swirl could see was a spot of pink on the timberwolf's side, still tugging at that stuck lute.

Star Swirl came to upside-down against a tree. Opening his eyes brought dim light streaming through, and he winced. Shaking, he let himself down into a laying position, then stood, hissing as his legs creaked and popped.

"Nothing broken," he murmured. "So where in the donkeys am I?"

It was not so much a clearing as a space between trees. Something that might have been a path once vanished a few feet to either side of him. Off to his left, he caught a glimpse of light. For a moment, he thought it might actually be the forest entrance. But as he focused on it, something moved, and the light was cut off.

He shifted on his hooves.

"Right, Star Swirl old colt: tossed stars know where in a dark, scary forest that just might be alive, separated from your companions, and no provisions in sight. First order of business..."

The trees gave no clues as he turned his head this way and that. They seemed to lean in toward him. Silence boomed in his ears. Gritting his teeth, he lit his horn, and after a few moments, a portion of underbrush just wide enough for him to pass through opened before him.

"Not as much as I'd have hoped," he muttered. "I pray that fall did not addle my brains even more..."

Passage through the forest was fraught with snags, and the continual outpouring of magic was quickly wearing on him. Snapping twigs in the distance caught his attention and something brushed past him. Heart racing, he turned, but only dense forest greeted him. The clear space in which he stood seemed to be shrinking. Though his hooves shook, he pressed on.

"Calm thyself," he said, somewhat louder than necessary. "You've been through far worse in your life. It's been a very long life, filled with meaningful exploits that will be remembered for generations after you're gone..."

He chuckled, but it was dry in his throat. The forest echoed it with the mocking caw of a raven.

"Remember the great gargoyles in the Caverns of Maretania? Now there was a real dustup! Thought you'd met your end three separate times! But you made it out alive, the entire company too, and you'll make it out--"

He froze, sniffing the air.

"What's that? Who's there?"

He whirled, the bells on his cape jingling dully. His eyes scanned the trees, darting left and right. His hooves trembled as he backpedaled. The trees shone a sickly grey in his horn light.

"Stay back, you! I've a horn!"

The earth giggled. He could feel it rolling underhoof, just as sweat was rolling down his face.

"I'm warning you!"

A blast of magic lit the area, careening off the bole of one tree and ricocheting across two more. It ended at the base of a large branch that snapped off and fell. The smaller branches at its end collided with Star Swirl's back, raking over him like dozens of pointed fingers.

With a yell, he ran.

As his hooves pounded the dirt, he could feel the eyes on him, hear the screams and laughter echoing from every shadow. The fleeting glimpses of sky alternated between day and night. Claws snatched at his hat. Vines gripped at his heels. The darkness, like a blanket, smothered him.

The scream wrenched from his throat was swallowed up by the forest around him, just as it threatened to swallow him. Between the animal sounds, the rustling of the leaves, his heartbeat pounding in his ears and cadence of his own hoofsteps, he could hear nothing but that wretched song overtop everything.

"Wait a minute... song?"

Star Swirl came to a screeching halt and turned his ears this way and that. The forest seemed to give him a little breathing room. Sure enough, after a moment, he could make out the strains of a lute being plucked and a voice singing.

"A-riddle-dee de-diddle die-de-doh! Where am I, mother? Doth nopony know?"

Lightning surging in his chest, he dashed through the undergrowth, kicking branches and annihilating foliage with his horn.

"A-riddle-dee de-diddle die-de-dum! These woods are dark, but so's me granny's tum!"

"Pinkbeard!"

A short struggle later, Star Swirl emerged in a clearing where the pink jester was busily cavorting, all on his own. With a whoop, he ran up to Pinkbeard and threw a foreleg around him.

"You wonderful buffoon, you've saved me!"

"Don't thank me yet, we still have four to go!" Pinkbeard sang. "A-riddle-dee de-diddle die-de-doh!"

One by one, the other stallions emerged from the underbrush, with shouts of joy and a lot of hugging and back-pounding on Pinkbeard.

"Let me say nothing against thy singing again, Pinkbeard," Prancebeard said, grinning from ear to ear.

Applebeard thumped him on the back, laughing. "Who'da thunk 'twould be a braw beacon o' licht in the dark?"

Pinkbeard's song ended, and he bowed. "I'm happy just to see you through your fright! As well, I brought the things that we might need!" He spread his hooves and somehow produced all five stallions' saddlebags and gear, tossing them neatly upon their backs.

"How does he do that?" Rainbowbeard's eye twitched. He zipped down and grabbed Applebeard by the shoulders, shaking him. "How does he do that?"

"Och, put me doon, ye daft pegasus!"

"For that matter," Star Swirl said, "how didst thou escape from that enormous timberwolf?"

Pinkbeard waggled his head, placed a hoof to his lips and went, "Shh." Then he held up his lute. Instead of the finely-crafted and polished pinewood instrument he'd left Canterlot with, the piece had become dark brown, nearing black. Its contours were knobby and lumped, as though a tangle of vines and branches had grown into something resembling a lute. Leaves emerged from the ends of the tuning knobs. The whole thing glistened and shone in the dim forest light.

"Quite the lovely instrument, 'tis not?"

Five stallions passed wide-eyed looks at one another.

"If 'tis no trouble, Pinkbeard," Prancebeard said, sitting down, "I think I would like that drink now."

Epic Honesty

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Honesty

"To Pinkbeard the Pink!"

Mugs clinked and the forest floor got a nice showering of ale.

"To Pinkbeard!"

"Lang mae 'is lum reek!" Applebeard added, before they all quaffed deeply.

It was their second round, the first having been drunk in silence under the mutual understanding of "Drink first, toast later". There had been a much more vocal understanding that Pinkbeard's inexplicable stock was some of the finest ale any of them had ever had. Camp had been set up in the clearing where they'd reunited, it being of a suitable size for tents, sleeping rolls and even a small fire. A large stand held the keg for anypony who wished to refill his mug, and fill they happily did. Around them, the forest loomed, peaceful if dark.

"Pinkbeard," Rainbowbeard said, raising his tankard, "let me say no ill against your tomfoolery again. I don't know how you do it, but you've taken a day I'd rather not think of so long as I should live and ended it with an evening of jollity."

Pinkbeard waggled his head, the bells in his hat jingling.

"I'm ever happy helping friends in need!"

Star Swirl lifted his mug. "I'll drink to that." Prancebeard and Applebeard joined him, but he paused, Swirl noticing Rainbowbeard stroking his beard and most assuredly not imbibing.

"Rainbowbeard," he called, "what is on thy mind?"

The pegasus started, eyes widening. "Oh? Ah, Pinkbeard, you wonderful fool, you've done it again!"

Star Swirl frowned, feeling ignored.

"That word, 'friends', 'tis an excellent suggestion!"

"Whit're ye oon aboot, ye braw lunk'ead?" Applebeard cast a glance from Rainbowbeard to Star Swirl, who shrugged.

Rainbowbeard slapped his knee and laughed. "Why, if we're to be stuck together on an adventure of any length, the time will surely go faster if we're friends!" Grinning, he glanced around the clearing at each in turn. "I say this only because I've come up with a brilliant way to get to know one another better as well as drink all of Pinkbeard's fine, fine ale."

"It seems a sound idea," Prancebeard said with a nod, "and I think getting to know one another would be not so bad an activity."

"Aye," said Hushbeard.

"Go on now, everypony fill your cup," Rainbowbeard said, setting his on a stump and flying into the center of the camp. "What we'll do is each tell a story about himself, with a round of drinks afterward in his honor, eh?"

Star Swirl nodded approvingly. "Thy plan gets better as the evening progresses, Rainbowbeard. Pray, what sorts of stories shall we tell?"

The campire reflected in Rainbowbeard's smile. "Stallionly stories."

There was a cheer and a brief stomping of hooves that shivered the trees.

"Each of us tells his most stallionly exploit. I'm sure, given how we've fared in combat thus far, that every stallion here's at least got one." He smirked.

"Make a contest of it!" Applebeard shouted. "Stallionliest story wins the keg!"

More cheering and stomping echoed through the little glade.

Rainbowbeard chuckled. "An even better idea! I'll go first, if you all don't mind." As an afterthought, he added, "And enough with the thee-in' and thou-in'. I've never had much use for formalities, and I'd like to see an end to it, eh?"

A sweep of his wing blew a torrent of air over the fire, enough to make it gutter and shrink, but not go out completely. The remaining fire cast weird shadows across his face and set the trees dancing in the night.

"There I was," he said, his voice low, "miles from home, all on my lonesome. Three squadrons of pegasus soldiers lay wrecked and ruined on the mountains below, and me, bleedin' from a gash on me--"

He was cut off by a loud snort from Applebeard.

"Oy, what's the idea?"

Applebeard rolled his eyes. "Och, it'll be nae contest if'n yer set on tellin' fibs, mate."

Rainbowbeard spread his hooves. "What? Calling me a liar, is it?"

"Aye, and an awful one at that!"

Prancebeard stifled a guffaw, and even Star Swirl was having trouble containing his mirth as Rainbowbeard landed and stalked up to Applebeard, butting heads with him.

"And just how'd you know it was a lie, eh?"

The laughter broke into the open as Applebeard calmly pushed him away, tapping his own head.

"Yer daft if'n ye think ye can get a lie past this'n, matey. Now go oon, gie us a real tale."

Rainbowbeard snorted and stomped back to his place while the laughter died down.

"Awful way to start off friend-making," Hushbeard muttered to Pinkbeard, who snickered. They both quieted down as Rainbowbeard's gaze fell over them.

"All right, you lot, that's enough. Fine, then my cutie mark story it shall be."

He lifted into the air again and gave Star Swirl a pointed look.

"Master Star Swirl, you were at the Battle of Cobalt Valley, aye?"

Star Swirl nodded slowly. "Aye, I was. I was Royal Strategist by that point, so I saw little actual combat." He swallowed. "I never thought I'd have to see that battle through the eyes of a former opponent. 'Twas quite the rout for the pegasi."

"Aye, ain't that the truth?" Rainbowbeard nodded solemnly. "I was but a lad then, a private. 'Twas my first real skirmish."

"I'm quite sorry you had to live through that for your first time," Star Swirl said, his head sagging.

Rainbowbeard's smiled lopsidedly. "'Twas a bad day for we pegasi, Star Swirl. After all, what happened was our own bloody fault."

Prancebeard leaned forward. "What happened?"

"The ground-pou--" Rainbowbeard coughed. "The unicorns and earth ponies had forged an uneasy alliance. Not unheard of, but in that pass we were outnumbered three to one, walled off from reinforcements, and growing quickly desperate. To cut a long story short..."

He took a deep breath through his nose and closed his eyes. "The tornado we unleashed to destroy our foes escaped our control, and destroyed us instead."

The others gasped.

Star Swirl nodded. "I will not forget the moment the aim of that battle changed from who could slay the most enemies to who could save the most friends."

"I lost a friend or two myself." Rainbowbeard's eyes hardened. "But not all of them."

He turned slowly, taking a deep breath. "So there I was, greener than an earth pony's hoof, watching as my flight was torn apart by the very twister we'd conjured up not ten minutes prior. Hearin' the screams as they were battered and beaten by debris. I weren't no hot-shot back then, you see, just an aimless roustabout who'd fallen in with the military as a last resort." He chuckled dryly. "My da said they'd knock some sense into my empty head. All I wanted was to knock some heads together myself, then go home to drink and laugh about it." He hung his head.

"I'd made good friends with a scout named Nightjar. He saved my life that day, pushed me out from a clot of trees as they thrashed about in the winds, only to get pulled into the tornado himself. I watched him whirling about in that storm and felt more helpless than ever I had in my whole life."

He closed his eyes. "And that's when I decided I was done feelin' helpless. I'd seen too much blood shed that day. Never again, I told myself, and dove straight into the cyclone."

"No!" Prancebeard's eyes were wide.

"Yes!"

All eyes turned to Applebeard. After a moment, he shook himself and glanced around at them. "Oh, er, he's tellin' the truth, arite."

Rainbowbeard huffed. "Anyway, it was like running through Tartarus with a sawmill strapped to your back. The wind was howlin' so I couldn't hear myself think. It tore the breath from my lungs. Every time I tried to move, I was tossed in the other direction, and I quickly realized that maybe it was all hopeless.

"Then I heard Nightjar shoutin' my name. There were dead pegasi in that tornado, dozens and dozens, whirlin' 'round like sacks of flour, but he wasn't among them!" He took in a deep breath.

"I'll admit, lads, I've no idea how I did it. All I could think of was Nightjar savin' my life, and how, if the Pegasus Empire was to lose the day, at least we wouldn't all have to lose our lives along with it."

He began swooping to each of them in turn, his voice growing more animated with every breath. "I turned 'round, facing into the winds, and pushed myself harder than I ever had before. Soon, I was sitting still in the air, beatin' my wings like a hummingbird. I reached out and grabbed Nightjar's hoof as he swept by me. He was half dead by then, but he must've heard me callin' his name, because he held on.

"I went lower in the vortex, and before I knew it, I was actually speedin' up. I was flyin' faster than the tornado span!" He grinned. "I scooped the other survivors up, dazed and weak as they were, then set my sights on freedom." A shadow came over his face and he shivered slightly. "Punched a hole through the side of the damned thing and flew all four of us to safety, like an arrow from a bow. I'd never flown so far so fast."

He chuckled. "Believe you me, I was near dead myself when I finally stopped. But it was enough to get me this."

Rainbowbeard returned to his seat, then flipped up the skirt of his armor. There on his flank was the image of a tornado pierced by a lightning bolt.

"Quite the story!" Star Swirl said, stomping his hoof. "The pegasi were lucky to have you on the field that day."

Rainbowbeard smiled and laughed. "Aye, they were! And that's why today, I'm known as 'The Swift'!"

"He's set the bar high, gents," Applebeard said, standing and lifting his mug. "Tae Rainbowbeard the Swift, fastest among pegasi!"

"To Rainbowbeard!"

Rainbowbeard frowned at his mug. The only flaw in his plan of going first was not being able to toast himself, so he had to settle for bowing and basking in the praise instead.

Star Swirl hummed. "That does beg the question of how you got the rest of your name. I've been wondering that about all of you. It's more than a bit unusual that five stallions with 'beard' in their name should join up on a quest, eh?" He smirked. "Were you all born bearded?"

There followed a lot of shuffling of hooves and eyes looking anywhere but at Star Swirl. At least three separate tunes were whistled, all off-key.

"Star Swirl!" Rainbowbeard shouted. "Let's hear from you next!"

Shaking his head, Star Swirl sat up straighter. "Very well then." He smiled, his stare penetrating the woods. "To be honest, my proudest feat is still to come. I've spent the past decade embroiled in what I call the amniomorphic spell. I've been close to a breakthrough for years, and if I could just get the equations right, it would literally change the face of Equestrian magic forever! The barriers between theory and practice have been strong, but I--"

Rainbowbeard cleared his throat loudly.

"Beggin' yer pardon, Star Swirl," he deadpanned, "but we're hopin' for something a bit less dull."

Star Swirl frowned. "Dull? I should say the idea of a spell from which a capable wizard can birth literally any conceivable thing into this world is far from dull!"

"Good Star Swirl," Prancebeard said, "not to belittle your work, but I daresay tales of action are the stuff of the evening." He raised his eyebrows and smiled placatingly.

Star Swirl snorted. "Bah. Who needs action when you've got magical theory?" Sighing, he sat back down. "Well, I suppose there's always the tale of how I defeated the demon horse Tirek. Not that there's much to it."

At the mention of "Tirek", all five heads popped up.

"You captured the demon horse?"

"Of course! He's that Star Swirl, after all!"

"My mother said the demon came at night to gobble little colts and fillies whole!"

"Aye, a terror of the hinterlands, he was!"

Hushbeard cleared his throat. "Let him tell the tale, lads."

Star Swirl nodded to him. "Thank you, Hushbeard. Yes, it all began when I stumbled into his lair quite by accident while out gathering spell components."

Rainbowbeard took to the air. "I'll bet you went in swingin', err, with horn aglow, eh?"

Star Swirl looked at him askance. "Hardly. I literally fell in, and broke my pastern in the process." He held up his left foreleg to illustrate.

Pinkbeard bounced in place. "But when you saw his icy teeth, anon you bucked with hooves aflame to win the day?"

"Actually," Star Swirl said, clearing his throat and rolling his eyes, "he caught me and trussed me up like a spit fish."

Prancebeard hummed. "But surely you were able to escape his clutches and vanquish him in one-on-one magical combat, yes?"

Star Swirl shook his head. "No, I was rather watching my life flash before my eyes as he drained my magic and prepared to stew me in his cauldron. It was definitely not my greatest moment, now that I think upon it."

Applebeard frowned. "Well how the bloody horseapple did ye escape then, mate?"

Star Swirl opened his mouth, but was cut off by Hushbeard's low rumble.

"He tricked the demon into stewing in his own cauldron."

Star Swirl's mouth closed, and for a moment, the clearing was silent. Puffing his cheeks out, he said, "Well, yes, actually. However did you know, Hushbeard?"

For the first time since he'd met the large stallion, Star Swirl watched a smile creep across Hushbeard's face. "Some legends speak louder than others."

Rainbowbeard rolled his eyes. "Yes, very well, so the day was saved with wit instead of brawn. I'll toast to it anyway. To Star Swirl the Bearded!"

"To Star Swirl!"

Star Swirl drew in a long breath as the others drank, and allowed himself to relax.

"So," he said when they'd finished and the next round was being drawn, "I'm dying to know what exploits might lurk in Pinkbeard's past. How about it, friend?"

Pinkbeard looked up, as if just realizing that he was in the presence of others.

"A-huh?" He blinked twice, then smiled. "Well, once I ate a giant cake all on my own without a bellyache!" Twirling, he gave them a wink. "Perhaps that's not enough? Well, here's the thing! 'Twas meant for just one pony! Why, the King!"

He bowed. There was a moment where naught was heard but the rustling of leaves and the clearing of a throat.

Rainbowbeard facehoofed. "Should've known he wouldn't get it."

"Would ye begrudge a reason tae drink, Rainbowbeard?" Applebeard said, laughing and raising his mug.

"Aye," said Star Swirl, doing likewise, "I'll happily toast him a second time!"

Rainbowbeard frowned for a moment, then shrugged and raised his drink. "To Pinkbeard, then, once more!"

"To Pinkbeard!"

The honoree waggled his beard and grinned. "And next I'll choose good Applebeard to speak!"

Applebeard choked on his ale.

"Er, ah, uh!" he said in between coughs. He wiped his mouth on the back of his hoof and shook his head to clear it.

"Well, ah, I..."

Rainbowbeard rolled his eyes. "Oh, come now, surely you have done something stallionly! You're nearly tough as myself, if we're being honest!"

"Yes, well..." Applebeard's tam o' shanter dropped to cover his eyes. "I'm suddenly hesitant t' mention..."

"Bah!" Star Swirl sloshed his mug. "Out with it! It can't be worse than Pinkbeard's tale!"

Applebeard shot him a surprised look, then cleared his throat.

"Well, s'truth I been summat of a rogue 'n scoundrel me whole life, like Rainbowbeard here."

The other stallion frowned at him, but he continued, his face softening.

"But, well, me most stallionly and proudest feat was settlin' down to start a family." He looked up at them, his eyes shining. "I met a fine mare, what set me straight, courted 'an wedded 'er, and now we've a foal due in but a few weeks."

The stallions went wild.

The clearing filled with cheers and Applebeard's back filled with hooves as all at once.

"No wonder you were so reluctant to join this quest," Prancebeard said, placing a hoof on Applebeard's shoulder.

"Aye," was all the farmer could say.

"To Applebeard and his foal!" Rainbowbeard shouted, lifting his mug so quickly into the air that half its contents sprayed over him. "And may it be a strong, strapping colt like his father!"

"Or," Star Swirl said, a twinkle in his eye, "a strong, clever filly like her mother."

"To the foal!"

"And may it be born into a world of harmony and friendship!"

Refilling the mugs took quite a while longer than usual this time around.

"Pinkbeard, yer barrel's movin'," Rainbowbeard muttered, having toasted the ground for the third time straight. Prancebeard gave him steadying magical assistance, though he ended up going cross-eyed from the effort and falling over himself.

"Right," Applebeard said. "I'd be most obliged tae hear from Hushbeard next!"

Hushbeard opened his mouth, but was cut off by a loud snort.

Rainbowbeard toasted the ground once again as he waved his mug to and fro. "Pah! I doubt a creature lowly as that'n could dream of having stallionly feats!"

The others stared at him, open-mouthed. Pinkbeard looked pointedly at Hushbeard, then at Rainbowbeard, motioning between them with his hoof.

"An awful way to make a friend indeed," he muttered.

"Perhaps not," Hushbeard said, his even voice reverberating off the trees. "I suppose it is not so stallionly to drag the body of one's half-dead brother through snow four hooves deep in the midst of a pitched battle, down a mountainside to the only shelter within a league, just to have a moment's calm to heal him back from the brink. 'Twas but a minor feat in that light, I should say."

The clearing went silent. Even the forest stilled.

"To Hushbeard's bravery," Star Swirl said. Even Rainbowbeard raised his mug as they quaffed silently, though neither he nor the gargantuan healer looked at one another.

Star Swirl, his glass drained, gave Hushbeard a smile. "What battle was that in?"

Hushbeard snorted. "I never glorified war enough to remember its name. All battlefields are the same to me, monuments to waste." He nodded. "And 'tis Prancebeard's turn. I'd not wish to speak for longer than my fair share."

At the mention of his name, Prancebeard lifted his head. His eyes crossed, then uncrossed, as he regarded them with a squint.

"Did somepony say my name?" he said, his words sliding together like snails covered in particularly slippery mud.

"Your turn for stallionly tales," Rainbowbeard said, regarding him with a sidelong glance. "Er, unless you've had one too many, that is..."

"Nonsense!"

Prancebeard stood. Then he sat. He tried to roll to his hooves, but ended up rolling off his log instead.

"No, wait! Wait!"

The others had a hearty chuckle as Prancebeard tried vainly to haul himself upright on the log, which had somehow become much slipperier than his hooves could handle. After pulling himself up halfway, sliding back down onto his rump, and cursing the log's entire lineage, he came to the realization that the ground beneath him was in fact stable. In moments, he was on his hooves and grinning wobbly at his companions.

"Well," he said, and then paused a little longer than was necessary. "If the nine of you are done having your--" he waved a hoof-- "little laugh, then I've a story to tell."

The others exchanged glances and smirks, but settled down.

"I have reached a conclusion!" Prancebeard thrust his hoof in the air, remaining standing by virtue only of the capriciousness of the universe. "In listening to all of your prattling on, I have spotted a... pattern." His voice dropped. "Lots of beating things to a pulp and running one's head into a wooden door, eh?"

"Why, Prancebeard, let us not forget the cake!" Pinkbeard said, hopping up and down.

Prancebeard lifted his head, which bobbled atop his neck, and snorted. "Well, I think I have just such a story with which I can regar... regather..." He let out a long breath. "Which I can tell you."

"Oh, I'm all ears," Rainbowbeard said with a grin.

Prancebeard leaned forward, scanning the faces of each pony in turn.

"I once ran headlong into an Ursa Minor's den."

There were gasps. Hushbeard dropped his mug.

"Well... s-surely it was empty!" Star Swirl said. He paled as Prancebeard slowly shook his head.

"Nay. 'Twas my intent to find it there."

"A-and I'm assumin' ye didnae wake it, jest..." Applebeard swallowed. "Crept in all silent-like, t'say ye'd done it?"

Prancebeard shook his head, though stopped as he began to teeter. "Nay. I poked it till it woke and let it... have at me!"

Rainbowbeard's jaw dropped. "All right, there's no way this story can be true!" He looked to Applebeard, who only nodded, his eyes wide.

"How did you survive?" Hushbeard asked, his voice a tremulous whisper.

Prancebeard grinned the grin of the only pony who knew what was causing that odor and would never tell. He pronounced a single word like a magical incantation.

"Armor."

He took the befuddled looks of those nearby as expressions of awe and puffed out his chest.

"Yes! I'd crafted a set of bear-proof armor." He sniffed. "And what better way to test it than on the real thing?"

Pinkbeard chewed his hooves. "We can't assume it worked, indeed at all!"

"It most certainly did! Of course, not as well as I'd hoped. 'Twas but a first trial, after all."

Having regained some of his equilibrium, Prancebeard bowed his head forward and pulled aside a particularly large curl of his mane. Beneath was an angry pink weal lightning bolt, stretching quite a ways behind his ear. Somepony whistled.

"You're lucky to've survived, matey," Rainbowbeard said, eyes agog.

Prancebeard smiled, his eyes crossing. "Ah, the beast dented me, but the armor held. This is my own doing. It never... touched me."

Rainbowbeard nodded slowly. "I'm right impressed."

"Aye!" Applebeard shouted, close enough to Prancebeard that he knocked the unicorn over. "To Prancebeard the Dashing!"

Mugs clinked, ponies roared, and Prancebeard, all four of his legs in the air, let out a shaky "Huzzah!"

Little more needed to be said. A wash of sleepiness overtook the group, such that they rather forgot all about the contest and prize, which was for the best, as the keg had been drained by that final round. They were, in fact, sleepy enough to all conk out where they sat, without setting watches for the night.

Had such a thought occurred to their collective drunken consciousness, one of them might have noticed the glowing green eyes watching from the darkness.

They might also have remarked upon the ground rising beneath them, lifting the entire campsite. They wouldn't have been able to miss the trees parting and the wave of forest floor carrying them and all their belongings along. And quite likely, they would have perceived the glowing green eyes trying desperately to keep up with them as they were ferried from the cramped, dim clearing where they'd made camp to one that was far spacious, set beside a river, and ultimately nicer overall.

As is often the case with farmers, accustomed as they are to the altogether too-early call of the rooster, Applebeard was the first to wake.

"Ach," he said, the force of his voice driving nails into his skull. "'Twas wairth it ne'ertheless."

He blinked the rime from his eyes, scrubbing at them with a fetlock to banish the double vision. He chuckled as the mirrored images of his companions remained. That mirth died when he turned his head to the left and found his own face staring at him.

With a warcry that startled the others awake, he leapt upon his doppelganger, pummeling it with a fury belying his recent hangover.

"What is it?"

"What's going on?"

"Oh, my head..."

"Good Applebeard, what means this tumult now?"

"This!"

Applebeard held the creature that had been mimicking him aloft. Upon the first blow, it had changed form to a black, insect-like near-pony, with green faceted eyes, a jagged horn, and legs shot through with holes. It groaned and its eyes closed, going limp in Applebeard's grip.

Ten pairs of eyes blinked at the sight. All at once, the clearing fell to chaos as pony dove on pony, battering, buffeting, biting and beating, not to mention kicking up clouds of dust. Applebeard tossed his opponent aside, chewing his lip as the fighting continued. Once he'd had enough watching, he placed his hooves between his lips and blew an ear-splitting whistle.

"Hol' up!"

The battle ceased. Everywhere he looked was a pair of identical ponies, caught in grabbing one another's scruffs, biting forelegs, or pouncing for further attack.

"Aright." Applebeard rubbed his forehead. "Ah'm tae knackered t' be thinkin' much at the moment, so I'll make this quick. It seems, whate'er manner o' beastie these be, fightin' won't force 'em tae daylight if they expect it. I got the drop on mine--" he inclined his head toward it -- "but yew lot won't 'ave the same luck."

"Rah, but I'm the only Rainbowbeard!" shouted one of the Rainbowbeards.

"You are not, you big liar!" shouted the other, going nose-to-nose with him.

"Ah-ah-ah!" Applebeard stamped a hoof. "I'm sure yer both Rainbowbeard, ye daft rotters. I aim to sort this out, so if ye dinnae mind, I'll be askin' ye each a few questions."

"Questions?" asked a Star Swirl.

"What sort of questions?" asked his double.

Applebeard snorted. "All sorts. Now turn 'round."

There was a pause.

"Quick now, afore I beat the questions intae ye!"

The ten ponies jumped to it.

"Right. Now." Applebeard began to pace behind the others. "Rainbowbeard. Where'd ye get yer cutie mark?"

"At the Battle of Cobalt Valley," the two said in unison.

"Ahh, hmm, I see, I see." Applebeard shook his head. "Aright, mateys, it seems these beasties were listenin' in on our campfire tales last night. So this'll become a contest o' a different sort."

He whirled and jammed his way up between the two, hissing in their ears.

"What's yer greatest regret?"

"Not makin' General!"

"Abandonin' mah post at Canterlot."

The Rainbowbeard who had spoken first received a solid hoof to the back of the head. He collapsed, writhing, and with a green flash, revealed himself to be another of the insectoid ponies.

Rainbowbeard turned, shock written across his face. "How'd you figure that out?"

"Shh." Applebeard laid a hoof beside his muzzle and winked. "I'll have this sussed out in a jiffy, lads."

The other pony pairs looked at one another and gulped.

"Right, Pinkbeard."

Both Pinkbeards straightened up.

"Tell me 'ow ye got yer lute."

They looked at one another and grinned.

"I met a king and won it for a song!"

"It was my father's, as the day is long!"

Whichever the copy was, it was a remarkably good dancer, matching the real Pinkbeard move for move. The display was so perfect, one could be forgiven for thinking it had been choreographed.

"I stole it from a rainbow-frosted cake!"

"I found it at the bottom of a lake!"

"I pulled it from a magic gleaming stone!"

"I crafted it all on my own!"

The second Pinkbeard went down under Applebeard's mighty hoof. He snorted and cast the real Pinkbeard a lopsided grin.

"An' I ken none o' them was the truth, neither."

Pinkbeard grinned and shook his head. Applebeard wasted no time, stalking over in front of the pair of Prancebeards. With a swift motion, he plucked each of their beards, leaving them with ratty hairs sticking out every which way.

"Ouch! You great lug, you've ruined my waxing!"

"Ow! That hurt, you rascal!"

Applebeard uppercut the second Prancebeard, sending him sailing into the air. On the downstroke, he caught him with both back hooves and sent him crashing into a nearby tree, where its true form came to light. It went still.

Prancebeard could have frowned milk into butter.

"I say, I appreciate an end to the deception, but did you have to go about it in such a painful manner?"

Chuckling, Applebeard patted Prancebeard on the withers.

"Apologies, friend." He winked.

"Yes, well..." Prancebeard hissed, drawing his beard out to its full length with a hoof before using his magic to restore its curl. "What's done is done."

"Oi, Hushbeard!" Applebeard bellowed. "Injured bird in the trees!"

Both Hushbeards startled. One spun around and looked directly at him. The other looked straight up. Applebeard was already a hoof's length away, and the Hushbeard facing him was met with a swift kick to the nose. It crumpled and flashed green.

"An' that leaves but one."

Narrowing his eyes, Applebeard about-faced, stalking toward the two Star Swirls. They swallowed loudly and began to shake.

"All right, then." Applebeard licked his lips, sizing the pair up. "I 'ave one final question fer you lot, an' ye ken there ain't nae way I'll be fooled."

He moved until he was between them and threw his hooves around their necks. Squeezing just a little, he chuckled.

"How'd ye get a name like Star Swirl the Bearded?"

Each Star Swirl cast a glance at the other.

"After you," said the one to the left.

"Well, I was born with the first part," he said, "obviously." Clearing his throat, he added, "And the rest should be fairly obvious. 'Twas a better choice than 'Star Swirl the Mighty' or 'Star Swirl the Great'. No sense in being immodest over something as important as a name."

Applebeard leaned to the left. "And you, oh gracious one?"

That Star Swirl frowned. "I was called Star Swirl the Bearded so as not to confuse me with my grandmother, Star Swirl the Matron." He sighed. "My foalhood was rather odd."

"Good answers." Applebeard's grip on their necks tightened. "But one o' ye be lyin'..." It tightened some more and he pulled their heads downward. "An' I dinnae have a kind thought fer liars."

With a swift motion, he released the Star Swirl on his left and wrapped his free hoof around the other's neck.

"Change, ye bastard! Change back or ye'll ne'er breathe agin, ah swear on me beard!"

The second Star Swirl choked out something unintelligible, going limp. The green fire engulfed it, and Applebeard flinched back, only realizing a second later that it hadn't burned him. He let the creature drop and pinned it as his comrades cheered.

"Lissen good," he hissed, his muzzle up against the jagged ear, "'cause I'll say this but the one time. If you creatures be scavengers, we'll nae make so easy a target next time. An' if ye follow some leader, let 'im know we're not t'be trifled wi'."

He let up and the creature staggered to its hooves. Applebeard pointed at another of the black shapeshifters, who was moaning and likewise trying to find its footing.

"Now gather up yer kin and be grateful Applebeard the Stalwart spared yer worthless lives."

The five real stallions gathered around Applebeard, thumping him on the back and shouting his praises as the six beasts dragged themselves out of the clearing. The last one to leave, the one that had been imitating Star Swirl, stopped at the edge and turned back, its insectoid eyes narrowing.

"This will be the last time you see us," it hissed, its voice gravelly. "Next time, we will be invisible and events will not pass in your favor."

"Ah, git on outta here afore I change me mind!" Applebeard shouted. When the dark carapace of the last creature had blended back into the shadows, he relaxed and grinned.

"Well, that was a pleasin' success!" He gazed up at the treetops, a wry grin forming on his mouth. "Now, 'as anypony else noticed our campsite moved?"

Nopony could account for their overnight change in location, but as it was, by Rainbowbeard's aerial estimation, slightly closer to their destination, it was agreed upon to chalk the occurrence up as "'Tis but the Forest Ever Free" and dwell on it no longer. The morning was thus spent moaning about headaches, muttering about shapeshifting monsters, attempts at preparing breakfast, and readying for the day's journey.

Pinkbeard wrestled with his lute in one corner, grunting, straining, and loosing sour notes left and right. Every now and then, it would release a long, wailing tone. Pinkbeard scrunched his face up whenever this happened, so that his visage appeared as one unbroken expanse of pink curls.

Prancebeard looked up from his polishing after one such occurrence. "Pinkbeard, could you please keep it down? I say, never have I heard such horrible wailing and groaning from that instrument of yours."

"Aye," Applebeard said, "ye seemed a right guid player afore this morn!"

"Oh, 'tis these wicked strings," Pinkbeard huffed. "They vex me so! This wood is warped and black, and vined, and... wrong! I tune it and it does not strum, but howls!"

He lifted the lute, played a chord, and indeed, instead of even the cacophony indicating poor tuning, the instrument produced a howl not unlike that of a wolf.

"Oh, fie and botheration! Play again? I think my luting days may well be done!"

He slammed the instrument on the ground, and it let out a series of plaintive barks. Pinkbeard turned and stalked off into the woods.

"Where are you off to?" Star Swirl asked.

"My friends, I'm fit to spew," Pinkbeard huffed, "yet I'll return."

"Let him be," Hushbeard rumbled as Rainbowbeard rose from his position. "He'll be fine."

Applebeard nodded. "Aye."

The clearing settled back into quiet. Star Swirl adjusted the straps on his pack, shook his head, and voiced a long-simmering question.

"Applebeard, how did you know all those things about us? We've hardly known one another two days, yet you saw into the very cores of our beings!"

Applebeard snorted. "Just lucky guesses."

Jaws dropped.

"Wait," Star Swirl said, "you don't mean to suggest--"

He stopped as Applebeard started laughing.

"No, mate, I'm havin' one o'er on ye! Hoo-ho!" He wiped a tear out of an eye and grinned at them. "Takes a lot o' observin' ponies t'get 'ow they think. Knowin' how tae play mind games tae trick 'em out o' hard-earned coin's essential fer a young rogue, make nae mistake."

"Rather surprised to hear you've such a history," Rainbowbeard said, eyebrows raised.

Applebeard shrugged. "Eh. After I met me bride, I swore it off in favor o' honest livin'. Took up me parents' trade in farmin'. 'Tis a stabler trade."

Hushbeard rumbled. "'Tis a shame we must take you away from your family."

"Nae." Applebeard shook his head, and Hushbeard was taken aback. "Though I fear I'll miss the birth, I've come t'realize me family's the most important thing there is. An' that means, if our land really is in grave danger, an' I'm the only one what kin protect 'em, I'd best be doin' everythin' in me power to make sure they stay safe."

"I can think of no grander reason to join this expedition, in that case," Star Swirl said, rising to his hooves. "Let us strive to make sure we all return to our families, then."

A chorus of "Aye!"s ran round the clearing.

"What ho, my good fellows!" cried Pinkbeard from the edge. "What means all the noise?" As he reentered their company, all jaws once again had reason to drop.

Prancebeard clapped a hoof over his mouth, stifling a snort. Star Swirl and Applebeard performed double takes. Hushbeard turned pale. Rainbowbeard, lacking any of Prancebeard's decorum, began hooting in glee and rolling on his back. Pinkbeard seemed oblivious to his companions' goings-on, and took his place once again.

"Pinkbeard," Star Swirl said accusingly, "what've you done?"

"I went for a wee, then I found some nice plants! They're blue and they're green, and they're tasty, to boot!" He held aloft a bundle of flowers in a distinctive bright blue, grinning at all present.

Though his swanky jester's cap and motley outfit were as they had been, his mane, beard and tail draped limply over him. These had taken on a rather peculiar hue, as had his coat.

Hushbeard cleared his throat. "Seek a mirror, mate."

Pinkbeard frowned. "Ah well, I might offer some," he said crossly, taking a bite out of his bouquet, "but all this laughter doth spoil my mood, so I'll eat them myself."

"Go ahead!" Rainbowbeard howled. "And don't mind if we call ye Greenbeard from now on!"

The others laughed as Pinkbeard munched away, frowning beneath his lank green locks.

Star Swirl sobered quickly, casting a worried glance to Applebeard.

"He hasn't been replaced again, has he?"

Applebeard shook his head slowly. "Dinnae ask me how I can tell, but that's Pinkbeard, all right. A bigger, better fool I've ne'er seen in me life."

Epic Generosity

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Generosity

"I see why... they call it... Misery Marsh..."

Prancebeard grimaced as, for the third time in a minute, his hoof sank deep into the squelching, roiling, foul-smelling muck beneath him. He avoided another taste of it by sheer will and reflex. All around them, the mire churned and bubbled, each pop releasing an odor akin to rotten eggs covered in hoof jam. The expanse of brown stretched in every direction into dismal, quiet darkness, as far as the eye could see.

"Ah, quit yer bellyachin'," Rainbowbeard said, zipping over his head.

Were he able to lift his leg, Prancebeard would have kicked a lump of muck at him. "I shall ask you once again to live with my 'bellyaching', as you are the only one among us who need not mire himself in this... this awful, wretched, filthy, disgusting slime!"

Rainbowbeard turned, crossing his arms over his chest, and smirked. "Aye, and I'm glad for it, too!" The others glowered at him as he laughed.

"Ach, me beard'll stink o' swamp 'til I cuts it off!" Applebeard spat into the mire, which gratefully accepted his offering. "Like that'll e'er happen!"

Rainbowbeard rolled his eyes. "Maybe Prancebeard can show you all how he keeps his beard so..." He waved a hoof. "Sticky-outy."

Prancebeard brightened slightly. "I've brought enough beard wax, methinks, that I could spare some for each of you."

The company groaned.

"Had you mentioned it sooner, friend Prancebeard," Hushbeard said, "you might have had takers."

"Friend Rainbowbeard," Star Swirl said, sighing, "we'd all greatly appreciate if you'd have some sympathy for us ground-bound ponies. Your boasting makes this leg of our trek all the more unbearable."

"Fine, fine." Rainbowbeard soared over to Pinkbeard and rummaged through his pack.

"Now what do you think you are doing in there?" Pinkbeard asked sourly.

If Rainbowbeard heard him, he didn't show it. "Are you sure we had to go this way, Star Swirl?"

"'Twas either this or the Glade of a Thousand Thorns," Star Swirl said with a huff.

Hushbeard snorted, slipping into the marsh up to his barrel. "I think there was no easy choice to be had."

"Ah, save it, you." Rainbowbeard unrolled the map and looked at it. Then he turned it right side up and looked at it again. "From that riverbend, 'tis Mis... ery... Marsh..." he read slowly. "Glade... yes, that. We're headed to the castle, so next is the G--"

"The Gorge," Star Swirl said.

"Eh, blasted thing." With a shrug, he rolled it back up and stowed it in his own pack. Pinkbeard looked up at him, face hanging.

"Oh, give me that back!" he cried, lower lip jutting forward. "'Twas my father's, you know!"

Applebeard clucked his tongue. "Ach, Rainbowbeard, let the lad be. 'E's 'avin' an 'ard enough time already!"

"Feh." Rainbowbeard carelessly tossed the map towards Pinkbeard, and it somehow slipped in between the straps of his pack, snug and secure. Pinkbeard breathed a sigh of relief while Rainbowbeard continued to grouse.

"I thought he was supposed to be the cheerful one. We're none of us enjoying ourselves right now, if you've not noticed."

"Aye an' I have," Applebeard said, pausing to wipe a strand of something green off his rear left. "You, fer instance, complain like an ol' nag."

The others chuckled. Rainbowbeard scowled.

"Well, maybe if Pinkbeard here sang a tune or somesuch, 'twould lighten the mood, eh?"

Pinkbeard's mane dragged through the muck as he hung his head.

"I haven't a song left inside me, I fear." He shook his head and muttered, "I hate being green. I detest being green!"

Rainbowbeard's frown carried on. "Oh come now, it can't be that bad. It suits you! Whoever heard of a pink stallion, anyway?"

"Rainbowbeard," Star Swirl said, an edge to his voice. "Leave off."

"Only trying to help." Rainbowbeard huffed and flapped off a few paces ahead of them.

"Hmm, but perhaps you've a good idea regardless," Prancebeard said, stopping to stretch his back and sinking further into the marsh. "This miserable mire is making us all so... miserable. Song would cheer us up, I think."

"Know you any?" Star Swirl asked.

"Why, as a matter of fact, one comes to me even now." Prancebeard smiled. "My brother and I sang it with our father, to keep time as we worked the bellows. He would hammer on the down beats, you see. Yes, now let me think, how did it go..."

He cleared his throat, lifted his head, and brought a hoof to his chest.

"A dragon is the finest creature eveeeer--"

The moment he opened his mouth, all the marsh bubbles popped. The trees overhead rattled and the mire crawled away from him. Star Swirl, Applebeard and Pinkbeard rushed in and simultaneously jammed their hooves into his gob. Pinkbeard, eyes wide, could only shake his head.

"Ach, ye've a voice fit t'wake the dead, laddie!" Applebeard said, cringing.

Star Swirl cleared his throat. "I think that's enough singing for now."

They relaxed and left Prancebeard to clean the filth off his tongue for the fifth time that morning.

After a moment, Rainbowbeard said, "D'you hear that?"

The six stallions lifted their heads, ears swiveling. Off to their left came the distant sound of a pony calling out.

"Is somepony out there? Help!"

"It sounds faint, and not just for distance," Star Swirl said, lighting his horn. A burst of magic later, and he was climbing atop a shimmering plane of light hovering just above the marsh's surface. Jaws dropped.

"You mean to tell me you could have magicked us over this marsh any time you wished?" Prancebeard hyperventilated until he looked fit to faint.

"You think I'm wading through this offal because I wish to?" Star Swirl snorted. "I may be a powerful mage, but I'd exhaust myself in keeping this spell operational long before we reached the other side. It should be enough to get to whoever it is that needs help, though. Come on!"

He galloped off, the others clambering on and running, or flying, after. The voice grew louder as they approached, yet even so it was audible only by virtue of the marsh's stillness.

"Help! Help me..."

The voice wavered in and out, punctuated by bouts of racking coughs. The magical pathway flickered out of existence just as the shouting pony came into view.

They could make out the shape of a stallion, lying upon the only island they had seen since entering the swamp that morning. It was not impressive, the grass patchy and brown, but the sight of solid land sent strength into their legs for climbing out of the mire to fill the little outcropping.

"Art thou injured?" Hushbeard knelt down beside the pony, pressing a hoof to his forehead. The lone pony's clothing hung from him like drapery, and he panted as he spoke.

"S-so... so hungry..."

An apple and a slice of bread floated to him in Prancebeard's magic.

"Here, eat."

He needn't have said anything. The bread was devoured the moment the other pony saw it, and he started chomping noisily on the apple almost before he had swallowed.

Then he paused. He looked at the apple, and up at Prancebeard. His face contracted in icy hatred before he resumed chewing the apple, more deliberately.

"How didst thou come to this wretched place?" Star Swirl asked, keeping his voice low.

"You should know, unicorn," the pony said through a mouthful of apple. His eyes narrowed at Star Swirl. "After all, 'twas you what threw me here three days ago."

All eyes turned to Star Swirl as he stroked his beard, humming and contemplating the ground.

"Three days ago, you say? Hmm, hmm..." After a few long moments, he said, "No, sorry, that ringeth not my bells."

Prancebeard slapped his forehead.

"I remember you, bandit king!" Rainbowbeard grabbed the gaunt earth pony by the scruff of his shirt. "Give me one reason why I shouldn't throw ya to the mercy of the swamp, ya thievin' blaggart!"

The pony coughed and smiled weakly. "If ya did, 'twould only prove me right, pegasus brute."

Rainbowbeard eyed him, but relaxed his hold. His captive's smile grew wider.

"You lot disgust me. Gallivantin' around, pretendin' yer all friends. Repulsive! It's not natural!"

"'Tis the new pony way," Star Swirl said darkly. "Thou wouldst do well to learn it."

The bandit made a guttural sound and turned away from them. Hushbeard took a step toward him.

"Tell me, what be thy name?"

"An' why should I?" The pony turned his head, lifting an eyebrow.

"Because," Hushbeard said, taking another step forward and lowering his head, "we've fed thee and listened to thy prattling. I encourage politeness." He stomped a hoof, gouging a large divot from the soggy earth and sending ripples through the marsh.

The pony swallowed, eyes wide. "Er, uh... Well, yes. C-Crookneck is my name. I suppose thanks should be given for the kindness."

"Hah!" Rainbowbeard stamped his hoof. "What a name fer a low-down thievin' bandit!"

"I'm a squash farmer!" Crookneck shouted, scowling at the pegasus. "I don't care who you are, I'll not stand for my good name bein' mocked!"

Applebeard frowned, giving the farmer-cum-bandit a dubious look. "Whit self-respectin' farmer wid stand unflinchin' i' the face o' winter eternal? Me own crops withered frae the conflict 'twixt the tribes."

Crookneck snorted. "Winter squashes don't care much about snow." He turned his back to them. "Why should I?"

Rainbowbeard let out a loud breath and shook his head. "We waste time dealing with this ingrate."

"Rainbowbeard is right," Prancebeard said, garnering shocked looks from the others. "I suggest we bring him with us and sort out our problems on the road."

"Are ye daft?" Rainbowbeard slapped his forehead. "We've nary the supplies for ourselves and you want to bring one more along?"

"Nevermind that," Crookneck said, scowling. "I'll take no generosity from unicorn or pegasus. I'd rather find my way out of this bloody forest on my own."

Star Swirl hmm'd. "'Tis quite the hike, I'll warn thee. And the forest is most treacherous."

"Feh." Crookneck shook his head. "I'll just go the way you came. Whoever heard of an earth pony lost in a forest, after all?"

Applebeard and Pinkbeard threw each other looks.

Prancebeard stepped toward Crookneck, who stepped back in turn. "Can I at least convince thee to take some provisions?" He held out a hoof, only to have it slapped away.

"Bah, I've had enough of your charity, unicorn." Crookneck spat on the ground and hopped from the island, sinking to his knees in the muck. "I tire of your unity and friendship as well. I'll show you all just how strong earth ponies are by escapin' this blasted forest on my lonesome!"

Without another word, he waded into the muck, grumbling under his breath. The other stallions watched him go with mixed frustration and confusion.

"Did anyone else notice," Star Swirl began, "that he placed our first encounter at three days ago?"

"I had noticed, yes," Prancebeard said. "What of it?"

"By my estimation," Star Swirl said, stroking his beard, "it has been but one."

"Er, fellows..." Hushbeard began.

"I thought ye didnae recall that incident," Applebeard said, glancing sidelong at Star Swirl.

Hushbeard tried again. "I say, gentlestallions..."

Star Swirl smirked. "A bit of feigned ignorance gave me leave to ponder the disparity. All I can make of it is that we are truly in a strange and dangerous place."

Hushbeard scowled. "The bloody mire is--"

"Enough chatter," Rainbowbeard huffed. "If it's so blasted dangerous here, then let's get a move on!"

The ground heaved, and they became aware of the mire around them churning and bubbling. The entire island on which they stood lifted into the air and began to submerge, a tired groan coming from it.

"I tried to warn you," Hushbeard said, shaking his head, and he took off over the mire.

"I think that was quite the idea for once!" Pinkbeard shouted, picking up his lute and hightailing it across the surface of the mire after him, the others not far behind.

Never before had so many ponies made such good time through so thick a swamp.

"That's not a gorge."

Several hours and many leagues of tramping up a steady incline later, the six stallions stood at the bottom of a mountain. It had appeared rather suddenly: the endless dark trees before them stopped, revealing it rising from the murky mists like the neck of a buried giant. Its sides were entirely bare of vegetation and its peak disappeared into the cloud layer.

Nor was it the sole mountain before them. Other lesser peaks jutted to either side, stretching more than a day's walk in either direction. Star Swirl frowned at the map, turning it around and around in his magic.

"Bloody blasted..." He slapped it with a hoof. "Even the bloody map shows mountains here! These landmarks were named by an utter fool!"

All eyes turned to Pinkbeard, who shrugged in as green a manner as a pony could.

"Well, what do you want me to make of the thing? 'Tis not like I wrote it. I said, 'twas a gift!" Face sour, he turned away from them.

"Ech, I could still use less bellyachin'," Rainbowbeard muttered.

"As could we all," Hushbeard murmured, eying him.

"Keep the heid!" Applebeard admonished. "Gorge or mountain, the question is, how're we tae get 'round it?"

Star Swirl shook his head and folded the map back into Pinkbeard's pack. "A pass is our best hope, but the map indicates no such thing. There are too many of us for flying, unless you wanted to take a day or three ferrying us one by one, Rainbowbeard."

Rainbowbeard looked for a moment like he might consider the challenge. Then his lip curled and he stuck out his tongue. "Er, on second thought, I think 'twouldn't be the best of ideas."

"Climbing would take just as long," Prancebeard pointed out.

"Aye, but climb we must." Star Swirl hefted his pack and made for the mountain. "Heh, if we're lucky, perhaps we shall find a tunnel through the blasted thing."

"Oh what, do you mean like the one over there?"

They all turned to look where Pinkbeard was pointing. To their right, just a short climb up the rockface, was an easy-to-miss dark indentation.

"Well I'll be a dighted tattyboggle," said Applebeard. "Well done, Pinkbeard!"

Prancebeard smiled, placing a hoof on Pinkbeard's back. "Perhaps this leg of the journey won't be such an ordeal as the last!"

"Famous last words," Rainbowbeard said, clearing his throat and shifting on his hooves. "Can't say as I like the look of it. How do we even know it goes through the mountain?"

"Only one way to find out," Hushbeard said, casting a pointed glance at Rainbowbeard.

The pegasus shivered, closing his eyes. "O-on second thought, mayhaps it would be better for me to just, heh, fly you all over the blasted thing. Bit of a strain on the old wings, but I could handle it!" He puffed out his chest, but his nervous smile rather deflated the image.

"What's wrong?" Applebeard said, leering at him. "Skerrit o' darkness?"

Rainbowbeard snarled. "You've never been with a pegasus underground before, I'd wager! We get stir-crazy right quick if we can't see the sky for long."

"Well, could you pretend it was nighttime instead?" Pinkbeard asked.

"Rah, be off with ye, ye green pinhead!" Rainbowbeard scowled at him and crossed his hooves over his chest. "I'm not goin' in, and that's final!"

"Oh?" Star Swirl raised an eyebrow. "Going to fly by your lonesome over a bloody great mountain, are you?"

Opening one eye, Rainbowbeard regarded him disdainfully. "Aye, so what?"

Prancebeard caught Star Swirl's wink and grin. "So, you should be worried about sky panthers."

"Aye," said Applebeard, "and dragons!"

"Let us not forget great winged serpents," Star Swirl added, staring Rainbowbeard down. "Methinks even with your speed, you'd not outrun a pack of ravenous cloud badgers now."

The color drained from Rainbowbeard's face. "C-cloud badgers, you say?"

"We've encountered many a fantastic beast in this forest already," Hushbeard rumbled. "I'd not put it past them to make an appearance."

Pinkbeard crept up toward Rainbowbeard and laid a hoof on him. "Just close both your eyes if you feel a bit scared."

"Aye," Star Swirl said, nodding. "We'll all be there with you for moral support! Should you take the tunnel, that is."

Rainbowbeard slapped at Pinkbeard's hoof, taking to the air. "Bah! I'm not scared, you lot of sentimental louts! And I'll prove it by leadin' you all into that blasted dark hole! Forward!"

With his best military yell and a burst of speed, he put the others at his back and raced for the entrance. They tried their best to hold back the snickering as they ran after him.

"I seek to live free of regret, but I'm fairly sure this is not one I can avoid."

Rainbowbeard led the procession through tunnels barely large enough to stand upright in while peering out through his wings. Hushbeard, near the back of the party, had to stoop slightly, and ended up with quite a lot more green tail in his nose than he really desired. Star Swirl, second from the front, and Prancebeard, in the back, provided light, for none entered the mountain beyond the tunnel's first few lengths.

Shadows danced over the rough walls. The only sound besides their hooves against the stone was the steady, rhythmic hush of winds from somewhere far ahead. They took this as a sign the tunnel pierced the mountain straight through, having agreed that it was definitely not the breath of a great, hungry beast lying in wait for them.

"Ah ken how apples feel when bein' made intae jelly," Applebeard said, wiping at his brow.

"Aye," said Prancebeard, the light from his horn stretching the shadows as he inclined his head. "Despite the chill, this tunnel is dashedly oppressive."

"I'm glad I'm not the only one feeling that," Star Swirl muttered.

"Methinks that the atmosphere's somehow possessed," Pinkbeard moaned. "I wish we had never come into this place."

"Ah, stow it," Rainbowbeard grumbled. There was no venom in his words, nor vitriol in the rebuttals from the rest of the group. Silence reigned for the next few minutes, until Rainbowbeard perked, dropping his wings.

"Hold on, lads, I think..."

He dashed ahead, and though none were too keen to follow, they picked up the pace while doing their best not to trip over one another. As they moved, the tunnel widened and the ceiling raised. It wasn't long before Rainbowbeard stopped them with a shout.

"Ha ha! A room, as I suspected!"

He swept his hoof out, showing off a cavern far larger than their magical lights could illuminate. Star Swirl cast his into an orb and tossed it up. It spent a full ten seconds in flight, brushing the tips of rough stalactites on the cavern's roof. Where it landed, it lit stonework that must have been ancient, if the worn carvings were any indicator. A long, low flight of stairs curved gently up to a higher tunnel, narrowing as it went. Columns, fluted at the tops, some broken, flanked the steps and moved out along the walls. Star Swirl sent out another ball of light, which landed among a field of small cairns lining a wide, flat path through the center.

"I like the look of those stairs," Rainbowbeard said, finding his smile again. "I suspect we're on the right path!"

"I concur." Star Swirl nodded. "Let's get a move on."

They trotted down the path, Rainbowbeard grinning as he took to the air, but as they traveled, their pace gradually slowed.

"S-say, fellows," said Prancebeard, swallowing. "Does anypony else think those little piles of rock look an awful lot like..."

Rainbowbeard turned to them, eyes wide. "Like tombstones?"

They all shared an uneasy glance.

Somewhere in the chamber, a rock shifted, the sound echoing off the stones, tinny and shrill. Pinkbeard jumped into Hushbeard's forelegs, teeth chattering. Rainbowbeard slammed his wings over his eyes once again, plummeting and landing on his rump. Prancebeard shut his eyes tight, shaking his head and shivering.

Star Swirl scoffed, rounding on them.

"Now see here, you lot! What's with all the cowering? It's obvious naught's lived here for centuries but ghosts!"

Pinkbeard clutched at Hushbeard's neck. "I really don't see how a ghost isn't worse!"

Star Swirl rolled his eyes. "There's naught to be scared of. Just steel yourselves and... Applebeard, you've been awfully quiet. What in blazes are you..."

He turned, following the line of Applebeard's outstretched, shaky hoof. Star Swirl's jaw dropped.

Before them, behind them, and from everywhere around them, skeletons rose from the ground and advanced on them, silent as death. In front were the shortest ones, barely taller than a pony's knee, eye sockets gaping and enormous, limbs spindly and too long for their stubby bodies. Behind them were long, low dog-shaped creatures with round faces, ribs all but dragging on the floor as they gamboled forth. Last were the tallest, taller even than Hushbeard, walking upright and bearing the remnants of rugged bronze armor and spears, not to mention squared-off porcine death grins.

"To arms!" Star Swirl shouted, taking a step back and loosing a bolt of energy. It slammed into one of the dog creatures, blowing it to pieces. Two more took its place in the dim glow of the magic blast.

"To arms!" Rainbowbeard echoed, and took to the sky, harrying the tall porcine skeletons, their spears crumbling against his armor.

"Oh dear," said Prancebeard, his voice weak. He lifted one of the smallest and threw it into one of its neighbors, turning both into piles of bones. "Oh, help! Oh, by my dear, sweet grandfather in the stars, somepony help!"

Applebeard rushed to the side, stomping wildly and scattering bones left and right. Hushbeard joined him, though with a wailing Pinkbeard clinging to his neck, he found himself rather unable to maneuver.

"The dead ought stae dead!"

"Aye, and I've no qualm sending them back to their graves!" Hushbeard roared and stomped, shaking the cavern floor. The two skeletons nearest him vibrated to pieces, but two of the small ones leapt for his sides, remarkably agile for things devoid of muscle. Pinkbeard, still wailing, kicked at them until they dislodged, while maintaining his death grip on Hushbeard's neck.

"There's so blasted many of them!" Star Swirl reared back, loosing a lightning bolt that struck one, then another, then another. The energy crackled over the bones of each monster until they fell apart at the joints.

"Too many!" Rainbowbeard said from above. He slammed one of the pig creatures down into a dog and used its spear's haft to scramble two of the smaller ones before it, too, broke.

Sweat rolled down Prancebeard's face as he conjured a plane of force between himself and the onrushing skeletons. "We must make for the stairs, or I fear we shan't escape this place alive!"

Star Swirl kicked at one of the small ones, reducing it to powder. Sending a blast of magical energy to bolster the other unicorn's weak shield, he roared, "Aye! Clear a path, lads!"

Rainbowbeard sprang into action before Star Swirl had finished speaking, wrenching a spear away from one of the pig-things and clutching it in his teeth. With a powerful sweep of his wings, he drove forward, jaw clenched tightly around the spear haft. The ends were at just the right height to drive through the necks of the pig-things to either side of him, divesting them of their heads. He plowed a line toward the stairs, stopping only after a dozen had fallen and the spear broke.

"Path's begun!" He spit out the butt-end of the haft and drove the point through the eye socket of a dog-skeleton, tethering it to the ground. Wrenching its body free of its skull, he used it as a club, driving back the smaller creatures surrounding him. "Forward! Your lives depend on it!"

Applebeard surged ahead, lashing out and felling skeletons with each blow. Star Swirl let Hushbeard and Pinkbeard move ahead of him, helping Prancebeard shore up their rear defense.

As Pinkbeard continued to wail, Hushbeard ground his teeth. He paused, letting Applebeard past and stomping on anything that got too close. When enough space had been cleared, he clamped his hooves over Pinkbeard's.

"Hold on, fool, if you value your life."

"Wh--"

Hushbeard stood, whipped Pinkbeard off his back, and whirled. As they spun, he weaved the bard up and down, felling skeletons of all sizes in a wide swath around them. They moved gradually forward, stopping only when Applebeard had to duck under the flailing hooves. It was then that Pinkbeard finally stopped screaming.

"Methinks," he moaned, lying on his back as his eyes spun, "that I'd like it if I were not green."

"Put a sock in it!" Rainbowbeard snapped. He leapt forward, crushing two skeletons together, and placing a hoof on the lowest step. "Star Swirl, move your rump!"

The others piled in behind him, skeletons crowding around the landing but harried by the stairs. Star Swirl and Prancebeard pushed through the bottleneck, magical barrier keeping the horde back, if only just. It clamped over the mouth of the tunnel at the top of the stairs as they rejoined their companions.

"Can you hold it a mite longer, lad?"

Prancebeard swallowed and nodded.

"Good. Hushbeard!" Star Swirl bellowed. "Lend me your strength!"

Hushbeard gave Star Swirl a confused look, but moved to his side. The unicorn placed a hoof on him, channeling magic through his horn and squeezing his eyes closed. His voice rose in a primal shout, growing in pitch and intensity. Cracks appeared in the magical barrier as skeletons hammered on it from the other side.

Star Swirl's eyes snapped open. "Why does it not work?"

He cast a look of confusion at Hushbeard, whose expression provided no answer. Star Swirl's frown deepened.

"Applebeard, you as well! I need more power!"

Applebeard shook his head as he moved to Star Swirl's other side. "I've nae clue whit yer on aboot..."

Star Swirl slapped his hoof against Applebeard's shoulder, closing his eyes once more. This time, the room shook with the intensity of his voice. The barrier before them broke, but the first skeletons who entered were crushed as rocks fell, sealing off the entrance.

Rainbowbeard and Prancebeard let up a cheer, Prancebeard lighting his horn once more. When the shaking stopped, Star Swirl opened his eyes, nodding to Applebeard and Hushbeard, his gaze lingering on the latter.

"Geomancy is easiest when aided by a strong earth pony."

"Feh." Rainbowbeard shook his head. "You picked the wrong pony to help you, Star Swirl."

Star Swirl whirled on him, scowling.

"I grow weary of your foul attitude, Rainbowbeard the Swift!" He stamped a hoof, shaking the tunnel walls, and lit his horn brightly enough that Rainbowbeard had to shield his eyes. "Pray keep your mouth shut, lest I see fit to shut it for you!"

He stomped off down the tunnel. "Come on. The only way is forward."

Rainbowbeard watched the others trudge off behind Star Swirl, mouth agape. Prancebeard gently closed it with his magic as he passed.

"Best not to attract flies," he said softly. "Who knows what they've feasted upon, down here."

With a look that could curdle milk, Rainbowbeard crossed his arms over his chest and gloomily followed after. "I still blame your singing."

From that point, the tunnel was wider than it had been on the approach to the graveyard chamber, and the upward incline more pronounced. In the same way, the winds grew stronger, though it was necessary for Rainbowbeard to spread his wings at intersections to find its direction.

Now more than ever, the tunnels twisted and turned, branching in all directions every now and again. Down darkened halls, they caught glimpses of wide rooms, alcoves, and doorways, not to mention statuary, frescoes, and even the desiccated remains of plants that had not seen light in centuries.

They were the closest things to living creatures haunting the undermountain. While it was obvious that someone had once lived down here, they had left nothing of themselves behind. Outside the graveyard, only the wind caused anything to move.

"Truly now," Star Swirl said, his hushed voice sliding off the walls, "apprehension grows within my breast. I can think of no source to this wind but a monstrous one."

The others silently nodded. Onward they trod.

After one such intersection, the tunnel curved sharply to the left and the incline steepened further. Features set in grim determination, the six stallions readied themselves for what was to come. When before, their steps might have been hesitant and their minds distracted by the twists and turns of the tunnels, now they marched forward in lockstep, heads down and hooves pounding the stones.

Even if Pinkbeard did start nibbling his halfway up.

The passage spiralled ever upward, and at each turn, the winds grew stronger. First the non-pegasi felt them. Then their beards ruffled. By the third revolution, Star Swirl's bells tinkled lightly. Always, the breathing grew louder and more inescapable.

"This is it," Star Swirl said quietly. "Prepare yourselves."

One final turn, and the passageway opened into a cathedral.

The room was not as wide around as the graveyard, yet it was at least twice as high. The walls were smoother than the other chambers, with no stalactites nor stalagmites marring the contours of the expanse. It was merely a graceful egg-shaped dome rising above them.

Inexplicably, they could see clear as day, though no source of light was obvious. And what they saw was not what any of them had expected. On the far side of the chamber, at the end of a smoothed-out path, sat a throne. Even from the entrance, it loomed above them, carved from the rock face with a plethora of star bursts and harsh angles. Whatever ruler it might have seated would have been utterly dwarfed by it. They hoped.

As they stepped from the tunnel's darkness into the light of the chamber, a mighty roar rattled their teeth. The wind blew their beards and clothing backwards. This, then, was the eye of the storm, the source which they had so long sought.

And it stank.

"Pee-yew!" Rainbowbeard's face contorted into a grimace as he held a hoof to his nose. "Applebeard, calm yer nethers! I'm right behind you!"

"'Tweren't me, ye gowk featherbrain!" Applebeard shouted, insult just barely winning out over disgust.

"Hush!" Star Swirl stepped between them, pointing ahead.

As the sextet squinted at the mammoth carved throne, they could just make out a figure atop it. It lay on its side, unmoving. Exchanging looks, they crept toward it, weathering another blast of wind. As the figure came more into view, however, they dispelled any attempt at stealth.

The thing was not just tiny, but wizened. Whatever it had been in life, death had shrunk its dimensions to that of a foal. They approached within three body lengths of the throne, at the base of the great steps leading upward, and could make out the lines of a wide mouth cast in a permanent frown in the wrinkled, desiccated flesh. Its only clothing was a tattered, faded vest that had once been a deep maroon, and a simple crown with haphazard points, which ringed a floppy cloth hat.

"Here lieth the... the great King of the mountain," Hushbead intoned. "Whoever he was, may he and his subjects find eternal rest."

They bowed their heads.

The silence was broken by the sound of coughing, and the coughing was broken by the sound of screaming.

The figure upon the throne sat bolt upright, its joints and skin creaking and cracking under the weight of ages of disuse. Clouds of dust poured from its mouth as it hacked and sputtered, and more dust sloughed off its body.

Pinkbeard jumped into Hushbeard's arms. Rainbowbeard jumped into Star Swirl's. Applebeard and Prancebeard clutched at each other, teeth chattering, until a hoarse voice tore through the great room, echoing though tiny and brittle.

"Wa... ter..."

Prancebeard moved before any of them could think, leaping to his hooves and rushing up the steps while pulling his canteen from his saddlebags.

"Drink," he said, pushing it under the creature's face with his magic.

The canteen was accepted and drained with all haste. As the creature drank, its skin uncreased and grew slightly glazed. Jowls filled out, and a wrinkled brow and numerous warts and blemishes became more pronounced.

When he had finished the water, the creature tossed the canteen aside, wiped his arm across his lips, and belched. "Thanks!"

Prancebeard blinked and swallowed, retrieving his canteen. "Y-you are welcome." He backed slowly down the stairs, never taking his eyes off the being before him.

The creature flexed his arms, wincing as his joints continued to pop. Rubbing at his eyes, he blinked several times, then looked over the ponies before him as if noticing them for the first time.

"Ponies..." His voice was deep and gravelly, now that he had quenched his thirst. "Not seen ponies in long time. Look different."

Said ponies glanced at one another.

"Who might you be?" Star Swirl asked, wariness warring with politeness in his voice.

"Oh!" The creature slapped his palm against his temple and winced. "Nap for thousands of years and forget manners. I am Hugo, King of Grundles!"

Another round of exchanged glances.

"Grundles?" said Rainbowbeard. "Never heard of 'em."

Hugo grinned. "Not surprised. Grundles all ascend centuries ago."

This earned more confused looks.

"This 'ere 'ascendin'' wouldnae have anythin' t' do wi' the 'orde o' undead monsters what we fought on the way 'ere, would et?" Applebeard scratched at his beard, grimacing.

Hugo shook his head, frowning. "No." He sighed. "Troggles, Bushwoolies, Furbobs, not enlightened like Grundles. Weighed down by regrets." He closed his eyes. "Sorry to hear they still angry. Apologies."

Star Swirl stroked his beard. "If the Grundles 'ascended', as Your Highness says, why are you still here?"

Hugo spread his arms. "Someone had to close door behind!"

"Anypony else notice the wind's stopped?" Rainbowbeard whispered, earning an elbow in the side from Applebeard.

"Oh." Hugo laughed. "Apologies for snoring."

"No need, Your Highness," Prancebeard said, shaking his head. "And let us not forget our manners. I am Prancebeard the Dashing. These are Rainbowbeard the Swift, Hushbeard the Gentle, Pinkbeard the Pink, Applebeard the Stalwart, and Star Swirl the Bearded."

The smile on Hugo's face threatened to crack the sides of his already impressive jawline. "I sense theme! Which is Pinkbeard?"

"The green one," Star Swirl said, his expression flat.

"Wonderful!" Hugo nodded. "Ponies and Grundles were always friends. Can we still be? Well, that depends!"

"Depends on what?" asked Hushbeard, wariness in his voice.

Hugo put a hand to his shoulder and tried swinging it in an arc. He only made it halfway around before wincing. "Still worn out from nap. Too weak to do anything. Ponies have food?"

"I've trail rations, though not much," Prancebeard said immediately, holding forth his saddlebag. Hugo seemed entranced by the magical display, simple though it was, and stared at the bag for a few moments before sniffing it.

"Hmm. Smells good. Not right kind, though." He smacked his lips. "Need strength to ascend."

Prancebeard glanced back at the others. "Er, ascend...?"

"Yes!" Hugo spread his arms once more, grinning. "Been waiting long, long time. Now ponies are here, can close door behind me."

"That'd leave us stuck in this mountain!" Rainbowbeard flew up, thrashing his arms. "We came all this way thinkin' your windbaggyness was an exit! I can't fly everypony out that hole up there!"

"Ponies still fly?" Hugo blinked at him, then scratched his side. "Good news!" He nodded. "Don't worry, friend Rainbowbeard. When strength returns, will open door. Then you can go out and explore!"

"I do rather like how he rhymes now and then," Pinkbeard said to Hushbeard, smiling.

"Very well," said Prancebeard, turning back to Hugo, "we shall help you recover your strength. What sustenance do you require, Your Highness?"

Hugo grinned. Unlike all the smiles he had so freely given out up till then, this one was different. Cold hunger glinted in his eyes. His lips curled back like those of a predator. Most of all, the ponies became very aware that his teeth were serrated as he drew out a single word, savoring it.

"Flesh..."

The six ponies swallowed audibly.

"F-flesh, you say?" Rainbowbeard said, beard braids aquiver.

The King let out a few hacking coughs, which they slowly realized was actually laughter.

"Kidding." All animalism faded from his countenance as he gave them what could graciously be called a smile. "Only need blood. Flesh just a joke. Not so bad when you hear that spoke."

The ponies looked at each other.

Rainbowbeard's mouth hung open. "Did he just--"

Hushbeard held up his hoof, stopping him. "We've neither, I'm afraid."

"Oh well." Hugo shrugged and yawned. "It okay. Will probably continue nap. Maybe hundred years, maybe two. Was nice meeting you ponies."

"Wait!" Prancebeard stepped forward. He looked back at his companions, his expression tight. They regarded him with a mix of wary anxiety.

"Take from me what you need."

"What?" shouted Rainbowbeard, Star Swirl and Applebeard. Pinkbeard's mouth hung open and Hushbeard took two steps forward.

"You can't be serious!"

Prancebeard swallowed. "I am." He turned back to Hugo, scanning the wrinkly visage as he spoke. "We are in need of passage through the mountain so that we may complete our quest, and you need to reach your ascension, whatever that may be. Neither can be accomplished unless you have the... blood you require to regain your strength. Therefore, take of me what you need, and we shall each have what he desires."

Hugo tilted his head, regarding Prancebeard as one regards a desert mirage while trying to decide if it is real. "You sure? Could hurt."

"Hesitate no longer!" Prancebeard shouted, shutting his eyes. "Just do it!"

"Okay, if you say..."

Hugo stood, letting out a pained cry as his back hitched. Bending at the waist, he took his time dismounting the throne, step by shaky step. At his full height, the top of his crown only came up to the styled purple goatee. He placed a hand on Prancebeard's shoulder, and the unicorn shivered.

"Will make sure not to take too much, okay?"

Prancebeard nodded sharply, still shaking and keeping his eyes shut. He unbuckled his peytral with his magic, exposing his neck and the top of his withers.

With great effort, Hugo hauled his way up onto Prancebeard's back, leaned over, and bit into the base of his neck.

Prancebeard shouted and the stallions rushed forward, but at the sound of their hooves clattering against the rock, Prancebeard turned.

"Stay back! Let him..." He grit his teeth and sank to one knee, peytral clattering to the stone as his magic flickered out. "I-i-it's not so bad, really..."

"Prancebeard..." Hushbeard took one more step forward, faltering.

Hugo coughed and sputtered, spraying the back of Prancebeard's neck with little red flecks and revealing the small holes in his skin. Prancebeard sank to all four knees, panting, a sheen of sweat across his forehead.

"How can you choke on blood?" Rainbowbeard's wan coloring belied the force of his voice. "Have you never done this before?"

The King shook his head. "Grundles not usually drink blood. Prefer meat. But after Kingsleep, blood better." Leaning up, he murmured to Prancebeard, "Almost done. Can feel it working."

Sure enough, his joints no longer creaked when he moved, and his skin was supple and smooth, glowing in the dim cavern light.

"Good blood, tastes noble."

"Th-thank you?" Prancebeard's voice was stretched like a violin string, audible only thanks to the cavern's acoustics.

Hugo resumed sucking at the holes, and Prancebeard visibly wilted. His eyelids fluttered, and his breath came in long, ragged streams. Again, the other ponies stepped toward the dais, lips taut and gazes never leaving him.

"Hold on, Prancebeard," Star Swirl murmured.

With a sharp inhalation, Hugo rocked back. Prancebeard rocked forward and sprawled over the top steps, wheezing and unable to move. The ponies rushed forward but were repelled as light poured from Hugo's skin. It was strong enough to warm them, and for a moment, even Prancebeard forgot that he was at death's door.

Hugo rose into the air, accompanied by the tinkling of ethereal bells. Light poured across the stone walls, sharpening creases worn by time. From his back sprouted two feathery wings of pure radiance, and his crown rose to float above his head. Gone were his warts and wrinkles, replaced by smooth skin and a majestic, rugged face, truly befitting a King.

"By the stars above," Star Swirl whispered.

When Hugo spoke, his voice resounded like a stringed orchestra, mellow and beatific.

"At last... I can go home..."

"What're you doing?" Rainbowbeard grabbed Star Swirl by the beard, shaking his head. "Stop being impressed!" He turned to Hugo, who floated slowly upward, and shook his hoof. "What about Prancebeard! Are you just going to leave him to die?"

"Aye, an' what about the exit?" Applebeard added, matching Rainbowbeard's fury.

"Oh," said Hugo, opening eyes that sparkled with stars. "So much excitement. Almost forgot."

He raised one arm slightly, and Prancebeard was suffused by light as bright as that which had come with Hugo's transformation. The other ponies backed down the stairs, repelled by the luminance. When the light dissipated, Prancebeard remained, hale and whole, asleep on the stone dais.

The others rushed to his side and he groaned. They helped him to his hooves, ascertaining that he was, indeed fully healed. Then they knocked him right back over with hearty back-slapping.

"Other friend needs aid," Hugo intoned, lifting his other arm. Pinkbeard glowed with the same light, returning to him his original pinkness.

"Oh happy day!" he shouted, leaping up and clicking his hooves together. "At last, I am restored!"

"And now, debt repaid," Hugo intoned, lifting toward a glowing blue hatch that had not been in the ceiling of the cavern moments before. "Be well, friends! Remember me!"

"But the door!" Star Swirl shouted.

"Close door behind," Hugo called back, "another you find!"

With that, he entered the hatch, vanishing in the brilliant light pouring forth from it.

Rainbowbeard crouched, but Star Swirl placed a hoof on his shoulder.

"I suspect 'tis not material." His horn glowed, and he strained, trying to force the hatch closed.

"It won't budge!" he grunted. "Move, curse you. Move!"

"Um, Star Swirl?" Prancebeard said, his voice shaking. "You may wish to close it sooner than later!"

A long pink tentacle poked through the hatch from the other side, accompanied by an unearthly roar. The appendage streaked down towards them, and Prancebeard and Pinkbeard shouted in alarm.

Straining, Star Swirl shut his eyes. When the tentacle had reached halfway to the floor, he finally was able to move the hatch, which slammed shut with enough force to sever it. The thing behind the hatch screamed in pain, while its lost extremity fell to the floor, exploding when it hit the ground and showering them in pink goop.

"When I die," Star Swirl said as the ectoplasm evaporated from them, leaving behind only a foul stench and a sensation of moist wrongness, "be sure I am cremated."

Once it had dissipated fully, the cavern shook. Something beneath them rumbled, and they backed down the steps.

The great throne split down the middle, and the two halves slid apart to reveal a passageway beyond. When it had widened enough that they could have fit through six abreast, the rumbling ceased, leaving the cavern to reverberate with the machine's roar.

"Now that is a door!" Rainbowbeard said with a grin.

Star Swirl let out a breath and smiled at Prancebeard. "'Tis good to have you hale and whole once again, lad."

"Aye, an' it is," said Applebeard.

"Aye!" said the other four.

"I've one question for you, though," Star Swirl continued.

Prancebeard shrugged, reclaiming his peytral and buckling it back into position. "Ask."

"How did you know the King would heal you once he'd ascended?"

Prancebeard was silent a long moment as he checked over his armor.

"I didn't."

Unlike the rough hewn tunnels they had traveled before, the new one was mostly smooth, the floor especially, though still dark as any. It took a slow right turn with a gentle slope upward, and they made good time.

The temperature steadily fell as they climbed. More and more ice crystals coated the walls, the ceiling, and finally the floor, bringing them to a halt. The winds picked up as teeth began chattering and Star Swirl tried to remember a heating spell.

Then a sound floated through the dark tunnel that chilled their blood: a low, ghostly whinny that they had all heard but three years earlier.

"It can't be," Star Swirl gasped, his voice hitching in his throat.

IT IS

The wind howled and snow burst forth from up the tunnel along with three ethereal white figures. Their frosty breath chilled the air further as they swirled around the six ponies, who clustered in the center of the tunnel, teeth bared and eyes wide.

LOOK AT THE LITTLE PONIES

OFF ON A LITTLE QUEST

THINK THEY'RE CLOSE TO WINNING

"Leave off, ya monsters!" Rainbowbeard said, taking a step forward and swiping at one. His hoof passed through it. "Our kind's burnt you to ash before, and we'll do it again!"

At the sound of his voice, the others stirred, straightening and glaring at the windigoes in anger rather than fear.

"How are you even here?" Star Swirl asked this more of himself than anyone else.

LITTLE PONIES TRIED TO BURN US

TRIED TO MAKE US GO AWAY

NOT SO EASILY BEATEN ARE WE

"Dinnae try an' stop us," Applebeard said. "We'll turn ye to water faster 'n you kin blink!"

WE WERE WEAK BUT WE GROW STRONGER

ASKED THE STARS TO GET RID OF PONIES

STARS ANSWERED AND NOW IT'S TOO LATE

The chill that ran down Star Swirl's spine had nothing to do with the temperature in the tunnel. "W-what do you mean, 'too late'?"

The windigoes responded with a harsh, biting whinny of laughter.

ALMOST AT THE END

GO SEE FOR YOURSELVES

GO SEE WHAT HAS PASSED

They laughed while the stallions took shots at them. But hoof and tooth, lute and magic alike passed through them without effect. The windigoes blew frost upon them, chilling their armor.

"The fire of friendship lives in our hearts," Star Swirl intoned, closing his eyes. He concentrated on Clover's face and felt something spark in his horn. "So long as it burns..." He grunted and strained, sweat beading on his forehead as a bird-sized heart surrounded by fire took shape above his head.

"We shall not drift apart!"

He opened eyes blazing with white energy and the heart pulsed once. The windigoes cried out as the small heat shockwave evaporated them. The ice on the walls and floor receded immediately. All was still save for Star Swirl catching his breath.

"Never could... figure out... how she made it... look so easy..."

Applebeard helped him to his hooves, but was brushed off.

"No time," Star Swirl grunted with a shake of his head. "To the exit, and quick!"

He galloped off, and the others followed without hesitation. It was another turn before they saw dim light ahead, and a half turn after that they caught sight of the exit. They charged out of the tunnel into the evening air, finding themselves atop a cliff, a single path winding down the rock face to their left.

They stood for a moment, taking in fresh air free of winter's chilly sting. To the north, the ruins of a castle poked up from the trees, merely a day's journey away. Presented with their destination, their hearts lifted. But as they tracked over the black treetops of the Forest Ever Free, one by one their faces fell just as quickly.

In the distance, the spires of Canterlot Castle rested above the mountain. In the waning light of the sunset, the houses and shops of Canterlot proper skulked alongside the streets.

Save the ones that floated upside-down above the ground.

The trees had been painted in garish stripes, polka dots and swirls. The mountain itself sported a tartan of green and purple. The fields were too far away to make out what, exactly, grew in them, but it was definitely moving.

Above the town, a shadow stretched over the land, one they had seen only in the recreation of a dream. It turned toward them, waved, winked, and blew a kiss.

Star Swirl's heart sank. His jaw quivered and his knees shook. He felt as though his magic had been drained completely away as the words of windigoes returned to him.

"We're too late."

Author's Note

Sorry for the wait. D: Yes, that Dark tag has suddenly kicked in! This won't be the last time we get copious amounts of scaryhuge battles or blood, but it is the most important. The blood-drinking scene is in fact the scene that I wrote the story around! Okay, originally it was flesh-eating instead, but Chris convinced me to change it (thanks, Chris!). Have an excerpt from my notes to myself:

"unhesitatingly, Prancebeard offers himself up to be snacked upon; the others are like, wtf mang art thou srs"

But srsly, once I came up with "letting yourself be eaten" as the ultimate expression of generosity, I knew what needed to be done with this goofy story idea.

I'm writing a lengthier-than-usual A/N because it will likely be a few months' wait for the next chapter, again. :( I'm sorry, but you'll find more info here if you haven't read that journal already. (I did tag this!) I will try and work on EUH when I can, it's still a huge priority for me, I just won't have as much time over the next three months to do so.

And yes, the Grundles, Fur-Bobs, Troggles and Bushwoolies all come from G1. This isn't part of my Grand Unified Theory of MLP, believe it or not. I've been building G4 on the ruins of G1 since before it was cool. :V

Anyway, you can expect things to ramp up from here! What will the ponies do now that the spirit of chaos has conquered Equestria? Stay tuned!

Epic Loyalty

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Loyalty

The shadow in the distance laughed and cavorted across the Equestrian countryside, stirring up balloons from the long grasses and painting trees with jam and marshmallows. On a mountaintop far from the chaos being wrought on their home, six ponies shared wilted looks. Heads hung. Hooves shuffled. Prancebeard shuddered at the horrible, clashing tartan covering the mountain. Applebeard did likewise.

Then Rainbowbeard took to the air.

"Well," he declared, "that's it, then. I'm done."

Shocked gasps accompanied five heads turning skyward.

"Have I dirt in mine ears?" Star Swirl knocked a hoof against the side of his head. "The great Captain Rainbowbeard the Swift, turning his back on an oath?"

"Bah!" Rainbowbeard crossed his hooves over his chest. "I never thought this quest was anything but a lost cause. I've never liked any of you, either! So now that we've wasted our time and failed, I see no reason to continue with you lot. I'm taking my leave." He backwinged to the cliff's edge.

"Where will you go?" Prancebeard stepped forward, blinking as though staring at the sun. "We're surrounded by leagues of deadly forest! There is no longer an Equestria to return to!"

"What's it matter to ya?" Rainbowbeard spat on the ground, moving farther away. "I'd wish you all luck, but honestly, I don't care." And with that, he turned and zipped off into the forest, a quickly vanishing rainbow trail marking his path.

Prancebeard turned to Star Swirl, horror written across his face. "Star Swirl, do something! Stop him!"

"Aye! We cannae jist let 'im scarper!" Applebeard gave Star Swirl a second panicked look.

Pinkbeard crowded Star Swirl's personal space. "Oh, say an incantation, bind his hooves! We mustn't let the journey end like this!"

Star Swirl let out a long sigh and turned back to gaze over the valley where Equestria lay in paisley ruins. Somewhere down there, King Obsidian sat, hoping beyond hope that they would return with something to fight back the chaos. Prince Asbestos would be cowering in a corner somewhere with his mother and sister. Clover, Pansy and Smart Cookie would be doing their best to fight against impossible odds. Every pony in Canterlot was counting on them.

He closed his eyes and drew in a breath. "Let us not lose hope, my friends. Evil has come to this land, but we may yet find something to counter it. Much as it would please me to be rid of Rainbowbeard's poor attitude..."

He glanced at Hushbeard, who returned his gaze levelly and gave him a slight nod. Star Swirl gritted his teeth.

"No, nevermind. Good riddance, I say!"

The others gasped. Star Swirl moved to the side of the cliff, where rough stone steps traced a path down into the forest.

"You cannot be serious!" Hushbeard exclaimed, following him. "To leave Rainbowbeard to the tribulations of the forest?"

Star Swirl snorted and pointed to the castle spire, visible above the distant treetops. "There lies our goal, within sight! This has not been a waste of time, we are closer to victory than ever, and I have never liked him, either! So begone with Rainbowbeard the Dolt!"

He descended the steps. The others gave each other worried looks, following with heads low as Star Swirl kept grousing.

"We. Don't. Need him."

"I suppose," Hushbeard said, swinging lazily in his wrappings, expression calm, "that I should have expected to find arborachnids here in the Ever Free."

Star Swirl struggled like a madpony, but the sticky bonds held him fast: a white, pony-sized bundle suspended from the trees. Thousands of leaf-shaped spiders crawled along the webs, reinforcing the strands holding the five of them in place.

"Come off it, Hushbeard," he grumbled. "At least try not to sound so blasted excited."

"However shall we wrest escape from this?" Pinkbeard asked, in between gnawing at the webs holding him.

"Mff fmm mm fmfmmf!" Prancebeard offered. He couldn't be seen, given how much of webbing covered him.

Applebeard, hanging upside-down, swallowed loudly. "Ach, were but we'd 'ad some air support!"

Above them, the spiders skittered to the crook of a large tree, massing into a house-sized blob. Eight long, thick legs sprouted from its edges. Six blazing red eyes opened in the head; sharp mandibles that dripped thick black ichor formed below them. A sickly-sweet stench, the same that had led them into this trap in the first place, wafted outward, making the ponies drowsy.

"We don't need him," Star Swirl growled. He shook his head, snorted, and his horn flared with burning light.

"Unusual, methinks, to see a moth that breathes a flame. And strangely large, as well!"

"Thank you, Pinkbeard!" Star Swirl whooped as he dodged another gout of fire, continuing their charge to the river. "What a keen, observant mind you have!"

"If only one of us could take that beast on face-to-face," Prancebeard said, leaping nimbly over a log moments before Hushbeard merely plowed through it. "In the sky, as it were!"

Applebeard had pulled ahead of them and held a tree branch back in his teeth. Once they had passed, he released it. The boulder tied to its end whipped forward as the titanic moth reared back to loose another blast of flame. It made angry moth noises as the boulder smacked into it, and together, they sailed off over the trees.

"We're doing well enough on our own," Star Swirl grumped, casting a spell that would let them ford the river. "Just dandy! We don't need him!"

"Ah've nae words tae describe what we're seein'!"

Star Swirl dodged left past a bolt of lightning and had to stop short before he ran into a blast of frost. Poison, hot sands and pure magical energy rained down from three more heads.

"We're doomed!" Prancebeard wailed. His shield shuddered with the impact of every rock aimed at himself and Pinkbeard. "Doomed, I tell you!"

"Its weakest spot is at the top, I fear!" Pinkbeard shouted as he tried his best to return fire with those same chunks of rock.

Hushbeard roared and slammed into the side of the beast, only to be batted away by one of the heads. "Would but we had somepony who could fly--"

"All right!" Star Swirl bellowed, casting a magical mirror to reflect the creature's attacks. "We'll go find him!"

The others shared grins before turning back to the matter at hoof.

Dealing with the whatever-it-was had taken the better part of an hour. When they were finished, the five stallions were battered, bruised, burnt and thoroughly be-muddied. Wordlessly, they agreed to resume, or rather, begin, the search in the morning, as they were too weary and filthy to do more than collapse in the nearest clearing and sleep.

The morning came upon them, soft and still. Breakfast was light and conversation awkward.

"It seems the forest has seen fit to leave us be for the moment," Hushbeard rumbled.

"Aye," said Star Swirl. "But will it lead us to Rainbowbeard as well?"

"I suspect," said Applebeard, picking at his teeth, "it might help if'n we listen fer 'im runnin' 'is big geggie."

Wordlessly, they packed up their camp, each knowing that the task before them was even more impossible than that which they had first set out on. Given his speed, Rainbowbeard could be leagues away, in any direction, with nary a speck of rainbow for them to follow. Had they not run into him twenty minutes outside their camp, they might've wandered for days.

True to Applebeard's jesting, they heard him before seeing him, along with three other voices raised in mellifluous harmony.

"Whatever he is up to sounds like fun!" Pinkbeard rushed forward, only for Prancebeard to hold him back with his magic.

"Caution." Star Swirl took point, creeping through the undergrowth toward the voices.

In a clearing shrouded by trees, a pool of water steamed. Reclining against its side was a smiling Rainbowbeard. He had his arm around a mare as bright as the red in his beard, who was busy rubbing his chest and whispering in his ear. At his hooves, a yellow mare and a blue one giggled and splashed each other. His armor lay in a heap on the shore.

"Such idyll I'd not have expected in this wood," Star Swirl muttered. "I do not trust it."

"Nor I," Applebeard whispered. The others nodded, and Star Swirl stepped out of their hiding place.

"Ahh, Star Swirl!" Rainbowbeard said, looking up. He grinned as though no foul words had ever passed between them. "Good of you to join us! Wouldn't you believe it, I've found a paradise right here in the Ever Free! Are the lads with you?"

Star Swirl hesitated, but signalled, and the others emerged from the undergrowth.

"Excellent!" Rainbowbeard splashed the water in front of him. "Star Swirl, Applebeard, Prancebeard, Pinkbeard and Hushbeard, these are Melody, Harmony, and... Err, was it Accompaniment?" He leered at the yellow mare, who tittered and splashed him.

"Rhythm, foul cad!"

Star Swirl's eyes widened as yellow flukes broke the surface behind her, nor did he miss the other two, eying him with suspicion.

"They're seaponies!" Rainbowbeard declared. "Who are not only not myth, but dashedly hospitable!" He gave Melody a squeeze, and she nuzzled his neck.

"Well, come on, gents, there's plenty of pool to go around! You'll have to fight for the mares though, ha ha!"

Said mares shared in his laughter. Star Swirl frowned at them.

"Rainbowbeard, if I may call thee friend again, I would ask thee to rejoin our quest. Hast thou forgot it?"

The mares tensed.

"Pah!" Rainbowbeard waved a hoof at him. "Forgot it, and glad to've! We've all had hard travels, we deserve relaxation, wouldn't you say? Come, Prancebeard, surely you're feeling filthy and could use a soak!"

Star Swirl glanced to Prancebeard, who swallowed.

"I-I could..." He grimaced. "But it might be best if we moved on. There's time for well-earned rest when victory has actually been won, after all."

Rainbowbeard hmphed. "Well, how about you, Pinkbeard? No doubt you've missed being able to have any fun out in this forest!"

"Well..." Pinkbeard swallowed, glanced around at his companions, and hung his head. "Nay. The time for revelries will come when victory is had, and not before."

Rainbowbeard scowled. To the mare at his side, he said, "Can you believe these stallions? For would-be adventurers, there's nary an adventurous bone in their bodies! Surely Applebeard sees the merit in what these lovely ladies have to offer?"

Applebeard stomped forward, snorting. "Ach, yer a right git, Rainbowbeard! 'Ave ye no remembered I'm wedded? Ye dunderheided, featherbrained--"

"Er, um." Rainbowbeard cleared his throat. "My apologies." He sighed. "Hushbeard?"

Hushbeard only shook his head.

"Star Swirl?"

Star Swirl glared at him.

"Didn't think so. Right." Rainbowbeard stood, startling the seaponies, who clamored and entreated him to stay.

"Would that I could, ladies, but there's naught to be done for it. They're right, I've had my fun, but I've an oath to uphold, much as I dislike it. 'Tis time to rejoin as I'm bidden." He inclined his head to Star Swirl and made to leave the pool. "Many thanks for your--"

That was when Melody hissed and clamped her hooves around his leg. Rainbowbeard yelped, falling back into the water with a splash, and the seaponies dove for him, fangs bared, snarling like wild beasts. The stallions dashed forward, only for Rhythm to heave herself onto shore and swing her hooves wildly at them. Her eyes burned with white fire.

"Out of my way!" Star Swirl grabbed her by the tail with his magic and yanked her into the air. The other four charged forward to the water's edge, but they needn't have.

Rainbowbeard shuddered, shaking his head again and again as he tried unsuccessfully to climb from the pool. Behind him, the other two seaponies floated in the water, unconscious. As Applebeard and Hushbeard pulled Rainbowbeard from the pool, green fire flashed from its center.

"By the stars!" Star Swirl sucked in air through his teeth. "The shapeshifters again!"

"You are our playthings!" hissed Rhythm, reverting to her black-carapaced form.

Star Swirl scowled and flung her over the treetops.

"Throwing monsters into the forest grows dull." He shook himself and turned to Rainbowbeard. "How is he?"

"Not well, I'm afraid," Hushbeard said. He lifted Rainbowbeard's head to show the numerous bleeding puncture wounds on his neck and shoulders.

"I'm fine," Rainbowbeard mumbled, batting at Hushbeard's hoof. "Jus'... get m' armor..."

"You are not fine," Prancebeard said, helping bind Rainbowbeard's injuries. "You should stay here to rest, for a night at least."

"I said I'm fine!" Roaring, Rainbowbeard righted himself, though his legs wobbled. Shaking his head twice, he blinked and moved to retrieve his gear. "I've had time... to think," he said, his speech slurring. "I believe I've found the best course for our journey to continue."

"Leave us not in the dark, then!" said Star Swirl. "What've you found?"

Rainbowbeard waited until he was fully kitted out once more before replying with a grin.

"Follow me."

"D'ye ken aught's amiss?"

Applebeard's question struck Star Swirl oddly. For sure, they had been blindly following Rainbowbeard for the better part of an hour as he started, stopped, started again, changed direction, mumbled to himself, changed direction again and generally led them in circles.

"No, not as such," he said, keeping his voice low.

Applebeard scoffed. "Ach, you as well? The others didnae suspect aught, but I figgered you at least... Did ye no notice we're blunderin' about like headless chickens?"

"I'll admit Rainbowbeard's route seems circuitous, but I trust he knows where he's bound."

Applebeard made a choking sound. "Y'didnae hear him mutterin' t' himself like a madpony, then?"

"Aye, I did," Star Swirl said slowly. "But he's had a rough time of things, Applebeard. And, if I'm to be honest, I've been rather short with him myself, which I regret. I'm trying to give him space."

Star Swirl let out a 'hrk' as Applebeard stopped, swung about, and grabbed him by the collar. Star Swirl was taken aback by the intense fire blazing in the other stallion's eyes.

"His och's a-glow!" Applebeard roared. Prancebeard and Hushbeard shushed him and he cringed, glancing at Rainbowbeard.

"Ye might be daft," Applebeard continued in a harsh whisper, "but yer no' blind, too. Jes' look at 'im, Star Swirl!"

Star Swirl looked. Rainbowbeard, seemingly unaware of Applebeard's outburst, mumbled to a tree as the others waited behind him, equally unaware that anything was amiss. When Rainbowbeard lifted his head, blinking as if stepping into the sun, Star Swirl did note the odd green shimmer to his eyes.

"After all we've been through," he murmured, "is that truly the strangest thing you've seen?"

But even as Applebeard regarded him, gaze level, Star Swirl felt the words crumble like ash in his mouth.

"Let me handle this," he said, and picked up his pace till he was shoulder to shoulder with Rainbowbeard.

"Friend Rainbowbeard," he said loudly, "how fare your wounds?"

"Mm huh?" Rainbowbeard's head swivelled drunkenly, and it took a moment for his eyes to focus on Star Swirl. "Fare? Fare... fairly well."

Star Swirl stumbled as Rainbowbeard let out a high-pitched giggle, only to return to mumbling to himself.

"No... 'S right around the... But they are... No, no, 's fine..."

Glancing back, Star Swirl saw the signal from Applebeard. He cleared his throat.

"Rainbowbeard, might you tell me again where it is we're headed?" They continued a few paces more. "Rainbowbeard?"

"Uh, hm?" Rainbowbeard didn't look at him. "Going, yes. Almost there, almost there." He shot a lopsided grin at Star Swirl. "Here, here, look, you'll see, yes?"

Holding up a hoof to Applebeard, Star Swirl looked where Rainbowbeard indicated.

They had come to a part of the forest that appeared as any other. It was dark and forbidding, the foliage rising up like walls, ever more impenetrable the closer one got. There was, in fact, little of any real note, discounting the big plants that should be tiny, tiny plants that should be big, thorny plants that should not have thorns, and toothy plants that definitely should not have teeth.

"I see nothing," Star Swirl said.

"No, no, a moment." Rainbowbeard shook his head, stared at his hoof, and motioned to the left. "It... It's this one."

Star Swirl turned. Through the leaves was a rise, then a dip, and finally--

"A hole?"

"Aye, a shortcut!" Rainbowbeard's head snapped up. His words were clipped and spaced too far apart. He grinned too wide, sweat trickling down his face. His teeth chattered. "Like we did through the mountain."

"Which didnae turn out sae well," Applebeard muttered.

Star Swirl turned to the others, massed behind him and trembling with anticipation.

"We needn't worry!" he said, loudly, winking to Applebeard. "Friend Rainbowbeard hath found us a shortcut to our destination!"

"That I... I hath!" Rainbowbeard's left eye twitched. "And here it is, right here!"

Star Swirl bowed to him. "Lead the way, friend!"

"N-no." Rainbowbeard's voice wavered like a plucked string. "No, I insist." He stood, his shimmering eyes vacant, leaning slightly to the left and licking his lips like a pony in a desert.

Star Swirl gave him a long, querulous look and muttered as he took his first steps toward the hole. The others followed, all but Applebeard casting a thankful smile at Rainbowbeard. Hushbeard had to duck, but the tunnel was at least wide enough that they could fit comfortably down it, single file. Rainbowbeard brought up the rear as Star Swirl and Prancebeard lit their horns.

The light illuminated little, but they could at least see the tree roots above and the earthen walls to either side. After only a few body lengths, the walls became covered in something hard and black. Holes to nowhere were spaced every few paces, an orange, viscous fluid lurking around the edges of some. Prancebeard covered his nose.

"Eugh! It smelleth of decaying hoof fungus down here! Would that there were cleaner shortcuts in this forest!"

"Methought I washed my hooves before we left!" Pinkbeard said, frowning.

"And 'tis black as the Earl o' Tartarus's waistcoat!" Applebeard added.

"There's a split ahead," Star Swirl called. "Which way, Rainbowbeard?"

"L-left." Rainbowbeard let out a sound halfway between a hiccup and a shout. "Left we go!"

Star Swirl looked to Applebeard. Applebeard shook his head. Gritting his teeth, Star Swirl heeled right.

"No, wait!"

The others cried out as Rainbowbeard hustled his way to the front of the line, mashing them against the gooey orange stuff coating the tunnel walls.

"Why are we going the wrong way?" he shouted, panting. His eyes rolled in their sockets.

"My apologies, Rainbowbeard," Star Swirl said, keeping his tone even, "I must have misheard your directions." He narrowed his eyes, the tension in the tunnel growing palpable.

"No, no!" Rainbowbeard shouted, his voice growing hoarse. "We must turn back! It... It's assuredly doom for us all if we do not!"

"Aye," said Applebeard, "an' if it be so, we shall face that doom taegither!"

For a moment, Star Swirl thought Rainbowbeard might hit him. Instead, he shouted "What are you waiting for?" and something grabbed Star Swirl from behind.

Dark shapes burst from the walls, wrapping thin legs around the stallions' necks and squeezing off their shouts. Star Swirl heaved forward, his eyes widening as he recognized his assailant.

"Blast these changers!" He bucked, and the one holding his neck lost its grip. Rainbowbeard took its place.

"Thou base, vile traitor!" Star Swirl tried his best to dislodge him, but Rainbowbeard clung tenaciously.

The sounds of battle did not drown out the stallions' grunts of pain. Star Swirl tried to keep his head up as Rainbowbeard wrestled him to the ground, but all he saw was signs they had been sorely unprepared for this ambush. They struggled, held in place against the walls or hemmed into the center of the tunnel. Three of the changers tore into Hushbeard, who lacked room to maneuver. Applebeard lay on the ground, unconscious, as two changers coated him in sticky green fluid.

Slowly but surely, Star Swirl succumbed to the pressure driving his face into the dirt. He flared his horn, but Rainbowbeard cuffed him, breaking his concentration.

A different, harsher voice, spoke in Star Swirl's ear.

"Events have not passed in your favor after all."

A searing pain erupted in Star Swirl's shoulder, and he bellowed as he blacked out.

The light hurt his eyes. A jumble of voices shrieked and moaned in his ears. Something horrible thudded in his skull, over and over. His limbs were jelly, his hooves blocks of stone. The dryness in his mouth was echoed by a thirst for something unidentifiable, nor could he identify the scents assailing his senses.

Beneath everything else were the words.

Feed... Live... Feel... Obey...

Feed on what? Obey whom? He couldn't focus enough to understand, to remember.

He tried to remember.

Bring... Stay...

There had been a fight.

Fight... Kneel...

He was on a quest.

Serve... Feed...

His eyes snapped open. Green shimmered at the edges of his vision. His shoulder burned. There were others, captives like him.

Control... Obey...

"I am..."

Fly... Feed...

He grit his teeth and squeezed his eyes shut. The screaming he could block out, but not the words.

Build... Live...

A fleeting stillness wafted past his senses. He latched onto it. A spell to repel mind control flared to life in his horn. The words stilled, but his senses were thrown into turmoil again. Something was wrong.

He tried to remember, tried to think. The words were there, at the edge of his being.

There had been a fight. A fight with the changers. They had been ambushed, and one had bitten him.

Yes! That was it! He tensed, waiting for another pool of stillness in the chaos. When it came, he grasped it, and in that fleeting moment, cast a spell to cleanse his body of poisons.

Merciful silence was Star Swirl's reward as the shimmering finally vanished.

"...coming to already? Most impressive."

Well, aside from the oleaginous voice taunting him, that was.

Star Swirl raised his head, shaking as he grasped at his memory. He was in a large cavern, hewn from black rock and lit by dim orange spheres hanging on the far wall. He craned his head left and right, finding at the edges of his vision a sheer cliff, dropping off into darkness. The buzzing of a thousand unseen insects droned throughout the room.

He was held fast to the floor by a hardened green substance. Around him, his companions stood, hooves mired in the same stuff. All his companions, that is, save Rainbowbeard.

Rainbowbeard stood before them, head cocked to one side, his face twitching occasionally. Behind him was a large, jagged throne made of the same black stone as the cavern itself. Atop it sat a tall, lanky creature that exuded majesty and otherworldliness in equal parts. It seemed, for all intents and purposes, like a larger version of the changers, save for the yellow, rather than blue, cast to its features, the eyes brimming with intellect, and the small facsimile of a crown on its head.

"Whatever shall I do with you?"

It was the same oily male voice from before. The tall creature stalked off the throne, frowning imperiously as he eyed the stallions.

"With proper training, they would serve the hive well, Your Majesty," said Rainbowbeard, his cheek twitching.

Star Swirl's heart sank. His multicolored friend spoke without emotion, his green, flickering eyes staring blankly ahead. The others were unresponsive, their heads slumped to the side. Bite marks on Prancebeard and Pinkbeard oozed green fluid.

The tall changer king -- surely, that was what he was -- chuckled dryly. "Yes, a new hive needs all the help it can get, does it not?" He closed the distance and pressed a hoof under Star Swirl's chin, lifting it. "And yet, you six have caused my children no end of trouble since you entered our forest."

"Unhoof me, vile cur!" Star Swirl bellowed. He lashed out with magical force, striking the king squarely between the eyes and forcing him back. He received a snarl and his own magical lashing in return.

"I am Carapace, King of the Changelings!" the King roared in his face. "You are in my domain and will address me with respect!" The buzzing grew louder.

Star Swirl shook off the blow, working his jaw. He could cast magic; that was good.

"Very well, Your Majesty," he said, drawing the words out. "You'll forgive me if I feel no kindness towards the monsters who've hounded our progress at every turn through this forest."

The king growled, but Star Swirl ignored it.

"If I may entreat Your Highness," Star Swirl continued, keeping his tone level, "what claim hath thy kind over this land? 'Tis the Forest Ever Free: never has it belonged to aught."

"Hm." The King regarded him with a slight smile. "Hm-hm-hm. Yes, I suppose it might benefit you to know, if you are to join us." He turned his back on Star Swirl and began pacing. He spoke in a ponderous tone, not rushing his words as he addressed the darkness of the cave.

"This land, green and fertile, was what we changelings came upon after foul, wintry weather drove us from our ancestral home." A susurrus of angry, chittering voices added to the buzzing.

Star Swirl cast the poison removal spell on Prancebeard. Unfortunately, the spell was designed for personal or contact use. Stretching it out just the few hoof lengths to his closest captive companion took incredible effort of will and left Star Swirl breathless and reeling. At least the green poison streamed out of Prancebeard's bite wounds. If Rainbowbeard or the King noticed, they gave no indication.

"But we changelings are a hardy race!" The King gestured to the ceiling. "We saw in this forest a place to settle, sheltered and full of edibles! We found these caverns, larger than those we had been forced to abandon. The perfect home for me, my children, my heir. There was only the small matter of, aheh, pest control."

"So you've been driving the creatures of the Ever Free out into pony lands." Star Swirl had meant to be accusatory, but it came out more contemplative, so winded was he from the spellcasting.

The King chuckled. "Yes, yes! Not even the mightiest of dragons can stand against the combined might of the changeling horde!"

He laughed, and the hive laughed with him, though a single voice called out, "Didn't beat the Ursa, though!"

"Silence!" the King hissed. "Lest I throw you into the pit!"

As the changelings laughed at their chastised fellow, Star Swirl lit his horn again, aiming the spell at Pinkbeard. Save for Rainbowbeard, he was the furthest away; the effort caused Star Swirl to black out for a moment. At least it had been successful. Rainbowbeard and the others would be on their own.

Sadly, when Star Swirl came to, the King was still monologuing.

"...just one small problem." The King turned to them, sneering. "You ponies. How irksome that you should settle so close to us. Fortuitous should we wish to raid your encampments, yes, but all the easier for you to retaliate if we did." Once more, he stalked over and lifted Star Swirl's head.

"And so it was that six stupid, foolish ponies wandered into our midst, despite all warnings to the contrary."

He released Star Swirl's head and struck him sharply. Klaxons rang in Star Swirl's ears, and his vision swam.

"So again, I must ask: what. Am I. To do. With you?"

Star Swirl wrinkled his nose, the King's foul breath making him gag. Carapace turned his head as the others began to moan and stir.

"You are all quite remarkable ponies, to shake off our venom so quickly!"

"Aye," said Applebeard, wincing as he opened his eyes, "and ye'd nae have us prisoner if'n ye fought like ponies."

Prancebeard let out a pained whimper. "Ohhh! Nor if Rainbowbeard hadn't defected..."

The King barked a sharp laugh. "Ah, yes! Rainbow Beard, I almost forgot! Now that your former friends have awakened, why don't you tell them just what I have in store for them?"

"Yes, Your Highness," Rainbowbeard said, and walked, stiff-legged, toward them.

"I'd be relieved to hear a reason why," Pinkbeard muttered.

Rainbowbeard stopped before them, looking at each in turn with that same flat, expressionless gaze.

"I know 'twas the poison," Hushbeard said quietly. "Should we escape this predicament, you'll have naught to apologize for."

"Fellow changelings!" Rainbowbeard cried, addressing the cave ceiling as the King had. "Soon, I will join your ranks. And, if your bite be true and your venom strong, these five shall as well. But perhaps conversion is too good a fate for them!"

He marched before them, his voice coming loud and quiet in turns.

"Pinkbeard, for instance, is the biggest buffoon I have ever had the misfortune to meet." He sneered at Pinkbeard, who shrank away from him as best he could. "Such a lout as he, concerned with gaiety more than hard work, would give this glorious hive no benefit!" He gave a rueful chuckle and shook his head. "Nay, waste not your precious fluids upon him.

"And while I recognize Prancebeard's skill with the armor craft, he is far too prissy to be of any use." He gnashed his teeth at Prancebeard, who closed his eyes and whimpered piteously. "Even as one of our kind, I suspect he would rather stare at a mirror, ever changing his shape to perfect his appearance, than lift a hoof to help one of his changeling brethren. So be off with him, I say!"

The changelings snickered. He stalked over to Applebeard, who stared at him, though flickers of pain lanced through the defiance in his face.

"And this idiot, this bumpkin, couldn't shape change if you wrote him a hundred-page treatise on it! Not that I would wager he's literate, hah!"

Applebeard grit his teeth. "Do yer dinger, ye no-good, lousy--"

"He's got an even bigger mouth than I do!" Rainbowbeard shouted, looking up to the changelings on the ceiling. "And that's saying something!"

"It certainly is," Carapace muttered. "And they say I have a weakness for monologues..."

"Now," Rainbowbeard continued, "we come to the venerable Star Swirl the Bearded. In case you were unaware, my soon-to-be brethren, before you stands a great hero of ponykind!"

Star Swirl remained impassive, merely staring at Rainbowbeard. His heart gave a sudden leap: Rainbowbeard's eyes were a perfect, clear white.

"But what Star Swirl possesses in magical knowhow, he more than makes up for by being a pompous, addle-pated old git with his head up his arse! Try converting him and he'd only come out looking like a sack of bones. Not to mention talk your ear off about changeling magic!"

The King shook his head, stepping up. "I believe we have heard quite enough--"

"And you!" Rainbowbeard whirled on Hushbeard, teeth grinding together. "Hushbeard the Gentle, they call him. I'd call him Hushbeard the Feeble. The Failure. The Complete and Utter Embarrassment Whose Face Sickens Me to Look Upon!"

"Thank you, Rainbowbeard, that will be all," the King snarled, grabbing Rainbowbeard by the shoulder and spinning him around. He recoiled when he saw the stallion's face.

Rainbowbeard was grinning.

"You're quite welcome, majesty."

The King dropped him, and he made an exaggerated bow.

"I'm sorry to say, I can no longer advise you on what to do with my friends." He gestured to them. "For all that they are a group of misaimed, dunderheaded, oafish clods..." He lowered his head, chuckling. "They are, indeed, my friends. And I made an oath, one which I had, for a time, sadly forgotten. An oath to them, to my true King, and to Equestria, that neither you nor your monster hoard will keep me from!"

With a roar, he rushed at King Carapace, but a squadron of changelings met him head-on, giving the King room to retreat.

"Vile traitor!" he shouted. "How did you overcome our enchanted venom?"

Rainbowbeard held his head high. "Conviction, your majesty. Hard to grasp for somepony used to ruling through fear and power!"

The King's face flashed darkly, and he bared his fangs. "Break his wings! Throw them all in the pit!"

"Ahh, it's not so easy when I'm expecting ya, is it?" Rainbowbeard laughed and howled like a madpony as he kicked and bucked the six changelings away.

"Come on, lads!" he crowed. He zipped into the air, diving and shattering Hushbeard's bonds with a single blow. "There's battle to be met!"

Seeing Rainbowbeard back to his usual self invigorated the other five. They whooped and cheered, breaking the green goop that held them in place. Not a moment too soon, they met the oncoming rush of changelings, which buzzed like a hurricane.

Star Swirl knocked them out of the sky with well-placed bolts of magic. Pinkbeard led a swarm of them in a merry chase, laughing and singing as he batted at them with his lute. Hushbeard whirled madly, kicking and punching, while Prancebeard danced upon his back, doing the same. Applebeard grabbed changelings in pairs, tossing them into the air for Rainbowbeard to buck over the cliff's edge.

But for all they were able to hold their own, Star Swirl was worried. They were being pushed, slowly but inexorably, toward the cliff's edge.

"Beat them back or learn to fly!" he shouted. "We've scant room to maneuver!"

"It's no use, ponies!" King Carapace said from atop his throne. "Even if you manage to beat every single changeling in this hive, you've nowhere to go but down!"

Sprinting, Pinkbeard dove over Hushbeard's back, giving Prancebeard a lift on the way, so he could take down one more changeling. "How dearly I dislike these odds, my friends!"

"I admit -- oof! -- I'm not liking them much more!" Prancebeard, targeted by more than his fair share of changelings, could only ward them away with his shield while Hushbeard tried to pick off as many as he could.

Rainbowbeard, laughing, was bashing changelings over the head with one of their fellows. In a moment, he was swarmed by six of them, who pulled him to the ground, kicking and biting. One reared up and pounced on him with both forehooves.

There was a crack.

Rainbowbeard loosed an earth-shattering scream.

And the next thing any of them knew, he was falling over the cliff's edge.

"RAINBOWBEARD!"

Changelings flew from Hushbeard's vicinity, propelled by the sheer force of his shout. The cavern shook; stalactites fell from the ceiling. He roared wordlessly, eyes bulging, veins in his neck and legs straining.

His barding exploded, revealing a scarred yellow coat, a cutie mark of a pine tree with a single bird nesting in it...

And an enormous pair of yellow wings.

Hushbeard charged for the edge, spread his wings, and dove.

So stunned were the others, they could offer no resistance as the changelings pushed them over. Pinkbeard's lute caught on the very edge, and he held on for dear life.

"This surely cannot be our final act!" he said, voice quavering.

He watched as King Carapace, standing above him, stuck out a hoof and gamely pushed his lute off the edge.

"Release the worm," he said.

Epic Kindness

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Kindness

"It yet gaineth ground upon us!" Star Swirl shouted, daring a glance back.

All that lay behind them was the whirling, gnashing, bone-white teeth of the great worm. It churned and roiled through the tunnels, gouging out chunks of cave rock with a mouth large enough to swallow two ponies whole.

"Och, shet yer gob an' keep runnin'!" Applebeard headbutted Pinkbeard's rear, the latter picking up his pace, though his energy flagged visibly.

"Move!" Hushbeard roared. "Take heart, or we're worm food!"

Prancebeard gave a pained shout as he tripped on a rock. The glow of his magic faded, and Rainbowbeard slipped from Hushbeard's back, giving his own weak cry of alarm before returning to unconsciousness.

Star Swirl caught him, bathing the tunnels in darkness, and slid him back onto Hushbeard. "Got you!"

Shaking himself, Prancebeard galloped to catch up with the group, kindling a light with his horn. He gave Star Swirl a knowing look, which was returned with a nod.

"Hold together," Star Swirl said mostly to himself, leaping a low rise of rock.

Both Pinkbeard and Applebeard cried out as they collided with it, and the group had to slow to help them both back to their hooves. Star Swirl chanced one more look at their pursuer. The worm was nearly upon them.

"How did we get into this awful mess?" Pinkbeard cried.

Star Swirl grit his teeth. "Funny you should ask that..."

Falling from a considerable height to land on solid stone was, in Star Swirl's estimation, the second worst feeling in the world. The worst was, of course, waking up to feel what such a fall did to one's wellbeing. Every inch of him was stiff, sore, and begging him to go back to sleep. He could fight off the lethargy and pain, if barely, though when he tried to speak, he broke into a fit of coughing.

"Easy." Hushbeard loomed over him, pressing a cool cloth to Star Swirl's forehead. Water trickled over Star Swirl's lips, and he drank greedily. "You're the last to wake besides Rainbowbeard. Given your age, I'd feared the worst."

Star Swirl coughed. "You're talking to the stallion who bested Grogar in hoof-to-hoof combat on the obsidian shores of Fowl's Creche," he muttered through cracked lips. "While the volcano was erupting." He inhaled sharply, only to start coughing again. "Agh! I'm too old for these horseapples."

"And yet the rarest wit has shown you through," said Pinkbeard, standing behind Hushbeard, a smile on his face. A bandage around his head obscured one eye. "It does me good to see you are awake."

"Aye." Star Swirl blinked until his eyelids no longer felt made of sand, then carefully sat up to survey the others.

Prancebeard nursed a leg swathed in bandages. Applebeard seemed none the worse for wear physically, but sat to one side, alone, quiet and sullen. Star Swirl didn't want to think about Hushbeard for the moment.

That left the heap of color and armor marking where Rainbowbeard lay.

His back was turned to Star Swirl, his breathing shallow. Numerous scars crisscrossed his coat. His cutie mark depicted lightning bolts in red, yellow and blue arrayed in a trigram, with purple, green and orange where the wide ends intersected.

"Will he..."

Hushbeard made a low noise in his throat. "I saved him from the fall, but he hath borne the brunt of it more than any of us. I fear, with his wings broken, he may not wish recovery."

The words stuck in Star Swirl's mind like daggers. "What do you mean?"

"How might you feel," Hushbeard said with a slow shake of his head, "were you to lose your magic?"

Star Swirl's mouth went dry. He turned away. Hushbeard heaved a long sigh.

"Would that I had a full stock of medical equipment, to say nothing of proper shelter."

"Star Swirl," Prancebeard said.

When Star Swirl turned to see what he was pointing at, his breath caught in his throat. A changeling drone lay to his left, partially entombed in a pile of large stones. Gashes across its carapace leaked green blood. It was breathing shallowly and, though it was obviously in no shape to fight, bared its fangs when Star Swirl spoke.

"You saved it?" he asked, eyes fixed upon it.

"I tried," Hushbeard said, moving toward the changeling, who cringed as he swapped the blood-soaked cloth on its forehead for a fresher one. "I know nothing of its physiology, and it seems unwilling to do aught but sulk and sneer."

The changeling tried to snap at Hushbeard, but was held back by obvious pain.

"How strangely like a pony 'tis," Star Swirl mumbled to himself. Louder, he said, "Hast thou a name, changer?"

The changeling turned those fangs toward him, hissing. The hiss became a series of rasping coughs, green flowing from its wounds each time it convulsed.

"As though I would tell you!" it finally managed to say, words clipped.

"Need I remind thee," intoned Hushbeard, "how Applebeard the Stalwart showed thee and thy brethren mercy at the campsite not three days ago?"

The changeling shuddered, a motion Applebeard copied. He turned further from it, head low.

"What would you have me do?" it asked. "Give up my people to you ponies? I would rather die."

"Die thou shalt," Hushbeard said, taking the cloth over to a pail of water and wringing it out. "Even if thou toldst me thy secrets, I fear the world quickly darkeneth for thee."

The changeling said nothing, only swivelling its ears as they conversed.

"Our main desire," Hushbeard continued, "is escape. My comrade is wounded--" he lifted a poultice and brought it to Rainbowbeard-- "and our medical supplies are low. Can you not tell us of this worm? I will see to it thy final moments are spent in comfort."

The changeling gave a harsh laugh, which turned into another coughing fit. When it stilled, Star Swirl gave Hushbeard a concerned look, but the larger pony merely shook his head.

"The worm, eh?" said the changeling quietly. "It is our king's greatest weapon. If he has unleashed it upon you, you are all doomed." It chuckled. "A pity I shall not be alive to witness your destruction."

"What is it?" Hushbeard stepped closer. "Where did it come from?"

The changeling seemed to consider for a moment. "It was here, in these tunnels, when we came to them. In one wing--" it motioned to the right with its head-- "was a monumental worm, a blind beast of rage and hunger, just waiting for our mighty King to wake it. In the other slumbered a great bear, a vile creature our wise King saw no use for."

"A bear?" Prancebeard sat bolt upright. "Thou meanest an Ursa sleepeth here?"

The changeling grinned. "An Ursa Major."

With a soft cry, Prancebeard fainted.

The changeling wheezed, lying back on its cradle of rocks. "Our king sealed it in its cave, and there it remains asleep." It took a deep breath. "I will say no more. If you aim to end me, ponies, then do so now."

Hushbeard placed a fresh poultice on the changeling's brow as its breathing grew more and more ragged. "An thou toldst the truth or nay, still I would treat thee thusly."

He tended to Rainbowbeard, in no apparent hurry. Star Swirl watched as the changeling's chest rose and fell, each breath taking a little longer than the last. When Hushbeard was done with their comrade, he lumbered over to the changeling, laying beside it and placing one foreleg over its chest.

Then, burying his face in the rock fall, Hushbeard began to hum a long, low note. It coursed through the rocks below them, through Star Swirl's own bones. The note rose and fell, strong yet mournful, reverberating in the chamber all around them as though the stones themselves were weeping.

The changeling closed its eyes. And as it breathed its last, Star Swirl saw what he thought were tears tracking down its cheeks.

It was Hushbeard who erected the cairn over where the changeling lay.

"...Because I'm more concerned with how we'll get out of it!" Star Swirl finished, ducking past a low stalactite. "Hath anypony ideas?"

"I spy a hole ahead in which we'll fit!" Pinkbeard shouted, dancing to the side and motioning with his lute. The other four charged past him toward the narrow fissure in the rock. It lead downward, and in the dim glow of their horn lights, a space was visible behind it.

"Applebeard!" roared Star Swirl.

Comprehension dawned on Applebeard's face a second later. He ran to Star Swirl's side, and reached out to let his earth magic flow through the unicorn. Star Swirl lit his horn, and a moment later, the fissure widened enough to let Hushbeard and Rainbowbeard through without effort.

A moment later, the rest of them charged through.

A moment later, the fissure sealed shut behind them.

A moment later, the worm crashed past, following the outer curve of the tunnel. All five shared a heavy sigh.

"We should be safe from the worm for the moment," Star Swirl said, lighting his horn once more.

The fissure had led them to a small cave with a much smaller tunnel leading out. Even Pinkbeard, the smallest of their number, would have to crouch to fit through. But Star Swirl's light showed the tunnel did continue on. With the rumbling of the dreaded worm filling the tunnels outside, it seemed their only path was forward. Prancebeard and Applebeard scouted ahead -- "T' have a wee keek," as the latter put it -- while the others took the respite to tend to Rainbowbeard.

"Wuzz all 'at racket?" he moaned. "Wha'ss th' fuss?"

Hushbeard knelt, peeling the poultice from his wing, only to have his hoof slapped away.

"Be off," Rainbowbeard said, as though he were merely sleeping off a night of drinking instead of a near fatal fall. "I can' stand the smell of ya, let alone the sight."

Frowning, Star Swirl used his magic to hold the pegasus's limbs down. "Rainbowbeard, this is hardly the time for petty recriminations. We are running for our lives, and you quite nearly lost yours. The least you could do is show some respect to the stallion who saved it!"

Rainbowbeard glared at Star Swirl for a long moment, until his eyes unfocused. "Feh. Not the first time."

Taken aback, Star Swirl glanced at Hushbeard. "What does he mean?"

Hushbeard merely shook his head and returned to his patient. Star Swirl scowled, but looked up as Prancebeard and Applebeard returned to the cave.

"There's an exit farther ahead," said Prancebeard. "But I fear something sleepeth within. Though not as strong as what we encountered in Grundle Gorge, there yet come the winds of some great beast."

"Sure an' it gae us th' willies," Applebeard added.

Pinkbeard pouted. "Now let us hope 'tis not that worm, or worse!"

Taking a long look at Hushbeard and Rainbowbeard, Star Swirl hmm'd. "Worm or no, 'tis our only way now. Come. We must make haste for the upper caverns if we are to drive the changelings out and end the threat of monsters in Equestria. We shall follow it to the end."

The others watched him as he moved behind Hushbeard and placed a hoof on his shoulder. The large pegasus stiffened.

"Back with the changeling," he said lowly, "you performed an earth pony rite. Yet in the cavern of the Grundle King, I could not use your earth magic, for you had none. I should have realized it then, but we had more pressing matters to attend."

Hushbeard tried unsuccessfully to shrug the hoof off. "What should you be realizing?"

"The best kept secret is told to a quiet stallion." Star Swirl's eyes hardened. "You are a kind and gentle pony, with care in abundance for all things living, but you are dark with secrets, and I will not take one step more with you until we've had the truth. Who are you, Hushbeard? Who are you truly?"

With a great sigh that all but sucked the air from the cave, Hushbeard turned and gazed at his companions with the look of one at the end of a long and tiring journey.

"Deception," he said slowly, "is something learned by rote." He bobbed his head. "I am sorry, my friends, for keeping my identity a secret. I am merely so in the habit of living as an earth pony that I often forget my wings."

Of the other stallions, Applebeard looked most discomfited, but they all nodded and murmured forgiveness. Star Swirl pointed to Rainbowbeard.

"That's as well, then. Now, what is he to you, that you take his jibes and insults yet remain dutifully at his side? He said you've tended to him before, yes?"

"Aye."

After a moment, Prancebeard cleared his throat. "I believe he desireth elaboration."

Hushbeard deflated. In a low voice, barely more than a mumble, he managed to force the words out.

"He is my brother."

Gasps rang out around the chamber. Pinkbeard's face lit up in wonder.

"Then surely you and he should not be foes! A party must I throw for you, at once!"

"It is not so simple as that," Hushbeard said, and Pinkbeard's ebullience collapsed.

"I note no family resemblance," Star Swirl opined as Hushbeard set about bundling Rainbowbeard up.

"I shall tell you our tale," he said simply, hoisting the other pegasus onto his back, "as we make our way through the caves to Prancebeard's beast."

Without another word, he made for the small recess where the tunnel out lay. The others glanced at each other but fell in step behind him, Star Swirl widening the tunnel as Hushbeard spoke.

Once upon a time, there were two brothers.

They were not brothers of blood, born of the same mother or raised by the same father. Rather, they were highborn pegasi who had shared the milk of the same nursemaid. In this was their life bond forged.

The younger milk-brother was bold and sleek, with a coat the color of the summer sky and mane struck through with the hues of a rainbow. His elder was larger than he, round and soft where he was edged, painted with the pastels of a meadow of spring wildflowers.

The pair were inseparable. When the elder brother was teased for his softness, the younger brother would avenge the slight with hoof and tooth. When he had difficulty flying, his junior would teach what he knew and bolster him with encouraging words. When the younger brother cowered beneath his bed during thunderstorms, the elder would whisper those encouraging words back to him, and soothe him with legends of brave pegasus heroes.

Over time, the younger brother grew into a masterful flier and fearsome warrior. His elder took to the healing arts. Together, they joined the Pegasopolitan army, not only out of the duty beholden to all young pegasi, but because they both of them wished to seek the glory of ages past. Yes, even the softer elder brother loved the stories of pegasus heroes, and often wished he could be as bold and fearless as they were. And so he made a promise to see his brother return alive from any battle.

One day, they were called upon to join the front lines of the pegasus army and fight against the oncoming unicorn horde. The younger brother fought bravely, though to recount how many he slew that day would not be prudent in this age.

The elder brother waited behind the lines with the other medical ponies, tending to the wounded as they returned from the fight bearing the scars of unicorn magic. So continued the battle until, all at once, a terrible blizzard came over both armies, fighting in an already snowbound valley. The great pegasus cloudmasters could do nothing to abate the storm, and warrior after pegasus warrior was thrown groundward or bashed against cliffs. The unicorns, rich in wisdom and valor, retreated.

So it was that the elder brother saw his junior tossed about in the gale, his powerful wings unable to stand in the face of magical weather. He saw him plummet toward the ground, and, shouting his name, dove after him, though he had no hope of flying any better.

The pair landed in the snow, and the younger brother took the brunt of the impact. When he had regained his senses, the elder saw his brother was dying. The storm had battered him within an inch of his life; the fall had nearly killed him. So the elder did the only thing he could to save his brother.

He scooped him upon his back and trudged through the snow, down the mountainside to where a pegasus ground station lay. All through the night, he carried his brother, keeping him warm with his own armor. By dawn, the blizzard had not slackened, but by some miracle, they at last collapsed in the shelter. Both brothers came within inches of death that night, yet both were saved.

It was the last battle the unicorns and pegasi would ever fight.

When harmony called ponies to Equestria, the two brothers bickered. The elder wished to live out his days in peace, far from these strange ground-bound ponies, though he would learn to admire their traditions, rituals, and skill with healing. The younger brother still longed for days of glory, and so he joined the guard of the King he had once sworn an oath to defeat.

Thus, the brothers did not speak for three years, until--

"We are here."

The narrow tunnel widened suddenly, revealing an impossibly large cavern. It shouldn't have fit in the underground catacombs. Hushbeard ceased both his story and his movement so quickly that his companions collided with his rear and then each other. He didn't notice.

"Owoww!" Pinkbeard rubbed his head. "I want to hear the end--"

Applebeard shoved a hoof in his mouth. "Shh!"

Even in the dim light of the two unicorns' horns, it was obvious that the cave was not empty. A tremendous shape took up most of the space, clearly the source of the winds Prancebeard had spoken of.

"Is it the Ursa?" Star Swirl whispered. "Perhaps we can sneak around. Surely to something so massive, we will not be so easy to notice."

They all jumped as Rainbowbeard's armor hit the ground. Hushbeard was striding away from the group, toward the giant thing that slumbered in the middle of the cave. The others clumped together, waving their hooves wildly.

"What are you doing?"

"Are you mad?"

"Ye'll ge' us killt!"

But no amount of shushing or whispered entreaties stayed Hushbeard's hooves.

The stallions watched, horrified, as Hushbeard slowly circled the massive beast, as though looking for something. When he found it, he nodded once, set his hooves, flared his wings, and bellowed,

"WAKE UP!"

His voice did not just echo off the rocks, it pulsed through them. Stones and rubble poured from the ceiling, and the four companions gibbered, trying to clamber over one another to safety, lest they be crushed.

Everything stopped when the eyes appeared.

Two enormous yellow eyes opened above Hushbeard's head, each as big as the pony himself. Alone, their angry lights lit half the cavern. The rest was suffused by a cold glow as the bulk of the mammoth creature came to life like a night sky, dotted with countless stars, in the shape of a bear. It gazed at Hushbeard, unamused.

WHO DARES WAKE THE URSA MAJOR

The Ursa did not speak the words so much as the cavern spoke for it. Pinkbeard pulled his cap down over his eyes.

"He's dead! He's dead! He's bound to die this day, and how his story ends, I'll never know!"

"O great Ursa," Hushbeard intoned, bowing low. "We bold travelers have run afoul of the great worm, thy longtime foe. We would entreaty thy aid in vanquishing it, that the world might be rid of its foulness."

WHY SHOULD I CARE FOR YOUR PLIGHT

Hushbeard rose and gazed into the Ursa's eye. "Long have you slept, mighty Ursa Major. In that time, these caves have become infested with creatures that drive thy fellow forest dwellers from their rightful homes. The changelings have become a bane to ponies as well, as thy kinfolk bring conflict to our homes. This is why we trespass now upon thy domain. If thou canst hold the worm at bay, we shall infiltrate the upper caves and rid the Forest Ever Free of the changeling threat, once and for all."

The Ursa's head bobbed as though it were fighting to remain awake. This continued for long enough that nervousness overtook the ponies' fear. One by one, they crept from the mouth of the small tunnel and lined up, putting on their bravest faces. At the Ursa's glance, they all scrambled for cover once more.

"'Tis the thought which counts," Star Swirl muttered.

THE FOREST FINDS YOUR PROPOSAL ACCEPTABLE

"I thank thee," Hushbeard said and bowed again.

AT THE BACK OF THIS CAVERN LIES A TUNNEL TO THE UPPER CAVES

The Ursa rose, its every movement reverberating through the walls and floor of the chamber. With earth-shattering steps, it approached a spot on the wall no different than any other in the cave which held it. The stone peeled apart, and the Ursa passed through.

I SHALL FIND THE WORM

The stone sealed up behind it, and the cavern was plunged into darkness once more.

Horns newly aglow, Star Swirl and Prancebeard led the other two out to Hushbeard. He loosed a great sigh, slumping as they clapped him on his back and cheered.

"A mair dighted gamble I've ne'er seen, laddie!"

"I dare say you have beaten my record for stallionly deeds, Hushbeard!"

"Thank you," said Hushbeard, cheeks reddening as he smiled just a little. "But we should go."

"Aye," said Star Swirl, and levitated the still-comatose Rainbowbeard onto Hushbeard's back. "Let us not waste this opportunity."

Pinkbeard watched them closely as they trekked toward the back of the cave. "Would that he had seen thy deed most brave," he said at length. "I do not think that brothers ought to fight."

"Spoken like a pony who never had a brother," Prancebeard muttered.

As they approached an incline, Star Swirl gave Hushbeard a small smile. "You did not mention the changelings had sent us down here. I am glad you have faith in our abilities for a second fight."

"I am many things," said Hushbeard, not looking back at them. "But stupid is not one of them."

They did not stop until the tunnel wall fell away to a view of the caverns below, where the Ursa had found and engaged with the worm. The struggle of the two titans filled the ponies with fear, awe and determination for their own fight ahead.

Though far above the conflict, the ponies could all feel the cave shake beneath the juggernauts, locked in mortal combat, matched size for size and power for power. Each blow loosed stalactites to crash into the earth, as far across the caverns as they could see. They gouged huge blocks from the walls and floor as they crashed and tussled across the cave. And while neither seemed anywhere near giving up, the worm could do nothing to surpass the Ursa's greater strength and reach, while the Ursa looked to be enjoying itself.

After a few minutes, the ponies turned as one and continued onward, secure in the belief that this battle would end in their favor.

Further up, the tunnel flattened out and narrowed. Star Swirl motioned to the walls as they moved: hexagonal holes appeared here and there.

"We must be getting close," he murmured, and the others nodded their agreement.

By the time the shaking floor had become a memory, Hushbeard shouted, "Get down!" and thrust out his foreleg, catching an onrushing changeling square in the snout.

All at once, the walls came alive with a frenzy of buzzing wings as changelings appeared out of holes from every direction.

Applebeard struck out at the one nearest him, and Star Swirl lifted two, using them as clubs to fend off more. Prancebeard and Pinkbeard took positions to assist.

"We five shall have to fight as six!" Star Swirl shouted.

Hushbeard slammed his hooves into the ground, shaking all present, and bellowed, "Stoooop!"

Everyone, pony and changeling, stopped.

"We haven't time for pointless fighting," he said quickly. "If you wish to live, you'll take us to speak with your king."

The changelings exchanged fearful glances, and the ponies, confused ones.

"Now."

The changelings jumped. One drew in a deep breath and spit a green wad onto Prancebeard's horn.

"Get if off!" Prancebeard shrieked. "Get it off, it's disgusting!"

The other changelings acted swiftly, coughing and hacking in chorus. In short order, Star Swirl's horn was gooped, as were Hushbeard and Rainbowbeard's wings, sticking them together. The six ponies looked at each other uneasily, but made no effort to retaliate.

"Now you see king," said the first changeling, pointing up the tunnel.

"Why aren't you dead?"

King Carapace stalked across the length of his throne room as though trying to carve holes in its floor. He scowled at the goo-covered ponies, seething, snarling and grinding his teeth. Even the plates of his own hide clacked together in irritation.

"Why aren't they dead?" he demanded of his nearest guard.

"Don't know, King," the changeling said, backing away.

The King turned his scowl to another changeling, who scratched the back of its head and said, "Ponies bounce?"

The changeling was summarily thrown screaming over the edge of the cliff by a glow of green magic. It reemerged a few seconds later, hovering sheepishly.

"Yer army's weak, Yer 'Ighness." Applebeard snorted. "An' yer beloved worm fights fer its worthless life below against the Ursa."

Carapace drew back. His left eye twitched. "You... You woke the Ursa?"

"Aye," rumbled Hushbeard. "And we would that you and yours leave the forest, lest its wrath fall upon you next."

For a moment, it seemed the king might be considering the option. His lip curled.

"Fie! I subdued the worm myself. I will do the same to the Ursa should it be necessary!"

"Listen to reason, Your Majesty," said Prancebeard, giving him a level stare. "A second chance at mercy is unlikely."

"Mercy?" The king barked a short laugh. "Why speak you of mercy when it is you six who are at my mercy?"

Pinkbeard twanged a lute, which should have been covered in green goo. "I think that is no longer quite the case!"

"What?" The king stumbled back as the stallions freed themselves from the last of the holding goop. "How? How could you escape?"

Star Swirl flicked his horn. "This mess is easy enough to break once you've seen it once. 'Tis foal's play for a powerful wizard such as myself!" He smirked.

The six of them lined up, backs straight, chests forward, grins wide.

"We're wise t'yer tricks, Yer Majesty," said Applebeard.

"You've made a poor decision," rumbled Hushbeard.

"You'll not best us a second time," added Prancebeard.

"You needn't fear an Ursa or a worm," Pinkbeard said.

"Just six little ponies," finished Star Swirl.

"Surrender or fall!" shouted Rainbowbeard.

The other five blinked for a few moments.

"Wait," said Prancebeard as they all turned to look at him. "Weren't you unconscious?"

Applebeard made a face. "Aye, an' shouldn't ye be, I dunno, tryin' not t' undo all yer brother's hard work fixin' yer sorry arse?"

Rainbowbeard snorted. "Went and told them, did you? Rotter."

Hushbeard said nothing.

"In all seriousness," said Star Swirl, striding forth to examine him, "you really shouldn't tax yourself after the beating you've taken. Your wings were broken, for pony's sake!"

"Fah." Rainbowbeard waved his hoof. "Leave off, you old nag, my wings are fine. I've had a nice nap, and now there's to be battle. You expect me to miss out on that?"

"Enough!"

The King threw himself forward, slamming his hooves into the floor. Chips of stone flew everywhere.

"I will not leave!" His eyes blazed with green fire and his wings buzzed like miniature tornados. "This is our home now! We will not give it up! Fight us if you dare! The changeling race is strong. We will prevail!"

"Yeah, yeah, heard it before." Rainbowbeard rolled his neck. "I'm ready to kick you clear out of the Ever Free now, if you don't mind."

Carapace snarled. "You will die first!" He stepped back onto his throne and shrilled a high-pitched note.

The room came alive with the buzzing of wings and clicking of chitin as every changeling drone present -- enough to match each mare, stallion and foal in Canterlot one for one -- descended on them like locusts.

Star Swirl's horn glowed with multiple auras. He released a telekinetic blast, scattering the bulk of the onrushing changelings. It didn't break their ranks entirely, but it did give him enough time to cast spells at his companions.

"Now, a few tricks of my own! First, Rainbowbeard! Something to salve your wounds!"

"Whoo-hoo!" Rainbowbeard charged into the fray, grinning. "Leaves and poultices don't do a body as good as this!"

"It but numbs the pain, don't overdo it!" Star Swirl yelled after him. He rolled his eyes. "Next, Hushbeard, a blunt field to scatter the changelings to the winds!"

A cone of force shimmered over Hushbeard's body. He sighed. "So, it's come to this..." He shook his head. Then, bellowing a pegasus war cry, he launched himself at the changelings, knocking them effortlessly aside.

"Pinkbeard, hup!"

Pinkbeard hupped, tossing his lute in the air, where Star Swirl's magic suffused it.

"A little something to shock your enemy!" he said with a grin and a wink.

Whirling, Pinkbeard caught his lute and swung it smoothly into the nearest changeling, catching it under the chin. There was an explosion like thunder, and the changeling rocketed into the ceiling.

"Oh-ho!" Pinkbeard cried, hopping excitedly. "Me likes this fancy, sparky lute!"

The lute howled in agreement.

"Prancebeard!" Star Swirl sang, and his spell hit home, Prancebeard's armor growing and contorting until it encased him wholly. "If 'tis good enough for Ursas, 'tis good enough for this lot!"

Prancebeard charged off into the melee, cackling. "Oh-ho-ho, wah-ha-ha-ha!"

"Savin' the best fer last, eh, Star Swirl?" Applebeard asked, coming up beside him.

Star Swirl jumped. "Oh, um... Yes, of course!"

Applebeard grinned at him, expectant. "What'll it be, then? Wings? Growin' bully huge? Beams o' death from me ochs?"

"Ah, um..." Star Swirl cleared his throat, zapping Applebeard with one last spell. "There you are, good fellow, 'twill make you nigh invincible."

Whooping and hollering, Applebeard dashed off to join the others.

"Ah, youth," Star Swirl said to himself.

With Hushbeard leading the charge, they slowly carved a path through the roiling, teeming mass of changelings toward the throne and the king upon it. Prancebeard surged through the dazed and disoriented changelings left in Hushbeard's wake, body-checking them into one another and slashing left and right with his horn. Applebeard swept low, knocking them into the air in two and threes, only for Rainbowbeard to knock them back into the floor. Then a crack of thunder would split the air and another group of stunned changelings would be sent sailing into the walls or over the cliff.

King Carapace looked more and more worried by the second. Star Swirl kept his eyes locked on the king's as wave after relentless wave of changelings came at them, but no matter what order the king gave, it was not enough. The ponies were gaining on him. His eyes hardened.

"I must finish this myself," he hissed.

Stepping off his throne, Carapace summoned green magic to his horn. A dozen thunderous cracks filled the cavern as the obsidian throne separated into a mass of whirling chunks of stone, each half as big as a pony. They spun through the air, gleaming darkly, bounding off Prancebeard's armor, harrying Rainbowbeard, and driving Hushbeard and Pinkbeard back lest the stones' sharp edges cut their flesh.

Carapace gave a merciless laugh as the stones surrounded him. They ground and meshed like gears, impacting his chitinous hide and locking with it to form a suit of armor so black as to be near invisible in the dim underground light. The king now stood a full head taller than before, towering over even Hushbeard, every inch of him protected by the thick, black stones, only his horn and eyes visible. For a long moment, the sounds of combat stilled as every eye locked, transfixed, upon him.

"That was earth magic!" Star Swirl shouted, taking a step back. "How can you wield it with such skill?"

"We changelings are not so limited as you simple ponies!" the king bellowed. "Gaze upon the engine of your destruction! I am Carapace, Lord of the Ever Free!"

Hushbeard was the first to regain his senses. He charged, and the sounds of melee filled the cavern once more.

Ducking low, the king caught Hushbeard's magical force cone with the back of his head, lifting and throwing his adversary off balance and into the air. Hushbeard recovered, spreading his wings, and Prancebeard charged in next. He body-checked the king, but rebounded off the armor with a loud clang. A single kick, and he was sent flying into the changeling horde.

Pinkbeard ran to the fore, swinging his lute, but it discharged harmlessly against the stones. The king regarded him with an unamused eye. Rainbowbeard, laughing, flew in from above as Applebeard attacked from the side. With a snort, the king snatched Rainbowbeard out of the air and used him as a cudgel, swiping Applebeard into Pinkbeard. All three skidded out into the fray, and Carapace laughed.

"I am unstoppable!"

The ground shook as Carapace strode forward, armor rumbling like thunder. The changelings swarmed in over them all.

That was when Star Swirl gritted his teeth and stepped up, loosing bolts of lightning and flame at the creatures, directing them into easy-to-fight columns. Carapace countered with shards of ice and stone, matching Star Swirl spell for spell.

"I must admit," Star Swirl huffed, "you are considerably more skilled with magic than I would have expected."

"Enough talking!" the king snarled, throwing more stones. "Just die!"

As the two spellcasters maneuvered slowly toward one another, Hushbeard wheeled around on shaky wings, looking for an opening or any way to help. He noticed Rainbowbeard being quickly overwhelmed and barrelled into the black bodies, scattering them. Rainbowbeard gave him a grudging half-smile, then yelped as he was lifted into the air.

"Help Star Swirl!" Hushbeard shouted, dropping him next to the unicorn.

Rainbowbeard did just that, knocking changelings left and right as they approached the wizard. They were soon joined by Pinkbeard on the other side, and Applebeard behind. Together, they formed a ball of magic blasts and ricocheting changelings as Star Swirl duelled the king.

Hushbeard dove at Carapace once more and was once more easily rebuffed by the solid, durable armor.

"Cover me," Star Swirl shouted, "while I uncover him!"

Hushbeard landed beside him, Rainbowbeard moving to the fore, while Prancebeard, untouchable, continued to rampage somewhere in the fracas, his place marked only by changelings lifting into the air. Star Swirl's horn lit, and the slabs of stone armor glowed as he pried them, one by one, from the king's hide.

Carapace tried his best to keep his defenses together, but for every flung stone he caught in his own magic, he lost two more. After a few moments of a battle he was quickly losing, he snarled, and the armor chunks blasted forth in a shockwave that scattered changelings and ponies alike.

"Enough!" he shouted, horn charging with furious green light.

Rainbowbeard, the only one of the five who had not been stunned by a stone shard, regained his hooves and charged. The king grinned and lowered his head. "This time, you'll suffer more than a fall!"

The spell released. Rainbowbeard flinched.

But the stream of bright green energy didn't hit him. Instead, it poured against a shield, cast in tandem by Star Swirl and Prancebeard. The latter stood over Rainbowbeard, panting in his magically enhanced armor.

Sweat rolled down both unicorns' brows as they strained against the onslaught of pure killing magic.

Rainbowbeard lay, transfixed as his magically-deadened pain returned.

Applebeard and Pinkbeard clung to each other, teeth chattering.

Hushbeard screamed his brother's name.

The king roared.

The magic flared.

The shield shattered with a tremendous crack.

And then the throne room went deathly silent as the beam of energy winked out. For in the instant the shield gave, the king, pressing his advantage, had tipped forward onto Prancebeard.

It was Prancebeard's horn that now protruded from the back of the king's neck.

As soon as he realized what had happened, Prancebeard backpedaled, green ichor spilling down his armor. The same green blood bubbled up out of King Carapace's mouth, and he fell to the ground, lifeless.

"I..." Prancebeard swallowed, his magically-enhanced armor melting away. "I didn't..."

King is dead, sang the changelings in susurrus. They backed away from the ponies and their fallen king alike, brokering no further resistance.

King is dead.

As the ponies gathered themselves, the final spells fizzling out, a shriek pierced the still underground air.

"Daddy!"

Tiny hooves clicked against the stone as a changeling half the size of any that had been fighting galloped out from somewhere behind where the throne had stood. She rushed toward the fallen king, tears spilling from her eyes.

Rainbowbeard sprang forward, snatching her up. "No you don't!"

"Let me go!" she screamed.

Kicking and struggling, she bit down on his fetlock, her fangs barely long enough to pierce his flesh. With a cry, Rainbowbeard dropped her, then began to drop himself as the young changeling princess's poison coursed through his veins.

Hushbeard, Star Swirl, Pinkbeard and Applebeard moved into a semicircle around the fallen king, bearing witness as his daughter cried over his body.

"Why?" she sobbed. "Why did you have to die?"

Queen, hissed the changelings clinging to the walls. King is dead... Queen...

Hushbeard gave his companions a look, and they each took a step back. Then he bowed, staying that way until the little changeling spoke.

"Why... are you doing that?"

"I am showing respect proper to thy station, Your Majesty." He looked at her, but did not rise. "What is thy name?"

She wiped at her eyes. "C-Chrysalis."

"Queen Chrysalis," said Hushbeard, standing to tower over her, "thy father died because he did not heed the voice of reason. He would not see his own destruction before him. He stood in the face of annihilation and refused to move."

He swept his gaze across the changelings, addressing all if he were addressing one.

"I would see no more changeling blood spilt upon this day! If you agree with me, you will leave the Forest Ever Free now and find a new home! Perhaps one day, your kind and ours will be able to live in harmony, but until that time comes, you must leave and never return!

"So I decree it." Hushbeard looked back down to the queen, who shied away from him.

"Young Queen," he said, "I know thy ascension has come suddenly, but I beg thee, think of thy people. Think like the leader that thou now art, and end this needless bloodshed." He shivered as he spoke his next words. "Make thy father's death meaningful, I beg of thee."

"Where will we go?" she asked in a small voice.

"I do not know," he said. "But again, I beg thee, leave this place. Let the beasts of this forest return to their homes. It is the only kindness we can offer one another."

Chrysalis looked down at the fallen body of her father for a long, long time. She seemed to grow, just a little, as the lines of her face hardened.

"My changelings!" she shouted, her voice barely echoing off the walls. "We have lost this day, and we have lost our king, but our race is strong! We will seek our fortunes elsewhere, and build a new home, until the day comes that we may return."

She gave Hushbeard a pointed look, which he returned with a stricken one. "And we will always remember this."

The changelings entombed the king in a coffin of green spittle and carried his body away with them. The five ponies, led by Hushbeard, hummed the rite of mourning as they watched the changelings scatter like black leaves through the tunnels of what was once their home.

It wasn't until after they left that Rainbowbeard finally came to.

"Sun and moon, not this again."

"Arrh, ye've 'ad worse," said Applebeard, thumping him on the shoulder.

Star Swirl nodded. "The young Queen's poison isn't as strong as a full-grown changeling's."

Rainbowbeard groaned and tried to stand, but toppled to the side as soon as he was upright. Hushbeard was beside him immediately, propping him up and getting his head under him to lift him onto his back.

"Nahhhh," Rainbowbeard grumbled, still woozy. "I'm sick o' you draggin' my arse around, you lumpheaded son of a turkey, you..."

"Be off!" Star Swirl snapped. "He's only trying to help!"

"Aye-aye," said Pinkbeard, frowning mightily. "You've never shown him aught but words of rage and scorn. Your brother! I ask, why?"

"'S not really my brother," Rainbowbeard moaned.

"You needn't do this," Hushbeard said warily.

"Put me down, you rotten half-feathered numbskull."

"The poison may be weak, but 'tis still in your blood..."

"I said put me down!"

The others backed off as Hushbeard gingerly lowered Rainbowbeard to the ground. He fell over again, but didn't seem to mind, thrusting two legs at Hushbeard.

"You wanna know why I don't approve of this one? Just look at 'im!" He growled. "Lives on the ground like a common mud pony, takin' care of animals and mixin' poultices and... horseapples."

Applebeard bristled at the slur. Star Swirl held him back, shaking his head.

"We was proud pegasi warriors, we was!" Rainbowbeard's head lolled back. "And now look at us! He's dragged me down to 'is level, gallivantin' around who-knows-where to do who-knows-what with a bunch of addle-pated yahoos, servin' a soft, dunderheaded king who wouldn't know honor or glory if it bit him in the flank!"

It was Applebeard's turn to hold Star Swirl back.

Rainbowbeard tried to spit, but it just came out as a raspberry. He thrust his rear leg in Hushbeard's direction again. "He's a disgrace. A pegasus who can't fly, who doesn't even want to? A complete disgrace..."

He went silent for a long moment. Star Swirl, Applebeard and Pinkbeard exchanged confused looks when he started weeping. They looked to Hushbeard for answers, but he seemed equally at a loss.

"An' ya dragged me down t'your level, you lunk'ead," Rainbowbeard said, his voice quaking. "I'm a disgrace, too, and it's all your fault."

"What do you mean?" Star Swirl asked.

When no answer was forthcoming, Hushbeard rumbled, "He dared love--"

"Don't!" Rainbowbeard sat up, shaking, his beard marred with tears and snot. "Don't you say it! Don't you dare tell them!"

Eyes narrowing, Hushbeard finished. "A princess."

The others gasped.

"A unicorn!" Rainbowbeard wailed, curling into a ball. "I've betrayed my people. I'm a dirty hornswoggler now, and it never would've happened if it weren't for you!"

Star Swirl had enough decency to blush at the epithet. He cleared his throat three times before he could speak.

"And does she love you back?"

Rainbowbeard sniffed. "How should I know?"

"You could try asking her when we return."

Pinkbeard nodded. "The story of a knight and liege in love has long the stuff of songs been duly sung!"

Star Swirl thought of Clover, Smart Cookie and Pansy. No doubt they were doing everything they could to hold off the chaos invading Equestria. Did they have help? Or were they alone standing against the beast they had heretofore seen as only a great shadow?

Whatever they were doing, he thought wryly, they were most likely succeeding, because they were doing it together.

"I think," he said softly, with a pointed look at Hushbeard, "that as our three peoples grow closer together in our Equestria, a case such as yours will cease to be rare. Earth pony will love pegasus will love unicorn. Therefore, upon our return, friend Rainbowbeard, tell Platinum, and until then, turn your thoughts to her. They will give you something to look forward to when our quest seems at its bleakest."

"Do you mean it?" Rainbowbeard sat up with Hushbeard's help, wiping his nose on an offered wad of bandages. "You'd not think less of me for my... proclivities?"

"O' course not, ye great sky turd!" Applebeard grinned.

"I'd rather tie my hooves around a tree!" cried Pinkbeard, leaping into the air.

"I know a pony or two with whom you can commiserate," Star Swirl added, helping Rainbowbeard to his hooves. "You are not alone."

With a sharp laugh, Rainbowbeard shook his head. "You are all truly the best friends a stallion could ask for. I hardly deserve you." He grinned at them, then at Hushbeard. "And thank you... brother. For not leaving my sorry arse to rot along the way."

Hushbeard held his gaze for a moment before looking pointedly away. "'Tis nothing you'd not have done for me, were our places reversed."

"Let me also apologize, friend Rainbowbeard," Star Swirl said soberly. "I have treated you rather poorly these past few days."

"Pfft." Rainbowbeard waved his hoof. "Nothing to apologize for. Most likely deserved it, knowing me!" He stretched his wings and winced. "Ahh, well, that'll have to work itself out. But enough of feelings and apologies, this is mares' talk! What comes next upon our grand quest, my friends?"

"What comes next indeed?"

The voice made them all jump. It was the first thing Prancebeard had said since the fight, and the others had all but forgotten him. He sat on a chunk of the dead king's armor, his rear legs dangling over the cliff, staring into the dark nothingness below.

"He had a daughter..."

"Art thou troubled, friend Prancebeard?" Hushbeard asked, stepping toward him.

Prancebeard stood slowly, as though shaking off a great stiffness, and gathered the armor piled at his side. He moved back to them, paying none of them any heed.

"I am well enough, I suppose." His words came slow and heavy. He looked at each of them in turn. "Is it true, though? Is all this, all that we've done... Is it all for naught?"

Star Swirl shook his head. "Nay, says I. Though it cost a heavy toll, we are closer to the end of our quest than ever before." He nodded to the cliff side.

"Not only that," said Hushbeard, "but we also rid the forest of the plague which has haunted it for so long. The changelings have fled, and I suspect the Ursa Major will have plenty of worm meat to feast upon before returning to its long sleep."

As though in confirmation, a distant roar sounded from far below.

Prancebeard nodded a few times. "I suppose so. The beasts can return to the forest where they belong and leave our home alone."

There was consummate agreement. Then Star Swirl's face fell.

"We'd best get to the castle on the double, then, or we'll still be in the bloody forest when they return!"

None hesitated as they hoofed it for the surface.

Author's Note

Author's notes and credits. Thanks as always to Chris for his dedicated editing skills.

Epic Magic

Epic Unicorn History: The Beards of Harmony
by Present Perfect

Epic Magic

Their little company had come a long way, Star Swirl mused as they trudged through the Forest Ever Free. When they had begun this journey, they'd been a band of complete strangers, personalities in conflict more often than not. They'd stood together in the face of shared danger, to be sure, against poisonous plants and identity-stealing shapeshifters, but left to their own devices, they should have by all rights gone their separate ways by now. One of them nearly had.

"Yet just look at us," he whispered to himself.

Pinkbeard hopped along with a gay song at his lips as they made their way toward the castle wherein lay Equestria's supposed salvation. Rainbowbeard, long the biggest thorn in their collective sides, was now as fast a friend as any of them could want, trading jibes and raunchy jokes with Applebeard. Even Hushbeard was smiling, his hermitic ways no longer keeping him separate from other ponies.

"Like six peas in a hoofbasket." Star Swirl smiled, flushed with pride.

Though not all were in such high spirits.

Prancebeard, normally so concerned with appearances, had been dour, outright sullen, since the fight with King Carapace. His hoofs dragged along the dirt; his head hung low; his mane lay limp and lifeless, and his armor hadn't been polished that morning. Inquiries as to his well-being had been brushed aside with hollow pleasantries.

Star Swirl sighed, took another glance at the other four, and dropped back to match pace with the younger unicorn.

"'Tis not right," he said softly, "that you should be downtrodden when the others are joyous."

Prancebeard grunted but said nothing.

"Deny it if you will, but your ailment is plain. Tell me your troubles, friend Prancebeard."

A shrug was all he received in return.

"Are you embarrassed to have fainted upon hearing the Ursa Major's name spoken?" Star Swirl allowed himself a tiny grin.

Prancebeard snorted.

"Ah, no, of course not," said Star Swirl, unsurprised the joke had missed its target. "Prancebeard the Dashing is too confident a pony to worry over so miniscule a gaffe." He stroked his beard, watching Prancebeard stagger along the path.

Prancebeard stopped walking, as did Star Swirl a pace later. Eyes tight shut, sides quivering, Prancebeard sank to his haunches and said in a low, mournful voice, "The King..."

Star Swirl glanced at the others, quickly disappearing around a bend. He placed a hoof on Prancebeard's shoulder, drawing him into a light embrace as he began to weep.

"You hadn't meant to slay him." It wasn't a question so much as an acknowledgment of reality. "I suspect knowing that he would have had to die one way or another, that he would not listen to reason no matter what we said, won't make you feel better."

Prancebeard shook his head.

"Not even the thought of all the other monsters we've slain on this journey?"

Pulling back, Prancebeard wiped at his face with magic. "N-none of them had daughters to cry over their bodies."

Star Swirl sat back as Prancebeard tried desperately to pull himself together with an array of stylish hoofkerchiefs.

Taking a deep breath, Prancebeard finally said, "I envy you, Star Swirl the Bearded."

Star Swirl's brow knitted. "How so?"

"Ponies speak all the time of the victories you've claimed, the foes you slew." Prancebeard sucked in a deep breath and gave a short, mirthless laugh. "The pony who faced down the demon horse what's-his-name! Who fought Grogar on the shores of something or other!" He wrung his kerchief out and gave Star Swirl an unfathomable look.

"Do you know my cutie mark is a jewelled helm? That its plume matches my mane? I became an armorer to help protect ponies. For I am no warrior." He sniffed and looked at the ground. "Would that I had such stomach, to face down an enemy so great and kill him in the name of all that is right and good."

Star Swirl stroked his beard. "I've made mistakes of my own, you know. They aren't sung of, the way victories are. Nor do the tales spend time regaling how difficult victory can be to achieve. Ponies will remember you for the good you did, when this is all over. They'll likely never learn of moments like this."

Prancebeard gave another half-laugh. "I suppose they'll have to call me Prancebeard the Kingslayer now, right? Won't that be... memorable?"

"What is it that truly bothers you, Prancebeard?"

Star Swirl stared at Prancebeard until his gaze was met. They locked eyes for a long moment, then Prancebeard looked away.

"Seeing that little queen," Prancebeard said quietly. "That little changeling who, until that moment, had been a princess, with nary a care in the world. Seeing her, after all the discussion of Rainbowbeard and Hushbeard's past, I..."

His face threatened to crumple in on itself as tears leaked from the corners of his eyes. "I thought about my family. My younger brother, my parents. What will they do if I don't make it home?" He grit his teeth. "What are they doing now, with that shadowy beast running amok in Equestria?"

Star Swirl once more placed an arm around Prancebeard's shoulders. "Come, Prancebeard, let's have no more tears. Chin up, there's a good lad." He smiled.

"Those fearful thoughts, keep them close to your heart. When things look bleak, as I'm sure they will, use that worry and fear to drive you forward into great feats of valor, greater even than stopping a changeling invasion. Remember your brother, your mother and father, when you need strength. Then conquer the obstacle before you."

He thumped Prancebeard in the chest. The other unicorn rocked back on his haunches.

"You have the power to make that worry ultimately for naught." Star Swirl's eyes flashed, and he grinned as Prancebeard caught on to his enthusiasm. "It matters not whether you are a slayer of kings, a dashing armorer, or just Prancebeard the pony, the brother and son. It is well and good to be frightened, so long as you use that fear to move forward, to ensure that you return to them a hero, and not merely a legend sung by bards. The memory of killing Carapace will never leave you, Prancebeard, but you have the power to decide what you do with that memory."

Prancebeard swallowed. He turned his head to the canopy of trees, and for a long while, they both sat there, saying nothing. In time, bird flew overhead, and that seemed to rouse Prancebeard from his stupor.

"I'm a mess," he said with a light chuckle, smoothing his mane back and shaking out his armor. He stood, face filled with newfound determination. "Come, Star Swirl, the others will be wondering what's happened to us."

Star Swirl nodded and rose, and they galloped off down the trail.

"Horsefeathers and thunderation, not this again!"

It hadn't taken them long to catch up with the others. The moment Star Swirl saw the four of them, suspended in swinging cocoons from the treetops, his blood began to boil.

"Two more tasty morsels join us!"

The thick, heavy voice seemed to come from everywhere at once. With a yelp, Prancebeard was caught up in a thick strand of spider silk and dragged, struggling futilely, into the air.

"Oh, this is most unbecommmfffng!" he shouted as the strands wove over his mouth.

Scowling fit to wilt nearby foliage, Star Swirl conjured a whip made of fire. As more silken threads shot from the shadows, the whip struck out, burning them to cinders with a thought. Not a one could touch him.

"Show yourself, you confounded beast! I'll give you a good lashing!"

There was a hiss like the rustle of gargantuan leaves. A tremendous spider, its legs thick around as a pony, emerged from the shadows before him. Eight enormous eyes regarded Star Swirl from above a maw of slavering fangs dripping with poison.

"You dare issue challenge in the domain of Ahgg the Spider King?" The spider's voice rebounded off the trees, buffeting Star Swirl.

"Aye, I have!" Star Swirl shouted back. "We've beaten a bunch of giant confounded spiders already. Beating you will be no task!"

Ahgg hissed. "So it was you who slew my children! I shall make you pay for your transgressions in blood!" From the treetops came more rustling as a half-dozen slightly smaller spiders made themselves known.

Star Swirl rolled his eyes. "Look, all right, on second thought, can we just not do this?" His fire whip fizzled out. "You'll attack us, we'll defend ourselves, it'll be a big mess and you'll probably die, and we're honestly in a bit of a hurry. So if you'd kindly just let my friends go, we'll be on our way."

The spider king laughed. "Cowardly words, pony! Why should I let your friends go?"

"Well, we got rid of the changelings, so you and whatever children of yours remain can return to your real homes at long last!"

The spiders chittered in the treetops. Ahgg seemed taken aback. "How do you know this isn't our real home? You are in the domain of Ahgg, the Spider King!"

Star Swirl waved a hoof at the trees. "For one, I don't see a bloody great network of spider webs woven over decades, or however long it is you giant spiders live." He snorted. "Look, Ahg..."

The spider king frowned. "It's 'Ahgg'."

Star Swirl cocked his head. "Agh?"

"Ahgg!"

"Ach!" shouted Applebeard unhelpfully from above.

"No, no," said Hushbeard, "'tis more from the back of the throat. Ahhghg!"

"Argh!" said Rainbowbeard.

"Mmnf!" said Prancebeard.

"No," said Ahgg, "it's Ahgg!"

"Listen, Your Majesty," Star Swirl continued, sighing, "when you get to be my age, and when you've fought as many foes as I have, there comes a time when more fighting just isn't worth it. It's tiresome. It leads all involved to wrack and ruin. And for what? So if you'd kindly head back to wherever it is you once came from, we can all go about our business without any needless bloodshed."

The spiders' chittering grew in intensity, and Ahgg seemed concerned. Or possibly constipated. Star Swirl was no expert in reading spider body language.

"Erm," said Ahgg at length, "are you sure you don't want to fight? I'm not sure I believe you about the whole changeling thing."

Star Swirl shook his head.

"Not even a little fighting?"

Star Swirl snorted. "No!"

Ahgg tapped his mandibles thoughtfully with one of his front legs. "What if I told you there was a dark force within me, forcing me to fight you?" He raised two legs threateningly. "What would you do then?"

Star Swirl gave him a flat look. "Is there a dark force within you forcing you to fight us?"

Ahgg nodded, or rather he bobbed the entire front half of his body up and down.

Rolling his eyes, Star Swirl huffed. "Just give me a moment, will you?"

Dozens upon dozens of eyes watched as he slowly meandered in a circle, dragging one forehoof behind him and mumbling to himself. When he had traced a line in the dirt of the forest floor, he lit his horn.

"Is this force cthonic, umbral, oneiric, or extradimensional?"

"Uh..." Ahgg tapped his legs together. "Umbral, I believe."

Blowing a breath out through his lips, Star Swirl released the spell. The circle was filled with a seven-pointed star inscribed with intricate and complex runes. "Foal's play. All right, send it out."

The spider king seemed at a loss for a second. Then his body shuddered, and he loosed a scream. The scream took physical shape, melting from the spider's form into a huge shadow that burned with chilled fire. The shadow turned two blazing blue eyes on Star Swirl and spoke in a voice older and colder than the dark vastness of space.

YOU DARE INVOKE THE WRATH OF THE--

"No," Star Swirl said. His horn lit again, and the pattern he had carved in the dirt flared with red light. "In you go now."

WHAT? the shadow hissed. WAIT, STOP!

The forest was lit by a brilliant shaft of blinding red light, at the center of which was a mirror-like portal. The shadow clawed futilely at the ground as the portal sucked it in.

I HAD A WHOLE SPEECH PREPARED! I'D BEEN WORKING ON IT FOR CENTURIES!

"Save it for next time!"

I WILL HAVE MY RE--

The moment the shadow was fully engulfed, the light vanished. The mirror portal hung in the air for a second afterward, shattering into innumerable pieces and dissipating into the ether.

Star Swirl humphed. "You're somepony else's problem now."

As his friends cheered above, he walked over to Ahgg, who had gone comatose during the display, and rapped lightly on his head. "Wake up, Your Spideriness! The dark force is all gone!"

Ahgg blinked all eight eyes, then put a leg against his head. "Oh me, oh my! I feel so much better now!" He regarded Star Swirl, and patted him on the head gently. "Thank you, pony, for freeing me! I'd been fighting with that thing for simply ages! I am forever in your debt!"

He waved a leg, and the smaller spiders moved cut the ponies down. They even carried them down the tree trunks, to deposit them gently on the ground.

"If there is any way I can repay you ponies," Ahgg continued, "name it!"

Star Swirl supervised the release of his friends, smiling at their cheers and hearty claps on the back. When they were all freed, he turned at last to the Spider King.

"Well," he said slowly, "we are trying to find a castle..."

The castle was impossibly ancient.

It rose ten stories above the forest floor. The topmost spires had no roofs and few sides to speak of. Every stone bore at least one noticeable crack; most were covered in moss and ivy. Walls had crumbled everywhere, blocks spilling into and out of the castle at random.

"It must be older 'n anythin' ponykind e'er made," Applebeard said in an awed hush.

"Aye," said Rainbowbeard, "and we'd best be on our guard for ancient traps."

"Or regular old crumbled floors," Prancebeard added. He sneered. "To say nothing of the dust!"

"Carefully, then, fellows," said Star Swirl, leading them into the castle.

The inside had fared no better than the outside. The floors were strewn with holes, not all of them obvious. The tapestries were little more than a memory, and there were no wooden fixtures to speak of. Little spits of rust on the walls marked where sconces hadn't held a torch in centuries.

The front entrance opened into a once-grand hall that stretched down to a single, dilapidated throne. Where a carpet had surely once lain was now only a scattering of splinters and fungus. Here and there, the shoddy remains of candlesticks lined the walkway. Holes in the floor led to a cellar or dungeon below, though nothing was visible in the light of their horns

The stallions, for all their bravado, were cowed to silence in the old castle, creeping tip-toe through the ruins. It seemed as though any sound might bring the whole thing down on their heads.

Rainbowbeard, scouting ahead, found a passage behind the throne and led them through it. After a short, pitch-dark passageway filled with rusting suits of armor, they came to a set of stairs, many of them dangerously crumbled, leading up and down.

"What now?" Prancebeard whispered. "We could easily end up lost in this place in no time at all."

"I could try aerial reconnaissance," Rainbowbeard murmured, "though I fear discovering something sinister. The passageways ever shifting, perhaps." He shivered and rubbed his arm.

"Though we could cover more ground, I do not think splitting up would be wise." With a frown, Star Swirl tossed a ball of light down the stairs. "There's nothing for it but to choose a route and follow it."

The others gathered around, watching the ball descend. Through long moments, the collected stallions stared, willing the light to reveal something, anything, be it danger or otherwise. The passage remained stubbornly devoid of anything notable. Somewhere below, something seemed to sigh.

"I say!" said Pinkbeard, in a moment of cheery brightness.

The others jumped with a shout. They clamored over one another to find the best spot from which to defend themselves. After a moment spent panting at shadows which did not spew forth to attack, they groaned.

"Pinkbeard..." rumbled Hushbeard.

Pinkbeard shrugged and pointed at a hole in the ceiling, through which a tower was visible.

"Doth my imagination do me wrong, or is a light aglow up there?"

Star Swirl peered up at it. In the window of a tower more intact than the rest was, indeed, a faint glow, like a single star in the night sky.

"Huh," he said, giving Pinkbeard an appraising smile. "Well done! Upward it is, then!"

As the six stallions carefully mounted the steps, something behind them sighed again, and the shadows moved.

Though they had a destination in mind, the journey through the castle was still arduous. Falling bricks, blind corners leading to dead ends filled with rubble, and stair upon endless stair slowly drained their resolve. What had started as anxious fear was quickly becoming resolute irritation.

"Ahh," groaned Rainbowbeard as they turned back from yet another crumbled passage, "how do we even know that's where we need to get?"

"Ye could allus fly up an' check," Applebeard said. He smirked as Rainbowbeard gaped at him.

Slapping himself in the forehead, Rainbowbeard shook himself, crouched, and sprang into the air.

He was immediately battered back down to the ground, Hushbeard diving to catch him at the last moment. A portion of the shadows on the ceiling had detached and swooped down upon him, moving almost too fast to see. Rainbowbeard draw in a sharp breath and coughed the wind back into himself.

Star Swirl whirled, horn alight, to face back down the hallway. "Who goeth there?"

There was no answer. Not even wind stirred the dust. Their eyes scanned the corners and ceiling, looking for some sign of their attacker, but the shadows remained resolutely still.

"This does me grave ill," Star Swirl muttered, gaze aloft.

"Over there!" Prancebeard shouted suddenly.

The end of the hallway was obliterated in a burst of magical force as Star Swirl loosed a spell in the vague direction Prancebeard had indicated. Stones and rubble spewed out the windows and showered the courtyard below, not to mention all over the hallway the wall had once protected.

"I-I swear, I saw something standing there!" Prancebeard said, holding his hooves up.

Star Swirl shivered, and the six of them formed a tight knot, facing outward, scanning the shadows.

"There!" cried Star Swirl, loosing another bolt of magic at a wall.

"Nay, but here!" shouted Hushbeard, kicking out at the stones.

"Ach, there's another'n!" Applebeard hollered, bucking upward.

"I'll rend their stones asunder, sure as day!" Pinkbeard slapped something with his lute. He was joined by magic, hooves and stones flying left and right, battering at shadows both moving and still. In a trice, none of them could see for all the dust that had been kicked off the stonework.

"Leave off!" hollered Rainbowbeard. "That's me you're hitting, you numbskull!"

"Ach, an' who're ye callin' a numbskull, ye blinkered pillock?"

"I'll have them!" cried Star Swirl. "I'll have them all!"

"Stop!" shouted Prancebeard. He sat back, waving his hooves in the air. "Everypony stop!"

That did the trick. The fighting calmed as quickly as it had begun, Rainbowbeard and Applebeard inadvertently at each other's throats. They all heaved deep breaths, which fell to coughing and gagging on the dust as it settled.

Prancebeard's eye twitched, and he gestured shakily at the floor. "Look you there."

Star Swirl's heart dropped to his stomach as he beheld the floor, joined to the walls by a single creaking beam. They had, in fact, somehow carved most of the rocks beneath them away, leaving only a precariously balanced platform for them to stand on. As they watched, some of the stone at the edge gave way and plummeted into the darkness below.

"Nopony make any sudden moves," Star Swirl whispered.

For a moment, all was perfectly still. None of them dared even breathe.

Then Pinkbeard sneezed.

The ponies all held their breath as he wiped his nose on his fetlock. It seemed the floor would hold!

And then, with a creak, it gave way, and they fell screaming into the darkness below.

When Star Swirl awoke, it was to a splitting headache made no better by the guttering light source in the... Wherever he was.

"Is everypony all right?" he asked, his voice hollow and alien in his ears.

A chorus of groans answered him. He shoved himself to his feet, staggered, then righted himself, watching his friends do likewise. After a moment, a lance of panic shot through his chest.

"What happened? Where is Pinkbeard?"

Heads turned this way and that, and Star Swirl was forced to shield his eyes as he surveyed the place they had ended up in. It was a close space, filled with rubble, the windows looking out into the black night sky. One end of the room was simply too bright for his comfort. As he watched, the outline of a door emerged from the light. It was from this door, to perhaps nopony's surprise, that Pinkbeard appeared.

"Oh, it was just amazing, don't you think?"

Rainbowbeard squinted and stuck a hoof in his ear. "Can you cease the cheer for five minutes? I feel as though I've been at the ale all night..."

Hushbeard groaned. "What's he talking about?"

Pinkbeard spread his hooves wide and did a little dance, dramatizing while he sang.

"The floor fell down, and then we took a ride along a dark and treach'rous castle slide! It whooshed and zoomed and looped us all about! And then it sent us down, then up! Then out! Along the way, I saw all kinds of sights!" He paused, pointing behind himself. "And also there's these thingies here, with lights!"

Prancebeard clopped his hooves daintily against the floor. He shrank back as the others glared at him. "What? I liked the rhymes!"

Star Swirl rolled his eyes.

Feeling a good bit more like himself, he made his way over to Pinkbeard. "Now what are these 'thingies' of which you-- Stars!"

"What is it?" The others made for the archway, crowding in behind him.

Their breaths caught in their throats.

Before them, in a small, vaulted rotunda in far better repair than any room of the castle they'd seen till now, sat two low circular platforms. Above each hovered a globe of yellowish light, as large across as two stallions nose-to-tail. They swirled with energy, mystical patterns fading in and out of their surfaces, and they radiated a soft, gentle hum across the room.

But what really took the six ponies aback was what lay at the center of each: a tiny, sleeping foal, one white and one black.

"By the clouds and stars!" swore Hushbeard, his voice low. "Is this at last what we've searched for all this time?"

"How could it be?" said Rainbowbeard, his voice no louder. "Two foals? What sort of weapon is that?"

"I cannot deny the intensity," said Prancebeard, looking to Star Swirl. "Even from here, I can tell that, whatever these are, they are far beyond any magic I have ever understood. Star Swirl?"

Star Swirl the Bearded stepped into the room in a daze. His eyes tracked again and again the patterns roving over the surfaces of the two globes, analyzing formulae at once both familiar and foreign. He approached them with awestruck reverence, until his legs could hold him no longer and plunked his rear down in the middle of the room.

"They're amniomorphic..." he whispered. Tears tracked down his cheeks, and he started to laugh. "My hypothesis was correct! Two self-sustaining amniomorphic spell matrices!" He laughed. "I never thought I would see one, let alone two, yet here they are!" He spread his hooves wide. "And they're beautiful!"

As Star Swirl laughed and sobbed, the other stallions shared confused looks. Mostly, they just looked at Prancebeard, who could only shrug and shake his head.

"Aye," said Applebeard at length, "they're fair bonnie... thingies, but whit are we t'do wi' 'em?"

Star Swirl wiped at his eyes, turning to his compatriots with a huge grin. "My apologies. It's just... My friends, you are witnessing the culmination of a life's work! I always knew this was possible, and now I see just how close I was to proving it myself, by theory alone!"

He let out a long breath. "It will take me some time to study the spells if we are to unravel them without harming the foals within. Whether they are what we've come all this way to find or not, we cannot simply leave them to the whim of the forest. I will be as quick as I can, but..." He gave them a lopsided grin. "I'd recommend you all get some rest."

Even working quickly, Star Swirl gave the others enough time for a solid nap, and they were all feeling considerably better when he woke them.

"All right, gentlestallions," he began, "the answer is simple. Through a shifting of thaumic phase inversions, I should be able to dematerialize the outer shell matrix, whereupon I shall--"

"Eh, Star Swirl?" said Prancebeard, timidly.

"--decoupling the harmonic waveform regulators, while simultaneously expelling any magic-negative stanchions--"

"Star Swirl..." rumbled Hushbeard.

"--but if the inner core matrices are fully combinatorial, it will simply be a matter of reharmonizing and reinvigorating the low-density, cross-spectrum, fourth-dimensional--"

"Star Swirl!" Applebeard shouted.

Star Swirl fixed him with a stern glare. "Rude."

Rainbowbeard slapped his forehead. "Just tell us what you're about to do, you daft galoot! Only another egghead mage'll follow that nonsense!"

A tiny bit of heat crept into Star Swirl's cheeks, and he averted his eyes. "Yes." He cleared his throat. Several times. "Well. The short version is I should be able to safely unweave the two spells. Theoretically."

Pinkbeard leapt into the air, shouting in glee. "Well, surely you can do it very well!"

"Aye," said Applebeard, smiling. "If anypony can do whit alla them big words meant, sure'n it's you."

Star Swirl harrumphed. "Ah, well, you know, there's certainly margin for error..."

"Nonsense!" Rainbowbeard swooped up and clapped him on the shoulder. "You're not just our mage, you're Star Swirl the Bearded! 'Twill be foal's play for you to conquer this obstacle!"

"Aye!" cried Hushbeard.

"Hear, hear!" added Prancebeard.

Soon, all five of them were clamoring for Star Swirl and cheering his name. He turned from them, mostly to hide his blush, and loudly harrumphed until the hubbub subsided.

"Yes, well. Thank you all for your vote of confidence. I should warn you, though..." His voice grew somber. "There is a chance that the magical feedback will be too much for even a unicorn as experienced as myself to absorb all in one go. It could be painful. I will have to unweave both halves within a small margin of time in order to unmake the spell completely, or the results could be disastrous."

His friends looked at each other.

"What sort of disaster are we talking about?" asked Hushbeard, eyebrows knitted.

"Oh, rather the disastrous sort, I imagine." Star Swirl waved his hoof noncommittally. "Regardless, I am counting on you five to keep me on task. No matter what happens after I unweave the first spell, help me to the second, quick as you can."

He glanced back over his shoulder with a small grin. "Are you up for the challenge?"

They shared another look. Rainbowbeard elbowed Applebeard and grinned at him.

"Think we can, lads?"

"Aye!" the rest shouted.

Star Swirl smiled at them. "Very well then!"

Star Swirl approached the platforms, squinting a bit in the magic's intense glare. He looked from one to the other and the sleeping forms within. With a shrug, he turned to the globe on the right, surrounding the white filly. He took a deep breath, lit his horn, and touched it against the outer surface of the spell.

His world exploded in a fury of pain and light.

Body filled with fire, mind filled with lighting, his being shot off through the depths of space. Howling, amorphous shapes from beyond time itself tormented his very soul. He was flung against asteroids and plunged into the bottom of sulfurous seas. He spent an eternity being stretched, squashed, inflated, crushed and rent asunder before being rebuilt from his very atoms.

What amount of time had passed, he could not tell, but eventually, he toppled backward into the waiting hooves of his companions with a shout and an explosion of force.

"Are you all right?" Prancebeard shouted, slapping his face.

"Stop hitting me..." Star Swirl whined.

"Now that was quite the screamy show you made," said Pinkbeard, looking somewhat worried.

"Aye, ye looked a pure nick," said Applebeard, helping him to stand.

Dazed, Star Swirl stared stupidly ahead. "'S was awful... no words..."

"Gentlestallions."

The calm murmur caught their attentions, and soon all eyes were on Hushbeard, who held a cloth-wrapped bundle.

"Congratulations," he said, mirth pulling at the corners of his mouth. "'Tis a filly."

The other stallions crowded in to see as he peeled back a layer of the cloth to present the white head and its tiny curl of pink mane.

"Hah, and a unicorn at that!" said Rainbowbeard, a faint smile on his lips.

"A unicorn," Star Swirl muttered faintly.

Hushbeard made a rumbling noise and turned the filly on her side, peeling back more of the cloth. The others gasped.

"A horn and wings?" said Prancebeard, a hoof flying to his mouth.

"In all my years, I've never seen the like!" Pinkbeard was unusually reverent. "No doubt that this is what we came to find."

"Well done, lads!" crowed Rainbowbeard. He slapped Star Swirl on the back, who lurched forward. "Only one left, and then we can get back to Equestria to stop the monster!"

As soon as the words 'one left' emerged from Rainbowbeard's mouth, Star Swirl let out a choked cry. His eyes turned toward the second globe of swirling magic and shrank to pinpricks. A bead of sweat trickled down his neck.

"Star Swirl?" Prancebeard asked, hesitantly.

Star Swirl made a break for the door.

"Get 'im!" shouted Applebeard.

Rainbowbeard sprang into the air, flying ahead. Star Swirl gibbered and lit his horn, eyes rolling in his sockets. He teleported to the far end of the room, but Pinkbeard charged in, leaping for him, nimble as could be. Star Swirl ducked at the last moment. Pinkbeard's head rang like a bell as it impacted the stonework.

"Cut it out!" Prancebeard cried, trying and failing to grab him with magic. "Star Swirl, whatever is the matter with you?"

"No, no, no!" shouted Star Swirl, hooves scrabbling under him as he dodged and weaved past the others. "Not going back!"

"But you said we've only a limited time to get both spells unmade!" Rainbow grunted as he tried to herd Star Swirl into the rubble, but the unicorn teleported again, and it was the pegasus who ended up in the stones. "Something about a great disaster? Counting on our help? Remember that?"

"Don't want to!" Star Swirl's voice took on a petulant whine. "You can't make me!"

"Ach, fer th' love o'..." Applebeard reached into his pack, withdrew a rope, tied a quick knot in the end, and slung it around Star Swirl's rear left leg. "Gotcha!"

Try as he might, Star Swirl could not escape. Applebeard reeled him in, hogtied him swiftly and glared down at him with unmasked contempt.

"Yer blubbin' like a wee bairn, ye daft eejit!"

"Aye," said Hushbeard as they dragged Star Swirl, still raving and struggling like mad against his bonds, back into the room with the spells. "Even the foal hasn't put up as much fuss as you..."

Hushbeard cut off with a cry of alarm as he looked at the filly. "Er, and she seems to have outgrown her swaddling when we weren't looking. Hurry it up, gents, will you?"

Indeed, the filly, who had seemed a newborn just moments prior, now looked to be at least a year old. She sucked merrily on her forehoof, eyes closed, oblivious to Star Swirl's tantrum.

His thrashing and shrieking intensified as they pushed him closer to the orb, which flashed and pulsated far more violently than before. He squeezed his eyes shut and strained to keep his head away from it.

"All right," said Prancebeard at last. "Leave off, you lot, let me try and talk some sense into him."

He cleared his throat and leaned down to Star Swirl's ear.

"Why are you behaving like this, Star Swirl? Even I can see the second spell is destabilized. What is it you told me just this morn? Think of those who wait for us in Equestria, the ponies you love and care for, who are waiting for you to overcome this obstacle and free them from their torment."

Tears stung at the corners of his eyes as Star Swirl turned away from him. "Think, Star Swirl, I beg of you! Think of them! I do not know how long the pain lasted for you, but for us, it was over in a single moment! Use that pain to push through the fear, to overcome the obstacles!"

Star Swirl closed his eyes. "You weren't there... Didn't feel it..."

He glanced over to the filly, who seemed to have aged another year and was now giggling to herself as she hovered a few meters off the floor, Hushbeard trying to coax her back down.

"Star Swirl, we haven't much time! 'Tis now, or never!"

Star Swirl turned his head away.

"Very well, then." Prancebeard gritted his teeth. "If the mighty Star Swirl the Bearded cannot do it, then... I shall."

"No." The answer was immediate.

Star Swirl's body relaxed, and he turned a stern eye to Prancebeard, who took a step back.

"Untie me," he commanded, voice catching in his throat.

"You're not about to run off again, are you?" Rainbowbeard asked, looking like he was really excited for that possibility.

"Nay." Star Swirl grit his teeth, voice shaking. "If I must suffer twice an eternity of torment in but two moments, then suffer I shall. It is the least I can do for an Equestria that is suffering."

He turned his eyes to the filly, who had grown again. "Gwampa Staw Swiw no cwy now?" she asked. Hushbeard nearly dropped her.

Star Swirl laughed as the other untied him. "Yes, little done, the time for tears is over. What I must do, I do for Equestria. I do it for Clover. I do for myself!" He placed a hoof on Prancebeard's shoulder, casting a quick glance to the others. "I do it for you, my friends.

"Swiftly, now, help me up."

Prancebeard and the others positioned Star Swirl before the mad maelstrom of spellwork, stepping back once he was firmly on his hooves. He snorted and grit his teeth. Reaching far down inside himself, he loosed a war cry that shook the stones above them.

This time, he did not even have to physically touch the spell. His horn lit with a star shine flare, drawing the magic in.

Instantly, he was torn into fifteen pieces that were hurled to the very ends of reality.

One passed by ponies grazing in herds along an idyllic paradise.

Another flew over Canterlot, and a head with mismatched eyes chuckled and waved a griffon talon as it went past.

A third flew through a castle made of crystal, and he just barely heard a voice shouting, "What was--"

A fourth sailed through a void darker than black, where a shadow with burning blue eyes shouted, "THAT'S WHAT YOU GET FOR RUINING MY SPEECH!"

A fifth sailed across a burning, acrid wasteland, devoid of ponies, plants, or any life whatsoever.

Possibility and time ceased to have meaning. Star Swirl became one with all, and all was pain.

He pushed the pain away, roaring against the strain of the magic, until, with a pop, it exploded outward and launched the dark filly into his arms.

They slid across the floor, out the door into the outer room, Star Swirl cradling the tiny form against his chest, until they hit the wall and stopped. Smoke curled off both of them.

He panted hard as his companions caught up to him. The other filly, now old enough to walk on her own, peered curiously at Star Swirl's burden.

He laughed, looking at the tiny thing. Her soft coat glistened like the blue-black of night, and a little shock of sea blue framed the stubby horn. Wings, fragile and ephemeral, caressed her sides.

Star Swirl wiped at his eyes and held the foal up for all to see. With a smile to the other filly, he said, "'Twould seem you're a big sister, now."

After deciding their best course was to "gang awa' hame", as Applebeard had put it, all eight ponies left the castle, meeting surprisingly little resistance. The corridors led them straight to the exit, the rubble was easily bypassed, and the shadows didn't cling so much as they had. In all, their company was free of the castle in far less time than it had taken to enter.

So they kept running.

Hushbeard carried the two fillies, one in his saddlebag and the other on his broad back. Every time Star Swirl glanced back at them, it seemed they had both grown steadily older.

"Hushbeard," complained the older one, "I'm too big to be carried now!"

He had initially thought of them as "Luna" and "Sola" until the older one had informed him testily that her name was Celestia, thank you very much. He looked back to see a filly who was more young mare now, lifting herself into the air off Hushbeard's back, then pulling the younger filly from his bag to carry herself.

"You can run with me, Luna," she said.

"You'd both best stay at the front of the herd," Star Swirl said, "otherwise you may be old mares before we leave this forest!"

With that said, their progress through the forest was even easier than the castle. The trees framed a single path, free of tripping stones and roots. They forded shallow rivers without pausing. No monsters emerged to challenge them. In fact, the canopy was oddly quiet, save for the thundering of their hooves.

That is, until a manticore appeared before them without warning.

Rainbowbeard and Prancebeard shouted and threw themselves on the fillies. Star Swirl, Hushbeard and Applebeard formed a guard in front of them as the beast charged down the path. Star Swirl lit his horn, ready to cleave the beast in twain if need be, when it flapped its wings, leapt, and sailed over them, continuing its charge down the path.

"What?" was all Star Swirl could say.

"Look!" Hushbeard pointed ahead down the trail.

A pack of timberwolves rushed at them, but parted like a stream around rocks and ran past them. Moments later, a cockatrice dove into the undergrowth, emerging once again only when it had passed them. A hydra thundered down on top of on them, but stepped over without so much as licking its lips. Star Swirl eyed a swarm of paper wasps warily, but they too left the ponies unmolested.

"What in th' name o' ripe, red apples is happenin'?" Applebeard demanded, as they let the fillies up and scanned for more potential non-threats.

"THEY RETURN HOME," said an unearthly voice from seemingly all around them.

The foliage to their right parted, revealing another path, at the end of which stood something vaguely pony-like. It was thrice as tall as any of them, and even in the forest gloom, they could see it was made of bark, twigs, leaves and stones. It strode gracefully towards them, stopping a few paces away, and spoke in a voice that emerged from every tree.

"IT IS ALL THANKS TO YOU. THE FOREST IS IN YOUR DEBT."

"Who are you?" asked Prancebeard.

"I-THE-FOREST AND CROOKNECK."

"'Tis as we told the Spider King," Star Swirl said, eyes alight. "They'll torment Equestria and ponykind no longer! Am I right in thinking 'twas the changelings who drove them from their homes?"

The great forest spirit nodded.

"Wait," said Rainbowbeard, "did you say 'and Crookneck'?"

The leaves and branches surrounding the spirit's face peeled back, revealing the face of the earth pony farmer-turned-bandit. He gave them a lopsided grin.

"Hello again, stallions. Imagine it, an earth pony gettin' lost in a forest. Hah!" He shook his head. "Don't worry on my account. I was fit to die of starvation, but I called out in supplication an' the forest saved me. Offered myself in exchange for guarding the forest. Weren't no life for me in Equestria nohow. Maybe it's as I can gain some redemption for my wrongs here, eh?"

A wry smile crossed Crookneck's face, and he laughed. "Ah, but it's not so bad! How many ponies can say they ever became the avatar of an entire forest, huh? And it ain't like the forest's had an avatar in decades, it was tellin' me, and..."

A look of irritation sprouted on him as the leaves and branches began to close over his face.

"Hold off, now," he said, frowning at the sticks. "I'm talkin' to these nice gentlest--Oop, no, guess I'm done." And the leaves covered him fully once more.

No words did the stallions possess to describe the sound of an entire forest clearing its throat.

"IGNORE HIM," it said. "HE IS NEW. NOW GO, PONIES. THE WAY OUT IS CLEAR. GO, AND TAKE YOUR TREASURES OF HARMONY. YOU WILL BE REMEMBERED."

Star Swirl looked to his companions, one by one. The fillies had grown again, both now sporting sun and moon cutie marks. He turned and bowed low.

"Thank you, forest spirit. May your trees thrive."

The ponies picked themselves up and continued down the path. From behind them, the leaves rustled in a dark and unfathomable voice with the wisdom of countless ages.

THEY SHALL

At last, they emerged from the forest and squinted in the harsh light of day. Helpfully, the sun set moments later, bathing them in darkness as the moon rose. It at least kept them from seeing just how bad everything was.

"'Tis worse than ever I thought," Star Swirl muttered. "If even sun and moon ride chaotic tides..."

The others stood abreast of him, Luna climbing down from Celestia's back to gaze across the plaid-speckled land.

"What are we to do?" Prancebeard asked in quiet desperation.

"It seems a shame," said Hushbeard, turning to regard Celestia, "to place the whole world's hopes upon a pair of fillies, singular though they may be."

The stallions all turned to regard the fillies. Luna shied away from their gazes, hiding behind her sister, who gave them all a smile with the barest tinge of nervousness.

"Do not worry about us, good gentlestallions," Celestia said firmly. "Now that we have seen with our own eyes what hath transpired in this land, I sense that we are where we are meant to be. Moreover..."

Celestia began to pace, her sister watching her with as much curiosity as the stallions. In a trice, she was running down the path that had brought them to the forest in the first place.

"Yes, I feel sure of it! Follow me, friends!"

All eight ran, heedless of the danger. No questions did they ask. The sun rose and set as it desired, sometimes quickly, sometimes languidly, forever chasing its counterpart through the sky.

After some pony lengths of running down the path back to Canterlot, the air exploded with confetti, streamers and tacky, upbeat music. A large banner reading "WELCOME STAR SWIRL THE BE" sprung up in the middle of the road, followed moments later by the strangest creature any of the ponies had ever seen.

What appeared to be an amalgamation of every animal known to ponykind, and possibly a few more besides, emerged from thin air beneath the banner, clapping its mismatched hands and chortling in glee.

"Ponies, ponies!" he said, his voice mellifluous and oily. "Welcome back! It's about time you all got out of that awful, awful forest! I'd have come sooner, but you know how it is. Uprisings to put down, former rulers to keep under my hoof and all that." He grinned at them, showing a single fang and an eyeful of mirthful malice. "Like what I've done with the place?"

Celestia and Luna retreated behind the stallions, who gaped at the thing in a combination of awe, confusion, horror and anger.

"So you're behind this chaos," Star Swirl said at length. "The same shadow Clover saw in her nightmares, no doubt."

"The one and only!" cried the creature, bowing low. "Call me Discord, Ruler of Equestria! Oh, it'll be so much fun having you six around."

He disappeared in a flash of light and reappeared next to Star Swirl, dragging a claw over the latter's beard. "I've been watching you all for a donkey's age, you know. Such wonderful chaos you've created already!"

Another flash, and he appeared astride Prancebeard, along with a saddle and bridle. "I just can't wait to see what you'll do next!" He kicked his heels in, but the spurs just clanked off the armor.

"Ye've much t'answer fer, foul beastie!" cried Applebeard with a shake of his hoof.

"'Foul'?" Discord reformed in front of them, in the guise of a giant chicken. "I'll have you know that's offensive in some circles." He gave a loud "BUCK-KAWK!" and an egg smashed onto Applebeard's face from above.

"But where are my manners?" Banishing the costume, Discord pulled a pair of spectacles and a scroll from behind himself. "I've introduced myself, but I don't know a thing about you! Let's see..."

As he read off the scroll, labelled 'Ye Olde Scripte', he flashed in front of Star Swirl. "We've got the grump--" then Applebeard-- "the blowhard--" Rainbowbeard-- "the idiot--" Hushbeard-- "the recluse--" Prancebeard-- "the ponce..."

Rainbowbeard nudged Applebeard in the ribs. "Hah! He called ya a blowhard!"

He appeared above Pinkbeard, snatching the lute off his back and holding it aloft between two fingers. "That makes you the fun one, doesn't it? Where did you even get this, eugh, this thing?"

"It's mine, you know!" cried Pinkbeard, trying to jump and catch the lute, which gave a piteous little howl. "Now give it back to me!"

Pulling a face, Discord tossed the lute into the air. Pinkbeard caught it before it hit the ground, huffing at Discord, his face scrunched in anger.

"You want it, you can have it." Turning back to the scroll, he traced a claw down it, tapping a spot near the end. "Now let's see, there are supposed to be two more main characters here. Where could they be..."

Hushbeard, to his credit, was ready the instant Discord appeared behind him. "Leave the fillies be, monster," he rumbled.

"Ah yes," said Discord, his eyes narrowing dangerously. "The brats."

"W-we're not scared of you!" yelled Luna, cowering behind Hushbeard's back left. "T-tell him we're not scared of him, Celly!"

Despite her initial temerity, Celestia swallowed and strode out from behind her protector.

"My sister is right. The moment I laid eyes upon your ghastly visage, I knew, as surely as I know my own hooves, that our destiny lay with your defeat."

Discord yawned, fanning his mouth, as Celestia strode around the ponies, growing more animated with each word she spoke.

"My friends, we stand at the brink of defeat. The land you call home is in ruins, befouled by magics dark and powerful. But we brave few--" She made eye contact with each of the ponies, smiling at them in turn-- "we lucky champions, have this opportunity to set Equestria free. We can best this chaos, with the love in our hearts and the courage in our stomachs. We will rise above you, Discord the Monstrous! Discord the Terrible! For ponies are strongest when we are together, and we have banded together in the name of harmony!"

The stallions lifted their eyes to Discord. One by one, they thrust out their chests, stamped their hooves, and snorted. They formed a line, confident grins writ large across their faces, victory shining in their eyes. As Celestia finished her speech, one and all gave a loud "Huzzah," even little Luna.

Discord was sleeping in midair.

"The rotter's kipped off," said Applebeard, rubbing the side of his head.

Discord jerked awake as a small bird with a rope tied around it dropped down next to him, chirping its head off. "Huh-wha?" He stretched and used the bird's beak to scratch himself before pulling its rope, sending it zipping off into the sky.

"Sooooo boring," he moaned. "You can't blame me for nodding off." He eyed the filly coolly. "Celly, was it?"

She stuck her nose up in defiance. "That's Celestia to you, demon!"

"Whatever." He snapped his fingers. "If you ask me, you need a little Ce-less-tia of a stick up your rump."

Celestia was instantly enrobed in a brightly colored striped costume, complete with curly rainbow wig, giant shoes and red nose. Discord squeezed the latter, and it gave a loud, flatulent toot.

Pinkbeard snickered.

"Hey!" shouted Luna, stumbling out from behind Hushbeard and lighting her horn. "You do not get to treat my sister like that, bully!"

Discord rolled his eyes and snapped his fingers again. "Oh, what do you know? You're just a snot-nosed kid."

Luna sneezed violently, sailing backward off the path and landing on her rump. She let out a wail at the veritable fountain of mucus pouring from her nose. Prancebeard echoed her cry, shuddering.

"Don't lose focus, men," said Star Swirl, charging a spell.

Rainbowbeard nodded, readying himself to attack. "Any suggestions?"

Gritting his teeth, Star Swirl added a second magical overlay to the spell on his horn. "Hit him with everything you have!"

"Gladly."

With a wicked smile, Rainbowbeard bolted into the air, flying a loop around Discord fast enough to make his head literally spin. He began throwing lightning-quick punches up and down the serpentine body. Every time his hooves impacted, the flesh dented and produced the sound of a different animal's cry.

"Uh," Rainbowbeard, pausing after a few moments, "I think direct attacks aren't quite the thing!"

"Oh, really?" Discord pulled his head off, swung it around to face Rainbowbeard, and put it back on again. "Needed somepony else pulling your strings to figure that out, did you?"

He snapped his claws, and Rainbowbeard collapsed. A pair of crossed wooden sticks appeared above him, strings hanging down from them to his hooves. The sticks lifted into the air, dragging the helpless pegasus back and forth.

"What is this?" he cried, as the sticks forced his limbs into a jig. "Unhoof me, varlet! Fight -- yaah! -- fight fair!"

"In my experience, 'fair' is synonymous with boring!"

Discord chuckled as Hushbeard and Applebeard came at him, one high and one low. But no amount of synchronizing their blows could find them purchase as his sinuous form weaved and slunk around them.

"Birthing pure chaos into this reality required an equal creation of, blegh, order, but did it have to be so dull?"

At the snap of his claws, Hushbeard plowed face-first into the earth and kept right on going, his wings having been transferred to Applebeard. The wings, with a mind of their own, flapped out of sync, throwing the former earth pony up into the air at crazy angles, until he finally crashed down directly onto Pinkbeard, knocking both cold.

With a shrill warcry and a spear of pure light on his horn, Prancebeard charged Discord, head down.

"I will rip out anything you dare call a heart!"

"So pointy!" Discord tutted and snapped his fingers. "You'll put an eye out with that."

Prancebeard's armor expanded, turning transparent, until it had fused into a solid bubble around him. He loosed the spell he had been holding, but it ricocheted around the inside of the sphere, finally zapping him on the cutie mark.

"Oops!" Discord covered his mouth in feigned shock. With another snap, a large helmet appeared over Prancebeard's head, obscuring his features completely. "Can't be too careful, you know."

"HYAAAAAAH!"

With a shout that could have peeled the bark from a tree, Star Swirl released the not one, not two, but four spells he had been powering with his horn. All four were woven together precisely, meant to bolster one another's power and penetrate any defenses that might block them. Singly, any one of them would have defeated the best casters in the unicorn court. Together, they were a mighty monolith, an unmatched juggernaut of magical offense that promised sure oblivion to anything before them.

Discord produced a large novelty fork, swirled the strands of magic onto its tines, shoved the whole thing into his mouth and chewed.

"Mmm!" He smacked his lips, holding up a hand with thumb and forefinger curled together. "Exceptional presentation! My compliments to the chef. I've not had a better meal, I should think!"

Star Swirl's mouth dropped open. He sank to his knees. All he could do was watch in mute horror as Discord made a show of covering his mouth as his cheeks puffed up. After a few moments, he loosed an earth-shattering belch, along with a cloud of green gas. The instant the foul-smelling cloud overtook Star Swirl, his beard curled up into his eyes.

"Whoo!" Discord cried, pounding on his chest and coughing. "Maybe a little too much garlic, though. That stuff'll really curl your hairs!"

Laughing, he reached down and elbowed the stock-still Star Swirl. "Get it? Curl your hairs?"

Rising into the air, he slapped his knee and gazed upon his handiwork. Prancebeard flailed as his bubble floated softly through the air, unable to remove the helmet from his head. Applebeard caromed off the bubble again and again as his wings seemed determined to bash it open with his body. A dirt-covered Hushbeard tried in vain to jump and grab Rainbowbeard out of the air as the latter was forced to do the pony can-can. Celestia struggled with her wig, having been able to remove only the shoes by this point. Luna merely cried as more snot dribbled down her face. Star Swirl and Pinkbeard were insensate.

"Well, well, I can't say it hasn't been fun, because this has been an absolute smash." Discord produced a tiny mirror and broke it with an even tinier hammer. "You ponies are a real treat, you know that? I think I'll keep you around. No doubt you'll continue to entertain me!"

He pulled back the fur of his forearm, revealing a small grandfather clock. Its hands came together over the twelve, after which a small door opened, producing a platform with a tiny Discord. It rose up to the real Discord's ear and shouted, "YOU'RE LATE, IDIOT!"

"Oh, goodness, look at the time!" Discord floated on his back down the path. "I guess round two will have to wait for later. So much chaos to spread, so little time! Ta-ta!"

And in a flash of light, he was gone. A few seconds later, and all the changes to the ponies had vanished as well. Applebeard, Rainbowbeard and Prancebeard impacted the ground with shouts.

"It's impossible," Star Swirl said to himself. "We came nowhere near hurting him. We weren't even a threat to him."

Hushbeard, who had been able to rouse Pinkbeard, gave him a defeated look. Rainbowbeard turned his head away. Applebeard gazed at the ground.

"Don't fret, Star Swirl," Celestia said softly. With a sniffling Luna on her back, she moved to him, wrapped a hoof around his neck and squeezing gently. "He took us by surprise. Divided attacks won't work against a being so powerful. I'm sure, if we work together, we can come up with a--"

"Oh, before I forget..."

There was a loud zipping sound as a portal appeared in space to Star Swirl's right. Discord popped halfway out with an avuncular smile.

"I'll be taking these," he said, grabbing Celestia and Luna by the scruff of their necks. "Toodles!"

The fillies' screams were cut short as they were dragged through the portal, which sealed behind them.

The stallions could only stare, dumbfounded.

"Ach!" cried Applebeard after a moment, throwing his hooves up in the air. "We just found those!"

Author's Note

A big thanks to Pascoite, without whose inspiration and encouragement, this chapter would never have been completed. Continued thanks to Chris for going above and beyond the call of duty as an editor.

I fear I may never top the Ahgg scene, in this or any other story. :B